Infratil Limited/Announcement
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Infratil Full Year Results for the year ended 31 March 2023

Full Year Results21 May 2023IFTUtilities

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

22 May 2023



Infratil delivers a strong FY2023 result, and provides positive guidance for FY2024

despite near term global and local economic headwinds, with strong thematic

tailwinds continuing to drive investment across the portfolio


Infratil today announced a net parent surplus from continuing operations of $643.1 million for

the year ended 31 March 2023, driven by significant growth in earnings from its associates

and the gains recognised on the sale of the Trustpower retail business and the sale of One

New Zealand’s passive tower assets.


Proportionate EBITDAF was $531.5 million – an 11.9% increase on the $474.9 million from

the same period the previous year - reflecting strong performances from CDC Data Centres,

One New Zealand and Wellington Airport – and towards the top end of our most recent

guidance.


Infratil CEO Jason Boyes said that on performance, we unapologetically aim high, and the

current year has been no different on that front, meeting our market guidance and achieving

our target returns to shareholders in a difficult macro environment.


“The last year has been extremely active across our portfolio. Longroad Energy undertook a

significant capital raise, which saw a material uplift in its value. One New Zealand completed

its rebrand as well as the sale of its passive mobile tower infrastructure to a consortium

including Infratil, leading to the establishment of Fortysouth. CDC Data Centres delivered an

additional 104MW of data centre capacity across in Canberra, Sydney and Auckland. While

Manawa Energy completed the sale of the Trustpower mass market retail business.”


At a portfolio level Infratil committed to setting a science-based target with a clearly defined

path to reduce emissions in line with the Paris Agreement goals in May 2023.


“What’ is pleasing is that despite all of the activity across our portfolio, the management teams

of our portfolio companies have remained focused and delivered a set of impressive financial

and operational results.


“CDC saw a significant expansion of capacity to meet new and existing customer demand,

substantial capital deployment to bring this capacity online and a continuation of strong

financial growth, this year delivering 33% EBITDAF growth. Expansion included two new

Auckland campuses in Silverdale and Hobsonville, which are the largest and most secure data

centres of their type in New Zealand.


“2023 was a year of change as Vodafone rebranded to One New Zealand, a culmination of its

second phase of transformation involving network expansion, improved customer experience,

and the sale of passive mobile tower assets. Against this backdrop One New Zealand

delivered a strong annual result with EBITDAF of $527.8 million, and momentum that will see

further growth in FY2024.


“By any measure it was a stand-out period for Longroad Energy, starting with the

announcement of a US$500 million capital raise and introduction of new co-investor MEAG.

The transaction, which closed prior to the announcement of the Inflation Reduction Act,

highlighted the level of value that Longroad had created for shareholders. With this new capital



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


committed Longroad is now in the midst of the largest construction programme in its history,

totalling 1.3GW across six projects in five states of the United States of America.


“Hydrological conditions, wholesale pricing, and hedging contracts contributed to a stronger

net energy margin for Manawa Energy, however this was offset by a fall in carbon prices, the

loss of ACoT revenue, and increased development and corporate overheads. Following the

completion of the sale of the Trustpower retail business in May 2022, Manawa has used the

last 12-months to refocus on advancing new developments and serving its commercial and

industrial customers.


“Looking ahead, the New Zealand diagnostic imaging team expects to see a return to pre-

covid scan volume growth rates in FY2024. The industry fundamentals remain strong, the

health system reforms are gathering pace, and the healthcare system and radiology referral

network is continuing its recovery from covid. We are also excited to deliver additional capacity

in Whangārei, Auckland, Hamilton, Tauranga, Whanganui, Napier and Dunedin over the next

year.


Mr Boyes said, the scale of Infratil’s platform, which also includes Qscan in Australia, means

that we can continue to invest in the best technology, offer the best learning and development

opportunities for our doctors and staff, and most importantly, offer patients and referrers the

widest breadth of expertise across a full range of sub-specialisations.


“Demand for RetireAustralia’s retirement villages continues to be strong with 432 sales during

the year and waitlists now in place for over 75% of its villages. The integration of care into

villages is continuing, using a combination of RetireAustralia’s own home care services and

partnerships with select local care providers.


“In its first full year of travel without covid restrictions since the start of the pandemic,

Wellington Airport hosted 5.3 million passengers, with 4.7 million domestic passengers and

560,000 international passengers passing through its terminals. This helped drive an improved

financial result from the previous year, with EBITDA up 57.6% to $89.6 million, reflecting a

solid recovery across all revenue lines and in line with the growth in passenger numbers.


Over the last year, close to $1.4 billion was deployed across the portfolio, primarily across

Infratil’s existing digital and renewable businesses. “This is the type of investment that

shareholders should be looking at, because it is the investment, we are making today that will

generate returns over the next 10-year period and beyond.”


Mr Boyes highlighted that Infratil retains significant liquidity to support further internal and

external investment opportunities.


“Thematic tailwinds continue to provide valuable options for growth across Infratil’s portfolio.

Climate commitments from governments and societal demands are growing and will

accelerate the transition to renewable energy, resulting in an unprecedented level of

investment. Data demand and connectivity growth is showing no sign of slowing, which also

creates further unique investment opportunities in this sector.


In the last 12-months we have seen the United States-led Biden Administration’s climate

agenda receive a US$369 billion boost in federal funding towards clean energy and climate

change mitigation with the signing of the Inflation Reduction Act. This is most meaningful for

developers that have already spent time building their development pipelines.



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


Not to be outdone, the European Union has also increased its funding, with over €400 billion

now allocated to the clean energy transition, which we expect to continue globally.”


Infratil currently has $1.4 billion of available capacity to fund growth, including significant

undrawn corporate facilities, and almost $600 million of cash on hand. At 31 March, gearing

was 9.8%, significantly below the target range of 30%.


Reflecting feedback and concerns of shareholders in recent years, Infratil and its Manager,

Morrison & Co, have agreed in principle to make amendments to the incentive fee provisions

in the Management Agreement. The amendments will provide for annual offsetting of over and

under performance between the three categories of incentive fees for international assets,

and the carry forward of the impact of underperformance for unrealised assets (and in limited

circumstances for realised assets).


The amendments will be applied to the calculation of the incentive fees due to Morrison & Co

for FY2023, and the net effect of the changes for FY2023 is a reduction in incentive fees of

$5.7 million.


In addition to this, Infratil has elected to pay $60.0 million of the third tranche of the FY2021

Annual Incentive Fee by way of issue of shares on 29 May 2023. In accordance with the

Management Agreement, t he share issue price will be set at 98 per cent of the weighted

average sale price of all trades of Infratil’s ordinary shares on the NZX on the 5 business days

immediately prior to the issue date of 29 May 2023.


“In terms of our returns to shareholders, we will pay a fully imputed final dividend of 12.50

cents per share, to go with the 6.75 cents per share interim dividend, a 4% increase from the

prior year. Infratil’s share price also rose from $8.25 to $9.20 during the year, with an after-tax

return to shareholders over the six months of 14.2%, and a return over the last ten years of

19.4% per annum,” Mr Boyes said. “Infratil’s portfolio continues to deliver outstanding returns

to shareholders, and the investments we have made this year should support future returns in

line with our stated target return of 11 to 15 % per annum to shareholders over a 10 year

period.”


Looking ahead, the FY2024 Proportionate EBITDAF guidance range has been set at $570

million to $610 million, up 11.0% at the midpoint FY2023 result strong result – reflecting the

momentum that has been building across the portfolio.




Investor briefing


There will be a briefing for institutional investors, analysts and media commencing at

10.00am. A webcast of the presentation will be available live on the below link.


https://edge.media-server.com/mmc/p/ikpvzpep



Enquiries should be directed to:


Mark Flesher

Investor Relations

Infratil Limited

mark.flesher@infratil.com

---

Infratil Annual Results Announcement
For the year ended 31 March 2023

Disclaimer
This presentation has been

prepared by Infratil Limited

(NZ company number

597366, NZX:IFT; ASX:IFT)

(the ‘Company’)

To the maximum extent

permitted by law, the

Company, its affiliates and

each of their respective

affiliates, related bodies

corporate, directors,

officers, partners,

employees and agents will

not be liable (whether in

tort (including negligence)

or otherwise) to you or any

other person in relation to

this presentation

Information

This presentation contains summary information about the Company and its activities which is current as at the date of this presentation. The

information in this presentation is of a general nature and does not purport to be complete nor does it contain all the information which a

prospective investor may require in evaluating a possible investment in the Company or that would be required in a product disclosure

statement under the Financial Markets Conduct Act 2013 or the Australian Corporations Act 2001 (Cth).

This presentation should be read in conjunction with the Company’s Annual Report for the period ended 31 March 2023, market releases and

other periodic and continuous disclosure announcements, which are available at www.nzx.com, www.asx.com.au or infratil.com/for-investors/.

Not financial product advice

This presentation is for information purposes only and is not financial, legal, tax, investment or other advice or a recommendation to acquire the

Company’s securities and has been prepared without taking into account the objectives, financial situation or needs of prospective investors.

Future Performance

This presentation may contain certain “forward-looking statements” about the Company and the environment in which the Company operates,

such as indications of, and guidance on, future earnings, financial position and performance. Forward-looking information is inherently uncertain

and subject to contingencies outside of the Company’s control, and the Company gives no representation, warranty or assurancethat actual

outcomes or performance will not materially differ from the forward-looking statements.

Non-GAAP Financial Information

This presentation contains certain financial information and measures that are “non-GAAP financial information” under the FMA Guidance Note

on disclosing non-GAAP financial information, "non‐IFRS financial information" under Regulatory Guide 230: ‘Disclosing non‐IFRS financial

information’ published by the Australian Securities and Investments Commission (ASIC) and are not recognised under New Zealand equivalents

to International Financial Reporting Standards (NZ IFRS), Australian Accounting Standards (AAS) or International Financial Reporting

Standards (IFRS). The non-IFRS/GAAP financial information and financial measures include Proportionate EBITDAF, EBITDAF and EBITDA.

The non-IFRS/GAAP financial information and financial measures do not have a standardised meaning prescribed by the NZ IFRS, AASor

IFRS, should not be viewed in isolation and should not be construed as an alternative to other financial measures determined in accordance

with NZ IFRS, AAS or IFRS, and therefore, may not be comparable to similarly titled measures presented by other entities. Although Infratil

believes the non-IFRS/GAAP financial information and financial measures provide useful information to users in measuring the financial

performance and condition of Infratil, you are cautioned not to place undue reliance on any non-IFRS/GAAP financial information or financial

measures included in this presentation.

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

derivative movements, revaluations, gains or losses on the sales of investments, and excludes acquisition and sale related transaction costs and

International Portfolio Incentive Fees. Further information on how Infratil calculates Proportionate EBITDAF can be found at Appendix Five.

No part of this presentation may be reproduced or provided to any person or used for any other purpose without express permission.

3
Presenters

Jason Boyes Infratil CEO

Phillippa Harford Infratil CFO

Programme

Financial Highlights

Portfolio Composition

Operating Company Updates

Portfolio Outlook

Sustainability

FY2024Guidance

Summary

Infratil Results

Announcement

Net parent surplus
Investment

Shareholder return

Proportionate EBITDAF

$531.5m

Available capital

Fully-imputed final dividend

12.5cps

$1,359m

$1,491m

14.2%

$643.1m

Financial

Highlights

StrongFY2023

result despite near

term global and

local economic

uncertainty, strong

thematic tailwinds

continue to drive

investment across

the portfolio

4

Digital
57%

Healthcare

14%

Airports

8%

Renewables

21%

Portfolio

Composition

Focus on four

high-conviction

platforms, across

a geographically

diverse portfolio

of companies

5

Operating Company Updates

1
Assumes 585MW of total built capacity, 268MW is in operation at 31 March 2023, 42MW is under construction and 275 MW is

classified as future builds. The blended cost of equity used in the valuation was 9.60% (31 March 2022: 9.75%)

CDC

Data Centres

Significant capital

deployed to bring

new data centre

capacity online,

meeting new and

existing customer

demand

Year in review

•EBITDAF for the year was A$215.5 million, A$54.3 million (33.7%) up from the prior year

•CDC completed four new data centres during the year, adding 104MW of built capacity across its

existing campuses in Canberra and Sydney and two new data centres in Auckland

•Weighted average lease term (including options) increased to 24 years, up from 21.6 years in 2022

•Capital structure review undertaken during the year which has secured funding for the next two

years of development, while also diversifying CDC’s funding base

•Independent valuation of Infratil’s shareholding increased to between A$3.1 billion and A$3.7 billion

1

,

up 18.1% on the midpoint from the prior year

Outlook

•Construction underway on three new data centres, including the first data centre on CDC’s first

120MW Melbourne campus which is due for completion early 2024

•12MW expansion across CDC’s two Auckland data centres expected to complete in FY2025

•Significant portfolio of undeveloped land across all operating geographies, sufficient to take total

capacity to 786MW+

•Forecast FY2024 EBITDAF of A$260 million to A$270 million, up 23.0% at the midpoint from

FY2023

7

1
Includes an estimate of any capital gains tax payable on realisation

Construction of

1.3GW underway

across 6 projects

forecast to

deliver a

meaningful uplift

in earnings from

FY2025

Year in review

•EBITDAF for the year was US$39.7 million, up US$4.7 million (13.5%) from the prior year

•Uplift is driven by the full year of operation of Sun Streams 2 and Prospero 2, partially offset by

lower services revenues

•The business remains focused on its development programme, with 1.3GW across six projects

currently under construction – and set to deliver earnings uplift in future periods once operational

•US$500 million capital raise completed during the year, including an additional US$100 million

commitment from Infratil, to accelerate Longroad’s construction programme

•Strategic investment in ValtaEnergy, a California-based developer, owner, and operator of

distributed generation projects announced

•Independent valuation of Infratil’s shareholding increased by nearly 5 times to US$744.1 million

1

Outlook

•The next phase of Longroad’s development plan is two solar and storage development projects in

Arizona - Sun Streams 4 (677MW) and Serrano (387MW)

•Targeting development of 1.5GW of operating assets annually, with 8.5GW of generation targeted

by the end of 2026

•18GW development pipeline now includes 50 active projects out to 2027 and beyond

Longroad

Energy

8

•Team of 46 spread over eight markets
•9.1GW pipeline across eight countries,

covering onshore and offshore wind, solar

and battery storage

•Irish wind development joint venture

received planning consent for its first

45MW, currently expanding its pipeline to

800MW

•Two large floating offshore wind farms in

Italy under development

•Joint development venture, named Source

Galileo formed with a plan to develop over

5GW of offshore and onshore renewable

energy and storage projects in Ireland,

Norway, and the UK

•Joint venture to develop utility-scale

ground-mounted solar plants across

Germany formed

•Targeting c.200MW of projects to the

investment decision stage in H1 FY2024

•Team of 50 spread over seven markets

•3.7GW pipeline across six countries

•Final investment decision reached in April

2023 on a 76MW solar project in the

Philippines, with construction expected to

start imminently

•Planning submission is imminent for

between 150MW and 200MW of Solar

projects in South Korea

•Targeting c.200MW of projects to the final

investment decision stage in FY2024

•Mint Renewables established in late 2022

to invest in the development of wind, solar

and storage solutions across Australia

•Small, high-quality team assembled

Momentum

building across

Infratil’s

Renewables

platform with a

development

pipeline of over

30GW across

four continents

and 29 markets

Development

Platforms

9

1
EBITDAF excludes $3.5 million of Trustpower Retail EBITDAF

Focus on building

development

pipeline and

enhancing

existing

generation after

completion of the

sale of the retail

business

Year in review

•EBITDAF for the year was $136.7 million

1

, down $23.0 million (14.3%) on the prior year

•Generation production volumes were 1,917GWh, up 8.9% from 1,760GWh in the prior year

•Hydrological conditions, wholesale pricing, and hedging contracts contributed to a stronger net

energy margin than FY2022, however this was offset by a fall in carbon prices, the loss of ACoT

revenue, and increased development and corporate overheads

•Focus continues on enhancing existing generation, which is on track to deliver ~80GWh

per annum of volume uplift by FY2029, with 15GWh delivered in FY2023

•920MW of solar and wind projects have been secured with either landholder or option

agreements in place, with a further ~420MW in advanced stage of negotiations

Outlook

•EBITDAF for FY2024 is forecast to be$120 million to $140 million, down 5% on FY2023

•Development rights secured for a 230MW wind generation project in the central North Island,

with consultation, consenting, and connection activity under way

•Proposed solar farm adjacent to Argyle Power Station is in the design and consenting phase

Manawa

Energy

10

Diagnostic
Imaging

Signs of

improvement after

covidpandemic

effects and

adverse Australian

weatherevents

Year in review

•EBITDAF for the year was $169.9 million, $45.7 million up from the prior period, largely

reflectingthe first full year of ownership of the RHCNZ Medical Imaging Group

•Continuation of covid-related disruption to the healthcare system resulted inreferrals and scan

volumes remainingsupressed, however signs of improvement in the latter part of FY2023

•Across the platform two new clinics were opened, one significant clinic refurbishment was

completed and a number of clinic expansions were undertaken

•Platform now consists of 150 clinics, employing289 radiologists. During the year the two

businesses performed over 2.3 million scans and saw over 1.4 million patients

•Significant investment continues in remuneration models, organisational capability and IT in order

to improve quality, productivity and efficiency

Outlook

•Forecast FY2024 EBITDAF ofbetween $180 million to $220 million, up 17.7% at the midpoint

from FY2023

•Seven new or expanded clinics are forecast to be delivered across New Zealand in FY2024, and

Qscan is expecting to invest in a new clinic in Queensland

•Both Qscan and RHCNZ expect that scan volumes will continue to recover towards pre-

pandemic levels, with RHCNZ to recover to pre-pandemic volumes in FY2024

11

1
EBITDAF excludes transaction costs related to the sale of TowerCo, but includes rebrand costs of $28 million

Transformation

initiatives are

continuing across

the business

including the

rebrand to One

New Zealand

Year in review

•EBITDAF for the year was $527.8 million

1

, up $46.8 million (9.7%)from the prior year

•Post-paid mobile trading continues to improve with One NZ leading the market in total post-paid

mobile connection growth.Roaming revenue had returned to 80% of pre-covid levels by the end

of the year

•Enterprise service revenue continues to grow in line with the market

•Retail stores successfully integrated and rebrand to One NZ completed

•Underlying cost base, excluding $28 million of costs related to the rebrand, remained stable with a

continued focus on cost control absorbing inflationary pressures

•$300 million invested during the year into a number of capital projects, including 294 new and

upgraded 4G and 5G sites across the country

Outlook

•Forecast FY2024 EBITDAF of $580 million to $620 million, up 14% at the midpoint from FY2023

•Ongoing focus on delivering a leaner and more efficient business to drive customer service gains

andcost savings

•Partnership with SpaceX announced to deliver mobile coverage to 100% of New Zealand from

late 2024 via the Starlinknetwork of low Earth orbit satellites

One

New Zealand

12

Year in review
•Underlying Profit

1

for the year was A$30.3 million, down A$26.1 million on the prior year

•Total unit sales of 432 included 32 new units and 400 resales, down from 565 in the prior year

which had a higher level of available stock

•Current village occupancy is at 96.8%, which compares favourably to the Australian industry

average of 90%

•Integration ofcare into villages is continuing, using a combination of RetireAustralia’s own home

care services and partnerships with select local care providers

•Construction started on 42 apartments in TarragalGlen and 62 apartments and a 10 bed care

facility at Stage 3 of The Verge

Outlook

•Construction is expected to complete on a further 254 independent living apartments and a 10-

bed care hub across two developments during FY2024

•Between 520 and 560 units, including between 150 to 185 new units, are expected to be sold

over FY2024

•Targetinga development run rate of 200+ new units per annum over the coming three financial

years, given its current development pipeline

1

Underlying Profit is an unaudited non-GAAP measure used by RetireAustralia which removes the impact of unrealised fair

value movements on investment properties, impairment of property, plant and equipment, one-off gains and deferred

taxation, while adding back realised resale gains and realised development margins

Retire

Australia

Demand for new

and existing

villages remains

strong and

development

continues across

multiple sites

13

Year in review
•EBITDAF for the year was $89.6 million, $32.8 million (57.7%) up from the prior year

•FY2023 Passenger numbers for the year were 5.3 million, up 49% on the prior year with domestic

passenger numbers returning to 90% of pre-pandemic levels and international passengers to 76%

•International borders fully reopened, with Air New Zealand resuming international flights from

March 2022 and Qantas and Fiji Airways restarting flights shortly after

•$100 million of bank finance was converted to a sustainability linked loan

•A number of important capital projects were completed or are underway including securing

development rights over the golf club site, the redevelopment of Taxiway Bravo, a new stormwater

management system, airfield lighting, and a new roof on the international terminal

Outlook

•Significant upcoming capital projects include an upgrade to the international arrivals hall in order to

provide a better experience for passengers, as well as a new airport fire station and ground

services building

•Pricing consultation with airlines for FY2025-2029 will shortly commence

•Forecast FY2024 EBITDAF of between $105 million to $110 million, up 20.0% at the midpoint

from FY2023

Wellington

Airport

After several

years of covid

turbulence, the

last 12 months

have seen

Wellington Airport

resume planning

to accommodate

future growth

14

Portfolio Outlook

1.Gearing calculated as total net debt / total capital based on the Infratil share price at 31 March 2023.
2.Infratilwholly owned undrawn bank facilities.

•Significant cash reserves and undrawn bank

facilities remain available following receipt

of the net proceeds from the One NZ

towers transaction in November 2022

•$100 million of IFT240 bonds were repaid in

December 2022

•A single bond maturity in FY2024 –

$122 million of IFT210s in September 2023

•31 March 2023 gearing of 9.8%,

significantly below the target range of 30%

31 March

($millions)

20232022

Net bank debt

($593.2)($773.0)

Infrastructure bonds$1,085.9 $1,163.7

Perpetual bonds$231.9 $231.9

Total net debt$724.6 $622.6

Market value of equity$6,660.6 $5,972.9

Total capital$7,385.2 $6,595.5

Gearing

1

9.8% 9.4%

Undrawn bank facilities$898.4 $899.6

100% subsidiaries cash$593.2 $773.0

Liquidity available$1,491.6 $1,672.6

122

156

164

156

102

146

123

116

232

341

369

189

-

100

200

300

400

500

600

FY24FY25FY26FY27FY28FY29FY30FY31>FY32

Millions

BondsUndrawn Bank Debt

Debt Capacity

& Facilities

Significant

liquidity available

to support

investment

opportunities;

gearing remains

dependent on

underlying

cashflows

16

31 March ($millions)FY2022CapitalDistributionsHurdleValuationIncentive FeeIRR
1

Annual Incentive Fee

CDC Data Centres$3,117.3($14.2)$37.1($372.7)$3,660.3

2

$38.634.0%

Longroad Energy$227.4($243.7)$8.4($39.5)$1,185.8

3

$136.760.7%

RetireAustralia$408.8--($49.1)$431.8

4

($5.2)4.4%

Galileo$26.1($42.1)-($5.5)$71.2

5

($0.5)2.0%

Initial Incentive Fee

Qscan$309.7-$2.4($91.7)$370.6

6

($5.7)8.5%

$4,089.3($300.0)$47.9($558.5)$5,719.7

x

$163.9

1.IRR is calculated in NZD after incentive fees and calculated as at 31 March 2023

2.CDC Data Centres independent valuation of Infratil’sinvestment is in the range of A$3,130 million - A$3,725 million

3.Longroadindependent valuation of Infratil’sinvestment is US$744.1 million

4.RetireAustraliaindependent valuation of Infratil’sinvestment is in the range of A$366.7 million - A$445.0 million

5.Galileo independent valuation of Infratil’sinvestment is in the range of €37.1 million - €44.7 million

6.Qscanindependent valuation of Infratil’sinvestment is in the range of A$317.6 million - A$380.2 million

Valuation &

Incentive Fees

Strong valuation

uplifts for CDC

Data Centres and

LongroadEnergy

have resulted in a

net incentive fee

accrual of

$163.9 million for

FY2023

Agreement inprinciple toamend the Management Agreement to provide for annual offsetting of over and under

performance between the three categories of incentive fees for international assets, and the carry forward of the

impact of underperformance for unrealised assets (and in limited circumstances for realised assets)

The amendments will apply to calculation of the incentive fees due to Morrison & Co for FY2023, and the net effect

of the changes for FY2023 is a reduction of $5.7 million relating to Qscan’sperformance

No changes have been made to how the underlying calculations are performed, in that the hurdle remains at a fixed

12%, incentive fees are calculated as 20% of outperformance above that hurdle, and incentive fees can still only be

earned on international assets

On 19 May 2023, Infratil gave notice to Morrison & Co, as Manager, that it has elected to pay $60.0 million of the

third tranche of the FY2021 Annual Incentive Fee by way of issue of shares on 29 May 2023

17

FY2024
Guidance

FY2024

Proportionate

EBITDAF

guidance up 11.0%

at the midpoint on

a strong FY2023

result

Outlook

•FY2024 Proportionate EBITDAF guidance range set at $570 million – $610 million

•Key guidance assumptions include:

•CDC Data Centres EBITDAF of A$260 million -A$270 million

•One NZ EBITDAF of $580 million -$620 million

•Manawa Energy EBITDAF of $120 million –$140 million

•Wellington Airport EBITDAF of $105 million - $110 million

•Diagnostic Imaging EBITDAF of $180 million – $220 million

•Renewables Platform EBITDAF loss of $50 million as platforms invest in growth

•Contributions from Longroad Energy, Kao Data and RetireAustralia in line with FY2023

•Forecast NZD/AUD 0.9162, NZD/USD 0.6585, NZD/EUR 0.6047, and NZD/GBP 0.5344

•Guidance is based on Infratil management’s current expectations and assumptions about the

trading performance, is subject to risks and uncertainties, and dependent on prevailing market

conditions continuing throughout the outlook period

•Guidance is based on Infratil’s continuing operations and assumes no major changes in the

composition of the Infratil investment portfolio

•Trading performance and market conditions can and will change, which may materially affect the

guidance set out above

18

1.Assuming SBTi approval process proceeds within anticipated timeframe.
Year in review

•100% of Infratil’s portfolio companies participated in GRESB Infrastructure Assessments

•Infratil has committed to setting a Science Based Targets initiative (‘SBTi’) validated target under

the framework for financial institutions

•Implementation of Persefoniclimate data platform. Persefoni, a Clearvision investee, is a carbon

accounting platform that provides a single source of carbon truth and supports emissions

measurement, analysis and metric calculations.

•Joined the Initiative ClimatInternational (iCI)

Outlook

•Infratil will release its inaugural sustainability report in August 2023 which will include:

•Climate-related disclosures in accordance withthe Aotearoa New Zealand Climate Standards

•Emissions reporting in line with the GHG Protocol and Partnership for Carbon Accounting

Financials

•Climate targets in line with the SBTi framework for financial institutions

1

, on a portfolio coverage

basis

•Net Zero target to be set in 2024 once SBTi finalises its Net-Zero Standard for financial

institutions (FINZ)

Infratil invests in

ideas that matter.

Sustainability is

inherent in this

approach – both

in how we invest,

as well as what

we invest in

Sustainability

19

•Longroad is aiming to deliver 4.6GW of projects over 2023-26 requiring ~US$8 billion capex (85-
90% debt funded) with ~US$1 billion to be funded via equity. 1.3GW is currently under construction

•Manawa Energy is focused on rebuilding its development pipeline with 920MW of solar and wind

projects having been secured to date. Consultation, consenting, and connection activity is under way

for the 230MW Huriwakawind generation project in the central North Island

•Galileo and Gurīn Energy are expected to start construction of their first material projects imminently

•CDC has 42MW of capacity under construction across three new facilities, with construction

forecast to commence on additional capacity this year

•Kao Data has announced plans to establish a new 40MW Manchester data centre

•One NZ has announced a partnership with SpaceX to deliver mobile coverage to 100% of

New Zealand from late 2024 via the Starlinknetwork of low Earth orbit satellites

•RHCNZ is forecasting seven new or expanded clinics to be delivered across New Zealand in

FY2024, and Qscan is expecting to invest in a new clinic in Queensland

•RetireAustralia expects to complete construction on a further 254 independent living apartments

and a 10-bed care hub across two developments during FY2024

•Wellington Airport has a number of significant upcoming capital projects including an upgrade to

international arrivals , as well as a new airport fire station and ground services building

•At the portfolio level we remain alert to attractive opportunities arising from current macro volatility,

but remain patient and disciplined

Significant

Growth Pipeline

Our portfolio

companies have

significant value

accretive

investment

opportunities that

require

investment in the

near term

20

Summary
•Our businesses are performing well, despite global and local economic uncertainty, inflation and interest

rate headwinds

•Strong result over the last 12-months and FY2024 is set to deliver further earnings growth

•Thematic tailwinds continue to provide valuable options for growth across the portfolio; there is no

shortage of investment opportunities within our existing platforms

•Climate commitments from governments and societal demandsare growing and will accelerate the

transition to renewable energy, resulting in anunprecedented level of investment

•Data demand and connectivity growth is showing no sign of slowing; we continue to look for unique global

access points that will provide us with further opportunities in this sector

•Infratil is an attractive partner for global players looking for experienced industry investors withlong-term

flexible capital

•Our strong and flexible balance sheet will allow us to take advantage of internal and external opportunities

over the coming year

Appendix

Infratil continues
its track record of

outstanding

returns

7.00

7.50

8.00

8.50

9.00

9.50

10.00

Mar

22

Apr

22

May

22

Jun

22

Jul

22

Aug

22

Sep

22

Oct

22

Nov

22

Dec

22

Jan

23

Feb

23

Mar

23

Apr

23

Infratil Share Price

1.Accumulation returns are to 31 March 2023 based on a closing share price of $9.20, the calculation assumes that shareholders reinvest dividends on the day they are earned, and participates in any rights offerings.

Accumulation Return

1

PeriodReturn

1 Year14.2%

5 Year28.4%

10 Year19.4%

Inception – 29 years18.6%

Share Price

Performance

Appendix One

1.Discontinuedoperationsrepresentbusinessesthathavebeendivested,orbusinesseswhichwillberecoveredprincipally
througha saletransactionratherthanthroughcontinuinguse

31 March

($Millions)

20232022

Operating revenue

$1,845.1 $1,297.4

Operating expenses($871.8)($779.0)

Operating earnings$973.3 $518.4

International Incentive fees($169.6)($221.2)

Depreciation & amortisation($107.6)($91.4)

Net interest

($166.8)($159.5)

Tax expense

($42.5)($22.6)

Realisations and revaluations$74.8 $82.2

Net surplus/(loss) continuing$561.6 $105.9

Discontinued operations

1

$330.1 $1,125.8

Net surplus after tax$891.7 $1,231.7

Minority earnings($248.6)($62.4)

Net parent surplus$643.1 $1,169.3

•Operating revenue reflects a full year of

RHCNZ and increased earnings from One NZ

and CDC Data Centres

•Incentive fees reflect the increase in valuation

of Longroadand CDC Data Centres

•Increase in depreciation & amortisation and

net interest primarilydue to a full period

contribution from RHCNZ Medical Imaging

(Auckland and Bay Radiology)

•Increased tax expense is largely due to

increased associate earnings and dividends

received from Manawa Energy that were

partially imputed

•Realisations and revaluations reflect negative

movements in electricity derivatives, partially

offset by positive interest rate swap

movements

•Discontinued operations relate to the

Trustpower retail business and includes a

gain on sale of $328.8 million

Financial

Summary

Net parent

surplus of

$643.1 million

driven by the

completion of the

Trustpower retail

sale, One NZ

Towercosale and

CDC Data

Centres property

revaluations

Appendix Two

24

31 March
($Millions)

20232022

CDC Data Centres

$113.7 $82.2

One NZ$263.6 $243.8

Fortysouth$4.4 -

Kao Data($3.0)($1.5)

Manawa Energy

$69.9 $83.9

Longroad Energy$16.4 $15.1

Galileo($11.8)($5.4)

Gurīn Energy

($15.6)($6.0)

Mint Renewables($1.4)-

RHCNZ Medical Imaging$54.4 $32.9

Qscan Group$33.8 $33.9

RetireAustralia$6.1 $16.9

Wellington Airport$59.1 $37.3

Corporate and other($58.1)($58.2)

Proportionate EBITDAF

1

$531.5 $474.9

Tilt Renewables-$7.9

Trustpower retail$1.8 $24.2

Total$533.3 $507.0

1.ProportionateEBITDAFrepresentsInfratil’sshareoftheconsolidatednetearningsbeforeinterest,tax,depreciation,

amortisation,financialderivativemovements,revaluations,gainsorlossesonthesalesofinvestments,andexcludes

acquisitionorsalerelatedtransactioncostsandtheimpactofInternationalPortfolioIncentiveFees. CDCEBITDAFexcludes

RMSpaymentstomanagementshareholders. Accruedpaymentsunderthisschemeareincludedin netexternaldebt

Proportionate

EBITDAF

EBITDAF uplift

reflects additional

capacity utilisation

at CDC Data

Centres, return of

inbound travellers

and a full year

contribution from

RHCNZ

•CDC earnings uplift driven by commissioning

of EC4, H5 and New Zealand sites and

increased utilisation at EC3, F2 and H4

•One NZ upside driven by mobile service

revenue, including the return of roaming, and

strong cost control

•A stronger net energy margin at Manawa

Energy was offset by a fall in carbon prices,

the loss of ACoTrevenue, and increased

development and corporate overheads

•Galileo and GurīnEnergy reflect increasing

development expenditure and operations

ramp-up

•Full year contribution from RHCNZ Medical

Imaging and Envision (Qscan)

•Wellington Airport traffic recovery in both

Domestic and International passengers

•Corporate expenses reflect increased

management fees driven by Infratil share

price appreciation

Appendix Three

25

31 March
($Millions)

20232022

CDC Data Centres

$341.9 $259.9

One NZ$151.8 $177.9

Kao Data$36.0 -

Manawa Energy

$22.6 $23.6

Longroad Energy$345.9 $240.2

RHCNZ Medical Imaging$14.7 -

Qscan Group

$9.5 $13.8

RetireAustralia$66.6 $26.1

Wellington Airport$46.0 $11.7

Other--

Capital Expenditure

$1,035.0 $753.2

Kao Data-$217.9

Fortysouth$212.1 -

GurīnEnergy

$41.2 $8.3

Galileo$42.3 $13.9

Mint Renewables$4.4 -

RHCNZ Medical Imaging

-$408.8

Clearvision$24.2 $4.6

Infratil Investments$324.2 $653.5

Total Investment$1,359.2 $1,406.7

Proportionate

Investment

Strong thematic

tailwinds continue

to provide valuable

options for growth

across the

portfolio with

significant new

investment into

Infratil’s high

conviction

platforms

•CDC spend up due to the commissioning of

EC4, H5 and New Zealand sites, with work

also progressing in Melbourne

•One NZ spend included 294 new and

upgraded 4G and 5G sites

•Longroad Energy achieved financial close on

seven new renewable development projects,

totalling 1.3GW across five states

•RHCNZ Medical Imaging completed three

new clinics during the year (Timaru,

Canterbury and Palmerston North)

•A number of important capital projects were

completed or are underway at Wellington

Airport including securing development

rights over the golf club site and the

redevelopment of Taxiway Bravo

•RetireAustralia started construction on 42

apartments in TarragalGlen and 62

apartments and a 10 bed care facility at

Stage 3 of The Verge

•Reinvestment into Fortysouthfollowing the

completion of One NZ’s sale of its passive

mobile towers, and initial investment into

Mint Renewables

Appendix Four

26

Proportionate EBITDAF is an
unaudited non-GAAP

(‘Generally Accepted

Accounting Principles’)

measure of financial

performance, presented to

provide additional insight into

management’s view of the

underlying business

performance.

Specifically, in the context of

operating businesses,

Proportionate EBITDAF

provides a metric that can be

used to report on the

operations of the business (as

distinct from investing and

other valuation movements).

1.Associates include Infratil’sinvestments in CDC Data Centres, One NZ, Kao Data, RetireAustralia, LongroadEnergy, Galileo and

Fortysouth

2.Subsidiaries include Infratil’sinvestments in Manawa Energy, QscanGroup, Pacific Radiology Group, Wellington Airport, Gurīn

Energy and Mint Renewables

31 March ($millions)20232022

Net profit after tax (‘NPAT’)891.71,231.7

Less: Associates

1

equity accounted earnings(653.4)(268.5)

Plus: Associates

1

proportionate EBITDAF389.4347.4

Less: minority share of subsidiary

2

EBITDAF(177.8)(158.0)

Plus:share of acquisition or sale-related transaction costs-35.5

Net loss/(gain) on foreign exchange and derivatives(91.9)(68.0)

Net realisations, revaluations and impairments17.1(14.2)

Discontinued operations(330.1)(1,125.8)

Underlying earnings45.0(20.0)

Plus: Depreciation & amortisation107.691.4

Plus: Net interest166.8159.5

Plus: Tax42.522.6

Plus: International Portfolio Incentive fee169.6221.2

Proportionate EBITDAF531.5474.9

Earnings

Reconciliation

Appendix Five

27

31 March ($millions)20232022
Opening Wholly Owned Net Bank (Debt)/Cash773.0 (328.2)

Manawa Energy dividends93.6 56.7

One NZ distributions and shareholder loan interest payments181.0 37.2

CDC distributions and shareholder loan interest payments37.1 13.4

Longroad Energy distributions and capital returns12.6 54.0

RHCNZ Medical Imaging distributions30.3 -

Qscan Group distributions2.3 -

Tilt Renewables distributions-16.1

Clearvision distributions-1.7

Net interest(43.9)(61.2)

Other corporate operating cashflows(58.5)(68.4)

Incentive fees paid(271.0)(116.2)

RHCNZ Medical Imaging investment(16.4)(408.8)

Kao Data investment (21.2)(217.9)

Other investing and financing cashflows(388.9)(111.1)

One NZ towers sale capital return690.2 -

Fortysouthinvestment(212.1)-

Sale of Tilt Renewables-1,959.3

Sale of ASIP-44.8

Receipt of contingent consideration-16.1

Dividends paid(137.1)(121.8)

Bond maturities(100.0)(93.9)

Proceeds from bond issues22.2 101.2

Closing Wholly Owned Net Bank (Debt)/Cash593.2 773.0

CDC Data Centres(14.0)(17.4)

Longroad Energy(260.6)(58.7)

GurīnEnergy(43.4)(8.3)

Galileo(42.3)(13.8)

Clearvision Ventures(24.2)(12.9)

Mint Renewables(4.4)-

Net other investment & financing cashflows(388.9)(111.1)

The Wholly Owned Group

comprises Infratil and its

wholly-owned subsidiaries and

excludes Manawa Energy,

Mint Renewables, Wellington

Airport, QscanGroup, Pacific

Radiology Group, GurīnEnergy,

CDC Data Centres, One NZ,

RetireAustralia, Longroad

Energy, Kao Data, Galileo and

Fortysouth

Wholly Owned Net Bank Debt

comprises the drawn bank

facilities (net of cash on hand)

of Infratil’swholly owned

subsidiaries

Movements in

Net Bank Debt

Appendix Six

28

---

1
The power of global

connectivity

Annual Report 2023

21
1

Infratil

Annual Report

2023

global

adjective

1. relating to the whole world; worldwide.

2. relating to or encompassing the whole of something, or of a group of things.

connectivity

noun

1. the state of being connected or interconnected.

2. capacity for the interconnection of platforms, systems, and applications.

The importance of connectivity and technology in our interconnected world is

increasingly shaping the future of business, politics, and society as a whole.

Infratil’s investments include the physical assets that underpin the type of global

connectivity that we take for granted; fibre networks, data centres,

cell networks, subsea cables and energy networks.

Not only do our investments provide physical connections, they are embedded within,

and inherently connected to the communities in which we operate. All of our investments

provide essential services to these communities, whether that is healthcare, aged care,

transportation, renewable energy, communication or pure connectivity services.

Infratil is harnessing the power of global connectivity, both in the way we invest and

manage our portfolio, but also increasingly in the way we grow our own networks and

connections between people and portfolio companies around the world.

1

Contents

Portfolio Overview2

Operating Highlights5

2023 Snapshot6

Financial Highlights7

Governance

Directors8

Report of the Board Chair10

Management

Report of the Chief Executive12

Management14

Stakeholder Engagement 18

Shareholder Returns and Ownership19

Sustainability20

Community23

Results

Financial Trends26

Financial Performance & Position28

Bondholders 32

Foreign Exchange 33

Infratil’s Businesses

Digital36

CDC Data Centres38

Kao Data41

One NZ42

Fortysouth45

Renewables48

Longroad Energy50

Galileo Green Energy53

Manawa Energy54

Gurīn Energy56

Mint Renewables57

Healthcare60

RHCNZ Medical Imaging62

Qscan Group64

RetireAustralia 66

Wellington Airport68

Financial Statements 73

Corporate Governance Disclosures 140

Directory 154

23
Portfolio

Overview

23

45
Operating

Highlights

Data Centre capacity

285

MW

Installed renewable generation

2 ,11 7

MW

Airport passengers

5,253,165

Medical scans

2,387,999

Retirement village residents

5,225

Mobile connections

2,003,529

million

Renewable energy generated

5,750

GWh

Group employees

6,474

Portfolio

Overview

Portfolio Composition - SectorPortfolio Composition - Geography

AirportsRenewablesDigital Healthcare

51% Infratil

27% TECT / 22% Public

37.1% Infratil / 37.1% NZ Super

13.8% Management / 12% MEAG

49.9% Infratil

49.9% Brookfield / 0.2% Management

50.1% Infratil


49.9% Doctors

48% Infratil / 24% CSC

24% Future Fund / 4% Management

55.1% Infratil

33.1% Doctors / 13.8% MGIF

66% Infratil


34% Wellington City Council

40% Infratil

20% CSC / 20% NZ Super / 20% MGIF

40% Infratil

30% Legal & General / 30% Goldacre

50% Infratil

50% NZ Super

95% Infratil

5% Management

73% Infratil


27% CSC

20% Infratil

40% InfraRed / 40% Northleaf

Australia 47%New Zealand 35%

United

States

14%

UK, Europe


& Asia

4 %

Digital 57%

Renewables 21%

Healthcare 14%

Airports


7%

Other 1%

67
2023

Snapshot

Financial

Highlights

Net parent surplus

$643.1

million

Proportionate capital expenditure2

$1,359.2

million

Cash dividend declared

12 . 5 0 cps

4.86 cps imputation

Share price

$9.20

Market capitalisation

$6.7

billion

Proportionate EBITDAF 1

$531.5

million

Net debt 3

$724.7

million

12 month shareholder return 4

14.2%

per annum

1 EBITDAF is an unaudited non-GAAP measure of net earnings before interest, tax, depreciation, amortisation, financial derivative movements, revaluations, and non-operating

gains or losses on the sales of investments and assets. EBITDAF does not have a standardised meaning and should not be viewed in isolation, nor considered a substitute for

measures reported in accordance with NZ IFRS, as it may not be comparable to similar financial information presented by other entities. Proportionate EBITDAF shows Infratil’s

operating costs and its share of the EBITDAF of the companies it has invested in. It excludes discontinued operations, acquisition or sale-related transaction costs and

management incentive fees. A reconciliation of net profit after tax to Proportionate EBITDAF is provided in the 31 March2023 annual results presentation.

2 Investment and capital spending by Infratil, and Infratil’s share of investee company capital spending.

3 Infratil Corporate net debt.

4 Shareholder returns are 12-month returns assuming that dividends are reinvested on the date of payment.

CDC Data Centres delivered an additional

104MW of data centre capacity across its

Canberra, Sydney and Auckland campuses.

One New Zealand completed the sale

of its passive mobile tower infrastructure

to a consortium including Infratil, leading to

the establishment of Fortysouth.

Manawa Energy completed the sale of the

Trustpower mass market retail business,

including approximately 238,000

customers to Mercury Energy.

Qscan expanded into Western Australia

through a partnership with Envision Medical

Imaging in Perth.

Longroad Energy announced the raise of

US$500 million of equity capital, including

the acquisition of a 12% stake by MEAG for

US$300 million.

Wellington Airport passenger numbers

are climbing back to pre-covid levels, with

domestic passengers recovering to around

90% and international to around 76% by

the end of FY2023.

Longroad Energy achieved financial close on

seven new renewable development projects,

totalling 1.3GW across five North American

states.

Mint Renewables was established in late

2022 to invest in the development of wind,

solar PV, and storage solutions across

Australia.

Vodafone rebranded to One New Zealand,

at the same time announcing a collaboration

with SpaceX to provide mobile coverage to

100% of New Zealand from late 2024.

Infratil committed to setting a science-

based target with a clearly-defined path

to reduce emissions in line with the Paris

Agreement goals in May 2023.

89
Directors

Infratil’s shareholders elect

directors for three-year terms


to look after their interests.

Directors are expected to:

• Maintain a dialogue with shareholders,

to understand concerns and priorities.

• Participate in the formation and evolution

of the Company’s strategy.

• Ensure effective articulation to external

stakeholders of strategy, goals, risks and

performance, including with regard to

environmental, social and governance

metrics.

• Monitor strategy implementation,

financial performance, risks and legal

compliance.

• Maintain awareness of relevant societal

and market developments and provide

diversity of perspective and knowledge

relevant to the Company.

• Monitor the performance of Infratil’s

manager H.R.L. Morrison & Co.

Morrison & Co is a specialist manager

of infrastructure investments and

performs this role for Infratil under an

investment management agreement.

Infratil benefits from having a

management team with great breadth

and depth of skills, however the Board

must be vigilant about potential conflicts

of interest and satisfied that the cost is

reasonable relative to the alternative.

Further commentary on the Board is set out

on pages 140 - 147 of this report.

Peter Springford

Peter joined the Board as an

independent director in

November 2016. Peter is a

member of the Manager

Engagement Committee.

“Having led a major industrial

company based in New Zealand

and Australia, businesses in Asia,

and been chair or director of

companies operating

internationally, I recognise that a

key ingredient of successful

investment is having the right

people who provide diversity of

experience and perspective.”

Andrew Clark

Andrew joined the Board as an

independent director in June

2022. Andrew is a member of

the Audit & Risk and Manager

Engagement Committees.

"In my 30 years of consulting in

Australia, Asia and New Zealand

I have acquired significant

experience in portfolio and

business unit strategy across a

wide range of industries and

geographies. I have developed

and led high performance teams

and worked with clients to grow

their businesses in scale and

profitability. I aim to contribute

my experience to the already

exceptional Infratil team and help

continue to deliver strong returns

for all shareholders."

Kirsty Mactaggart

Kirsty joined the Board as an

independent director in March

2019. Kirsty is Chair of the

Manager Engagement

Committee and a member of

the Audit & Risk Committee.

“I have over 25 years of financial

market experience across

multiple countries and sectors.

My transactional experience as a

banker, and governance focus as

an investor, are applied to ensure

the manager delivers for all

Infratil stakeholders.”

Alison Gerry

Alison joined the Board as an

independent director in July

2014 and became Chair in May

2022. Alison is a member of the

Audit & Risk, Nomination &

Remuneration, and Manager

Engagement Committees.

“My experience in finance and

risk management helps me

appreciate Infratil’s strategic

opportunities and threats from

financial markets, technology,

regulation and the natural

environment. Executing strategy

is about allocating capital and

about developing a culture which

reflects the value we place on

people, customers, and

communities.”

Jason Boyes

Jason is Chief Executive of

Infratil and joined the Board in

April 2021.

“As Chief Executive I am

responsible for working with

board and management on

shaping Infratil’s strategies

and goals, and for ensuring

that management delivers

accordingly. Management

has to identify opportunities,

ensure that Infratil’s businesses

are performing to their potential,

and ensure that risks are

monitored, managed and are

within acceptable and agreed

parameters.”

Anne Urlwin

Anne was appointed to the Board

in January 2023. Anne is Chair of

the Audit & Risk Committee and

a member of the Manager

Engagement Committee.

“I have governance experience

in many of the sectors Infratil

invests in and a strong interest in

sustainability. I appreciate that

the successful delivery of

long-term value for shareholders

and other stakeholders requires

robust capital and risk

management, and top talent to

identify and pursue strategic

investment in ideas that matter.”

Paul Gough

Paul joined the Board as an

independent director in December

2012. Paul is a member of the

Nomination & Remuneration and

Manager Engagement

Committees.

“As a Kiwi who runs a private equity

business investing across Europe,

I add an additional international

perspective to Infratil’s growing

portfolio and exciting pipeline of

opportunities. In London I manage

investments in similar fields to

Infratil’s, but often in a more

transitional stage of development.

Achieving the best investment

outcome generally requires getting

the best from people. The focus

on performance and people is

consistent with what I see at

Infratil and its manager.”

10
Kia ora kōutou. I am pleased to

report that Infratil has had another

outstanding year, during a roller

coaster twelve months of global

volatility, significant inflationary

pressures and financial system

uncertainty.

Financially, Infratil exceeded its long-term

target returns, delivering an after-tax return

to shareholders for the year of 14.2%. This

was founded on over $1.3 billion invested,

and a net parent surplus of $643 million

for the year. Infratil’s 10-year return to

31 March 2023 was 19.4%.

Shareholders will no doubt have observed

the challenges in the global banking sector.

Capital management and treasury activities

have long been a key focus of the Infratil

Board. Consequently, we have a healthy

balance sheet, with over $590 million in

cash and significant undrawn bank facilities.

We also have a steady pipeline of

opportunities that could see us deploy that

capital. The reality is that infrastructure is

seen as a safe harbour investment in

challenging times, and because of its

long-dated nature has a natural resilience to

the choppy waters of inflation.

Globally positioned

Strategically, Infratil has improved its position

in areas where we see infrastructure needs

growing, particularly in renewable energy,

digital infrastructure and healthcare. We have

also continued to expand our geographic

footprint, with a presence now in 17

countries, and a global track record that

helps us access opportunities wherever they

make strategic sense.

As the world has changed, so has our

portfolio. We see demand for infrastructure

rising in most developed economies, fuelled

by long periods of public under-investment,

the need to decarbonise and electrify

transport infrastructure to meet Paris Accord

targets, technological adoption, the need for

greater domestic infrastructure security in

the face of heightened global security and

supply risks, and the need to meet population

growth and demographic changes.

More than 50% of our assets are now

international and the weighting has shifted

towards digital and connectivity investments

where we see further opportunities. That

said, we will continue to develop new

long-term ideas, such as our early position in

critical healthcare infrastructure. In my view,

we have built up market-leading intellectual

property in the assessment of infrastructure

trends and the opportunities they can

generate. While this does not always

translate to investments, this provides us with

enduring benefits for future opportunities.

Our portfolio resilience was demonstrated

throughout covid. Going forward we want to

ensure the right mix to deliver long-term

target returns to shareholders of 11-15% per

annum. To do that we will focus on sectors

and businesses with strong defensive

characteristics, exposure to growth driven by

macro trends and industry tailwinds, and

opportunities to create infrastructure

platforms to build scale.

Sustainable infrastructure

Infrastructure has been defined as the

structures needed for a society or enterprise

to operate. This illustrates an important

symbiotic thread that connects the physical

assets in which we invest, such as fibre

networks, subsea cables, mobile networks,

radiology infrastructure and energy

networks, to the communities our portfolio

serves, via essential digital connectivity,

healthcare to support an ageing population,

renewable energy to help economies

decarbonise, and airports to physically move

and connect people. Put simply, we help

societies and enterprises to function well.

You will also see in this report our focus on

ESG is intensifying, for example through our

commitment to set science-based emission

reduction targets, and the release later this

year of our inaugural sustainability report. In

my view we need to better articulate our

approach to sustainability. Putting

sustainability at the core of our strategy,

portfolio and investments is not just an

important leadership position but is

increasingly where smart capital is flowing

and new opportunities are emerging.

Sound governance

I would like to acknowledge my predecessor,

Mark Tume. As you will be aware, Mark

stepped down from the Board in December

2022, having guided Infratil through a

decade of consistent outperformance.

In other governance changes I welcome

highly experienced directors Andrew Clark,

who joined the Infratil Board in June 2022,

and Anne Urlwin, who joined in January 2023.

As always, Infratil has aimed for seamless

renewal within its management and Board

ranks. I believe the financial and operational

results for the year are testament to the

success of this approach.

The Board also took the opportunity to visit

other markets in the first half of the year.

These visits highlighted the increasingly

global experience and connections of the

Morrison & Co team. In a world where global

reach, intellectual property, and connections

matter more than ever, the Morrison & Co

capabilities are proving invaluable to Infratil.

Its role in redefining what infrastructure is has

been important to Infratil’s strategic thinking

and approach. The acquisition of 5.3 million

Infratil shares by Morrison & Co earlier in the

year further demonstrates our alignment.

Confident outlook

Looking ahead we expect to see ongoing

volatility as financial, political and regulatory

systems continue to grapple with global

inflationary pressures and a continuing

uncertain geopolitical outlook. While there

are signs of stabilisation, the October 2023

general election in New Zealand will provide

some additional insights into how our

domestic economy will navigate these

turbulent currents.

For our part, we will continue to focus on

sectors we believe offer attractive long-term

opportunities and are supported by strong

underlying fundamentals. We will also look at

selected opportunities in these areas or in

close adjacencies if and when they make

strategic sense.

I am proud Infratil has continued to deliver

for shareholders, stakeholders and

communities. I would like to acknowledge

the entire Infratil team and management

teams within our portfolio companies

for their continued hard work. I would also

like to thank shareholders for the faith

placed in us. That is a trust we do not take

lightly and will strive to continue to earn

anew every year.

Alison Gerry

Chair

Report of the

Board Chair

Management agreement updates

Reflecting feedback and concerns of

shareholders in recent years, Infratil and the

Manager have agreed in principle to make a

number of amendments to the incentive fee

provisions in the Management Agreement.

No changes have been made to how the

underlying calculations are performed, in

that the hurdle remains at a fixed 12%,

incentive fees are calculated as 20% of

outperformance above that hurdle, and

incentive fees can still only be earned on

international assets.

The Management Agreement amendments

(i) provide for offsetting the impact of

underperformance against outperformance

between the three categories of incentive

fees for international assets and carrying

forward the impact of underperformance

for unrealised assets (and in some limited

circumstances for realised assets) and (ii)

replace the existing test for payment of

deferred tranches of the annual incentive

fee (i.e., that the valuation of the assets has

not decreased since the annual incentive

fee was calculated) with a proportionate

reduction.

