Infratil Infrastructure Bond Offer Opens

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




17 July 2023

Infratil Infrastructure Bond Offer Opens

Infratil Limited (Infratil) announced today that it has opened an offer of 6 year unsecured, unsubordinated, fixed rate
bonds maturing on 31 July 2029 (Infrastructure Bonds) to New Zealand investors.
Infratil is offering up to $75 million of Infrastructure Bonds, with the option to accept up to a further $75 million of
oversubscriptions at Infratil’s discretion. The offer is reserved for New Zealand clients of the Joint Lead Managers,
approved financial intermediaries and other primary market participants invited to participate in the bookbuild
process. The offer is now open and will close on 21 July 2023.
The Interest Rate for the Infrastructure Bonds will be the higher of (a) the Minimum Interest Rate of 6.70% per annum,
and (b) the sum of the Issue Margin and the Base Rate determined on the Rate Set Date (21 July 2023).
The Issue Margin will be set following a bookbuild process on 21 July 2023 and will be announced by Infratil via NZX
shortly thereafter, together with the Interest Rate. The indicative Issue Margin range for the Infrastructure Bonds is
2.25% to 2.40% per annum. In any case the Interest Rate will not be less than the Minimum Interest Rate of 6.70%
per annum.
Full details of the offer, including how the Interest Rate for the Infrastructure Bonds will be calculated, are set out in
the Indicative Terms Sheet attached.
The offer is being made as an offer of debt securities of the same class as existing quoted debt securities pursuant to
the Financial Markets Conduct Act 2013. The notice required by the Financial Markets Conduct Regulations 2014 has
been provided to NZX. The Infrastructure Bonds are expected to be quoted on the NZX Debt Market under the ticker
code IFT330.
Further information is available on www.infratil.com/for-investors/our-bonds/ or by contacting a Joint Lead Manager
or your usual financial adviser.

Arranger and Joint Lead Manager: Tom Robertson
Bank of New Zealand Treasury and Risk Manager, Infratil
Joint Lead Managers: Phone: +64 4 550 5432
ANZ Bank New Zealand Limited Email: tom.robertson@hrlmorrison.com
Craigs Investment Partners Limited
Forsyth Barr Limited
Jarden Securities Limited

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

17 July 2023
Notice pursuant to clause 20(1)(a) of schedule 8 of the Financial Markets
Conduct Regulations 2014
Infratil Limited ("Infratil") gives notice under clause 20(1)(a) of schedule 8 of the Financial Markets Conduct
Regulations 2014 ("Regulations") that it proposes to make an offer for the issue of bonds ("New Bonds") due 31 July
2029, in reliance upon the exclusion in clause 19 of schedule 1 of the Financial Markets Conduct Act 2013 ("FMCA").
The main terms of the offer and the New Bonds are set out in the attached Terms Sheet. Except for the interest rate
and maturity date, the New Bonds will have identical rights, privileges, limitations and conditions as:
• Infratil's fixed rate bonds maturing on 15 September 2023, which have an interest rate of
5.25% per annum and which are currently quoted on the NZX Debt Market under the ticker code IFT210;
• Infratil's fixed rate bonds maturing on 15 June 2024, which have an interest rate of 5.50%
per annum and which are currently quoted on the NZX Debt Market under the ticker code IFT230;
• Infratil's fixed rate bonds maturing on 15 December 2024, which have an interest rate of
4.75% per annum and which are currently quoted on the NZX Debt Market under the ticker code IFT260;
• Infratil's fixed rate bonds maturing on 15 June 2025, which have an interest rate of 6.15%
per annum and which are currently quoted on the NZX Debt Market under the ticker code IFT250;
• Infratil's bonds maturing on 15 March 2026, which have an interest rate of 3.35% per annum and which are
currently quoted on the NZX Debt Market under the ticker code IFT300;
• Infratil's fixed rate bonds maturing on 15 December 2026, which have an interest rate of 3.35% per annum
and which are currently quoted on the NZX Debt Market under the ticker code IFT280;
• Infratil's bonds maturing on 15 December 2027, which have an interest rate of 3.60% per annum and which
are currently quoted on the NZX Debt Market under the ticker code IFT310;
• Infratil's bonds maturing on 15 December 2028, which have a current interest rate of 4.85% per annum
(rate reset after five years on 15 December 2023) and which are currently quoted on the NZX Debt Market
under the ticker code IFT270;
• Infratil's bonds maturing on 15 December 2029, which have a current interest rate of 7.89% per annum
(further rate reset on 15 December 2023 and annually thereafter) and which are currently quoted on the
NZX Debt Market under the ticker code IFTHC; and
• Infratil's bonds maturing on 15 June 2030, which have a current interest rate of 5.93% per annum (rate
reset on 15 June 2026) and which are currently quoted on the NZX Debt Market under the ticker code
IFT320,

(the "Quoted Bonds"), and therefore are of the same class as the Quoted Bonds for the purposes of the FMCA and
the Regulations. The Quoted Bonds have been continuously quoted on the NZX Debt Market over the preceding 3
months.
As at the date of this notice, Infratil is in compliance with:
• the continuous disclosure obligations that apply to it in relation to the Quoted Bonds; and
• its financial reporting obligations (as defined in the Regulations).
As at the date of this notice, there is no excluded information required to be disclosed for the purposes of the
Regulations.
As at the date of this notice, there is no other information that would be required to be disclosed under a
continuous disclosure obligation or which would be excluded information required to be disclosed for the purposes
of the Regulations if the Quoted Bonds had had the same redemption date or interest rate as the New Bonds being
offered.
For further information, please contact: Tom Robertson, Treasury & Risk Manager, Infratil Limited on 04 550 5432

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17 July 2023
Infrastructure Bond Offer –Investor Presentation

