Infratil Infrastructure Bond Offer Opens

Debt Issuance27 November 2024IFTUtilities

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Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com

28 November 2024

Infratil Infrastructure Bond Offer Opens

Infratil Limited (Infratil) announced today that it has opened an offer of 6 year unsecured, unsubordinated,
fixed rate bonds (New Bonds) to New Zealand investors. The bonds will mature on 13 December 2030.
The offer comprises two separate parts:
• A "Firm Offer" of up to $50,000,000 of New Bonds (with the ability to accept oversubscriptions at
Infratil’s discretion), which will be available to New Zealand resident clients of the Joint Lead
Managers, approved financial intermediaries and other primary market participants invited to
participate in the bookbuild process. The Firm Offer is now open and will close at 11.00am on 3
December 2024.
• An "Exchange Offer" of up to $100,000,000 of New Bonds under which all New Zealand resident
holders of the IFT260 bonds that mature on 15 December 2024 (2024 Bonds) will have the
opportunity to exchange some or all of their maturing 2024 Bonds for New Bonds. The Exchange
Offer will open following the closing of the Firm Offer on 4 December 2024 and close at 5.00pm on
10 December 2024. All eligible holders of the 2024 Bonds who submit valid applications will have
their applications satisfied in full up to a maximum of the number of 2024 Bonds they hold. There is
no ability to apply for additional New Bonds under the Exchange Offer.
The timing of the Exchange Offer is designed to ensure eligible holders of the 2024 Bonds can have certainty
on the interest rate applicable to the New Bonds when they elect whether to participate in the Exchange
Offer. Eligible applicants can be certain that their application will be satisfied in full up to the amount of their
existing investment.
Interest Rate
The Interest Rate for the New Bonds will be the greater of:
a) the Minimum Interest Rate of 6.00% per annum; and
b) the sum of the Issue Margin and the Base Rate determined on the Rate Set Date (3 December
2024).
The indicative Issue Margin range for the New Bonds is 2.25% to 2.40% per annum. The Issue Margin will
be set following a bookbuild process on 3 December 2024 and will be announced by Infratil via NZX shortly
thereafter, together with the Interest Rate. In any case, the Interest Rate will not be less than the Minimum
Interest Rate of 6.00% per annum.
Full details of the offer, including on the how the Interest Rate for the New Bonds will be calculated, is 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 New Bonds are expected to be quoted on the NZX Debt
Market under the ticker code IFT360.

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com

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:
Bank of New Zealand
Joint Lead Managers:
Craigs Investment Partners Limited
Forsyth Barr Limited

Tom Robertson
Infratil Treasurer
Phone: +64 4 550 5432
Email: tom.robertson@infratil.com

Authorised for release by:

Brendan Kevany
Infratil Company Secretary

---

1
6 Year Fixed Rate Bond
Maturing 13 December 2030
Arranger and Joint Lead ManagerJoint Lead Managers
Indicative Terms Sheet
For the offer of Infrastructure Bonds

2
This Indicative T
erms Sheet ("Terms Sheet")
sets out the key terms of the offer ("Offer") by
Infratil Limited ("Infratil") of fixed rate bonds
maturing on 13 December 2030
("Infrastructure Bonds"). The Offer is
co
mprised of a Firm Offer of up to
$50,000,000 (with the ability to accept
oversubscriptions at Infratil's discretion) of
Infrastructure Bonds and an Exchange Offer of
up
to $100,000,000 of Infrastructure Bonds
under which all current holders of the IFT260
bonds maturing on 15 December 2024 will
have the opportunity to exchange some or all
of their maturing bonds for Infrastructure
Bonds.
The Infrastructure Bonds will be issued
un
der 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
28 November 2024 (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 Tru
st 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 o
ffer of Infrastructure Bonds that have
identical rights, privileges, limitations and
co
nditions (except for the interest rate and
maturity date) as:
•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 an interest rate of 6.78%
per annum and which are currently quoted
on the NZX Debt Market under the ticker
code IFT270;
•Infratil's fixed rate bonds maturing on
31 July 2029, which have an interest rate of
6.90% per annum and which are currently
quoted on the NZX Debt Market under the
ticker code IFT330;
•
Infratil's bonds maturing on 15 December
2029, which have a current interest rate of
7.78% per annum (further rate reset on
15 December 2024 and annually
thereafter) and which are currently quoted
on the NZX Debt Market under the ticker
code IFTHC;
•
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;
•Infratil's fixed rate bonds maturing on
15 March 2031, which have an interest rate
of 7.08% per annum and which are
currently quoted on the NZX Debt Market
under the ticker code IFT340; and
•
Infratil's fixed rate bonds maturing on
17 December 2031, which have an interest
rate of 7.06% per annum and which are
currently quoted on the NZX Debt Market
under the ticker code IFT350,
(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 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 Firm Offer
and/or Exchange Offer early, to add additional
Issue Dates, to extend the Firm Offer Closing
Date and/or Exchange Offer Closing Date, or
to choose not to proceed with the Offer.
Indicative Terms Sheet
28 November 2024