The amendments will apply to calculate the

incentive fees due to Morrison & Co for

FY2023, and the net effect of the changes

for FY2023 is a reduction of $5.7 million in

the total incentive fees due to

Morrison & Co

(assuming that deferred tranches of the

FY2023 annual incentive fee are paid in full).

The changes do not require shareholder

approval under the NZX Listing Rules or

Infratil’s constitution.

A revised consolidated draft of the

Management Agreement reflecting the

amendments will be uploaded on Infratil’s

website when available.

“We want to be a global leader in sustainable

infrastructure investment, well positioned to

invest in the ideas that will emerge from this.

In essence, this is what we mean by investing in

ideas that matter and what we believe drives

consistent, long-term outperformance against

our peers.”

11

Report of the
Chief Executive

“It's an exciting time to be investing in

digital assets, and Infratil holds a

privileged position managing the assets

we currently own, while also being well

positioned to access the next set of

digital opportunities globally.”

A year ago, in my first shareholder

report as CEO of Infratil, I was

reflecting on a successful 2022

financial year which was headlined

by the sale of Tilt Renewables, and

significant investment activity

across the portfolio.

Twelve months on, I can reflect on another

active year which resulted in a strong

financial result, and, even more importantly,

has better positioned Infratil for what we

believe is to come. What won’t be apparent

from the outside is the level of activity that

related to ideas and deals that we decided

not to progress.

On performance, we unapologetically aim

high and FY2023 has been no different on

that front, meeting our market guidance and

achieving our target returns to shareholders

in a difficult macro environment.

Measured investment

The financial achievements and portfolio

repositioning were delivered in an unusual set

of private market and investment dynamics.

While it was a record year for private deals,

there has been more competition for

acquisitions, which has challenged

valuations, kept some investors on the

sidelines and lengthened deal timelines.

Combined with volatile and inflationary

conditions, it set the scene for a year where

we did what we said we would, but where we

also showed patience, not chasing

overvalued assets and taking a long-term

view about the positioning of our portfolio.

Connected and sustainable growth

On our portfolio balance, digital infrastructure

is now more than 50% of our mix, reflecting

the criticality and expected growth trajectory

of connectivity. It is now recognised as a

major infrastructure asset class. Strategic

moves include the rapid expansion of CDC

Data Centres to meet the explosion of

demand for secure data management,

including the opening of two new data

centres in New Zealand and a flagship new

data centre at Eastern Creek in Sydney.

November 2022 saw the sale of the One

New Zealand’s (formerly Vodafone

New Zealand) passive mobile tower assets

for $1.7 billion to Fortysouth. Fortysouth is the

newly formed TowerCo and is New Zealand’s

largest independent mobile infrastructure

business, with Infratil reinvesting in a 20%

stake.

In renewables, we announced a

US$500 million capital raise for Longroad

Energy in August 2022, ahead of the Inflation

Reduction Act which has supercharged

investment in renewables in the United

States. Combined with the new renewable

energy platform Mint Renewables, and

alongside Galileo, Manawa Energy and Gurīn

Energy, we have a unique platform of

connected assets and we are well positioned

for growth in onshore wind and solar, as well

as beyond, including an early position in

offshore wind and hydrogen.

We have spoken to our investors before

about how we consider new types of

infrastructure, and how we continue to scan

for new ideas that matter. Healthcare is now

an established part of our portfolio, with

radiology specifically representing an

emerging sub-sector where macro trends

are driving an imbalance between supply and

demand. Radiology is an area where the

public system has significant structural

deficits in the face of an ageing population,

and where the private sector must play an

important role. With New Zealand's only

nationally scaled radiology group in Pacific

Radiology, Bay Radiology and Auckland

Radiology, alongside the expanding

Qscan group in Australia, we are well placed

to play an important part in delivering these

essential services in New Zealand and

Australia.

Against the backdrop of global instability,

it is worth noting more than half of our

portfolio is now comprised of international

assets. We recognise much of the same

macroeconomic dynamics we see in

New Zealand are playing out elsewhere,

and a global view across our platforms gives

us a unique set of insights to help manage

risk across our portfolio.

We focus a lot on sustainability and

identifying assets that are important to

society and the environment. As Alison Gerry

mentioned, we are intensifying our position

in this area. Look out for our first standalone

sustainability report which is being published

this year. We have also committed to

elevating our climate disclosures and

reporting in line with the latest standards,

including Aotearoa New Zealand Climate

standards, GHG Protocol and Partnership

for Carbon Accounting Financials, and the

Science Based Targets initiative.

Supportive trends

Looking ahead, every indicator tells us the

trends that are underpinning our current

thinking will likely deepen over the coming

decade and that sustainability and

connectivity will be at the heart of these.

We are well positioned, with a strong

core, and set of investments with multiple

growth options.

In digital infrastructure the demand for data

and connectivity is expected to accelerate

as new applications and use cases emerge.

These use cases will be enabled by

innovations in artificial intelligence, 5G,

augmented and virtual reality, robotics, data

security and sovereignty and the sheer,

essential power of connectivity. It is an

exciting time to be investing in digital assets,

and Infratil is well positioned to access the

next set of digital opportunities globally.

Rapid renewable energy growth will be driven

by increasingly urgent policy and regulatory

settings to promote decarbonisation and

climate change mitigation, with staggering

amounts of investment in renewables

required to make the transition. Beyond the

expected tripling of solar and doubling of

onshore wind by 2030, hydrogen is emerging

as a key renewable option, with demand

expected to grow over 90% by 2030. I am

also excited about the potential of Mint

Renewables and Manawa Energy, which we

believe can be leading players in renewable

energy on this side of the world.

We like to think of healthcare as the ultimate

’idea that matters’. An ageing population,

health systems stressed by years of

pandemic management and the growing

need for capital-intensive healthcare

equipment and resources are all long-term

factors in our health infrastructure thinking.

Macro trends are expected to drive an

increase over time in healthcare funding,

outsourcing, population age, and chronic

disease. We can play an important role in

addressing these, with both our diagnostic

imaging businesses giving us a platform to

expand and potentially connect with

adjacent areas.

Finally, I would like to thank the wider Infratil

team and our portfolio companies for

another big year, while also keeping each

other and our customers safe. I also thank

you, our shareholders, for going with us on

this journey. Hopefully you can see from this

report why we are feeling confident about

the future, and why we have a high conviction

in our investment approach.


Jason Boyes

Chief Executive

1213

Management
Transparent and Reliable

Infratil’s management comprises

people employed by the


Morrison & Co (including the

Chief Executive and Chief

Financial Officer), and people

employed by Infratil’s subsidiaries

and investee companies.

Infratil has delegated the day-to-day

management of the Company to Morrison &

Co under a Management Agreement. The

Management Agreement specifies the

duties and powers of Morrison & Co, and the

management fee payable to Morrison & Co

for delivering those services.

The Board determines and agrees with

Morrison & Co specific goals and objectives,

with a view to achieving the strategic goals of

Infratil. Morrison & Co is then accountable to

the Board for the achievement of the

strategic goals of Infratil.

As a specialist infrastructure investment

manager with offices globally, Morrison & Co

also manages investments on behalf of other

clients; including the New Zealand

Superannuation Fund, the Commonwealth

Superannuation Corporation and the

Australian Future Fund, each of which has

investments in partnership with Infratil.

Infratil benefits from its management having

the expertise of a larger and more expert

group of individuals than a company of

Infratil’s scale could normally hope to retain

and from the manager’s broad contacts and

global relationships.

Jason Boyes

Infratil Chief Executive, Director of Infratil and

CDC Data Centres, Chair of Longroad Energy,

Morrison & Co Partner

Phillippa Harford

Infratil Chief Financial Officer, Director of One

New Zealand, RetireAustralia and Wellington

Airport, Morrison & Co Partner

Paul Newfield

Morrison & Co Partner and Chief Executive

William Smales

Director of CDC Data Centres and Kao Data,

Morrison & Co Partner, CIO and Global Head of

Digital and Connectivity

Marko Bogoievski

Director of One New Zealand

Greg Boorer

Chief Executive of CDC Data Centres

Ralph Brayham

Morrison & Co Data Infrastructure &

Technology Specialist

Michael Brook

Director of RHCNZ Medical Imaging and

Morrison & Co Executive Director

Deion Campbell

Chair of Mint Renewables, Director of Manawa

Energy, Morrison & Co Operating Partner

Kellee Clark

Director of Longroad Energy, Morrison & Co

Partner and Head of Legal

Matt Clarke

Chief Executive of Wellington Airport

Susan Clifford

Client Operations & Communications

Jon Collinge

Morrison & Co Sustainability Director,

Executive Director

Peter Coman

Chair of RetireAustralia, RHCNZ Medical

Imaging, Qscan and Infratil Property,

Morrison & Co Partner and Head of Australia

and New Zealand

Clayton Delmarter

Director of Mint Renewables

Rachel Drew

Chair of Wellington Airport, Director of Qscan

and RHCNZ Medical Imaging, Morrison & Co

Executive Director

Mark Flesher

Capital Markets & Investor Relations,

Morrison & Co Executive Director

Paul Gaynor

Chief Executive of Longroad Energy

Vincent Gerritsen

Director of Galileo and Kao Data, Morrison &

Co Partner and Head of UK and Europe

Priya Grewal

Director of Gurīn and Mint Renewables,

Morrison & Co Investment Manager

Christina Hughes

Morrison & Co Sustainability Manager

Brendan Kevany

Infratil Company Secretary and Senior

Corporate Counsel

Andrew Lamb

Infratil Infrastructure Property Development

Director

Nick Lough

Morrison & Co Executive Director

Sharyn Lyford

Investor Relations & Communications

Scott McCutcheon

Morrison & Co Head of Tax

Terry McLaughlin

Chief Executive of RHCNZ Medical Imaging

Chris Munday

Chief Executive of Qscan

Jason Paris

Chief Executive of One New Zealand

Nicole Patterson

Director of CDC Data Centres NZ and

Fortysouth, Morrison & Co Investment Director

David Prentice

Chief Executive of Manawa Energy

Alicia Quirke

Morrison & Co Regional Tax Director

Assaad Razzouk

Chief Executive of Gurīn Energy

Paul Ridley-Smith

Chair of Manawa Energy

Tom Robertson

Infratil Treasury & Risk Manager

Brett Robinson

Chief Executive of RetireAustralia

Matthew Ross

Director of Wellington Airport, Infratil Finance

Director, Morrison & Co Executive Director

Maddy Simmonds

Infratil Senior Corporate Accountant

Louise Tong

Director of Sustainability, Risk & Funding,

Morrison & Co Executive Director

Vimal Vallabh

Chair of Gurīn Energy and Galileo,

Morrison & Co Partner and Global Head

of Energy

Ingmar Wilhelm

Chief Executive of Galileo

Thomas Wills

Infratil Financial Performance and Analysis

Manager

Somali Young

Infratil Financial Controller

Laura Beggs

Infratil Corporate Accountant

Dion Blackmore

Infratil Corporate Accountant

1415

Delivering
sustainable

returns to

investors

Our commitment to sustainability

runs deep, and we believe that

it’s not just the right thing to

do – it’s also good for business.

By integrating sustainability into

everything we do, we can create

lasting value for our shareholders

and the wider community. Our

actions and how we manage

our investments have real-world

impacts – and we take that

responsibility seriously.

We recognise that the challenges

we face – from climate change

to social inequality – require a

connected, sustainable response,

and we believe that our continued

focus on investing in ideas that

matter will deliver returns for

shareholders at the same time

as delivering positive social and

environmental outcomes.

1617

Infratil has a large and diverse
shareholder base, and because of

the nature of the assets that we

own – which are often embedded

within communities – we have an

even wider set of stakeholders to

which we are accountable.

We understand the responsibility of owning

such privileged assets, and the importance

of being transparent and open in our

reporting and communication.

Our goal is to continually improve the

accountability of governance and

management, and the transparency with

Stakeholder

Engagement

Ownership

Shareholder Returns

and Ownership

Over the year to 31 March 2023

Infratil’s share price rose from

$8.25 to $9.20. In addition, Infratil

paid two dividends amounting to

18.75 cps cash and 7.30 cps in

imputation credits.

The total return to shareholders for the period

was 14.2%, comprising a 2.3% after tax

dividend return (28% tax rate) and a 11.9%

capital gain. The total return of the NZX50

over the same period was negative 1.9%. The

calculation of the capital gain assumes that

all dividends were reinvested when received,

so the shareholder neither took out, nor

invested any additional cash. Infratil’s after

tax return since listing in March 1994 has

been 18.6% per annum, and over the last

ten years 19.4% per annum after tax. A

shareholder who invested $1,000 in Infratil

shares on 31 March 1994 and subsequently

reinvested all dividends and the value of all

rights issues (i.e., who neither took money

out nor put money in) would, as of 31 March

2023, own 15,480 shares worth $140,379.

31 March 202331 March 2022

Million

shares%

Million

shares%

New Zealand retail investors346.74 7. 9 %352.348.7%

New Zealand institutional investors209.528.9%216.029.8%

Overseas investors1 6 7. 723.2%155.621.5%

723.9723.9

140%

$140,000

120%

$120,000

100%

$100,000

80%

$80,000

60%

$60,000

40%

$40,000

20%

$20,000

(20%)

-$20,000

(40%)

-$40,000

Annual ReturnAccumulation Index

995 997 999200120032005200720092011201320152017201920212023

0%

$0

29 Year Track Record

Capital ReturnAccumulation IndexDividend Return

which we operate. As part of this we aim to

provide regular updates on the progress of

our businesses and the risks involved with

each of our investments.

An important part of our stakeholder

engagement is ensuring that both

shareholders and our wider stakeholders

have plenty of opportunities to hear from,

and question, management and directors.

During the year to 31 March 2023 the

following meetings were held with

shareholders and bondholders. In all cases

there were opportunities for attendees to

provide feedback and raise questions and

concerns with directors and management:

• The FY2022 annual results announcement

on 19 May 2022 and interim results

announcement on 15 November 2022;

• The annual series of presentations to

retail shareholders and bondholders

across 15 centres in New Zealand from

30 May 2022 to 15 June 2022;

• The Annual Meeting on 25 August 2022;

including shareholder resolutions, a

speech by the Chair on governance

and strategy, and a presentation

by management on activities and

prospects; and,

• Institutional Investor Days in Sydney

(October 2022) and Auckland (March

2023) which featured presentations

from the management teams of Infratil’s

key portfolio businesses and senior

executives from Infratil.

Infratil makes all this content available on our

website https://infratil.com/for-investors/

reports-results-meetings-investor-days/

Infratil is a unique investment proposition in

that the share that an investor originally

purchased can look quite different to the

same share an investor owns today. Different

parts of Infratil’s portfolio will grow at different

rates, meaning Infratil’s portfolio composition

is constantly evolving. This is one of the

reasons maintaining a regular dialogue with

shareholders is so important for Infratil.

This is demonstrated below. Ten years ago

80% of Infratil’s portfolio was invested in

New Zealand, whereas now only 35% of

the portfolio is invested in New Zealand.

1819

Infratil’s shareholder split has remained

relatively stable during the year, with a

1.7% increase in overseas ownership

as a result of a reduction in both

New Zealand retail and institutional

ownership.

As at 31 March 2023 the top 10

underlying shareholders owned 26.2%

of shares on issue, up slightly from

25.7% in the prior year.

One Infratil share 10 years ago

Geographic split

Infratil share today

Geographic split

Renewables

38%

New Zealand 80%New Zealand 35%

Non-renewable energy

32%

Airports


15%

Other 3%

Public transport

12%

International 20%

International 65%

Digital

57%

Healthcare


14%

Renewables


21%

Airports


7%

Other 1%

Sustainability
Infratil invests in ideas that

matter. Sustainability is inherent

in this approach – both in how we

invest, as well as what we invest

in. Sustainability underpins


key megatrends – such as

decarbonisation - that help to

shape our investment strategy.

Increasingly, we recognise the need to

articulate more formally what this means for

Infratil: integration of ESG considerations

into the investment process (the how) and

the sustainability credentials of our portfolio

and individual assets (the what).

While this may all seem somewhat esoteric,

it matters. Our investors and stakeholders

need to understand, based on concrete

data and with reference to recognised

frameworks, what impact Infratil has on the

world, and what impact the world – and

external forces such as climate change –

might have on our portfolio. This is known

as “double materiality” – which is the

approach we are taking as we seek to more

deeply understand and better articulate

sustainability at Infratil.

The world of sustainability is complex and

rapidly evolving, so as well as drawing on our

human skills, such as communication and

collaboration, we’re looking to leverage

technology to help us navigate this journey.

In doing this, we’re realising the strategic

objective behind our investment in

Clearvision: to identify and engage with

technology relevant to our investments.

We are looking to leverage three key pieces

of sustainability technology that will provide

us with the insights and data we need to

understand, measure and report on our

climate-related risks and opportunities –

two of which are Clearvision investees.

See table below.

But it’s not all about technology –

sustainability is a very human endeavour too.

We engage on sustainability through a range

of channels with our portfolio companies –

from integration into our strategy, to ESG

due diligence prior to investment and ESG

targets incorporating ESG considerations

into our investment management process.

We also engage on specific ESG topics

– such as climate change – through our

sustainability team. Another example of

engagement is the in-person interviews

we’ve recently undertaken with a range of

stakeholders as part of a formal materiality

assessment process, to understand what

ESG issues matter most from their

perspectives. The synthesis of this work will

provide a strong foundation for our approach

to sustainability.

To achieve our sustainability objectives, as

well as to ensure we are keeping abreast of

developments, both Infratil, and its manager,

Morrison & Co, are engaged in a range of

initiatives.

Infratil and all its portfolio companies

undertake annual GRESB Infrastructure

Assessments – a useful tool to independently

benchmark progress against global and

regional sector peers.

Infratil also engages with several global ESG

ratings, and we welcome the introduction of

some more bespoke domestic frameworks.

As well as providing insights to our investors

and other stakeholders, ESG ratings help

Infratil understand the opportunities for lifting

our ESG performance. One challenge Infratil

faces is that it is often mis-classified as a

“utility” for the purposes of these ratings,

due to the dominance of this sector in the

accounting revenue line (a different

accounting treatment is applied, depending

on whether our investment is under or over

50% of total equity). We are working to

become more accurately classified, to reflect

that we are an infrastructure investment

company with a diversified portfolio.

Infratil and Morrison & Co have also recently

both joined iCI, a global collaborative initiative

where we can engage with peer investors to

better understand and manage the risks

associated with climate change in the

portfolio.

We’re endeavouring to follow best practice

with our approach to sustainability by

aligning with suitable, recognised market

standards – such as our commitment to

setting a SBTi-validated target. You will see

more on that in our Sustainability Report,

Persefoni, a Clearvision investee, is a carbon accounting

platform that provides a single source of carbon truth for

Infratil, enabling management and reporting of carbon

emissions with the same focus as financial transactions.

The platform enables Infratil to analyse its carbon footprint

and benchmark against sector and regional peers.

Jupiter, a Clearvision investee, offers a physical climate risk

platform that turns sophisticated climate science into

actionable data. Using the platform, Infratil can map the

physical assets of its portfolio companies to provide

insights on the impacts associated with various climate

perils under a range of climate scenarios and timelines.

Infratil will use Oxford Economics’ climate scenarios and

research to understand the impact of climate change on

the global economy, different countries and sectors. We

will then use the outputs of these scenarios to understand

the financial risks and opportunities for our portfolio.

which we will produce with reference to the

Global Reporting Initiative ('GRI') as well the

recently published Aotearoa New Zealand

Climate Reporting Standards.

We will also be disclosing information about

our emissions footprint in line with the GHG

Protocol and, as a financial institution, in line

with the Partnership for Carbon Accounting

of Financials (PCAF). This will allow us to

disclose key metrics for our portfolio, such as

emissions intensity per dollar invested, and

on a per dollar revenue basis. This will support

investors to understand the impact of

including us in their investment portfolios

and allow them to compare our emissions

footprint with our peers. In line with PCAF,

and to support consistency and

comparability, we will be reporting all our

portfolio emissions in Scope 3, Category 15.

A summary of our emissions profile and

approach is set out below.

We are committed to sustainability – we

firmly believe it’s an idea that matters. We

take sustainability and responsible investing

seriously – and assessment of ESG

outcomes is embedded in our investment

and asset management activities. As you

can see on our progress chart, we have

much work to do, but we also have successes

to celebrate along the way. Our portfolio

companies have some impactful

sustainability workstreams underway –

we look forward to sharing those with you,

along with a suite of more formal ESG

data and metrics, in our upcoming

Sustainability Report.

2021

Scope 1, 2 and 3 GHG emissions

FY2023 Highlights

• 100% of Infratil’s portfolio companies

participated in GRESB Infrastructure

Assessments

• Committed to setting an SBTi target

• Implementation of Persefoni climate

data platform

• Joined the Initiative Climat

International (iCI)

As an infrastructure investor

with no offices, facilities or

employees, lnfratil's emissions

primarily relate to its Board travel

and the emissions of its portfolio

companies.

lnfratil's emissions measurement

and reporting will align with GHG

Protocol and PCAF and be

independently assured. lnfratil

will also report a range of other

emissions data and metrics that

represent best practice and meet

stakeholder expectations.

lnfratil has committed to setting

a SBTi-validated target under

the framework for financial

institutions. These targets will

cover Board travel emissions and

scope 3 emissions associated

with its investments, based on a

portfolio coverage approach.

Over time, each portfolio

company will set its own science

based target relevant to its sector

and business.

Upstream activities

Infratil has no offices

or facilities that use

electricity

Infratil has no

operational assets

or facilities

Downstream activities

Scope 1

Direct

Scope 2

Indirect

Scope 3

Indirect

Scope 3

Indirect

Emissions from Infratil’s

share of portfolio companies’

scope 1, 2, 3 emissions

No emissions

No emissions

Emissions from Infratil

board travel

22
Community

The unique nature of

infrastructure assets often

means that the physical assets

that Infratil owns, and the

essential services these assets

provide, have a direct impact


on the communities in which

we operate.

We believe in making a positive contribution

to those who use our services and to our

communities; alongside our portfolio

businesses we must be a trusted provider

of services within our communities, and we

must contribute back to the communities

which provide us with the social licence to

operate.

Extreme weather

In early 2023 New Zealand was battered by

two extreme events, firstly massive rainfall

and flooding in Auckland, followed by

Cyclone Gabrielle, causing widespread

damage, particularly to communities along

the East Coast of the North Island.

While One New Zealand’s network

equipment escaped widespread damage in

either event, subsequent power outages

rendered many cell sites inoperable, and slips

destroyed bridges and roads, cutting vital

fibre links that carry data.

The New Zealand telco industry banded

together to restore connectivity as quickly

as possible. One New Zealand immediately

mobilised teams across the business who

worked around the clock to restore 53% of

impacted sites in the first 48 hours and 70%

within 72 hours.

To combat power outages, 70 generators

were deployed to cell sites, requiring top-ups

every four to eight hours. Due to the remote

and inaccessible nature of many sites,

helicopters and light aircraft had to be used.

To connect some isolated areas, One

New Zealand stood up legacy links and

deployed satellite backhaul for sites until

fibre links could be repaired.

22

Sustainability

Giving back

Recognising the dire situation of many

residents, One New Zealand offered all its

impacted customers free unlimited mobile

data for 14 days and provided free

emergency phones and wireless modems

via its retail stores to those in need, getting

them back up and connected as quickly

as possible.

One New Zealand’s Te Rourou Foundation,

raised almost $230,000 for the Auckland

City Mission flood appeal, made up of public

donations, matched donations from One

New Zealand employees and an immediate

donation from Te Rourou Foundation.

Te Rourou Foundation also donated $30,000

to two local iwi in cyclone-impacted areas

and is focusing on longer term support

for impacted areas via its ongoing digital

equity work.

A safer future

In April 2023, One New Zealand announced

a new collaboration with SpaceX, to provide

coverage to 100% of the country. One

New Zealand will provide coverage where

it hasn’t been before, initially launching with

a text and MMS service in late 2024, with

data and voice to follow in 2025.

One New Zealand’s award-winning mobile

network will work in conjunction with

SpaceX’s constellation of Starlink satellites

in low Earth orbit to deliver mobile coverage

to One New Zealand customers across the

entire country where they have line of sight

to the sky, and out to its territorial limit.

One New Zealand will ensure everyone

remains connected during an emergency

regardless of the provider they use, as

anyone with an appropriate phone will be

able to call 111 in an emergency (when

voice satellite calling is available). One

New Zealand has dedicated part of its

mid-band spectrum to enable this service.

SpaceX’s next generation satellites will be in

orbit and ready to provide connectivity from

late 2024.

This innovation will mean whatever the future

holds weather-wise, New Zealanders will be

connected in the years to come.

23

1990s

Infratil’s inaugural investment is in

renewable energy. (Trustpower,

now Manawa Energy)

2000s

Renewable energy generation

exceeds 2TWh

2010s

Morrison & Co becomes signatory to the

Principles for Responsible Investment

Infratil’s portfolio expands to social

infrastructure: digital connectivity and

aged care

Morrison & Co establishes dedicated

sustainability team. Renewables

platform expands globally

2020

Infratil’s social infrastructure investments

broadened to include Healthcare

Formal exclusions screening published

First Modern Slavery Position and Climate

Position Statements issued

2021

GRESB Infrastructure Assessments piloted

Sustainability Strategy published

2023

Emissions platform, Persefoni, implemented;

FY2023 portfolio emissions measured

Oxford Economics climate scenarios

refreshed; physical climate risk platform

selected

Renewable energy generation exceeds

5.7TWh in FY2023

Infratil and Morrison & Co join APAC chapter

of initiative Climat International

Materiality assessment undertaken


2022

GRESB Infrastructure Assessments

undertaken by Infratil and all its portfolio

companies

Infratil and its Manager commit to setting

SBTi targets

Infratil undertakes CDP assessment

GRESB rates Wellington Airport third best

airport in the world for sustainability

2024

Progress on sustainability

A team from One New Zealand

works to restore mobile

connectivity at the Nūhaka site

in northern Hawke's Bay

22

Infratil to formally report under Aotearoa

New Zealand's Climate Standards

SBTi Net Zero Framework for Financial

Institutions expected to be published

Continue to work with portfolio

companies to lift GRESB scores and

implement climate strategies

Wellington Airport announces $100 million

sustainability linked loans

Infratil will publish its inaugural Sustainability

Report, including climate-related disclosures

Infratil to set SBTi targets

2425
Delivering a

global result

for investors

Our portfolio is designed to

capture value across a range of

geographies, sectors, and asset

classes, generating what we

believe will be sustainable returns

over the long-term. By investing

across a globally diversified

portfolio, we have been able to

navigate a complex and rapidly

changing market environment,

while delivering strong financial

results.

Our portfolio strategy remains

unchanged, in that we continue

to focus on delivering returns over

the long-term. This approach has

served shareholders well, as we

seek to balance risk management

and growth across the portfolio

– while prioritising investment

through our existing assets.

25

2627
-100

0

100

200

300

400

500

600

$Millions

2023201420152016201720182019202020212022

X

X

X

X

X

X

X

X

X

X

0

2,500

2,000

1,500

1,000

500

$Millions

2014201520162017201820192020202120222023

1,000

2,000

3,000

4,000

6,000

5,000

$Millions

0

2014201520162017201820192020202120222023

0

100%

90%

80%

70%

60%

50%

40%

30%

20%

10%

2014201520162017201820192020202120222023

Proportionate Capital Investment

Over the decade Infratil has invested over

$9.0 billion, with the majority undertaken

by investee companies.

Investment has accelerated over the last

4 years, with over half of investment under-

taken over the last decade during that period.

Funding for investments was provided by

operating cash flows, debt and equity

issuance, and the divestments of assets.

Infratil Funding

Changes to the relative funding of Infratil

and its 100% subsidiaries occurs as

businesses are sold and acquired, when

Infratil receives funds from, or makes

advances to its operating businesses,

or if shares are repurchased or issued.

The use of debt is bound by Infratil’s policy of

maintaining credit metrics that are broadly

consistent with an Investment Grade Credit

Rating (Infratil is not credit rated) and with

maintaining availability of funds for liquidity

purposes.

As a general rule Infratil targets debt funding

of 30% of assets, compared to 9.8% as at

31 March 2023.

Proportionate EBITDAF

The calculation of Proportionate EBITDAF

is outlined on page 7 of this report. It is

intended to show Infratil’s share of the

operating earnings of the companies in

which it invests.

Proportionate EBITDAF is a non-GAAP

financial measure.

The figures include the contribution of

assets held for sale.

Infratil Assets

The graph shows the NZ IFRS values of

Infratil’s assets (book value).

As noted on page 31, the IFRS values are in

some cases lower than the fair values as

assessed with reference to listed markets

(the NZX) or independent valuations.

This is highlighted by Infratil’s investment

in CDC Data Centres which currently

has a book value of $1,403.4 million

compared to an independent valuation

of $3,660.3 million (mid-point).

Net bank and dated bonds

Perpetual bonds

Equity (market value)

Financial Trends

These graphs were chosen to illustrate the key

financial trends over the last decade.

Longroad EnergyCorporate

Longroad EnergyOther

Fortysouth

Diagnostic Imaging

Fortysouth

Diagnostic Imaging

Galileo

Sold

To t a l

Galileo

Sold

Kao Data

RetireAustralia

Kao Data

RetireAustralia

CDC Data CentresGurīn Energy

CDC Data CentresGurīn Energy

Manawa Energy

Wellington Airport

Manawa Energy

Wellington Airport

2014201520162017201820192020202120222023

(2,000)

0

2,000

4,000

6,000

8,000

10,000

0%

(20%)

20%

40%

60%

80%

100%

Annual ReturnAccumulation Index

Dividend Return

Capital Return

Accumulation Index

Shareholder Returns

Between 1 April 2013 and 31 March

2023 Infratil provided its shareholders

with an average after tax return of

19.4% per annum.

$1,000 invested at the start of the period

would have compounded to $5,888 by

31 March 2023, assuming that all

distributions were reinvested.

Mint RenewablesOne NZ

Mint RenewablesOne NZ

Longroad EnergyCorporate

Fortysouth

Diagnostic Imaging

Galileo

Sold

Kao Data

RetireAustralia

CDC Data CentresGurīn Energy

Manawa Energy

Wellington Airport

Mint RenewablesOne NZ

27

X

2829
Financial Performance

& Position

Year ended 31 March ($Millions) Share20232022

CDC Data Centres 48.1% $113.7 $82.2

One NZ 50.0% $263.6 $243.8

Fortysouth 20.0% $4.4 -  

Kao Data 39.9%($3.0)($1.5)

Manawa Energy 51.1% $69.9 $83.9

Longroad Energy 37.1% $16.4 $15.1

Galileo 40.0%($11.8)($5.4)

Gurīn Energy 95.0%($15.6)($6.0)

Mint Renewables 73.0%($1.4) -  

RHCNZ Medical Imaging 50.1% $54.4 $32.9

Qscan Group 55.2% $33.8 $33.9

RetireAustralia 50.0% $6.1 $16.9

Wellington Airport 66.0% $59.1 $37.3

Corporate & Other ($58.1)($58.2)

Proportionate EBITDAF  $531.5 $474.9

Tilt Renewables 65.2% -    $ 7. 9

Trustpower Retail business 51.1% $1.8 $24.2

To t a l  $533.3 $507.0

Year ended 31 March 2023 ($Millions)Share

EBITDAF

1

100%D&AInterestTa x

Revaluations

& other

adjustmentsMinorities

Infratil share

of earnings

CDC Data Centres

 48.1%

 $236.4 -   -   -   $175.4 -   $411.8

One NZ

 50.0%

 $527.8 -   -   -  ($323.8) -   $204.0

Fortysouth

 20.0%

 $22.4 -   -   -  ($27.2) -  ($4.8)

Kao Data

 39.9%

($7.6) -   -   -   $28.1 -   $20.5

Manawa Energy

51.1%

$136.7($21.6)($25.1)($39.2) $63.4($58.1)$56.1

Longroad Energy

 37.1%

 $63.6 -   -   -  ($26.2) -   $37.4

Galileo

 40.0%

($29.5) -   -   -   $18.1 -  ($11.4)

Gurīn Energy

 95.0%

($16.4)($0.4)($0.1) -   $0.1 $0.9($15.9)

Mint Renewables

 73.0%

($2.0) -   -   -   -   $0.5($1.5)

RHCNZ Medical Imaging

 50.1%

 $108.6($23.2)($35.6)($12.7) $3.6($20.4) $20.3

Qscan Group

 55.2%

 $61.3($33.6)($22.5)($1.7) -  ($1.5) $2.0

RetireAustralia

 50.0%

 $12.2 -   -   -  ($16.3) -  ($4.1)

Wellington Airport

 66.0%

 $89.6($28.7)($26.3)

($6.3)

($3.1)($8.6) $16.6

Corporate & other -  ($228.1)($0.1)($57.2) $17.4 $11.4 -  ($256.6)

Total (continuing)  $975.0($107.6)($166.8)($42.5)($96.5)($87.2) $474.4

Trustpower Retail business 51.1% $3.5($1.9) $0.1($0.4) $328.8($161.4) $168.7

To t a l  $978.5($109.5)($166.7)($42.9) $232.3($248.6) $643.1

Proportionate EBITDAF

Proportionate EBITDAF is intended to

show Infratil’s share of the earnings of

the companies in which it invests.

Proportionate EBITDAF is shown from

continuing operations and includes

corporate and management costs,

however, excludes international portfolio

incentive fees, acquisition or sale-related

transaction costs and contributions from

businesses sold, or held for sale.

A reconciliation of Proportionate EBITDAF

to net surplus after tax is presented in

Infratil’s annual results presentation.

Consolidated Results

This table shows a summary of Infratil’s

reported result for the period.

For the year ended 31 March 2023 the

net parent surplus was $643.1 million,

down from $1,169.3 million the prior year.

The main source of the difference was the

$1,136.8 million gain on the sale of Tilt

Renewables reported in the prior period,

while the current period includes the gain

on sale of the Trustpower Retail business

of $328.8 million. Both of these amounts

are included in discontinued operations.

Discontinued operations includes the gain

on sale, as well as the operating results of

one month of the Trustpower Retail

business.

Revenue and expenses have increased

year on year with a full period contribution

from the three businesses that make up

RHCNZ Medical Imaging.

Breakdown of Consolidated Results

Infratil consolidates a company when it controls it (owns more than 50%). This includes Manawa Energy, Gurīn Energy, Mint Renewables,

RHCNZ Medical Imaging, Qscan Group and Wellington Airport. Associates (where Infratil has significant influence, but not control) such as

CDC Data Centres, One NZ, Fortysouth, Kao Data, Longroad Energy, Galileo and RetireAustralia are not consolidated. For those investments,

the EBITDAF column shows 100% of their EBITDAF and the “Revaluations & other adjustments” column includes the adjustment required to

reconcile to Infratil’s share of their net surplus after tax.

Year ended 31 March ($Millions) 2023 2022

Operating revenue $1,845.1 $1,297.4

Operating expenses($871.8)($779.0)

International Portfolio Incentive fees($169.6)($221.2)

Depreciation & amortisation($107.6)($91.4)

Net interest

($166.8)($159.5)

Tax expense

($42.5)($22.6)

Realisations and revaluations $74.8 $82.2

Discontinued operations $330.1 $1,125.8

Net surplus after tax $891.7 $1,231.7

Minority earnings($248.6)($62.4)

Net parent surplus $643.1 $1,169.3

Year ended 31 March 2022 ($Millions)Share

EBITDAF

100%D&AInterestTa x

Revaluations

& other

adjustmentsMinorities

Infratil share

of earnings

CDC Data Centres 48.1% $171.0 -   -   -  ($12.9) -   $158.1

One NZ  50.0% $488.2 -   -   -  ($477.9) -   $10.3

Kao Data 39.9%($3.7) -   -   -   $1.5 -  ($2.2)

Manawa Energy 51.0% $164.4($20.4)($28.6)($46.0) $38.8($60.0) $48.2

Longroad Energy 40.0% $50.1 -   -   -  ($22.4) -   $27.7

Galileo 40.0%($13.6) -   -   -   $9.1 -  ($4.5)

Gurīn Energy 95.0%($6.3)($0.1)($0.1) -   -   $0.3($6.2)

RHCNZ Medical Imaging 50.5% $65.2($9.8)($17.2)($10.6)($15.6)($6.5) $5.5

Qscan Group 56.3% $60.3($30.6)($17.4)($3.9)($1.3)($3.1) $4.0

RetireAustralia 50.0% $33.8 -   -   -   $45.3 -    $ 7 9 .1

Wellington Airport 66.0% $56.5($30.5)($25.9)

($2.5)

 $5.3($1.0) $1.9

Corporate & Other -  ($279.4) -($70.5) $40.4 $23.4- ($286.1)

Total (continuing)  $786.5($91.4)($159.7)($22.6)($406.7)($70.3) $35.8

Tilt Renewables 65.2% $12.1($19.5)($6.3) $3.8 $1,123.9 $7.8 $1,121.8

Trustpower Retail business 51.0% $47.5($27.0)($1.2)($4.6)($3.0) -   $11.7

To t a l  $846.1($137.9)($167.2)($23.4) $714.2($62.5) $1,169.3

1. EBITDAF is an unaudited non-GAAP measure and is defined on page 7.

30
Year ended 31 March ($Millions)20232022

CDC Data Centres $3,660.3 $3,117.3

One NZ $1,222.8 $1,670.0

Fortysouth $207.7 -  

Kao Data $255.7 $203.4

Manawa Energy $795.2 $1,126.2

Longroad Energy $1,185.8 $227.4

Galileo $71.2 $26.1

Gurīn Energy  $ 7. 9 $2.0

Mint Renewables $3.1 -  

RHCNZ Medical Imaging $511.6 $417.1

Qscan Group $370.6 $305.1

RetireAustralia $431.8 $408.9

Wellington Airport $667.4 $580.0

Parent & other $240.4 $195.7

  $9,631.5 $8,279.2

Per share$13.31$11.44

Fair Value of Infratil’s Assets

This table shows the fair value of

Infratil’s assets.

The fair value of Infratil’s investments in

CDC Data Centres, One NZ, Longroad

Energy, Galileo, Qscan Group, RetireAustralia

and RHCNZ Medical Imaging reflect

independent valuations prepared for Infratil.

The fair value of Manawa Energy is shown

based on the market price per the NZX.

Infratil does not commission independent

valuations for its other assets and these are

presented at book value.

Year ended 31 March ($Millions)20232022

Net bank debt/(cash)($593.2)($773.0)

Intratil Infrastructure bonds $1,085.9 $1,163.7

Infratil Perpetual bonds $231.9 $231.9

Market value of equity $6,660.6 $5,972.9

Total Capital $7,385.2 $6,595.5

Dated debt/total capital 6.7% 5.9%

Total debt/total capital 9.8% 9.4%

Capital of Infratil and 100%

subsidiaries

This table shows the mix of debt and equity

funding at the Infratil Corporate level.

During the year Infratil refinanced 

$93.7 million of maturing IFT190 bonds

through the issuance of $115.9 million

IFT320 bonds (maturing in June 2030), a

net increase of $22.2 million bonds on

issue. Additionally, given Infratil’s strong

liquidity position post the receipt of the

net proceeds from the One New Zealand

towers transaction, $100 million of

IFT240s were repaid in December.

As of 31 March 2023 Infratil’s bank debt

remains undrawn.

The increase in market value of equity

reflects Infratil’s share price increasing from

$8.25 to $9.20 over the year.

Year ended 31 March ($Millions)20232022

CDC Data Centres $1,403.4 $1,026.2

One NZ $171.7 $838.2

Kao Data $255.7 $203.4

Fortysouth $207.7 -  

Manawa Energy $710.5 $607.2

Longroad Energy $315.8 $90.5

Galileo $53.3 $19.7

Gurīn Energy  $ 7. 9 $2.0

Mint Renewables $3.1 -  

RHCNZ Medical Imaging $418.3 $417.1

Qscan Group $303.7 $305.1

RetireAustralia $410.9 $417.3

Wellington Airport $667.4 $580.0

Parent & other $240.4 $195.7

To t a l $5,169.8 $4,702.4

Year ended 31 March ($Millions)20232022

CDC Data Centres $341.9 $259.9

One NZ $151.8 $177.9

Kao Data $36.0 -  

Manawa Energy $22.6 $23.6

Longroad Energy $345.9 $240.2

RHCNZ Medical Imaging $14.7 -  

Qscan Group $9.5 $13.8

RetireAustralia $66.6 $26.1

Wellington Airport $46.0 $11.7

Other -   -  

Capital Expenditure $1,035.0 $753.2

Kao Data -   $217.9

Fortysouth $212.1 -  

Gurīn Energy $41.2 $8.3

Galileo $42.3 $13.9

Mint Renewables $4.4 -  

RHCNZ Medical Imaging -   $408.8

Clearvision $24.2 $4.6

Infratil Investments $324.2 $653.5

Proportionate capital expenditure and investment $1,359.2 $1,406.7

Proportionate Capital

Expenditure and Investment

This table shows Infratil’s share of the

investment spending of investee

companies, and investments made

by Infratil during the period.

In a year where Infratil acquires a new

investment, this is included under investment.

Thereafter, Infratil records its share of the

investee company’s capital expenditure.

To illustrate the calculation of Proportionate

capital expenditure, Infratil owns 48.1% of

CDC, CDC’s capital expenditure for the

period was A$648.1 million, and 48.1% of

that is A$311.7 million (NZ$341.9 million).

Investment undertaken directly by Infratil for

the year amounted to $324.2 million. This

primarily reflects the investment into

Fortysouth and continued investment in

Clearvision, Galileo and Gurīn.

Year ended 31 March ($Millions)20232022

CDC Data Centres $37.1 $13.4

One NZ $871.3 $37.1

Manawa Energy $93.6 $56.7

Longroad Energy $8.4 $53.9

RHCNZ Medical Imaging $30.3 -  

Qscan Group $2.3 -  

Tilt Renewables -   $16.1

Clearvision -   $1.7

Net interest($48.0)($61.2)

Corporate & other($61.3)($68.2)

Operating Cashflow $933.7 $49.5

International Portfolio Incentive fees($270.8)($116.2)

Operating Cashflow (after incentive fees)$662.9($66.7)


Infratil and Wholly Owned

Subsidiaries Operating

Cash Flows

This table shows the operating cashflows

of Infratil and its 100% subsidiaries.

Cash inflows reflect the dividends,

distributions, interest and capital returns

received from investee companies.

Cash outflows reflect net interest payments

and corporate operating expenses.

International Portfolio Incentive fees paid

during the period include Tranche 1 of the

FY2022 incentive fee ($33.2 million),

Tranche 2 of the FY2021 incentive fee

($74.4 million), Tranche 3 of the FY2020

incentive fee ($41.7 million), and a realised

incentive fee of $121.5 million relating to

the sale of Tilt Renewables.

Book Value of Infratil’s Assets

This table shows the book value of

Infratil’s assets.

These are prepared in accordance with

NZ IFRS, and are the amounts reflected in

Infratil’s consolidated financial statements.

This generally reflects Infratil’s share of the

net assets of its investee companies, and

includes any goodwill at the consolidated

level.

A separate adjustment has been made

to the Wellington Airport book value which

also excludes deferred tax.

Other includes Infratil Infrastructure Property

and Clearvision Ventures, and excludes cash

balances and other working capital balances

at the Corporate level.

31

3233
Bondholders

Infratil Issuance activity

and market summary

Infratil is committed to the

New Zealand domestic bond

market and is one of the largest

and longest standing issuers.

Since our debut issue in 1999,

our infrastructure bond

programme has been a critical

component of the Group’s long

term capital structure and is

seen as fundamental to our

portfolio growth over that time.

In June 2022, Infratil successfully refinanced

$93.7 million of maturing IFT190s through

the issuance of $115.9 million IFT320s which

attracted strong demand. The interest rate

on these bonds for the first four years until

the Rate Reset Date (15 June 2026) is 5.93%

per annum (based on the 4-year swap rate of

3.93% per annum at the time of issuance

plus a credit margin of 2.00% per annum).

The coupon for the second four years will be

set on 15 June 2026 based on the 4-year

swap rate on that date, plus a 2.00% per

annum credit margin.

In December 2022, Infratil elected to fully

repay $100 million of maturing IFT240 bonds

given its strong liquidity position, with

$823.5 million of cash reserves post receipt

of the net proceeds from the Vodafone Tower

sale and $897.8 million of undrawn bank debt

available at the time. In the current year

Infratil has a single maturity, $122.1 million

of IFT210s in September 2023. A decision

regarding any rollover or re-issue of these

bonds will be made closer to the time.

Despite an increase in financial market

volatility, the New Zealand bond market has

performed well with a continuation of strong

corporate issuance. The sharp rise in

wholesale interest rates, with the 5-year

swap rate increasing from 2.55% to 4.86%

from January to December 2022, meant

new bonds offered attractive coupons to

investors. This underpinned retail demand

whilst also enabling cost effective funding in

terms of credit spreads for corporate

borrowers. The combination of strong retail

demand coupled with stable and attractive

credit spreads encouraged a steady flow

of corporate bonds to the market in 2022,

resulting in a significant uplift in issuance

relative to 2021. This meant that, once

again, the New Zealand market compared

favourably to offshore markets which saw

much more challenging conditions for

issuance as economic and geopolitical

concerns weighed on appetite from investors

in those more institutional dominant markets.

The first months of 2023 have seen strong

issuance activity despite the volatility

observed in March due to the collapse of

Silicon Valley Bank and takeover of Credit

Suisse by UBS which sparked concerns of

wider banking sector liquidity issues. The

performance of the New Zealand debt

capital markets over the last 12-18 months

highlights the value of a resilient, well-

functioning debt capital market. Having

reliable access to the domestic bond market

allows borrowers to diversify their funding

sources and extend funding tenors,

de-risking their funding profiles. Infratil looks

forward to continuing to provide a regular

supply of bonds in the coming years.

IFTHA and IFTHC update

Wholesale interest rates rose sharply in

2022, as the Reserve Bank of New Zealand

grappled with the rapid and persistent rise in

inflation pressures across the economy.

After a lengthy period of historically low

interest rates (particularly in 2020/21), the

change in inflationary conditions resulted

in a significant uplift in the cash yield on

two of Infratil’s resetting bonds. The IFTHA

perpetual bonds and the IFTHC bonds

maturing in December 2029 both reset

annually based on the 1-year swap rate at

the time plus a credit margin of 1.50% per

annum and 2.50% per annum respectively.

The below chart illustrates the coupons on

each bond from inception against the RBNZ

Official Cash Rate.

Funding Maturity Profile

Infratil proactively manages its mix of bank

and bond debt and refinancing risk across

both funding sources. One of the key

objectives of our funding strategy is to

achieve an even spread of debt maturities to

minimise refinancing pressure in any one

year. Our bank debt provides flexible and

attractively priced debt funding typically

across 1–5 year maturities, while the bond

programme provides access to longer dated

debt from 5–8 years (and up to 10 years in

certain market conditions). This means

Infratil has both diversity of funding with

different characteristics, as well as a

greater spread of debt maturities across

longer tenors.

Infratil’s investment portfolio

continues to grow and evolve

and as a higher proportion of

offshore assets are added to the

portfolio, the Group’s exposure

to foreign exchange (‘FX’) risk

increases. This risk principally

shows up in two ways; on

Infratil’s cashflows denominated

in foreign currencies (FX

transaction risk) and on the net

value of Infratil’s offshore

investments when translated to

NZD terms (FX translation risk).

Infratil’s FX transaction risks relate to

investment flows to and from existing

offshore assets (i.e., capital investments and

distributions), and cashflows associated with

any potential acquisition or divestment of a

foreign investment.

The core objective in relation to management

of FX transaction risk is to provide sufficient

cashflow certainty in the most efficient way

possible. This involves hedging once foreign

cashflows are sufficiently certain and seeking

to net exposures wherever practicable.

Infratil’s FX translation risk relates to the

Group’s exposures to FX rate movements on

assets and liabilities denominated in foreign

currencies, creating unrealised FX gains or

losses which impact Infratil’s net asset

position in New Zealand dollar terms. While

these positions do not have an immediate

cash impact, due to the value of the

underlying assets, they present the most

material currency exposure for Infratil.

At present Infratil does not hedge its FX

translation risk, however Infratil seeks to

manage its overall currency exposure as the

portfolio composition evolves. The utilisation

of foreign currency denominated debt

facilities is a tool that Infratil may use in future

to efficiently manage the Group’s overall

currency exposure. For example, Infratil has

the ability to borrow up to circa A$283 million

under its existing bank facilities which is a

mechanism we could use to partially offset

any Australian asset positions.

Translation Impact

Infratil’s most material currency exposure

is NZD/AUD due to its investments in CDC,

RetireAustralia, Qscan Group and Mint

Renewables. A significant increase in

exposure to NZD/USD occurred in FY23 as

Infratil’s holding in Longroad Energy saw a

significant uplift in value, attributable in part

to the successful minority capital raise

completed in October 2022. Infratil’s stake

is now valued at $1.185 billion, significantly

higher than the independent valuation

received on 31 March 2022 of

NZ$227.4 million.

From a gross asset perspective, the Longroad

transaction has contributed to an increase in

Infratil’s USD exposure to 13.8% (from 3.9%),

while AUD and NZD exposure are 46.9% and

35.9% respectively (from 46.7% and 46.6%).

As at 31 March 2022, the carrying value

of Infratil’s Australian investments was

A$3.83 billion, or NZ$4.13 billion when

translated at the FY2022 year-end rate of

0.9287. All else being equal, when this

exchange rate falls, the NZD value of our

investment rises and vice versa. Holding the

opening investment value constant (i.e., not

taking into account any movements in the

underlying assets) through the course of the

year the NZD value of these investments

fluctuated between NZ$4.02 billion (down

NZ$106.0 million; 2.6%) and $4.38 billion

(up NZ$259.4 million; 6.3%) with the total

opening investment position ending the year

down NZ$23.4 million, a 0.57% unrealised

loss over the 12 months.

Infratil anticipates, either through internal

or external investment opportunities, that

currency exposures will increase as we

continue to expand the portfolio outside

of New Zealand. Infratil will retain the

flexibility to utilise debt in foreign currency to

provide a natural offset to these exposures.

Infratil is a high conviction investor. Our

current approach is to not hedge the

currency risk associated with the translation

of our offshore assets to NZD. Should

Infratil materially change this position,

we will ensure the market is appropriately

informed to ensure investors can assess

and adjust their portfolios accordingly. We

believe the best approach is for investors to

be aware of the global exposures inherent

within the portfolio, particularly to the

Australian dollar. Each investor can then

make a choice to accept or manage this

exposure in the context of their own

individual portfolio composition, risk

appetite and objectives. It is worthwhile

noting that a significant and growing

proportion of Infratil shareholders are

international investors and may therefore

have a different perspective to foreign

exchange exposures relative to a

New Zealand based investor.

NZD Movement in unhedged AUD Investments

Unhedged AUD InvestmentsNZD/ AUD

Foreign Currency

Exposure

200620082010201220142016201820202022

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%

Coupon (% per annum)

0.8500

0.8700

0.8900

0.9100

0.9300

0.9500

0.9700

0.9900

3,800

3,900

4,000

4,100

4,200

4,300

4,400

4,500

Mar

2022

Apr

2022

May

2022

Jun

2022

Jul

2022

Aug

2022

Sep

2022

Oct

2022

Nov

2022

Dec

2022

Jan

2023

Feb

2023

Mar

2023

Infratil Annual Reset Bonds

Official Cash Rate (OCR)IFTHAIFTHC

Calendar Years

3435
The power

of connecting

to the future

35

The rise of digital technology

has revolutionised the way we

connect with each other and

access information around

the world. The power of global

connectivity, the internet, and

other digital platforms has

opened up opportunities for

communication, collaboration,

and innovation - allowing people

to connect across borders and

cultures, while enabling new

technologies and applications

to flourish.

High-performing, reliable global

networks are essential to today's

globalised, digital economy. As

global network traffic continues

to multiply, it is increasingly

important to develop a diverse,

high-capacity global network

of infrastructure that will

accommodate future societal

needs.

3637
Over the past decade Digital

Infrastructure has matured into a

standalone investment asset

class. With its increasing

importance has come an

acceleration of investment and

technological advancement.

Digital assets now comprise over 50% of

Infratil’s assets. When Infratil first invested in

CDC Data Centres in 2016, digital assets

were less than 15% of the portfolio and many

investors questioned the infrastructure

characteristics of data centres.

Digital infrastructure assets, in particular

data centres, mobile towers, fibre optic

networks and subsea cables have all now

emerged as distinct infrastructure asset

classes as investors seek opportunities in

the physical assets that underpin the

technologies that societies and enterprises

rely on.

Infratil shareholders have benefitted from

the early recognition of the increasing

importance of these assets and the essential

services they deliver.

The growth in digital can be seen in all parts

of our lives, however at what point is this

yesterday’s news? We are still early in the

digital age as significant new data-hungry

applications and technologies continue to

emerge.

The most recent Ericsson Mobility Report

forecast that by the end of 2022, 5G

subscriptions were expected to reach one

billion, and by 2028 will pass five billion. Total

global mobile data traffic – excluding traffic

generated by Fixed Wireless Access – was

expected to reach around 90 exabytes (a

billion gigabytes) per month by the end of

2022 and is projected to grow by a factor of

nearly 4 to reach 325EB per month in 2028.

The past year will be remembered for when

artificial intelligence, or AI, took hold and

captured the world’s attention. For the first


time we are seeing people contemplating

amazing use cases for AI that are a reality,

not just science fiction.

ChatGPT is just one of many industry use

cases which will include a new series of

applications that will reshape society. The

market for AI alone is expected to grow

twentyfold from nearly US$100 billion in

2021, to nearly US$2 trillion in 2030.

Forms of AI, whether it be ChatGPT or

autonomous vehicles, rely on the rapid

analysis of huge datasets of information,

creating multitudes of new data and a need

for new digital infrastructure as a result.

Beyond AI we are now also seeing robotics

and automation having a greater impact on

society and the way we work – sensors and

actuators at the edge of digital networks are

increasingly used for commercialised

applications such as monitoring and control

of industrial settings.

