Strategic investment in Console Connect

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

10 July 2023


Infratil announces strategic investment in Console Connect in partnership with HKT

Infratil Limited (‘Infratil’) (NZX/ASX: IFT) is pleased to announce that it has executed a conditional
agreement with HKT Trust and HKT Limited (‘HKT’) (SEHK:6823), a leading telecommunications company in
Hong Kong, to establish a strategic partnership to accelerate the growth of its Console Connect business
(‘Console Connect’).

Console Connect is a top-3 global software-defined interconnection platform offering next-generation
automated connectivity solutions. The Console Connect platform makes connecting to data centres,
partners, clouds, and other applications simple and secure, with fully automated switching and routing.

Console Connect owns its global IP network which has been developed over many years and has been a top
10 Tier 1 network globally for the last 5 years, serving ~17% of all internet traffic and reaching over 150
countries. Integration with an owned Tier 1 IP network, as well as long-term integrated access to a global
backbone network, provides a clear point of differentiation for Console Connect given its extensive network
coverage and superior unit economics.

Infratil will initially acquire an 80% stake in Console Connect from HKT for US$160 million. Infratil will also
enter into a strategic partnership with HKT, with both jointly investing up to US$295 million over a 2-year
period following completion of the acquisition to accelerate Console Connect’s growth through:
- Joint sales and marketing via an HKT-supported approach to offer critical fibre infrastructure and
IP access to its existing and new enterprise & wholesale customers.
- Investment in new subsea cable systems and network development to increase Console Connect’s
network capacity, resiliency, and reach.
- Continued investment in research and development (‘R&D’) of Console Connect’s technology
platform to expand and enhance its product offerings.

Following this initial period of growth investment, Infratil will own between 60-80% of Console Connect,
with HKT holding the remainder. Ultimate ownership stakes will reflect the relative equity contributions of
each party over this initial 2-year period. As the majority investor, Infratil will have governance rights
consistent with its interest and, working alongside HKT, will continue to drive the development and growth
of the business.

Infratil’s initial investment implies a 3.4x EV / FY2022A revenue multiple for Console Connect, with target
returns of 15 – 25% over 10 years. The purchase price includes an earnout and is subject to usual completion
adjustments for cash, net debt, and net working capital.

Infratil CEO, Jason Boyes, said the investment in Console Connect builds Infratil’s presence in Asia and is
complementary to its digital infrastructure investments globally, which include CDC Data Centres, One NZ,
Kao Data in the United Kingdom, and Clearvision Ventures in the US.

“Console Connect is a leading global software-defined interconnection platform, and this acquisition is a
continuation of our conviction in the tailwinds of the digital infrastructure sector. It enables us to invest in
building a next generation platform to support underlying growth in the demand for digital infrastructure
and global connectivity solutions by enterprise and wholesale users”.

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“Our partners in HKT have built a highly attractive software-defined interconnection platform over the past
several years and we look forward to investing alongside them to accelerate the growth of Console
Connect”.

HKT’s Group Managing Director, Susanna Hui, said: “Over the past few years, the team at Console Connect
has successfully developed it into a world leading platform. We are pleased to have found a like-minded
partner in Infratil who is excited about the potential opportunities to continue growing Console Connect.
Our partnership around Console Connect, investing in the platform as a standalone operation, will deliver
material benefits to the business as well as to HKT shareholders through unlocking value and further
developing economies of scale.”

Completion of the acquisition is conditional on telecommunication, foreign investment regulatory
approvals and merger approvals in Australia, France, Germany, Greece, Hong Kong, Italy, Japan,
Mozambique, the Netherlands, Singapore, South Africa, and the USA. Assuming those approvals are
granted, completion is currently expected by Q3 2024.

Advisors

Bank Street acted as exclusive financial advisor and Herbert Smith Freehills acted as legal counsel to Infratil.
Moelis acted as exclusive financial advisor and Gibson Dunn acted as legal counsel to HKT.

Further information

Further details of the investment in Console Connect are set out in the Investor Presentation provided to
the NZX and ASX today.

Any enquiries should be directed to:

Mark Flesher, Investor Relations, Infratil Limited mark.flesher@infratil.com

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About Console Connect

Console Connect is a platform for the software-defined interconnection of applications and infrastructures.
It allows users to self-provision private, high-performance connections among a global ecosystem of
enterprises, networks, clouds, SaaS providers, IoT providers and applications providers.

Console Connect carries ~17% of all internet traffic and reaches over 150 countries and is the only digital
platform that is underpinned by one of the world’s largest private networks and a Tier 1 global IP network
that is ranked in the top 10 for IPv4 and IPv6 peering, delivering higher levels of network performance,
speed, and security to meet the digital needs of today’s interconnected users and communities.