Important
Information
2
The offer of Infrastructure Bonds by Infratil Limited (“Infratil”) described in this presentation is made in reliance upon the exclusion in
clause 19 of schedule 1 of the Financial Markets Conduct Act 2013 ("FMCA"). It is an offer of Infrastructure Bonds that have identical
rights, privileges, limitations and conditions (except for the interest rate and maturity date) as (1) Infratil'sfixed rate bonds maturing on 15
September 2023, which have an interest rate of 5.25% per annum andwhich are currently quoted on the NZX Debt Market under the
ticker code IFT210; (2) Infratil'sfixed rate bonds maturing on 15 June 2024, which have an interest rate of 5.50% per annum andwhich are
currently quoted on the NZX Debt Market under the ticker code IFT230; (3) Infratil'sfixed rate bonds maturing on 15 December 2024,
which have an interest rate of 4.75% per annum and which are currently quoted on the NZX Debt Market under the ticker code IFT260;
(4) Infratil'sfixed rate bonds maturing on 15 June 2025, which have an interest rate of 6.15% per annum andwhich are currently quoted on
the NZX Debt Market under the ticker code IFT250; (5) Infratil'sfixed rate bonds maturing on 15 March 2026, which have an interest rate
of 3.35% per annum, and which are currently quoted on the NZX Debt Market under the ticker code IFT300; (6) Infratil'sfixed rate bonds
maturing on 15 December 2026, which have an interest rate of 3.35% per annum and which are currently quoted on the NZX Debt Market
under the ticker code IFT280; (7) Infratil'sfixed rate bonds maturing on 15 December 2027, which have an interest rate of 3.60% per
annum and which are currently quoted on the NZX Debt Market under the ticker code IFT310; (8) Infratil'sbonds maturing on 15
December 2028, which have a current interest rate of 4.85% per annum (rate reset after five years on 15 December 2023) and whichare
currently quoted on the NZX Debt Market under the ticker code IFT270; (9) Infratil'sbonds maturing on 15 December 2029, which have a
current interest rate of 7.89% per annum (further rate reset on 15 December 2023 and annually thereafter) and which are currently quoted
on the NZX Debt Market under the ticker code IFTHC; and (10) Infratil'sfixed rate bonds maturing on 15 June 2030, which have a current
interest rate of 5.93% per annum (rate reset on 15 June 2026) and which are currently quoted on the NZX Debt Market under theticker
code IFT320, (together the "Quoted Bonds").
Accordingly, the Infrastructure Bonds are the same class as the Quoted Bonds for the purposes of the FMCA and the Financial Markets
Conduct Regulations 2014. Infratil is subject to a disclosure obligation that requires it to notify certain material information to NZX Limited
for the purpose of that information being made available to participants in the market and that information can be found by visi ting
www.nzx.com/companies/IFT
. The Quoted Bonds are the only debt securities of Infratil that are currently quoted and in the same class
as the Infrastructure Bonds that are being offered. Investors should look to the market price of the Quoted Bonds referred to above to
find out how the market assesses the returns and risk premium for those bonds.

Disclaimer
This presentation has been
prepared by Infratil Limited (NZ
company number 597366,
NZX:IFT; ASX:IFT) (Company).
Information
This presentation contains summary information about Infratil and its activities which is current only 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 Infratil or that would be required in a product disclosure statement, prospectus, or other disclosure document for the
purposes of the FMCA or the Corporations Act.
This presentation should be read in conjunction with Infratil’s other periodic and continuous disclosure announcements released to NZX and ASX. No
information set out in this presentation will form the basis of any contract.
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.
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.
The Arranger, the Joint Lead Managers and their respective directors, officers, employees and agents:
(a) have not authorised or caused the issue of, or made any statement in, any part of this presentation;
(b) do not make any representation, recommendation or warranty, express or implied regarding the origin, validity, accuracy, adequacy, reasonableness or
completeness of, or any errors or omissions in, any information, statement or opinion contained in this presentation; and
(c) to the extent permitted by law, do not accept any responsibility or liability for this presentation or for any loss arising from this presentation or its contents or
otherwise arising in connection with the offer of Bonds.
This presentation does not constitute financial advice or a recommendation from the Arranger, any Joint Lead Manager or any of their respective directors,
officers, employees, agents or advisers to purchase, any Bonds. You must make your own independent investigation and assessment of the financial condition
and affairs of the Issuer before deciding whether or not to invest in the Bonds.
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 assurance that actual outcomes or performance will not
materially differ from the forward-looking statements.
Non-GAAP Financial Information
All currency amounts are in New Zealand dollars unless stated otherwise. Infratil has a 31 March financial year end.
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, EBITDA and independent valuations for asset values. The non-IFRS/GAAP financial
information and financial measures do not have a standardised meaning prescribed by the NZ IFRS, AAS or 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 reli ance on any non-IFRS/GAAP
financial information or financial measures included in this presentation.
No part of this presentation may be reproduced or provided to any person or used for any other purpose.
3

Overview
Infratil is an
infrastructure
investor with
significant
investments in
Digital
Infrastructure,
Renewables,
Healthcare and
Airports
4
Established
1994
Market Capitalisation
1
Track record
Listed on
NZX/ASX
Group Assets
2
After tax return
4
Managed by
18.6% p.a.
FY2023 Investment
3

2024F EBITDAF
5
$8.5b
~$12b
Morrison &
Co
29 years
$1.4b
$800-840m
1
Based on NZX Closing Share price of $10.23 on 10 July 2023,
2
Based on Independent valuations as at 31 March 2023, market values (where applicable for listed assets) at
30 June 2023, and One NZ valued at the equity implied by the recent transaction,
3
Based on reported values in Infratil FY23 audited Financial Statements,
4
Based on Infratil’s
29 year since inception accumulation return to 31 March 2023,
5
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. Before changes in the accounting treatment of SaaS expenses

•Infratil invests in infrastructure businesses, targeting returns to shareholders of 11-15%p.a.
over the long-term
•Our investment focus is on sectors and businesses with:
strong defensive characteristics
exposure to growth, driven by macroeconomic and industry tailwinds – “ideas that matter”
opportunities to reinvest and manufacture infrastructure at scale – “platforms”
•Our high conviction approach is currently focused on four “ideas that matter”
•Portfolio blends investments in lower risk cash generating businesses and higher risk and return growth
infrastructure platforms to meet target returns, and credit and liquidity metrics
•Active asset management and balance sheet flexibility key to managing risk and achieving returns,
requiring control or significant influence over the businesses Infratil invests in
•Infratil’s abilityto position itself early in next generation infrastructure is a source of outperformance –
and we continue to scan for new “ideas that matter”
DigitalRenewablesHealthcareAirports
“Ideas
That
Matter”
Investment
Approach
Our approach has
remained
consistent
through multiple
market cycles
5