Amazon has been one of the most high-

profile global companies to embrace robotics

and automation. The e-commerce group

handled approximately five billion packages

in 2021 — about 13 million a day — with 75%

of them being handled by its robots in at least

one part of the delivery process.

Over the horizon, Quantum computing is

likely to be the next major technological

advancement. Quantum computing

harnesses the laws of quantum mechanics

to solve problems too complex for classical

computers. Like other historical technological

breakthroughs, quantum computers have

the potential to fundamentally change how

we work and live.

As the world continues to recover from the

covid pandemic, the effects of another

ongoing global challenge – the antibiotic

resistance crisis – have become an

increasing focus. The antibiotics crisis is a

particularly urgent example of a global

challenge in need of a true paradigm shift in

the way we discover materials. The rapid


progress in quantum computing and

quantum machine-learning techniques is

now creating realistic prospects of identifying

new antibiotics that are structurally distinct

from those currently available.

Bringing these ideas back to Infratil – all of

these opportunities will require digital

architecture and business models that

continue to evolve. The required

infrastructure needs will not just be bigger,

but will require more bandwidth, they will

need to be more scalable, more flexible.

Latency concerns will require addressing as

computing needs move closer to the edge.

Perhaps Infratil’s biggest advantage will be

the increased focus on security and

sovereignty – already differentiators in

Infratil’s existing digital assets. How people

choose the assets they operate on, and how

they choose the capital behind those assets

is increasingly coming into focus. The stability

of the networks that underpin these systems

and their power sources - data centres alone

are estimated to be responsible for up to 3%

of global electricity consumption today and

are projected to touch 4% by 2030 - find

themselves the focus of state and global

interests.

As global geopolitical tensions ratchet up all

of these factors highlight Infratil’s privileged

position as a trusted long-term source of

capital, at scale.

When we think about the assets that Infratil

invests in, our focus has always been on

securing privileged positions where we can

roll out the next generation of technology,

protected from the potential of disruption via

the delivery of essential services from scaled

positions. All of our current investments

contain these embedded organic growth

opportunities that will allow Infratil to

continue to deploy capital from a trusted

position.

International bandwidth usage

One Terabit per second is the equivalent of

125GB per second of data transfer.

Over the past five years the total average

growth rate of global bandwidth usages has

been 33% per year, on a per user basis this is

an increase of 22% in bandwidth use per user

per year over the past five years.

Around 99% of global data traffic passes

through undersea cables, with the bandwidth

limitations of satellite based connections,

undersea cables remain critical to global

connectivity.

Digital

Platform

The world is becoming more

connected

As of 2022, there are 5.3 billion internet

users, representing 66% of the global

population, this leaves 2.7 billion people

currently unconnected.

The mobile phone is the most common

gateway to the internet (in most

developing countries mobile phones

are the main way of connecting to

the internet).

Source: ITU Measuring digital developments: facts and figures 2022.

Source: ITU Measuring digital developments: facts and figures 2022.

37

0%

10%

20%

30%

40%

50%

60%

70%

0

1

2

3

4

5

6

7

200520062007200820092010201120122013201420152016201720182019202020212022

Number of internet users, billionsPercentage of the population

International bandwidth usage by region, Tbit/s

0

200

400

600

800

1,000

1,200

1,400

201720182019202020212022

Number of usersPercentage of global population

Americas

Africa

Other Economies

Asia PacificArab States

Commonwealth of

Independent States

Europe

3839
CDC Data

Centres

When thinking about digital

infrastructure and the backbone it

provides for the technologies we

often take for granted, data centres

are where that technology ’hits the

ground’. These cutting-edge facilities

are the beating heart of a digital

world, enabling the processing

speed and connectivity that underpin

how these technologies serve our

day-to-day lives.

The 2023 financial year saw CDC Data

Centres cement itself as Australia and

New Zealand’s leading data centre operator,

able to meet the rapidly expanding needs

of a variety of business and government

customers, while continuing to position

itself for future growth.

Performance highlights include a significant

expansion of capacity to meet new and

existing customer demand, substantial

capital deployment to bring new data centre

capacity online, on-time and on-budget,

despite global development constraints and

cost pressures - and a continuation of strong

financial growth, this year delivering 33%

EBITDAF growth.

CDC continues to grow its data centre

campuses in Auckland, Sydney and

Canberra and is also well underway with

development of its Melbourne site. As the

Melbourne construction works ramp-up, the

site accommodates a 300-strong workforce

with a target delivery of the first 30MW of

operating capacity in FY2024.

CDC has successfully delivered an additional

104MW of capacity and continued to

onboard new customers across its

campuses.

The Eastern Creek campus is worth

highlighting. Home to four world-leading

data centres, it has cost A$1.5 billion to date.

As CDC’s largest data centre campus so far,

it offers a total of 123MW operating capacity,

with approved plans for two more data

centres on campus. To put that into context,

over twenty Sydney Opera Houses would fit

inside the campus boundaries. The campus

is underpinned by long-term customer

commitments.

The new Auckland campuses in Silverdale

and Hobsonville are the largest and

most secure data centres of their type in

New Zealand. Built to exceed the

requirements of national critical

infrastructure providers and other

organisations, and proven through the

recent extreme weather events, they have

secured significant customer commitments

in the New Zealand market.

CDC also has a significant portfolio of

undeveloped land which includes all the

geographies in which it currently operates,

and they own the land required to develop

in excess of 786MW of capacity.

CDC’s combination of high credit quality

Infratil 48.1 %

Commonwealth Superannuation Corporation 24.05%

Future Fund 24.05%

Management 3.8%

Silverdale data centre, Auckland


clients, substantial long-term contracts and

high quality, highly secure data centres is a

globally attractive proposition to lenders.

To support CDC’s continuing growth, the

Company undertook a capital structure

review during 2022 to determine the best

way to fund its planned growth. As a result

of this review, CDC diversified its capital

structure into the USPP and Japanese loan

markets and extended the size and tenor of

its bank facilities.

Across all of its campuses, CDC is continuing

to successfully grow and diversify its

customer base, including government and

hyperscale, as well as National Critical

Infrastructure and enterprise customers.

Since it was founded in 2007, a core to the

CDC success has been a clear, well-

executed strategy, best-in-class data

security, modular optionality, 100%

guaranteed availability and a highly

interconnected data centre ecosystem.

Security is one of CDC’s key differentiators.

Starting in Canberra serving Government

customers with stringent and highly sensitive

security requirements meant that CDC

invested in implementing best-in-class

security standards from day one. As the

world has shifted towards higher security

expectations, CDC has diligently maintained

its lead as the market demand shifted

towards its higher security offerings.

CDC is committed to growing and operating

sustainably, reflected in its approach to

people, planet and operations. CDC is

working on a science-aligned emissions

reduction target. It received Toitu enviromark

gold certification this year, recognising CDC

has a plan to achieve its environmental goals

and the basis of a robust Environmental

Management System. The New Zealand data

centres were powered by 100% carboNZero

certified renewable electricity from day one.

This year the CDC Academy, a dedicated

learning programme for employees, was

established. On the trust side, CDC

guarantees 100% availability and continues

to set the bar for the highest security,

sovereignty and resilience certifications

possible.

Demand for capacity in sustainable,

world-class data centres continues to grow.

Digital adoption is accelerating, driven by the

relentless shift to cloud and emerging

technology developments. New technologies

such as AI are driving different data centre

requirements, including on architecture,

cooling designs and rack densities, which

pose significant challenges to traditional data

centres. Global supply chain disruptions, the

threat of cyber-terrorism and geopolitical

tensions have lifted the criticality of

resilience, security and data sovereignty.

CDC is well placed to respond to all these

trends to its advantage.

As a result, in FY2024 CDC will continue to

focus on growth, starting with the pipeline of

42MW under construction in Silverdale,

Hobsonville and Melbourne, while planning is

well advanced for its next Sydney build.

The future for CDC is exciting. When thinking

of the limitless potential of new technologies

and the data that these will generate, the

need for more storage and the increasing

importance of digital connectedness, the

role of data centres is critical.

Infratil’s investment in CDC is now valued

between A$3.13 billion to A$3.73 billion,

up from A$2.78 billion to A$2.91 billion

12 months earlier. This valuation increase

reflects the benefit of CDC’s refinancing and

expansion of its debt facilities, the inclusion

of two additional developments, and

changes to the blended discount rate used

for the valuation. These were partially offset

by updates to macro-economic

assumptions, principally an increase in the

outlook for the Bank Bill Swap Rate. The

independent valuation assumes 585MW of

total built capacity, 268MW is in operation at

31 March 2023, 42MW is under construction

and 275MW is classified as future builds. The

blended cost of equity used in the valuation

has decreased from 9.75% to 9.60%

Year ended 31 March20232022

Data centre capacity (built)268MW164MW

Capacity under construction42MW104MW

Development pipeline476MW436MW

Weighted average lease term with options24.0 years21.6 years

Rack utilisation66.0%75.3%

Target PUE1.201.20

Revenue

1

A$297.3mA$226.1m

EBITDAF

2

A$215.5mA$161.2m

Net profit after taxA$762.7mA$286.6m

Capital expenditureA$648.1mA$509.5m

Net debt

3

A$2,098.1mA$1,518.9m

Infratil cash incomeNZ$37.1mNZ$13.4m

Fair value of Infratil’s investment

4

NZ$3,660.3mNZ$3,117.3m

1 Revenue excludes the on charge of electricity.

2 CDC EBITDAF excludes RMS expense and significant one-off transaction expenses.

3 Accrued RMS payments to management shareholders are included in net debt.

4 Based on an independent valuation as at 31 March 2023.

40
Facilities & Capacity

When Infratil acquired its stake in CDC

Data Centres in 2016 it had 28MW

of available capacity spread across

2 campuses in Canberra.

At 31 March 2023 the business has grown

to 268MW of operating capacity spread

across 13 data centres and 4 campuses,

including Sydney and Auckland. Over that

time EBITDA has grown from A$47.5 million

per annum to over A$215 million per

annum.

CDC locations:

Current and under development

CDC’s unique, highly interconnected

and shareable ecosystem offers

government, hyperscale and

commercial clients opportunities to

connect and collaborate securely,

according to their strategic needs.

The combination of high credit quality

clients and large contracts with long

Weighted Average Lease Expiries is

unique globally in the data centre

industry.

0

300

250

200

150

100

50

0

300

250

200

150

100

50

Capacity (MW)EBITDAF A$m

2014201520162017

Infratil’s investment

2018201920202021202220232024

SydneyEBITDAF

AucklandMelbourneCanberra

Canberra capacity

Auckland capacity

Sydney capacity

Kao

Data

Infratil 40%

Legal & General Capital 30%

Goldacre 30%

Demand for data centre capacity

in the UK - and the Greater

London and Slough region

especially, continues to show

strong momentum.

A variety of factors including continued

hyperscale and enterprise growth, post-

pandemic continuation of online services,

and the evolution of the UK’s world-leading

artificial intelligence community are all key

drivers. Despite constraints in land and power

availability west of London, expected

incremental MW-supply is forecast to mirror

demand.

Momentum at Kao Data’s Harlow campus is

building as construction of the second facility

(KLON-02) progresses to plan. Work

commenced in March 2022 and operations

are expected to start in September 2023.

The additional 8.8MW (which can stretch to

10MW) facility will pick up on many of the

design-improvements from KLON-01 and will

continue to offer best-in-class sustainability

credentials. Expansion of the Harlow campus

is not only a strategic milestone in Kao Data’s

evolution, but also contributes to the

development of London’s eastern perimeter

as a growing data centre hub.

Kao Data’s Slough facility in West London is

the ideal complement to the Harlow campus.

This 20MW facility, all of which is booked

under long-term contracts, is ideally

positioned within the world’s second largest

data centre hub, and the highly sought-after

West London Availability Zone. As one of

the few larger colocation opportunities

remaining in the Slough area, interest in this

capacity is high and a long-term contract

for the remaining capacity has recently

been signed.

In March 2023, Kao Data’s Harlow Campus

hosted the UK’s ‘Quantum Data Centre of

the Future’ project led by ORCA Computing.

Kao Data was chosen as the venue for the

Quantum Data Centre of the Future

demonstration, with its KLON-01 data centre

already hosting some of the UK’s most

advanced, high performance computing

infrastructure systems including NVIDIA’s

Cambridge-1 supercomputer. ORCA’s PT-1

is the first quantum machine to run at room

temperature, making it a trailblazer in terms

of usability. It requires infrastructure that is

not yet widely available. Kao Data is one of

few data centre operators in the UK able to

cater specifically for these types of

deployments, and thereby enable quantum-

ready forms of AI and machine learning.

Kao Data not only looks after some of the

most demanding and critical use cases in the

UK, but it is doing so with a market-leading

sustainable approach. This year Kao Data

has collaborated with its energy provider to

ensure all the renewable energy it uses is

now associated with a known source - Little

Cheyne Court wind farm in Kent. Every

electron Kao Data consumes is matched by

an equivalent capacity generated by this

specific wind farm. This removes uncertainty

around the exact energy source and ensures

its power is matched by genuine, renewable

energy sources in the UK.

Looking ahead, despite the challenging

macro environment, Kao Data has recently

closed a number of contracts at Harlow and

is in advanced stages of securing additional

opportunities with a number of high profile

existing and new clients. The focus for

FY2024 will be on securing and onboarding

these customers, while planning the next

developments across Kao Data’s portfolio.

This includes a third data centre facility at the

Harlow campus (KLON-03), as well the first

stage of Kao Data’s tier 2 data centre market

strategy to develop new sites within the UK.

The first of these will be Manchester and

plans are afoot for a 36MW facility on the

outskirts of the city.

Construction of KLON-02 underway next to KLON-01 in Harlow

CDC Data

Centres

Melbourne capacity

EBITDAF

H1

Hume One

H2

SD1

Silverdale

SD1A

HV1

Hobsonville

HV1A

H3

F1

Fyshwick

BK1

Brooklyn

Operational

Under development

F2F3

EC1

Eastern Creek

EC2EC3EC4EC5EC6

H4

Hume Two

H5H6

41

4243
Year ended 31 March20232022

Consumer & SME - Mobile$622.7m$560.8m

Enterprise - Mobile$108.0m$102.2m

Consumer & SME - Fixed & ICT$345.1m$384.0m

Enterprise - Fixed & ICT$251.4m$223.9m

Wholesale & other$206.0m$196.6m

Procurement & one-off revenue$450.6m$500.2m

Total revenue$1,983.8m$1,967.7m

Direct cost($836.7m)($916.4m)

Gross margin$1,147.1m$1,051.3m

Operating expenses

1

($619.3m)($570.3m)

EBITDA$527.8m$481.0m

EBITDA Margin27%24%

Capital expenditure (excl. Spectrum)$303.8m$291.4m

Net debt$1,382.2m$1,344.4m

1 Excludes transaction costs relating to the sale of Towerco.

One NZ

Infratil 49.9%

Brookfield Asset Management 49.9%

Management 0.2%

2023 was a year of change as

Vodafone rebranded to One

New Zealand, a culmination of its

second phase of transformation

involving network expansion,

improved customer experience,

continued IT evolution and sale

of passive mobile tower assets.

Against this backdrop One

New Zealand delivered a strong

annual result with EBITDAF of

$527.8 million exceeding guidance.

One New Zealand is made up of more than

two million mobile connections. It maintains a

network of 56 consumer retail stores, in

addition to providing mobile fixed and ICT

services to over 110,000 corporate,

government and small to medium

businesses. It consists of 2,500 team

members, with capability and culture scores

now in the top quartile internationally, and an

experienced and highly competent

management team.

Monthly mobile data consumption continued

to grow, increasing by 22% in FY2023 as

New Zealand got back to work, play and

travel following the covid pandemic and

related lockdowns. To meet demand, One

New Zealand invested over $300 million

during the year, including building and

upgrading 294 4G and 5G sites across the

country. One New Zealand has committed to

rolling out 4G or 5G to everywhere currently

served by 3G by August 2024, and will then

begin switching off its legacy 3G network.

In mobile, trading continues to improve with

One New Zealand leading the market in total

post-paid mobile connection growth for the

past eight quarters. Roaming has returned

to 80% of pre-covid levels by 31 March 2023,

and One New Zealand continues to build its

stable revenues by growing its mobile

average revenue per user (‘ARPU’) to

$28.00 per month.

Whilst Consumer SME fixed ARPU was stable

at $71.00, revenue has declined due to an

intensely competitive market with over 100

participants and aggressive discounting. This,

coupled with the annually increasing

wholesale input price, puts pressure on both

revenue and margins.

In Enterprise, service revenue continues

to grow in line with the market as One

New Zealand completes product

development and builds capability into its key

segments adjacent to connectivity. This

performance is supported by a partner of

excellence strategy, offering products and

services from DEFEND, Palo Alto Networks,

Microsoft, and others.

Operating expenditure increases were

largely due to the in-housing of 52 One

New Zealand retail stores and investment

in the rebrand. Otherwise the underlying

cost base remained stable and a continued

focus on cost control absorbed inflationary

pressures.

2023 saw continued simplification of

the business, including the sale of One

New Zealand’s passive mobile tower assets

for $1.7 billion to InfraRed Capital Partners

and Northleaf Capital Partners, with Infratil

also reinvesting in a 20% stake. This sale

released significant capital to shareholders

and allows for further increases in the

coverage, capacity and the speed of

One New Zealand’s mobile network.

Following the towers sale, One New Zealand

remains one of the country’s largest fixed

infrastructure owners with ownership of

active mobile network infrastructure (core,

backhaul power, radio network, spectrum)

across more than 1,600 sites, as well as

significant fibre and cable infrastructure.

One New Zealand’s IT simplification

programme is ongoing to deliver a leaner

and more efficient business, while driving

further cost savings and customer service

gains. Focus areas continue to be product

rationalisation, creating digital first customer

journeys and the use of artificial intelligence

and automation to improve productivity.

One New Zealand continues to invest in

enhancing customer service including the

complete onshoring of business customer

services, increased onshoring of consumer

customer services, completing the buyback

of its retail stores, continued focus on staff

training and reduced call handling times.

Customer satisfaction metrics continue to

improve, with work ongoing to further

enhance the customer experience.

A key rationale for the Company’s rebrand

was to invest more in New Zealand, which is

demonstrated by a collaboration with

SpaceX to provide mobile coverage to 100%

of New Zealand from late 2024. Current

mobile networks cover 98% of New Zealand’s

population, however due to the length and

geography of the country, almost 50% of the

landmass still has no coverage. One

New Zealand’s mobile network will work in

conjunction with SpaceX’s constellation of

Starlink satellites in low Earth orbit to deliver

mobile coverage to One New Zealand

customers across the entire country where

they have a line of sight to the sky, and out to

its territorial limit.

In early 2023 New Zealand was battered by

two extreme events, firstly massive rainfall

and flooding in Auckland, followed by

Cyclone Gabrielle, causing widespread

damage. Both events highlighted the

criticality of the essential services that

One New Zealand provides. While One

New Zealand’s network equipment escaped

widespread damage in either event,

subsequent power outages rendered many

cell sites inoperable, and slips destroyed

bridges and roads, cutting vital fibre links

that carry data.

The new service will transform how people

connect with each other, deliver increased

access to emergency services and increased

network resilience, including to the physical

impacts of climate change. It will

revolutionise how both private and public

sector entities operate and transform

operations in sectors such as agriculture,

horticulture, fisheries, tourism, forestry,

transport and logistics.

4445
One NZ connections

One NZ's mobile connections have grown

over 6% during the year assisted by

the return of roaming connections as

the New Zealand borders reopened.

One NZ has improved its mobile average

revenue per user during the period from

$26.50 in FY2022 to $28.00 in FY2023,

a 5.7% increase in average monthly mobile

revenue per user.

Fixed broadband connections continue their

year on year decline as the broadband

market becomes increasingly competitive

and wireless broadband becomes more

widely adopted.

0

3.5

Millions

2.5

3.0

2.0

1.5

1.0

0.5

2022*

Calendar Year

201320142015201620172018201920202021

Incident reportsFinancial loss ($m)

0

5

10

15

20

25

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

9,000

10,000

201720182019202020212022

Calendar Year

Source: Commerce Commission Annual Telecommunications Monitoring Report. (31 December 2021)

*Based on One NZ internal data not yet published by the Commerce Commission


Source: CERT NZ Quarterly Report Q4 2022

Reported cyber security incidents and

associated financial loss

In 2022, 8,160 incidents were reported to

CERT NZ, a government organisation that

helps identify, track, and respond to cyber

security threats and incidents that are

faced by both businesses and individuals.

The most common type of cyber threat

reported in New Zealand is phishing and

credential harvesting, followed by scams

and fraud, then unauthorised access and

malware.

There is $20.0 million of financial loss

directly attributable to the attacks that have

been reported to CERT NZ over the year to

December 2022.

Financial loss

Reported incidents

One NZ

Fortysouth

In November 2022, a consortium

of three investors comprising

InfraRed Capital Partners,

Northleaf Capital Partners


and Infratil acquired a portfolio

of passive mobile tower

infrastructure from One


New Zealand.

The portfolio of assets principally included

passive infrastructure located at tower sites,

including poles and towers, foundations,

shelters, huts and fencing. Also included

were freehold land interests in respect of

certain sites, and leases and licences

governing use of the remaining sites.

One New Zealand retained ownership of

the mobile infrastructure (e.g., antennas,

cables, radio equipment, base stations

and backhaul) affixed and associated with

the tower sites.

What was established was New Zealand’s

largest independent tower company, with

over 1,400 wholly owned towers covering

98% of New Zealand’s population.

With a growing portfolio of sites across

New Zealand, Fortysouth has been set up

to operate as a strategic partner to mobile

network operators, fixed wireless providers

and critical communications services.

Fortysouth provides and maintains the

physical framework outlined above, from

which these businesses deliver essential

services.

The establishment of Fortysouth allows for

separate and specialised ownership of these

passive mobile towers, providing strong

incentives to drive better capital efficiency,

which can include increased co-location of

equipment on common tower assets.

This is essential as demand for data and

connectivity continues to grow year on

year, evidencing the importance of more

intensified digital infrastructure to meet

community needs.

On establishment, Fortysouth entered

into a 20-year master services agreement

with One New Zealand, providing One

New Zealand with access to both existing

and new towers, and a commitment from

Fortysouth to build at least 390 additional

sites over the next ten years to enhance

One New Zealand’s relative coverage and

capacity position.

Co-location will accelerate New Zealand’s

5G rollout by easing access to towers for

mobile network operations.

Increased co-location is also expected to

result in a reduction in the duplication of

tower assets in the same locality. This would

reduce the total number of towers in

operation over time. It would also reduce the

aggregate number of new towers being built

over the mid to long-term, eliminating the

need for thousands of cubic metres of

concrete and hundreds of tonnes of metal.

What makes Fortysouth attractive to Infratil

is that while it has long-term, inflation linked

cashflows, it is also a platform with significant

growth opportunities including macro tower

growth, capacity for future co-tenancy,

increased demand for new points of

presence and step out opportunities such

as small cells.

Fortysouth macro tower north of Auckland

Infratil 20%

InfraRed Capital Partners 40%

Northleaf Capital Partners 40%

Mobile connections

Broadband connections

4647
The power of

sustaining a

global vision

Faced with climate change,

soaring energy prices and

concerns about security of

supply, investment in renewable

energy sources such as wind and

solar power needs to accelerate.

The science is clear: to avoid the

worst impacts of climate change,

emissions need to be reduced by

almost half by 2030 and reach

net-zero by 2050. Renewable

energy sources – which are

available in abundance all around

us, provided by the sun, wind,

water, waste, and heat from the

Earth – are replenished by nature

and emit little to no greenhouse

gases or pollutants into the air.

47

4849
Renewables

Platform

49

Changes to weather patterns,

unsustainable levels of carbon

emissions and challenges to

energy security are requiring

unprecedented government

policy measures across the

globe.

Significant commitments to long-term

decarbonisation are in place; but emissions

still reached record highs in 2022. Global

energy-related CO

2

emissions grew in 2022

by 0.9%, or 321 million tonnes, reaching a

new high of more than 36.8 billion tonnes –

albeit less than initially feared as the growth

of solar, wind, electric vehicles, heat pumps

and energy efficiency helped limit the

impacts of increased use of coal and oil

amid the global energy crisis.

Commitments from governments and calls

from society are growing and will accelerate

the transition to renewable energy to combat

climate change. As of November 2022,

around 140 countries had announced or

were considering net zero targets, covering

close to 90% of global emissions, compared

to the 130 countries, covering about 70% of

global emissions, in May 2021.

Energy security also remains high on the

policy agenda as a result of the global energy

crisis sparked by Russia’s invasion of Ukraine.

The surge in energy prices in 2022 was on a

large enough scale to worsen the global

economic outlook, causing difficulties for

households and industry alike, and leading

many governments to recalibrate their policy

priorities.

With this backdrop, there continues to be

unprecedented levels of investment in the

renewables sector. This has primarily been in

wind and solar, but also in other technologies

that will help solve some of the existing

problems that renewables place on the

overall energy system.

Infratil is well positioned to take advantage of

these opportunities – which will also be

driven by government policy decisions and

priorities. We cannot predict when these

decisions and announcements will happen,

however what Infratil has done is create a

series of platforms, globally, to ensure we

can address these opportunities as and

when they arise.

In the last 12-months the United States-led

Biden Administration’s climate agenda had

another boost with the signing of the Inflation

Reduction Act, containing US$369 billion in

federal funding towards clean energy and

climate change mitigation. The Act’s

provisions alone are projected to help the

US meet a 40% reduction on 2005 emissions

by 2030, significantly closer to Biden’s goal

of 50% by 2030. Not to be outdone, the

European Union has also increased its

funding, with over €400 billion now allocated

to the clean energy transition. Closer to

home Australia’s parliament enshrined in law

the Government’s elevated target of

reducing greenhouse gas emissions by 43%

below 2005 levels by the end of this decade,

while the New Zealand Government

confirmed its target of 100% renewable

electricity generation by 2030.

The ability to point existing pipeline at these

opportunities as they arise is what makes

Infratil a truly global renewables platform.

Today, we have a global footprint with activity

across 29 different energy markets and a

total development pipeline of over 30GW.

A key part of our global strategy is the ability

to combine Infratil’s own expertise with

local teams. Renewables is ultimately a very

local endeavour, where you aim to achieve

scale at a regional level and optionality at a

global level.

Wind and solar will continue to form the

backbone of the transition given the maturity

of those technologies, however additional

technologies will be required to support and

enable a robust transition. One of the most

talked about emerging technologies is

hydrogen. While hydrogen as a technology is

still in its infancy, its applications are likely to

be vast – which will also create more demand

for renewables. As a complement to other

technologies, hydrogen has the potential to

decarbonise industries including steel,

petrochemicals, fertilizers, heavy-duty

mobility, maritime shipping, and aviation.

More than 680 large-scale hydrogen

projects have been announced globally,

amounting to US$240 billion in direct

investment. The projects include giga-scale

production, large-scale industrial usage,

transport and infrastructure. In Europe, which

accounts for 314 of the announced projects,

hydrogen is expected to play a significant

role in meeting decarbonisation targets, with

usage across industrial applications,

transportation, and power generation.

While Infratil is unlikely to be an early direct

investor in hydrogen, the ability exists

through its global platform to access

exposure to the hydrogen opportunity in its

early stages. Galileo is currently working on

offshore wind projects which will export

energy either as electricity directly to

electricity grids or as green hydrogen, which

can be piped to shore, or stored and released

to provide dispatchable green energy supply.

Separately, Valta Energy, in which Longroad

Energy is invested, is currently developing

small scale solar projects next to

electrolysers to make green hydrogen, which

can then be used in trucking.

Power Sector transition to net zero

by 2040

The International Energy Authority(IEA) Net

Zero Emissions (NZE) roadmap was produced

in 2021 and updated in 2022. It lays out a goal

of reaching net zero emissions in the global

energy sector by 2050 whilst global electricity

demand grows by 150% from today.

In the IEA modelling, wind and solar are vital

lynchpins to the NZE target, increasing to 41%

of global electricity generation by 2030 and

70% of global electricity generation in 2050.

Platform development pipeline

by region

Infratil's Renewable Energy platform

currently has a development pipeline

of over 30GW across four continents and

29 markets.

Our new Australian based renewables

development business, Mint Renewables,

was launched during the second half of

the year and is in the early stages of

establishing a pipeline in Australasia.

Source: International Energy Authority: World Energy Outlook 2022.1. Carbon capture, usage and storage

GW

0

5

10

15

20

25

30

35

40

45

FY15FY16FY17FY18FY19FY20FY21FY22FY23FY24

Forecast

Global electricity generation (TWh)

10,000

20,000

0

30,000

40,000

50,000

60,000

70,000

80,000

2020202520302035204020452050

Net zero power

sector for OECD

+ EU

Net zero power

sector globally

Net zero emissions in the

global energy sector

Wind and solar

meet 41% of

global electricity

Oil

Europe

Solar

Other

Fossil Fuels with CCUS

1

Asia

Gas

Australasia

Nuclear

WindCoal

North America

50
Year ended 31 March20232022

Owned operating generation 1,607MW 1,583MW

Generation managed for others 1,629MW 1,873MW

Total generation developed in year 26MW 530MW

Generation under construction 1,273MW 26MW

Near term pipeline 1,218MW 1,280MW

Long-term pipeline 16.8GW 12.4GW

Employees 157 142

Infratil's aggregate investment amount NZ$539.7m NZ$279.5m

Aggregate capital returned NZ$286.3m NZ$278.1m

Infratil's cash income NZ$8.4m NZ$54.0m

Infratil book value NZ$315.8m NZ$90.5m

Fair value of Infratil's investment NZ$1,185.8m NZ$227.4m

Longroad

Energy

Infratil 37.1%

New Zealand Superannuation Fund 37.1%

Management 13.8%

MEAG 12.0%

By any measure it has been a

big year for Longroad, a year in

which it made large strides

towards its ambition of

developing an operating portfolio

of 8.5GW and achieving run-rate

operating company EBITDA of

US$500 million by 2026.

At the beginning of the year Longroad

announced a strategic shift to a primarily

“develop to own” model. Operating a scaled

platform in comparison to the flexible and

capital-lite model adopted over its first five

years allows Longroad to receive the benefits

of scale in an increasingly competitive

environment. This includes improved

purchasing power on solar panels, wind

turbines and batteries, the ability to manage

a larger development pipeline and increased

optionality across its portfolio. With this

change in operating model, also came a

change in its funding requirements from

shareholders.

Longroad has also set an ambitious goal of

developing 1.5GW of operating assets

annually, a six-fold increase in retained

operating assets that would see it owning

8.5GW of generation by the end of 2026.

To put the scale of this investment into

perspective, 8.5GW is only slightly below the

total installed generation in New Zealand. It is

estimated that over five years this level of

investment will require capital of US$8 billion,

US$1.2 billion of which will come from

Longroad shareholders.

On 1 August 2022, Longroad announced the

raise of US$500 million of equity capital. This

included the announcement that MEAG,

acting as the asset management arm for

entities of Munich Re, had agreed to invest

US$300 million to acquire a 12% stake in

Longroad. At the same time, Infratil and the

NZ Superannuation Fund each committed

to invest a further US$100 million, while

retaining a 37% stake each. The transaction

implied a pre-money valuation for Longroad

common equity of US$2,000 million.

This capital certainty has allowed Longroad

to accelerate its engineering, procurement

and construction (‘EPC’) programme.

Longroad is currently in the midst of the

largest construction programme in its history,

totalling 1.3GW across six projects in five

states of the United States of America.

The largest of these projects is Sun

Streams 3, a 285MWdc solar and

215MWac/860MWh storage project

located in Maricopa County, Arizona.

Longroad acquired Sun Streams 3 in early

2021 as part of a larger transaction that

included the 200MWdc Sun Streams 2

solar project which has been operational

since 2021 and additional projects which

are still in development.

A project of the size and scale of Sun

Streams 3 will produce enough energy to

power 90,000 American homes, while also

representing 460,000 metric tonnes of

avoided CO

2

emissions annually – the

equivalent of taking ~100,000 cars off the

road for as long as the project operates.

The next phase of Longroad’s development

plan is expected to be two further solar and

storage development projects in Arizona, Sun

Streams 4 (677MW) and Serrano (431MW).

Longroad’s success to date has been

underpinned by a clear focus on building a

strong pipeline of projects, ensuring

sufficient access to capital for forward

looking and long-dated investment, and the

ability to prioritise projects out of this pipeline

as market conditions and demand dictates.

During the 12 months from January 2022

to January 2023 Longroad increased its

development pipeline by 4.9GW to 17.8GW.

This now includes 50 active projects out to

2027 and beyond.

The benefits of having a high-quality

development pipeline of renewable projects

has never been more apparent following the

passing into law of the Inflation Reduction Act

(‘IRA’) in the United States. The potential

impact of the IRA cannot be overstated, and

it is rewriting the fundamentals of the

renewables market. The Act currently

contains US$369 billion in federal funding

directed towards clean energy and climate

funding and it is expected to double the size

of the renewable energy market in the United

States, with around 65GW in annual

renewable energy capacity deployment

needed to meet the targets outlined in

the Act.

The Act provides significant incentives for

the manufacturing and development of

renewable energy and for its supply chain to

be domestically located. This has stimulated

United States based manufacturing of critical

aspects of renewable energy including solar

panels and batteries.

Looking ahead, Longroad has ramped up

investment in its longer-term pipeline to

ensure it can continue to develop 1.5GW

per annum over the long-term. In some

markets within the United States, it can take

seven to eight years to get through the

interconnection queue (ensuring your

development project can be connected to

the grid). Longroad is now putting projects

into interconnection queues that could reach

financial close around the end of the decade.

It is this type of long-term thinking, combined

with long dated options that continues to

make the Longroad investment proposition

so compelling.

51

The 243MW El Campo wind farm, Texas

5253
ProjectLocationTechnologyMW

Sun Streams 3ArizonaSolar500MW

Milford RepowerUtahWind305MW

UmbrielTe x a sSolar202MW

FoxhoundVirginiaSolar108MW

Three CornersMaineSolar150MW

PittsfieldMaineSolar7MW

Sun Streams 4ArizonaSolar677MW

SerranoArizonaSolar431MW

Projects under construction and

significantly advanced through

pre-construction

The following projects represent the

projects that Longroad currently has

under construction and which are in

pre-construction.

Sun Streams 4 and Serrano are currently

in pre-construction and are expected

to reach FNTP in FY2024.

Longroad Energy construction

and development

Longroad currently has 1.3GW of projects

under construction with a further 1.1GW

of significant projects expected to reach

Final Notice to Proceed (FNTP) in FY2024.

Operating Assets401+MW

0MW - 200MW

201MW – 400MW

Galileo

Galileo continues to expand,

more than doubling its pipeline

over the last 12-months,

reaching just over 9GW of

dedicated projects.

In light of the Russian invasion of Ukraine,

Europe is even more determined to reach its

ambitious decarbonisation target of 55%

emissions reduction by 2030. The profound

change in energy mix will include a complete

phase-out of fossil fuels, and therefore

strongly reduce energy import dependency.

Deployment of new wind, solar and storage

capacity is the cornerstone of Europe’s

energy transition with an average annual

addition of 50GW of solar, and 35GW of wind

highlighting the targets set to achieve its

2030 goal.

To meet these targets there is strong political

and regulatory support for renewable energy

across Europe. This manifests in a substantial

investment support programme called

RepowerEU and a number of national support

schemes providing production incentives,

investment grants, soft loans and financial

backing of long-term energy supply solutions

for final customers. Moreover, governments

have started to take action against restrictive

permitting processes for renewable energy

projects, with the aim to make these

processes more predictable and much

shorter.

There is strong demand for assets at an

advanced permitting level, ready-to-build

stage projects and operational assets. All of

these stages provide attractive options for

Galileo to sell-down assets partly or fully and

to aggregate combinations of projects by

technology, country and development stage

which may allow additional value

optimisation. Galileo also expects to

construct and operate projects of particular

merit and suitability.

Galileo’s Irish wind development joint venture

received planning consent for its first 45MW

wind project last year. The venture is

currently expanding its pipeline to ~800MW

through wind and solar extensions next to

existing sites. In Italy, Galileo has several

development agreements in place, covering

solar, wind and storage with approximately

1.1GW of dedicated projects.

Together with an Italian partner, Galileo is

developing two large floating offshore wind

farms, one of which is among Italy’s most

advanced projects in this technology

segment. In Spain, Galileo has built a

well-diversified pipeline of approximately

1.5GW of projects together with a series of

Spanish partners.

A major joint venture was created two years

ago with a team of development experts

from Ireland, the UK and Sweden, covering all

three markets with onshore wind projects

and building a pipeline of over 3GW. The

co-operation is set to be extended to

Germany and the technology remit will be

enlarged to solar and battery projects across

all markets.

With a strong focus on multiple offshore wind

developments, Galileo created a dedicated

platform with senior Irish, Danish, British and

Norwegian development specialists that is

currently progressing approximately 10

large-scale projects in the UK, Ireland and

Norway.

Other important development initiatives are

located in Germany where ground-mounted

utility projects are being pursued with a

German solar PV developer from the rooftop

solar photovoltaic market for industrial and

commercial customers. Additionally, there

are three partnerships gaining traction in the

Polish renewable energy market, and one

promising early-stage development initiative

which was concluded in the solar photovoltaic

market in France at the end of 2022.

Infratil 40%

New Zealand Superannuation Fund 20%

Commonwealth Superannuation Corporation 20%

Morrison & Co Growth Infrastructure Fund 20%

Serrano (2023), 431

Milford Repower (2022), 305

Sun Streams 3 (2022), 500

Sun Streams 4 (2023), 677

Umbriel (2022), 202

Foxhound (2022), 108

Pittsfield (2022), 7

Three Corners (2022), 150

Solar

Storage

Wind

Solar + Storage

5455
Year ended 31 March20232022

Generation 1,917GWh1,760GWh

Average generation spot price 10.9c/kwh 16.6c/kwh

Generation EBITDAF (continuing) $136.7m $159.7m

Retail EBITDAF (discontinued) $3.5m $44.5m

EBITDAF $140.2m $204.2m

Capital expenditure $44.2m $46.3m

Net external debt $446.6m $739.4m

Infratil cash income $93.6m $56.7m

Fair value of Infratil's investment $795.2m $1,126.2m

Manawa

Energy

Infratil 51%

Tauranga Energy Consumer Trust 27%

Public 22%

Cobb Power Station, Nelson

Manawa Energy is now the largest

independent generation business in

New Zealand, with a geographically

diverse asset base of 26 power

schemes, generating enough

renewable energy to power close


to 270,000 average homes.

Manawa has a long and proud heritage as

a renewable energy provider, and it was

Infratil’s first investment in the sector in

1994, under its former Trustpower structure.

Today, it is completely different. A new

standalone generation business, with a new

brand, and a renewed focus on advancing

new developments and serving commercial

and industrial customers.

Manawa successfully separated from over

a quarter of a century of integrated retail

operations with the completion of the sale of

the Trustpower mass market retail business

to Mercury Energy on 1 May 2022. As part

of the sale, Manawa entered into a long-term

electricity hedge contract with Mercury

Energy. The initial hedge volume

approximated the previous Trustpower

retail customer load (2,000GWh) and will

reduce to zero over time (from 1 October

2024 to 30 September 2031).

This stepped reduction in volume gives

Manawa time to diversify its wholesale

energy sales portfolio. This is expected to

expand across all channels, including

building its commercial and industrial

customer proposition, engaging with other

retailers to provide short-term wholesale

electricity, and potentially entering into

power purchase agreements with wholesale

energy customers seeking long-term

renewable electricity supply.

The sale of its mass-market retail business

has also allowed Manawa to chart a new

course for the business, with a new strategy

centered around three key themes; to

develop new generation, to enhance existing

generation assets, and to sell electricity

through long-term customer relationships.

In line with its new strategy, one of the

focuses for this year has been to build out a

new generation pipeline from a standing

start. To date Manawa has secured more

than 900MW of prospective solar and wind

development options across the country.

It was recently announced that Manawa has

secured the rights to develop a 230MW wind

generation project in the central North Island,

between Taihape and Waiouru. ‘Project

Huriwaka’ is a well-known and highly

regarded site for a potential wind farm.

The site has a high-quality wind resource,

convenient access to transmission, good

construction characteristics and is relatively

close to significant demand for electricity.

If it proceeds, the wind development is

expected to generate around 800GWh of

electricity each year – enough to power

100,000 average New Zealand homes.

Design work on what the wind farm might

look like has not been completed, but the site

has previously been consented for around 50

wind turbines across 47 square kilometres of

privately owned rural land.

Operationally, during the year Manawa

increased its installed generation capacity

to 510MW from 498MW, and generated

1,917GWh of electricity, up from 1,760GWh

last year. Manawa’s focus on enhancing its

existing generation assets is on track to have

delivered ~80GWh per annum of volume

uplift by FY2029, of which ~30GWh a year is

already delivered.

In the current year Manawa completed

significant asset enhancement projects at its

Branch scheme (Marlborough) and Cobb

scheme (Golden Bay). Manawa

commissioned a new intake at Branch in April

2022, delivering up to an additional 10GWh

per year. This enables the scheme to use its

full consented water take and operate when

the Branch River is in flood. The project was

completed in March 2023. The second of two

replacement generators was commissioned

at Cobb in December 2022. These 12MW

generators each weighed 40 tonnes. This

project increased output by 2GWh a year and

added 4MW of capacity – enough to power

around 4,000 houses.

Three additional major reinvestment projects

at Highbank (Canterbury), Coleridge

(Canterbury) and Arnold (West Coast)

were approved during the year. At Highbank,

Manawa will complete a $30 million total

replacement of the existing 29MW turbine

and generator unit, Coleridge will get three

new turbines (each 12.5MW) and one

new generator, with a project budget of

$27 million, while significant dam

strengthening is underway at Arnold to

bring the dam up to modern standards.

As noted earlier in the report, New Zealand

was hit by a series of severe weather events

during the year which caused widespread

flooding, slips and erosion. Overall Manawa’s

sites came through the weather events well,

and its emergency preparedness procedures

and planning stood up to the test, but it is a

sharp reminder of the impacts of climate

change. The only exception was the small,

unmanned hydro scheme in Hawke’s Bay’s

Esk Valley which suffered significant damage

from Cyclone Gabrielle in January 2023. As a

result, the 3.8MW Esk scheme is expected to

be out of service for 6–12 months.

EBITDA of $137 million for the year (from

continuing operations) was down from

$160 million in the prior year. The first half of

the year was challenging, the first quarter

saw Manawa navigating low hydro flows and

high prices, while the second quarter was the

opposite with strong hydro flows and low

prices. Things settled down in the second half

of the year, and the final quarter of the year

finished strongly with solid wholesale prices

and strong generation volumes.

As the awareness and appetite for renewable

offtake agreements increases, Manawa has

stepped up the level of analysis it is able to

provide for customers. This occurs alongside

a focus on establishing key strategic

relationships with high-value customers,

including some of New Zealand’s biggest

energy users. Manawa is working towards

longer-term purchase agreements with

some of these organisations, providing both

parties with longer-term certainty and

security, which will also help to underpin new

renewable generation developments.

Customers are also increasingly wanting

reliable access to renewable electricity,

so this year Manawa signed up to the

New Zealand Energy Certificate System to

certify its renewable generation. This

certification enables customers to match the

amount of electricity they use in a year with

an equivalent amount of electricity delivered

to the national grid from one of Manawa’s

hydroelectric power stations (or in future,

wind or solar projects) that have been

certified 100% renewable.

Manawa has set itself a strong platform to

contribute as demand for renewable energy

continues to grow and the transition to a

lower emissions economy accelerates.

5657
Mint

Renewables

Gurīn

Energy

Infratil 95%

Management 5%

After more than a decade of

energy policy turmoil there is

finally considerable alignment in

Australia between the state and

federal governments who are all

striving to meet net zero targets.

The Australian Government has made a firm

commitment to drive Australia’s transition

to net zero. Australia has enshrined in law

its targets of reducing greenhouse gas

emissions by 43% from 2005 levels by 2030

and net zero by 2050. It is taking a whole-of-

government approach to drive towards those

targets, including new funding streams and

investment in underpinning infrastructure.

In 2022, the Australian Government

committed a record ~A$25 billion to

reaching emissions targets through its

Powering Australia plan, including funding

for projects that unlock opportunities for

investors in clean energy and other low-

carbon technologies.

Despite this newfound political alignment,

it remains a mammoth task to replace an

ageing coal fleet which still represents over

60% of Australia’s generation. The transition

will be achieved through renewables,

supported by substantial transmission

growth and adjacent technologies, including

battery storage and hydrogen.

In response to this challenge, Mint

Renewables (Mint) was established in late

2022 to participate in the significant

opportunity presented through Australia’s

increasing commitment to a strong

decarbonisation agenda. Infratil has

partnered with the Commonwealth

Superannuation Corporation to create Mint,

which will operate as a dedicated renewables

developer, owner and operator based in

Melbourne. An initial capital commitment

of A$300 million has been provided,

Infratil’s share being A$219 million, which is

expected to be invested over the next three

to five years.

Whilst the Australian market has a clear

agenda to decarbonise, the complexities to

build large scale projects remains an

obstacle, particularly regarding grid

infrastructure and access.

Mint’s initial focus will be on developing a

pipeline of onshore wind, solar PV and

battery storage opportunities to capitalise on

what will be a long transition pathway, one

that benefits from having investors like Infratil

that can take a long-term view. In addition,

the flexibility of Mint will ensure that it will be

able to capitalise on both development and

operating asset opportunities should they

arise as the energy transition unfolds.

To execute the strategy, Mint has assembled

a small, high quality and very experienced

team, covering governance, mergers and

acquisitions, site development, engineering,

project execution and operations. The team

reached seven members by the end of the

financial year, with further selective

capability additions expected to follow where

these will help differentiate Mint from its

competitors.

Governments continue to set

ambitious net zero and renewable

energy targets throughout Gurīn’s

key markets in Asia, for which

solar and wind technologies will

play a significant role. At the front

of the pack are Singapore,

Thailand, the Philippines and

India, with non-OECD Asia

targets ranging from 27% to 35%

of total generation by 2030,

and OECD Asia targets ranging

from 15% to 40%.

To help meet these targets, private sector

participation has been highly incentivised

through auctions, improved tariff pricing for

renewable energy projects, implementation

of supportive policies, and the introduction of

tax and non-tax incentives for qualifying

projects. In addition, global energy storage

markets are expected to grow exponentially

by 2030 in response to the demand for

increasing renewable energy. Multinational

companies are also committing themselves

to being powered by renewables. Alongside

these growth ambitions, grid constraints

continue to be a challenge across most

countries.

During the last month of the year, three

significant announcements illustrated

regional ambitions well. Indonesia and

Singapore agreed to jointly develop

renewables that could help supply the

city-state. The countries signed a

memorandum of understanding to create

a framework for commercial co-operation

on renewables, transmission infrastructure

and cross-border electricity trading.

Thailand announced a new auction for

3.66GW of renewable energy and the

Philippines Department of Energy

announced a new auction for 11,160MW

of renewable energy from 2024 to 2026.

Gurīn closed the financial year with 3.7GW of

projects under development across six

countries, and a team of 50. Included in this

pipeline is Gurīn’s bid to the Singapore

Government’s request for a proposal to

import low-carbon power into the country to

meet part of its import target of 4GW of

renewable energy by 2035. At the time of

writing the RFP is set to be the largest solar

photovoltaic and battery energy storage

system in the world.

The team continues to make good progress

on large scale solar projects in South Korea

through its development platform in Gwangju

and has built up its capabilities on the

ground. In March 2023, Gurīn also bid in the

Thai Government’s request for proposals to

acquire 5.6GW of electricity from renewable

energy sources, resulting in approvals for

long-term utility power purchase

agreements for two projects totalling

130MW. In the Philippines, Gurīn reached its

first final investment decision on a 76MW

solar project in April 2023, due to commence

construction in May 2023. A further pipeline

of 190MW of mid to late-stage solar

development projects have also been

secured.

ESG considerations remain a focus for the

team across all projects under development.

Metrics such as estimated greenhouse gas

reductions, number of local jobs created, and

number of homes powered are tracked and

reported to the Gurīn Board. Community

engagement is also essential, and the team

is on the ground, working with landowners to

ensure fair negotiations are in place.

In FY2024 Gurīn is looking to bring at least

200MW of projects to the final investment

decision stage, as well as progressing a

further 200MW of projects into advanced

development.

Infratil 73%

Commonwealth Superannuation Corporation 27%

5859
The power of

connecting with

our communities

Technology has an increasingly

important role to play in shaping

how healthcare professionals

deliver essential services, whilst

also helping practitioners remain

connected with the communities

they serve. Harnessing the power

of technology will help deliver

more efficient and equitable

outcomes across healthcare

systems globally, which are

currently both under-resourced

and under pressure. They will

also help our partners deliver

world-class radiology services

closer to patients and referrers.

We believe in investing in a

manner that has a positive impact

on communities. Our healthcare

assets are privileged positions

that deliver essential services

into the heart of the communities

they serve.

58

6061
Healthcare

Platform

Year ended 31 March20232022

Volume scans (000’s)

2,388 1,894

Sites (No. of standalone clinics) 150 147

Total patients (000’s) 1,459 1,157

Total radiologists 289 272

CT machines 79 73

MRI machines 60 54

PET-CT machines 14 14

Revenue NZ$601.2m NZ$440.6m

Operating expenses(NZ$431.3m)(NZ$316.4m)

EBITDAF NZ$169.9m NZ$124.2m

Capital expenditure NZ$46.6m

NZ$57.3m

Net external debt NZ$705.1m NZ$652.8m

Infratil book value NZ$722.0m NZ$722.2m

Qscan fair market value NZ$370.6m-

RHCNZ Medical Imaging fair market value NZ$511.6m -

Healthcare remains the ultimate

example of investing in ideas


that matter. Strong healthcare

systems are essential for

societies to function properly.

This includes the ability to deliver

socially equitable outcomes to


all patients seeking healthcare

services.

When Infratil considers investing, we start

by considering the big challenges society is

facing and how these are likely to evolve over

time. We then look to invest in businesses

that are particularly well placed to address

these challenges and we then continue to

reinvest capital and grow those businesses

over a long-term investment horizon.

We covered some of the healthcare

challenges at the time of our recent

investments in diagnostic imaging and they

are worth revisiting as they remain acutely

relevant. There is a growing societal need for

investment in healthcare driven by an ageing

population coupled with an increasing

prevalence of chronic disease. In 2022,

one in every six people in New Zealand was

aged 65+ years. In 2028, it is projected that

one in five people in the population will be

65+ years.

The pressures facing healthcare systems

globally are diverse and multifaceted.

What we know from being involved in the

healthcare sector is that the issues are

highly complex with a myriad interconnected

elements. These include workforce

challenges, technology challenges, a lack of

innovation, equity of healthcare, and many

competing interests. Health policymakers

are struggling to provide the best possible

health outcomes for populations and the

solutions to many of our health challenges

will not be found solely in public health

systems. It is clear the private sector can play

a supporting role where appropriate. Indeed,

it is by the public and private systems working

together that inefficiencies and inequalities

in health systems will be best addressed.

As an infrastructure investor there are also

characteristics that need to be present in

order for us to invest. These include the ability

to deliver essential services, stable market

structures in which to operate and the ability

to deploy follow-on capital.

Specialist medical practices such as

radiology and oncology are well suited to

investment from, and partnership with,

Infratil as they involve the delivery of essential

services, stable market structures and the

ability to deploy meaningful amounts of

capital and reinvest for growth to meet

increasing demand. Diagnostic imaging is

an essential component of the patient care

pathway and plays a critical role in

preventative health. Imaging also informs

clinical decision making by supporting

diagnosis, treatment planning, and unlocking

efficiency gains across the broader

healthcare system. Imaging requires

substantial and growing investment in highly

trained practitioners, high-tech equipment

and information technology solutions.

The elements highlighted above emphasise

why scale is important, as it delivers the

platform on which to invest and innovate.

As at 31 March 2023, Infratil’s combined

Australasian platform consisted of 150

clinics and employed over 289 radiologists.

During the year these businesses performed

over 2.3 million scans for over 1.4 million

patients.

The scale of our platform means that we can

continue to invest in the best technology,

offer the best learning and development

opportunities for our doctors and staff,

leverage a deep pool of subspeciality

expertise, and most importantly, make it

easy for our doctors to do what they do best,

which is practise medicine.

Our scale enables us to provide the best

and highest quality services to patients and

referrers, on behalf of funders including

public systems, private insurers, and patients

themselves at efficient costs. It also enables

us to work with national entities to address

equity concerns across broad population

groups.

In New Zealand, 20 District Health Boards

have been replaced by a single, centralised

organisation called Te Whatu Ora/Health

New Zealand. Te Whatu Ora will oversee all

health services, from hospital and specialist

services to primary and community care.

This will allow hospital and specialist services

to be planned and delivered equitably around

New Zealand - and ideally bring an end to the

“postcode lottery” of healthcare, in which

some patients wait longer than others or get

different treatment depending on where they

live. A new entity, the Māori Health Authority/

Te Aka Whai Ora, has also been established

to address longstanding racial inequities in

healthcare. It will work alongside Te Whatu

Ora and commission dedicated services for

Māori.

Infratil is well placed to help both Te Whatu

Ora and Te Aka Whai Ora to achieve their

core objectives through a focus on

partnerships and outcomes above solely

transactional relationships.

While Infratil’s healthcare businesses, Qscan

and RHCNZ Medical Imaging, are structurally

separate, organic synergies have emerged

across the platform. In future these will likely

include joint investment in procurement, AI, IT

systems and other emerging technologies.

This could also include an improved ability to

load share and manage out of hours

reporting with a joint teleradiology

reporting hub.

As outlined earlier in the report, new use

cases for AI are fast becoming a reality. Their

use in healthcare, and in particular radiology,

present real opportunities for Infratil’s

businesses. AI has the potential to assist

radiologists analyse scans faster - helping

save time when most practitioners are

overworked, and most hospitals are short of

doctors. One of the pre-requisites of AI is

access to large datasets of scans to enable

machine learning which is one of the benefits

of a scaled platform.

Infratil’s Australasian Healthcare Platform

New Zealand – 74 ClinicsAustralian – 76 Clinics

61

6263
The year saw a continuation

of covid-related disruption to

the healthcare system in

New Zealand, as stretched

providers struggled to keep up

with the pent-up demand for

non-covid related healthcare

services. This system ‘gridlock’

had slowed the expected and

long-running volume growth in

diagnostic imaging as visits to

general practitioners effectively

stopped or shifted online.

