ASX Appendix 3B – Proposed Issue of Securities

Proposed issue of securities
Proposed issue of securities
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Announcement Summary
Entity name
INFRATIL LIMITED.
Announcement Type
New announcement
Date of this announcement
22/5/2023
The Proposed issue is:
Total number of +securities proposed to be issued for a placement or other type of issue
ASX +security code+Security description
Maximum Number of
+securities to be issued
IFTORDINARY FULLY PAID FOREIGN EXEMPT NZX6,362,706
Proposed +issue date
29/5/2023
Refer to next page for full details of the announcement
A placement or other type of issue

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Part 1 - Entity and announcement details
1.1 Name of +Entity
INFRATIL LIMITED.
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees
to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in
Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also
apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set
out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under
the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX
an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ARBN
Registration Number
144728307
1.3 ASX issuer code
IFT
1.4 The announcement is
1.5 Date of this announcement
22/5/2023
1.6 The Proposed issue is:
A placement or other type of issue
New announcement

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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other
type of issue can proceed on an unconditional basis?
Part 7B - Issue details
Is the proposed security a 'New
class' (+securities in a class that is
not yet quoted or recorded by ASX)
or an 'Existing class' (additional
securities in a class that is already
quoted or recorded by ASX)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
Details of +securities proposed to be issued
ASX +security code and description
IFT : ORDINARY FULLY PAID FOREIGN EXEMPT NZX
Number of +securities proposed to be issued
6,362,706
Offer price details
Are the +securities proposed to be issued being issued for a cash
consideration?
In what currency is the cash
consideration being paid?
NZD - New Zealand Dollar
What is the issue price per
+security?
NZD 9.42995
AUD equivalent to issue price amount per +security
8.88112691
FX rate (in format AUD 1.00 / primary
currency rate):

AUD 1.00
FX rate (in format AUD rate/primary
currency rate) Primary Currency rate
NZD 1.06185293
Yes
No
Existing class
No

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Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
Part 7C - Timetable
7C.1 Proposed +issue date
29/5/2023
Part 7D - Listing Rule requirements
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
7E.2 Is the proposed issue to be underwritten?
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Standard share registry, external advisers and ASX administrative fees.
No
No
No
No
Yes

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Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
The securities issue will occur for the purpose of partially paying the incentive fees payable to Morrison & Co
Infrastructure Management Limited as consideration for management services.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
7F.2 Any other information the entity wishes to provide about the proposed issue
The number of securities proposed to be issued and the issue price per security are based on a formula linked to a
variable and are subject to change.
Specifically, the issue price per security will be an amount equal to 98 per cent of the weighted average sale price of all
trades of IFT's ordinary shares on the NZX on the 5 business days immediately prior to the date the shares are issued
(being 29 May 2023). The number of securities proposed to be issued will be calculated by dividing NZD60,000,000
(being the amount of the incentive fees payable by IFT to Morrison & Co Infrastructure Management Limited that IFT has
elected to pay by way of issue of shares) by that issue price per security, rounded down to the nearest whole number of
securities.
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with
the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
Not applicable - the entity has arrangements in place with the holder that ensure the securities cannot be on-sold within
12 months in a manner that would breach section 707(3) or 1012C(6)
No