Target Returns
Portfolio well
positioned to
meet Infratil’s
target return of
11-15% per annum
at modest
gearing levels
Infratil
Portfolio
Expected
Returns
Leverage
Assumptions
Management
Costs
Return to
Shareholders
Core
Lower risk
Core Plus /
Value Add
Development
Higher risk
8-10%
Per annum
10-15%
Per annum
15-25%
Per annum
Average net
debt / total
capital 30%at
6% per annum
interest rate
1% of assets
per annum
11-15%
per annum
Portfolio well positioned to deliver attractive returns to shareholders
Portfolio composition
Core
•Operating renewable generation
•Established data centres
•One NZ
2
and Wellington Airport
•Established retirement villages
Core Plus
•Data centres contracted and under construction
•Radiology businesses
Development
•Future data centres and data connectivity
solutions
•Renewable generation under construction and
future pipeline
•Retirement villages under construction and future
pipeline
Active asset management and balance sheet
flexibility are key to managing risk and
achieving returns
1
Accumulated return 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 participate in any rights offerings;
2
80% of One NZ assumed to form part of the ‘Core’ segment, with the remainder in ‘Core Plus’
2
Gearing calculated Gearing calculated as total net debt / total capitalas total net debt / total capital
6
$Millions
As at
31 March 2023
As at
10 July 2023
Total net debt
$724.6
$1,863.0
Market value of equity $6,660.6
$8,510.2
3
Total capital$7,385.2
$10,373.2
Gearing
2
9.8%
18.0%
Gearing Levels

Portfolio
Composition
Infratil remains
high conviction in
Digital
Infrastructure as
demonstrated by
recent
investments into
One NZ and
Console Connect
Infratil’s Renewables
platform is expected to
become a more significant
component of the portfolio
as the current renewable
development businesses
mature
DigitalRenewablesHealthcareAirportsOther
Infratil’s portfolio is heavily
weighted towards Core
assets which are the key
cash generating assets in
Infratil’s Portfolio
65%
17%
11%
6%
$12.0bn
61%
16%
23%
$12.0bn
CoreCore PlusDevelopment
7

Portfolio
Strategy
Long-term mega
trends driving
Infratil’s chosen
sectors remain
and are further
enhanced by
complementary
global investment
tailwinds
•Long-term mega trends driving Infratil’s chosen sectors of Digital Infrastructure, Renewables
and Healthcare are still early
•Further backed by long-term tailwinds for infrastructure investment, which continues to grow
rapidly, globally
•Infrastructure is less correlated with the general economy, particularly where backed by
long-term mega trends, “ideas that matter”
•Attractive in inflationary environments, often with strong sustainability credentials
•Fastest growing alternative equity investment class. Private markets transactions continuing
at materially higher valuations than listed markets
•Sustainable investment also growing rapidly, with Renewables in particular well-placed
8

Portfolio
Outlook
Infratil remains
well positioned
for capital
investment at
attractive returns
to stakeholders
•Our portfolio is performing well, despite global and local economic uncertainty, inflation and interest
rate headwinds
•Infratil remains well positioned for capital investment at attractive returns to shareholders, while also
continuing to develop new, long-term opportunities, focused on ‘ideas that matter’
•We have recently increased our stake in One NZ at a time when the business has strong trading
momentum, with further upside expected through its simplification initiatives
•We continue to see near-term opportunities to make further investment into CDC Data Centres and
Longroad Energy, where since our results announcement we have seen strong demand signals for
capacity at CDC and additional clarification relating to the benefits of the Inflation Reduction Act for
Longroad
•Infratil retains significant near-term value accretive investment opportunities and has maintained
balance sheet capacity and flexibility to address these opportunities
•The recent announcement of strategic investment into Console Connect will add global
interconnectivity as a feature of the digital infrastructure platform
9

Recent Transactions
Infratil has recently announced two investments into Digital Infrastructure
One NZEquity RaiseConsole Connect
•Infratil completed the acquisition of
Brookfield's 49.95% stake in One NZ on
15 June
•The transaction is strategically and
financially compelling for Infratil
stakeholders
•~100% ownership of One NZ strengthens
the cash generating core of Infratil and
enhances Infratil’s return profile
•While One NZ has made considerable
progress to date in transforming its
business there remains significant
momentum and upside to be realised
•Continued investment into Digital
Infrastructure is a key investment
thematic for Infratil and we have
conviction that the long-term
fundamentals remain strong
•Alongside the announcement of Infratil’s
increased stake in One NZ, a $850 million
equity raise was announced to fund the
One NZ transaction and to provide
liquidity for other growth opportunities.
Infratil ultimately raised $935 million
following oversubscriptions in the retail
offer
•The $850 million equity raise was split
into a $750 million institutional placement
and a $100 million retail offer
•The institutional placement was strongly
supported by both existing and new
investors in local and offshore markets
•The retail offer was oversubscribed with
applications totalling $320 million from
27,983 eligible investors. Infratil elected to
accept $85 million of oversubscriptions in
the retail offer increasing the total
amount raised under the retail offer to
$185 million
•A strategic investment into Console
Connect was announced on 10 July
•Infratil will initially acquire an 80% stake in
Console Connect for US$160 million and
commit to investing a further US$295
million alongside HKT to accelerate growth
via marketing, R&D and new subsea cable
investment over a 2-year period
•Infratil will ultimately own between 60-80%
of Console Connect with HKT holding the
remainder
•This is a compelling investment for Infratil
as digital network infrastructure is
becoming increasingly important in
meeting exponential growth in global data
demand
•Completion of the acquisition is
conditional on telecommunication, foreign
investment regulatory approvals and
merger approvals in multiple jurisdictions.
Completion is currently expected by Q3
2024.
10

Financial
Impact
FY2024
Proportionate
EBITDAF
guidance was
updated post the
acquisition of
One NZ
Infratil FY2024 earnings guidance
1
1
FY2024 guidance is based on Infratil management’s current expectations and assumptions about the trading performance of Infratil’s continuing operations and is
subject to risks and uncertainties, is dependent on prevailing market conditions continuing throughout the outlook period 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
2
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.
•FY2024 Proportionate EBITDAF
2
guidance range increased to $800-840 million,
reflecting an increased contribution from One NZ
•Key guidance assumptions in relation to One NZ include:
-2.5-month contribution from Infratil’s existing 49.95% shareholding and a
9.5-month contribution based on a 99.9% shareholding
-One NZ EBITDA of NZ$580 – $620 million (unchanged)
•Other key guidance assumptions are unchanged, including:
-CDC Data Centres EBITDAF of A$260 – $270 million
-Manawa Energy EBITDAF of $120 – $140 million
-Wellington Airport EBITDAF of $105 – $110 million
-Diagnostic Imaging EBITDAF of $180 – $220million
-Contributions from LongroadEnergy, Kao Data and RetireAustraliain line
with FY2023
-Renewables Platform EBITDAF loss of $50 million as newer platforms invest
in growth
-Forecast NZD/AUD 0.9162, NZD/USD 0.6585, NZD/EUR 0.6047, and
NZD/GBP 0.5344
•There is no contribution from Console Connect included in the FY24 guidance
11