CDC Hume Campus
3

4
Key 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.
Firm Offer and Exchange Offer:The Offer consists of two seperate parts.
Under the first part (“Firm Offer”), Infratil is offering Infrastructure Bonds to New Zealand resident
clients of the Joint Lead Managers, approved financial intermediaries and other primary market
participants invited to participate in the bookbuild.
Under the second part ("Exchange Offer"), Infratil is offering New Zealand resident holders of its
IFT260 fixed rate bonds maturing on 15 December 2024 ("2024 Bonds") the opportunity to
exchange all or some of their 2024 Bonds for Infrastructure Bonds offered under this Terms Sheet.
You will receive one new Infrastructure Bond for each 2024 Bond exchanged under the Exchange
Offer. Once you submit a completed application for the Exchange Offer you will no longer be able
to sell or otherwise transfer your 2024 Bonds designated in that application.
There is no public pool for Infrastructure Bonds under the Offer.
See "How to Apply" on page 9 of this Terms Sheet.
Use of Proceeds:Infratil will use the proceeds of the Offer for general corporate purposes, including to refinance
the 2024 Bonds.
Terms Particular to the Firm Offer
Firm Offer Amount:
The Firm Offer is for up to $50,000,000 of Infrastru
cture Bonds, with the ability to
accept oversubscriptions at Infratil's discretion.
Firm Offer Applications: The Firm Offer is open to all New Zealand resident investors, but only if the investor receives a
firm allocation from a Joint Lead Manager, approved financial intermediary or other primary
market participant invited to participate in the bookbuild.
Firm Offer Opening Date: 28 November 2024
Firm Offer Closing Date: 11.00am, 3 December 2024
Terms Particular to the Exchange Offer
Exchange Offer Amount: The Exchange Offer is for up to $100,000,000 of Infrastructure Bonds (being the total face value of
2024 Bonds outstanding). No oversubscriptions will be accepted under the Exchange Offer.
Exchange Offer Applications: The Exchange Offer is fully reserved for New Zealand resident holders of the 2024 Bonds. Infratil
will issue one Infrastructure Bond for each 2024 Bond exchanged.
If a New Zealand resident holder of the 2024 Bonds decides to participate in the Exchange Offer
in respect to some or all of their 2024 Bonds, then the redemption proceeds of their 2024 Bonds
that are being exchanged for Infrastructure Bonds (which are due to be paid on 13 December
2024, the business day immediately preceding 15 December 2024) will be immediately applied
towards the subscription price of the Infrastructure Bonds that are applied for. No additional
subscription moneys are payable.
Exchange Offer Opening Date: 4 December 2024
Exchange Offer Closing Date: 5.00pm, 10 December 2024

5
Key Terms of the
Infrastructure Bonds
Terms Common to the Firm Offer
and the Exchange Offer
Rate Set Date:3 December 2024
Issue Date: 13 December 2024
Expected Date of Initial Quotation
on the NZX Debt Market:
16 December 2024
Maturity Date:13 December 2030
Interest Rate:
The Infrastructure Bonds will pay a fixed rate of interest.
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:
Issue Margin:
The Issue Margin will be determined by Infratil in consultation with the Joint Lead Managers
(identified on page 11 below) on the Rate Set Date following completion of the bookbuild
process for the Firm Offer and will be announced via NZX and available on Infratil's website
www.infratil.com/for-investors/our-bonds shortly thereafter.
Indicative Issue Margin:
Th
e indicative Issue Margin range is 2.25% to 2.40% per annum. The actual Issue Margin may
be a bove, 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 on page 11 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 (and rounded to 2 decimal places, if necessary, with 0.005 being
rounded up).
Interest Payment Dates:13 March, 13 June, 13 September and 13 December of each year until and including the
Maturity Date (commencing on 13 December 2024). Although the first Interest Payment Date is
13 December 2024, 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 13 March 2025.
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. Interest will be paid to the
Holder of the Infrastructure Bond on the Record Date for 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" on page 6 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 13 December 2024, because this 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 13 March 2025.
Interest paid on 13 March 2025 on each Infrastructure Bond will be paid to the Holder of the
Infrastructure Bond on the Record Date for that payment (being 3 March 2025).
6.00% per annum

6
Key Terms of the
Infrastructure Bonds
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 Super
visor 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 o
f 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.
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 F
ace Value plus accrued but unpaid interest; and
(b)
the curr
ent 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 ev
ent of default as described in clause 8.1 of the Trust Deed occurs; or
(b)

cer
tain 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 Holders 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.

7
Key Terms of the
Infrastructure Bonds
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 Holder:
(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. Holders 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 to be paid out in full before the distribution of any residual assets to Infratil's
liquidator (claiming as shareholder in the companies). Only these residual assets would be
available to Infratil's liquidator and therefore Infratil's creditors (including Holders).
As an example of this, the diagram below illustrates the position of Holders relative to the banks
which provide loan facilities to Infratil's Wholly-Owned Subsidiaries.
As illustrated in the diagram above, Infratil has a range of Wholly-Owned Subsidiaries, which hold
Infratil's investments in its Portfolio Companies. The bank lenders who provide loan facilities to
the Wholly-Owned Subsidiaries have direct claims on both Infratil and those Wholly-Owned
Subsidiaries. Holders have a claim on Infratil, but have no claims against, or recourse to the assets
of, the Wholly-Owned Subsidiaries or the Portfolio Companies. This means that in a liquidation of
the Infratil group:
•

all cr
editors of each Portfolio Company (including any lenders) would have to be paid in full
before any residual assets could be distributed to the relevant Wholly-Owned Subsidiary;
•

all cr
editors of each Wholly-Owned Subsidiary (including the bank lenders) would have to be
paid in full before any residual assets could be distributed to Infratil; and
•

ther
efore, only the residual assets of the Portfolio Companies and Wholly-Owned Subsidiaries,
after the claims of all of their creditors have been satisfied in full, would be available to Infratil's
liquidator and therefore Infratil's creditors (including Holders).
Infratil is also subject to other restrictions in its bank loan facilities that limit the value of cash and
other assets it may hold (other than shares and other securities held in, or loans to, the Wholly-
Owned Subsidiaries).
Portfolio
Company
Portfolio
Company
Infratil
Holders
Portfolio
Company
Bank
lenders
100%100%
Debt
Guarantee
Guarantee
Debt
100%
Wholly-Owned Subsidiaries

