Capital Change Notice for Placement

Infratil Limited 5 Market Lane, PO Box 320, Wellington, New Zealand Tel +64-4-473 3663 www.infratil.com
NZX/ASX Release
21 June 2024
Capital Change Notice for Placement
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
Infratil Limited (Infratil) (NZX/ASX: IFT) provides the attached Capital Change Notice pursuant to
NZX Listing Rule 3.17. This notice relates to the issue of 98,522,168 ordinary shares under the
placement announced on 17 June 2024 (the Placement).
For the purposes of NZX Listing Rule 4.17.9(c), and having regard to the objectives which supported
Infratil’s choice of offer structure (being a Placement and Retail Offer), Infratil’s objectives for
allocations under the Placement were primarily to (i) maximise participation by existing
shareholders and (ii) strengthen Infratil’s share register, in each case having regard to the criteria for
allocation set out below. For existing shareholders, Infratil sought to maximise their opportunity to
acquire shares up to their pro rata entitlement by applying broad eligibility criteria for invitations to
participate in the Placement (including determining applicable selling restrictions based on a
review of the share register) and widely marketing the offer through various channels, to give as
many existing shareholders as possible notice of, and the ability to participate in, the Placement
(including through their existing brokers).
The principal criterion for allocation was using best efforts to maximise the number of existing
shareholders who were allocated sufficient shares to maintain their pro rata shareholding in the
Placement (subject to the level of demand indicated by them). Any allocation of more than a pro
rata equivalent, or any allocations to a new shareholder, were made by reference to levels of
historical engagement with or support of Infratil (e.g. an existing or previous shareholding),
potential to be a long term and supportive shareholder, levels of support for the Placement
(including the size and timeliness of demand) and the investor’s profile (including, among other
things, investment style, fund size, and fund location).
Final allocation decisions were made by Infratil, and reflected input and advice from the Joint Lead
Managers of the offer.
There were no significant exceptions or deviations from the objectives and criteria set out above.

– ENDS –

The person who authorised this announcement:
Andrew Carroll
Chief Financial Offer
For further information, please contact:
Mark Flesher
Investor Relations
Infratil Limited
Email: mark.flesher@infratil.com

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


IMPORTANT INFORMATION
The distribution of this announcement in jurisdictions outside New Zealand and Australia may be
restricted by law and you should observe any such restrictions. Any failure to comply with such
restrictions may constitute a violation of applicable securities laws. This announcement may not be
released or distributed in the United States. This announcement does not constitute an offer to sell,
or the solicitation of an offer to buy, any securities in the United States or in any jurisdiction in which
such an offer would be illegal. The securities to be offered and sold in the Retail Offer have not been,
and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or
the securities laws of any state or other jurisdiction of the United States. , and may not be offered or
sold, directly or indirectly, in the United States or to any person that is acting for the account or benefit
of a person in the United States.

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Capital Change Notice



Section 1: Issuer information
Name of issuer Infratil Limited
NZX ticker code IFT
Class of financial product Fully paid ordinary shares
ISIN (If unknown, check on NZX website) NZIFTE0003S3
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 98,522,168
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security NZ$10.15
Nature of the payment (for example, cash or other
consideration)
Cash
Amount paid up (if not in full) Not applicable
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of
Financial Products of the Class, excluding any Treasury Stock,
in existence)
11.76%
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion
price and Conversion date and the ranking of the Financial
Product in relation to other Classes of Financial Product) or the
Option (for example, the exercise price and exercise date)
Not applicable
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Issue of ordinary shares under
a placement announced on
17/06/2024, authorised by
board resolution dated
16/06/2024
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury
Stock) and the total number of Financial Products of the Class
held as Treasury Stock after the issue/acquisition/redemption.
935,796,267 ordinary shares
(excluding Treasury Stock)
1,662,617 Treasury Stock
In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
Not applicable
Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
The placement is made
pursuant to NZX Listing Rule
4.5.1 and authorised by board
resolution dated 16/06/2024
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
Issue of ordinary shares which
rank equally with all other fully
paid ordinary shares in Infratil
Limited

Date of issue/acquisition/redemption 21/06/2024
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement
Andrew Carroll, Chief Financial
Officer
Contact person for this announcement
Andrew Carroll, Chief Financial
Officer
Contact phone number +64-4-473 3663
Contact email address Andrew.Carroll@infratil.com
Date of release through MAP

21/06/2024