Debt Capacity
& Facilities
Conservative
gearing level of
~18% post
completion of the
One NZ
transaction and the
recent equity raise
•Infratil has current available liquidity
1
of ~$1
billion which can be applied to support
portfolio growth platforms (including Console
Connect)
•Infratil’sgearing as at 10 July 2023 is 18.0%
2
,
below our 30% target but appropriate in the
current environment
•The current Infrastructure Bond offer further
strengthens Infratil’sfunding positioning and
will allow for the reduction of acquisition
bridge facilities secured to support the One
NZ transaction
•A potential refinancing of the IFT210s
maturing in Sept-23 may take place subject to
market conditions
Debt maturity profile ($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 10
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 $85 million of debt facility upsizes
Debt Capacity & Facilities
Liquidity ($Millions)
As at
31 March 2023
As at
10 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
$8,510.2
3
Total capital$7,385.2
$10,373.2
Gearing
2
9.8%
18.0%
Infratil undrawn bank facilities$898.4
$899.8
100% subsidiaries cash$593.2
$154.8
Liquidity available
1
$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 DebtProposed Bond
IFT210 maturity
12

Bond Details

Key Terms of the Infrastructure Bonds (1/2)
IssuerInfratil Limited (“Infratil”).
Description of the BondsUnsecured, unsubordinated fixed rate bonds.
Tenor6 years, maturing 31 July 2029.
Issue AmountUp to $75 million (with the ability to accept oversubscriptions of up to an additional $75 million at Infratil’sdiscretion).
Initial Interest Rate
The Infrastructure Bonds will pay a fixed rate of interest from the Issue Date until the Maturity Date.
The Interest Rate will be the greater of:
(a) the sum of the Issue Margin and the Base Rate determined on the Rate Set Date; and
(b) the Minimum Interest Rate.
Indicative Issue Margin2.25% to 2.40% per annum.
Minimum Interest Rate6.70% per annum.
Bond Financial Covenant
(Liabilities to Assets Ratio)
Infratil has agreed for the benefit of Bondholders that, on the last day of each financial year and financial half-year of Infratil (and in
certain other circumstances), Borrowed Money Indebtedness of the Issuer Group (being Infratil and certain of its 100% owned
subsidiaries) will not exceed 50% of Tangible Assets of Infratil and its subsidiaries as at that date.
Use of Proceeds
Infratil will use the net proceeds of the Offer for general corporate purposes, including to repay a portion of Infratil'sexisting bank
debt bridge facility put in place to fund the acquisition of One NZ.
QuotationIt is expected that the Bonds will be quoted on the NZX Debt Market under the ticker code IFT330.
Credit RatingThe Infrastructure Bonds will not be rated.
Ranking of Infrastructure
Bonds
The Infrastructure Bonds are unsecured and unsubordinated debt obligations of Infratil.Infratil is a holding company with
investments in various companies.Bondholders have no claim against, or recourse to the assets of, any of those companies.
GuarantorsNone.
14

Key Terms of the Infrastructure Bonds (2/2)
Interest Suspension and
Dividend Stopper
Infratil may suspend the payment of interest where an Interest Suspension Event exists.If the payment of interest is suspended:
(a) interest will continue to accrue (without compounding) and will be paid by Infratil when the Interest Suspension Event ceases to
exist; and
(b) Infratil will not pay or make any distribution to shareholders or provide any financial assistance for the acquisition ofsh ares in
Infratil.
Interest Suspension Events
In summary, an Interest Suspension Event may occur if:
(a) the interest payment would be likely to breach the solvency test in section 4 of the Companies Act 1993;
(b) the interest payment would be likely to result in a breach of the terms or conditions of other financial indebtedness incurred by
Infratil or certain of its subsidiaries; or
(c) the interest payment would be likely to result in a breach of any other legal obligation by Infratil or certain of its subsidiaries.
Issuer Early Redemption
Rights
Infratil has the right to redeem all or some of the Infrastructure Bonds prior to the Maturity Date. Infratil may not exercise this right
if:
(a) an event of default under the Trust Deed exists; or
(b) the notice of early redemption is given at a time on or after the day falling 25 Business Days before the Maturity Date.
15

Key Information and
Timeline
Pre-offer Announcement
10 July 2023
Opening Date
17 July 2023
Closing Date
11.00am, 21 July 2023
Rate Set Date
21 July 2023
IssueDate
31 July 2023
Expected date of Quotation
on the NZX Debt Market
1 August 2023
Interest Payment Dates
31 January, 30 April, 31 July and 31 October of each year until
and including the Maturity Date (commencing on 31 July
2023)
First Interest Payment Date
31 July 2023 for Interest to Original Subscriber purposes, no
interest payable. First interest payable 31 October 2023
Maturity Date
31 July 2029
The Offer
Bookbuild process
NZX Firms, institutional investors and other
approved parties to be invited to participate in
the bookbuild process
No public pool
Minimum applications
$5,000 and multiples of $1,000 thereafter
Fees
Infratil will pay a firm brokerage fee of 1.00%
of the aggregate principal amount of
Infrastructure Bonds (such fee comprised of a
brokerage fee of 0.50% and a firm allocation
fee of 0.50%). Such amounts will be paid to
the Arranger who will distribute as
appropriate to primary market participants
and approved financial intermediaries
Arranger and Joint Lead Manager:
BNZ
Joint Lead Managers:
ANZ
Craigs Investment Partners
Forsyth Barr
Jarden
16

Closing Remarks & Questions

Supplementary Materials

Sustainability is
integrated into
our investment
approach - good
management of
ESG risks and
opportunities is
inherently aligned
with value
Our approach
to sustainability