8
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.
Issue Price:$1.00 per Infrastructure Bond (being the Face Value).
Under the Exchange Offer, redemption proceeds of the 2024 Bonds will be treated as subscription
money for Infrastructure Bonds allocated under the Exchange Offer. No additional subscription
moneys are payable by a Holder.
Minimum Application Amount:Infrastructure Bonds having a Face Value of $5,000 and multiples having a Face Value of $1,000
thereafter (unless a holder of 2024 Bonds is exchanging all of their 2024 Bonds).
Transfer Restrictions:Holders are entitled to sell or transfer their Infrastructure Bonds at any time subject to the terms
of the Trust Deed, the selling restrictions set out below and applicable securities laws and
regulations. Infratil may decline to register a transfer of Infrastructure Bonds for the reasons set
out in the Trust Deed.
The minimum amount of Infrastructure Bonds a Holder can transfer is $1.00. No transfers of
Infrastructure Bonds or any part of a Holder's interest in an Infrastructure Bond will be registered if
the transfer would result in the transferor holding or continuing to hold Infrastructure Bonds
having a Face Value of less than $5,000 (other than zero).
ISIN:NZIFTD0360L4
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.
Registrar and Paying Agent:MUFG Pension & Market Services (NZ) Limited
Who May Apply:Firm Offer
All Infrastructure Bonds offered under the Firm Offer 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
Infrastructure Bonds for the Offer.
Exchange Offer
All Infrastructure Bonds exchanged or offered under the Exchange Offer are reserved to registered
holders of a 2024 Bond who are New Zealand residents.

9
Key Terms of the
Infrastructure Bonds
How to Apply:Firm Offer
Investors wanting to participate in the Firm 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/services/
market-participants.
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.
Exchange Offer
Holders of 2024 Bonds have the option to participate in the Exchange Offer by using an online
application form.
If you have provided an email address for investor correspondence, you will receive an email on
the Firm Offer Opening Date with an email link. The email link will take you to a Registrar website
where you will receive information on how to apply for Infrastructure Bonds in the Exchange Offer
using the online application form.
You will be able to apply using the online application form at www.infratilbondexchangeoffer.com
from 8.30am on the Exchange Offer Opening Date. You must complete the online application form
by no later than 5.00pm on the Exchange Offer Closing Date.
If you have not provided an email address for investor correspondence, you will receive a letter
following the Firm Offer Opening Date with information on how to apply for Infrastructure Bonds
under the Exchange Offer using the online application form.
Once you submit a completed online application form for the Exchange Offer you will no longer be
able to sell or otherwise transfer your 2024 Bonds designated in that application.
Applications may be refused
In relation to the Firm Offer, Infratil reserves the right to refuse any application, or to accept an
application in part only, without providing a reason. If Infratil refuses any application under the
Exchange Offer due to the applicant being ineligible, the 2024 Bonds that are not being exchanged
will be redeemed on their maturity date in accordance with their existing terms and conditions.

10
Key Terms of the
Infrastructure Bonds
Brokerage:Infratil will pay a firm brokerage fee comprised of a retail 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 the Joint Lead Managers, approved financial intermediaries and other primary
market participants.
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:IFT360
Supervisor:Trustees Executors Limited
Governing Law:New Zealand
No Underwriting:The Offer is not underwritten.
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.
The above selling restrictions apply in relation to both the Firm Offer and the Exchange Offer.
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.

11
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 and without
notice to close the Firm Offer and/or
Exchange Offer early, to add additional Issue
Dates, to extend the Firm Offer Closing Date
and/or Exchange Offer Closing Date, 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/our-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
Auckland 1010
Telephone 09 308 7100
Registrar
MUFG Pension & Market Services
(NZ) Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976
Auckland 1142
Telephone 09 375 5998
Directory
Arranger
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Telephone 0800 284 017
Joint Lead Managers
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 272 442
Forsyth Barr Limited
Level 23, Shortland & Fort
88 Shortland Street
Auckland 1010
Telephone 0800 367 227
Other
Information