Accessible from 850+ data centres in 50+ countries worldwide, the platform is integrated with all major
hyperscale cloud providers, including AWS, Google Cloud, IBM Cloud, Microsoft Azure, Alibaba Cloud and
more. Through the Console Connect portal or via its API, users can access a broad range of native and third-
party solutions.

In addition, Console Connect offers a wide range of security, voice, mobility, SD-WAN, colocation and
managed network solutions that complement its Automated Services.

To learn more about Console Connect, please visit https://www.consoleconnect.com/.


About HKT

HKT is a technology, media, and telecommunication leader with more than 150 years of history in Hong
Kong. As the city’s true 5G provider, HKT connects businesses and people locally and globally. HKT’s end-
to-end enterprise solutions make it a market-leading digital transformation partner of choice for
businesses; whereas HKT’s comprehensive mobile communication and smart living offerings enrich
people‘s lives and cater for their diverse needs for work, entertainment, education, well-being, and even a
sustainable low-carbon lifestyle. Together with HKT’s digital ventures which support digital economy
development and help connect Hong Kong to the world as an international financial centre, HKT endeavours
to contribute to smart city development and help its community tech forward.

For more information, please visit www.hkt.com.
LinkedIn: linkedin.com/company/hkt

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Strategic investment in
Infratil investor presentation
10 July 2023

2
Transaction
Summary
Infratil has
executed a
conditional
agreement with
HKT to
accelerate the
growth of
Console Connect
through a
strategic
partnership
Transaction
summary
•Infratil has executed a conditional agreement with HKT Limited (HKT) (SEHK: 6823) to establish a strategic
partnership to accelerate the growth of HKT’s Console Connect business
•Transaction structure to align interests:
–Infratil will initially acquire an 80% stake in Console Connect for US$160m
–Console Connect business to be driven further with HKT in a joint sales and marketing effort
–Console Connect owns its Tier 1 global IP network, as well as long-term integrated access to a global
backbone network
–Accelerate Console Connect’s investments in network infrastructure and technology platform
•Infratil will ultimately own between 60-80% of Console Connect, with HKT holding the remainder
–ultimate ownership stakes will reflect the relative capital contributions of each party
•As the majority investor, Infratil will have significant governance rights and, working alongside HKT, will continue
to drive the development and growth of Console Connect
Valuation &
returns
•3.4x FY2022A revenue multiple for Console Connect’s software-defined interconnection (“SDI”) platform
•Platform expected to generate returns consistent with Infratil’s target returns of 15 –25% for development assets
Approach to
funding
•Initial Infratil consideration of US$160 million, including an earnout and subject to usual completion adjustments
for cash, net debt, and net working capital
•Strategic partnership with HKT, with both jointly investing up to US$295m in Console Connect to accelerate
growth via marketing, R&D and new subsea cable investments over a 2-year period
•Infratil’s investment will be funded through available capital and existing bank facilities
–as at6 June 2023, Infratil had total available liquidity of ~NZ$1 billion
Timing &
conditionality
•Completion of the acquisition is conditional on telecommunication, foreign investment regulatory approvals and
merger approvals
•Completion of the Console Connect investment is currently expected by Q3 2024
1
2
3
4

3
Investment
Thesis
High-performing,
reliable global
networks are
essential to
supporting an
increasingly
digitised global
economy
1
Ericsson Mobility Report November 2022;
2
Atlantic Council, Wall Street Journal;
3
TeleGeographyGlobal Bandwidth Forecast Q3 2022
•Digital network infrastructure is
increasingly important to meet
exponential growth in global data
demand
–Global data traffic expected to
increase at 18% CAGR over the
next 5 years
1
•Global subsea networks are critical
digital infrastructure, carrying over
95% of global internet traffic
2
–Subsea cable bandwidth is
expected to grow at 34% CAGR
to 2028
3
•Software-defined networking
technologies have revolutionised
network provisioning, enabling
businesses to scale and reduce costs
easily
•Significant need for a centralised
global communications platform to
optimise networking management
and provide critical connectivity
•On-demand model is a capital
efficient way to monetise unused
network capacity, significantly
improving network economics
•Clear path for Infratil to grow global
platform, driven by secular tail winds
•Thought leadership and R&D
capabilities to create and maintain
competitive differentiation as
digitisation increases and number of
use cases grow
•Potential for strategic partnerships
with Infratil’s portfolio companies
and other ecosystem players
This is an idea
that matters
Clear benefits of
growth and scale
Innovative offering with
strong value proposition
123