•Being transparent, collaborative and following recognised standards and frameworks are
key to delivering on our sustainability ambitions
•Infratil has committed to setting a Science Based Targets initiative (‘SBTi’) validated target
under the framework for financial institutions, and we expect our portfolio companies to
follow suit
•Infratil is set to release its inaugural sustainability report in August which will include:
•Climate-related disclosures withreference to the Aotearoa New Zealand Climate
Standards (largely aligned with the TCFD framework)
•Emissions reporting in line with the GHG Protocol and Partnership for Carbon
Accounting Financials. All emissions associated with Infratil’s portfolio will be reported
in Scope 3, Category 15 (investments).
•Climate targets in line with the SBTi framework for financial institutions, on a portfolio
coverage basis
•Infratil, and our Manager, Morrison & Co, both recently joined the initiative Climate
International (iCI), recognizing the benefits of collaboration and sharing insights with our
peers as we collectively seek to decarbonize our portfolios
Credibility is
fundamental to
Infratil’s ambition
to be a leader in
sustainable
infrastructure
investment
A Sustainable
Vision
20

•CDC Data Centres is the largest privately owned and operated data centre business in Australia.
CDC operates 13 data centres, with a total built capacity of 268MW, across six campuses in
Sydney, Canberra, and New Zealand
•An additional 42MW of capacity is under construction across three new facilities, including
CDC’s first Melbourne data centre
•One NZ is one of New Zealand’s leading digital services and connectivity companies with 2.7
million connections to Consumer, SME and Enterprise customers
•One NZ has an extensive national network and platform of spectrum, IoT networks and fibre
•Kao Data operates three data centres across London with a total built capacity of 17MW
•Kao has recently announced plans to establish new 40MW data centre in Manchester
•FortySouth is one of New Zealand’s leading independent digital infrastructure partners with over
1,400 tower sites in its portfolio, covering 98% of New Zealand
•20-year master services agreement with One NZ delivers long-term revenues, with commitment
by Fortysouth to deliver at least another 390 sites over next 10 years
•Qscan operates over 76 clinics across Australia (NSW, QLD, SA, TAS, WA and ACT),
offering a full range of diagnostic medical imaging services including PET & CT imaging
•RHCNZ is the largest diagnostic imaging service provider in New Zealand, operating
74 clinics across New Zealand
•RHCNZ consists of Auckland Radiology, Bay Radiology, and Pacific Radiology
Portfolio
Composition
Infratil is a high
conviction
investor with
established
positions in
thirteen
significant assets
21

•RetireAustralia is the largest privately-held pure-play retirement operator in Australia with
over 4,000 independent living units and apartments across 27 villages in NSW,
South Australia and Queensland
•Owner and operator of 26 hydro power stations with a total installed capacity of 450MW
•Largest independent renewable energy generator in New Zealand
•Leading U.S. renewables developer, owner & operator, with an operating portfolio of over
1.6GW’s, pipeline in excess of 17.9GW’s, providing services to 1.6GW’s of operating assets, and
has over 1.27GW’s of generation under construction
•Longroad is aiming to deliver ~6GW of projects over calendar years 2023, 2024, 2025 and 2026,
requiring ~US$8 billion of capex
•Pan-Asian renewables platform headquartered in Singapore and formed in July 2021
•3.7GW wind, solar & storage development pipeline with 76MW in Philippines expected to being
construction imminently
•European renewables platform focussed on greenfield development, acquisitions and strategic
co-development opportunities across multiple markets
•9.1GW wind, solar & storage development pipeline with the goal of bringing 200MW of projects
to FID in FY2024
•Established in 2022 to invest in the development of wind, solar and storage solutions across
Australia
•Nationally critical infrastructure asset servicing Wellington and central New Zealand with
6 million passengers using the airport annually (pre-Covid)
•Significant non-aeronautical assets including Carpark, Hotel and Retail Park
Portfolio
Composition
Infratil is a high
conviction
investor with
established
positions in
thirteen
significant assets
22

Asset Values
Value of Infratil’s
subsidiaries and
associates is
recorded in
Infratil’s financial
statements in
accordance with
NZ IFRS
($ Millions)StakeAsset Value
CDC Data Centres48.1%$3,660m
One NZ99.9%$3,600m
1
Fortysouth20.0%$208m
Kao Data39.9%$256m
Manawa Energy51.1%$792m
Longroad Energy37.1%$1,186m
Galileo 40.0%$71m
Gurin Energy95.0%$8m
Mint Renewables73.0%$3m
RHCNZ Medical Imaging50.1%$512m
Qscan Group55.2%$371m
RetireAustralia50.0%$432m
Wellington Airport66.0%$667m
Infratil Property100.0%$115m
Clearvision Ventures100.0%$125m
Total$12,006m
•Asset values of Infratil’sinvestments in CDC Data Centres,
LongroadEnergy, Galileo, Qscan,RetireAustraliaand
RHCNZ Medical Imaging reflect Independent Valuations
as at 31 March 2023
•Manawa Energybased on market price as at 30 June
2023 of $4.95
•One NZ based on equity value implied by $1,800 million
acquisition price for 99.9% holding
•Infratil does not commission independent valuations for its
other assets, which are presented at book value as at 31
March 2023
•Total assets exclude cash balances and other working
capital balances at the corporate level
Asset Value
1
Reflects equity value implied by the acquisition purchase price
23

---

6 Year Fixed Rate Bond
Maturing 31 July 2029
Arranger and Joint Lead ManagerJoint Lead Managers
Indicative Terms Sheet
For the offer of Infrastructure Bonds

