Infratil Limited/Announcement
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Capital Change Notice and Allocation Statement

Capital Change15 July 2024IFTUtilities

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

16 July 2024

Capital Change Notice and Allocation Statement for the Retail Offer

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 27,093,600 ordinary shares under the retail offer originally

announced on 17 June 2024 (the Retail Offer).

For the purposes of NZX Listing Rule 4.17.9(c),

1

and having regard to the objectives which supported Infratil’s

choice of offer structure (being a Placement and Retail Offer, together the Equity Raise), Infratil’s objective for

allocations under the Retail Offer (part of which utilised Infratil’s placement capacity) was to maximise their

opportunity for eligible existing retail shareholders to acquire at least their pro rata entitlement of Infratil shares

that are to be issued in the Equity Raise (based on such shareholder’s holding of Infratil shares on the record

date for the Retail Offer of 9:00pm NZST on 14 June 2024).

In line with this objective, Infratil exercised its discretion to accept oversubscriptions in the Retail Offer (both in

the aggregate amount of applications accepted and in the amount subscribed for by certain investors) to the

extent necessary to enable certain shareholders who applied to participate in the Retail Offer for at least an

amount necessary to enable pro rata participation by such shareholders in the Equity Raise, to be allocated at

least their pro rata amount.

In determining which existing shareholders were eligible to participate in the Retail Offer, Infratil elected to make

the Retail Offer available in New Zealand and Australia (where the large majority of its retail shareholders are

based) and determined (based on applicable legal and regulatory requirements) that it would be unduly onerous

to make the Retail Offer available to retail shareholders in countries outside of New Zealand and Australia.

There were no significant exceptions or deviations from the objectives and criteria set out above.

– ENDS –

For further information, please contact:

Mark Flesher

Investor Relations

Infratil Limited

Email: mark.flesher@infratil.com








1

NZX Listing Rule 4.17.9(c) requires an issuer to publish a statement regarding the approach taken to allocation in connection with any offer of

shares that are issued under NZX Listing Rule 4.5.1. The Retail Offer was undertaken pursuant to NZX Listing Rule 4.3.1 (Pro-rata issues and

Share Purchase Plan) in respect of the first NZ$50,000 of new Infratil ordinary shares (New Shares) offered and NZX Listing Rule 4.5.1 (15%

Placement) in respect of any additional amount of New Shares above NZ$50,000 offered to eligible existing shareholders in the Retail Offer.

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 27,093,600

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)

2.88%

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 27,093,600 ordinary

shares under a retail offer

announced on 20/06/2024, the

results of which (including the

extent of oversubscriptions

accepted) were announced on

12/07/2024.

The issuance was authorised

by board resolutions dated

16/06/2024 and 10/07/2024.

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.

966,542,280 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 issue of shares under the

retail offer is made pursuant to

NZX Listing Rule 4.3.1 and

NZX Listing Rule 4.5.1 as

explained in the offer

document dated 20/06/2024.

The issuance was authorised

by board resolutions dated

16/06/2024 and 10/07/2024.

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 16/07/2024

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


16/07/2024

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.