However, the underlying fundamentals

supporting the growth of RHCNZ Medical

Imaging Group remain unchanged, and the

health system is now showing signs of

recovery. With this backdrop, the Group

has delivered a solid financial result for the

year, with underlying scan volume growth

up 28% over the full year to 975,000, but

with faster growth in the second half of the

year. Total New Zealand revenues were up

57% to $308.6 million.

The financial result was enabled by the

Group’s expanding national coverage,

including additional capacity in 2022 in


areas including Timaru, Canterbury and

Palmerston North, all supporting a diversified

revenue stream and, more importantly,

specialised local access for patients and

referrers.

The new Timaru clinic which opened this

year is a good example of this strategy

being delivered. This clinic delivers a range

of expanded services including CT, MRI,

mammography, all forms of ultrasound and

an X-ray walk-in service. This new branch

replaces previous Timaru locations and the

addition of X-ray, MRI and CT scanning

services at this new facility is especially

important in meeting regional needs.

In terms of reach, RHCNZ is New Zealand's

largest radiology network, comprising

Auckland Radiology, Bay Radiology and

Pacific Radiology. The Group provides

specialist imaging, diagnostic and

preventative radiology services. Four times

larger than the next largest provider, it now

has 74 clinics across the country, with a

specialist team of 147 radiologists, over

1,300 staff, a full suite of diagnostic imaging

modalities and a 24/7 teleradiology service,

made possible by a UK based operation to

provide urgent radiology reading

assessments in the less hospitable times in

New Zealand.

Most importantly, the RHCNZ Group network

offers patients and referrers the widest

breadth of expertise across a full range of

sub-specialisations. Scale also allows the

RHCNZ Group to meaningfully invest in the

most advanced new technology as well as

significant investment in research and

innovation to ensure New Zealanders will

continue to receive world-class imaging

services.

The long-run industry drivers underpinning

the RHCNZ Group in New Zealand are not

dissimilar to the trends in Australia, or indeed

in most developed countries. Demographics

are changing, with an ageing and growing

population, who are by and large more health

conscious. Systemically, there is a shift

towards early diagnosis and preventative

care, especially for Māori and Pasifika

communities who are currently under-

represented in access to, and use of, these

services. There is also an increase in the need

for diagnostic imaging to support oncology

treatments, with cancer a leading cause of

mortality. Post-covid there is significant

pressure on New Zealand’s public health

system, with radiology an essential service in

identification, screening, prevention and

monitoring of patient health.

RHCNZ is very well established to respond to

these trends. Along with its scale and reach,

it has an expansive range of radiologist

expertise across all specialisations and has

become the employer of choice in the sector,

looking to attract radiologists early in their

career and building up the pipeline of talent

to prepare for future growth. RHCNZ’s highly

sought-after local and international radiology

training and fellowship programmes have

been designed to bring through a sustainable

and diverse radiology workforce, highly adept

in meeting the evolving needs of patient

healthcare.

RHCNZ is an early adopter of leading-edge

technologies and continues to invest heavily

in maintaining its technology leadership. It

has a clear growth strategy supported by

ongoing research into imaging techniques

and technology. It has a sound partnership

strategy through its referral network, through

a partnership with radiopharmaceutical

supplier Cyclotek, and has excellent

relationships with health sector stakeholders.

The New Zealand health system has been

undergoing significant reform, with a new

national health system established in July

2022. RHCNZ has positioned itself as a key

partner to Te Whatu Ora and is an integral

part of the overall system, providing greater

access to radiology services nationwide and

solving some of the challenges of patients

having to travel to undergo diagnostic

imaging.

These stakeholder relationships are no

accident. RHCNZ has worked hard to ensure

its services are able to seamlessly contribute

to better population health outcomes, and

that its work can complement and support

other critical aspects of the healthcare

eco-system. Many of its clinics are located in

or alongside private hospitals which makes it

significantly easier for referrers and patients.

With these strong relationships, the Group is

aiming to become the first choice for

referrers and for patients, by demonstrating

service delivery equity, enhanced access for

all New Zealanders, exceeding patient

expectations, and the provision of specialist

expertise. As the new national healthcare

system is implemented and the district

health board model is phased out, more

nationally driven contracts and funding

models will likely be deployed, making

partnership models and scale more critical.

As such, RHCNZ believes it is well placed to

respond to increasing competition within the

sector.

Looking ahead, the RHCNZ team expects to

see a return to pre-covid scan volume growth

rates in FY2024. The industry fundamentals

remain strong, the health system reforms are

gathering pace, and the healthcare system

and radiology referral network is continuing

its recovery from covid.

To meet this projected growth, more

capacity will be delivered across

New Zealand, in Whangārei, Hamilton,

Whanganui, Dunedin, Tauranga, Auckland

and Napier, giving the Group a complete

national footprint able to serve all

New Zealanders. This is part of a

commitment to support local and regional

communities by delivering world-class

radiology services closer to patients and

referrers.

RHCNZ Medical Imaging

Infratil 50.1%

Doctors and Management 49.9%

The new Pacific Radiology clinic in Timaru

63

6465
Qscan has continued to experience

a challenging operating environment

throughout the year, with results

also adversely impacted by an

industrywide reduction in scan

volume post-covid, while extreme

weather conditions affecting some

clinics in the early part of the year

also caused disruption. Several

clinics were closed or inaccessible

due to flooding, including a major

clinic in Brisbane which required a

complete rebuild.

Despite these challenges, Qscan has

continued to deliver exceptional services to

patients and referrers, whilst also expanding

access across its network to meet the needs

of those impacted communities. In particular,

Qscan has continued its significant

investment in IT during this period to ensure it

is best placed to take advantage of future

anticipated volume growth.

Now with 76 clinics, more than 1,200

employees, and 142 radiologists, Qscan’s

comprehensive diagnostic medical imaging

and interventional practice is continuing to

expand across Australia. From its start in

Queensland, it has steadily expanded its

footprint nationally and regionally, building

radiology and teleradiology capability with

clinics now in Queensland, New South Wales,

South Australia, ACT, Tasmania and, most

recently expanding its Western Australian

footprint.

Qscan’s expansion within the Western

Australian market this year was through its

partnership with the leading boutique

radiology group Envision Medical Imaging in

Perth. Envision is the ideal complement to

Qscan’s existing east coast clinics,

employing 23 doctors and operating across

two locations in Perth.

Despite the challenging market conditions,

Qscan has outperformed the diagnostic

imaging market as a whole over the 2023

financial year, and while impacted by flooding

in the eastern states and the industry-wide

impact of covid restrictions, year on year

growth has still shown material improvement.

With capacity continuing to grow, including

the clinic rebuild in Windsor, and expanded

MRI capacity in Young in New South Wales,

Annerley in Queensland, and Grafton in New

South Wales, underlying scan volumes grew

20% over the full year to 1,413,000.

Medicare (Government funding) provides

rebates for most diagnostic imaging services

in Australia. The industry is highly sensitive to

the structure of Medicare schedule fees and

the proportion of rebates available. A level of

inflation adjustment to these rebates was

reintroduced in June 2020, providing support

for continued stable, long-term growth.

From late February to early April 2022,

Australia’s east coast endured three intense

weather systems that led to record rains and

flooding. By the end of the first week in

March, southern Queensland and northern

New South Wales had each received more

than a year’s worth of rainfall in a week.

Qscan’s Windsor clinic was completely

flooded, with 1.5 metres of water throughout

the clinic building.

The Windsor clinic was closed following the

flooding through to early 2023, requiring a

complete rebuild. The newly rebuilt clinic

opened in January 2023 as a diagnostic

imaging Centre of Excellence in Queensland

and features state-of-the-art equipment,

including the most advanced clinical MRI

machine in the Southern Hemisphere. As

part of the rebuild Qscan has also developed

a dedicated women’s imaging area including

the latest 3D digital mammography

technology. Qscan Windsor has a long

history in South East Queensland and

therefore it was exciting for Qscan to reopen

this clinic as one of the most cutting-edge

radiology clinics in Queensland.

The macroeconomic tailwinds in Australia

are similar to New Zealand. Australia’s

population is anticipated to grow steadily

in the future at 1.6% per annum, while

Australia's population aged 85 and above

is projected to increase in number from

534,000 in 2021 to 1.28 million by 2041

– an increase of 140%. The demand drivers

for Australia, similar to New Zealand, are

primarily the increase in chronic disease,

cardiac disease, and cancer that comes

with an ageing population.

That said, as outlined above, there have

been some short-term headwinds to battle

through in recent years. The impact of

covid on the healthcare system has meant

a massive reprioritisation of healthcare

resources, and fewer general practitioner

visits, which has suppressed referrals for

scans.

Despite the external headwinds, Qscan has

made significant progress expanding its

capability and enhancing its operating model

over the last 12 months. This includes plans

to establish a new radiologist and

management leadership structure that is

locally led and centrally supported,

integrating IT across its network to develop

teleradiology potential even further,

embedding a new national and scalable

radiologist reporting platform (Intelligent

Orchestrated Workflow Solution), and

increasingly using data and insights for

decision making.

Investing heavily in doctors and in specialised

talent is also pivotal to the strategy. A

new doctor remuneration model is being

introduced by Qscan which it believes will

create stronger engagement with Qscan

doctors, improved productivity through

enhanced use of technology, and

incentivised remuneration that benefits both

doctors and clinics.

Significant opportunities exist for brownfield

expansion at a number of Qscan’s existing

sites. Qscan is continually seeking to utilise

the latest technology and state of the art

medical imaging equipment across its clinics.

The enhancements and delivery of new MRI

installations in Young in New South Wales,

Annerley and Windsor in Queensland, and

Grafton in New South Wales are good

examples of this in practice.

These enhancements provide significant

support to local and regional communities

as Qscan seeks to deliver world-class

healthcare services closer to patients and

referrers.

Qscan Group

Infratil 55.1%

Doctors and Management 33.1%

Morrison & Co Growth Infrastructure Fund 13.8%

Inside Qscan’s new state-of-the-art radiology clinic in Windsor

65

6667
Year ended 31 March20232022

Residents 5,225 5,127

Serviced apartments 552 500

Independent living apartments 3,583 3,569

Unit resales 400 489

New unit sales 32 76

Resale gain per unit A$154,666 A$135,665

New unit average value A$701,844 A$676,941

Occupancy receivable/unit A$137,914 A$132,428

Embedded resale gain/unit A$61,838 A$51,584

Underlying profit A$30.3m A$56.5m

Net profit after tax(A$7.5m) A$149.1m

Capital expenditure A$121.4m A$49.2m

Net external debtA$247.2m A$161.7m

Infratil book value NZ$410.9m NZ$417.3m

Fair value of Infratil's investment NZ$431.8m NZ$408.9m

RetireAustralia

Demand for RetireAustralia’s

retirement villages continues to be

strong with 432 sales (inclusive of

32 new units) during the year and

waitlists now in place for over 75%

of its villages.

This strong performance was delivered in a

year marked by the ongoing impacts of

covid, Australia-wide workforce shortages,

and headwinds in the construction space,

including wet weather, limited availability of

building materials and rising costs.

Positively, portfolio occupancy remained

above the industry average - 96.8%,

compared to the Australian industry average

of 90%. During FY2023, RetireAustralia lifted

unit prices in the existing portfolio by 6% on

average. Resident satisfaction also remained

favourable with 85% of residents saying they

are satisfied or very satisfied with living in

their village.

RetireAustralia maintained momentum with

its strategy of integrating care into its

retirement villages as it focuses on attracting

the growing cohort of older Australians

seeking independent living with the safety

net of a care offering. Through a combination

of its own home care services and

partnerships with select local care providers,

the business has established a continuum of

care to end of life for residents in its

established villages.

Within its development portfolio, the

business is pursuing care hubs - an innovative

model of care offering round-the-clock,

nurse-led care to residents in their own

homes, with the option to move to a higher

care environment within their community if

their needs advance beyond what can be

offered in their independent living

environment.

Importantly, as a registered home care

provider, RetireAustralia has also invested in

systems and processes, and employee

training and education to ensure it meets the

clinical quality and safety requirements

emerging from the Aged Care Royal

Commission.

RetireAustralia continued to advance its

development pipeline with the completion

of 22 independent living units at Forresters

Beach Retirement Village, 16 of which

have now settled.

Since year end, RetireAustralia has

also completed construction of 34

independent living apartments (‘ILAs’) at

The Rise Wood Glen on the NSW Central

Coast, with 14 now settled.

During the year construction started on

42 ILAs at Tarragal Glen on the NSW Central

Coast, and 62 ILAs and a 10-bed care hub

in Stage 3 of The Verge in Queensland.

Completion of The Verge Stages 2 and 3 are

expected in FY2024 and The Tarragal Glen

project in FY2025.

Construction is also due to complete on a

further 92 ILAs at The Green, Tarragindi in

Brisbane.

Looking ahead to FY2024, these

developments underpin total forecast sales

of between 520 and 560 units, including

between 150 to 185 new units, with a high

volume of units already deposited. The

business is also on track to achieve a

development run rate of 200+ new units

per annum over the coming three financial

years, given its current pipeline.

During FY2023 RetireAustralia also

extended its development pipeline with the

purchase of a site adjacent to its Cleveland

Manor Retirement Village in Queensland.

The business is planning to build 146 ILAs

and a 10-bed care hub on this site.

Infratil 50%

New Zealand Superannuation Fund 50%

Construction at The Green, Tarragindi, a 92-apartment

retirement village in Brisbane

67

6869
Year ended 31 March20232022

Passengers Domestic 4,690,238 3,480,581

Passengers International 562,927 48,667

Aeronautical income $ 7 7. 3 m $54.3m

Passenger services income $38.1m $22.3m

Property/other income $15.7m $13.8m

Operating costs($41.5m)($33.6m)

EBITDAF $89.6m $56.8m

Net profit/(loss) after tax $25.1m $3.0m

Capital expenditure $69.7m $17.8m

Net external debt $582.0m $584.5m

Infratil cash income - -

Infratil book value $667.4m $580.0m

Wellington

Airport

Infratil 66%

Wellington City Council 34%

After a period of covid turbulence,

the last 12 months have seen

Wellington Airport not only continue

its recovery but also resume

planning to accommodate future

growth.

The significant impact of the covid pandemic

on travel demand is well known and

Wellington Airport was not immune. That

said, the early actions it took to ensure the

resilience of the business meant it has

positioned itself well for the inevitable

recovery of travel demand.

With international borders now fully

re-opened, major events taking place, and

the terminal bustling once again, recovery

is well on its way. Trans-Tasman travel

recommenced starting with Air New Zealand

the day before the start of the financial year

on 31 March 2022, followed by Qantas in

May 2022, and Jetstar and Fiji Airways in

June 2022.

While Singapore Airlines and Virgin Australia

have not yet returned to Wellington,

momentum is building and both Jetstar and

Fiji Airways have increased their international

flights over winter.

In its first full year of travel without covid

restrictions since the start of the pandemic,

Wellington Airport hosted 5.26 million

passengers, with 4.7 million domestic

passengers and 560,000 international

passengers passing through its terminals.

While passenger numbers have yet to fully

return to pre-covid levels, domestic numbers

were at 90% of pre-pandemic levels, while

international numbers were up to 76% at

31 March 2023.

This helped drive an improved financial result

from the previous year, with EBITDA up 57.6%

to $89.6 million, reflecting a solid recovery

across all revenue lines and in line with the

growth in passenger numbers.

Wellington Airport has used the downturn in

demand to invest in resilience and prepare its

business for the expected growth over the

longer term, as part of its 2040 Masterplan.

In June, the Airport’s designation for Airport

Purposes over the southern part of Miramar

Golf course was confirmed by the

Environment Court. This means the Airport

has secured development rights to expand

onto the southern half of the Miramar Golf

Course. This provides vital space needed to

meet the demands of Wellington’s population

growth and new, lower emissions aircraft

technology. This expansion will happen

incrementally over time as required, and

eventually will include a new international

terminal and increased space for aircraft

parking.

In addition, the airport has continued to invest

in attracting new airlines and new routes

to better connect Wellington to the rest of

New Zealand and to the world.

The extreme weather events experienced

in 2023 in parts of New Zealand highlighted

the importance of resilient infrastructure.

Wellington Airport has been upgrading a

range of infrastructure this year, including

the major apron taxiway, along with a new

stormwater management system and airfield

lighting. Resilience work is also underway on

sea walls and breakwater infrastructure.

This investment has not come at the expense

of passenger experience - with 98% of

passengers over the year rating the Airport

Good, Very Good or Excellent in surveys. It

has been a privilege for the Airport to

welcome more travellers back, and that

welcome has included new check-in and

boarding technology, new food and beverage

options, and having its ambassadors on-site

seven days a week.

This investment in growth is supported by

secure long-term funding. Along with

prudent expenditure management, the year

saw the issuance of $75 million in retail

bonds, the ninth retail bond issue for the

Airport. It also converted $100 million of

bank finance into its inaugural sustainability

linked lending. This creates incentives by

aligning interest rates with agreed

sustainability targets.

Growth is important to Wellington as a region

and to the Airport, but it must be sustainable.

Wellington Airport made some excellent

progress over the year towards its

sustainability goals of reaching net zero

emissions by 2030 and absolute zero by

2050. As a consequence, it was rated an

incredible third in the world for airport

sustainability by GRESB, a global organisation

that independently benchmarks ESG

performance.

To enable more sustainable transit to and

from the Airport, the year saw the launch of

a new electric bus service. In July 2022, the

Airport Express commenced service, along

with an electric bus charging facility, as well

as a partnership with GWRC to develop a

new bus terminal which has overnight bus

charging capabilities and driver amenities.

In addition, the Airport joined the new

Industry Advisory Board for Heart Aerospace

to support the development of sustainable

aviation technologies and worked closely

with aviation partners on Sustainable Aviation

Fuel as the industry responds to climate

change imperatives.

Wellington Airport is extremely proud to have

achieved its goal of zero harm to health and

safety for the year across its operations. Like

others in the aviation sector, Wellington

Airport faces intense competition for talent.

This year it held its first job fair, attracting

over 600 people and resulting in 70 roles

being filled. The Airport’s reputation as an

employer helped, and is demonstrated

through its staff benefits, its commitment

to diversity and inclusion, and its investment

in developing people.

Other projects on the horizon include an

upgrade of the international arrivals hall to

manage peaks, baggage handling

enhancements, a multi-level terminal retail

development, the completion of a new

Airport Fire Station and a new Aviation

Ground Services building.

Financially, in the short-term some lighter

turbulence is expected, as airline capacity

ramps up to meet demand following the

operational adjustments needed during the

peak of the pandemic, and as inflation and

cost of living pressures suppress

discretionary spending. That said, the

Airport is well positioned. Its underlying

fundamentals are strong, its commercial

and operational performance is proven,

its sustainability goals are on track and

consultation with airlines on pricing for

FY2025-2029 will shortly commence.

70
EBITDAF

Domestic Passengers

International Passengers

EBITDAF & Passengers

In the decade to FY2020, passengers rose

stably at 2% per year and earnings 4%. The

restrictions on movement and travel that

were put in place to prevent the spread

of covid clearly had a huge impact on

passenger numbers. Earnings are

expected to reach FY2020 levels in the

year ahead (FY2024), while passenger

numbers are expected to continue

growing sustainably, returning to pre-covid

levels by mid-decade.

Passengers & Routes

In the last 12 months Wellington Airport

welcomed over 5.2 million travellers, an

increase from just 3.5 million in FY2022.

Domestic travel is approaching normal

with around 4.7 million domestic

passengers using the airport during the

year and most domestic routes have

now reopened.

It was a steady rebuild for international

travel with Air New Zealand resuming

regular international flights on 31 March

2022, followed by Qantas in May 2022 and

then Jetstar and Fiji Airways in June 2022.

Singapore Airlines and Virgin Australia

have not yet returned to Wellington.

$0

$140

$120

$100

$80

$60

$40

$20

Millions

7

6

5

4

3

2

1

0

Millions

2023201420152016201720182019202020212022

International PassengersEBITDAFDomestic Passengers

Fiji

Chatham Islands

2-4 per week

7-8 per week

3-5 per week

21-24 per week

12-14 per week

Melbourne

Brisbane

Wellington

Invercargill

Queenstown

Dunedin

Timaru

Christchurch

Westport

Tākaka

Nelson

Picton

Blenheim

Auckalnd

Tauranga

Gisborne

Napier

Taupō

Rotorua

Hamilton

New Plymouth

Gold Coast

Sydney

71

7273
73

Financial

Statements

Contents

Consolidated Statement

of Comprehensive Income

74

Consolidated Statement

of Financial Position

75

Consolidated Statement

of Cash Flows

76

Consolidated Statement

of Changes in Equity

77

Notes to the Financial

Statements

79

Corporate Governance140

Directory 154

72

7475
Consolidated Statement

of Comprehensive Income

For the year ended 31 March 2023

Consolidated Statement

of Financial Position

As at 31 March 2023

The accompanying notes form part of these consolidated financial statements.The accompanying notes form part of these consolidated financial statements.

Alison Gerry Anne Urlwin

Director Director

Notes

2023

$Millions

2022

$Millions

(Restated)

Operating revenue11 1,191.7 1 , 0 2 7. 2

Dividends

-

1.7

Total revenue

1,191.7

1,028.9

Share of earnings of associate companies6 653.4 268.5

Total income1,845.1 1,297.4

Depreciation14,16102.5 8 4.6

Amortisation of intangibles18 5.1 6.8

Employee benefits374.9 275.3

Operating expenses12 666.5 724.9

Total operating expenditure1,149.0 1,091.6

Operating surplus before financing, derivatives, realisations and impairments696.1 205.8

Net gain on foreign exchange and derivatives91.9 68.0

Net realisations, revaluations and impairments( 1 7. 1 )14.2

Interest income22.0 6.4

Interest expense188.8 165.9

Net financing expense166.8 159.5

Net surplus before taxation604.1 128.5

Ta xati o n ex p e n s e13 42.5 22.6

Net surplus for the year from continuing operations561.6 105.9

Net surplus from discontinued operations after tax10 330.1 1,125.8

Net surplus for the year891.7 1,231.7

Net surplus attributable to owners of the Company643.1 1,169.3

Net surplus attributable to non-controlling interests248.6 62.4

Other comprehensive income, after tax

Items that will not be reclassified to profit and loss:

Net change in fair value of property, plant & equipment recognised in equity 65.4 83.6

Share of associates other comprehensive income2 7. 7 19.5

Net change in fair value of equity investments at fair value through other comprehensive income(2.3)14.8

Realisations on disposal of equity investments at FVOCI - 5.6

Income tax effect of the above items(5.3)(20.2)

Items that may subsequently be reclassified to profit and loss:

Differences arising on translation of foreign operations(3.6)(30.7)

Realisations on disposal of subsidiary, reclassified to profit and loss - (4 4 4.4)

Effective portion of changes in fair value of cash flow hedges6.8 (53.6)

Income tax effect of the above items(1.9)21.2

Total other comprehensive income/(loss) after tax86.8 (404.2)

Total comprehensive income/(loss) for the year978.5 8 2 7. 5

Total comprehensive income for the year attributable to owners of the Company710.1 1,191.7

Total comprehensive income for the year attributable to non-controlling interests268.4 (36 4.2)

Earnings per share

Basic and diluted (cents per share) from continuing operations4 43.2 6.0

Basic and diluted (cents per share)4 88.8 161.7

Notes

2023

$Millions

2022

$Millions

Cash and cash equivalents23.1 7 74.5 851.0

Trade and other accounts receivable and prepayments23.1 148.9 1 0 7. 5

Electricity market security deposits45.8 64.8

Derivative financial instruments23.4 25.3 65.3

Inventories2.3 2.0

Income tax receivable9.1 12.3

Assets held for sale10 169.8 194.8

Current assets1,175.7 1,297.7

Trade and other accounts receivable and prepayments23.1 16.4 8.6

Property, plant and equipment14 3,560.1 3,401.1

Investment properties15 132.2 279.3

Right of use assets16.1 161.2 159.2

Derivative financial instruments23.4 2 0 7. 4 80.9

Intangible assets18 128.7 121.3

Goodwill 17 1,846.1 1,807.2

Investments in associates6 2,388.9 2,125.9

Shareholder loans to associates6 429.6 469.4

Other investments7 142.6 101.2

Non-current assets9,013.1 8,554.1

Total assets10,188.8 9,851.8

Accounts payable, accruals and other liabilities361.9 4 45.9

Interest bearing loans and borrowings19 494.6 215.5

Lease liabilities16.2 19.0 22.7

Derivative financial instruments23.4 3 7. 0 48.3

Income tax payable5.7 9.4

Infratil Infrastructure bonds20 122.0 193.5

Manawa Energy bonds21 - 1 2 7. 7

Wellington International Airport bonds22 75.0 -

Liabilities directly associated with the assets held for sale10 70.1 50.9

Total current liabilities1,185.3 1,113.9

Interest bearing loans and borrowings19 305.3 851.7

Accounts payable, accruals and other liabilities177.9 151.3

Lease liabilities16.2 189.2 226.6

Deferred tax liability13.3 253.7 2 5 7. 4

Derivative financial instruments23.4 80.0 70.5

Infratil Infrastructure bonds20 9 5 7. 4 963.1

Perpetual Infratil Infrastructure bonds20 231.9 231.9

Manawa Energy bonds21 372.0 223.0

Wellington International Airport bonds and senior notes22 625.4 621.7

Non-current liabilities3,192.8 3,597.2

Attributable to owners of the Company4,208.1 3,713.9

Non-controlling interest in subsidiaries1,602.6 1,426.8

Total equity5,810.7 5,140.7

Total equity and liabilities10,188.8 9,851.8

Net tangible assets per share ($ per share)4.24 3.61

Approved on behalf of the Board on 20 May 2023

7677
Consolidated Statement

of Changes in Equity

For the year ended 31 March 2023

Consolidated Statement

of Cash Flows

For the year ended 31 March 2023

The accompanying notes form part of these consolidated financial statements.The accompanying notes form part of these consolidated financial statements.

Notes

2023

$Millions

2022

$Millions

Cash flows from operating activities

Cash was provided from:

Receipts from customers1,180.1 1,585.5

Distributions received from associates1 6 7. 7 61.2

Other dividends0.6 2.1

Interest received21.0 6.9

1,369.4 1,655.7

Cash was disbursed to:

Payments to suppliers and employees(1,173.5)(1,36 4.0)

Interest paid(139.7)( 1 5 7. 4 )

Taxation paid( 4 7. 4 )(51.5)

(1,360.6)(1,572.9)

Net cash inflow from operating activities25 8.8 82.8

Cash flows from investing activities

Cash was provided from:

Proceeds from sale of associates - -

Capital returned from associates74 8.4 43.3

Proceeds of Shareholder (loan)0.8 -

Proceeds from sale of subsidiaries (net of cash sold)0.7 1,654.5

Proceeds from the sale of the Trustpower Retail business462.5 -

Proceeds from sale of property, plant and equipment0.8 0.1

Proceeds from sale of investment property0.2 0.2

Proceeds from sale of investments0.2 4 4.3

Return of security deposits158.6 189.2

1,372.2 1,931.6

Cash was disbursed to:

Purchase of investments(566.4)(313.1)

Proceeds to shareholder (loan) - (0.4)

Lodgement of security deposits(141.4)(172.4)

Purchase of intangible assets(2.7)(6.1)

Interest capitalised on construction of fixed assets - -

Purchase of shares in subsidiaries, net of cash acquired(39.2)(1,159.4)

Purchase of investment properties - -

Purchase of property, plant and equipment( 1 3 7. 4 )(115.6)

( 8 8 7. 1 )( 1 , 7 6 7. 0 )

Net cash inflow / (outflow) from investing activities485.1 16 4.6

Cash flows from financing activities

Cash was provided from:

Proceeds from issue of shares - 8.3

Proceeds from issue of shares to non-controlling interests10.4 372.9

Bank borrowings88.6 1,023.8

Issue of bonds290.9 2 2 7. 4

389.9 1,632.4

Cash was disbursed to:

Repayment of bank debt(359.5)(1,018.7)

Repayment of lease liabilities(26.9)(26.1)

Loan establishment costs(8.6)( 7. 3 )

Repayment of bonds(271.5)(251.9)

Infrastructure bond issue expenses(25.8)(2.2)

Share buyback - -

Shares acquired from non-controlling shareholders in subsidiary companies(10.0)(6.7)

Dividends paid to non-controlling shareholders in subsidiary companies(1 2 2.4)(66.7)

Dividends paid to owners of the Company3 (135.7)(130.1)

(960.4)(1,509.7)

Net cash inflow / (outflow) from financing activities(570.5)122.7

Net increase / (decrease) in cash and cash equivalents(76.6)370.1

Foreign exchange gains / (losses) on cash and cash equivalents - (4.3)

Cash and cash equivalents at beginning of the year851.0 133.8

Cash balances on acquisition0.1 9.8

Adjustment for cash classified as assets held for sale10 - 3 41.6

Cash and cash equivalents at end of the year7 74.5 851.0

 

 

Capital

$Millions

Revaluation

reserve

$Millions

Foreign

currency

translation

reserve

$Millions

Other

reserves

$Millions

Retained

earnings

$Millions

Total

$Millions

Non-

controlling

$Millions

Total equity

$Millions

Balance as at 1 April 20221 , 0 5 7. 3 576.9 (1.3)53.8 2 , 0 2 7. 2 3,713.9 1,426.8 5,140.7

Net surplus/(deficit) for the year - - - - 643.1 643.1 248.6 891.7

Other comprehensive income, after tax

Differences arising on translation of foreign

operations

- - (6.8) - - (6.8)3.0 (3.8)

Items reclassified to profit and loss on disposal

of subsidiaries

- - - - - - - -

Net change in fair value of equity investments

at FVOCI

- - - (2.3) - (2.3) - (2.3)

Realisations on disposal of equity investments

at FVOCI

- - - - - - - -

Ineffective portion of hedges taken to profit and loss - - - - - - - -

Effective portion of changes in fair value of cash flow

hedges

- - - 3.3 - 3.3 1.8 5.1

Fair value movements in relation to the executive

share scheme

- - - - - - - -

Fair value change of property, plant & equipment

recognised in equity - 45.1 - - - 45.1 15.0 60.1

Share of associates other comprehensive income - - - 2 7. 7 - 2 7. 7 - 2 7. 7

Total other comprehensive income - 45.1 (6.8)28.7 - 6 7. 019.8 86.8

Total comprehensive income for the year - 45.1 (6.8)28.7643.1 710.1268.4 978.5

Contributions by and distributions to non-

controlling interest

Distribution to outside equity interest in associates - - - ( 74.6) - ( 74.6) - ( 74.6)

Non-controlling interest arising on acquisition of

subsidiary

- - - - - - 13.5 13.5

Issue of shares to non-controlling interests - - - (4.5) - (4.5)1 7. 3 12.8

Issue/(acquisition) of shares held by outside equity

interest - - - (1.1) - (1.1)(1.0)(2.1)

Total contributions by and distributions to non-

controlling interest

- - - (80.2) - (80.2)29.8 (50.4)

Contributions by and distributions to owners

Shares issued - - - - - - - -

Share buyback - - - - - - - -

Shares issued under dividend reinvestment plan - - - - - - - -

Conversion of executive redeemable shares - - - - - - - -

Dividends to equity holders - - - - (135.7)(135.7)(1 2 2.4)(258.1)

Total contributions by and distributions to owners - - - - (135.7)(135.7)(1 2 2.4)(258.1)

Balance at 31 March 20231,057.3 622.0 (8.1)2.3 2,534.6 4,208.1 1,602.6 5,810.7

7879
Consolidated Statement

of Changes in Equity

For the year ended 31 March 2022

Capital

$Millions

Revaluation

reserve

$Millions

Foreign

currency

translation

reserve

$Millions

Other

reserves

$Millions

Retained

earnings

$Millions

Total

$Millions

Non-

controlling

$Millions

Total equity

$Millions

Balance as at 1 April 20211,049.0 7 6 7. 3 28.2 6 4.0 735.5 2,6 4 4.0 1,4 45.2 4,089.2

Net surplus for the year - - - - 1,169.3 1,169.3 62.4 1,231.7

Other comprehensive income, after tax

Differences arising on translation of foreign

operations - - (29.3) - - (29.3)5.2 (24.1)

Items reclassified to profit and loss on disposal

of subsidiaries - (232.3)(0.2)(14.4)232.3 (14.6)(429.8)(4 4 4.4)

Net change in fair value of equity investments

at FVOCI - - - 14.8 - 14.8 - 14.8

Realisations on disposal of equity investments

at FVOCI - - - (14.6)20.2 5.6 - 5.6

Ineffective portion of hedges taken to profit and loss - - - - - - - -

Effective portion of changes in fair value of cash flow

hedges - - - (15.5) - (15.5)(23.5)(39.0)

Fair value change of property, plant & equipment

recognised in equity - 41.9 - - - 41.9 21.5 63.4

Share of associates other comprehensive income - - - 19.5 - 19.5 - 19.5

Total other comprehensive income - (190.4)(29.5)(10.2)252.5 22.4 (426.6)(404.2)

Total comprehensive income for the year - (190.4)(29.5)(10.2)1,421.8 1,191.7 (36 4.2)8 2 7. 5

Contributions by and distributions to non-

controlling interest

Non-controlling interest arising on acquisition of

subsidiary - - - - - - 401.6 401.6

Issue of shares to non-controlling interests - - - - - - 10.8 10.8

Issue/(acquisition) of shares held by outside equity

interest - - - - - - - -

Total contributions by and distributions to

non-controlling interest - - - - - - 412.4 412.4

Contributions by and distributions to owners

Share issued - - - - - - - -

Share buyback - - - - - - - -

Shares issued under the dividend reinvestment plan8.3 - - - - 8.3 - 8.3

Dividends to equity holders - - - - (130.1)(130.1)(66.6)(196.7)

Total contributions by and distributions to owners8.3 - - - (130.1)(1 21.8)(66.6)(188.4)

Balance at 31 March 20221,057.3 576.9 (1.3)53.8 2,027.2 3,713.9 1,426.8 5,140.7

The accompanying notes form part of these consolidated financial statements.

Notes to the

Financial Statements

For the year ended 31 March 2023

1 Accounting policies

A Reporting Entity

Infratil Limited (‘the Company’) is a company domiciled in New Zealand

and registered under the Companies Act 1993. The Company is listed on

the NZX Main Board (‘NZX’) and Australian Securities Exchange (‘ASX’),

and is an FMC Reporting Entity in terms of Part 7 of the Financial Markets

Conduct Act 2013.

B Basis of preparation

The consolidated financial statements have been prepared in accordance

with New Zealand Generally Accepted Accounting Principles (‘NZ GAAP’)

and comply with New Zealand equivalents to International Financial

Reporting Standards (‘NZ IFRS’) and other applicable financial reporting

standards as appropriate for profit-oriented entities. The consolidated

financial statements comprise the Company, its subsidiaries and

associates (‘the Group’). The presentation currency used in the

preparation of these consolidated financial statements is New Zealand

dollars, which is also the Group’s functional currency, and is presented in

$Millions unless otherwise stated. The principal accounting policies

adopted in the preparation of these consolidated financial statements

are set out below. These policies have been consistently applied to all the

periods presented, unless otherwise stated. Comparative figures have

been restated where appropriate to ensure consistency with the current

period.

The consolidated financial statements comprise statements of the

following: comprehensive income; financial position; changes in equity;

cash flows; significant accounting policies; and the notes to those

statements. The consolidated financial statements are prepared on the

basis of historical cost, except certain property, plant and equipment

which is valued in accordance with accounting policy (D), investment

property valued in accordance with accounting policy (E), financial

derivatives valued in accordance with accounting policy (K) and financial

assets valued in accordance with accounting policy (R).

Restatement of Electricity Revenue

Following the sale of the Trustpower Retail business, Manawa Energy has

restated the presentation of revenue from electricity sold into the

wholesale electricity market. This is now presented gross (previously this

revenue was presented net with the cost of electricity purchased from the

wholesale market) in the 31 March 2023 and 31 March 2022 financial

statements. This presentation resulted in a $168.3 million increase in

operating revenue and operating expenses at 31 March 2022 and has no

impact on the net surplus or statement of financial position. This

presentation also results in a $168.3 million increase in receipts from

customers and payments to suppliers and employees in the cash flow

statement, with no impact on net cash from operating activities. Note 11

Revenue and Note 12 Operating Expenses have been updated to reflect

the restatements.

Accounting estimates and judgements

The preparation of consolidated financial statements in conformity with

NZ IFRS requires management to make estimates and assumptions that

affect the reported amounts of assets and liabilities at the date of the

consolidated financial statements and the reported amounts of revenues

and expenses during the reporting period. Future outcomes could differ

from those estimates. The principal areas of judgement in preparing these

consolidated financial statements are set out below.

Valuation of property, plant and equipment

Property, plant and equipment is recorded at cost less accumulated

depreciation and impairment losses, or at fair value less accumulated

depreciation and impairment losses. Where property, plant and equipment

is recorded at fair value, valuations can include an assessment of the net

present value of the future earnings of the assets, the depreciated

replacement cost, and other market-based information in accordance

with asset valuation standards. The key inputs and assumptions that are

used in valuations, that require judgement, can include projections of

future revenues, volumes, operational and capital expenditure profiles,

capacity, terminal values, the application of discount rates and

replacement values. Key inputs and assumptions are reassessed at each

balance date to ensure there has been no material change that may

impact the valuation.

With respect to assets held at cost, judgements are made about whether

costs incurred relate to bringing an asset to its working condition for its

intended use, and therefore are appropriate for capitalisation as part of the

cost of the asset. The determination of the appropriate life for a particular

asset requires judgements about, among other factors, the expected

future economic benefits of the asset and the likelihood of obsolescence.

Assessing whether an asset is impaired involves estimating the future cash

flows that the asset is expected to generate. This will, in turn, involve a

number of assumptions, including the assessment of the key inputs that

impact the valuation.

Valuation of investments including Associates

Infratil completes an assessment of the carrying value of investments at

least annually and considers objective evidence for impairment on each

investment, taking into account observable data on the investment, the

status or context of markets, its own view of fair value, and its long term

investment intentions. Infratil notes the following matters which are

specifically considered in terms of objective evidence of impairment of its

investments, and whether there is a significant or prolonged decline from

cost, which should be recorded as an impairment, and taken to profit and

loss: any known loss events that have occurred since the initial recognition

date of the investments, including its investment performance, its long

term investment horizon, specific initiatives which reflect the strategic or

influential nature of its existing investment position and internal valuations;

and the state of markets. The assessment also requires judgements about

the expected future performance and cash flows of the investment.

Derivatives

Certain derivatives are classified as financial assets or financial liabilities at

fair value through profit or loss. The key assumptions and risk factors for

these derivatives relate to energy price hedges and their valuation. Energy

price hedges are valued with reference to financial models of future

energy prices or market values for the relevant derivative. Accounting

judgements have been made in determining hedge designation for the

different types of derivatives employed by the Group to hedge risk

exposures. Other derivatives including, interest rate instruments and

foreign exchange contracts, are valued based on market information

and prices.

C Basis of preparing consolidated financial statements

Principles of consolidation

The consolidated financial statements are prepared by combining the

financial statements of all the entities that comprise the consolidated

Group. A list of significant subsidiaries and associates is shown in Note 8.

Consistent accounting policies are employed in the preparation and

presentation of the Group consolidated financial statements.

8081
D Property, plant and equipment

Property, plant and equipment (‘PPE’) is recorded at cost less

accumulated depreciation and impairment losses, or at fair value less

accumulated depreciation and impairment losses. Where property, plant

and equipment is recorded at fair value, valuations are undertaken on a

systematic basis. No individual asset is included at an independent

external valuation undertaken more than five years previously. PPE that is

revalued, is revalued to its fair value determined by an independent valuer

or by the Directors with reference to independent experts, in accordance

with NZ IAS 16 Property, Plant and Equipment. Where the assets are of a

specialised nature and do not have observable market values in their

existing use, depreciated replacement cost is used as the basis of the

valuation. Depreciated replacement cost measures net current value as

the most efficient, lowest cost which would replace existing assets and

offer the same amount of utility in their present use. For non-specialised

assets where there is no observable market an income-based approach

is used.

Land, buildings, vehicles, plant and equipment, leasehold improvements

and civil works are measured at fair value or cost.

Renewable generation assets are shown at fair value, based on periodic

valuations by independent external valuers or by Directors with reference

to independent experts, less subsequent depreciation.

Depreciation is provided on a straight line basis and the major depreciation

periods (in years) are:

Buildings and civil works 2-1 2 0

Vehicles, plant and equipment1- 4 0

Renewable generation 1 2-20 0

Office and IT equipment2-5 years

Landnot depreciated

Leasehold improvements4-40

Capital work in progressnot depreciated until asset in use

E Investment properties

Investment properties are property (either owned or leased) held to earn

rental income. Investment properties are measured at fair value with any

change therein recognised in profit or loss. Property that is being

constructed for future use as investment property is measured at fair value

and classified as investment properties. Where a leased property is held to

earn rental income, the right of use asset is included within Investment

properties.

F Receivables

Receivables are initially recognised at fair value and subsequently

measured at amortised cost, less any provision for expected credit losses.

The Group applies the simplified approach to measuring expected credit

losses using a lifetime expected loss allowance for all trade receivables

and contract assets. These provisions take into account known

commercial factors impacting specific customer accounts, as well as the

overall profile of the debtor portfolio. In assessing the provision, factors

such as past collection history, the age of receivable balances, the level of

activity in customer accounts, as well as general macro-economic trends,

are also taken into account.

G Investments in associates

Associates are those entities in which the Group has significant influence,

but not control, over the financial and operating policies. Investments in

associates are accounted for using the equity method. Under the equity

method, the investment in the associate is carried at cost plus the Group’s

share of post-acquisition changes in the net assets of the associate and

any impairment losses. The Group’s share of the associates’ post-

acquisition profits or losses is recognised in profit or loss, and the Group’s

share of post-acquisition movements in reserves is recognised in other

comprehensive income.

H Goodwill and intangible assets

Goodwill

The carrying value of goodwill is subject to an annual impairment test to

ensure the carrying value does not exceed the recoverable amount at

balance date. For the purpose of impairment testing, goodwill is allocated

to the individual cash-generating units to which it relates. Any impairment

losses are recognised in the statement of comprehensive income. In

determining the recoverable amount of goodwill, fair value is assessed,

including the use of valuation models to calculate the present value of

expected future cash flows of the cash-generating units, and where

available with reference to listed prices.

Intangible assets

Intangible assets include lease agreements & software, customer

acquisition costs, customer contracts and brands.

Amortisation is calculated to write off the cost of intangible assets less

their estimated residual values using the straight-line method over their

estimated useful lives, and is generally recognised in profit or loss.

The estimated useful lives for current and comparative periods are as

follows:

• Lease agreements and software: 3 - 7 years

• Customer acquisition costs: 1 - 20 years

• Customer contracts: 1-5 years

• Radio spectrum licences: 15 - 20 years

• Fibre capacity agreements: 15 - 20 years

• Indefeasible rights of use: 25 years

Amortisation methods, useful lives and residual values are reviewed at

each reporting date and adjusted if appropriate.

Brand names

Brand names that are acquired as part of a business combination are

recognised separately from goodwill and included in intangible assets.

These assets are carried at their fair value at the date of acquisition less

impairment losses. Brand names are valued using the relief from royalty

method. Brand names are determined to have indefinite useful lives and

therefore do not attract amortisation. Key factors taken into account in

concluding this was the ongoing strong recognition of the brands, and the

absence of any legal, technical or commercial factors indicating that a

finite life would be more appropriate.

The carrying value of a brand is subject to an annual impairment test (with

goodwill) to ensure the carrying value does not exceed the recoverable

amount at balance date.

I Assets and disposal groups held for sale

Assets and disposal groups classified as held for sale are measured at the

lower of carrying amount or fair value less costs to sell. Assets and disposal

groups are classified as held for sale if their carrying amount will be

recovered through a sale transaction rather than through continuing use.

This condition is regarded as met only when the sale is highly probable and

the asset (or disposal group) is available for immediate sale in its present

condition and the sale of the asset (or disposal group) is expected to be

completed within one year from the date of classification.

J Taxation

Income tax comprises both current and deferred tax. Current tax is the

expected tax payable on the taxable income for the year, using tax rates

enacted or substantively enacted at the balance date, and any adjustment

to tax payable in respect of previous years. Deferred tax is recognised in

respect of the differences between the carrying amounts of assets and

liabilities for financial reporting purposes and the carrying amounts used

for taxation purposes.

The amount of deferred tax provided is based on the expected manner of

realisation or settlement of the carrying amount of assets and liabilities,

using tax rates enacted or substantively enacted at the balance sheet

date. A deferred tax asset is recognised only to the extent that it is

probable that future taxable profits will be available against which the

asset can be utilised, or there are deferred tax liabilities to offset it.

Preparation of the consolidated financial statements requires estimates

of the amount of tax that will ultimately be payable, the availability and

recognition of losses to be carried forward and the amount of foreign tax

credits that will be received.

K Derivative financial instruments

When appropriate, the Group enters into agreements to manage its

interest rate, foreign exchange, operating and investment risks.

In accordance with the Group’s risk management policies, the Group does

not hold or issue derivative financial instruments for speculative purposes.

However, certain derivatives do not qualify for hedge accounting and are

required to be accounted for at fair value through profit or loss. Derivative

financial instruments are recognised initially at fair value at the date they

are entered into. Subsequent to initial recognition, derivative financial

instruments are stated at fair value at each balance sheet date. The

resulting gain or loss is recognised in the profit or loss immediately unless

the derivative is designated effective as a hedging instrument, in which

event, recognition of any resultant gain or loss depends on the nature of

the hedging relationship. The Group identifies certain derivatives as

hedges of highly probable forecast transactions to the extent the hedge

meets the hedge designation tests.

Hedge accounting

The Group designates certain hedging instruments as either cash flow

hedges or hedges of net investments in equity. At the inception of the

hedge relationship the Group documents the relationship between the

hedging instrument and hedged item, along with its risk management

objectives and its strategy for undertaking various hedge transactions.

Furthermore, at the inception of the hedge and on an on-going basis, the

Group documents whether the hedging instrument that is used in the

hedging relationship is highly effective in offsetting changes in fair values

or cash flows of the hedged item.

The effective portion of changes in the fair value of derivatives that are

designated and qualify as cash flow hedges are recognised in other

comprehensive income and presented in equity. The gain or loss relating

to the ineffective portion is recognised in profit or loss. The amounts

presented in equity are recognised in profit or loss in the periods when the

hedged item is recognised in profit or loss.

Hedge accounting is discontinued when the Group revokes the hedging

relationship, the hedging instrument expires or is sold, terminated, or

exercised, or no longer qualifies for hedge accounting. Any cumulative

gain or loss recognised in equity at that time remains in equity and is

recognised when the forecast transaction is ultimately recognised in profit

or loss. When a forecast transaction is no longer expected to occur, the

cumulative gain or loss that was recognised in equity is recognised in profit

or loss.

Foreign currency differences arising on the retranslation of a financial

liability designated as a hedge of a net investment in a foreign operation

are recognised directly in equity, in the foreign currency translation

reserve, to the extent that the hedge is effective. To the extent that the

hedge is ineffective, such differences are recognised in profit or loss.

When the hedged net investment is disposed of, the cumulative amount in

equity is transferred to profit or loss as an adjustment to the profit or loss

on disposal.

L Foreign currency transactions

Transactions in foreign currencies are translated to the respective

functional currencies of Group entities at exchange rates at the dates of

the transactions. Monetary assets and liabilities denominated in foreign

currencies at the reporting date are translated to the functional currency

at the exchange rate at that date. The foreign currency gain or loss on

monetary items is the difference between amortised cost in the functional

currency at the beginning of the period, adjusted for interest and

payments during the period, and the amortised cost in foreign currency

translated at the exchange rate at the end of the period. Non-monetary

assets and liabilities denominated in foreign currencies that are measured

at fair value are translated to the functional currency at the exchange rate

at the date that the fair value was determined. Foreign currency

differences arising on translation are recognised in profit or loss, except

for differences arising on the translation of the net investment in a foreign

operation.

Foreign operations

The assets and liabilities of foreign operations including goodwill and fair

value adjustments arising on acquisition, are translated to New Zealand

dollars at exchange rates at the reporting date. The income and expenses

of foreign operations are translated to New Zealand dollars at the average

rate for the reporting period.

M Impairment of assets

At each reporting date, the Group reviews the carrying amounts of its

assets to determine whether there is any indication that those assets have

suffered an impairment loss. If any such indication exists, the recoverable

amount of the asset is estimated in order to determine the extent of the

impairment loss (if any). Where the asset does not generate cash flows

that are independent from other assets, the Group estimates the

recoverable amount of the cash-generating unit to which the asset

belongs. Goodwill, intangible assets with indefinite useful lives and

intangible assets not yet available for use are tested for impairment

annually and whenever there is an indication that the asset may be

impaired.

8283
N Revenue recognition

Revenue is measured based on the consideration specified in a contract

with a customer. A description of the nature and timing of the various

performance obligations in the Group’s contracts with customers and

when revenue is recognised is outlined at Note 11 (Revenue).

Interest revenues are recognised as accrued, taking into account the

effective yield of the financial asset. Revenue from services is recognised

in the profit or loss over the period of service. Dividend income is

recognised when the right to receive the payment is established.

O Borrowings

Borrowings are recorded initially at fair value, net of transaction costs.

Subsequent to initial recognition, borrowings are measured at amortised

cost with any difference between the initial recognised amount and the

redemption value being recognised in profit or loss over the period of the

borrowing using the effective interest rate. Bond and bank debt issue

expenses, fees and other costs incurred in arranging finance are

capitalised and amortised over the term of the relevant debt instrument or

debt facility.

P Discontinued operations

Classification as a discontinued operation occurs on disposal, or when the

operation meets the criteria to be classified as a non-current asset or

disposal group held for sale (see paragraph (I)), if earlier, and represents a

separate major line of business or geographical area of operations. When

an operation is classified as a discontinued operation, the comparative

statement of comprehensive income is re-presented as if the operation

had been discontinued from the start of the comparative year.

Q Segment reporting

An operating segment is a component of the Group that engages in

business activities from which it may earn revenues and incur expenses,

including revenues and expenses that relate to transactions with any of

the Group’s other components. All operating segments’ operating results

are reviewed regularly by the Group’s Board of Directors to make decisions

about resources to be allocated to the segment and assess its

performance, and for which discrete financial information is available.

The Group is organised into seven main business segments, Manawa

Energy, Mint Renewables, Wellington International Airport, Diagnostic

Imaging, Gurīn Energy, Associate Companies and Other. Other comprises

investment activity not included in the specific categories.

R Financial assets - available for sale

These assets are subsequently measured at fair value. Dividends are

recognised as income in profit or loss unless the dividend clearly

represents a recovery of part of the cost of the investment. Other net

gains and losses are recognised in OCI and are never reclassified to profit

or loss.

S New standards, amendments and pronouncements not

yet adopted by the Group

There are no new standards that are not yet effective that would be

expected to have a material impact on the Group in the current or future

reporting periods and foreseeable future transactions.

2 Nature of business

The Group owns and operates infrastructure businesses and investments

in New Zealand, Australia, the United States, Asia, United Kingdom and

Europe. The Company is a limited liability company incorporated and

domiciled in New Zealand. The address of its registered office is 5 Market

Lane, Wellington, New Zealand.

More information on the individual businesses is contained in Note 5

(Operating segments) and Note 6 (Investments in associates) including

the relative contributions to total revenue and expenses of the Group.

3 Infratil shares and dividends

Ordinary shares (fully paid)

20232022

Total authorised and issued shares

at the beginning of the year723,983,582 722,952,533

Movements during the year:

New shares issued - -

New shares issued under dividend

reinvestment plan - 1,031,049

Treasury stock reissued under

dividend reinvestment plan - -

Share buyback - -

Total authorised and issued

shares at the end of the year723,983,582 723,983,582

All fully paid ordinary shares have equal voting rights and share equally in

dividends and equity. At 31 March 2023 the Group held 1,662,617 shares

as Treasury Stock (31 March 2022: 1,662,617).

Dividends paid on ordinary shares

2023

Cents per

share

2022

Cents per

share

2023

$Millions

2022

$Millions

Final dividend prior year12.00 11.50 86.8 83.0

Interim dividend

current year6.75 6.50 48.9 4 7. 1

Dividends paid on

ordinary shares18.75 18.00 135.7 130.1


4 Earnings per share

2023

$Millions

2022

$Millions

Net surplus from continuing operations

attributable to ordinary shareholders 313.0 43.5

Basic and diluted earnings per share (cps) from

continuing operations43.2 6.0

Net surplus attributable to ordinary

shareholders 643.1 1,169.3

Basic and diluted earnings per share (cps)88.8 161.7

Weighted average number of ordinary shares

Issued ordinary shares at 1 April 724.0 723.0

Effect of new shares issued - -

Effect of new shares issued under dividend

reinvestment plan

- 0.3

Effect of Treasury stock reissued under

dividend reinvestment plan

- -

Effect of shares bought back - -

Weighted average number of ordinary shares

at end of year 724.0 723.3

8485
5 Operating segments

Manawa Energy, Gurīn Energy and Mint Renewables are renewable generation investments, Wellington International Airport is an airport investment and

Qscan Group and RHC NZ Medical Imaging make up the Group’s Diagnostic Imaging platform. Associates comprises Infratil’s investments that are not

consolidated for financial reporting purposes including CDC Data Centres, One New Zealand, RetireAustralia, Longroad Energy, Kao Data, Galileo and

Fortysouth. Further information on these investments is outlined in Note 6. The Group’s investment in the Trustpower Retail business, which was

previously part of Manawa Energy, is treated as a Discontinued Operation at 31 March 2023 and held for sale at 31 March 2022. The Group’s investment

in the Trustpower Retail business and Tilt Renewables are treated as Discontinued Operations as at 31 March 2022. Further information on these

investments is outlined in Note 10.1 and 10.2. All other segments and corporate predominately includes the activities of the Parent Company. The group

has no significant reliance on any one customer. Inter-segment revenue primarily comprises dividends from Manawa Energy.