---

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com

28 November 2024

Dear Bondholder/Shareholder
Infratil Limited (Infratil) has announced that it is making a new offer of 6 year unsecured,
unsubordinated, fixed rate infrastructure bonds (New Bonds). The New Bonds will mature on 13
December 2030.
Information about the offer and the New 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.
Offer structure
The offer comprises two separate parts:
• A "Firm Offer" of up to $50,000,000 of New Bonds (with the ability to accept oversubscriptions
at Infratil's discretion), which will be available to New Zealand resident clients of the Joint Lead
Managers, approved financial intermediaries and other primary market participants invited to
participate in the bookbuild process. The Firm Offer is now open and will close at 11.00am on
3 December 2024.
• An "Exchange Offer" of up to $100,000,000 of New Bonds under which all New Zealand
resident holders of the IFT260 bonds that mature on 15 December 2024 (2024 Bonds) will
have the opportunity to exchange some or all of their maturing 2024 Bonds for New Bonds.
The Exchange Offer will open following the closing of the Firm Offer on 4 December 2024 and
close at 5.00pm on 10 December 2024. All eligible holders of the 2024 Bonds who submit a
valid application will have their applications satisfied in full up to a maximum of the number of
2024 Bonds they hold. There is no ability to apply for additional New Bonds under the
Exchange Offer.
The timing of the Exchange Offer is designed to ensure eligible holders of the 2024 Bonds can have
certainty on the interest rate applicable to the New Bonds when they elect whether to participate in the
Exchange Offer. Eligible applicants can be certain that their application will be satisfied in full up to the
amount of their existing investment.
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 New Bonds are expected to be
quoted on the NZX Debt Market under the ticker code IFT360.
Interest Rate
The Interest Rate for the New Bonds will be the greater of:
(a) the Minimum Interest Rate of 6.00% per annum; and
(b) the sum of the Issue Margin and the Base Rate determined on 3 December 2024 when the
Firm Offer closes.
The indicative Issue Margin range for the New Bonds is 2.25% to 2.40% per annum. The Issue Margin
will be set following a bookbuild process on 3 December 2024. In any case, the Interest Rate will not
be less than the Minimum Interest Rate of 6.00% per annum.

---

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com

28 November 2024

Dear Bondholder
Infratil Limited (Infratil) has announced that it is making a new offer of 6 year unsecured,
unsubordinated, fixed rate infrastructure bonds (New Bonds). The New Bonds will mature on 13
December 2030.
Information about the offer and the New 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.
Offer structure
The offer comprises two separate parts:
• A "Firm Offer" of up to $50,000,000 of New Bonds (with the ability to accept oversubscriptions
at Infratil's discretion), which will be available to New Zealand resident clients of the Joint Lead
Managers, approved financial intermediaries and other primary market participants invited to
participate in the bookbuild process. The Firm Offer is now open and will close at 11.00am on
3 December 2024.
• An "Exchange Offer" of up to $100,000,000 of New Bonds under which all New Zealand
resident holders of the IFT260 bonds that mature on 15 December 2024 (2024 Bonds) will
have the opportunity to exchange some or all of their maturing 2024 Bonds for New Bonds.
The Exchange Offer will open following the closing of the Firm Offer on 4 December 2024 and
close at 5.00pm on 10 December 2024. All eligible holders of the 2024 Bonds who submit a
valid application will have their applications satisfied in full up to a maximum of the number of
2024 Bonds they hold. There is no ability to apply for additional New Bonds under the
Exchange Offer.
The timing of the Exchange Offer is designed to ensure eligible holders of the 2024 Bonds can have
certainty on the interest rate applicable to the New Bonds when they elect whether to participate in the
Exchange Offer. Eligible applicants can be certain that their application will be satisfied in full up to the
amount of their existing investment.
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 New Bonds are expected to be
quoted on the NZX Debt Market under the ticker code IFT360.
Interest Rate
The Interest Rate for the New Bonds will be the greater of:
(a) the Minimum Interest Rate of 6.00% per annum; and
(b) the sum of the Issue Margin and the Base Rate determined on 3 December 2024 when the
Firm Offer closes.
The indicative Issue Margin range for the New Bonds is 2.25% to 2.40% per annum. The Issue Margin
will be set following a bookbuild process on 3 December 2024. In any case, the Interest Rate will not
be less than the Minimum Interest Rate of 6.00% per annum.

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
2
Full details of the offer, including on how the Interest Rate for the New Bonds will be calculated, is set
out in the Indicative Terms Sheet that is available to download on Infratil's website.
The Issue Margin and the Interest Rate will be announced by Infratil on 3 December 2024 via NZX and
will be available on Infratil's website www.infratil.com/for-investors/our-bonds, together with an updated
Terms Sheet.
How do I apply?
• If you want to participate in the Firm Offer, you should contact a Joint Lead Manager, your
usual financial adviser or any primary market participant for information on how to acquire the
New Bonds. You can find a primary market participant by visiting
www.nzx.com/services/market-participants.
• If you would like to participate in the Exchange Offer, the online portal will be available at
www.infratilbondexchangeoffer.com from 8.30am on 4 December 2024. To complete your
online application, you will need your CSN/Holder Number and the unique Entitlement
Number for the Exchange Offer. Your online acceptance details are:
o CSN/Holder Number: [●]
o Entitlement Number: [●]
Unlike previous exchange offers, you will only be able to use the online portal to apply for an
allocation of New Bonds under the Exchange Offer. This is due to the timing of the Exchange Offer
and the impact of postal delays. The online portal will be available until the Exchange Offer closes at
5.00pm on 10 December 2024.
If you are unable to complete an application using the online portal, please contact the Registrar for
information on how to apply for New Bonds under the Exchange Offer. You can contact the Registrar
by email at applications@linkmarketservices.co.nz or call 09 375 5998.
If you hold 2024 Bonds via a nominee, trustee or custodian, please contact them if you want to
participate in the Exchange Offer.
All applications must be received before the Exchange Offer closes at 5.00pm on 10 December 2024.
What happens if I apply for New Bonds?
If you decide to participate in the Exchange Offer in respect to some or all of your 2024 Bonds, then
the relevant redemption proceeds of your 2024 Bonds that are being exchanged for New Bonds
(which are due to be paid on 13 December 2024, the business day immediately preceding 15
December 2024) will be immediately applied towards the subscription price of the New Bonds you
have applied for.
What happens if I do not apply for New Bonds?
If you decide not to participate in the Exchange Offer, or to only exchange some of your 2024 Bonds,
then the payment of the face value of your 2024 Bonds that are not exchanged will be made by direct
credit into your nominated bank account on 13 December 2024 (the business day immediately
preceding 15 December 2024), together with the final interest payment.
If you need to update your nominated bank account or other contact details please visit the Investor
Centre (investorcentre.linkgroup.com) to update online.
Further information
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.