2
Indicative Terms Sheet
Dated 17 July 2023
This Indicative Terms Sheet ("Terms Sheet")
sets out the key terms of the offer ("Offer")
by Infratil Limited ("Infratil") of up to
$75,000,000 (plus oversubscriptions of
up to $75,000,000) of fixed rate bonds
maturing on 31 July 2029 ("Infrastructure
Bonds").
The Infrastructure Bonds will be issued
under the programme trust deed dated
11 November 1999 (as amended or
amended and restated from time to time)
between Infratil and Trustees Executors
Limited as supplemented by a series
supplement dated 17 July 2023 (together,
"Trust Deed"). Unless the context requires
otherwise, capitalised terms used in this
Terms Sheet have the same meaning given
to them in the Trust Deed. This Terms Sheet
is an "Issue Flyer" for the purposes of the
Trust Deed.
Important Notice
The Offer by Infratil is made in reliance upon
the exclusion in clause 19 of schedule 1 of
the Financial Markets Conduct Act 2013
("FMCA").
The Offer contained in this Terms Sheet is an
offer of Infrastructure Bonds that have
identical rights, privileges, limitations and
conditions (except for the interest rate and
maturity date) as:
• Infratil's fixed rate bonds maturing on
15 September 2023, which have an
interest rate of 5.25% per annum and
which are currently quoted on the NZX
Debt Market under the ticker code IFT210;
• Infratil's fixed rate bonds maturing on
15 June 2024, which have an interest rate
of 5.50% per annum and which are
currently quoted on the NZX Debt Market
under the ticker code IFT230;
• Infratil's fixed rate bonds maturing on
15 December 2024, which have an
interest rate of 4.75% per annum and
which are currently quoted on the NZX
Debt Market under the ticker code IFT260;
• Infratil's fixed rate bonds maturing on
15 June 2025, which have an interest rate
of 6.15% per annum and which are
currently quoted on the NZX Debt Market
under the ticker code IFT250;
• Infratil's fixed rate bonds maturing on
15 March 2026, which have an interest
rate of 3.35% per annum and which are
currently quoted on the NZX Debt Market
under the ticker code IFT300;
• Infratil's fixed rate bonds maturing on
15 December 2026, which have an
interest rate of 3.35% per annum and
which are currently quoted on the NZX
Debt Market under the ticker code IFT280;
• Infratil's fixed rate bonds maturing on
15 December 2027, which have an
interest rate of 3.60% per annum and
which are currently quoted on the NZX
Debt Market under the ticker code IFT310;
• Infratil's bonds maturing on 15 December
2028, which have a current interest rate
of 4.85% per annum (rate reset after five
years on 15 December 2023) and which
are currently quoted on the NZX Debt
Market under the ticker code IFT270;
• Infratil's bonds maturing on 15 December
2029, which have a current interest rate
of 7.89% per annum (further rate reset
on 15 December 2023 and annually
thereafter) and which are currently
quoted on the NZX Debt Market under
the ticker code IFTHC; and
• Infratil's fixed rate bonds maturing on
15 June 2030, which have a current
interest rate of 5.93% per annum (rate
reset on 15 June 2026) and which are
currently quoted on the NZX Debt Market
under the ticker code IFT320,
(together the "Quoted Bonds").
Accordingly, the Infrastructure Bonds
are the same class as the Quoted Bonds for
the purposes of the FMCA and the Financial
Markets Conduct Regulations 2014.
Infratil is subject to a disclosure obligation
that requires it to notify certain material
information to NZX Limited ("NZX") for the
purpose of that information being made
available to participants in the market and
that information can be found by visiting
www.nzx.com/companies/IFT.
The Quoted Bonds are the only debt
securities of Infratil that are currently quoted
and in the same class as the Infrastructure
Bonds that are being offered.
Investors should look to the market price of
the Quoted Bonds referred to above to find
out how the market assesses the returns and
risk premium for those bonds.
Infratil has the right in its absolute discretion
and without notice to close the Offer early,
to add additional Issue Dates, to extend the
Closing Date, to increase the amount of
oversubscriptions, or to choose not to
proceed with the Offer.

3

Ke y Terms of the
Infrastructure Bonds
Issuer:Infratil Limited.
Description:Infrastructure Bonds are unsecured, unsubordinated debt securities of Infratil to be issued
pursuant to the Trust Deed.
Offer Amount: The Offer is for up to $75,000,000 of Infrastructure Bonds (with the option to accept
oversubscriptions of up to $75,000,000 at Infratil's discretion).
There is no public pool for Infrastructure Bonds under the Offer.
Use of Proceeds:Infratil will use the net proceeds of the Offer for general corporate purposes, including to
repay a portion of Infratil's existing bank debt bridge facility put in place to fund the
acquisition of One New Zealand.
Opening Date: 17 July 2023.
Closing Date: 11.00am, 21 July 2023.
Rate Set Date:21 July 2023.
Issue Date: 31 July 2023.
Expected Date of Initial Quotation on
the NZX Debt Market:
1 August 2023.
Maturity Date:31 July 2029.
Issue Price:$1.00 per Infrastructure Bond (being the Face Value).
Interest Rate: The Infrastructure Bonds will pay a fixed rate of interest from the Issue Date until the
Maturity Date.
The Interest Rate will be the greater of:
(a) the sum of the Issue Margin and the Base Rate determined on the Rate Set Date; and
(b) the Minimum Interest Rate.
The Interest Rate will be announced by Infratil via NZX and available on Infratil's website
www.infratil.com/for-investors/our-bonds on or shortly after the Rate Set Date.
Minimum Interest Rate:6.70% per annum.
Issue Margin:The Issue Margin will be determined by Infratil in consultation with the Joint Lead Managers
(identified below) on the Rate Set Date following completion of the bookbuild process and
will be announced via NZX and available on Infratil's website www.infratil.com/for-investors/
our-bonds shortly thereafter.
Indicative Issue Margin:The indicative Issue Margin range is 2.25% – 2.40% per annum. The actual Issue Margin may
be above, within or below the indicative range.
Base Rate:The mid-market rate for a New Zealand dollar interest rate swap of a term matching the
period from the Issue Date to the Maturity Date as determined by Infratil in consultation
with the Arranger (identified below) on the Rate Set Date, in accordance with market
convention with reference to Bloomberg page ICNZ4 (or any successor page), in each
case expressed on a quarterly basis (rounded to 2 decimal places, if necessary, with 0.005
being rounded up).
4