Manawa

Energy

New

Zealand

$Millions

Mint

Renewables

Australasia

$Millions

Wellington

International

Airport

New Zealand

$Millions

Diagnostic

Imaging

Australasia

$Millions

Gurīn

Energy

Asia

$Millions

Associates

$Millions

All other

segments

and

corporate

New Zealand

$Millions

Eliminations

&

discontinued

operations

$Millions

To t a l

$Millions

For the year ended 31 March 2023

Total revenue482.2 - 139.8 601.2 0.7 - 1 4 7. 8 (5 4.0)1 , 3 1 7. 7

Share of earnings of associate

companies

- - - - - 653.4 - - 653.4

Inter-segment revenue - - - - - - (1 26.0) - (1 26.0)

Total income482.2 - 139.8 601.2 0.7 653.421.8 (5 4.0)1,845.1

Operating expenses (excluding

depreciation and amortisation)

(3 42.0)(2.0)(50.2)(431.3)( 1 7. 1 )-(1 23.3)(75.5)(1,0 41.4)

Interest income0.7 - 2.0 0.8 - - 18.5 - 22.0

Interest expense(25.7) - (28.3)(58.9)(0.1) - (75.6)(0.2)(188.8)

Depreciation and amortisation(23.5) - (28.7)(56.8)(0.4) - - 1.8 ( 1 0 7. 6 )

Net gain/(loss) on foreign exchange

and derivatives

62.9 - - 3.3 0.1 - 25.7 (0.1)91.9

Net realisations, revaluations and

impairments

329.3 - (3.1)0.3 - - (14.4)(329.2)( 1 7. 1 )

Ta xati o n ex p e n s e(39.6) - (6.3)(14.4) - - 17.4 0.4 (42.5)

Net surplus/(loss) for the year444.3 (2.0)25.2 4 4.2 (16.8)653.4(1 29.9)(4 56.8)561.6

Net surplus/(loss) attributable to

owners of the company

224.8 (1.5)16.6 22.3 (15.9)653.4(1 29.9)(295.4)474.4

Net surplus/(loss) attributable to

non-controlling interests

219.5 (0.5)8.6 21.9 (0.9) - - (161.4)8 7. 2

Current assets1 3 7. 6 4.2 14 4.8 85.0 26.7 - 6 0 7. 7 169.7 1,175.7

Non-current assets1,965.8 0.4 1,660.0 2,33 4.6 2.8 2,818.4 504.9 (273.8)9,013.1

Current liabilities156.4 0.4 108.1 554.226.0 - 2 9 7. 7 42.5 1,185.3

Non-current liabilities678.1 - 823.3 479.70.3 - 1 , 4 2 7. 7 (216.3)3,192.8

Net assets1,268.9 4.2 873.4 1,385.7 3.2 2,818.4 (612.8)69.7 5,810.7

Non-controlling interest percentage 48.9% 2 7. 0 % 3 4.0% 4 7. 4 % 5.0%

Capital expenditure and

investment4 4.2 - 69.7 62.8 2.9 532.5 24.2 - 736.3

Manawa

Energy

New

Zealand

$Millions

Tilt

Renewables

Australasia

$Millions

Wellington

International

Airport

New Zealand

$Millions

Diagnostic

Imaging

Australia

$Millions

Gurīn

Energy

Asia

$Millions

Associates

$Millions

All other

segments

and

corporate

New

Zealand

$Millions

Eliminations &

discontinued

operations

$Millions

To t a l

$Millions

For the year ended 31 March 2022

Total revenue1 , 1 8 7. 8 60.0 95.6 4 40.5 - - 8 7. 4 (759.0)1,112.3

Share of earnings of associate

companies

- - - - - 268.5 - - 268.5

Inter-segment revenue - - - - - - (72.8)(10.6)(83.4)

Total income1 , 1 8 7. 8 60.0 95.6 4 40.5 - 268.5 14.6 (769.6)1 , 2 9 7. 4

Operating expenses (excluding

Depreciation and amortisation)(983.2)( 4 7. 9 )(39.1)(341.3)(6.3) - (222.7)6 40.3 (1,000.2)

Interest income0.4 0.2 - - - 6.2 (0.4)6.4

Interest expense(29.8)(6.7)(26.1)(34.4)(0.1) - (76.7)7.9 (165.9)

Depreciation and amortisation( 4 7. 4 )(19.5)(30.5)(4 0.4)(0.1) - - 46.5 (91.4)

Net gain/(loss) on foreign exchange

and derivatives

42.9 (12.7)(1.1)9.2 - - 1 7. 0 12.7 68.0

Net realisations, revaluations and

impairments

- - 6.5 0.1 - - 1,14 4.4 (1,136.8)14.2

Ta xati o n ex p e n s e(50.6)3.8 (2.5)(14.5) - - 40.3 0.9 (2 2.6)

Net surplus/(loss) for the year119.7 (2 2.6)3.0 19.2 (6.5)268.5 923.1 (1,198.5)105.9

Net surplus/(loss) attributable to

owners of the company

59.8 (14.8)2.0 9.6 (6.2)268.5 923.1 (1,198.5)43.5

Net surplus/(loss) attributable to

non-controlling interests

59.9 ( 7. 8 )1.0 9.6 (0.3) - - -62.4

Current assets 300.0 - 55.9 74.1 3.6 - 780.3 83.8 1 , 2 9 7. 7

Non-current assets 1,951.2 - 1 , 474.7 2,250.2 0.5 2,595.2 425.7 (14 3.4)8,554.1

Current liabilities 452.8 - 17.9 133.8 2.3 - 471.5 35.6 1,113.9

Non-current liabilities 755.8 - 762.2 821.0 - - 1,401.6 (14 3.4)3 , 5 9 7. 2

Net assets1,042.6 - 750.5 1,369.5 1.8 2,595.2 ( 6 6 7. 1 )48.2 5,140.7

Non-controlling interest percentage 49.0% 34.9% 3 4.0% 46.8% 5.0%

Capital expenditure and investments 46.3 33.7 19.6 4 33.7 8.3 307.9 - (33.7)815.8

8687
Entity wide disclosure - geographical

The Group operates in two principal areas, New Zealand and Australia, as well as having certain investments in the United States, the United Kingdom,

Asia and Europe. The Group’s geographical segments are based on the location of both customers and assets. The Group’s investment in Trustpower’s

Retail business was classified as a Discontinued Operations as at 31 March 2023 and held for sale at 31 March 2022. The Group’s investment in

Trustpower’s Retail business and Tilt Renewables are treated as a Discontinued Operation as at 31 March 2022.

New Zealand

$Millions

Australia

$Millions

Asia

$Millions

United States

$Millions

United

Kingdom &

Europe

$Millions

Eliminations &

discontinued

operations

$Millions

To t a l

$Millions

For the year ended 31 March 2023

Total revenue1,078.4 292.5 0.7 - - (5 4.0)1 , 3 1 7. 6

Share of earnings of associate companies199.1 4 0 7. 7 - 3 7. 5 9.1 - 653.4

Inter-segment revenue(1 25.9) - - - - - (1 25.9)

Total income1,151.6 700.2 0.7 3 7. 5 9.1 (5 4.0)1,845.1

Operating expenses (excluding Depreciation

and amortisation)(8 41.5)(233.3)( 1 7. 1 ) - - 50.5 (1,0 41.4)

Interest income21.7 0.3 - - - - 22.0

Interest expense(165.5)(23.0)(0.1) - - (0.2)(188.8)

Depreciation and amortisation(75.5)(33.5)(0.4) - - 1.8 ( 1 0 7. 6 )

Net gain/(loss) on foreign exchange and derivatives91.9 - 0.1 - - (0.1)91.9

Net realisations, revaluations and impairments312.1 - - - - (329.2)( 1 7. 1 )

Ta xati o n ex p e n s e(41.3)(1.7) - - - 0.5 (42.5)

Net surplus/(loss) for the year453.5 409.0 (16.8)3 7. 5 9.1 (330.7)561.6

Current assets931.5 4 7. 3 26.7 - - 170.2 1,175.7

Non-current assets5,671.12,759.5 2.8 4 41.1 308.8 (170.2)9,013.1

Current liabilities1,019.270.0 26.0 - - 70.1 1,185.3

Non-current liabilities3,041.03 6 7. 8 0.3 - - (216.3)3,192.8

Net assets2,542.4 2,369.0 3.2 4 41.1 308.8 146.2 5,810.7

Capital expenditure and investments355.9 4 7. 6 2.9 266.4 63.5 -736.3

New Zealand

$Millions

Australia

$Millions

Asia

$Millions

United States

$Millions

United

Kingdom &

Europe

$Millions

Eliminations &

discontinued

operations

$Millions

To t a l

$Millions

For the year ended 31 March 2022

Total revenue1,613.8 2 5 7. 7 - - - (759.0)1,112.5

Share of earnings of associate companies10.3 2 3 7. 1 - 2 7. 7 (6.6) - 268.5

Inter-segment revenue(72.8) - - - - (10.6)(83.4)

Total income1,551.3 494.8 - 2 7. 7 (6.6)(769.6)1 , 2 9 7. 6

Operating expenses (excluding Depreciation

and amortisation)(1,4 82.0)(214.5)(6.3) - - 702.4 (1,000.4)

Interest income8.7 (1.9) - - - (0.4)6.4

Interest expense(152.2)(21.7)(0.1) - - 8.1 (165.9)

Depreciation and amortisation(103.0)(3 4.8)(0.1) - - 46.5 (91.4)

Net gain/(loss) on foreign exchange and derivatives68.7 (13.4) - - - 12.7 68.0

Net realisations, revaluations and impairments1,176.8 (25.9) - - - (1,136.7)14.2

Ta xati o n ex p e n s e(33.1)9.6 - - - 0.9 (2 2.6)

Net surplus/(loss) for the year1,035.2 192.2 (6.5)2 7. 7 (6.6)(1,136.1)105.9

Current assets1,197.5 16.0 3.6 - - 80.6 1 , 2 9 7. 7

Non-current assets6,359.2 1,868.1 0.5 183.5 223.0 (80.2)8,554.1

Current liabilities1,055.5 2 7. 1 2.3 - - 29.0 1,113.9

Non-current liabilities3,689.3 51.3 - - - (14 3.4)3 , 5 9 7. 2

Net assets2,811.9 1,805.7 1.8 183.5 223.0 114.8 5,140.7

Capital expenditure and investments474.8 76.0 8.3 58.7 231.7 (33.7)815.8

8889
6 Investments in associates

Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. The Group’s

investments in associates are made through a combination of equity, and in certain instances shareholder loans to those entities.

2023

$Millions

2022

$Millions

Investments in associates are as follows:

Equity investments in associates2,388.9 2,125.9

Shareholder loans to associates429.6 469.4

Investments in associates2,818.5 2,595.3

Note

2023

$Millions

2022

$Millions

Investments in associates are as follows:

One New Zealand6.1171.7 838.2

CDC Data Centres6.21,403.4 1,026.2

RetireAustralia6.3410.9 4 1 7. 3

Longroad Energy 6.4315.8 90.5

Kao Data6.5255.7 203.4

Galileo6.653.3 19.7

Fortysouth6.72 0 7. 7 -

Investments in associates2,818.5 2,595.3

Note

2023

$Millions

2022

$Millions

Equity accounted earnings of associates are as follows:

One New Zealand6.1204.0 10.3

CDC Data Centres6.2411.8 158.1

RetireAustralia6.3(4.1)79.1

Longroad Energy 6.43 7. 4 2 7. 7

Kao Data6.520.5 (2.2)

Galileo6.6(11.4)(4.5)

Fortysouth6.7(4.8) -

Share of earnings of associate companies653.4 268.5

6.1 One New Zealand (formerly Vodafone New Zealand)

One New Zealand (‘One NZ’) is one of New Zealand’s leading digital services and connectivity companies. Infratil holds a 49.95% shareholding

(31 March 2022: 49.95%) in ICN JV Investments Limited (the ultimate parent company of One New Zealand), alongside investment partners

Brookfield Asset Management Inc. (‘Brookfield’) (49.95%) and One NZ management (0.10%).

Movement in the carrying amount of the Group's investment in One NZ:

2023

$Millions

2022

$Millions

Carrying value at 1 April838.2 8 5 7. 3

Acquisition of shares - -

Capitalised transaction costs - -

Shareholder loans - -

Total capital contributions during the year - -

Interest on shareholder loan15.6 9.7

Share of associate’s surplus/(loss) before income tax93.0 2.0

Share of associate’s income tax (expense)95.4 (1.4)

Total share of associate’s earnings during the year204.0 10.3

Share of associate's other comprehensive income0.7 7. 8

less: Distributions received( 1 0 7. 4 )( 2 7. 5 )

less: Return of capital(690.2) -

less: Shareholder loan repayments including interest(73.6)(9.7)

Carrying value of investment in associate171.7 838.2

Summary financial information:

2023

$Millions

2022

$Millions

Summary information for One NZ is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets428.2 4 59.7

Non-current assets3,090.7 3,5 4 4.0

Total assets3,518.9 4,003.7

Current liabilities572.7 528.1

Non-current liabilities2,869.0 2,362.8

Total liabilities3,441.7 2,890.9

Net assets (100%)77.2 1,112.8

less: Non-controlling interest(4.6) -

Group's share of net assets 36.1 555.7

Revenues1, 9 8 3 . 8 1,963.5

Net surplus/(loss) after tax554.9 11.4

Total other comprehensive income1.7 13.3

2023

$Millions

2022

$Millions

Reconciliation of the carrying amount of the Group's investment in One NZ:

Group's share of net assets36.1 555.7

add: Shareholder loan224.2 282.3

less: Infratil’s share of the gain on sale of Aotearoa Towers limited(88.8) -

add: Capitalised transaction costs0.2 0.2

Carrying value of investment in associate171.7 838.2

9091
6.2 CDC Data Centres

CDC Data Centres (‘CDC’) is an owner, operator and developer of data centres, with operations in Canberra, Sydney and Auckland. Infratil holds a

48.08% shareholding (31 March 2022: 48.10%) in CDC Group Holdings Pty Ltd (the ultimate parent company of CDC Data Centres), alongside

investment partners the Commonwealth Superannuation Corporation (24.04%), Future Fund (24.04%) and CDC Data Centres management (3.84%).

Movement in the carrying amount of the Group’s investment in CDC:

2023

$Millions

2022

$Millions

Carrying value at 1 April

1,026.2 873.0

Acquisition of shares14.2 1 7. 3

Capitalised transaction costs - 0.1

Shareholder loans - -

Total capital contributions during the year14.2 17.4

Interest on shareholder loan8.8 8.5

Share of associate’s surplus/(loss) before income tax

5 74.1 204.6

Share of associate’s income tax (expense)(171.8)(58.5)

add: share of associate's share capital issue, net of dilution0.7 3.5

Total share of associate’s earnings during the year

411.8 158.1

Share of associate's other comprehensive income

5.1 (0.6)

less: Distributions received(29.5)(2.0)

less: Shareholder loan repayments including interest( 7. 6 )(11.4)

Foreign exchange movements recognised in other comprehensive income(16.8)(8.3)

Carrying value of investment in associate1,403.4 1,026.2

Summary financial information:

2023

A$Millions

2022

A$Millions

Summary information for CDC is not adjusted for the percentage ownership held by the Group

(unless stated)

Current assets110.1 146.2

Non-current assets5,762.3 4,084.1

Total assets5,872.4 4,230.3

Current liabilities74.0 102.1

Non-current liabilities3,428.1 2 , 4 9 7. 4

Total liabilities3,502.1 2,599.5

Net assets (100%)2,370.3 1,630.8

Group's share of net assets1,139.7 784.4

Revenues3 45.0 259.6

Net surplus/(loss) after tax762.7 286.6

Total other comprehensive income10.7 (1.2)

2023

$Millions

2022

$Millions

Reconciliation of the carrying amount of the Group's investment in CDC:

Group's share of net assets in NZD1,220.2 84 4.5

Goodwill6.2 4.7

add: Shareholder loan1 7 7. 0 1 7 7. 0

Carrying value of investment in associate1,403.4 1,026.2

CDC’s functional currency is Australian Dollars (A$) and the summary financial information shown is presented in this currency. The NZD/AUD exchange rates used to convert

the summary financial information to the Group’s functional currency (NZ$) were 0.9340 (Spot rate) and 0.9114 (Average rate) (2022: Spot rate 0.9287, Average rate

0.9429).

6.1.1 Sale of Vodafone’s passive tower assets

On 18 July 2022, One NZ announced the sale of its passive mobile tower assets for $1,700 million to funds managed, or advised, by investors InfraRed

Capital Partners (40%) and Northleaf Capital Partners (40%).

On 1 November 2022, One NZ completed the sale of Aotearoa Towers Limited (holder of the passive mobile tower assets) which resulted in a gain on sale

to One NZ of $444.0 million (Infratil share: $221.8 million). As part of the transaction, Infratil reinvested to hold 20% of Aotearoa Towers Limited (now

operating as Fortysouth), which requires Infratil to eliminate 20% of the allocated gain on sale from the transaction.

The sale resulted in One NZ entering a Master Services Agreement (‘MSA’) to obtain access to both existing and new towers, and a commitment from

Aotearoa Towers Limited to build at least 390 additional sites over the next 10 years to enhance One NZ’s relative coverage and capacity position.

Concurrent with completion of the sale on 1 November 2022, Aotearoa Towers Limited has novated the MSA to Aotearoa Towers Group LP. One New

Zealand recognised a sale under the Share Purchase Agreement and lease back under the MSA.

9293
6.4 Longroad Energy

Longroad Energy Holdings, LLC (‘Longroad Energy’), is a Boston, MA, headquartered renewable energy developer focused on the development,

ownership, and operation of utility-scale wind and solar energy projects throughout North America. Infratil holds a 37.05% (2022: 40.0%) shareholding

in Longroad Energy, alongside investment partners the New Zealand Superannuation Fund (37.05%) (2022: 40.0%), MEAG (12.0%) (2022: nil) and

Longroad Energy management (13.9%) (2022: 20.0%).

On 1 August 2022, Infratil, together with its co-investors the NZ Super Fund and the Longroad Energy management team, announced that MEAG, acting

as the asset management arm for entities of Munich Re, had agreed to invest US$300 million to acquire a 12% stake in Longroad Energy. MEAG’s

investment was subject to certain conditions, primarily customary US regulatory approvals from the Federal Energy Regulatory Commission and the

Committee on Foreign Investment in the United States. These conditions were met, and the transaction completed on 6 October 2022.

Immediately prior to completion of the transaction both Infratil and the NZ Super Fund each contributed US$85.0 million to Longroad Energy which

resulted in US$20.2m million being recognised as goodwill. Following the transaction, Infratil and the NZ Super Fund each retain a 37% stake in Longroad

Energy. As part of the transaction both Infratil and the NZ Super Fund also agreed to invest a further US$100 million, which will be used to fund Longroad

Energy’s near-term development pipeline.

With MEAG entering as a co-investor (12%) but contributing 40% of the US$500 million capital commitment, if this capital commitment was called

upfront on day one, Infratil would have recognised an upfront gain on sale on the sale of an interest to MEAG of US$72.9 million. However, the gain on sale

will depend on the net assets of the associate at the time the commitment is called. At 31 March 2023, US$39.5m was recognised as a gain on sale on

the transaction, with US$225 million outstanding to be called (Infratil share: US$45.0 million). When the remainder of the commitment is called, it is

expected that Infratil will continue to recognise gains on the sale of an interest to MEAG until the full commitment is utilised.

Movement in the carrying amount of the Group’s investment in Longroad Energy:

2023

$Millions

2022

$Millions

Carrying value at 1 April9 0.5 4 4.9

Capital contributions242.2 58.7

Shareholder loans - -

Total capital contributions during the year242.2 58.7

Share of associate’s surplus/(loss) before income tax(25.8)2 7. 7

Share of associate’s income tax (expense) - -

Gain/(loss) on sale of interest63.2 -

Total share of associate’s earnings during the year3 7. 4 2 7. 7

Share of associate’s other comprehensive income20.3 13.4

Share of associates other reserves

( 74.6) -

Fair value movements

- -

less: Distributions received

( 7. 7 )(10.7)

less: Capital returned - (4 3.3)

Foreign exchange movements7. 7 (0.2)

Carrying value of investment in associate315.8 90.5

6.3 RetireAustralia

RetireAustralia is an owner, operator and developer of retirement villages, with villages in New South Wales, Queensland and South Australia. Infratil

holds a 50% shareholding in RA (Holdings) 2014 Pty Limited (the ultimate parent company of RetireAustralia), with investment partner the New Zealand

Superannuation Fund holding the other 50%.

Movement in the carrying amount of the Group’s investment in RetireAustralia:

2023

$Millions

2022

$Millions

Carrying value at 1 April

4 1 7. 3 3 40.9

Acquisition of shares - -

Total capital contributions during the year - -

Share of associate’s surplus/(loss) before income tax(6.4)79.1

Share of associate’s income tax (expense)2.3 -

Total share of associate’s earnings during the year

(4.1)79.1

Share of associate's other comprehensive income

- -

less: Distributions received - -

Foreign exchange movements recognised in other comprehensive income(2.3)(2.7)

Carrying value of investment in associate410.9 4 1 7. 3

Summary financial information:

2023

A$Millions

2022

A$Millions

Summary information for RetireAustralia is not adjusted for the percentage ownership held by the Group (unless

stated)

Current assets189.5 212.1

Non-current assets2,871.0 2,681.1

Total assets3,060.5 2,893.2

Current liabilities2,033.0 1,948.4

Non-current liabilities259.9 169.7

Total liabilities2,292.9 2,118.1

Net assets (100%)7 6 7. 6 775.1

Group's share of net assets383.8 3 8 7. 6

Group's share of net assets and carrying value of investment in associate ($NZD)410.9 4 1 7. 3

Revenues61.0 1 1 7. 8

Net surplus/(loss) after tax( 7. 5 )149.1

Total other comprehensive income - -

RetireAustralia’s functional currency is Australian Dollars (A$) and the summary financial information shown is presented in this currency. The NZD/AUD exchange rates used

to convert the summary financial information to the Group’s functional currency (NZ$) were 0.9340 (Spot rate) and 0.9114 (Average rate) (2022: Spot rate 0.9287, Average

rate 0.9429).

9495
6.5 Kao Data

Kao Data develops and operates advanced data centres in the United Kingdom. Infratil holds a 39.88% shareholding in Kao Data, alongside Goldacre

(30.06%) and Legal & General Group (30.06%).

Movement in the carrying amount of the Group’s investment in Kao Data:

2023

$Millions

2022

$Millions

Carrying value at 1 April203.4 -

Cost of equity21.2 212.8

Capitalised transaction costs-5.1

Shareholder loans--

Total capital contributions during the period21.2 2 1 7. 9

Share of associate’s surplus/(loss) before income tax20.5 (2.2)

Share of associate’s income tax (expense)--

Total share of associate’s earnings in the period20.5(2.2)

Share of associate’s other comprehensive income

--

less: Distributions received

--

less: shareholder loan repayments including interest--

Foreign exchange movements10.6 (1 2.3)

Carrying value of investment in associate255.7 203.4

Summary financial information:

2023

£Millions

2022

£Millions

Summary information for Kao Data is not adjusted for the percentage ownership held by the Group

(unless stated)

Current assets22.4 4 4.6

Non-current assets343.8 253.4

Total assets366.2 298.0

Current liabilities61.8 4 4.3

Non-current liabilities62.4 65.7

Total liabilities124.2 110.0

Net assets (100%)242.0 188.0

Group's share of net assets96.5 21.5

Revenues4 4.1 7. 0

Net profit/(loss) after tax26.7 (9.8)

Total other comprehensive income--

2023

$Millions

2022

$Millions

Reconciliation of the carrying amount of the Group's investment in Kao Data:

Group's share of net assets in NZD190.7 141.2

Goodwill59.9 5 7. 1

add: Capitalised transaction costs5.1 5.1

Carrying value of investment in associate255.7 203.4

Kao Data’s functional currency is the Pound Sterling (GBP) and the summary financial information shown is presented in this currency. The NZD/GBP exchange rates used to

convert the summary financial information to the Group’s functional currency ($NZD) were 0.5060 (Spot rate) and 0.5175 (Average rate) (31 March 2022: Spot rate 0.5308,

Average rate 0.5100).

At 31 March 2023, Infratil has contributed £117.3 million (2022: £106.4 million), in the form of capital contributions.


Summary financial information:

31 December 2022

US$Millions

31 December 2021

US$Millions

Summary information for Longroad is not adjusted for the percentage ownership held by the Group

(unless stated)

Current assets230.8 116.3

Non-current assets2,736.3 2,142.8

Total assets2,967.1 2,259.1

Current liabilities250.7 223.2

Non-current liabilities1 , 2 0 7. 0 1,041.3

Total liabilities1 , 4 5 7. 7 1,264.5

Net assets (100%)1,509.4 994.6

Adjustment for movements between 31 December and 31 March(51.5)24.4

less: Non-controlling interests at 31 March( 9 7 7. 5 )(865.5)

Net assets attributable to owners of Longroad Energy as at 31 March480.4 153.5

Group's share of net assets at 31 March178.0 61.9

Group's share of net assets at 31 March (NZ$)283.6 88.7

Adjust Montgomery Street Holdings carrying value to nil at 31 March (NZ$) - 1.8

Goodwill32.2 -

Carrying value of investment in associate (NZ$)315.8 90.5

Revenues136.3 139.1

Net surplus/(loss) after tax(24.1)21.7

Total other comprehensive income - 11.2

Longroad’s functional currency is United States Dollars (US$) and the summary financial information shown is presented in this currency. The NZD/USD exchange rates

used to convert the summary financial information to the Group’s functional currency (NZ$) were 0.6275 (Spot rate) and 0.6240 (Average rate) (2022: Spot rate 0.6975,

Average rate 0.6969).

The summary information provided is taken from the most recent audited annual financial statements of Longroad Energy Holdings, LLC which have a balance date of

31 December and are reported as at that date.

At 31 March 2023, Infratil has contributed US$152.0 million (2022: US$68.0 million), in the form of capital contributions.

Letter of credit facility

Longroad has obtained an uncommitted secured letter of credit facility of up to US$200million (31 March 2022: US$225 million) from HSBC Bank.

Letters of credit under the Facility are on issue to beneficiaries to support the development and continued operations of Longroad. Infratil has provided

shareholder backing of the Longroad Letter of Credit facility, specifically, Infratil (the New Zealand Superannuation Fund and MEAG) have collectively

agreed to meet up to US$200 million of capital calls (i.e. subscribe for additional units) equal to Longroad’s reimbursement obligation in the event

that a Letter of Credit is called and Longroad cannot fund the call, taking into account immediately available working capital. As at 31 March 2023,

Infratil’s share of Longroad’s Letter of Credit facility is 43.0%. Letters of Credit on issue under the Longroad Letter of Credit facility at 31 March 2023 are

US$90.2 million (Infratil share: US$38.8 million) (31 March 2022: US$76.8 million (Infratil share: US$38.4 million)).

9697
6.6 Galileo

Galileo’s focus is primarily the development of wind, solar PV energy projects and storage solutions across parts of Europe. Infratil holds a 40%

shareholding in Galileo, alongside the New Zealand Superannuation Fund (20%), Commonwealth Superannuation Corporation (20%) and the

Morrison & Co Growth Infrastructure Fund (20%).

Movement in the carrying amount of the Group’s investment in Galileo:

2023

$Millions

2022

$Millions

Carrying value at 1 April19.7 10.8

Cost of equity26.6 10.5

Capitalised transaction costs--

Shareholder loans15.7 3.3

Total capital contributions during the period42.3 13.8

Interest on shareholder loan (including accruals)0.2 0.1

Share of associate’s surplus/(loss) before income tax(11.3)(4.0)

Share of associate’s income tax (expense)(0.3)(0.6)

Total share of associate’s earnings in the period(11.4)(4.5)

Share of associate’s other comprehensive income--

less: Distributions received--

less: shareholder loan repayments including interest--

Foreign exchange movements2.7 (0.4)

Carrying value of investment in associate53.3 19.7

Summary financial information:

2023

€Millions

2022

€Millions

Summary information for Galileo is not adjusted for the percentage ownership held by the Group (unless stated)

Current assets51.9 5.9

Non-current assets39.7 26.5

Total assets91.6 32.4

Current liabilities6.1 2.7

Non-current liabilities48.3 16.5

Total liabilities54.4 19.2

Net assets (100%)3 7. 2 13.2

Group's share of net assets14.0 5.4

Revenues(2.3)0.7

Net profit/(loss) after tax(17.4)(0.9)

Total other comprehensive income--

2023

$Millions

2022

$Millions

Reconciliation of the carrying amount of the Group’s investment in Galileo:

Group's share of net assets in NZD24.3 8.5

add: Shareholder loan2 7. 9 10.2

add: Capitalised transaction costs1.1 1.0

Carrying value of investment in associate53.3 19.7

Galileo’s functional currency is the Euro (EUR) and the summary financial information shown is presented in this currency. The NZD/EUR exchange rates used to convert

the summary financial information to the Group’s functional currency ($NZD) were 0.5749 (Spot rate) and 0.5993 (Average rate) (31 March 2022: Spot rate 0.6241,

Average rate 0.5996).

At 31 March 2023, Infratil has contributed €41.9 million in total (2022: €22.7 million), in the form of shareholder loan drawdowns (€15.9 million) and capital contributions

(€26.0million) (31 March 2022: shareholder loan drawdowns: €6.3 million, capital contributions: €10.4 million).

Letter of credit facility

In accordance with Galileo’s investors initial commitment to provide support of up to €100 million to facilitate Galileo obtaining a Letter of Credit facility

(‘LC’), on 9 October 2020, Galileo executed a €90 million LC facility with ANZ (London Branch). The purpose of the Uncommitted Standby LC is to secure

any customary development or other obligations arising from energy development and construction projects in Europe. At 31 March 2023 €39.0 million

LCs have been issued by ANZ (Infratil share: €15.6 million) (31 March 2022: €31.0 million, Infratil share: €12.4 million).

6.7 Fortysouth

On 1 November 2022, One New Zealand (‘formerly Vodafone New Zealand’), sold their passive mobile tower assets for $1,700 million to InfraRed

Capital Partners (40%) and Northleaf Capital Partners (40%). As part of the transaction, Infratil reinvested to hold 20% in Fortysouth. The Group has

determined that its investment in Fortysouth is an investment in associate, and provisional equity accounting has been applied below. The Group’s share

of associate’s earnings for the period includes Infratil’s share of transaction costs that were incurred at the holding structure level.

The fair value of the assets acquired and liabilities assumed resulted in provisional goodwill of $576.6 million, $817.2 million of customer network service

contracts and $102.6 million of network locations being recognised by Fortysouth.

Movement in the carrying amount of the Group’s investment in Fortysouth:

2023

$Millions

2022

$Millions

Carrying value at 1 April--

Cost of equity212.1 -

Capitalised transaction costs0.4 -

Total capital contributions during the period212.5 -

Interest on shareholder loan (including accruals)--

Share of associate’s surplus/(loss) before income tax(4.8)-

Share of associate’s income tax (expense)--

Total share of associate’s earnings in the period(4.8)-

Share of associate’s other comprehensive income--

less: Distributions received--

Carrying value of investment in associate2 0 7. 7 -

Summary financial information:

2023

$Millions

2022

$Millions

Summary information for Fortysouth is not adjusted for the percentage ownership held by the Group

(unless stated)

Current assets49.7 -

Non-current assets1,814.5 -

Total assets1,864.2 -

Current liabilities24.1 -

Non-current liabilities803.6 -

Total liabilities8 2 7. 7 -

Net assets (100%)1,036.5 -

Group's share of net assets2 0 7. 3 -

Revenues32.1 -

Net profit/(loss) after tax(23.8)-

Total other comprehensive income--

2023

$Millions

2022

$Millions

Reconciliation of the carrying amount of the Group’s investment in Fortysouth:

Group's share of net assets2 0 7. 3 -

Goodwill--

add: Capitalised transaction costs0.4 -

Carrying value of investment in associate2 0 7. 7 -

9899
8 Investment in subsidiaries and associates

The significant companies of the Infratil Group and their activities are shown below. The financial year end of all the significant subsidiaries and associates

is 31 March with exceptions noted.

2023

Holding

2022

HoldingPrincipal Activity

Subsidiaries

New Zealand

Infratil Finance Limited 100% 100% Finance

Infratil Infrastructure Property Limited100%100%Property

Manawa Energy Limited51.1% 51.0% Renewable Energy Generation

Wellington International Airport Limited66.0% 66.0% Airport

RHCNZ Limited (Pacific Radiology, Auckland Radiology Group

and Bay Radiology)50.1% 50.5% Diagnostic Imaging

Mint Renewables Limited73.0% - Renewable Energy Development

Australia

Qscan Group Holdings Newco Pty (Qscan Group)55.1% 56.3% Diagnostic Imaging

Asia

Gurīn Energy Pte. Limited95.0% 95.0% Renewable Energy Development

Associates

New Zealand

ICN JV Investments Limited (One New Zealand)49.9% 49.9% Telecommunications

Mahi Tahi Towers Limited (Fortysouth)20.0% - Mobile Towers

Australia

CDC Group Holdings Pty Ltd (CDC Data Centres)48.1%48.1%Data Centres

R A (Holdings) 2014 Pty Limited (RetireAustralia)50.0% 50.0% Retirement Living

United States

Longroad Energy Holdings, LLC (31 December year end)3 7. 1 % 40.0% Renewable Energy Development

Europe

Galileo Green Energy, LLC40.0% 40.0% Renewable Energy Development

United Kingdom

Kao Data Limited39.9%39.9%Data Centres

7 Other investments

2023

$Millions

2022

$Millions

Clearvision Ventures125.2 93.2

Other17.4 8.0

Other investments142.6 101.2

Clearvision Ventures

In February 2016 Infratil made an initial commitment of US$25 million to the California based Clearvision Ventures. Further commitments of US$25

million and US$50 million were made in May 2020 and May 2022 respectively bringing Infratil’s total commitments to US$100 million. The strategic

objective of the investment is to help Infratil’s businesses identify and engage with technology changes that will impact their activities. As at 31 March

2023, Infratil has made total contributions of US$46.4 million (31 March 2022: US$31.1 million), with the remaining US$53.6 million commitment

uncalled at that date.

9 Acquisition and establishment of new subsidiaries

9.1 RHCNZ acquisition of Auckland Radiology and Bay Radiology

During the prior year RHC Holdco NZ Limited acquired 100% of Auckland Radiology Group Services Limited, (‘Auckland Radiology’) and 100% of

Bay Radiology Limited (‘Bay Radiology’). The acquisition accounting required under IFRS 3 in relation to the Auckland Radiology and Bay Radiology

transactions had not been finalised as at 31 March 2022, and therefore certain amounts recorded in the financial statements at that date were

reported as provisional.

The acquisition accounting required under NZ IFRS 3 in relation to the acquisitions has now been finalised. Goodwill of $324.1 million has been

recognised based on the carrying value of the identifiable assets and liabilities acquired, including intangible assets. The fair value of intangible assets

(customer contracts and brands) was valued at $28.7 million. A corresponding deferred tax liability of $7.7 million has also been recognised on the

brand intangibles.

9.2 Qscan acquisition Envision Medical Imaging

On 7 April 2022, Qscan Group (‘Qscan’) acquired 100% of Envision Medical Imaging (‘Envision’), Perth’s largest privately owned medical imaging clinic.

Qscan has determined that Envision is a subsidiary based on its voting equity interest and has therefore consolidated Envision from the acquisition date.

As a result of the transaction, Infratil’s shareholding in Qscan Group Holdings Newco Pty, which in turns owns 100% of the Qscan Group, was diluted from

56.25% to 55.1%.

The transaction was settled in cash through external debt funding by Qscan, inclusive of transaction costs relating to the acquisition, for A$33.8 million

and A$11.9 million settled through equity in Qscan Group Holdings Limited. The total acquisition cost of A$45.7 million.

The acquisition accounting required under NZ IFRS 3 in relation to the Envision transaction has been finalised, and goodwill of A$39.0 million has been

recognised in the 31 March 2023 financial statements.

Goodwill has been recognised based on the carrying value of the identifiable assets and liabilities acquired, including intangible assets. The fair value of

intangible assets (customer contracts and brands) has been valued at A$3.9 million. A corresponding deferred tax liability of A$1.2 million has also been

recognised on the brand intangibles.

9.3 Mint Renewables

On 15 December 2022, Infratil announced the establishment of Mint Renewables Limited (‘Mint Renewables’), a renewable energy platform focused on

Australia. Infratil has invested 73% in Mint Renewables alongside the Commonwealth Superannuation Corporation (27%). Infratil has committed capital of

A$219 million that is expected to be invested over the next 3 to 5 years. As at 31 March 2023, A$4.2 million of capital had been called from Infratil.

Infratil has determined that Mint Renewables is a subsidiary based on its voting equity interest and has therefore consolidated Mint Renewables from the

acquisition date.

As the newly formed entity had no material assets on establishment, no fair value exercise was required.

10 Discontinued operations and assets held for sale

Notes

2023

$Millions

2022

$Millions

Summary of results of discontinued operations

Tilt Renewables10.1 - 1,114.1

Trustpower Retail Business10.2 330.1 11.7

Net surplus from discontinued operations after tax330.1 1,125.8

10.1 Tilt Renewables

On 3 August 2021, the Group completed the sale of its 65.15% stake in Tilt Renewables for gross proceeds of $1,984.1 million to a consortium

comprising Powering Australian Renewables and Mercury NZ Limited. After sales costs, the net proceeds from the sale of Infratil’s 65.15% interest were

$1,959.2 million, resulting in a gain on sale of the 65.15% interest of $1,136.8 million. The Group’s share of Tilt Renewable’s operating earnings for the

period was $1,114.1 million.

As the carrying amount of the Group’s investment in Tilt Renewables has been recovered through the sale transaction, the investment in Tilt Renewables

was classified as a discontinued operation at 31 March 2022. A detailed note disclosure is included in the published financial statements for the year

ended 31 March 2022.

100101
10.2 Trustpower Retail Business

On 21 June 2021, Trustpower announced the conditional sale of its gas, telecommunication and retail electricity supply business (excluding the supply of

electricity to commercial and industrial customers) to Mercury NZ Limited.

On 2 May 2022, Trustpower announced the conditions of the Trustpower Retail business to Mercury NZ Limited had been met and completion of the sale

occurred (effective as of 1 May 2022). The sale price was $467.4 million including working capital adjustments. A working capital wash-up process was

then completed which resulted in Mercury NZ Limited paying an additional $2.0 million to bring the final sale proceeds to $469.4 million. After sale costs,

the net proceeds from the sale were $467.0 million, resulting in a gain on sale at the group consolidated level of $328.8 million. At that date the company

also confirmed its name change to Manawa Energy Limited.

As the carrying amount of the Group’s investment in the Trustpower Retail business has been recovered through a sale transaction, the Trustpower Retail

business has been classified as a discontinued operation at 31 March 2023 and 31 March 2022.

2023

$Millions

2022

$Millions

Results of discontinued operation

Revenue5 4.0 699.0

Operating expenses50.5 654.5

Results from operating activities3.5 4 4.5

Depreciation and amortisation(1.9)( 2 7. 0 )

Net realisations, revaluations, impairments328.8 -

Net financing expense0.1 (1.2)

Net surplus/(loss) before tax330.5 16.3

Taxation (expense)/credit(0.4)(4.6)

Net surplus/(loss) from discontinued operation after tax330.1 11.7

Current assets166.5 194.8

Current liabilities(41.5)(50.9)

Net assets of discontinued operation125.0 143.9

The net gain on sale is calculated as follows:

Gross sale proceeds469.4

Carrying amount of assets and liabilities as at the date of sale (including goodwill)(1 24.9)

Infratil goodwill(13.3)

Gain on sale331.2

less: Transaction costs(2.4)

Net gain on sale328.8

Included in operating expenses are $2.4 million of disposal costs (31 March 2022: $3.0 million).

Cash flows from/(used in) discontinued operations

Net cash from/(used in) operating activities (18.7)32.6

Net cash from/(used in) investing activities 414.9 (13.2)

Net cash from/(used in) financing activities (0.1)(9.5)

Net cash flows for the year396.1 9.9

10.3 Infratil Infrastructure Property Limited

In June 2022, the Infratil Infrastructure Property Limited (‘IIPL’) Board approved the marketing of IIPL’s investment property at 100 Halsey Street

(‘Wynyard 100’) for a potential sale. The sales process remains ongoing at 31 March 2023. As such, the investment property at 100 Halsey Street is

deemed to be held for sale at 31 March 2023. Included in assets and liabilities held for sale are investment property ($99.2 million), right of use assets

($70.6 million) and lease liabilities ($70.1 million).

At 31 March 2023, the investment property at 100 Halsey Street is not deemed to be a discontinued operation as it does not represent a separate major

line of business or geographic area of operation for the Group.

11 Revenue

2023

$Millions

2022

$Millions

(Restated)

Electricity - wholesale and retail418.3 452.9

Revenue allocated to customer incentives-0.7

Aircraft movement and terminal charges7 7. 3 54.3

Transport, hotel and other trading activities50.5 28.1

Radiology practice services147.9 135.9

Radiology services4 45.2 300.8

Other52.5 54.5

Total operating revenue1,191.7 1 , 0 2 7. 2

Revenue Recognition Policies

The nature and timing of the various performance obligations in the Group’s contracts with customers and property leases and when revenue is

recognised is outlined below:

Description of performance obligations Timing and satisfaction of performance obligations

Electricity and Gas - Sales to customers

Revenue received or receivable from the sale of electricity to mass

market, commercial and industrial customers by Manawa Energy.

Where Manawa Energy provides a bundle of services (such as electricity)

to a customer and a discount is provided for one of those services, the

discount is allocated to each distinct performance obligation based on

the relative standalone selling price of those services.

Where a discount is offered for prompt payment, revenue is initially

recognised net of estimated discount based on accumulated experience

used to estimate the quantum of discounts extended to customers.

Revenue is recognised at the point in time of supply and customer

consumption. Customer consumption of electricity is measured and

billed by calendar month for half hourly metered customers and in line

with meter reading schedules for non-half hourly metered customers.

Accordingly, revenues from electricity and gas sales include an

estimated accrual for units sold but not billed at the end of the reporting

period for non-half hourly metered customers.

Aircraft movement and terminal charges

Aircraft movement and terminal charges consists of Wellington

International Airport’s airfield income, passenger service charges and

terminal service charges.

Airfield income consists of landing charges and aircraft parking charges.

Landing charges and aircraft parking charges are paid by the airlines and

recognised as revenue at the point in time the airport facilities are used

by the arriving or departing aircraft.

Passenger services charges and terminal service charges relating to

arriving, departing and transiting passengers are paid by the airlines and

recognised as revenue at the point in time when the passenger travels or

the airport facilities are used.

Transport, hotel and other trading activities

Transport, hotel and other trading activities includes Wellington

International Airport’s hotel and access to the airport’s car parking

facilities. This category also includes income from the hotel and carpark

owned by Infratil Infrastructure Property Limited.

Revenue from car parking is recognised at the point in time where the

utilisation of car parking facilities has been completed.

Revenue from the hotels is recognised at the point in time the service is

delivered.

Radiology practice services

Radiology practice services revenue is derived by Diagnostic Imaging

from services to medical practitioners. Revenue is recognised net of

amounts payable to doctors under Practice Management Agreements.

Radiology practice services revenue is recognised at the point in time

when the services are delivered to the medical practitioner.

Radiology services

Radiology services revenue is derived by Diagnostic Imaging from

providing radiology services to patients.

Radiology services revenue is recognised at the point in time when the

radiology or other medical imaging services are provided to a patient and

a charge is levied for this service.

Other revenue includes Manawa Energy’s non-electricity revenue and Wellington International Airport’s retail concession fees and rental income. Retail

concession fees are recognised as revenue based upon passenger throughput or the turnover of the concessionaires and in accordance with the related

agreements. Rental income is recognised as revenue on a straight-line basis over the term of the leases on leases where the group is the lessor.

102103
12 Operating expenses

Note

2023

$Millions

2022

$Millions

(Restated)

Trading operations

Energy and wholesale costs134.2 170.8

Line, distribution and network costs5 7. 1 37.9

Generation production & development costs28.9 2 7. 8

Other energy business costs4 3.6 45.3

Diagnostic imaging costs113.5 114.4

Airport business costs33.4 28.0

Other operating business costs- -

Bad debts written off0.4 0.1

Increase/(Decrease) in provision for doubtful debts 23.1 1.2 0.5

Directors’ fees27 4.3 3.9

Administration and other corporate costs16.1 16.6

Management fee (to related party Morrison & Co Infrastructure Management)28 232.9 278.7

Donations0.7 0.9

Total other operating expenses666.5 724.9

Fees paid to auditors (including fees paid by Associates)

2023

Fees paid to the

Group auditor

$000’s

2023

Audit fees paid to

other auditors

$000’s

2023

To t a l

$000’s

2022

Fees paid to the

Group auditor

$000’s

2022

Audit fees paid to

other auditors

$000’s

2022

To t a l

$000’s

Audit and review of financial statements1, 2 3 0.3 - 1, 2 3 0.3 1,114.6 6 82.0 1,796.6

Regulatory audit work36.0 - 36.0 42.0 - 42.0

Other assurance services98.2 - 98.2 - - -

Taxation services122.6 - 122.6 30.0 - 30.0

Other services59.0 - 59.0 105.0 - 105.0

1,546.1 - 1,546.1 1,291.6 682.0 1,973.6

Audit fees paid to the Group auditor

recognised through associates1,930.4 - 1,930.4 1,955.6 - 1,955.6

Other fees paid to the Group auditor

recognised through associates2 0 7. 6 - 2 0 7. 6 404.3 - 404.3

Total fees paid to the Group auditor3,684.1 - 3,684.1 3,651.5 682.0 4,333.5

The audit fee includes the fees for both the annual audit of the financial statements and the review of the interim financial statements. Regulatory audit

work consists of the audit of regulatory disclosures. Other assurance services comprise of agreed upon procedures and audit of compliance reports.

Tax services relate to tax compliance work and tax advisory services provided to a subsidiary of the group.

Other services relate to a Māori Culture capability assessment.

13 Taxation

13.1 Tax Reconciliation

2023

$Millions

2022

$Millions

Net surplus before taxation from continuing operations604.1 128.5

Taxation on the surplus for the year @ 28%

1 6 9 .1 36.0

Plus/(less) taxation adjustments:

Effect of tax rates in foreign jurisdictions(0.4)2.7

Net benefit of imputation credits(8.5) -

Timing differences not recognised(0.6)1.5

Tax losses not recognised/(utilised)2.1 0.6

Effect of equity accounted earnings of associates(165.9)(59.9)

Recognition of previously unrecognised deferred tax - -

Attributed to CFC and FIF income 25.1 6.5

(Over)/under provision in prior periods(22.8)1.9

Net investment realisations0.4 -

Other permanent differences

4 4.0 33.3

Taxation expense42.5 22.6

Current taxation 50.5 54.1

Deferred taxation (8.0)(31.5)

Tax on discontinued operations0.4 0.9

13.2 Income tax recognised in other comprehensive income

2023

Before tax

$Millions

Tax (expense)

$Millions

Net of tax

$Millions

Differences arising on translation of foreign operations(3.6)(0.2)(3.8)

Realisations on disposal of subsidiary, reclassified to profit and loss - - -

Net change in fair value of available for sale financial assets(2.3) - (2.3)

Ineffective portion of hedges taken to profit and loss - - -

Effective portion of changes in fair value of cash flow hedges6.8 (1.7)5.1

Fair value movements in relation to executive share scheme - - -

Net change in fair value of property, plant & equipment recognised in equity 65.4 (5.3)60.1

Share of associates other comprehensive income2 7. 7 - 2 7. 7

Balance at the end of the year94.0 ( 7. 2 )86.8

2022

Before tax

$Millions

Tax (expense)

$Millions

Net of tax

$Millions

Differences arising on translation of foreign operations(30.7)6.6 (24.1)

Realisations on disposal of subsidiary, reclassified to profit and loss(4 4 4.4) - (4 4 4.4)

Net change in fair value of available for sale financial assets14.8 - 14.8

Ineffective portion of hedges taken to profit and loss - - -

Effective portion of changes in fair value of cash flow hedges(53.6)14.6 (39.0)

Fair value movements in relation to executive share scheme - - -

Net change in fair value of property, plant & equipment recognised in equity 83.6 (20.2)63.4

Share of associates other comprehensive income19.5 - 19.5

Balance at the end of the year(410.8)1.0 (409.8)

104105
13.3 Deferred tax

Deferred tax assets and liabilities are offset on the Statement of Financial Position where they relate to entities with a legally enforceable right to

offset tax.

2023

$Millions

2022

$Millions

Balance at the beginning of the year( 2 5 7. 4 )(28 4.8)

Charge for the year8.0 31.5

Charge relating to discontinued operations - -

Deferred tax recognised in equity(14.2)1.2

Acquired with Business Combination(11.1)(6.3)

Disposal of subsidiaries - -

Effect of movements in foreign exchange rates0.7 (0.6)

Tax losses recognised7. 0 1.0

Transfers to liabilities classified as held for sale13.3 0.6

Balance at the end of the year(253.7)( 2 5 7. 4 )

The Infratil New Zealand Group is forecasting to derive taxable profits in future periods, sufficient to utilise the tax losses carried forward and deductible

temporary differences. As a result deferred tax assets and liabilities have been recognised where they arise, including deferred tax on tax losses carried

forward.

13.4 Recognised deferred tax assets and liabilities

Assets

$Millions

Liabilities

$Millions

Net

$Millions

31 March 2023

Property, plant and equipment- (355.0)(355.0)

Investment properties(1.4)(1.1)(2.5)

Derivative financial instruments(10.4)( 7. 7 )(18.1)

Employee benefits11.8 - 11.8

Customer base assets - (35.9)(35.9)

Provisions5.9 - 5.9

Tax losses carried forward155.2 -155.2

Other items31.7 (46.8)(15.1)

Tot al192.8 (4 46.5)(253.7)

31 March 2022

Property, plant and equipment0.4 (3 41.7)(341.3)

Investment properties - (2.5)(2.5)

Derivative financial instruments( 7. 0 )2.0 (5.0)

Employee benefits10.4 - 10.4

Customer base assets - (33.0)(33.0)

Provisions5.7 - 5.7

Tax losses carried forward142.4 - 142.4

Other items8.9 (4 3.0)(3 4.1)

Tot al160.8 (418.2)( 2 5 7. 4 )

13.5 Changes in temporary differences affecting tax expense

Tax expense/(credit)Other comprehensive income

2023

$Millions

2022

$Millions

2023

$Millions

2022

$Millions

Property, plant and equipment(5.2)(6.5)(9.0)(20.2)

Investment properties- 1.6 - -

Derivative financial instruments(8.7)(6.7)(1.7)(23.8)

Employee benefits1.4 (4.9)(0.2) -

Customer base assets0.8 (0.3) - -

Provisions0.1 1.1 - -

Tax losses carried forward14.1 59.4 - -

Other items5.5 (12.2)3.5 6.4

8.0 31.5 ( 7. 4 )( 3 7. 6 )

13.6 Imputation credits available to be used by Infratil Limited

2023

$Millions

2022

$Millions

Balance at the end of the year28.7 1 3.7

Imputation credits that will arise on the payment/(refund) of tax provided for

- -

Imputation credits that will arise on the (payment)/receipt of dividends accrued at year end - -

Imputation credits available for use28.7 13.7

106107
14 Property, plant and equipment

Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital work

in progress

$Millions

Leasehold

improvements

$Millions

Renewable

Generation

Assets

$Millions

To t a l

$Millions

2023

Cost or valuation

Balance at beginning of year724.8 6 49.0 24 0.8 103.4 80.3 1,808.0 3,606.3

Additions - -22.1 147.8 0.8 -170.7

Additions on acquisition of subsidiary - - 5.2 - 2.1 - 7. 3

Capitalised Interest and financing costs0.3 0.2 0.1 1.2 - - 1.8

Disposals - - (20.8) - (0.6)(0.9)(2 2.3)

Impairment - - - - - (1 2.8)(1 2.8)

Revaluation 91.0 (53.2) - - - (78.0)(40.2)

Transfers between categories42.6 5.436.2 (73.7)8.7 (19.2)-

Transfers to assets classified as held for sale - - - - - - -

Transfer to right of use assets - - - - - - -

Transfers to intangible assets - - - - - - -

Transfers from/(to) investment properties - - - (3.3) - - (3.3)

Effect of movements in foreign exchange rates - 2.5 (1.0) - (0.5) - 1.1

Balance at end of year858.7 603.9 282.6 175.4 90.8 1,697.1 3,708.5

Accumulated depreciation

Balance at beginning of year1 7. 2 55.5 96.8 - 4.0 31.7 205.2

Depreciation for the year8.2 14.8 34.3 - 6.2 16.1 79.6

Transfer from/(to) investment properties - - - - - - -

Revaluation - (68.3) - - - ( 4 7. 3 )(115.6)

Disposals - (1.0)(18.7) - (0.1)(0.5)(20.3)

Transfers to assets classified as held for sale - - - - - - -

Effect of movements in foreign exchange rates - - (0.4) - (0.1) - (0.5)

Balance at end of year25.4 1.0 112.0 - 10.0 -148.4

Carrying value at 31 March 2023833.3 602.9 170.6 175.4 80.8 1 , 6 9 7. 1 3,560.1

Capital work in progress in the year primarily relates to construction costs associated with Manawa Energy’s large generator, dam strengthening and

reconsenting costs and works at Wellington Airport.