4
What is Console
Connect?
Integrated with Tier 1 global networkPlatform and network development
Console ConnectHKT Joint Sales & Marketing Effort
Top 3 global software-defined interconnection
(“SDI”) platform
Offer critical fibre infrastructure and IP access to
enterprises, content providers, and service
providers in partnership with HKT
Top 10 Tier 1 network globally
R&D initiatives and proprietary pipeline of
subsea cable development projects
738,000 route
kilometers
~170 cloud zones
reached
carries 17% of all
internet traffic
59+ Tbps bandwidth
capacity
900+ data centre
PoPs
70 international
cable systems
•Clear pathway to increase Console Connect’s network
capacity to meet customer demand
•Intention to partner with HKT to accelerate Console
Connect growth via network and R&D initiatives
Console Connect
is a leading
communications
service platform,
that provides
next-generation
connectivity
solutions
Underpinned by
Next-generation enterprise connectivity solution enabling
1,000+ customers to:
•Instantly self-provision private and secure connections
across a global ecosystem
•Monitor network usage in real time, purchase bandwidth
on a pay-as-you-go model, and order value-added
services via a centralised user portal
•Joint go-to-market via HKT-supported approach to
existing and new enterprise and wholesale (“E&W”)
customers
•Recurring revenue model
1
2
3
4

5
How Console
Connect Works
Next generation
connectivity
solution solving
multiple enterprise
pain points
Your office
building
Console Connect
enabled data centre
(900+ locations
worldwide)
The Console Connect solution
Through a centralised user portal:
Console Connect
platform
Connect to:
your office branches
internet exchanges
clouds
data centres
✓Monitor network usage in real time
✓Utilisebandwidth and internet access on demand
✓Order other value-added enterprise IT services all through
a centralised user portal
Providing efficiency and cost savings:
Underpinned by a
Tier 1 subsea cable
and IP network and
access to global
wireless towers and
terrestrial backhaul
IoT & mobile operators
SaaS platforms
Mobile endpoints

Console Connect
benefits from
integration with
international
network
infrastructure
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Unique Network
Access
Console Connect’s Tier 1 Network
•Top10 Tier 1 network
globally, carrying ~17%
of all internet traffic and
reaching over 150
countries
•Integrated dense and
diverse network provides
true global coverage and
a clear point of
differentiation for
Console Connect
•Unique, network-backed
SDI platform provides
superior unit economics
738,000 route
kilometers
~170 cloud zones
reached
carries 17% of all
internet traffic
59+ Tbps
bandwidth capacity
900+ data centre
PoPs
70 international
cable systems
~50 million mobile
subscribers
1
1
Total number of mobile subscribers protected by Console Connect’sA2P Valuemaxproduct

SDI platform
Global backbone network
Owned IP network
Cable development pipeline
Substantial fibre & IP access
revenues
SDI platform
E&W customer base
Global backbone network
Owned IP & new cable
network
7
Transaction
Structure
Transaction
structure to
provide
governance and
strategic
alignment
alongside
marketing, R&D,
and network
investment
Structure &
Enterprise
Value
What we acquire nowStrategic partnershipThe vision
1
Including an earnout and subject to usual completion adjustments for cash, net debt, and net working capital;
2
Ultimate ownership stake will reflect Infratil and HKT’s
respective capital contributions, including with respect to new subsea cable development projects;
EBITDA
US$40m –US$50m
FY2025 pro forma EBITDA
Joint sales and marketing and
further investment
US$200m Enterprise Value
The leading global SDI
platform across owned cable
& IP network
IFT equity
consideration
US$160m
1
for an initial 80% stake
~US$200m –US$250m
investment in joint sales & marketing,
R&D and network development projects
~US$360m –US$410m
total IFT equity consideration
High teens IRR
(consistent with 15-25%
target returns for
development assets)
New, owned network
and long-term
integrated access to a
global network
Infratil owns a 60-80%
stake in Console
Connect
2
✓
✓
✓
✓
✓
✓
✓
✓
Console Connect is expected to be
EBITDA neutral for first 24 months
✓
Capital deployed
across platform and in development pipeline
✓

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Debt Capacity
& Facilities
~NZ $1 billion of
available liquidity
post completion
of the One NZ
transaction and
the recent equity
raise
•Following completion of the One NZ
transaction and recent equity raise, Infratil
has current cash and undrawn debt facilities
of ~NZ$1 billion which can be applied to the
commitment to Console Connect
•Infratil’s gearing as at 6 July 2023 is 18.0%
2
,
which provides capacity to support growth
and development platforms in addition to
Console Connect
Debt maturity profile (NZ$m)
4
1
Available liquidity includes undrawn debt facilities and cash on hand, available liquidity also includes the proceeds from the retail raise;
2
Gearing calculated as total net
debt / total capital;
3
Market value of equity represents Infratil’s market capitalisation on the 6
th
July 2023;
4
The debt maturity profile excludes $400 million of bridge
facilities entered into for the purpose of the acquisition of One NZ and includes $85 million of debt facility upsizes
Debt Capacity & Facilities
Liquidity (NZ$m)
As at
31 March 2023
As at
6 July 2023
Net bank debt (cash)($593.2)$545.2
Infrastructure bonds$1,085.9$1,085.9
Perpetual bonds $231.9$231.9
Total net debt$724.6$1,863.0
Market value of equity $6,660.6$8,477.0
3
Total capital$7,385.2$10,340.0
Gearing
2
9.8%18.0%
Infratil undrawn bank facilities$898.4$899.8
100% subsidiaries cash$593.2$154.8
Liquidity available $1,491.6$1,054.6
122
156
164
156
102
146
123
116
232
305
390
315
275
0
100
200
300
400
500
600
FY24FY25FY26FY27FY28FY29FY30FY31>FY32
BondsBank Debt