Key Terms of the
Infrastructure Bonds
Interest Payment Dates:31 January, 30 April, 31 July and 31 October of each year until and including the Maturity
Date (commencing on 31 July 2023). Although the first Interest Payment Date is 31 July
2023, because that is the same date as the Issue Date, no interest will have accrued and
no interest will be payable on that date. The first date on which interest will be paid on the
Infrastructure Bonds is 31 October 2023.
Interest Payments:Other than for the first Interest Payment Date (on which no interest will be paid), Infratil will
pay interest in arrear in equal amounts on each Interest Payment Date.
In addition, if the Infrastructure Bonds are redeemed on a day that is not an Interest Payment
Date (see "Right to Redeem Early" and "Early Redemption Events" below), the amount of
interest that will be payable to you will be adjusted to reflect the number of days in the
interest period in which the interest accrued.
First Interest Payment:As noted above, although the first Interest Payment Date is 31 July 2023, because that is
the same date as the Issue Date, no interest will have accrued and no interest will be payable
on that date. The first date on which interest will be paid on the Infrastructure Bonds is
31 October 2023. Interest paid on 31 October 2023 on each Infrastructure Bond will be
paid to the Holder of the Infrastructure Bond on the Record Date for that payment (being
20 October 2023).
Interest Suspension and Dividend
Stopper:
Infratil may suspend the payment of interest where an Interest Suspension Event exists.
If the payment of interest is suspended:
(a) interest will continue to accrue (without compounding) and will be paid by Infratil when
the Interest Suspension Event ceases to exist; and
(b) Infratil will not pay or make any distribution to shareholders or provide any financial
assistance for the acquisition of shares in Infratil.
Interest Suspension Events:In summary, an Interest Suspension Event may occur if:
(a) the interest payment would be likely to breach the solvency test in section 4 of the
Companies Act 1993;
(b) the interest payment would be likely to result in a breach of the terms or conditions of
other financial indebtedness incurred by Infratil or certain of its subsidiaries; or
(c) the interest payment would be likely to result in a breach of any other legal obligation
by Infratil or certain of its subsidiaries.
Right to Redeem Early:Infratil has the right to redeem all or some of the Infrastructure Bonds prior to the Maturity
Date by giving you no less than 5 Business Days' notice. Infratil may not exercise this right if:
(a) the Supervisor has declared the Infrastructure Bonds due and payable because an event
of default as described in clause 8.1 of the Trust Deed exists; or
(b) the notice of early redemption is given at a time on or after the day falling 25 Business
Days before the Maturity Date.
You have no right of early redemption except following an Early Redemption Event.
5

Key Terms of the
Infrastructure Bonds
Redemption Price:Redemption on the Maturity Date or following an Early Redemption Event
Each Infrastructure Bond redeemed on the Maturity Date, or earlier following an Early
Redemption Event, will be redeemed at an amount equal to its Face Value less all withholding
tax or deductions required to be made.
Early Redemption
If an Infrastructure Bond is redeemed early due to Infratil exercising its right to redeem early,
it will be redeemed at an amount equal to the greater of:
(a) its Face Value plus accrued but unpaid interest; and
(b) the current market price of the Infrastructure Bonds (determined in accordance with
clause 6.1(l)(ii) of the Trust Deed),
in each case less all withholdings or deductions required to be made.
Early Redemption Events:In summary, an Early Redemption Event may occur if:
(a) an event of default as described in clause 8.1 of the Trust Deed occurs; or
(b) certain takeover offers are made in respect of the shares in Infratil.
In general terms, the events of default include non-payment for 14 days or more and the
occurrence of certain insolvency related events in relation to Infratil.
Liabilities to Assets Covenant:Infratil has agreed for the benefit of Bondholders that, on the last day of each financial year
and financial half-year of Infratil (and in certain other circumstances), Borrowed Money
Indebtedness of the Issuer Group (being Infratil and certain of its 100% owned subsidiaries)
will not exceed 50% of Tangible Assets of Infratil and its subsidiaries as at that date.
Ranking of Infrastructure Bonds:The Infrastructure Bonds are unsecured and unsubordinated debt obligations of Infratil.
This means that in a liquidation of Infratil your rights and claims as a Bondholder:
(a) will rank after the claims of (i) secured creditors of Infratil (if any), and (ii) creditors
of Infratil who are preferred by law (e.g. the Inland Revenue Department in respect
of unpaid tax);
(b) will rank equally with the claims of all other unsecured, unsubordinated creditors
of Infratil; and
(c) will rank in priority to the claims of (i) subordinated creditors of Infratil (if any) (being
creditors who have agreed to accept a lower priority in respect of their claims in
a liquidation of Infratil), and (ii) shareholders.
Infratil is a holding company with investments in various companies. Bondholders have no
claims against, or recourse to the assets of, any of those companies. Infratil's ability to
make timely payments on the Infrastructure Bonds is dependent on the returns it receives
from its investments, its capital structure and the quality of its management.
In a liquidation of the Infratil group, creditors of Infratil's subsidiaries and associates (including
lenders) would have a prior claim to the assets of those companies ranking ahead of the
claim of Infratil's liquidator (claiming as shareholder in the companies). Only the residual
assets of the companies, after the claims of the companies' creditors have been satisfied,
would be available to Infratil's liquidator and therefore Infratil's creditors (including
Bondholders).
6

Key Terms of the
Infrastructure Bonds
No Guarantee:The Infrastructure Bonds are not guaranteed by any member of the Infratil group or any
other person.
Minimum Application Amount:Minimum application of $5,000 with multiples of $1,000 thereafter.
ISIN:NZIFTD0330L7.
Business Day:A day on which NZX is open for trading. If any Interest Payment Date or the Maturity Date falls
on a day that is not a Business Day, the due date for the payment to be made on that date will
be on the immediately preceding Business Day, but the amount paid will not be adjusted.
Who May Apply:All Infrastructure Bonds (including oversubscriptions) are reserved for the clients of the Joint
Lead Managers, approved financial intermediaries and other primary market participants
invited to participate in the bookbuild, who are New Zealand residents. There is no public pool
for the Infrastructure Bonds.
How to Apply:Investors wanting to participate in the Offer should contact a Joint Lead Manager, their
financial adviser or any primary market participant for information on how they may acquire
Infrastructure Bonds. You can find a primary market participant by visiting www.nzx.com/
investing/find-a-participant.
The Joint Lead Manager, primary market participant or your financial adviser will be able to
explain what arrangements will need to be put in place for you to trade the Infrastructure
Bonds including obtaining a common shareholder number ("CSN"), an authorisation code
("FIN") and opening an account with a primary market participant as well as the costs and
timeframes for putting such arrangements in place.
Infratil reserves the right to refuse any application or to accept an application in part only,
without providing a reason.
Brokerage:Infratil will pay a firm brokerage fee of 1.00% of the aggregate principal amount of
Infrastructure Bonds (such fee comprised of a brokerage fee of 0.50% and a firm allocation
fee of 0.50%). Such amounts will be paid to the Arranger who will distribute as appropriate
to primary market participants and approved financial intermediaries.
NZX Debt Market Quotation:Infratil will take any necessary steps to ensure that the Infrastructure Bonds are, immediately
after issue, quoted.
NZX is a licensed market operator, and the NZX Debt Market is a licensed market, under
the FMCA.
NZX Debt Market Ticker Code:IFT330.
Registrar and Paying Agent:Link Market Services Limited.
Supervisor:Trustees Executors Limited.
Governing Law:New Zealand.
No Underwriting:The Offer is not underwritten.
7