Carrying value by Subsidiary

Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital work

in progress

$Millions

Leasehold

improvements

$Millions

Renewable

Generation

Assets

$Millions

To t a l

$Millions

2023

Manawa Energy

1 7. 0 2.0 12.1 88.8 0.1 1 , 6 9 7. 1 1,817.1

Wellington International Airport

816.3 600.9 16.2 69.7 - - 1,503.1

Qscan Group

- - 76.9 2.6 46.9 - 126.4

RHCNZ Holdco Limited

- - 65.1 12.3 33.8 - 111.2

Gurīn Energy

- - 0.3 2.0 - - 2.3

Mint Renewables

- - - 0.3 - - 0.3

Carrying value at 31 March 2023

833.3 602.9 170.6 175.4 80.8 1,697.1 3,560.1

Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital work

in progress

$Millions

Leasehold

improvements

$Millions

Renewable

Generation

Assets

$Millions

To t a l

$Millions

2022

Cost or valuation

Balance at beginning of year68 4.3 589.9 205.4 111.7 39.1 1 ,7 74.0 3,404.4

Additions - 1.1 32.7 42.2 1.9 29.6 107.5

Additions on acquisition of subsidiary - - 42.3 13.1 23.5 - 78.9

Capitalised Interest and financing costs1.2 1.1 0.2 (1.3) - - 1.2

Disposals - (0.1)(8.7)(2.3)(1.7) - (1 2.8)

Impairment - - - - - - -

Revaluation 31.9 51.7 - - (0.3) - 83.3

Transfers between categories8.2 1 7. 9 11.0 (59.5)18.0 4.4 -

Transfers to assets classified as held for sale - (8.8)(41.4) - - - (50.2)

Transfer to right of use assets on transition to NZ IFRS 16 - - - (0.6) - - (0.6)

Transfers to intangible assets - - - - - - -

Transfers from/(to) investment properties(0.8)(3.8) - - - - (4.6)

Effect of movements in foreign exchange rates - - (0.7)0.1 (0.2) - (0.8)

Balance at end of year

724.8 6 49.0 240.8 103.4 80.3 1,808.0 3,606.3

Accumulated depreciation

Balance at beginning of year8.3 40.2 101.0 - 0.5 15.7 165.7

Depreciation for the year8.9 15.3 35.4 - 4.4 16.0 80.0

Transfer from/(to) investment properties - - - - - - -

Revaluation - - - - - - -

Disposals - - ( 7. 4 ) - (0.9) - (8.3)

Transfers to assets classified as held for sale - - (32.4) - - - (32.4)

Effect of movements in foreign exchange rates - - 0.2 - - - 0.2

Balance at end of year1 7. 2 55.5 96.8 - 4.0 31.7 205.2

Carrying value at 31 March 2022

7 0 7. 6 593.5

14 4.0 103.4 76.3 1,7 76.3 3,401.1

Carrying value by Subsidiary

Land and

civil works

$Millions

Buildings

$Millions

Vehicles,

plant and

equipment

$Millions

Capital work

in progress

$Millions

Leasehold

improvements

$Millions

Renewable

Generation

Assets

$Millions

To t a l

$Millions

2022

Manawa Energy

1 7. 0 1.6

0.6 38.6 0.1 1,7 76.9 1,834.8

Wellington International Airport

690.6 591.6

20.0 56.9 - - 1,359.1

Qscan Group

- -

63.4 4.9 43.5 - 111.8

RHCNZ Holdco Limited

- -

59.8 2.6 32.7 - 95.1

Gurīn Energy

- -

- 0.3 - - 0.3

Carrying value at 31 March 2022

707.6 593.2

143.8 103.3 76.3 1,776.9 3,401.1

Trustpower Retail Business (included within assets held for sale) - 8.8 9.0 - - - 1 7. 8

108109
Property, plant and equipment is recorded at cost less accumulated depreciation and impairment losses, or at fair value less accumulated depreciation

and impairment losses.

Fair value is determined by an independent valuer or by management with reference to independent experts, using recognised valuation techniques.

An independent valuer is engaged to provide a valuation if management does not have sufficient expertise to perform the valuation. These valuations are

undertaken on a systematic basis at least every five years. In years where a valuation is not undertaken, a material change assessment of each asset

class is performed to assess whether carrying amounts differ materially from fair value. This assessment is undertaken with assistance from independent

experts and includes reference to projections of future revenues, volumes, operational and capital expenditure profiles, capacity, terminal values, the

application of discount rates and replacement values (as relevant to each class of asset) as an indicator of a possible material change in fair value. Where

a material change in fair value is identified, the carrying value is adjusted to bring carrying value materially in line with fair value.

There were independent external valuations of property, plant and equipment performed as at 31 March 2023 for Manawa Energy’s Renewable

generation assets and Wellington International Airport’s land and buildings.

As at 31 March 2023 a material change assessment was performed for each asset class recorded at fair value less accumulated depreciation where no

external valuation was undertaken. A summary of the fair value consideration is provided below.

Manawa Energy’s Renewable Generation Assets

Manawa Energy’s renewable generation assets are measured at fair value and are revalued by Independent external valuers, every three years or more

frequently if there is a significant change in value.

Manawa Energy’s renewable generation assets include land and buildings which are not separately identifiable from other generation assets. Renewable

generation assets were last independently revalued, using a discounted cash flow methodology, as at 31 March 2023, to their estimated market value as

assessed by Deloitte Corporate Finance.

The valuation of Manawa Energy’s renewable generation assets are sensitive to the inputs used in the discounted cash flow valuation model. A sensitivity

analysis of key inputs is given in the table below. The overall valuation has been determined to be between $1,663.9 million to $1,952.4 million and, while

the mid-point selected for revaluation purposes, any value within this range would be considered appropriate. The sensitivities around weighted average

cost of capital have been used to create this overall range. The range is wider than in the prior year where only weighted average cost of capital has been

used to determine the overall range.

The following table summarises the valuation approach and key assumptions used by the independent valuer to arrive at fair value at the date of the last

external valuation.

Renewable Generation AssetsLowHighValuation impact

New Zealand Assets

Forward electricity price pathDecreasing in real terms from

$140/MWh to $85/MWh by

2028. Thereafter held constant.

Decreasing in real terms from

$140/MWh to $95/MWh by 2024.

Thereafter held constant.

-/+ $123.0 m

Inflation1.7% p.a.2.3% p.a.-$90.0m / + $100.0m

Generation volume1,841 GWh p.a.2,030 GWh p.a.-/+ $149.0m

Operating costs$60.0 million p.a.$73.0 million p.a.-/+ $ 9 6.0 m

Capital expenditure$27.0 million p.a. average$33.0 million p.a. average-/+ $ 5 3 .0 m

Weighted average cost of capital6.70%7. 7 0 %- $14 4.0m / + $174.0m

Wellington International Airport’s property, plant and equipment

WIAL’s Land, Civil Assets and Buildings are measured at fair value.

Land and Buildings

Land and buildings were revalued at 31 March 2023 by CBRE (31 March 2018 by Savills (NZ) Limited). There were no other independent external

revaluations performed as at 31 March 2023.

Civil Assets

At 31 March 2023, a material change assessment was performed for Civil asset class given no independent external valuation was undertaken. Based

on the Group’s assessment which includes reference to the Waka Kotahi Construction index and the Producers Price index, and assisted by WSP Opus

International Consultants Limited, a fair value increase of $16.9 million has been made to the carrying value of these assets in the Asset Revaluation

Reserve and Other Comprehensive Income (2022: $20.5 million).

The following table summarises the valuation approach and key assumptions used by the independent valuers to arrive at fair value at the date of the last

independent external valuation. Where there have been fair value adjustments in the year ended 31 March 2023, further detail has been provided under

the respective asset classes below.

Asset classification and description

Valuation

approachKey valuation assumptions

+/- 5%

Valuation impact

Land

Aeronautical land - used for airport activities and

specialised aeronautical assets.

Market Value

for Existing

Use (‘MVEU’)

Average MVAU rate per

hectare

$2.74 million per

hectare

+/- $ 2 8 .0 m

Non-aeronautical land - used for non-aeronautical

purposes e.g. industrial, service, retail, residential and

land associated with the vehicle business.

Developer’s WACC rate12.20%

+/- $ 1 5 .0 m

Holding period6 years

+/- $ 2 2 .0 m

External valuation undertaken as at 31 March 2023 by independent valuers, CBRE Limited, valued land at $571.2 million.

Civil

Civil works includes sea protection and site services,

excluding such site services to the extent that they

would otherwise create duplication of value.

Optimised

Depreciated

Replacement

Cost (‘ODRC’)

Average cost rates per

sqm for concrete, asphalt,

base course and

foundations

Concrete $887

Asphalt $989

Basecourse $127

Foundations $20

+/- $9.5m

Estimated remaining

useful life

Average remaining

useful life 30 years

+/- $9.5m

Last external valuation undertaken as at 31 March 2020 by independent valuers, WSP Opus International Consultants Limited. For the year ended

31 March 2023, a material change assessment has been undertaken, and further work carried out which resulted in a fair value increase of

$16.9 million. In relation to the value at 31 March 2023, a 5% change in the indices referenced equates to +/- $0.8 million in fair value.

Buildings

Specialised buildings used for identified airport

activities

Optimised

Depreciated

Replacement

Cost (‘ODRC’)

Average modern

equivalent asset rate

(per square metre)

$9,273+/- $ 1 5 .7m

Non-specialised buildings used for purposes other

than for identified airport activities, including space

allocated within the main terminal building for retail

activities, offices and storage.

$2,089+/- $ 0. 2 m

Vehicle business assets associated with car parking

and taxi, shuttle and bus services (excluding land

and civil)

Discounted

Cash flows

(‘DCF’) and

Capitalisation

Rate

Revenue growth2.2%+/- $0.5m

Cost growth2.12%+/- $0.5m

Discount rate9.75%+/-$4.8m

Capitalisation7. 7 5 %+ /- $ 7. 5 m

External valuation undertaken as at 31 March 2023 by independent valuers, CBRE Limited, valued buildings at $600.8 million.

Hotel business assetsDiscounted

Cash flows

('DCF') and

Capitalisation

Rate

Capitalisation rate7. 2 5 %+/- $ 1 .6 m

Discount rate9.25%+/- $ 0. 8 m

External valuation undertaken as at 31 March 2023 by independent valuers, CBRE Limited, valued the Hotel business assets at $4 4.5 million.

110111
Effect of level 3 fair value measurements on profit or loss and other comprehensive income

The following table summarises for property, plant and equipment measured at fair value, classified as level 3 in the fair value hierarchy, the effect of the

fair value movements on profit or loss and other comprehensive income for the year. Items classified as level 3 contain valuation inputs for the asset that

are not based on observable market data.

2023

Level 3 fair value movements

Recognised in

profit or loss

$Millions

Recognised

in OCI

$Millions

To t a l

$Millions

Renewable Generation Assets(1 2.8)(3 0.7 )(4 3.5)

Land and civil works - 91.0 91.0

Buildings - 15.1 15.1

(12.8)75.4 62.6

2022

Level 3 fair value movements

Recognised in

profit or loss

$Millions

Recognised

in OCI

$Millions

To t a l

$Millions

Renewable Generation Assets - - -

Land and civil works - 31.9 31.9

Buildings-51.7 51.7

-83.6 83.6

There were no transfers between property, plant and equipment assets classified as level 1 or level 2, and level 3 of the fair value hierarchy during the year

ended 31 March 2023 (2022: nil).

Revalued assets at deemed cost

For each revalued class the carrying amount that would have been recognised had the assets been carried on a historical cost basis are as follows:

2023

Cost

$Millions

Accumulated

depreciation

$Millions

Net book value

$Millions

Renewable Generation Assets766.9 - 766.9

Land and civil works345.2 (70.8)274.4

Buildings692.8 ( 2 1 7. 6 )475.2

1,804.9 (288.4)1,516.5

2022

Cost

$Millions

Assets under

construction

$Millions

Accumulated

depreciation

$Millions

Net book value

$Millions

Renewable Generation Assets1,022.1 33.9 (289.1)766.9

Land and civil works345.2 - (65.7)279.5

Buildings670.6 - (199.9)470.7

2 , 0 3 7. 9 33.9 (55 4.7)1 , 5 1 7. 1

15 Investment properties

2023

Owned

property

$Millions

Right of use assets

$Millions

To t a l

$Millions

Balance at beginning of year1 9 7. 4 81.9 279.3

Additions - 3.6 3.6

Disposals - (1.0)(1.0)

Transfers from/(to) property, plant and equipment3.3 - 3.3

Investment properties revaluation net increase/(decrease)(4.5)21.3 16.8

Transfers to assets held for sale(99.2)(70.6)(169.8)

Balance at end of year97.0 35.2 132.2

2022

Owned

property

$Millions

Right of use assets

$Millions

To t a l

$Millions

Balance at beginning of year178.0 82.1 26 0.1

Additions0.2 - 0.2

Disposals(0.4) - (0.4)

Transfers from/(to) property, plant and equipment4.6 - 4.6

Investment properties revaluation net increase/(decrease)15.0 (0.2)14.8

Balance at end of year197.4 81.9 279.3

The fair value of investment properties at Wellington International Airport and Infratil Infrastructure Property estimated each year by an independent

valuer, Jones Lang LaSalle, which reflects market conditions at balance date. Changes to market conditions or to assumptions made in the estimation of

fair value will result in changes to the fair value of the investment properties.

The valuation of Wellington International Airport’s investment properties is based on a discounted cash flow and capitalisation rate approach. The fair

value at 31 March 2023 is $97.0 million (2022: $97.2 million).

The valuation of Infratil Infrastructure Property Limited’s investment properties is based on a capitalisation of net income, forecast EBITDA and discounted

cashflow approach. The fair value at 31 March 2023 is (2022: $100.4 million). There were no capital works in progress included in investment properties

at 31 March 2023 (2022: none). Infratil Infrastructure Property investment property has been classified as held for sale at 31 March 2023.

Where a lease pertains to property held to earn rental income, the right of use asset is included within Investment Property and is measured at fair value.

Rental income from investment properties of $14.2 million was recognised in profit or loss during the year (2022: $12.2 million). Direct operating

expenses arising from investment properties of $2.7 million were also recognised in profit or loss during the year (2022: $2.1 million).

The following table summarises the valuation approach and key assumptions used by the valuer to arrive at fair value. The last external valuation as at

31 March 2023 by independent valuers, Jones Lang LaSalle.

DescriptionValuation

approach

Fair value

hierarchy level

Significant

unobservable inputs

Relationship of unobservable

inputs to fair value

Wellington International Airport

Airport Retail Park and other properties

held to earn rental income.

DCF and

Cap rate

3

Weighted average

discount rate

7.56%

(2022: 7.02%)

An increase in the discount rate

will decrease the fair value.

Weighted average income

capitalisation rate

7.05%

(2022: 6.48%)

An increase in the capitalisation

rate will decrease the fair value.

Weighted average lease

term

3.20 years

(2022: 3.90 %)

An increase in the average

lease term will ordinarily

increase the fair value.

Infratil Infrastructure Property

Investment property assets situated at 100

Halsey Street, Wynyard Quarter, Auckland.

The site includes a commercial, car park

and hotel building, as well as the ground

lease for the adjacent bus depot site.

DCF and

Cap rate

3

Weighted average

discount rate

9.06%

(2022: 8.21%)

An increase in the discount rate

will decrease the fair value.

Weighted average income

capitalisation rate

7.87%

(2022: 6.19%)

An increase in the capitalisation

rate will decrease the fair value.

Last external valuation undertaken as at 31 March 2023 by independent valuers, Jones Lang LaSalle.

112113
16 Leases

16.1 Right of use assets

Right of use assets related to leased properties that do not meet the definition of investment properties are summarised below. Land and buildings right

of use assets include land held under ground leases and rental of office space.

2023

Land and

Buildings

$Millions

Plant and

equipment

$Millions

To t a l

$Millions

Cost

Balance at beginning of year179.0 0.4 179.4

Additions15.4 0.2 15.6

Additions on acquisition of subsidiary7.5 - 7.5

Disposals(2.8) - (2.8)

Remeasurements4.4 - 4.4

Effect of movements in exchange rates(0.7) - (0.7)

Transfers to assets held for sale - - -

Balance at end of year202.8 0.6 203.4

Accumulated depreciation

Balance at beginning of year19.9 0.3 20.2

Depreciation for the year22.6 0.2 22.8

Effect of movements in exchange rates(0.4) - (0.4)

Disposals(0.4) - (0.4)

Transfers to assets held for sale - - -

Balance at end of year41.7 0.5 42.2

Carrying value at 31 March 2023161.1 0.1 161.2

2022

Land and

Buildings

$Millions

Plant and

equipment

$Millions

To t a l

$Millions

Cost

Balance at beginning of year117.5 18.2 135.7

Additions22.7 0.4 23.1

Additions on acquisition of subsidiary74.9 0.2 75.1

Disposals(1.4) - (1.4)

Remeasurements0.6 - 0.6

Effect of movements in exchange rates(1.0) - (1.0)

Transfers to assets held for sale(3 4.3)(18.4)(52.7)

Balance at end of year179.0 0.4 179.4

Accumulated depreciation

Balance at beginning of year9.0 11.2 20.2

Depreciation for the year19.1 5.8 24.9

Effect of movements in exchange rates 0.2 - 0.2

Transfers to assets held for sale(8.4)(16.7)(25.1)

Balance at end of year19.9 0.3 20.2

Carrying value at 31 March 2022159.1 0.1 159.2

16.2 Lease liabilities

2023

$Millions

2022

$Millions

Maturity analysis - contractual undiscounted cash flows

Between 0 to 1 year

34.9 56.8

Between 1 to 2 years

30.8 2 7. 0

Between 2 to 5 years

81.8 72.8

More than 5 years

410.6 336.2

Transfers to liabilities held for sale(2 21.6)(29.0)

Total undiscounted lease liabilities336.5 463.8

2023

$Millions

2022

$Millions

Lease liabilities included in the statement of financial position

Split as follows:

Current

19.0 22.7

Non-current189.2 226.6

208.2 249.3

2023

$Millions

2022

$Millions

Amounts recognised in the consolidated statement of comprehensive income

Interest on lease liabilities

12.8 15.2

Variable lease payments not included in the measurement of lease liabilities

- -

Expenses relating to short-term leases0.7 0.7

Expenses relating to leases of low-value assets, excluding short-term leases of low-value assets - 0.2

The weighted average incremental borrowing cost applied to lease liabilities at 1 April 2022 was 5.05% (1 April 2021: 4.62%). Total cash outflow for

leases for the year ended 31 March 2023 was $28.1 million (2022: $35.4 million).

16.3 Leases as a lessor

The Group has receivables from operating leases relating to the lease of premises. The following table sets out a maturity analysis of lease payments,

showing the undiscounted lease payments to be received after the reporting date.

2023

$Millions

2022

$Millions

Operating lease receivables as lessor

Between 0 to 1 year

15.4 1 7. 7

Between 1 to 2 years

10.3 14.7

Between 2 to 5 years

21.0 29.1

More than 5 years43.1 48.8

Total undiscounted lease payments89.8 110.3

114115
17 Goodwill

2023

$Millions

2022

$Millions

Balance at beginning of the year1,807.2 752.7

Goodwill arising on acquisitions42.8 1,079.2

Goodwill disposed of during the year - -

Transfers to disposal group assets classified as held for sale - ( 1 7. 5 )

Effects of movements in exchange rates(3.9)( 7. 2 )

Balance at the end of the year1,846.1 1,807.2

The aggregate carrying amounts of goodwill allocated to each cash generating unit are as follows:

Manawa Energy61.9 61.9

Qscan Group703.9 666.1

RHCNZ Holdco Limited 1,080.5 1,079.2

1,846.1 1,807.2

As outlined in note 9.1, RHC Holdco Limited completed the acquisition accounting of Auckland Radiology and Bay Radiology during the year, therefore

finalising the goodwill balances.

The carrying value of Goodwill is allocated across the three subsidiaries and is subject to an annual impairment at the CGU level to ensure the carrying

value does not exceed the recoverable amount at balance date. This is outlined below for each company.

Manawa Energy

CGUs and Impairment testing

The CGU is the operating segment of Manawa for impairment testing within the Group. In determining whether an impairment is necessary, the fair value

of the Company’s investment in Manawa is assessed with reference to the market share price quoted on the NZX at each reporting date.

Qscan Group

CGUs

Qscan goodwill is allocated to the following CGUs within the business- Queensland, Tasmania and Western Australia (‘QTWA’), Northern New South

Wales (‘NNSW’), Australian Capital Territory (‘ACT’), Southern New South Wales (‘SNSW’), Regional, Western Australia, (‘WA’).

Impairment testing

The recoverable amount of the CGUs has been calculated using the FVLCD approach on a discounted cash flow model (classified as a Level 3 fair value

based on the inputs in the valuation).

The future cash flows were discounted using a post-tax weighted cost of capital (‘WACC’) for the Qscan group of 10.38%.

The cash flow forecasts cover a period of 5 years with a terminal growth rate thereafter. The terminal growth rate, being 3%, was determined based on

management’s estimate of the long-term annual EBITDA growth rate for the Qscan Group.

The cashflow forecasts are initially based on the FY2024 Board approved budget, with forecasts beyond year one taking into consideration:

• Historical revenue growth and EBITDA margins achieved by each CGU as well as the trends within the Australian Medical Imaging industry, including

the recovery in demand following the disruption caused by the COVID-19 pandemic;

• Estimated cashflows related to new clinic growth including capital expenditure to support these activities; and

• Estimated cash flows related to Information Technology projects to support future growth in revenue and EBITDA margins.

RHCNZ Medical Imaging

Cash Generating Units (CGUs)

Goodwill is allocated to the operating entities within RHCNZ of Pacific Radiology Group (‘PRG’), Auckland Radiology Group Services Limited (‘ARG’), and

Bay Radiology Limited (‘BRL’)

Impairment testing

The recoverable amount of the CGU’s has been calculated based on a value in use model using an internal discounted cash flow (DCF) valuation model.

The future cash flows were discounted using a post-tax WACC for the RHCNZ Group of 10.1%, with a CGU risk specific equity premium applied to ARG

and BRL.

The cash flows in the model cover a period of 10 years with a terminal growth rate of 2.5% thereafter. The cash flows are initially based on the FY2024

Board approved budget, with forecasts beyond year one taking into the following key inputs and assumptions: long-term industry growth (aligning with

independent market research and global trends), patient volume growth, operating costs (specifically staff), and machinery and facility utilisation.

Conclusion

During the year, no impairment was deemed necessary across the three operating segments.

18 Intangibles

Lease

agreements

& software

$Millions

Customer

acquisition

costs

$Millions

Customer

contracts

$Millions

Brands

$Millions

To t a l

$Millions

2023

Cost or valuation

Balance at beginning of the year12.7 - 10.9 106.8 130.4

Additions at cost1.8 - - - 1.8

Additions on acquisition of subsidiary - - 1.1 11.9 13.0

Disposals(2.4) - - - (2.4)

Impairment - - - - -

Transfers from property, plant and equipment - - - - -

Reclassification of SaaS costs previously capitalised - - - - -

Effect of movements in exchange rates - - 0.1 (0.4)(0.3)

Balance at end of year12.1 - 12.1 118.3 142.5

Amortisation and impairment losses

Balance at beginning of the year(5.5) - (3.6) - (9.1)

Amortisation for the year(3.0) - (2.9) - (5.9)

Disposals1.2 - - - 1.2

Impairment - - - - -

Transfers - - - - -

Reclassification of SaaS costs previously capitalised - - - - -

Effect of movements in exchange rates - - - - -

Balance at end of year( 7. 3 ) - (6.5) - (13.8)

Carrying value 31 March 20234.8 - 5.6 118.3 128.7

Lease

agreements

& software

$Millions

Customer

acquisition

costs

$Millions

Customer

contracts

$Millions

Brands

$Millions

To t a l

$Millions

2022

Cost or valuation

Balance at beginning of the year119.9 83.3 4.7 38.6 246.5

Additions at cost6.7 - - - 6.7

Additions on acquisition of subsidiary 2.2 - 6.2 68.7 7 7. 1

Disposals(0.4) - - - (0.4)

Impairment - - - - -

Transfers from property, plant and equipment0.6 - - - 0.6

Reclassification of SaaS costs previously capitalised(0.2) - - - (0.2)

Transfers to assets classified as held for sale(116.1)(83.3) - - (199.4)

Effect of movements in exchange rates - - - (0.5)(0.5)

Balance at end of year12.7 - 10.9 106.8 130.4

Amortisation and impairment losses

Balance at beginning of the year(96.6)(75.8) - - (172.4)

Amortisation for the year(13.4)(1.4)(2.5) - ( 1 7. 3 )

Disposals0.1 - (1.1) - (1.0)

Impairment - - - - -

Reclassification of SaaS costs previously capitalised - - - - -

Transfers to assets classified as held for sale104.7 7 7. 2 - - 181.9

Effect of movements in exchange rates(0.3) - - - (0.3)

Balance at end of year(5.5) - (3.6) - (9.1)

Carrying value 31 March 20227. 2 - 7. 3 106.8 121.3

116117
19 Loans and borrowings

This note provides information about the contractual terms of the Group’s interest bearing loans and borrowings.

2023

$Millions

2022

$Millions

Current liabilities

Unsecured bank loans

51.6 180.1

Secured bank loans

455.441.3

less: Loan establishment costs capitalised and amortised over term(1 2.4)(5.9)

494.6215.5

Non-current liabilities

Unsecured bank loans23.1 217.9

Secured bank loans286.9650.1

less: Loan establishment costs capitalised and amortised over term(4.7)(16.3)

305.3851.7

Facilities utilised at reporting date

Unsecured bank loans74.6 398.1

Unsecured guarantees - -

Secured bank loans742 .4 691.3

Secured guarantees5.1 4.6

Facilities not utilised at reporting date

Unsecured bank loans1,233.9 1,335.9

Unsecured guarantees - -

Secured bank loans140.0 198.4

Secured guarantees - -

Facilities utilised at reporting date

Interest bearing loans and borrowings - current494.6215.5

Interest bearing loans and borrowings - non-current305.3851.7

Total interest bearing loans and borrowings799.9 1 , 0 6 7. 2

2023

$Millions

2022

$Millions

Maturity profile for bank facilities (excluding secured guarantees):

Between 0 to 1 year8 4 3.0281.4

Between 1 to 2 years542.2 362.3

Between 2 to 5 years805.71,980.0

Over 5 years - -

Total bank facilities2,190.9 2,623.7

Financing arrangements

Wholly owned subsidiaries

Infratil Finance Limited, a wholly owned subsidiary of the Company, has entered into bank facility arrangements with a negative pledge agreement,

which, with limited exceptions does not permit the Infratil Guaranteeing Group (‘IGG’) to grant any security over its assets. The IGG comprises entities

subject to a cross guarantee and comprises Infratil Limited, Infratil Finance Limited and wholly owned subsidiaries. These facilities are primarily used to

fund the corporate and investment activities of the Company. The IGG does not incorporate the underlying assets of the Company’s non-wholly owned

subsidiaries and associates. The IGG bank facilities also include restrictions over the sale or disposal of certain assets without bank agreement. Liability

under the cross guarantee is limited to the amount of debt drawn under the IGG facilities, plus any unpaid interest and costs of recovery.

At 31 March 2023 there was no drawn debt or accrued interest payable under the IGG facilities (31 March 2022: nil) and undrawn IGG facilities totalled

$898.4 million (31 March 2022: $1,169.0 million).

Non-wholly owned subsidiaries

The Group’s non-wholly owned subsidiaries also enter into bank facility arrangements. Amounts outstanding under these facilities are included within

loans and borrowings in the table above. These facilities are primarily used to fund the activities of those non-wholly owned subsidiaries. Wellington

International Airport and Manawa Energy’s facilities are both subject to negative pledge arrangements, which with limited exceptions does not permit

those entities to grant security over their respective assets. Qscan Group and RHCNZ Medical Imaging borrow under syndicated bank debt facilities,

under which security is granted over their respective assets. All non-wholly owned subsidiary facilities are subject to restrictions over the sale or disposal

of certain assets without bank agreement.

The various bank facilities across the Group require the relevant borrowing group to operate within defined performance and gearing ratios as is typical

of debt facilities of this nature. Throughout the period the Group has complied with all debt covenant requirements as imposed by the respective lenders,

other than RHCNZ Medical Imaging who sought and received waivers (post balance date) from it’s banking group in relation to an adjustment for

Covid-19 impacts in the calculation of EBITDA for the purposes of some FY2023 test dates.

Interest rates

Interest rates payable on bank loan facilities are floating rate determined by reference to prevailing money market rates at the time of draw-down plus a

margin. Interest rates paid during the year ranged from 1.40% to 8.44% (31 March 2022: 0.75% to 4.32%).

118119
20 Infratil Infrastructure bonds

2023

$Millions

2022

$Millions

Balance at the beginning of the year1,388.5 1,378.9

Issued during the year115.9 102.4

Exchanged during the year - (5 4.8)

Matured during the year(193.7)(39.1)

Purchased by Infratil during the year - -

Bond issue costs capitalised during the year(1.5)(1.2)

Bond issue costs amortised during the year2.1 2.3

Balance at the end of the year1,311.3 1,388.5

Current122.0 193.5

Non-current fixed coupon 835.3 841.1

Non-current variable coupon 122.1 122.0

Non-current perpetual variable coupon231.9 231.9

Balance at the end of the year1,311.3 1,388.5

Repayment terms and interest rates:

IFT190 maturing in June 2022, 6.85% p.a. fixed coupon rate - 93.7

IFT240 maturing in December 2022, 5.65% p.a. fixed coupon rate - 100.0

IFT210 maturing in September 2023, 5.25% p.a. fixed coupon rate122.1 122.1

IFT230 maturing in June 2024, 5.50% p.a. fixed coupon rate56.1 56.1

IFT260 maturing in December 2024, 4.75% p.a. fixed coupon rate100.0 100.0

IFT250 maturing in June 2025, 6.15% p.a. fixed coupon rate43.4 43.4

IFT300 maturing in March 2026, 3.35% p.a. fixed coupon rate120.3 120.3

IFT280 maturing in December 2026, 3.35% p.a. fixed coupon rate156.3 156.3

IFT310 Maturing in December 2027, 3.60% p.a. fixed coupon rate102.4 102.4

IFT270 maturing in December 2028, 4.85% p.a. fixed coupon rate until December 2023146.2 146.2

IFT320 maturing in June 2030, 5.93% p.a. fixed coupon rate until June 2026115.9 -

IFTHC maturing in December 2029, 7.89% p.a. variable coupon rate, reset annually123.2 123.2

IFTHA Perpetual Infratil infrastructure bonds231.9 231.9

less: Issue costs capitalised and amortised over term( 7. 4 )(8.2)

add: Issue premium capitalised and amortised over term0.9 1.1

Balance at the end of the year1,311.3 1,388.5

Fixed coupon

The fixed coupon bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds.

IFTHC bonds

The IFTHC bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. The coupon for the IFTHC

bonds for the period from (but excluding) 15 December 2023 was fixed at 7.89% per annum (for the period to 15 December 2022 the coupon was

4.19%). Thereafter the rate will be reset annually at 2.50% per annum over the then one year swap rate for quarterly payments.

IFT270 bonds

The interest rate of the IFT270 bonds is fixed at 4.85% for the first five years and then reset on 15 December 2023 for a further five years. The interest rate

for the IFT270 bonds for the period from (but excluding) 15 December 2023 until the maturity date will be the sum of the five year swap rate on 15

December 2023 plus a margin of 2.50% per annum.

IFT320 bonds

The interest rate of the IFT320 bonds is fixed at 5.93% for the first four years and will then reset on 15 June 2026 for a further four years. The interest rate

for the IFT320 bonds for the period from (but excluding) 15 June 2026 until the maturity date will be the sum of the four year swap rate on 15 June 2026

plus a margin of 2.00% per annum.

Perpetual Infratil infrastructure bonds (‘PIIBs’)

The Company has 231,916,000 (31 March 2022: 231,916,000) PIIBs on issue at a face value of $1.00 per bond. Interest is payable quarterly on the

bonds. On 15 November 2022 the coupon was set at 6.45% per annum until the next reset date, being 15 November 2023 (2022: 3.14%). Thereafter

the rate will be reset annually at 1.50% per annum over the then one year swap rate for quarterly payments, unless Infratil’s gearing ratio exceeds certain

thresholds, in which case the margin increases. These infrastructure bonds have no fixed maturity date. No PIIBs (2022: nil) were repurchased by Infratil

Limited during the year.

Throughout the year the Company complied with all debt covenant requirements as imposed by its bond supervisor.

At 31 March 2023 Infratil Infrastructure bonds (including PIIBs) had a fair value of $1,203.4 million (31 March 2022: $1,322.8 million).

21 Manawa Energy bonds

Unsecured senior bonds

2023

$Millions

2022

$Millions

Repayment terms and interest rates:

MNW150 maturing in December 2022, 4.01% p.a. fixed coupon rate- 1 2 7. 7

MNW180 maturing in July 2026, 3.35% p.a. fixed coupon rate125.0 125.0

MNW190 maturing in September 2027, 5.36% p.a. fixed coupon rate150.0 -

MNW170 maturing in February 2029, 3.97% p.a. fixed coupon rate until 22 February 2024100.0 100.0

less: Issue costs capitalised and amortised over term

(3.0)(2.0)

Balance at the end of the year372.0 350.7

Current - 1 2 7. 7

Non-current372.0 223.0

Balance at the end of the year372.0 350.7

Manawa Energy’s unsecured senior bonds rank equally with their bank loans. Manawa Energy borrows under a negative pledge arrangement, which with

limited exceptions does not permit Manawa Energy to grant any security interest over its assets. The Trust Deed for these bonds requires Manawa Energy

to maintain certain levels of shareholders’ funds and operate within defined performance and debt gearing ratios. The arrangements under the Trust

Deed may also create restrictions over the sale or disposal of certain assets unless the senior bonds are repaid or renegotiated. Throughout the year

Manawa Energy complied with all debt covenant requirements as imposed by its bond supervisor.

At 31 March 2023 Manawa Energy’s unsecured senior bonds had a fair value of $364.4 million (31 March 2022: $350.8 million).

120121
22 Wellington International Airport bonds and USPP notes

2023

$Millions

2022

$Millions

Repayment terms and interest rates:

WIA030 Retail bonds maturing May 2023, 4.25% p.a. fixed coupon rate75.0 75.0

WIA040 Retail bonds maturing August 2024, 4.00% p.a. fixed coupon rate60.0 60.0

WIA050 Retail bonds maturing June 2025, 5.00% p.a. fixed coupon rate70.0 70.0

WIA060 Retail bonds maturing April 2030, 4.00% p.a. fixed coupon rate until 1 April 20259 7. 0 9 7. 9

WIA070 Retail bonds maturing August 2026, 2.50% p.a. fixed coupon rate 100.0 100.0

WIA080 Retail bonds maturing September 2031, 3.32% p.a. fixed coupon rate 120.5 121.7

WIA090 Retail bonds maturing August 2028, 5.78% p.a. fixed coupon rate 75.0 -

USPP Notes - Series A (US$36 million)53.7 51.1

USPP Notes - Series B (US$36 million)53.7 51.1

less: Issue costs capitalised and amortised over term(4.5)(5.1)

Balance at the end of the year700.4 621.7

Current75.0 -

Non-current625.4 621.7

Balance at the end of the year700.4 621.7

The Trust Deed for the retail bonds requires Wellington International Airport (‘Wellington Airport’) to operate within defined performance and debt gearing

ratios. The arrangements under the Trust Deed creates restrictions over the sale or disposal of certain assets. Throughout the year Wellington Airport

complied with all debt covenant requirements as imposed by the retail bond supervisor.

Wellington Airport’s USPP comprised two equal tranches, Series A of US$36 million 10 year Note with a coupon of 3.47%, maturing July 2027 and Series

B of US$36 million 12 year Note with a coupon of 3.59%, maturing July 2029. In conjunction with the USPP issuance, Wellington Airport entered into

cross currency interest rate swaps (‘CCIRS’) to hedge the exposure to foreign currency risk over the term of the notes.

At 31 March 2023 Wellington Airport’s bonds had a fair value of $581.0 million (2022: $522.9 million), and Wellington Airport’s USPP Notes had a fair

value of $115.3 million (2022: $110.9 million).

The USPP notes are measured at amortised cost, translated to New Zealand dollars using the spot rate at balance date.

Financial Covenants and Other Restrictions

As at 31 March 2023 Wellington Airport has bank facilities amounting to $100 million, which remain undrawn (31 March 2022: $100 million). These

facilities and the US$72 million USPP Notes have certain financial covenants which were all met as at 31 March 2023.

23 Financial instruments

The Group has exposure to the following risks due to its business activities and financial policies:

• Credit risk

• Liquidity risk

• Market risk

This note presents information about the Group’s exposure to each of the above risks, the Group’s objectives, policies and processes for measuring and

managing risk, and the Group’s management of capital.

23.1 Credit risk

Credit risk is the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the Group. The Group is exposed to credit

risk in the normal course of business including those arising from trade receivables with its customers, financial derivatives and transactions (including

cash balances) with financial institutions. The Group minimises its exposure to credit risk of trade receivables through the adoption of counterparty credit

limits and standard payment terms. Derivative counterparties and cash transactions are limited to high-credit-quality financial institutions and

organisations in the relevant industry. The Group’s exposure and the credit ratings of significant counterparties are monitored, and the aggregate value of

exposures are spread across approved counterparties. The carrying amounts of financial assets recognised in the Statement of Financial Position best

represent the Group’s maximum exposure to credit risk at the reporting date. Generally no security is held on these amounts.

Exposure to credit risk

2023

$Millions

2022

$Millions

The Group had exposure to credit risk with financial institutions at balance date from cash deposits held as

follows:

Financial institutions with 'AA' credit ratings- -

Financial institutions with 'AA-' credit ratings5 4 7. 6 685.2

Financial institutions with 'A+' credit ratings - -

Financial institutions with 'A' credit ratings226.6 160.4

Unrated financial institutions0.3 5.4

Total cash deposits with financial institutions774.5 851.0

Cash on hand - -

Total cash and cash equivalents7 74.5 851.0

No cash was included in assets held for sale at 31 March 2023 (31 March 2022: nil). Credit ratings are from S&P Global Ratings or equivalent rating

agencies.

Trade and other receivables

The Group has exposure to various counterparties. Concentration of credit risk with respect to trade receivables is limited due to the Group’s large

customer base in a diverse range of industries and geographies.

122123
Ageing of trade receivables

2023

$Millions

2022

$Millions

The ageing analysis of trade receivables is as follows:

Not past due7 7. 1 63.8

Past due 0-30 days18.4 10.8

Past due 31-90 days6.7 2.5

Greater than 90 days6.2 2.0

Tot a l108.4 79.1

The ageing analysis of impaired trade receivables is as follows:

Not past due(0.4)(0.6)

Past due 0-30 days(0.2)(0.4)

Past due 31-90 days(0.2)(0.6)

Greater than 90 days(6.0)(3.1)

Tot a l(6.8)(4.7)

2023

$Millions

2022

$Millions

Movement in the provision for expected credit loss for the year was as follows:

Balance as at 1st April4.7 5.5

Acquired through acquisition of subsidiary0.5 2.0

Expected credit loss recognised (charged to operating expenses)1.2 3.7

Bad debts recovered(0.6)(0.5)

Provisions made/(utilised)1.0 (2.6)

Transfers to assets classified as held for sale

- (3.4)

Balance as at 31 March6.8 4.7

Other prepayments and receivables63.741.7

Total trade, accounts receivable and prepayments165.3116.1

23.2 Liquidity risk

Liquidity risk is the risk that assets held by the Group cannot readily be converted to cash to meet the Group’s contracted cash flow obligations. Liquidity

risk is monitored by continuously forecasting cash flows and matching the maturity profiles of financial assets and liabilities. The Group’s approach to

managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due and make value investments, under both normal

and stress conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group manages liquidity risk by

maintaining sufficient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities, the

spreading of debt maturities, and its credit standing in capital markets.

The tables below analyse the Group’s financial liabilities, excluding gross settled derivative financial liabilities, into relevant maturity groupings based on

the earliest possible contractual maturity date at year end. The amounts in the tables below are contractual undiscounted cash flows, which include

interest through to maturity. Perpetual Infratil Infrastructure Bonds cash flows have been determined by reference to the longest dated Infratil bond

maturity in the year 2030. Contractural cashflows include liabilities held for sale at 31 March 2023.

Balance

sheet

$Millions

Contractual

cash flows

$Millions

6 months

or less

$Millions

6-12 months

$Millions

1-2 years

$Millions

2-5 years

$Millions

5 + years

$Millions

31 March 2023

Accounts payable, accruals and other

liabilities 793.5 945.2756.839.2 90.1 5 7. 1 2.0

Lease liabilities 208.2 555.5 16.3 16.2 30.8 81.8 410.4

Unsecured & secured bank facilities 799.9 900.284.1470.156.2289.8 -

Infratil Infrastructure bonds 1,079.4 1,310.9 148.9 23.6 4 7. 1 669.1 422.2

Perpetual Infratil Infrastructure bonds 231.9 339.9 7.5 7.5 15.0 4 4.9 265.0

Wellington International Airport bonds 700.4 853.7 89.1 12.5 83.7 279.9 388.5

Manawa Energy bonds 372.0 4 45.6 8.1 8.1 16.2 310.2 103.0

Derivative financial instruments 1 1 7. 0 249.8 51.5 30.8 164.1 3.3 0.1

4,302.3 5,600.81,162.3608.0503.21,736.11,591.2

31 March 2022

Accounts payable, accruals and other

liabilities 598.1 632.2 488.2 2.3 1 0 7. 6 33.3 0.8

Lease liabilities 249.3 463.8 13.9 14.3 2 7. 0 72.8 335.8

Unsecured & secured bank facilities 1 , 0 6 7. 2 881.5 25.1 5 7. 7 74.5 723.4 0.8

Infratil Infrastructure bonds 1,156.6 1,357.5 120.8 122.2 160.8 553.2 400.5

Perpetual Infratil Infrastructure bonds 231.9 287.9 3.6 3.6 7. 3 21.8 251.6

Wellington International Airport bonds 621.7 769.4 11.7 11.7 96.8 279.0 370.2

Trustpower bonds 350.7 401.1 6.6 133.1 8.2 146.3 106.9

Derivative financial instruments 118.8 128.7 18.2 20.2 81.4 6.0 2.9

4,394.3 4,922.1 688.1 365.1 563.6 1,835.8 1,469.5

124125
23.3 Market risk

Market risk is the risk that changes in market prices, such as interest rates, foreign exchange rates and energy prices will affect the Group’s income or the

value of its holdings of financial assets and liabilities. The objective of market risk management is to manage and control market risk exposures within

acceptable parameters, while optimising the return.

23.3.1 Interest rate risk (cash flow and fair value)

Interest rate risk is the risk of interest rate volatility negatively affecting the Group’s interest expense cash flow and earnings. Infratil mitigates this risk by

managing it’s interest rate exposures in accordance with it’s Group Treasury Policy, which sets out defined maximum and minimum hedging levels that

are maintained as a proportion of forecast total drawn debt. Infratil achieves compliance with these thresholds by issuing fixed rate bonds or entering into

interest rate derivatives to adjust it’s fixed rate exposure profile. Borrowings issued at fixed rates does expose the Group to fair value interest rate risk.

2023

$Millions

2022

$Millions

At balance date the face value of interest rate contracts outstanding were:

Interest rate swaps - notional value2,672.2 1,4 59.3

Fair value of interest rate swaps 43.5 24.2

Fair value adjustments3.3-

Cross currency interest rate swaps - notional value99.8 99.8

Fair value of cross currency interest rate swaps 6.9 1.6

The termination dates for the interest rate swaps are as follows:

Between 0 to 1 year420.0 -

Between 1 to 2 years250.2 50.0

Between 2 to 5 years1,4 48.0 934.3

Over 5 years55 4.0 475.0

The termination dates for the cross currency interest rate swaps are as follows:

Between 0 to 1 year - -

Between 1 to 2 years - -

Between 2 to 5 years

49.9 -

Over 5 years49.9 99.8

Interest rate sensitivity analysis

The following table shows the impact on post-tax profit and equity of a movement in bank interest rates of 100 basis points higher/lower with all other

variables held constant.

2023

$Millions

2022

$Millions

Profit or loss

100 bp increase18.4 17.6

100 bp decrease(18.7)( 1 7. 9 )

Other comprehensive income

100 bp increase4.0 3.0

100 bp decrease(4.3)(3.4)

Assumptions used in the interest rate sensitivity analysis include:

Reasonably possible movements in interest rates were determined based on a review of historical movements. A movement of 100 basis points

higher/lower is considered appropriate to demonstrate the sensitivity of the Group to movements in interest rates. The sensitivity was calculated by

taking interest rate instruments including loans and borrowings, bonds, interest rate swaps and cross currency interest rate swaps at balance date

and adjusting the interest rate upwards and downwards to quantify the resulting impact to profit or loss and other comprehensive income.

23.3.2 Foreign currency risk

The Group has exposure to foreign currency risk on the value of its net investment in foreign investments, assets and liabilities, future investment

obligations and future income. Foreign currency obligations and income are recognised as soon as the flow of funds is likely to occur. Decisions on buying

forward cover for likely foreign currency investments is subject to the Group’s expectation of the fair value of the relevant exchange rate.

The Group may enter into forward exchange contracts to reduce the risk from price fluctuations of foreign currency commitments associated with the

construction of generation assets and to hedge the risk of its net investment in foreign operations. Any resulting differential to be paid or received as a

result of the currency hedging of the asset is reflected in the final cost of the asset. The Group has elected to apply cash flow hedge accounting to these

instruments.

The following table shows the impact on post-tax profit and equity if the New Zealand dollar had weakened or strengthened by 10 per cent against the

currencies with which the Group has foreign currency risk with, all other variables held constant.

20232022

+10%

$Millions

-10%

$Millions

+10%

$Millions

-10%

$Millions

Profit or loss

AUD(1 1 .7 )1 1 .7 (1 1.3)11.3

EUR(0.7)0.7 (0.3) 0.3

GBP - - - -

USD(0.1)0.1(0.1) 0.1

Other comprehensive income

AUD( 1 1 7. 9 )118.3 (8 4.6) 83.3

EUR(0.8)0.8 (0.3) 0.3

GBP(6.5)6.5 (5.7) 5.7

USD( 2 7. 4 )29.7 (19.2)21.4

Assumptions used in the foreign currency exposure sensitivity analysis include:

Reasonably possible movements in foreign exchange rates were determined based on a review of historical movements. A movement of plus or minus

10% has been applied to the NZD/AUD, NZD/USD, NZD/EUR and NZD/GBP exchange rates to demonstrate the sensitivity of foreign currency risk of the

company’s investment in foreign operations and associated derivative financial instruments. The sensitivity was calculated by taking each currency pair’s

spot rate as at balance date, moving this spot rate by plus and minus 10% and then reconverting the foreign currency balances with the ‘new spot-rate’.

Unhedged foreign currency exposures

At balance date the Group has the following unhedged exposure to foreign currency risk arising on foreign currency monetary assets and liabilities that

fall due within the next twelve months:

2023

$Millions

2022

$Millions

Cash, short term deposits and trade receivables

United States Dollars (USD)1.6 3.9

Australian Dollars (AUD)4.6 4.5

Euro (EUR)1.3 0.5

Pound Sterling (GBP)0.8 0.2

126127
23.3.3 Energy price risk

Energy Price Risk is the risk that financial performance will be impacted by fluctuations in spot energy prices. The Group meets its energy sales demand

by purchasing energy on spot markets, physical deliveries and financial derivative contracts. This exposes the Group to fluctuations in the spot and

forward price of energy. The Group has entered into a energy hedge contract to reduce the energy price risk from price fluctuations. This hedge contract

establishes the price at which future specified quantities of energy are purchased and settled. Any resulting differential to be paid or received is

recognised as a component of energy costs through the term of the contract. The Group has elected to apply cash flow hedge accounting to those

instruments it deems material and which qualify as a cash flow hedge.

The electricity price CFD entered with Mercury NZ Limited was transferred at a price of $1 per the mass market retail business sale and purchase

agreement. When valued against the wholesale electricity price curve, this derivative had a value on day 1 of negative $521.7 million. NZ IFRS 9 Financial

Instruments requires that where the fair value differs to the transaction price for a Level 3 instrument, the valuation must be calibrated to reflect the

transaction price. As a result, no day 1 fair value has been recorded. The day 1 loss of $521.7 million will be recognised in profit and loss as contractual

cash flows on the swap are settled and fair value gains/losses on the calibrated swap are realised over time. During the period $122.2 million of the

deferred day 1 value has been recognised through wholesale electricity revenue as the calibrated CFD cash flows have been realised throughout the

period. The remaining $399.6 million of the day 1 loss will be recognized accordingly in future periods over the remaining term of the contract. These

CFD cash settlements have reduced the impact of changes in wholesale electricity prices on Manawa Energy’s revenue. A fair value gain of $97.4 million,

over the period from 1 May 2022 to 31 March 2023, has been booked with $27.8 million taken to the cash flow hedge reserve and $69.6 million taken to

net fair value gains on financial instruments.

20232022

At balance date the aggregate notional volume of outstanding energy derivatives were:

Electricity (GWh)12,926.0 3,621.0

Fair value of energy derivatives ($millions)62.5 3.0

As at 31 March 2023, the Group had energy contracts outstanding with various maturities expected to occur continuously throughout the next five

years. The hedged anticipated energy purchase transactions are expected to occur continuously throughout the contract period from balance sheet

date consistent with the Group’s forecast energy generation and retail energy sales. Gains and losses recognised in the cash flow hedge reserve on

energy derivatives as of 31 March 2023 will be continuously released to the income statement in each period in which the underlying purchase

transactions are recognised in the profit or loss.

2023

$Millions

2022

$Millions

The termination dates for the energy derivatives are as follows:

Between 0 to 1 year634.2 1 2 9.7

Between 1 to 2 years650.7 123.8

Between 2 to 5 years628.3 133.0

Over 5 years72.1 -

1,985.3 386.5

Energy price sensitivity analysis

The following table shows the impact on post-tax profit and equity of an increase/decrease in the Level 3 forward electricity prices with all other variables

held constant:

2023

$Millions

2022

$Millions

Profit and loss

10% increase in energy forward prices(12.2)(15.2)

10% decrease in energy forward prices12.2 15.2

Other comprehensive income

10% increase in energy forward prices104.4 1.0

10% decrease in energy forward prices(104.4)(1.0)

Assumptions used in the energy forward price sensitivity analysis include:

Reasonably possible movements in energy forward prices were determined based on a review of historical movements. A movement of 10% higher/

lower is considered appropriate to demonstrate sensitivity to movements in forward energy prices. The sensitivity was calculated by taking balances that

incorporate expectations of forward electricity prices at balance date and adjusting the forward electricity price upwards and downwards to quantify the

resulting impact to profit or loss and other comprehensive income.

If the discount rate for valuing electricity price increased/decreased by 1% then the fair value of the electricity price derivatives would have decreased/

increased by $1.4 million (2022: $13.6 million). If the forecast inflation rate has increased/decreased by 1% then the fair value of electricity price

derivatives would have increased/decreased by $16.2 million (2022: nil).

23.4 Fair values

With the exception of bond debt and senior notes which are measured at amortised cost, financial assets and financial liabilities are measured at fair

value. The fair value of bond debt and senior notes at 31 March 2023 is $2,264.1 million (31 March 2022: $2,307.3 million) compared to an amortised

cost value of $2,383.7 million (31 March 2022: $2,360.9 million).

The carrying value of derivative financial assets and liabilities recorded in the statement of financial position are as follows:

2023

$Millions

2022

$Millions

Assets

Derivative financial instruments - energy

156.0 106.2

Derivative financial instruments - cross currency interest rate swaps

6.9 1.6

Derivative financial instruments - foreign exchange

3.3 -

Derivative financial instruments - interest rate66.5 38.4

232.7 146.2

Split as follows:

Current

25.3 65.3

Non-current 2 0 7. 4 80.9

232.7 146.2

Liabilities

Derivative financial instruments - energy

93.5 103.2

Derivative financial instruments - cross currency interest rate swaps

- -

Derivative financial instruments - foreign exchange

0.5 1.4

Derivative financial instruments - interest rate23.0 14.2

1 1 7. 0 118.8

Split as follows:

Current

3 7. 0 48.3

Non-current

80.0 70.5

1 1 7. 0 118.8

Estimation of fair values

The fair values of financial assets and financial liabilities are determined as follows:

• The fair value of financial assets and liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to

quoted market prices.

• The fair value of other financial assets and liabilities are calculated using market-quoted rates based on discounted cash flow analysis.

• The fair value of derivative financial instruments are calculated using quoted prices. Where such prices are not available, use is made of discounted

cash flow analysis using the applicable yield curve or available forward price data for the duration of the instruments.

Where the fair value of a derivative is calculated as the present value of the estimated future cash flows of the instrument, the two key types of variables

used by the valuation techniques are:

• forward price curve (for the relevant underlying interest rates, foreign exchange rates or commodity prices); and

• discount rates.

Valuation inputSource

Interest rate forward price curvePublished market swap rates

Foreign exchange forward pricesPublished spot foreign exchange rates

Electricity forward price curveMarket quoted prices where available and management’s best estimate

based on its view of the long run marginal cost of new generation where

no market quoted prices are available

Discount rate for valuing interest rate derivativesPublished market interest rates as applicable to the remaining life of the

instrument

Discount rate for valuing forward foreign exchange contractsPublished market rates as applicable to the remaining life

of the instrument

Discount rate for valuing electricity price derivativesAssumed counterparty cost of funds ranging from 3.1% to 6.1%

(31 March 2022: 2.2% to 3.4%)

128129
The selection of variables requires significant judgement and therefore there is a range of reasonably possible assumptions in respect of these variables

that could be used in estimating the fair value of these derivatives. Maximum use is made of observable market data when selecting variables and

developing assumptions for the valuation techniques.

Fair value hierarchy

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)

• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is,

derived from prices) (level 2)

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3)

The following tables present the Group’s financial assets and liabilities that are measured at fair value.

31 March 2023

Level 1

$Millions

Level 2

$Millions

Level 3

$Millions

To t a l

$Millions

Assets per the statement of financial position

Derivative financial instruments - energy- - 156.0 156.0

Derivative financial instruments - cross currency interest rate swaps - 6.9 - 6.9

Derivative financial instruments - foreign exchange - 3.3 - 3.3

Derivative financial instruments - interest rate - 66.5 - 66.5

Tot al - 76.7 156.0 232.7

Liabilities per the statement of financial position

Derivative financial instruments - energy - - 93.5 93.5

Derivative financial instruments - cross currency interest rate swaps - - - -

Derivative financial instruments - foreign exchange - 0.5 - 0.5

Derivative financial instruments - interest rate - 23.0 - 23.0

Tot al - 23.5 93.5 1 1 7. 0

31 March 2022

Level 1

$Millions

Level 2

$Millions

Level 3

$Millions

To t a l

$Millions

Assets per the statement of financial position

Derivative financial instruments - energy- - 106.2 106.2

Derivative financial instruments - cross currency interest rate swaps - 1.6 - 1.6

Derivative financial instruments - foreign exchange - - - -

Derivative financial instruments - interest rate - 38.4 - 38.4

Tot al - 40.0 106.2 146.2

Liabilities per the statement of financial position

Derivative financial instruments - energy - - 103.2 103.2

Derivative financial instruments - cross currency interest rate swaps - - - -

Derivative financial instruments - foreign exchange - 1.4 - 1.4

Derivative financial instruments - interest rate - 14.2 - 14.2

Tot al - 15.6 103.2 118.8

There were no transfers between derivative financial instrument assets or liabilities classified as level 1 or level 2, and level 3 of the fair value hierarchy

during the year ended 31 March 2023 (31 March 2022: none).