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
3
Yours sincerely

Tom Robertson
Infratil Treasurer

---

Infratil
interim results
announcement
For the period ended
30 September 2024

1
Disclaimer
This presentation has been prepared by Infratil Limited (NZ company number 597366, NZX:IFT; ASX:IFT) (the ‘Company’)
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.
Information
This presentation contains summary information about the Company and its activities which is current 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 the Company or that would be required in a product disclosure statement under the
Financial Markets Conduct Act 2013 or the Australian Corporations Act 2001 (Cth).
This presentation should be read in conjunction with the Company’s Interim Report for the period ended 30 September 2024, market releases and other periodic and continuous disclosure announcements, which are
available at www.nzx.com, www.asx.com.au or infratil.com/for-investors/.
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.
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
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 and EBITDAF. 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 reliance on any non-IFRS/GAAP financial information or financial measures included in this presentation.
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. Further information on how Infratil calculates Proportionate EBITDAF can be found in the Appendix.
No part of this presentation may be reproduced or provided to any person or used for any other purpose without express permission.

2
Presenters
Interim results announcement
Jason Boyes
Infratil CEO
Andrew Carroll
Infratil CFO
K E Y D E V E L O P M E N T S
P O R T F O L I O C O M PA N Y U P D AT E S
01
02
G U I D A N C E & L I Q U I D I T Y
03
C O N C L U D I N G R E M A R K S
Q U E S T I O N S
04
05
S U P P O R T I N G M AT E R I A L S
06

Section 1
Key Developments

4
Good operating performance across key areas of our portfolio, despite a testing domestic
landscape and global volatility
CDC continues to experience significant growth in demand, driving an expansion of its
development pipeline. Positive progress on customer negotiations. External valuation
indicators underscore the sector’s strong global appeal
One NZ performance is in line with expectations and strategic priorities are on track.
Initiatives implemented in the prior period are contributing positively to earnings
Longroad's construction on track across 1.7GW of projects. Uncertainty from the U.S.
election outcome is a headwind until resolved
We have committed to support Contact Energy’s proposed acquisition of 100% of
Manawa Energy, announced in September
We remain optimistic about the future of the global connectivity sector despite the
Console Connect transaction not proceeding
Well supported June 2024 $1,275 million equity raise. Balance sheet flexibility to support
continuing investment across the portfolio, at or above expected target returns, for future
earnings growth and shareholder value creation
Resilient portfolio performance and continued shareholder value creation
Key developments
NZ$1,891 million
following our equity raise
Available capital
$1,275 million
raised at $10.15 a share
Equity raise
15.9% (1 April - 13 November)
20.0% (10-year annual return)
Total shareholder return

5
Infratil investment
Proportionate
capital expenditure
Proportionate operational EBITDAF (NZ$m)
Improved interim results and strongly growing investment across the portfolio
Financial performance
418
506
HY24AHY25AFY25G
1.HY24 Operational EBITDAF has been normalised to assume a full period of ownership of One NZ. HY24 normalised Operational EBITDAF is $472 million
960 – 1,000
Proportionate operational EBITDAF for the half year of $506 million
was in line with expectations
Earnings growth reflects strong contributions from CDC, One NZ and
Wellington Airport compared to the prior period. The uplift relative to
HY24 also reflects a period of One NZ under full ownership. On a like
for like basis, Operational EBITDAF increased 7%
1
on HY24
Proportionate capex increased to $1.2 billion, up from $803 million in
HY24, as investment by CDC and the development renewables
businesses accelerates. Increased development expenditure is
consistent with that trend
Infratil investment during the period principally relates to capital calls
from renewables businesses Longroad, Gurīn and Galileo
$506m
Up 21% from HY24
Proportionate
operational EBITDAF
$145m
Down 93% from HY24
$1,224m
Up 52% from HY24
($28m)
Up 52% from HY24
Proportionate
development EBITDAF

6
Moderate dividend growth balanced with capital needs of the portfolio
Interim dividend
Interim dividend
A unimputed interim dividend of 7.25 cents per share (cps) has been declared
The record date is 21 November 2024 (ex-dividend date of 20 November 2024)
The payment date is 10 December 2024
Dividend reinvestment plan (DRP)
The dividend reinvestment plan will be active for the interim FY25 dividend
There will be a 2% discount offered for the FY25 interim dividend
Dividend reinvestment plan elections must be made by 22 November 2024
2% discount
On the 10-day VWAP to 6 December 2024
DRP strike price
21 November 2024
Payment date of 10 December 2024
Record date
7.25 cps
3.6% increase on HY24
Interim dividend