Key Terms of the
Infrastructure Bonds
Offer in New Zealand only:The Infrastructure Bonds may only be offered for sale or sold in New Zealand. Infratil has not
and will not take any action which would permit a public offering of the Infrastructure Bonds,
or possession or distribution of any offering material, in any country or jurisdiction where
action for that purpose is required (other than New Zealand). Infrastructure Bonds may only
be offered for sale or sold in compliance with all applicable laws and regulations in any
jurisdiction in which they are offered, sold or delivered. Any information memorandum, terms
sheet, circular, advertisement or other offering material in respect of the Infrastructure Bonds
may only be published, delivered or distributed in or from any country or jurisdiction under
circumstances which will result in compliance with all applicable laws and regulations.
By subscribing for Infrastructure Bonds, you agree to indemnify Infratil, the Joint Lead
Managers and the Supervisor in respect of any loss incurred as a result of you breaching the
above selling restrictions.
Non-reliance:This Terms Sheet does not constitute a recommendation by the Joint Lead Managers, the
Supervisor, or any of their respective directors, officers, employees, agents or advisers to
subscribe for, or purchase, any of the Infrastructure Bonds.
The Joint Lead Managers and the Supervisor have not independently verified the information
contained in this Terms Sheet. In accepting delivery of this Terms Sheet, you acknowledge
that none of the Joint Lead Managers, the Supervisor nor their respective directors, officers,
employees, agents or advisers gives any warranty or representation of accuracy or reliability
and they take no responsibility for it.
8

9
Other
Information
The dates set out in this Terms Sheet are
indicative only and Infratil may change the
dates set out in this Terms Sheet. Infratil has
the right in its absolute discretion to close
the Offer early, to add additional Issue Dates,
to extend the Closing Date, to increase the
amount of oversubscriptions, or to choose
not to proceed with the Offer. Infratil will
announce any changes to the dates set
out in this Terms Sheet via NZX as soon as
practicable.
Any internet site address provided in the
Terms Sheet is for reference only and, except
as expressly stated otherwise, the content
of such internet site is not incorporated by
reference into, and does not form part of, this
Terms Sheet.
Copies of the Trust Deed are available by
visiting www.infratil.com/for-investors/
bonds or you may request a copy from:
Infratil Limited
5 Market Lane
Wellington
Attention: Tom Robertson
or
Trustees Executors Limited
Level 11, 51 Shortland Street
Auckland
Attention: David Shaw

Investors should seek qualified independent
financial and taxation advice before deciding
to invest. In particular, you should consult
your tax adviser in relation to your specific
circumstances. Investors will also be
personally responsible for ensuring
compliance with relevant laws and
regulations applicable to them (including
any required registrations).
For further information regarding Infratil,
visit www.nzx.com/companies/IFT.
Issuer
Infratil Limited
5 Market Lane
PO Box 320
Wellington 6140
Telephone 04 473 3663
Supervisor
Trustees Executors Limited
Level 11, 51 Shortland Street
PO Box 4197
Auckland 1140
Telephone 0800 878 783
Registrar
Link Market Services Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976
Auckland 1142
Directory
Arranger
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Telephone 0800 284 017
Joint Lead Managers
ANZ Bank New Zealand Limited
Level 10, 171 Featherston Street
PO Box 540
Wellington 6011
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Telephone 0800 284 017
Craigs Investment Partners Limited
Level 32, Vero Centre
48 Shortland Street
Auckland 1010
Telephone 0800 226 263
Forsyth Barr Limited
Level 23, Shortland & Fort
88 Shortland Street
Auckland 1010
Telephone 0800 367 227
Jarden Securities Limited
Level 14, 171 Featherston Street
Wellington 6011
Telephone 0800 005 678

---

17 July 2023

Dear Bondholder/Shareholder

Infratil Limited (Infratil) has announced that it is making an offer of 6 year unsecured, unsubordinated, fixed rate
infrastructure bonds maturing on 31 July 2029 (Infrastructure Bonds).
Information about the offer and the Infrastructure Bonds is available on Infratil’s website www.infratil.com/for-
investors/our-bonds/ where you can download a copy of the Indicative Terms Sheet.
The offer is being made as an offer of debt securities of the same class as existing quoted debt securities pursuant
to the Financial Markets Conduct Act 2013. The Infrastructure Bonds are expected to be quoted on the NZX Debt
Market under the ticker code IFT330.
Offer structure
Infratil is offering up to $75 million (with the ability to accept oversubscriptions of up to $75 million at Infratil's
discretion) which have been reserved for New Zealand clients of the Joint Lead Managers, approved financial
intermediaries and other primary market participants invited to participate in the bookbuild process. The offer
is now open and will close on 21 July 2023.
Offer proceeds raised will be used for general corporate purposes, including to repay a portion of Infratil's
existing bank debt bridge facility put in place to fund the acquisition of One New Zealand.
Interest Rate
The Interest Rate for the Infrastructure Bonds will be the higher of:
(a) the Minimum Interest Rate of 6.70% per annum; and
(b) the sum of the Issue Margin and the 6-year swap rate determined on 21 July 2023 when the offer closes.
The Issue Margin will be set following a bookbuild process on 21 July 2023. The indicative Issue Margin range
for the Infrastructure Bonds is 2.25% to 2.40% per annum. In any case, the Interest Rate will not be less than
the Minimum Interest Rate of 6.70% per annum.
Full details of the offer, including on how the Interest Rate for the Infrastructure Bonds will be calculated, is set
out in the Indicative Terms Sheet that is available to download on Infratil's website.
How do I apply?
If you want to participate in the offer you should contact a Joint Lead Manager, your financial adviser or any
primary market participant for information on how to acquire the Infrastructure Bonds. You can find a primary
market participant by visiting www.nzx.com/services/market-participants/find-a-participant.
If you are interested in further information we suggest that you contact your usual financial adviser or one of
the Joint Lead Managers whose details are contained within the Indicative Terms Sheet.
IFT210 bonds
This offer is not related to Infratil’s IFT210 bonds maturing on 15 September 2023. A potential refinancing of
the IFT210 bonds may take place at a later date subject to market conditions.


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

2


Yours sincerely


Tom Robertson
Infratil Treasury and Risk Manager