The following table reconciles the movements in level 3 Electricity price derivatives that are classified within level 3 of the fair value hierarchy because the

assumed location factors which are used to adjust the forward price path are unobservable.

2023

$Millions

2022

$Millions

Assets per the statement of financial position

Opening balance106.2 14 5.6

Foreign exchange movement on opening balance - -

Acquired as part of business combination - -

Gains and (losses) recognised in profit or loss29.8 74.4

Gains and (losses) recognised in other comprehensive income20.0 (113.8)

Transfer to assets held for sale - -

Closing balance156.0 106.2

Total gains/(losses) for the year included in profit or loss for assets held at the end of the reporting year41.4 1.4

Liabilities per the statement of financial position

Opening balance103.2 121.7

Foreign exchange movement on opening balance - -

Acquired as part of business combination - -

(Gains) and losses recognised in profit or loss(9.7)(18.4)

(Gains) and losses recognised in other comprehensive income - (0.1)

Transfers to liabilities held for sale - -

Closing balance93.5 103.2

Total gains/(losses) for the year included in profit or loss for liabilities held at the end of the reporting year33.1 -

Settlements during the year(11.2)(14.0)

23.5 Risk Management Framework

The Board of Directors has overall responsibility for the establishment and oversight of Infratil’s risk management framework. Infratil has established an

Audit and Risk Committee’s (‘ARC’) and a comprehensive enterprise risk management framework. The ARC’s risk management responsibilities include

reviewing management practices in relation to the ongoing identification, assessment and management of risks which are grouped into principal risk

categories; portfolio, operational, stakeholder and regulatory and compliance. Particular attention is given to strategic risks that have the potential to

materially impact the overall performance of the Infratil portfolio. Infratil Management provide regular reporting to the ARC on the relevant risks and the

controls and treatments for those risks, with escalation to the Board where necessary. Through its material Board representation across each significant

subsidiary and associate, Infratil seeks to ensure that the Board and Management teams of each entity have robust governance and risk management

processes in place to effectively identify, assess and monitor the operational and strategic risks relevant to each individual business.

23.6 Capital Management

The Group’s capital includes share capital, reserves, retained earnings and non-controlling interests of the Group. From time to time the Group purchases

its own shares on the market with the timing of these purchases dependent on market prices, an assessment of value for shareholders and an available

window to trade on the NZX. Primarily the shares are intended to be held as treasury stock and may be reissued under the Dividend Reinvestment Plan or

cancelled. During the prior year the Group issued 1,031,049 shares under the dividend reinvestment plan.

The Group seeks to manage it’s maturity concentration through the regular assessment of it’s funding maturity profile and maintaining aggregate

concentration below an acceptable limit. Discussions on refinancing of facilities will normally commence at least six months before maturity. Facilities are

maintained with highly rated financial institutions, and with a minimum number of bank counterparties to ensure diversification.

130131
24 Capital commitments

2023

$Millions

2022

$Millions

Committed but not contracted for

135.5 41.2

Contracted but not provided for

32.8 56.3

Capital commitments

168.3 97.5

Capital commitments are primarily associated with RHCNZ’s capital expenditure in relation to projects including completion costs for new branches,

branch expansion and the purchase of various new and replacement machinery. See Note 6 for Infratil’s commitment to Longroad, Galileo and Kao Data,

Note 7 for Infratil’s commitment to Clearvision Ventures and Note 9 for Infratil’s commitment to Mint Renewables.

At 31 March 2023, Infratil has committed US$19.0 million of capital contributions to Gurīn Energy (2022: US$5.7 million).

25 Reconciliation of net surplus with cash flow from operating activities

2023

$Millions

2022

$Millions

Net surplus for the year8 91.7 1 ,23 1 .7

(Add) / Less items classified as investing activity:

(Gain)/Loss on investment realisations, impairments and disposals of discontinued operations(328.7)(1,014.7)

Transaction costs: payables relating to investing activities23.9 0.7

Add items not involving cash flows:

Movement in financial derivatives taken to the profit or loss(91.5)(60.6)

Decrease in deferred tax liability excluding transfers to reserves(14.6)(35.9)

Changes in fair value of investment properties4.3 (15.3)

Equity accounted earnings of associate net of distributions received(4 86.1)( 2 0 7. 3 )

Depreciation102.2 124.3

Movement in provision for bad debts - 0.5

Amortisation of intangibles5.8 18.4

Other

(8.7)16.0

Movements in working capital:

Change in receivables(25.8)48.6

Change in inventories(0.1)(0.2)

Change in trade payables2 7. 1 (10.0)

Change in accruals and other liabilities(99.3)(42.5)

Change in current and deferred taxation8.6 29.1

Net cash flow from operating activities8.8 82.9

26 Key management personnel disclosures

Key management personnel have been defined as the Chief Executives and direct reports for the Group’s operating subsidiaries (including executive

Directors).

2023

$Millions

2022

$Millions

Key management personnel remuneration comprised:

Short-term employee benefits 1 5.7 16.0

Post employment benefits - -

Termination benefits - 0.1

Other long-term benefits 1.8 0.6

Share based payments1.1 2.6

18.6 19.3

Directors fees paid to directors of Infratil Limited and its subsidiaries during the year were $4.3 million (2022: $3.9 million).

27 Related parties

Certain Infratil Directors have relevant interests in a number of companies with which Infratil has transactions in the normal course of business. A number

of key management personnel are also Directors of Group subsidiary companies and associates.

Morrison & Co Infrastructure Management Limited (‘MCIM’) is the management company and receives management fees in accordance with the

applicable management agreement. MCIM is owned by H.R.L. Morrison & Co Group Limited Partnership (‘MCO’). Jason Boyes is a director and Chief

Executive of Infratil. Entities associated with Mr Boyes have a beneficial interest in MCO.

There are related party transactions between companies within the Group. These are carried out in the ordinary course of business at the appropriate

market rate. The arrangements are not deemed material for separate disclosure.

Management and other fees paid by the Group (including associates) to MCIM, MCO or its related parties during the year were:

Note

2023

$Millions

2022

$Millions

Management fees28 232.9 278.7

Executive secondment and consulting1.0 0.7

Directors' fees2.8 2.2

Financial management, accounting, treasury, compliance and administrative services 1.9 1.7

Total management and other fees238.6 283.3

As at 31 March 2023 no amounts included in the above table related to discontinued operations (2022: $0.2 million).

At 31 March 2023 amounts owing to MCIM of $5.7 million (excluding GST) are included in trade creditors (2022: $5.2 million).

MCO, or Employees of MCO received directors fees from the Company, subsidiaries or associates as follows:

2023

$000’s

2022

$000’s

CDC Group Holdings Pty Ltd241.4 159.0

Fortysouth Limited - -

Galileo Green Energy, LLC350.4 350.2

Gurīn Energy480.9 -

Infratil Infrastructure Property Limited33.8 45.0

Longroad Energy Holdings, LLC240.5 215.2

RHCNZ Holdco Limited180.0 150.0

Manawa Energy Limited438.8 380.4

Mint Renewables Limited82.3 -

Qscan Group Holdings Newco Pty - -

R A (Holdings) 2014 Pty Limited306.3 309.1

Tilt Renewables Limited - 162.5

Vodafone New Zealand Limited - -

Wellington International Airport Limited4 41.5 400.9

2,795.9 2,172.3

A loan has been provided to the co-investor of Gurīn Energy. Given this entity represents the key management personnel of Gurīn Energy, it has been

identified as a related party loan. The loan balance at 31 March 2023 is $2.9 million and is included within trade and other receivables at 31 March 2023.

132133
28 Management fees paid under the Management Agreement with Morrison & Co Infrastructure

Management Limited

The day-to-day management responsibilities of the Company have been delegated to Morrison & Co Infrastructure Management Limited (‘MCIM’) under

a Management Agreement. The Management Agreement specifies the duties and powers of MCIM, and the management fees payable to MCIM for

delivering those services. These include a New Zealand Portfolio Management Fee, International Portfolio Management Fee and International Portfolio

Incentive Fees.

Management fees paid under the Management Agreement during the year were:

2023

$Millions

2022

$Millions

New Zealand & International Portfolio Management Fees63.3 5 7. 5

International Portfolio Incentive Fees169.6 221.2

232.9 278.7

New Zealand Portfolio Management Fee

The New Zealand base management fee is paid on the ‘New Zealand Company Value’ at 0.80% p.a. on the New Zealand Company Value above $150

million, 1.00% p.a. on the New Zealand Company Value between $50 million and $150 million and 1.125% p.a. on New Zealand Company value up to

$50 million. The New Zealand Company Value is defined as:

• the Company’s market capitalisation as defined in the Management Agreement (the aggregated market value of the Company’s listed securities,

being ordinary shares, partly paid shares and, Infratil Infrastructure bonds);

• plus the Company and its wholly owned subsidiaries’ net debt (excluding listed debt securities and the book value of the debt in any non-Australasian

investments);

• minus the cost price of any non-Australasian investments; and,

• an adjustment for foreign exchange gains or losses related to non-New Zealand investments.

International Portfolio Management Fee

The international fund management fee is paid at the rate of 1.50% per annum on:

• the cost price of any non-Australasian investments; and,

• the book value of the debt in any wholly owned non-Australasian investments.

International Portfolio Incentive Fees

International Investments are eligible for International Portfolio incentive fees (‘Incentive fees’) under the Management Agreement between MCIM and

Infratil. The Agreement allows for incentives to be payable for performance in excess of a minimum hurdle of 12% per annum in three separate areas:

• Initial Incentive Fees;

• Annual Incentive Fees; and,

• Realised Incentive Fees.

To the extent that there are assets that meet these criterion, independent valuations are performed on the respective International Investments to

determine whether any Incentive Fees are payable.

International Portfolio Initial Incentive Fee

International Investments become eligible for the Initial Incentive Fee assessment on the third balance date (31 March) that they have been held

continuously by the Company. All International Investments that are acquired in any one financial year are grouped together for the purposes of the Initial

Incentive Fee, and an Initial Incentive Fee is payable at 20% of the outperformance of those assets against a benchmark of 12% p.a. after tax,

compounding.

The Company’s investment in Qscan Group is eligible for the International Portfolio Initial Incentive Fee assessment as at 31 March 2023 (31 March 2022:

Galileo). No International Portfolio Initial Incentive Fee has been accrued as at 31 March 2023.

International Portfolio Annual Incentive Fee

Thereafter International Investments are grouped together, and an Annual Incentive Fee is payable at 20% of the outperformance of those assets against

the higher of, a benchmark of 12% p.a. after tax, relative to the most recent 31 March valuation, or cost.

The Company’s investments in CDC Data Centres, Galileo, Longroad Energy, and RetireAustralia are eligible for the International Portfolio Annual

Incentive fee assessment as at 31 March 2023 (31 March 2022: CDC Data Centres, Longroad Energy, RetireAustralia).

Based on independent valuations obtained as at 31 March 2023, an Annual Incentive Fee of $169.6 million has been accrued as at that date (31 March

2022: $99.7 million).

International Portfolio Annual Incentive Fees

2023

$Millions

2022

$Millions

CDC Data Centres

38.6 8 4.7

Longroad Energy

136.7 14.1

RetireAustralia

(5.2)0.9

Galileo Green Energy(0.5) -

169.6 99.7

Payment of Annual Incentive Fees

Any Annual Incentive Fee calculated in respect of a Financial Year is earned and paid in three annual instalments, with the second and third instalments

only being earned and payable if, at each relevant assessment date, the fair value of the relevant asset (including distributions, if any) exceeds the

greater of fair value or cost as at the 31 March for which the Incentive Fee was first calculated.

Realised Incentive Fees are payable within 7 Business Days of receipt by the Company of a certificate from the International Portfolio Independent Valuer.

International Portfolio Realised Incentive Fees

2023

$Millions

2022

$Millions

Tilt Renewables

- 122.1

ASIP - (0.6)

- 121.5

International Portfolio Realised Incentive Fee

Realised Incentive Fees are payable on the realised gains from the sale, or other realisation of International Investments at 20% of the outperformance

(since the last valuation date) against the higher of, a benchmark of 12% p.a. after tax, relative to the most recent 31 March valuation, or cost.

No Realised Incentive Fees were payable as at 31 March 2023 (31 March 2022: $121.5 million).

29 Contingent liabilities

The Company and certain wholly owned subsidiaries are guarantors of the bank debt facilities of Infratil Finance Limited under a Deed of Negative Pledge,

Guarantee and Subordination and the Company is a guarantor to certain obligations of subsidiary companies.

30 Events after balance date

Dividend

On 20 May 2023, the Directors approved a fully imputed final dividend of 12.5 cents per share to holders of fully paid ordinary shares to be paid on

13 June 2023.

Incentive Fee payment by Share Issue

On 19 May 2023, the Company gave notice to Morrison & Co, as Manager, that it had elected to pay $60.0 million of the third tranche of the FY2021

Annual Incentive Fee by way of issue of shares on 29 May 2023, under clause 9.6.1 of the Management Agreement. The shares will be issued in

accordance with clause 4.1 of the Company’s constitution and rule 4.1.1 of the NZX Listing Rules. At the Company’s 2022 annual meeting held on

25 August 2022, the Company’s shareholders approved as an ordinary resolution, the Company issuing shares to the Manager in the manner

contemplated by the Management Agreement, to pay all or a portion of the third tranche of the FY2021 Annual Incentive Fee.




© 2023 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited

by guarantee. All rights reserved.


Independent Auditor’s Report

To the shareholders of Infratil Limited

Report on the audit of the consolidated financial statements

Opinion

In our opinion, the consolidated financial statements

of Infratil Limited (the ’company’) and its subsidiaries

(the 'group') on pages 74 to 133 present fairly, in all

material respects:

i. the Group’s financial position as at 31 March 2023

and its financial performance and cash flows for

the year ended on that date;

in accordance with New Zealand Equivalents to

International Financial Reporting Standards and

International Financial Reporting Standards issued

by the New Zealand Accounting Standards Board.

We have audited the accompanying consolidated

financial statements which comprise:

— the consolidated statement of financial position

as at 31 March 2023;

— the consolidated statements of comprehensive

income, changes in equity and cash flows for the

year then ended; and

— notes, including a summary of significant

accounting policies.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ ISAs (NZ)’). We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the group in accordance with Professional and Ethical Standard 1 International Code of

Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the

New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for

Accountants’ International Code of Ethics for Professional Accountants (including International Independence

Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these

requirements and the IESBA Code.

Our responsibilities under ISAs (NZ) are further described in the Auditor’s responsibilities for the audit of the

consolidated financial statements section of our report.

Our firm has also provided other services to the group in relation to taxation services, audit of regulatory

disclosures, other assurance engagements and a cultural capability assessment. Subject to certain restrictions,

partners and employees of our firm may also deal with the group on normal terms within the ordinary course of

trading activities of the business of the group. These matters have not impaired our independence as auditor of

the group. The firm has no other relationship with, or interest in, the group.


Scoping


The scope of our audit is designed to ensure that we perform adequate work to be able to give an opinion on the

consolidated financial statements as a whole, taking into account the structure of the group, the financial reporting

systems, processes and controls, and the industry in which it operates.






2


The context for our audit is set by the group's major activities in the financial year ended 31 March 2023. In

establishing the overall approach to the group audit, we determined the type of work that needed to be performed

at the component level by us, as the group engagement team, or component auditors operating under

our instruction.


A full scope audit was performed on the most significant investments for the group using component materialities

which were lower than group materiality. The component materiality took into account the size and the risk profile

of each component.


Where the work was performed by component auditors, we determined the level of involvement we needed to

have in the audit work at those investments to be able to conclude whether sufficient appropriate audit evidence

had been obtained as a basis for our opinion on the group financial statements as a whole. We kept in regular

communication with component audit teams throughout the year with phone calls, discussions and written

instructions and ensured that the component audit teams had the appropriate skills and competencies which are

needed for the audit. We reviewed the work undertaken by component auditors in order to ensure the quality and

adequacy of their work


Materiality


The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the

nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and

on the consolidated financial statements as a whole. The materiality for the consolidated financial statements as a

whole was set at $75 million determined with reference to a benchmark of group total assets. We chose the

benchmark because, in our view, this is a key measure of the group’s performance.


Key audit matters


Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the consolidated financial statements in the current period. We summarise below those matters and our key audit

procedures to address those matters in order that the shareholders as a body may better understand the process

by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely for the

purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not express

discrete opinions on separate elements of the consolidated financial statements

The key audit matter How the matter was addressed in our audit

Carrying value of Goodwill

As disclosed in note 17, the carrying value of the

group’s goodwill as at 31 March 2023 was $1,846.1

million. This comprises of $1,080.5 million relating to

three cost generating units (CGUs) from the RHC

Group, and $703.9 million relating to six CGU’s from

the Qscan Group.

The goodwill is valued is based on discounted cash

flow models which include a range of judgemental

assumptions about the future performance of the

relevant CGU.

The impairment testing focuses on those

assumptions which have the most impact on value

and therefore indicate a higher risk of impairment.

Our audit procedures over the goodwill included:

— Assessing the appropriateness of the CGUs

determined;

— Comparing the methodology adopted in the

valuation models to accepted valuation approaches;

— Comparing the cash flow forecasts to Board

approved budgets;

— Comparing the revenue and EBITDA forecast to

historic cash flows, and growth rates achieved;

— Using our valuation specialists to assess the

reasonableness of the discount and terminal growth

rates used for each CGU; and

134135






3


The key audit matter How the matter was addressed in our audit

Given the significance of the goodwill to the group, we

consider this to be a key audit matter.

— Performing sensitivity analysis and considering a

range of likely outcomes for various scenarios.

Valuation of Property, Plant and Equipment

As disclosed in note 14 of the financial statements, the group has property, plant and equipment of $3,560.1

million (2022: $3,401 million), with renewable generation assets, land and civil works and buildings making up

the majority of this balance. The group has a policy of recording classes of property, plant and equipment at

cost less accumulated depreciation, or at valuation, with valuations undertaken at least every three years with

a material change assessment carried out in the intervening years.

Renewable generation assets ($1,697.1 million).

Valuation of renewable generation assets is

considered to be a key audit matter due to both its

magnitude and the judgement involved in the

assessment of the fair value of these assets by the

group’s Directors. The judgement relates to the

valuation methodology used and the assumptions

included within that methodology.

A full external revaluation of generation assets was

carried out as at 31 March 2023.

Fair value is determined using a discounted cash flow

methodology. The valuation of generation assets

involves a number of significant assumptions including;

— forward electricity prices;


the weighted average cost of capital used to

discount future cash flows;



the inflation rate; and


operational inputs such as future generation

volumes, operating costs and capital

expenditure.


All these assumptions involve judgements about the

future.

Utilising our energy sector valuation specialist we have

challenged the key assumptions used to independently

determine an estimated valuation range. Our procedures

included:


Comparing the forward electricity price path to

current externally derived market forecast data;


Comparing the weighted average cost of capital

against our independently calculated rate

reflecting current market conditions; and


Comparing the inflation rate used to the Reserve

Bank of New Zealand forecast.

We assessed the appropriateness of the operational inputs

and assumptions for generation volumes and costs by:

 Comparing

forecast generation volumes to actual

realised volumes over time; and


Assessing forecasted operating and capital

expenditure by understanding and evaluating the

reasons for any significant changes between the

costs included in the last revaluation and the

current forecast, agreeing forecasts to supporting

documentation including the Asset Management

Plan and comparing to historical actuals.

Additionally we:


Assessed the competence, independence and

objectivity of the Group’s valuation specialists;

 Met with

the independent valuer to discuss the

assumptions and judgements used to determine

their valuation range estimate;


Tested the veracity of Managements valuation

model to ensure it calculated correctly;


Assessed the overall appropriateness of the

valuation range; and


Considered the adequacy of the related financial

statement disclosures.

Land and civil works ($833.3 million) and Buildings

($602.8 million).

Our audit procedures to assess the fair value of land,

buildings and civil works included, amongst others:






4


The key audit matter How the matter was addressed in our audit

Valuation of land and civil works and buildings,

specifically in relation to airport assets, is considered

to be a key audit matter due to the magnitude and

judgement involved in the assessment of the fair value

of these assets by the group’s Directors. The

judgement relates to the valuation methodologies

used and the assumptions included in each of those

methodologies.

A full external revaluation of land and buildings was

carried out as at 31 March 2023. The last independent

valuation of civil works asset was carried out as at 31

March 2020.

In years where an external revaluation is not

undertaken, a material change assessment for each

asset class is performed to assess whether the

carrying values of each class materially vary from their

fair value. This assessment is undertaken with

assistance from external independent valuers.

The valuation methodology estimates the cost of

building the airport in its current location to the

specification required to provide its current services,

and the business value of the existing vehicle and

hotel assets.

The assumptions that have the largest impact on the

fair value assessment are:

— The potential value of the airport land if there

was no airport on the site primarily driven by

the weighted average cost of capital;

— The replacement cost of buildings including

the main terminal building with reference to

relevant indices;

— The replacement cost of civil works including

the runway, taxiways and roads with

reference to relevant indices; and

— The estimated future cash flows and

expected rate of return from the vehicle and

hotel business assets.

— Assessing the competence, independence and

objectivity of each valuer used by the group to

determine the value of the airport assets;


Comparing the valuation methodologies used

by the valuer for the group, to the valuation

methodologies used by other airports within

New Zealand for comparability;


In conjunction with our valuation specialists,

assessing the key assumptions which are

judgemental in nature and which have the

largest impact on the value of land, buildings

and civil works. This comprised assessing:


the weighted average cost of

capital/discount rate against

observable market data;


the reasonableness of income

capitalisation rates;


changes in the ODRC of civil works

with reference to the relevant indices;


the ODRC of specialised buildings with

reference to underlying market

evidence;


the value of underlying land prices with

reference to underlying market

evidence; and


the future cash flows against budgets

and historical financial performance.

Carrying value of investment in associate

The carrying value of the group’s investment in

associates as at 31 March 2023 was $2,818.5 million.

Investments in associates contribute a significant

portion of the group’s net surplus and total assets.

Given the significance of these investments to the

group, we consider this to be a key audit matter.

Our procedures performed to assess the carrying value

of associates included, amongst others:


Recalculating the share of profit from equity

accounted investments using investee financial

information;


Testing a sample of acquisitions made and

distributions received from associates during

the year;

136137






5


The key audit matter How the matter was addressed in our audit

— Consideration of associate’s performance to

date with reference to the most recent audited

financial statements and assessment of

relevant indicators of impairment; and


Where valuation models have been used to

support carrying value, we have utilised our

valuation specialists to consider the discount

rates and cash flow projections used within the

models.



Other information


The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual

Report. Other information includes discussion and analysis of the business on pages 1 to 73 and corporate

governance disclosures on pages 140 to 153. Our opinion on the consolidated financial statements does not cover

any other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements our responsibility is to read the other

information and, in doing so, consider whether the other information is materially inconsistent with the consolidated

financial statements or our knowledge obtained in the audit or otherwise appears materially misstated. If, based

on the work we have performed, we conclude that there is a material misstatement of this other information, we

are required to report that fact. We have nothing to report in this regard.


Use of this independent auditor’s report


This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been

undertaken so that we might state to the shareholders those matters we are required to state to them in the

independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the shareholders as a body for our audit work, this independent

auditor’s report, or any of the opinions we have formed.


Responsibilities of the Directors for the consolidated

financial statements


The Directors, on behalf of the company, are responsible for:

— the preparation and fair presentation of the consolidated financial statements in accordance with generally

accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial

Reporting Standards) and International Financial Reporting Standards issued by the New Zealand Accounting

Standards Board;

— implementing necessary internal control to enable the preparation of a consolidated set of financial statements

that is free from material misstatement, whether due to fraud or error; and






6


— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless they either intend to liquidate or to

cease operations or have no realistic alternative but to do so.


Auditor’s responsibilities for the audit of the consolidated

financial statements

Our objective is:

— to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error; and

— to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of our responsibilities for the audit of these consolidated financial statements is located at the

External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Brent Manning

For and on behalf of





KPMG

Wellington

19 May 2023



138139






6


— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related

to going concern and using the going concern basis of accounting unless they either intend to liquidate or to

cease operations or have no realistic alternative but to do so.


Auditor’s responsibilities for the audit of the consolidated

financial statements

Our objective is:

— to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error; and

— to issue an independent auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance

with ISAs NZ will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they

could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of our responsibilities for the audit of these consolidated financial statements is located at the

External Reporting Board (XRB) website at:

http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/

This description forms part of our independent auditor’s report.

The engagement partner on the audit resulting in this independent auditor's report is Brent Manning

For and on behalf of





KPMG

Wellington

19 May 2023


140141
The Board is committed to undertaking its role in accordance with

internationally accepted best practice, within the context of Infratil’s

business. Infratil’s corporate governance practices have been prepared

with reference to the Financial Markets Authority’s Corporate Governance

Handbook, the requirements of the NZX Listing Rules and the

recommendations in the NZX Corporate Governance Code (‘NZX Code’).

Copies of Infratil’s key corporate governance documents are available on

the corporate governance section of Infratil’s website: https://infratil.com/

about-infratil/board/#our-governance-documents.

These include Infratil’s Constitution, the Management Agreement, the

Board and Committee Charters, the Corporate Governance Statement

(which discloses Infratil’s compliance with the NZX Code) and key

corporate governance policies.

Corporate Governance Structure

The Board is elected by the shareholders with overall responsibility for the

governance of Infratil, while the day-to-day management of Infratil has

been delegated to Morrison & Co. The respective roles of the Board and

Morrison & Co within this corporate governance structure are summarised

below.

The Board

Role of the Board

The Board’s role and responsibilities are set out in the Board Charter. The

primary role of the Board is to approve and monitor the strategic direction

of Infratil recommended by Morrison & Co and add long-term value to

Infratil’s shares, having appropriate regard to the interests of all material

stakeholders.

Further information on the Board’s role is set out in the Corporate

Governance Statement and the Board Charter.

Board Committees

The Board has established three standing committees, and other

committees may be formed when it is efficient or necessary to facilitate

efficient decision-making or when required by law:

• Audit and Risk Committee

The Board has established this Committee to oversee financial

reporting, accounting policies, financial management, internal control

systems, risk management systems, systems for protecting assets and

compliance.

• Nomination and Remuneration Committee

The Board has established this Committee to manage the

identification, consideration and recommendation of director

appointments to the Board, succession planning for Directors, ensuring

written agreements are in place for all Directors, the induction

programme for new Directors and recommending remuneration for

Directors for consideration by shareholders.

• Manager Engagement Committee

The Board has established the Manager Engagement Committee to

monitor Morrison & Co’s performance and compliance with the

Management Agreement.

Further information on the Audit and Risk Committee, Nomination and

Remuneration Committee and Manager Engagement Committee is set

out in the Corporate Governance Statement.

Corporate Governance

Board Membership

The number of Directors is determined by the Board, in accordance with

Infratil’s constitution, to ensure it is large enough to provide a range of

knowledge, views and experience relevant to Infratil’s business. The

composition of the Board will reflect the duties and responsibilities it is

to discharge and perform in setting Infratil’s strategy and seeing that it

is implemented. The Board Charter requires both a majority of the

Board, and the Chairman, to be independent Directors.

The Board currently comprises seven Directors (six independent

Directors and one non-independent Director). The composition of the

Board, experience and Board tenure are set out below:

Alison Gerry (BMS(Hons), MAppFin)

Chair and Independent Director

Alison Gerry has been Chair since May 2022, a director since 2014, and

was last re-elected in 2022. She is currently Chair of Sharesies and a

director of Air New Zealand and ANZ Bank New Zealand. She also has

more than 20 years’ executive experience working for both corporates

and for financial institutions in Australia, Asia and London in trading, finance

and risk roles.

Jason Boyes (BCA, LLB(Hons))

Non-Independent Director

Jason Boyes is Chief Executive of Infratil and joined the Board in 2021.

Mr Boyes is Chair of Longroad Energy and a director of CDC Data Centres.

He was a director of Galileo until March 2023. He joined Morrison & Co

in 2011 after a 15-year legal career in corporate finance and M&A in

New Zealand and London. Mr Boyes has an interest in Morrison & Co,

which has the Management Agreement with Infratil.

Andrew Clark (MBA, BEng, BSc)

Independent Director

Andrew Clark joined the Board as an independent director on 1 June 2022.

Mr Clark is an experienced strategist and transformation executive with

over 30 years of diverse management consulting experience. During this

time he held a number of senior roles within the Boston Consulting Group

(BCG).

Paul Gough (BCom(Hons))

Independent Director

Paul Gough joined the Board in 2012 and was last re-elected in 2021.

He is managing partner of the UK private equity fund STAR Capital. He

is a director of several international companies in the transport, logistics,

healthcare, infrastructure and financial services sectors. Mr Gough

previously worked for Credit Suisse First Boston in New Zealand and

London.

Kirsty Mactaggart (BAcc, CA)

Independent Director

Kirsty Mactaggart joined the Board in 2019, and was last re-elected in

2022. Ms Mactaggart is a director of Sharesies Investment Management

Limited and a senior advisor at Montarne. Prior to her director and advisory

career, she was Head of Equity Capital Markets, and Corporate

Governance for Fidelity International in Asia, and prior to that a Managing

Director at Citigroup based in Hong Kong and London. She has over 25

years of global equity market experience with a unique investor

perspective and a focus on governance.

Peter Springford (MBA)

Independent Director

Peter Springford joined the Board in 2016 and was last re-elected in 2020.

He is also a director of Zespri and has extensive experience in managing

companies in Australia, New Zealand and Asia, including five years based

in Hong Kong as President of International Paper (Asia) Limited and four

years as Chief Executive Officer and Managing Director of Carter Holt

Harvey Limited.

Anne Urlwin (BCom, CA)

Independent Director

Anne Urlwin joined the Board in January 2023 as an independent director.

She is a chartered accountant and an experienced finance and

governance professional. Her current directorships include Precinct

Properties, Vector and Ventia and she has previously been a director of

Summerset Holdings, Tilt Renewables, Chorus and Meridian Energy.

Ms Urlwin is Chair of the Audit and Risk Committee and has a significant

accounting, financial, risk and sustainability background.

Director skill matrix

NameAlison

Gerry

Jason

Boyes

Andrew

Clark

Paul

Gough

Kirsty

Mactaggart

Peter

Springford

Anne

Urlwin

QualificationsBMS (Hons),

MAppFin

BCA, LLB

(Hons)

MBA, BEng,

BSc

BCom

(Hons)

BAcc, CAMBABCom, CA

SkillCapability

Decision making,

risk taking and

collaboration

Ability to deal with ambiguity and digest and

comprehend complex information quickly. Having

a curious mindset and an appetite for taking risk.

Collaboration and constructive engagement and

high-quality decision making.

Corporate

Governance

Listed company governance experience.

Stakeholder management (including ESG issues).

Experience dealing with an external manager and

managing conflicts.

Investment

& Funds

Management

Capital or private market investment or funds

management and institutional investment

experience including capital management, risk

allocation, risk adjusted returns and portfolio

construction.

CommercialGeneral commercial, transactional, strategy and

asset management experience.

FinancialAudit, accounting, risk management and capital

structuring experience.

LeadershipExperience as a CEO or senior executive in a large

operational business, including the ability to set

appropriate organisation culture.

Value creationLong-term and future thinking with an

entrepreneurial mindset, identifying opportunities

to unlock and crystallise value through investment,

platform development and strategy execution.

Independence

The Board Charter sets out the standards for determining whether a

Director is independent for the purposes of service on the Board and

committees. These standards reflect the requirements of the NZX Listing

Rules.

A Director is independent if the Board affirmatively determines that the

Director satisfies these standards. The Board has determined that:

• All the non-executive Directors (namely, A Gerry, A Clark, P Gough,

K Mactaggart, P Springford and A Urlwin) are independent Directors.

• The Chief Executive (J Boyes), as an employee of Morrison & Co and

occupying a position analogous to an executive director, is not an

independent Director.

Tenure

Directors are not appointed for fixed terms. However, the Constitution

and the NZX Listing Rules require all Directors to stand for re-election at

the 3rd annual meeting after appointment or after three years (whichever

is longer).

A Director appointed by the Board to fill a casual vacancy must also stand

for election at the following annual meeting.

High capabilityMedium capability

142143
Board and Committee Meetings

The Board will normally hold at least six meetings in each year, and

additional Board meetings are held where necessary in order to prioritise

and respond to issues and opportunities as they arise.

The Board and Committee meetings and attendance in Financial Year

2023 are set out below

Full

agenda

board

meetings

Limited

agenda

board

meetings

Audit

and risk

committee

Nomination

and

remuneration

committee

Manager

engagement

committee

A Gerry8/86/64 /42/24/4

J Boyes8/86/6---

A Clark¹6/76/63/3-4/4

P Gough8/85/6-2/23/4

K Mactaggart8/86/64/4-4/4

P Springford8/86/6--4/4

A Urlwin²2/2 - 1/1-1/1

M Tu m e³6/66/6-2/23/3

1 Appointed 1 June 2022

2 Appointed 1 January 2023

3 Retired on 31 December 2022

Independent Professional Advice and Training

With the approval of the Chair, Directors are entitled to seek independent

professional advice on any aspect of the Directors’ duties, at Infratil’s

expense. Directors are also encouraged to identify and undertake training

and development opportunities.

Board Performance and Skills

The Board, the Audit and Risk Committee and individual Directors are

subject to a performance appraisal from time to time, further information

on which is set out in the Corporate Governance Statement.

Directors’ and Officers’ Insurance

Infratil has arranged Directors’ and Officers’ liability insurance covering

Directors acting on behalf of Infratil. Cover is for damages, judgments,

fines, penalties, legal costs awarded and defence costs arising from

wrongful acts committed while acting for Infratil. The types of acts that are

not covered are dishonest, fraudulent, malicious acts or omissions, willful

breach of statute or regulations or duty to Infratil, improper use of

information to the detriment of Infratil, or breach of professional duty.

Takeover Protocols

The Board has approved protocols that set out the procedure to be

followed if there is a takeover offer for Infratil, which reflect the

requirements of the Takeovers Code, market practice and

recommendations by the Takeovers Panel.

Morrison & Co

Role of Morrison & Co

The day-to-day management responsibilities have been delegated to

Morrison & Co under the Management Agreement. The Management

Agreement specifies the duties and powers of Morrison & Co, and the

management fee payable to Morrison & Co (which is summarised in note

27 to the Financial Statements on page 131 of this annual report).

The Board determines and agrees with Morrison & Co specific goals and

objectives, with a view to achieving the strategic goals of Infratil. Between

Board meetings, the Chair maintains an informal link between the Board

and Morrison & Co and is kept informed by Morrison & Co on all important

matters. The Chair is available to Morrison & Co to provide counsel and

advice where appropriate. Decisions of the Board are binding on Morrison

& Co. Morrison & Co is accountable to the Board for the achievement of

the strategic goals of Infratil. At each of its Board meetings, the Board

receives reports from or through Morrison & Co including financial,

operational and other reports and proposals.

Infratil’s management comprises people employed by the Morrison & Co

(including the Chief Executive and Chief Financial Officer), and people

employed by Infratil’s subsidiaries and investee companies.

Manager Performance

A key responsibility of the Board is monitoring Morrison & Co’s

performance and compliance with the Management Agreement

(including potential conflicts between the interests of Morrison & Co and

the interests of Infratil shareholders). Given the importance of this

responsibility in the context of Infratil’s business, the Board has established

the Manager Engagement Committee as a dedicated Board committee

charged with this responsibility.

The Board also recognises the potential for conflicts to arise in the

allocation of investment opportunities among clients of Morrison & Co

(including Infratil). Infratil has used investment joint ventures for many

years and expects to continue to do so, and the Board encourages

Morrison & Co to identify aligned parties with which Infratil can co-invest.

Accordingly, the Board and Morrison & Co have established a deal

allocation process, so Infratil has visibility of all investment opportunities

that fit with Infratil’s investment strategy and clear investment rights in

respect of those opportunities.

The Board initiates a review of the Management Agreement from time to

time. An external review of the management fee payable to Morrison & Co

under the Management Agreement was conducted in Financial Year 2021

(and the key conclusions of that were noted in the 2021 Annual Report).

Health And Safety

Health and safety is managed by Infratil’s operational businesses and

Morrison & Co (rather than in aggregate at a group level), and the Board is

provided with regular health and safety reports for those operating

businesses and Morrison & Co.

Diversity

Infratil has a Diversity Policy, which describes Infratil’s approach to diversity

and inclusion and how diversity and inclusion is promoted and embedded

within Infratil, portfolio businesses and Morrison & Co as manager of

Infratil. The policy applies to the Board and also sets out the diversity

principles which Infratil expects portfolio businesses and Morrison & Co

as manager of Infratil to adopt for their own businesses.

Further information on the Diversity Policy is set out in the Corporate

Governance Statement.

The following table provides a quantitative breakdown as at 31 March

2023 as to the gender composition of the Board, Infratil’s Officers,

and senior executives and employees in portfolio businesses and

Morrison & Co:

2023 PositionNumberProportion

FemaleMale

Gender

DiverseFemaleMale

Gender

Diverse

Board 3 4 - 43% 57% 0%

Officers

1

1 2 - 33% 67% 0%

Morrison & Co 90 97 - 48% 52% 0%

Senior

Executives

2

27 92 - 23% 77% 0%

Organisation

3

3,70 6 2, 945 10 56% 44% 0%

2022 PositionNumberProportion

FemaleMale

Gender

DiverseFemaleMale

Gender

Diverse

Board 2 4 - 33% 67% 0%

Officers

1

1 2 - 33% 67% 0%

Morrison & Co 72 90 - 4 4% 56% 0%

Senior

Executives

2

22 80 - 22% 78% 0%

Organisation

3

3,542 2,595 3 58% 42% 0%

1 Officers comprise the Chief Executive, Chief Financial Officer and Company

Secretary

2 Senior Executives are defined as a CEO or CEO direct report, or a position that

effectively carries executive responsibilities, in portfolio businesses

3 Organisation includes all portfolio businesses

Risk Management

Risk Management and Compliance

The Audit and Risk Committee is responsible for ensuring that Infratil has

an effective risk management framework to identify, treat and monitor key

business risks and regulatory compliance, and also reviews management

practices in these areas. Formal systems have been introduced for regular

reporting to the Board on business risk, including impacts and mitigation

strategies and compliance matters.

Morrison & Co (via the Chief Executive and Chief Financial Officer) is

required to, and has confirmed to the Audit and Risk Committee and the

Board in writing that, in its opinion:

• Financial records have been properly maintained and Infratil’s financial

statements present a true and fair view, in all material respects, of

Infratil’s financial condition, and operating results are in accordance

with relevant accounting standards;

• The financial statements have been prepared in accordance with

New Zealand Generally Accepted Accounting Practice and comply

with International Financial Reporting Standards and other applicable

financial reporting standards for profit-oriented entities;

• This opinion has been formed on the basis of a sound system of risk

management and internal control which is operating effectively; and

• That the system of risk management and internal control is appropriate

and effective internal controls and risk management practices are in

place to safeguard and protect Infratil’s assets, to identify, assess,

monitor and manage risk, and identify material changes to Infratil’s risk

profile.

Cybersecurity and Data

Neither Infratil, nor its Manager Morrison & Co, have had any significant

breaches of information, complaints from third parties or regulatory bodies

about any data or privacy breaches, or any identified leaks, thefts or losses

of confidential or private data in the year ending 31 March 2023.

Internal Financial Control

The Board has overall responsibility for Infratil’s system of internal financial

control. Infratil does not have a separate internal audit function, however

the Board has established procedures and policies that are designed to

provide effective internal financial control:

• Annual budgets, forecasts and reports on the strategic direction of

Infratil are prepared regularly and reviewed and agreed by the Board.

• Financial and business performance reports are prepared monthly and

reviewed by the Board throughout the year to monitor performance

against financial and non-financial targets and strategic objectives.

External Auditor

The Audit and Risk Committee is also responsible for the selection and

appointment of the external auditor (which is included within the External

Audit Relationship section of the Audit and Risk Committee Charter) and

ensuring that the external auditor or lead audit partner is changed at least

every five years.

Going Concern

After reviewing the current results and detailed forecasts, taking into

account available credit facilities and making further enquiries as

considered appropriate, the Directors are satisfied that Infratil has

adequate resources to enable it to continue in business for the foreseeable

future. For this reason, the Directors believe it is appropriate to adopt the

going concern basis in preparing the financial statements.

Reporting and Disclosure

Disclosure

Infratil is committed to promoting investor confidence by providing

forthright, timely, accurate, complete and equal access to information,

and to providing comprehensive continuous disclosure to shareholders

and other stakeholders, in compliance with the NZX Listing Rules. This

commitment is reflected in Infratil’s Disclosure and Communications

Policy. Under this policy:

• All shareholder communications and market releases are subject to

review by Morrison & Co (including Chief Executive, Chief Financial

Officer and legal counsel), and information is only released after proper

review and reasonable inquiry.

• Full year and half year results releases are approved by the Audit and

Risk Committee and by the Board.

144145
Shareholder and other Stakeholder Communications

Infratil aims to communicate effectively, give ready access to balanced

and understandable information about Infratil group and corporate

proposals and make it easy to participate in general meetings. Infratil

seeks to ensure its shareholders are appropriately informed on its

operations and results, with the delivery of timely and focused

communication, and the holding of shareholder meetings in a manner

conducive to achieving shareholder participation.

Shareholder meetings are generally held in a location and at a time which

is intended to maximise participation by shareholders. Full participation

of shareholders at the annual meeting is encouraged to ensure a high

level of accountability and identification with Infratil’s strategies and

goals. Shareholders have the opportunity to submit questions prior to

each meeting and Morrison & Co, senior management of portfolio

businesses and auditors are present to assist in and provide answers to

questions raised by shareholders. There is also generally an opportunity

for informal discussion with Directors, Morrison & Co and senior

management for a period after the meeting concludes.

Infratil supports the efforts of the New Zealand Shareholders’ Association

(“NZSA”) to raise the quality of relations between public companies and

their shareholders. Shareholders wishing to learn more about the NZSA

can find information on its website (http://www.nzshareholders.co.nz).

While Infratil supports the general aims and objectives of the NZSA, its

specific actions and views are not necessarily endorsed by Infratil, or

representative of Infratil’s view.

Further information on Infratil’s shareholder and other stakeholder

communications is set out in the Corporate Governance Statement.

Renumeration and Performance

Directors’ Remuneration

The Board determines the level of remuneration paid to Directors within

the amounts approved from time to time by shareholders. For the year

ended 31 March 2023, this was $1,329,375 per annum, which was

approved by shareholders at the 2019 annual meeting. Directors are

paid a base fee and may also be paid, as additional remuneration:

• an appropriate extra fee as Chair or Member of a Board

Committee; and

• an appropriate extra fee for any special service as a Director as

approved by the Board.

In addition, Directors are entitled to be reimbursed for costs directly

associated with the performance of their role as Directors, including travel

costs. The Chair approves all Directors’ expenses, and the Chair of the

Audit and Risk Committee approves the Chair’s expenses.

Mr Boyes is not paid fees in his capacity as a Director, and receives no

remuneration from Infratil for his role as Chief Executive, and his

remuneration as Chief Executive is paid by Morrison & Co.

Director remuneration is reviewed annually by the Board, and fees are

reviewed against fee benchmarks in New Zealand and Australia and to

take into account the size and complexity of Infratil’s business. The fee

structure approved by the Board for the year ended 31 March 2023 is set

out below:

Annual fee structure

Financial year

2023 (NZD)

Financial year

2022 (NZD)

Base Fees:

Chair of the Board286,100273,800

Director1 3 7, 4 0 0131,500

Overseas Director (P Gough)171,80 0164,212

CEO (J Boyes)NilNil

Board Committee Fees:

Audit and Risk Committee

Chair41,80040,000

Member21,50020,600

Nomination and Remuneration

Committee

ChairNilNil

MemberNilNil

Manager Engagement Committee

Chair15,000Nil

Member7, 8 0 07, 5 0 0

Directors’ Remuneration paid by Infratil

Directors’ remuneration (in their capacity as such) in respect of the year

ended 31 March 2023 and 31 March 2022 paid by the Company was as

follows (these amounts exclude GST, where appropriate):

Director

Financial year

2023 (NZD)

Financial year

2022 (NZD)

A Gerry (Chair)26 9,76 5179,000

CEO (J Boyes)--

A Clark

1

165,627-

P Gough179,600171,875

K Mactaggart173,900159,600

P Springford145,200139,000

A Urlwin

2

4 6,75 0-

C Savage

3

-133,433

M Tu m e

4

156,585273,800

Tot al1 , 1 3 7, 4 2 71,056,708

1 Appointed 1 June 2022

2 Appointed 1 January 2023

3 Retired on 31 January 2022

4 Retired on 31 December 2022

Directors’ Remuneration paid by Infratil Subsidiaries

No benefits have been provided by Infratil or its subsidiaries to a director

for services as a director or in any other capacity, other than as disclosed in

the related party note to the financial statements, or in the ordinary course

of business. No loans have been made by Infratil or its subsidiaries to a

director, nor has Infratil or its subsidiaries guaranteed any debts incurred

by a director.

Employee Remuneration

During the year ended 31 March 2023, the following number of employees

(and former employees) and Infratil and its subsidiaries received

remuneration and other benefits in their capacity as employees of at least

$100,000. These disclosures are provided in accordance with sections

211(1)(g) and 211(2) of the Companies Act 1993 and, accordingly:

• These disclosures provide information in respect of employees (and

former employees) of the portfolio businesses which are subsidiaries of

Infratil. These businesses are Mint Renewables, Gurīn Energy, Infratil

Infrastructure Property, Qscan, RHCNZ Medical Imaging, Manawa

Energy and Wellington International Airport.

• These disclosures do not provide information in respect of employees

(or former employees) of the portfolio businesses. These businesses

are CDC Data Centres, Galileo Green Energy, Kao Data, Longroad

Energy, RetireAustralia and One New Zealand.

• These disclosures do not provide information in respect of employees

(or former employees) of Morrison & Co (who include most of the

management team listed on page 16 of this annual report, including

the Chief Executive and Chief Financial Officer), as these employees

are remunerated by Morrison & Co and the only cost to Infratil of these

employees is the Management Fee payable to Morrison & Co.

Remuneration bandNumber of employees

$100,000 to $110,000 158

$110,001 to $120,000 154

$120,001 to $130,000 117

$130,001 to $140,000 97

$140,001 to $150,000 76

$150,001 to $160,000 50

$160,001 to $170,000 39

$170,001 to $180,000 35

$180,001 to $190,000 15

$190,001 to $200,000 16

$200,001 to $210,000 17

$210,001 to $220,000 7

$220,001 to $230,000 12

$230,001 to $240,000 13

$240,001 to $250,000 21

$250,001 to $260,000 13

$260,001 to $270,000 11

$270,001 to $280,000 4

$280,001 to $290,000 3

$290,001 to $300,000 7

$300,001 to $310,000 5

$310,001 to $320,000 8

$320,001 to $330,000 8

$330,001 to $340,000 7

$340,001 to $350,000 10

$350,001 to $360,000 4

$360,001 to $370,000 4

$370,001 to $380,000 4

$380,001 to $390,000 2

$390,001 to $400,000 2

$400,001 to $410,000 7

Remuneration bandNumber of employees

$420,001 to $430,000 4

$430,001 to $440,000 4

$440,001 to $450,000 1

$450,001 to $460,000 2

$460,001 to $470,000 2

$470,001 to $480,000 2

$490,001 to $500,000 1

$500,001 to $510,000 2

$510,001 to $520,000 1

$520,001 to $530,000 2

$540,001 to $550,000 1

$550,001 to $560,000 1

$570,001 to $580,000 1

$580,001 to $590,000 1

$600,001 to $610,000 2

$610,001 to $620,000 2

$620,001 to $630,000 2

$650,001 to $660,000 1

$660,001 to $670,000 1

$670,001 to $680,000 3

$700,001 to $710,000 2

$710,001 to $720,000 1

$730,001 to $740,000 1

$780,001 to $790,000 1

$790,001 to $800,000 1

$820,001 to $830,000 1

$890,001 to $900,000 1

$1,000,001 to $1,010,000 1

$1,020,001 to $1,030,000 1

$1,130,001 to $1,140,000 1

$1,670,001 to $1,680,000 1

146147
Disclosures

Directors Holding Office

Infratil’s Directors as at 31 March 2023 were:

• Alison Gerry (Chair)

• Jason Boyes

• Andrew Clark

• Paul Gough

• Kirsty Mactaggart

• Peter Springford

• Anne Urlwin

Entries in the Interests Register

Statement of Directors’ Interests

As at 31 March 2023, Directors had relevant interests (as defined in the

Financial Markets Conduct Act 2013) in quoted financial products of

Infratil or any related body corporate of Infratil, as follows:

Beneficial

interests

Non-beneficial

interests

Infratil Limited (IFT) ordinary shares

A Gerry 34,048

J Boyes 936,346

A Clark 55,000

P Gough 197,533

K Mactaggart 64,870

P Springford 4 4,76 6

A Urlwin-

Manawa Energy ordinary shares

K Mactaggart 8,300

IFTHA Bonds

Andrew Clark 205,000

IFT210 Bonds

P Springford40,000

WIA030 Bonds

P Springford30,000

As at 31 March 2023, Directors and senior executives (directors or

employees of Morrison & Co) held, in aggregate, 1.29% of the Infratil

ordinary shares.

Dealing in Securities

The following table shows transactions by Directors recorded in respect of

those securities during the period from 1 April 2022 to 31 March 2023:

Director

No of securities

bought/(sold)

Cost/(proceeds)

(NZD)

Infratil Limited (IFT) ordinary shares

Jason Boyes – beneficial

On market acquisitions - 10/08/2022150,0001,357,623.00

Jason Boyes – beneficial

On market acquisitions - 11/08/202271,000638,950.30

Andrew Clark - beneficial

On market acquisitions – 17/08/202255,000500,691.75

Jason Boyes – beneficial

Allocation of beneficial ownership

of shares in connection with Fixed

Trading Plan as announced on

30 March 2021 – 30/03/2023715,346n /a

Infratil Limited (IFT) Perpetual Infrastructure Bonds (IFTHA)

Andrew Clark - beneficial

Initial Disclosure Notice –

01/06/2022205,000n /a

Use of Company information

During the period the Board has received no notices from any Director of

the Company or its subsidiaries requesting to use company information

received in their capacity as a Director, which would not otherwise have

been available to them.

Directors’ Relevant Interests

The following are relevant interests of the Company’s Directors as at

31 March 2023:

A Gerry

Director of Air New Zealand Limited

Director of ANZ Bank New Zealand Limited

Director of Glendora Avocados Limited

Director of Glendora Holdings Limited

Director of On Being Bold Limited

Chair of Sharesies Limited

Director of Sharesies AU Group Limited

Director of Sharesies Group Limited

Director of Sharesies Nominee Limited

Director of Sharesies Investment Management Limited

J Boyes

Director of various Infratil wholly owned companies

Director of Infratil Trustee Company Limited

Chair of Longroad Energy Holdings, LLC

Director of various companies wholly owned by the H.R.L. Morrison & Co

Group Limited Partnership

Director of Morrison & Co Employee Co-Invest (PIP 2) Limited

Director of Morrison & Co Employee Co-Invest (PIP 3) Limited

Director of Morrison Asian Investments Limited

Director of Morrison Leasing Limited

Director of MGIF European Renewables Pty Limited

A Clark

Chair of the Regional Education Support Network

P Gough

Partner of STAR Capital Partners

Director of various STAR Capital Group entities

Director of Star Asset Finance Limited

Director of Eversholt Investments GP Limited

Director of Gough Capital Limited

Director of OPM Investments Limited

Director of Tipu Capital Limited

Director of Tipu Capital (NZ) Limited

Director of STAR Mayan Limited

Director of Urban Splash Residential Limited and various Urban Splash

Residential Group entities

Director of STAR Errigal Topco Limited

Director of STAR Errigal Midco Limited

Director of STAR Errigal BidCo Limited

Director of STAR III Limited

Director of Safair Holdings (Pty) Ltd

Director of Safair Lease Finance (Pty) Ltd

Director of SAFOPS Investment Holdings (Pty) Ltd

Director of STAR Throne Midco Limited

Director of STAR Throne Bidco DAC

Director of ASL Aviation Holdings DAC

Director of STAR III Executive Co-Investment Nominee Limited

Director of STAR Strategic Assets III-A nominee Limited

Director of STAR Strategic Assets III Nominee Limited

Director of STAR Fusion Topco Limited

Director of STAR Fusion Midco Limited

Director of STAR Fusion Bidco Limited

K Mactaggart

Director and shareholder of Luxury Stays Ltd.

Director of Sharesies Investment Management Limited

P Springford

Director and Shareholder of Cerbere Investments Limited

Director and Shareholder of Charlie Farley Forestry Limited

Director and Shareholder of Medicann Investments Limited

Director and Shareholder of Omahu Ventures Limited

Director and Shareholder of Springford and Newick Limited

Director of Zespri Group Limited

Director of Zespri International Limited

A Urlwin

Director and Shareholder of Maigold Holdings Limited

Director and Shareholder of Urlwin Associates Limited

Director and Shareholder of Clifton Creek Limited

Director of Vector Limited

Director of Precinct Properties New Zealand Limited

Director of Ventia Services Group Limited

Director of City Rail Link Limited

P Gough

Aotea Energy Limited effected public offering of securities insurance

brokered by Marsh & McLennan Agency Limited for the benefit of Z

Energy Limited, Aotea Energy Investments Limited, Aotea Energy

Holdings Limited and its subsidiaries, NZSF Aotea Limited and its

subsidiaries, Guardians of New Zealand Superannuation as manager and

administrator of the New Zealand Superannuation Fund as shareholder

of NZSF Aotea Limited, Infratil Limited and its subsidiaries, Morrison & Co

and its subsidiaries (subject to a professional indemnity exclusion), and

the directors and employees of the foregoing.