7
Continuing to lift the level of disclosure, with portfolio companies increasingly
releasing their own climate and sustainability disclosures, demonstrating our
commitment to transparency
During the period, we released our second Sustainability Report and our
inaugural Climate Related Disclosures under the new mandatory Aotearoa
New Zealand Climate Standards regime
This year Infratil and all its portfolio companies undertook GRESB assessments
Infratil’s score increased to 86 from 83 last year – 30% of the score is from
Infratil, and 70% from a weighted average of our portfolio company scores
In FY24 the Weighted Average Carbon Intensity
1
(WACI) of our portfolio was
47.9 tCO
2
e per million US$ of revenue, reflecting an 18% reduction in carbon
intensity from FY2023
Going forward we are focused on broadening disclosure, tracking progress
towards our SBTi targets, and further improving our GRESB and ESG ratings.
With ASX300 and MSCI inclusion, these benchmarks hold growing importance.
Busy half year, with more disclosure enhancements and progress by portfolio companies
Sustainability
3,582Gwh
Enough to power over 500,000 average
New Zealand homes
Renewable generation
47.9 tCO
2
e per million US$ revenue
18% reduction in carbon intensity from FY2023
Weighted Average Carbon Intensity (FY24)
2024 Sustainability Report
2024 Climate-Related Disclosures
Reports released
1.Weighted Average Carbon Intensity (WACI) reflects the scope 1 and 2emissions associated with portfolio company investments per million US dollars of each portfolio company’s revenue. WACI
provides insight into emissions intensity on an activity basis and is useful for comparison within sectors, to gain an understanding of each company’s ‘carbon efficiency’ relative to its industry peers.

Section 2 – Portfolio company updates
CDC (48.2% ownership)

9
Existing capacity and future growth
1
(MW)
388MW under
construction
1,000MW development
pipeline increase
Unprecedented demand has driven CDC to double its total future capacity and accelerate development
CDC
EBITDAF for the period was A$159 million, up A$36 million (29%) from the
prior period, driven by the commissioning of the first Melbourne data centre
(34MW) in June and higher utilisation across existing data centres
EBITDAF margin remained in line with the prior period at 75%
Weighted Average Lease Expiry (WALE) has remained strong at 31 years
Strong customer demand has increased the forecast build capacity by over
1,000MW by 2034 in the last 6 months, reflecting both the upsizing of existing
sites and the addition of new sites
Customers’ timing and technical requirements for significant new workloads
continue to evolve. Advanced customer negotiations for ~300MW are largely
complete. We expect to sign most of these customer contracts pre-Xmas, with
~100MW expected to progress in the New Year
Lender support remains robust, with A$1.5 billion raised through the US
Private Placement and Asian Term Loan markets to fund the expanding
development pipeline
Achieving NVIDIA DGX-Ready Data Centre certification across its ANZ data
centres positions the business as the first hyperscale provider in New Zealand
and the largest across ANZ to secure this certification
Year to date
268268
302
2,296
388
1,606
FY23AFY24AHY25AUnder
construction
Future buildTotal capacity
Operating capacity
•Melbourne – 121MW
•Sydney – 158MW
•Canberra – 39MW
•New Zealand – 70MW
1.Forecast capacity to be delivered by FY34

10
EBITDAF and margin % (A$m)
Outlook
Revenue (A$m)
Significant contracting and construction tracking well, demand strong and broad based
CDC
FY25 EBITDAF guidance is maintained at A$320 million to A$330 million,
though trending toward the lower end with some new workload deployments
shifting out into first half FY26
FY25 capital expenditure guidance range moderated to A$1.8 billion to A$2.1
billion (previously A$2.4 billion to A$2.7 billion)
388MW of capacity under construction across multiple sites is expected to
begin operations over the next 18 months
–150MW is expected to begin operations by Q1 FY26
On track to commence construction of 200MW+ of additional capacity over
the next 8 months as previously announced, including at Marsden Park
We continue to see strong and broad-based demand for significant capacity
above the previously announced 400MW+ advanced negotiations
Infratil expects to commit ~A$700 million over the next 2 – 3 years up from
A$600 million. ~A$450 million is expected to be injected in December 2024
75
98
123
159
74%
77%
75% 75%
HY22AHY23AHY24AHY25A
101
127
165
212
HY22AHY23AHY24AHY25A
~20% growth
from FY24
320 – 330

11
Section 2 – Portfolio company updates
One NZ (99.8% ownership)

12
Revenue (NZ$m)
3
Performance is in line with expectations and strategic priorities are on track
One NZ
EBITDAF for the period was $304 million
1
, up $25 million (9%) from the prior
period. Growth was driven by consumer mobile and a strong focus on cost
management
–Mobile ARPU increased to $33.80 from $32.45
–Operating costs reduced by $14 million compared to HY24
–Enterprise softness is stabilising
EBITDAF margin continues to improve to 32%, partially reflecting reduced
volume of lower margin handset sales
Operating cash flow
2
measure of $117 million improved $21 million compared
to HY24
The One Wallet loyalty programme is progressively expanding, reinvesting
legacy discount removals to drive plan simplification, customer loyalty and
reduce churn
EonFibre launched in October with One NZ as the anchor customer, aiming to
improve network utilisation and boost third-party revenue
Starlink direct to mobile testing is underway. Pending US licence approvals,
commercial launch is expected later in FY25
Year to date
1.EBITDAF for the period excludes EonFibre establishment costs
2.Operating free cash flow is proxied by EBITDAF less leases less accounting capex excluding spectrum
3.Revenue categories have been restated with some Enterprise customers moved into SME, no change in totals
334
361
387
405
205
183
177
174
96
113
114
108
96
102
105
108
225
231
180
146
956
990
963
940
HY22AHY23AHY24AHY25A
MobileConsumer FixedEnterpriseWholesaleProcurement & Other
Mobile ARPU $33.80
up from $32.45 in FY24
Consumer and SME
fixed ARPU $74.40
up from $74.01 in FY24