Supplementary materials

10
Best-in-class
management team
with decades of
demonstrated
track record and
in-depth
understanding of
existing business
Management
Team
•Marc has been with the PCCW-HKT
1
Group for
the past 20 years, including 13 years as CEO of
Console Connect
•Former Chair of the Global Leaders Forum (GLF)
and the ITW Founders Council, and former
member of the Board of Governors of the
Pacific Telecommunications Council
•Director and Executive Committee member of
the Bridge Alliance, comprising 34 major
APAC/MEA wireless carriers
Marc Halbfinger
Chief Executive Officer
•Paul is the founder and CTO of Console Connect
•Prior to founding Console Connect in late 2014,
Paul was the Chief Technology Officer at NextDC
•Paul’s other executive roles include VP of Global
Engineering at Red Hat, where he held various
roles across a tenure of nearly 12 years, and
APNIC, where he managed technical operations
for nearly 4 years
Paul Gampe
Chief Technology Officer
1
PCCW acquired HKT in 2000 and retains a 52% holding in the company following its 2011 IPO;
2
Anticipated FTE composition [as at end of FY2025];
3
Primarily in Australia
and Singapore, with minor presence in Japan
Key management and staff are expected to be retained under the Infratil and HKT partnership
28%
28%
26%
18%
Sales & Marketing
Network Operations
R&D
Corporate
37%
14%
33%
17%
HK
Other APAC
EMEA
USA
3
793
FTEs
By Geography
793
FTEs
By Function
Full-time employee distribution
2

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Enterprise Pain PointsConsole Connect Solution
Enterprises who use the public internet to connect
with CSPs often experience suboptimal
performance, costly data fees, and security risks
•A centralised platform to provision, monitor, and
bill services with all counterparties in one place
•Easy-to-use, self-service user portal that saves
IT staff’s time from email exchanges and phone
calls with each vendor
Enterprises’ connectivity needs get increasingly
complexand require managing multiple vendors
separately, but do not have the technical expertise
or resourcesto architect and manage it
•Instantly set up private, dedicated connectivity
that bypasses public internet for enhanced
security and performance
•Diverse routes between any two points of
presence for additional network resiliency
Direct interconnection with CSPs are secure and
reliable, but is expensive and time consuming to
set up (typically takes 1-3 months)
•Self-provision interconnection in minutes
between customer’s data centers and key clouds,
and between different clouds directly
•Reliable, high-performing connectivity
Typically, enterprises must commit to a fixed
bandwidth, multi-year contract for internet access
at office locations, which is expensive and inflexible
•Self-provision bandwidth in minutes
•Only pay for what you use without wasting
unused bandwidth
•Scale up or down bandwidth real time based
on business needs
Console Connect
effectively targets
and solves key
connectivity
challenges
enterprises face
today
Customer
Proposition

TermDescription
CAGR
Compound annual growth rate
CSP
Cloud Service Provider is a third-party company that provides scalable computing resources that businesses can
access on demand over a network, including cloud-based compute, storage, platform, and application services.
Example CSPs are: Amazon Web Services (AWS), Microsoft Azure, Google Cloud, IBM Cloud, Alibaba Cloud,
Tencent Cloud, Oracle Cloud, Huawei Cloud
EBITDA
Earnings before interest, tax, depreciation and amortisation
IP
Internet protocol
IoT
Internet of Things, referring to a network of physical objects that are embedded with sensors, software, and
other technologies for the purpose of connecting and exchanging data over the internet
IP Transit
The exchange of Internet IP traffic where one party pays another for access to a network
IRR
Internal rate of return
PoP
Point of Presence, a physical location or access point where two or more networks or communication devices
build a connection from one place to the rest of the interne
R&D
Research and development
SDI
Software-defined interconnection. It’s a software platform that enables users to provision private, secure
connectivity anywhere and any time on-demand without deploying individual network equipment
Subsea Cable
A subsea or submarine communications cable is a cable laid on the seabed between land-based stations to
carry telecommunication signals across stretches of ocean and sea
Tbps
Terabit per second
Tier 1
Network
Tier 1 network is a network that can reach every other network on the Internet without purchasing IP transit or
paying for peering. There are only 16 Tier 1 networks in the world
Glossary
12