All Directors

Infratil has arranged Directors’ and Officers’ liability insurance covering

any past, present or future director, officer, executive officer, non-

executive director or employee acting in a managerial or supervisory

capacity or named as a co-defendant with Infratil or a subsidiary of

Infratil. Cover is for damages, judgements, fines, penalties, legal costs

awarded and defence costs arising from wrongful acts committed while

acting for Infratil or a subsidiary, but excluding dishonest, fraudulent,

malicious acts or omissions, willful breach of statute or regulations or

duty to Infratil or a subsidiary, improper use of information to the

detriment of Infratil or a subsidiary, or breach of professional duty.

As permitted by its Constitution, Infratil Limited has entered into a deed

of indemnity, access and insurance indemnifying certain directors and

senior employees of Infratil, its wholly-owned subsidiaries and other

approved subsidiaries and investment entities for potential liabilities,

losses, costs and expenses they may incur for acts or omissions in their

capacity as directors or senior employees, and agreeing to effect

directors’ and officers’ liability insurance for those persons, in each case

subject to the limitations set out in the Companies Act 1993.

148149
Directors of Infratil Subsidiary Companies

Subsidiary CompanyDirector of Subsidiary

Alpenglow Australia Pty LtdGary Shepherd, Chris Munday

ANZ Renewables LimitedDavid Prentice

Athena Power Co., Ltd.Ratchaneewan Pulnil

Auckland Radiology Group Services LimitedMichael Brook, Peter Coman

Bay Echo LimitedMichael Brook, Peter Coman, Graeme Porter, Stuart Tie, Jonathan Tisch, Calum Young

Bay Radiology LimitedMichael Brook, Peter Coman

Berera Radiology Holdings Pty LtdGary Shepherd, Chris Munday

Breast Screen Bay of Plenty LtdMichael Brook, Bruce Chisholm, Peter Coman, Antony Moffatt

Canterbury Breast Care LimitedBirgit Dijkstr, Philippa Mercer, Gemma Sutherland, Berenika Willi-Sedlacek

Cleveland X-Ray Services Pty LtdGary Shepherd, Chris Munday

Cyclotek Pharmaceuticals LimitedTrevor Fitzjohn, Gregory Santamaria, Jeremy Sharr, Robert Ware

Envision Medical Imaging Pty LtdGary Shepherd, Chris Munday

Envision Medical Real Estate Pty Ltdn/a

GE-SK Pte. Ltd.Assaad Wajdi Razzouk, Michele Boardman

Gurīn Service Korea LLCKim Hannah, Kajal Bhimani Singh

Gurīn Services (Thailand) Co., Ltd.Michele Boardman, Ratchaneewan Pulnil

Gurīn Services Philippines Inc.Reden Dodriguez, Estelito Madridejos, Maria Canimo

Gurīn Services Pte. Ltd.Assaad Razzouk, Robert Driscoll, Michele Boardman

Gurīn Solar PH I Pte. Ltd.Michele Boardman, Robert Driscoll

Heart Vision LimitedRoss Keenan, Tracey Barron, Clive Low, Graham Muir

HR Clinic Asset Pty LtdGary Shepherd, Chris Munday

HR Clinic Services Pty LtdGary Shepherd, Chris Munday

HR Clinic Services Unit Trustn/a

Ilesilver Pty LtdGary Shepherd, Chris Munday

Infratil 1998 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil 2018 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil 2019 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil AR Limited (established 22 April 2021)Mark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Australia LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil CHC LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Energy LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Energy New Zealand LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Europe LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Finance LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Gas LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil HC LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Subsidiary CompanyDirector of Subsidiary

Infratil HPC Limited (established 25 June 2021)Mark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Infrastructure Property LimitedPeter Coman and Kevin Baker

Infratil Investments LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil No.1 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil No.5 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil PPP LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Renewables LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil RHC NZ LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil RV Limited Marko Bogoievski and Phillippa Harford

Infratil Trustee Company LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil US Renewables, Inc.Jason Boyes and Vimal Vallabh

Infratil Ventures 2 LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Infratil Ventures LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

J One Solar CorporationKim Hannah, Koh Seung Tae, Kajal Bhimani Singh

J Three Solar CorporationKim Hannah, Koh Seung Tae, Kajal Bhimani Singh

J Two Solar CorporationKim Hannah, Koh Seung Tae, Kajal Bhimani Singh

King Country Energy Holdings LtdDavid Prentice

King Country Energy LtdKevin Palmer, Peter Calderwood

Manawa Energy Insurance Limited (formerly

known as Trustpower Insurance Limited)

Joanna Breare, David Prentice

Manawa Energy Limited (Formerly Trustpower

Limited)

David Prentice

Manawa Energy Metering Limited (previously

known as Trustpower Metering Limited)

David Prentice

Manawa Generation Limited (Formerly known

as Hopsta Limited & Energy Direct NZ Limited)

David Prentice

Medex Radiology LtdMichael Brook, Peter Coman

Meitaki LimitedMartin Harrington, Matthew Clarke and A Willis (based in the Cook Islands)

North Coast Radiology Holdings Pty LtdGary Shepherd, Chris Munday

North Coast Radiology Trustn/a

Northern Suburbs Investment Trustn/a

Northwest Auckland Airport LimitedTim Brown, Jason Boyes

NZ Airports LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

Pacific Imaging Services Holdings Pty LtdAdrian Balasingam, Terrence McLaughlin, Andrew Phillips

Pacific Radiology Group LimitedMichael Brook, Peter Coman

Pacific Radiology Limited (UK)Dr M D Brew

Pacific Radiology Pty LtdAdrian Balasingam, Terrence McLaughlin, Andrew Phillips

Premier Medical Imaging Pty LtdGary Shepherd, Chris Munday

Proximal Pty LtdGary Shepherd, Chris Munday

150151
Subsidiary CompanyDirector of Subsidiary

PT Vanda Energy IndonesiaDiko Dewantomo Darwoto, Michele Boardman

Qscan Cleveland CT JV Pty LtdGary Shepherd, Chris Munday

Qscan Dental JV Pty LtdMark Hansen, Hal Rice

Qscan Everton Park CT JV Pty LtdGary Shepherd, Chris Munday

Qscan Everton Park Pty LtdGary Shepherd, Chris Munday

Qscan Group Bidco Pty LtdGary Shepherd, Chris Munday

Qscan Group Midco Pty LtdGary Shepherd, Chris Munday

Qscan Group Pty LtdGary Shepherd, Chris Munday

Qscan Intermediary 1 Pty Ltd (formerly Qscan

Group Holdings Pty Ltd)

Gary Shepherd, Chris Munday

Qscan Intermediary 2 Pty Ltd (formerly Qscan

Mezzco Pty Ltd)

Gary Shepherd, Chris Munday

Qscan Intermediary 3 Pty Ltd (formerly Qscan

Finance Pty Ltd)

Gary Shepherd, Chris Munday

Qscan Intermediary 4 Pty Ltd (formerly Qscan

Bidco Pty Ltd)

Gary Shepherd, Chris Munday

Qscan NZ LimitedMichael Brook

Qscan Pty LtdGary Shepherd, Chris Munday

Qscan Services Pty LtdGary Shepherd, Chris Munday,

Queensland Cardiovascular Imaging Pty LtdMark Hansen, Hal Rice

Renew Nominees LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

RHCNZ LimitedMichael Brook, Peter Coman

RHCNZ Midco LimitedMichael Brook, Peter Coman

ScreenSouth Ltd (Shares held by Canterbury

Breast Care Ltd)

Shelley Boyd, Diana Burgess, Jacqueline Copland, Lynda Gray, Keiran Horne, Gemma Sutherland

Skynet Broadband Pty LtdMatthew Swain

South East Radiology Pty LtdGary Shepherd, Chris Munday

SRE Green Power Pte. LimitedRobert Driscoll, Michele Boardman, Stanley Lim

Stella Power 1 Co., Ltd.Ratchaneewan Pulnil, Kajal Bhimani Singh, Somkiat Masunthasuwun, Prapon Chinudomsub, Akarin

Prathuangsit

Stella Power 2 Co., Ltd.Ratchaneewan Pulnil, Kajal Bhimani Singh, Somkiat Masunthasuwun, Prapon Chinudomsub, Akarin

Prathuangsit

Stella Power 3 Co., Ltd.Ratchaneewan Pulnil

Strickland Crescent Nominees Pty Ltdn/a

Suna Solar Inc.Reden Dodriguez, Estelito Madridejos, Carol Salazar, Robert Driscoll, Jose Leviste, Jr.

Swift Transport LimitedMark Tume (ceased 15 July 2022), Alison Gerry (appointed 15 July 2022, ceased 12 December

2022), Phillippa Harford (appointed 12 December 2022) and Jason Boyes

The Northern Exposure Trustn/a

Tiro Medical Ltd (Shares held by Canterbury

Breast Care Ltd)

James Chase, Colin Dawson, Richard Wien

UMI Canberra Unit Trustn/a

UMIC Newco Pty LtdGary Shepherd, Chris Munday

UMIC Pty LtdGary Shepherd, Chris Munday

Vanda RE Pte. Ltd. Michele Boardman, Robert Driscoll, Emma Biddles, Jeremy Chong, Mohammad Azhar,

Ghoh Ban Lee

Wellington Airport Noise Treatment LimitedMartin Harrington, Matthew Clarke

Wellington International Airport LimitedRachel Drew, Wayne Eagleson, Phillippa Harford, Matthew Ross, Phillip Walker, and Tory Whanau

Whare Manaakitanga LimitedMartin Harrington, Matthew Clarke

X Radiology Australia Pty LtdGary Shepherd, Chris Munday

Directors’ Fees paid by Infratil Subsidiary Companies

(not otherwise disclosed in the Annual Report)

Subsidiary companyDirector of subsidiaryCurrency2023

Gurīn Energy Pte. LtdVimal Vallabh (Chair)USD 75,000

Priya GrewalUSD 75,000

Anthony MuhUSD 75,000

Jonty PalmerUSD 75,000

Assaad RazzoukUSD-

Angela QuUSD 85,000

Qscan Group Holdings

Pty Ltd

Peter Coman (Chair)AUD-

Lilian BianchiAUD 84,240

Rachel DrewAUD-

Dr Ian CappeAUD 42,180

Dr Mark HansenAUD 158,253

Dr Rajeev JyotiAUD 31,659

Dr Tanya WoodAUD 61,746

John LivingstonAUD 140,144

Alan McCarthyAUD 21,090

RHC Holdco NZ LimitedPeter Coman (Chair)NZD 60,000

Dr Adrian BalasinghamNZD 19,846

Michael BrookNZD 60,000

Dr Andrew GoodingNZD 60,231

Phillippa HarfordNZD 45,000

Dr Nick KenningNZD 60,231

Alan McCarthyNZD 80,000

Dr Katherine O’ConnorNZD 61,538

Rachel DrewNZD 15,000

Manawa Energy LimitedPaul Ridley-Smith (Chair)NZD 146,250

Kevin BakerNZD 146,250

Joanna BreareNZD 115,539

Sheridan BroadbentNZD 75,706

Peter ComanNZD 21,667

David GibsonNZD 923

Michael SmithNZD 95,000

Deion CampbellNZD 124,583

Wellington International

Airport Limited

Rachel Drew (Chair)NZD 102,878

Tim BrownNZD 3,411

Peter ComanNZD 111,328

Wayne EaglesonNZD 99,331

Andrew FosterNZD 52,635

Matthew RossNZD 25,193

Tory WhanauNZD 30,141

Phillippa HarfordNZD 104,850

Phillip WalkerNZD 93,813

Mint Renewables

Limited

Deion Campbell (Chair)AUD 18,750

Will McIndoeAUD 18,750

Priya GrewalAUD 18,750

Clayton DelmarterAUD 18,750

Donations

The Group made donations of $0.7 million during the year ended 31 March

2023 (2022: $0.9 million).

Auditors

It is proposed that KPMG be reappointed automatically at the annual

meeting pursuant to section 200(1) of the Companies Act 1993.

NZX Waivers

Infratil was granted and has relied on the following waivers from the NZX

Listing Rules (all of which are available on Infratil’s website: www.infratil.

com/for-investors/announcements):

• On 22 May 2020, Infratil was granted a standing waiver from NZX

Listing Rule 5.2.1 (this was originally granted on 8 May 2017 from the

previous NZX Listing Rule 9.2.1 and was re-documented under NZX’s

transition arrangements for the current NZX Listing Rules). The effect of

the waiver is to waive the requirement for Infratil to obtain an Ordinary

Resolution from shareholders to enter into a Material Transaction with a

Related Party to the extent required to allow Infratil to enter into

transactions with co-investors that have also engaged an entity related

to H.R.L. Morrison & Co Group LP for investment management or

advisory services. The waiver is provided on the conditions specified in

paragraph 2 of the waiver decision. Infratil has not relied on this waiver

during Financial Year 2023.

• On 26 June 2020, Infratil was granted a standing waiver from NZX

Listing Rule 7.8.5(b) to the extent that rule would otherwise require

Infratil to prepare an appraisal report to accompany any Notice of

Meeting at which shareholders will consider and vote on, an Ordinary

Resolution in accordance with NZX Listing Rule 4.1.1 and NZX Listing

Rule 4.2.1, to approve a proposal for the issue of Infratil ordinary shares

to Morrison & Co by way of satisfaction of Infratil’s contractual

obligation to pay Incentive Fees to Morrison & Co in accordance with

the prescribed payment mechanisms set out in the Management

Agreement. The waiver is provided on the conditions specified in

paragraph 5 of the waiver decision. During Financial Year 2023, Infratil

relied on this waiver in seeking approval from shareholders at the 2022

Annual Meeting to give the Board the option to exercise Infratil’s rights

under the Management Agreement to issue shares to Morrison & Co to

pay the second instalment of the Financial Year 2022 international

portfolio annual incentive fee and/or the third instalment of the

Financial Year 2021 international portfolio annual incentive fee in 2023.

NZX Corporate Governance Code

Infratil considers that, during Financial Year 2023, Infratil materially

complied with the NZX Code, but from time to time there may be

recommendations which Infratil does not consider appropriate for it, and

where it has adopted alternative arrangements which the Board considers

are more appropriate.

Recommendation 5.3 states that an issuer should disclose the

remuneration arrangements in place for the CEO in its annual report.

Infratil does not disclose remuneration for the CEO in the Annual Report for

the reasons set out in the Corporate Governance Statement.

Credit Rating

Infratil does not have a credit rating. As at 31 March 2023, Wellington

International Airport Limited had a BBB/Stable/A-2 rating from S&P Global

Ratings.

152153
Continuing share buyback programme

Infratil maintains an ongoing share buyback programme, as outlined in its

2022 Notice of Meeting. Infratil did not repurchase any shares during

Financial Year 2023 pursuant to that programme (which allows up to

20,000,000 shares to be bought back).

Shareholder information programme

Infratil is incorporated in New Zealand and is not subject to Chapters 6,

6A, 6B and 6C of the Australian Corporations Act 2001. The acquisition

of securities in Infratil may be limited under New Zealand law by the

Takeovers Code (which restricts the acquisition of control rights of more

than 20% of Infratil other than via a takeover offer under the Code) or

the effect of the Overseas Investment Act 2005 (which restricts the

acquisition of New Zealand assets by overseas persons).

Substantial Product Holders

The following information is pursuant to Section 293 of the Financial

Markets Conduct Act 2013. According to notices received by Infratil

under that Act, the following persons were substantial product holders

in Infratil as at 31 March 2023:

Substantial product holderNumber heldDate of Disclosure

Fisher Funds Management Limited

and Kiwi Wealth Investments Limited

36,843,087

(5.0 8 8 9 %)

6 December

2022

The actual number of shares held by a substantial product holder may vary

from that which has been disclosed to the market. Updated disclosures

are required where an entity’s total percentage holding moves by 1%, or

greater, or an entity ceases to be a substantial product holder.

On 27 April 2023, Fisher Funds Management Limited and Kiwi Wealth

Investments Limited Partnership advised that it had ceased to be a

substantial product holder.

The total number of voting securities of the Company on issue as at

31 March 2023 was 723,983,582 fully paid ordinary shares (31 March

2022: 723,983,582).

Twenty Largest Shareholders as at

31 March 2023

Tea Custodians Limited 4 4,583,575

Forsyth Barr Custodians Limited 34,195,053

Bnp Paribas Nominees NZ Limited Bpss40 33,666,030

HSBC Nominees (New Zealand) Limited 33,648,578

Citibank Nominees (Nz) Ltd 32,787,718

Custodial Services Limited 32,522,053

JPMORGAN Chase Bank 31,369,830

HSBC Nominees (New Zealand) Limited 30,733,375

FNZ Custodians Limited 29,659,385

Accident Compensation Corporation 28,779,521

JBWERE (Nz) Nominees Limited 18,187,038

New Zealand Superannuation Fund Nominees Limited 16,834,739

National Nominees New Zealand Limited 15,166,627

New Zealand Permanent Trustees Limited 14,746,939

Robert William Bentley Morrison & Andrew Stewart &

Anthony Howard

14,4 49,720

New Zealand Depository Nominee 10,929,765

Morrison & Co Property 9,376,562

Premier Nominees Limited 9,164,802

HSBC Custody Nominees (Australia) Limited 8,234,231

Hobson Wealth Custodian Limited 6,651,7 72

Spread of Shareholders as at 31 March 2023

Number

of shares*

Number

of holders

Total

shares held%

1-1,000 5,198 2 , 41 6 , 7 11 0.3%

1,001-5,000 8,376 22,035,271 3.0%

5,001-10,000 3,550 25,735,844 3.6%

10,001-50,000 3,786 76,539,817 10.6 %

50,001-100,000 389 26,558,688 3.7%

10 0,0 01 a n d O ve r 243 570,697,251 78.8%

Tot al 21,542 723,983,582 100.0%

* 321 shareholders hold less than a marketable parcel of Infratil shares

Twenty Largest Infrastructure Bondholders as at

31 March 2023

JBWERE (Nz) Nominees Limited

167,494,666

Forsyth Barr Custodians

163,888,075

Custodial Services Limited

141,082,838

FNZ Custodians Limited

117,052,350

New Zealand Central Securities

56,758,611

Hobson Wealth Custodian

51,245,167

Investment Custodial Services

24,412,178

Pin Twenty Limited

16,168,166

Forsyth Barr Custodians

1 0 , 8 0 7, 2 5 8

The Tindall Foundation

10,165,000

Rgtkmt Investments Limited

8,250,000

JBWERE (Nz) Nominees Limited

6,000,000

Forsyth Barr Custodians

5,252,937

FNZ Custodians Limited

4,426,080

FNZ Custodians Limited

3,968,100

Tappenden Holdings Limited

3,770,000

JBWERE (Nz) Nominees Limited

3,098,500

Garth Barfoot

2,500,000

Andrew Patrick Cunningham & Elizabeth Anne

Cunningham 2,340,000

Sterling Holdings Limited

2,306,000

Spread of Infrastructure Bondholders as at 31 March 2023

Number

of bonds

Number

of holders

Total

bonds held%

1-1 , 0 0 0 3 3,000 -

1,001-5,000 1,116 5,527,84 4 0.4%

5,001-10,000 2,956 28,327,270 2.1%

10,001-50,000 8,028 225,492,474 1 7. 1 %

50,001-100,000 1,262 101,809,660 7. 7 %

100,001 and Over 756 956,694,777 72.7%

Tot al 1 4 ,121 1 , 3 1 7, 8 5 5 , 0 2 5 100.0%

154155
Directors

Alison Gerry (Chair)

Jason Boyes

Andrew Clark

Paul Gough

Kirsty Mactaggart

Peter Springford

Anne Urlwin

Company Secretary

Brendan Kevany

Registered Office - New Zealand

5 Market Lane

PO Box 320

Wellington

Telephone: +64 4 473 3663

Internet address: www.infratil.com

Registered Office - Australia

C/- H.R.L. Morrison & Co Private Markets Pty. Limited

Level 31

60 Martin Place

Sydney

NSW 2000

Telephone: +61 2 8098 7500

Manager

Morrison & Co Infrastructure Management Limited

5 Market Lane

PO Box 1395

Wellington

Telephone: +64 4 473 2399

Internet address: www.hrlmorrison.com

Share Registrar - New Zealand

Link Market Services

Level 30, PwC Tower

15 Customs Street West

PO Box 91976

Auckland

Telephone: +64 9 375 5998

E-mail: enquiries@linkmarketservices.co.nz

Internet address: www.linkmarketservices.co.nz

Share Registrar - Australia

Link Market Services

Level 12

680 George Street

Sydney

NSW 2000

Telephone: +61 2 8280 7100

E-mail: registrars@linkmarketservices.com.au

Internet address: www.linkmarketservices.com.au

Auditor

KPMG

10 Customhouse Quay

PO Box 996

Wellington

Legal Advisors

Chapman Tripp

20 Customhouse Quay

PO Box 993

Wellington 6140

Directory

---

Notes20232022
$000$000

Dividends received from subsidiary companies115,00085,000

Subvention income--

Operating revenue240,328289,901

Total revenue355,328374,901

Directors' fees 41,1011,057

Management and other fees 13233,862279,572

Other operating expenses 45,9889,567

Total operating expenditure240,951290,196

Operating surplus/(loss) before financing, derivatives, realisations and impairments114,37784,705

Net gain/(loss) on foreign exchange and derivatives292,160

Net realisations, revaluations and (impairments)71-

Financial income173,937137,094

Financial expenses(65,626)(62,729)

Net financing income108,31174,365

Net surplus before taxation222,788161,230

Taxation expense63,827(7,917)

Net surplus for the year 226,615153,313

Other comprehensive income, after tax

Fair value movements in relation to executive share scheme--

Total other comprehensive income after tax--

Total comprehensive income for the year226,615153,313

The accompanying notes form part of these financial statements.

Statement of Comprehensive Income

For the year ended 31 March 2023

Infratil Limited

1

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

NotesCapitalOther reserves
Retained

earningsTotal

$000$000$000$000

Balance as at 1 April 20221,050,002-122,4081,172,410

Total comprehensive income for the year

Net surplus for the year--226,615226,615

Other comprehensive income after tax

----

Total other comprehensive income----

Total comprehensive income for the year--226,615226,615

Contributions by and distributions to owners

Share buyback----

----

Shares issued under dividend reinvestment plan----

Conversion of executive redeemable shares----

Reserves transferred from amalgamated company--28,79128,791

Dividends to equity holders 3--(135,711)(135,711)

Total contributions by and distributions to owners--(106,920)(106,920)

Balance as at 31 March 20231,050,002-242,1031,292,105

Balance as at 1 April 20211,041,742-99,1851,140,927

Total comprehensive income for the year

Net surplus for the year--153,313153,313

Other comprehensive income after tax

----

Total other comprehensive income----

Total comprehensive income for the year--153,313153,313

Contributions by and distributions to owners

Share buyback----

Shares issued----

8,260--8,260

Conversion of executive redeemable shares----

Dividends to equity holders 3--(130,090)(130,090)

Total contributions by and distributions to owners8,260-(130,090)(121,830)

Balance at 31 March 20221,050,002-122,4081,172,410

The accompanying notes form part of these financial statements.

Statement of Changes in Equity

For the year ended 31 March 2023

Statement of Changes in Equity

For the year ended 31 March 2022

Shares issued under dividend reinvestment plan

Infratil Limited

Fair value movements in relation to executive share scheme

Shares issued

Fair value movements in relation to executive share scheme

2

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

Notes20232022
$000$000

Cash and cash equivalents--

Prepayments and sundry receivables 13166,365274,983

Income tax receivable--

Advances to subsidiary companies 132,005,4332,123,241

Current assets2,171,7982,398,224

International Portfolio Incentive fees receivable from subsidiaries146,317140,832

Deferred tax 621,69012,657

Investments 13585,529585,529

Non-current assets753,536739,018

Total assets2,925,3343,137,242

Bond interest payable4,5564,467

Accounts payable6,6806,149

Accruals and other liabilities 14164,435270,999

Infrastructure bonds 7121,954193,467

Derivative financial instruments 8--

Loans from group companies 13-153,897

Total current liabilities297,625628,979

International Portfolio Incentive fees payable146,318140,832

Infrastructure bonds 7957,368963,104

Perpetual Infratil Infrastructure bonds 7231,917231,917

Derivative financial instruments 8--

Non-current liabilities1,335,6031,335,853

Attributable to shareholders of the Company1,292,1051,172,410

Total equity1,292,1051,172,410

Total equity and liabilities2,925,3343,137,242

Approved on behalf of the Board on 20 May 2023

Director Director

The accompanying notes form part of these financial statements.

Statement of Financial Position

Infratil Limited

As at 31 March 2023

3

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

Notes20232022
$000$000

Cash flows from operating activities

Cash was provided from:

Dividends received from subsidiary companies115,00085,000

Subvention income--

Interest received173,937137,094

Operating revenue receipts171,856184,729

460,793406,823

Cash was dispersed to:

Interest paid(63,553)(60,070)

Payments to suppliers(169,792)(186,007)

Taxation (paid) / refunded(5,206)(4,036)

(238,551)(250,113)

Net cash flows from operating activities 10222,242156,710

Cash flows from investing activities

Cash was provided from:

Net movement in subsidiary company loan--

--

Cash was dispersed to:

Net movement in subsidiary company loan(7,298)(42,183)

(7,298)(42,183)

Net cash flows from investing activities(7,298)(42,183)

Cash flows from financing activities

Cash was provided from:

Proceeds from issue of shares--

Issue of bonds115,919102,403

115,919102,403

Cash was dispersed to:

Repayment of bonds(193,696)(93,883)

Infrastructure bond issue expenses(1,457)(1,216)

Repurchase of shares--

Dividends paid 3(135,710)(121,831)

(330,863)(216,930)

Net cash flows from financing activities(214,944)(114,527)

Net cash movement --

Cash balances at beginning of year--

Cash balances at year end--

The accompanying notes form part of these financial statements.

Infratil Limited

Statement of Cash Flows

Note some cash flows above are directed through an intercompany account. The cash flow statement above has been prepared on the assumption that these

transactions are equivalent to cash in order to present the total cash flows of the entity.

For the year ended 31 March 2023

4

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(1) Accounting policies
(A) Reporting Entity

(B) Basis of preparation

Accounting estimates and judgements

(a) Valuation of investments

(b) Accounting for income taxes

(C) Taxation

(D) Derivative financial instruments

Notes to the Financial Statements

For the year ended 31 March 2023

Infratil Limited ('the Company') is a company domiciled in New Zealand and registered under the Companies Act 1993. The Company is listed on the NZX Main

Board ('NZX') and Australian Securities Exchange ('ASX'), and is an FMC Reporting Entity in terms of Part 7 of the Financial Markets Conduct Act 2013.

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (‘NZ GAAP’) and comply with New Zealand

equivalents to International Financial Reporting Standards ('NZ IFRS') and other applicable financial reporting standards as appropriate for profit-oriented entities.

The presentation currency used in the preparation of these financial statements is New Zealand dollars, which is also the Company's functional currency, and is

presented in $ thousands unless otherwise stated. The principal accounting policies adopted in the preparation of these financial statements are set out below.

These policies have been consistently applied to all the periods presented, unless otherwise stated. To aid comparability certain balance sheet items have been

represented from those reported in prior years to conform to the current year’s presentation. Total equity remains unchanged.

The financial statements comprise statements of the following: comprehensive income; financial position; changes in equity; cash flows; significant accounting

policies; and the notes to those statements. These are the separate stand alone financial statements of the Parent entity. Reference should be made to the

consolidated financial statements of Infratil Group Limited for the Group position. The financial statements are prepared on the basis of historical cost, except

financial derivatives valued in accordance with accounting policy (D).

The preparation of financial statements in conformity with NZ IFRS requires management to make estimates and assumptions that affect the reported amounts of

assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Future outcomes

could differ from those estimates. The principal areas of judgement in preparing these financial statements are set out below.

Infratil completes an assessment of the carrying value of investments at least annually and considers objective evidence for impairment on each investment

taking into account observable data on the investment, the fair value, the status or context of capital markets, its own view of investment value, and its long term

intentions. Infratil notes the following matters which are specifically considered in terms of objective evidence of impairment of its investments, and whether

there is a significant or prolonged decline from cost, which should be recorded as an impairment, and taken to profit and loss: any known loss events that have

occurred since the initial recognition date of the investments, including its long term investment horizon, specific initiatives which reflect the strategic or

influential nature of its existing investment position and internal valuations; and the state of financial markets. The assessment also requires judgements about

the expected future performance and cash flows of the investment.

Preparation of the financial statements requires management to make estimates as to, amongst other things, the amount of tax that will ultimately be payable,

the availability of losses to be carried forward and the amount of foreign tax credits that it will receive. Actual results may differ from these estimates as a result of

reassessment by management and/or taxation authorities.

Income tax comprises both current and deferred tax. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or

substantively enacted at the balance date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised in respect of the differences

between the carrying amounts of assets and liabilities for financial reporting purposes and the carrying amounts used for taxation purposes.

The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates

enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits or

deferred tax liabilities will be available within the Company against which the asset can be utilised.

When appropriate, the Company enters into agreements to manage its interest rate, foreign exchange, operating and investment risks. In accordance with the

Company's risk management policies, the Company does not hold or issue derivative financial instruments for speculative purposes. However, certain derivatives

do not qualify for hedge accounting and are required to be accounted for at fair value through profit or loss. Derivative financial instruments are recognised

initially at fair value at the date they are entered into. Subsequent to initial recognition, derivative financial instruments are stated at fair value at each balance

sheet date. The resulting gain or loss is recognised in the profit or loss immediately unless the derivative is designated effective as a hedging instrument, in which

event, recognition of any resultant gain or loss depends on the nature of the hedging relationship.

Infratil Limited

5

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(E) Impairment of assets
(F) Borrowings

(G) Foreign currency transactions

(H) New standards, amendments and pronouncements not yet adopted by the Company

(2) Nature of business

There are no new standards that are not yet effective that would be expected to have a material impact on the Company, in the current or future reporting

periods, and foreseeable future transactions.

At each reporting date, the Company reviews the carrying amounts of its tangible and intangible assets, to determine whether there is any indication that those

assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the

impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the Company estimates the recoverable amount

of the cash-generating unit to which the asset belongs.

Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are measured at amortised cost with any

difference between the initial recognised amount and the redemption value being recognised in profit and loss over the period of the borrowing using the

effective interest rate. Fees and other costs incurred in arranging debt finance are capitalised and amortised over the term of the relevant debt facility.

Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates at the dates of the transactions. Monetary assets

and liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the exchange rate at that date. The foreign

currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for interest

and payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Non-monetary assets and

liabilities denominated in foreign currencies that are measured at fair value are translated to the functional currency at the exchange rate at the date that the fair

value was determined. Foreign currency differences arising on translation are recognised in profit or loss.

The Company is the ultimate parent company of the Infratil Group, owning infrastructure businesses and investments in New Zealand, Australia, the United

States, Asia and Europe. The Company is a limited liability company incorporated and domiciled in New Zealand. The address of its registered office is 5 Market

Lane, Wellington, New Zealand.

6

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(3) Infratil shares and dividends
Ordinary shares (fully paid)

20232022

SharesShares

Total authorised and issued capital at the beginning of the year723,983,582722,952,533

Movements during the year:

New shares issued

--

New shares issued under dividend reinvestment plan

-1,031,049

Conversion of executive redeemable shares

--

Share buyback

--

Total authorised and issued capital at the end of the year

723,983,582723,983,582

Dividends paid on ordinary shares2023202220232022

cents per sharecents per share$000$000

Final dividend prior year (paid 21 June 2022)12.00 11.50 86,878 83,140

Interim dividend current year (paid 20 December 2022)6.75 6.50 48,869 46,992

Dividends paid on ordinary shares18.75 18.00 135,747 130,132

(4) Other operating expenses

20232022

$000$000

Fees paid to the Company auditor264287

Directors’ fees

1,1011,057

Administration and other corporate costs

5,7249,280

Total other operating expenses

7,089 10,624

20232022

Fees paid to the Company auditor

$000$000

Audit and review of financial statements

242

267

Other assurance services

22

20

Taxation services

-

-

Other services

-

-

Total fees paid to the Company auditor

264 287

(5) Net realisations and (impairments)

The audit fee includes the fees for both the annual audit of the Group and Company financial statements and the review of the interim financial statements.

Other assurance services relate to agreed upon procedure engagements.

All fully paid ordinary shares have equal voting rights and share equally in dividends and equity. At 31 March 2023 the Company held 1,662,617 shares as Treasury

Stock (31 March 2022: 1,662,617).

At 31 March 2023 the Company reviewed the carrying amounts of loans to Infratil Group companies to determine whether there is any indication that those

assets have suffered an impairment loss. The recoverable amount of the asset was estimated by reference to the counterparties' net asset position and ability to

repay loans out of operating cash flows in order to determine the extent of any impairment loss. These balances are within the Infratil wholly owned group to

entities also controlled either directly or indirectly by Infratil Limited.

7

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(6) Taxation
20232022

$000$000

Surplus before taxation

222,788161,230

Taxation on the surplus for the period @ 28%62,38145,144

Plus/(less) taxation adjustments:

Net realisations and (impairments)--

Net benefit of imputation credits--

Exempt dividends(31,719)(23,800)

Losses offset within Group(30,683)(18,673)

Subvention payment--

Recognition of previously unrecognised deferred tax--

Timing differences not recognised--

Over provision in prior years(3,806)3,544

Other permanent differences-1,702

Taxation expense(3,827)7,917

Current taxation 5,2064,037

Deferred taxation (9,033)3,880

(3,827)7,917

There was no income tax recognised in other comprehensive income during the period (2022: nil).

Recognised deferred tax assets and liabilities

20232022

$000$000

Derivatives--

Provisions--

Tax losses carried forward21,69012,657

Deferred tax assets21,69012,657

20232022

$000$000

Derivatives--

Employee benefits--

Customer base assets--

Provisions--

Tax losses carried forward--

Other items--

Deferred tax liabilities--

20232022

$000$000

Derivatives--

Provisions--

Tax losses carried forward21,69012,657

Net deferred tax assets/(liabilities)21,69012,657

Changes in temporary differences affecting tax expense

2023202220232022

$000$000$000$000

Derivatives-(604)--

Provisions----

Tax losses carried forward9,033(3,276)--

Other items----

9,033(3,880)--

Assets

Tax Expense

Liabilities

Net Assets/(Liabilities)

Other Comprehensive Income

8

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(7) Infrastructure Bonds
20232022

$000$000

Balance at the beginning of the year1,388,4881,378,949

Issued during the year115,919102,403

Exchanged during the year-(54,799)

Matured during the year(193,696)(39,084)

Purchased by Infratil during the year--

Bond issue costs capitalised during the year(1,457)(1,216)

Bond issue costs amortised during the year2,2462,488

Issue premium amortised during the year(261)(253)

Balance at the end of the year1,311,2391,388,488

Current121,954193,467

Non-current fixed coupon 835,252841,148

Non-current variable coupon 122,116121,956

Non-current perpetual variable coupon231,917231,917

Balance at the end of the year1,311,2391,388,488

Repayment terms and interest rates:

IFT190 Maturing in June 2022, 6.85% p.a. fixed coupon rate-93,696

IFT240 Maturing in December 2022, 5.65% p.a. fixed coupon rate-100,000

IFT210 Maturing in September 2023, 5.25% p.a. fixed coupon rate122,104122,104

IFT230 Maturing in June 2024, 5.50% p.a. fixed coupon rate56,11756,117

IFT260 Maturing in December 2024, 4.75% p.a. fixed coupon rate100,000100,000

IFT250 Maturing in June 2025, 6.15% p.a. fixed coupon rate43,41343,413

IFT300 Maturing in March 2026, 3.35% p.a. fixed coupon rate120,269120,269

IFT280 Maturing in December 2026, 3.35% p.a. fixed coupon rate156,279156,279

IFT310 Maturing in December 2027, 3.60% p.a. fixed coupon rate102,403102,403

IFT320 Maturing in June 2030, 5.93% p.a. fixed coupon rate146,249-

IFT270 Maturing in December 2028, 4.85% p.a. fixed coupon rate until 15 December 2023115,919146,249

IFTHC Maturing in December 2029, 2.75% p.a. variable coupon rate reset annually from 15 December 2021123,186123,186

IFTHA Perpetual Infratil infrastructure bonds231,917231,917

less: issue costs capitalised and amortised over term(7,438)(8,227)

add: issue premium capitalised and amortised over term8211,082

Balance at the end of the year1,311,2391,388,488

IFTHC bonds

The Company has 123,186,000 (31 March 2022: 123,186,000) IFTHCs on issue at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. For the

period to 15 December 2023 the coupon is fixed at 7.89% per annum (2022: 4.19%). Thereafter the rate will be reset annually at 2.50% per annum over the then

one year swap rate for quarterly payments.

The interest rate of the IFT270 bonds is fixed for the first five years and then reset on 15 December 2023 for a further five years. The interest rate for the IFT270

bonds for the period from (but excluding) 15 December 2023 until the maturity date will be the sum of the five year swap rate on 15 December 2023 plus a margin

of 2.50% per annum.

IFT270 bonds

Perpetual Infratil infrastructure bonds ('PIIBs')

The fixed coupon bonds the Company has on issue are at a face value of $1.00 per bond. Interest is payable quarterly on the bonds.

The Company has 231,916,600 (31 March 2022: 231,916,600) PIIBs on issue at a face value of $1.00 per bond. Interest is payable quarterly on the bonds. For the

period to 15 November 2023 the coupon will be fixed at 6.45% per annum (2022: 3.14%). Thereafter the rate will be reset annually at 1.50% per annum over the

then one year swap rate for quarterly payments, unless Infratil's gearing ratio exceeds certain thresholds, in which case the margin increases. These infrastructure

bonds have no fixed maturity date. No PIIBs (2022: nil) were repurchased by Infratil Limited during the period.

At 31 March 2023 the Infratil Infrastructure bonds (including PIIBs) had a fair value of $1,203.4 million (31 March 2022: $1,322.8 million).

Fixed coupon

Throughout the period the Company complied with all debt covenant requirements as imposed by the bond supervisor.

9

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(8) Financial instruments
The Company has exposure to the following risks due to its business activities and financial policies:

•Credit risk

•Liquidity risk

•Market risk (interest rates and foreign exchange)

2023

Accounts

payable,

accruals and

other liabilities

Infrastructure

bonds

Perpetual Infratil

Infrastructure

bonds

Derivative

financial

instrumentsTotal

$000$000$000$000$000

Balance sheet

317,4331,083,878231,917-1,633,228

Contractual cash flows

317,4331,310,816339,743-1,967,992

6 months or less

171,718148,8817,479-328,078

6 to 12 months

-23,5727,479-31,051

1 to 2 years

89,77947,14414,959-151,882

2 to 5 years

55,936669,05744,876-769,869

5 years +

-422,162264,950-687,112

2022

Balance sheet

571,8771,161,038231,917-1,824,000

Contractual cash flows

571,8771,357,533288,050-2,076,628

6 months or less

431,045120,7913,641-414,645

6 to 12 months

-122,2383,641-125,879

1 to 2 years

107,592160,7547,282-276,020

2 to 5 years

33,240553,20421,847-607,899

5 years +

-400,546251,639-652,185

The tables below analyse the financial liabilities by relevant maturity groupings based on the earliest possible contractual maturity date at the year end date. The

amounts in the tables below are contractual undiscounted cash flows, which include interest through to maturity. Perpetual Infratil Infrastructure Bond cash flows

have been determined by reference to the longest dated Infratil Bond maturity in the year 2029.

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board also has a function

of reviewing management practices in relation to identification and management of significant business risk areas and regulatory compliance. The Company has

developed a comprehensive, enterprise wide risk management framework. Management and Board participate in the identification, assessment and monitoring

of new and existing risks. Particular attention is given to strategic risks that could affect the Company.

Credit risk

Liquidity risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss to the Company. The Company is exposed to

credit risk in the normal course of business including those arising from financial derivatives and transactions (including cash balances) with financial institutions.

The Company has adopted a policy of only dealing with credit-worthy counterparties, as a means of mitigating the risk of financial loss from defaults. Derivative

counterparties and cash transactions are limited to high-credit-quality financial institutions and other organisations in the relevant industry. The Company’s

exposure and the credit ratings of counterparties are monitored. The carrying amounts of financial assets recognised in the Statement of Financial Position best

represent the Company’s maximum exposure to credit risk at the reporting date. No security is held on these amounts.

Liquidity risk is the risk that assets held by the Company cannot readily be converted to cash to meet the Company's contracted cash flow obligations. Liquidity

risk is monitored by continuously forecasting cash flows and matching the maturity profiles of financial assets and liabilities. The Company's approach to

managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due and make value investments, under

both normal and stress conditions, without incurring unacceptable losses or risking damage to the Company's reputation.

10

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

Interest rates
20232022

$000$000

At balance date the face value of interest rate contracts outstanding were:

Interest rate swaps in place at year end

--

Fair value of interest rate swaps

--

The termination dates for the interest rate swaps are as follows:

Between 0 to 1 year

--

Interest rate sensitivity analysis

20232022

$000$000

Profit or loss

100 bp increase(2,557)(2,557)

100 bp decrease2,5572,557

There would be no material effect on equity.

Foreign currency

Fair values

20232022

$000$000

Assets

Derivative financial instruments - foreign exchange--

--

--

Split as follows:

Current --

Non-current --

--

Liabilities

Derivative financial instruments - foreign exchange--

Derivative financial instruments - interest rate--

--

Split as follows:

Current --

Non-current --

--

The following table shows the impact on post-tax profit and equity of a movement in bank interest rates of 100 basis points higher/lower with all other variables

held constant.

The Company has exposure to currency risk on the value of its assets and liabilities denominated in foreign currencies, future investment obligations and future

income. Foreign currency obligations and income are recognised as soon as the flow of funds is likely to occur. Decisions on buying forward cover for likely foreign

currency investments is subject to the Company’s expectation of the fair value of the relevant exchange rate.

Derivative financial instruments - interest rate

At 31 March 2023, if the New Zealand dollar had weakened/strengthened by 10 percent against foreign currencies, with all other variables held consistent, post-

tax profit would not have been materially different. There would have been no material impact on balance sheet components.

The carrying amount of financial assets and financial liabilities recorded in the financial statements is their fair value, with the exception of bond debt held at

amortised cost which have a fair value at 31 March 2023 of $1,203.4 million (31 March 2022: $1,322.8 million) compared to a carrying value of $1,311.2 million (31

March 2022: $1,388.5 million).

Foreign exchange sensitivity analysis

Market risk

Interest rate risk is the risk of interest rate volatility negatively affecting the Company's interest expense cash flow and earnings. The Company mitigates this risk

by issuing borrowings at fixed interest rates or entering into Interest Rate Swaps to convert a portion of floating rate exposures to fixed rate exposure. Borrowings

issued at fixed rates expose the Company to fair value interest rate risk which is managed by the interest rate profile and hedging.

11

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

Estimation of fair values
Valuation inputSource

Interest rate forward price curvePublished market swap rates

Discount rate for valuing interest rate derivatives

Fair value hierarchy

•Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)

•Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

Capital management

•Available sources of capital and relative cost

•Nature of its activities

•Quality and dependability of earnings/cash flows

•The fair value of derivative financial instruments are calculated using quoted prices. Where such prices are not available, use is made of discounted cash flow

analysis using the applicable yield curve or available forward price data for the duration of the instruments.

There were no transfers between derivative financial instrument assets or liabilities classified as level 1 or level 2, and level 3 of the fair value hierarchy during the

year ended 31 March 2023 (2022: nil).

The key factors in determining the Company's optimal capital structure are:

•Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is,

derived from prices) (level 2)

The analysis of financial instruments carried at fair value, by valuation method is below. The different levels have been defined as follows:

•Capital needs over the forecast period

The fair values and net fair values of financial assets and financial liabilities are determined as follows:

•The fair value of financial assets and liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to

quoted market prices.

•The fair value of other financial assets and liabilities are calculated using market-quoted rates based on discounted cash flow analysis.

Where the fair value of a derivative is calculated as the present value of the estimated future cash flows of the instrument, the two key types of variables used by

the valuation techniques are:

•forward price curve (for the relevant underlying interest rates, foreign exchange rates or commodity prices); and

•discount rates.

Published market interest rates as applicable to the remaining life of

the instrument.

There were no changes to the Company's approach to capital management during the year.

The selection of variables requires significant judgement and therefore there is a range of reasonably possible assumptions in respect of these variables that could

be used in estimating the fair value of these derivatives. Maximum use is made of observable market data when selecting variables and developing assumptions

for the valuation techniques.

All financial instruments measured at fair value in the statement of financial position are valued either directly (that is, using externally available inputs) or

indirectly (that is, derived from externally available inputs) and are classified as level 2 under NZ IFRS 13.

The Company has no interest rate swap derivatives at any level at 31 March 2023 (31 March 2022: no interest rate swap derivatives).

The Company seeks to ensure that no more than 20% of its Infrastructure bonds mature in any one year period, and to spread the maturities of its facilities. The

Company manages its interest rate profile so as to minimise net value volatility. This means having interest costs fixed for extended terms. At times when long

rates appear to be unsustainably high, the profile may be shortened, and when rates are low the profile may be lengthened.

The Company's capital includes share capital, reserves, and retained earnings. From time to time the Company purchases its own shares on the market with the

timing of these purchases dependent on market prices, an assessment of value for shareholders and an available window to trade on the NZX. Primarily the

shares are intended to be held as treasury stock and may be reissued under the Dividend Reinvestment Plan or cancelled. During the year, no shares were bought

back by the Company (2022: nil).

12

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(9) Investment in subsidiaries and associates
The significant investments of the Company and their activities are summarised below:

Subsidiaries

HoldingHolding

20232022

New Zealand

Infratil 1998 Limited100%100%InvestmentNew Zealand

Infratil 2016 Limited100%100%InvestmentNew Zealand

Infratil 2018 Limited100%100%InvestmentNew Zealand

Infratil 2019 Limited100%100%InvestmentNew Zealand

Infratil AR Limited100%100%InvestmentNew Zealand

Infratil Energy Limited100%100%InvestmentNew Zealand

Infratil Europe Limited100%100%InvestmentNew Zealand

Infratil Finance Limited100%100%FinanceNew Zealand

Infratil Gas Limited100%100%InvestmentNew Zealand

Infratil HC Limited100%100%InvestmentNew Zealand

Infratil HPC Limited100%100%InvestmentNew Zealand

Infratil Infrastructure Property Limited100%100%InvestmentNew Zealand

Infratil Investments Limited100%100%InvestmentNew Zealand

Infratil No 1 Limited100%100%InvestmentNew Zealand

Infratil No 5 Limited100%100%InvestmentNew Zealand

Infratil Outdoor Media Limited100%100%InvestmentNew Zealand

Infratil PPP Limited100%100%InvestmentNew Zealand

Infratil RE Limited100%100%InvestmentNew Zealand

Infratil Renewables Limited100%100%InvestmentNew Zealand

Infratil RHC Limited100%100%InvestmentNew Zealand

Infratil RV Limited100%100%InvestmentNew Zealand

Infratil TowerCo Limited100%100%InvestmentNew Zealand

Infratil Ventures II Limited100%100%InvestmentNew Zealand

Infratil Ventures Limited100%100%InvestmentNew Zealand

NZ Airports Limited100%100%InvestmentNew Zealand

Swift Transport Limited

100%100%InvestmentNew Zealand

Infratil Australia Limited100%100%InvestmentNew Zealand

The financial year-end of all the significant subsidiaries is 31 March.

(10) Reconciliation of net surplus with cash flow from operating activities

20232022

$000$000

Net surplus for the year 226,615153,313

Less items classified as investing activity:

Loss/(profit) on investment realisations and impairments72-

Add items not involving cash flows:

-(2,158)

(73)-

Amortisation of deferred bond issue costs & issue premium1,9852,235

Movements in working capital

Change in receivables103,133(104,390)

Change in trade payables5311,099

Change in accruals and other liabilities(100,989)102,731

Change in deferred tax and tax receivable(9,033)3,880

Net cash inflow from operating activities222,242156,710

Movement in financial derivatives taken to the profit or loss

Other non cash movements

Principal activityCountry of

incorporation

13

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(11) Commitments
There are no outstanding commitments (2022: nil).

(12) Contingent liabilities

(13) Related parties

Related Party2023202220232022

$000$000$000$000

Advances

Infratil Finance Limited

173,925124,2562,005,4332,123,241

Aotea Energy Holdings Limited

---(153,897)

Investments in

Infratil Investments Limited

87,66587,665

Infratil 1998 Limited

12,00012,000

Infratil Finance Limited

153,897153,897

Infratil No. 1 Limited

78,02478,024

Infratil PPP Limited

5,9425,942

Infratil No. 5 Limited

248,001248,001

Receivables

Infratil Australia Limited

1,6222,942

Infratil PPP Limited

5091,019

Infratil No. 5 Limited

138,938205,495

Infratil 2018 Limited

27,743186,315

Infratil Renewables Limited

141,63715,825

Management and other fees paid by the Company to MCIM, MCO or its related parties during the year were:20232022

$000$000

Management fees1462,63556,760

Executive secondment and consulting--

International Portfolio Incentive fee14169,615221,200

Directors fees--

Financial management, accounting, treasury, compliance and administrative services1,6121,612

Investment banking services--

Total management and other fees233,862279,572

At 31 March 2023 amounts owing to MCIM of $5.3 million (excluding GST) are included in accounts payable (2022: $5.0 million).

Intercompany

Certain Infratil Directors have relevant interests in a number of companies with which Infratil has transactions in the normal course of business. A number of key

management personnel are also Directors of Group subsidiary companies and associates.

Morrison & Co Infrastructure Management Limited ('MCIM') is the management company for the Company and receives management fees in accordance with the

applicable management agreement. MCIM is owned by H.R.L. Morrison & Co Group Limited Partnership ('MCO'). Mr Boyes has been a director Chief Executive

Officer of Infratil since 1 April 2021. Entities associated with Mr Boyes also have a beneficial interest in MCO.

Note 9 identifies significant entities in which the Company has an interest. All of these are related parties of the Company. The Company has the following

significant loans, investments to/from/in its subsidiaries and receivables:

The Company and certain wholly owned subsidiaries are guarantors of the bank debt facilities of Infratil Finance Limited under a Deed of Negative Pledge,

Guarantee and Subordination and the Company is a guarantor to certain obligations of subsidiary companies.

Interest income/(expense)

The Company has agreed to guarantee certain obligations of Infratil Trustee Limited, a related party, that is the Trustee to the Infratil Staff Share Scheme. The

amount of the guarantee is limited to the loans provided to the employees.

At 31 March 2023 prepayments and sundry receivables includes amounts receivable from subsidiaries for International Portfolio Incentive fees of $164.1m (2022:

$270.8m).

14

DocuSign Envelope ID: 9F443795-4DA4-412E-870B-ADE89CA7AE6C

(14) Management fees paid under the Management Agreement with Morrison & Co Infrastructure Management Limited ('MCIM')
20232022

$000$000

New Zealand & International Portfolio Management Fees62,635 56,760

International Portfolio Incentive Fees169,615 221,200

232,250 277,960

New Zealand Portfolio Management Fee

International Portfolio Incentive Fees

International Portfolio Annual Incentive Fees2023

2022

$000$000

CDC Data Centres37,355 84,751

Longroad Energy132,261 14,064

RetireAustralia-904

169,616 99,719

At 31 March 2023 accruals and other liabilities includes the current portion of the International Portfolio Annual Incentive fees payable.

International Investments are eligible for International Portfolio incentive fees (‘Incentive fees’) under the Management Agreement between MCIM and Infratil.

The Agreement allows for incentives to be payable for performance in excess of a minimum hurdle of 12% per annum in three separate areas:

•Initial Incentive Fees;

•Annual Incentive Fees; and,

•Realised Incentive Fees.

To the extent that there are assets that meet these criterion, independent valuations are performed on the respective International Investments to determine

whether any Incentive Fees are payable.

International Portfolio Initial Incentive Fee

International Investments become eligible for the Initial Incentive Fee assessment on the third balance date (31 March) that they have been held continuously by

the Company. All International Investments that are acquired in any one financial year are grouped together for the purposes of the Initial Incentive Fee, and an

Initial Incentive Fee is payable at 20% of the outperformance of those assets against a benchmark of 12% p.a. after tax, compounding.

The Company’s investment in Galileo Green Energy became eligible for the International Portfolio Initial Incentive Fee as at 31 March 2022. Based on an

independent valuation obtained as at 31 March 2023, no International Portfolio Initial Incentive Fee has been accrued.

International Portfolio Annual Incentive Fee

Thereafter International Investments are grouped together, and an Annual Incentive Fee is payable at 20% of the outperformance of those assets against the

higher of, a benchmark of 12% p.a. after tax, relative to the most recent 31 March valuation, or cost.

The Company’s investments in CDC Data Centres, Longroad Energy and RetireAustralia are eligible for the International Portfolio Annual Incentive fee assessment

as at 31 March 2023 (31 March 2022: RetireAustralia, CDC Data Centres and Longroad Energy).

Based on independent valuations obtained as at 31 March 2023, an Annual Incentive Fee of $169.6 million has been accrued as at that date (31 March 2022:

$99.7 million).

The day-to-day management responsibilities of the Company have been delegated to Morrison & Co Infrastructure Management Limited ('MCIM') under a

Management Agreement. The Management Agreement specifies the duties and powers of MCIM, and the management fees payable to MCIM for delivering

those services. These include a New Zealand Portfolio Management Fee, International Portfolio Management Fee and International Portfolio Incentive Fees.

Management fees paid under the Management Agreement during the year were:

The New Zealand base management fee is paid on the 'New Zealand Company Value' at 0.80% p.a. on the New Zealand Company Value above $150 million, 1.00%

p.a. on the New Zealand Company Value between $50 million and $150 million and 1.125% p.a. on New Zealand Company value up to $50 million. The New

Zealand Company Value is defined as:

•the Company's market capitalisation as defined in the Management Agreement (the aggregated market value of the Company's listed securities,

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