13
Continuing to invest to support future earnings growth
One NZ
FY25 EBITDAF guidance remains at $580 million – $620 million, with
H2 EBITDAF expected to be broadly flat with similar revenue trends
Capital expenditure (excl. spectrum) remains in the guidance range of
$240 million – $270 million.
Investment in 5G networks continues, while the 2G / 3G networks will close in
December 2025
On track toa similar cash flow outcome to FY24but after absorbing
incremental investment in Dense Air, DEFEND, Eon Fibre, IT transformation
and increased interest costs
Mid-30% EBITDAF margins continued to be targeted in the medium term
through revenue growth and ongoing cost efficiency
–Ongoing ARPU growth supported by annual pricing increases to realise
appropriate returns on network and service investment
–The multi-year IT upgrade is progressing well, with long-term benefits of
improved efficiency andbetter experience. Simplifying the product
landscape and migrating customers to in-market plans is a key enabler
–AI implementation also driving productivity benefits
Outlook
EBITDAF (NZ$m) and margin %
241
258
279
304
25%
26%
29%
32%
HY22AHY23AHY24AHY25A
EBITDAFMargin %
580 – 620
Guidance on track
32% EBITDAF margin
Up from 29% at HY24

Section 2 – Portfolio company updates
Longroad Energy (37.3% ownership)

15
Construction on track, and good progress on projects for FY25 and FY26
Longroad Energy
EBITDAF for the half is US$37 million, down US$21 million (36%) from the
prior period, primarily driven by outperformance in the prior year from
Prospero 1 & 2 projects
Construction is on track, with 652MW completed in the half year, and 1.1GW
across three projects expected to complete in early FY26
Growing energy demand has strengthened the PPA market, particularly from
corporates, including sectors like data centres, AI, and the onshoring of
manufacturing
Expecting to close 0.7GW of projects in FY25
Revenue arrangements signed for another 1.1GW of projects which are
expected to close in FY26, with negotiations ongoing for a further 0.2GW
(total of 2.0GW over FY25 and FY26)
Some projects targeted for FY25 and FY26 have been unexpectedly delayed
(e.g. Hawaii fires), reinforcing the importance of strong development
capability, and maintaining a deep and diversified pipeline of projects
supplemented by attractive M&A
Although below our 1.5GW avg. yearly development target to date, Opco run-
rate EBITDA broadly on track vs. CY2027 target based on higher-than-
expected yield (see next slide)
Year to date
1. Project run-rate EBITDAF calculated based on 5-year average EBITDAF once projects hit COD and recognized in run-rate EBITDAF total based on FNTP year
2.Generation capacity includes projects that have reached FNTP in the period
Existing capacity and future growth (GW)
1.6GW
1.8GW
2.4GW
9.5GW
1.1GW
0.7GW
1.3GW
FY23AFY24AHY25AUnder
Construction
24 to 27 Target
development
Dec 2027
operating
capacity target
6.0GW
652MW of construction
completed so far in FY25
1.1GW of new capacity
under construction
Operating assets
2.0GW of identified projects
across CY2024 / 2025
Sun Streams 3 – 500MW
Three Corners – 152MW
Sun Streams 4 - 677MW
Serrano - 444MW
Ardagh – 13MW

16
Outlook
Uncertainty from U.S. elections, currently expecting modest exposure across FY25/26 projects
Longroad Energy
Longroad EBITDAF guidance range reduced to US$55 million - $60 million
(US$10 million) due to the consolidation of Longroad’s investment in
distributed solar developer, Valta, and increased development expenditure
U.S. election results creates uncertainty until the implications for green
policies such as the Inflation Reduction Act (IRA) and tariffs are known.
Modest exposure currently expected across FY25/26 projects (2.0GW):
–FY25 projects (0.7GW) and 0.5GW of FY26 projects already safe
harboured, so tax credits should be unaffected
–Aim to safe harbour the balance (0.8GW) of FY26 projects early in the New
year, ahead of any new legislation
–Potential exposure to additional tariffs (c.6% of NPV of these projects, or
c.1.5% of the current independent valuation, assuming +15% tariffs)
Potential industry slowdown until uncertainty is resolved, which may take time.
However, U.S. renewables fundamentals remain strong, driven by escalating
demand for decarbonisation solutions, as well as rising power demand
Infratil still expects to commit US$110 million of additional equity in FY25 to
support Longroad’s growth
Opco run-rate EBITDA
1,2
(US$m)
3.5
5.0
6.5
8.0
9.5
3.5
4.2
5.5
0
100
200
300
400
500
600
700
800
CY23ACY24FCY25FCY26FCY27F
OpCo Run
-
rate EBITDA
US$m
Generation capacity Investor day FY24 (GW)
Generation capacity HY25 forecast (GW)
Run-rate OpCo EBITDAF HY25 forecast
0.7GW of projects
expected to reach
financial close in FY25
Development pipeline
steady at 28GW+
Opco run-rate EBITDA CY2027 Target
Run-rate OpCo EBITDAF Investor day FY24

17
Section 2
Other portfolio companies

18
Gurīn has now received a conditional licence from Singapore’s Energy Market
Authority for Project Vanda, its US$2.5 billion project to deliver non-intermittent
renewables to Singapore)
–A panel procurement framework agreement was signed in September 2024
–The full import license remains contingent on completing the subsea survey
and EPC tender within the agreed timeframe and obtaining all necessary
government approvals
Two solar projects are under development in the Philippines. Construction has
been completed on a 75MW solar project, currently undergoing final testing,
while a 35MW project is expected to reach financial close by the end of 2024
Progress continues on entry into the Japanese energy storage market with
land and grid connections secured on the first block of land
Land due diligence is underway on several sites across Thailand, the
Philippines, and South Korea, with a combined capacity of over 1.5GW
Next-generation platforms scaling up with transformational projects approaching key development decisions
Gurīn Energy (95% ownership) and Kao Data (52.8% ownership)
26.8MW operating
capacity
19.4MW under
construction
EBITDAF for the period was £2 million, up £4 million from the prior period, as
data centre utilisation improves
Continued strong momentum in the UK market driven through growth in cloud
adoption and AI / HPC and intensifying scarcity in power and land for Data
Centre use
Kao Data has seen significant expansion in its sales pipeline and is actively
chasing larger hyperscale contracts
Construction is ongoing at the Slough and Harlow campuses, with an
additional 4MW of capacity becoming operational at Slough during the period
Development at Kao Data’s new data centre site in Manchester is advancing,
with demolition of existing buildings on the former industrial site now
underway
75MW solar project in
final testing
6.6GW pipeline of solar
and storage projects

19
Infratil’s diagnostic imaging businesses continue to grow EBITDAF amid rising cost pressures
RHCNZ Medical Imaging (50.0% ownership) and Qscan (57.6% ownership)
EBITDAF for the period was $63 million, up $2 million (3%) from the prior
period, with efficiency initiatives offsetting inflationary cost pressures and
reduced public sector outsourcing. Due to expected continuation of these
trends, updated guidance reflects moderated FY25 EBITDAF growth
expectations from 15%+ to ~10%
Key funders are currently reviewing how they contract their services, seeking
requests for proposals for the national provision of services
Three new clinics have opened: two in Hamilton and one in Tauranga,
including PET-CT capability
The business has a robust pipeline of growth opportunities targeting high-
growth areas and underserved communities
EBITDAF for the period was A$38 million, up A$7 million (24%) from the prior
period. This growth was driven by enhanced productivity and yield, supported
by shifts in Qscan’s modality mix and a revised pricing strategy
The industry continues to face challenges from a shortage of radiologists and
ongoing inflationary and cost pressures
Recent changes in the regulatory environment include the deregulation of
MRI licensing, reintroduction of indexation for PET, a new National Lung
Cancer Screening Programme and a reduction in indexation for CT services
The sector has seen increased M&A activity, with Capitol Health merging with
Integral Diagnostics, Affinity acquiring Lumus Imaging, and the anticipated
sale of IMED
EBITDAF (NZ$m) and margin %
24
53
61
63
37%
34%
35%
33%
HY22AHY23AHY24AHY25A
120 – 130
EBITDAF (A$m) and margin %
31
25
31
38
27%
19%
21%
23%
HY22AHY23AHY24AHY25A
70 – 80

20
EBITDAF for the period was $63 million, up $12 million (25%) from the prior
period. This growth was achieved despite lower-than-expected passenger
volumes, driven by higher aeronautical pricing, strong commercial
performance, and effective cost management
Passenger volumes continue to be affected by domestic network constraints;
domestic passenger numbers are down 4.4% from the same period last year
International passenger numbers are up 12%. Qantas has expanded its
presence, introducing larger aircraft on the Brisbane route and increasing the
number of Melbourne flights
The capital expenditure programme is progressing, with a focus on enabling
works as the broader programme gains momentum. The airport’s property
portfolio has also grown, with several recent acquisitions of adjacent sites
Recent airport transactions (Queensland and Perth Airports) at reportedly >20x
LTM EV/EBITDAF were well above Wellington Airport’s current independent
valuation (15.4x)
Leveraging increasing underlying prices and active construction programmes to drive growth
Wellington Airport (66% ownership) and RetireAustralia (50% ownership)
Underlying profit for the period was A$58 million, up A$15 million (35%) from
the prior period, driven by higher resales and two village price increases
In the period, there were 213 resales, compared to 203 in HY24, with the
average gain per resale increasing by 9% from HY24
40 new units were sold in the first half of FY25, compared to 83 units in the
same period of FY24, with an average new unit sales price 17% higher than
FY24
Village occupancy remains stable at 95.6%, with waitlists in place across
25 out of 29 villages
RetireAustralia is on track to achieve 500-550 total settlements in FY25,
consistent with the prior year
95.6% Occupancy
waitlists in place across
25 out of 29 villages
149 new units
under construction
82% passenger
recovery
(% pre-covid)
$600m of planned
investment over
next 5 years

Section 3
Guidance & liquidity

22
FY25 Proportionate operational EBITDAF guidance range narrowed at the top end to NZ$960 – $1,000 million
FY25 Guidance – Proportionate EBITDAF
FY25 Proportionate operational EBITDAF guidance range narrowed
at the top end to NZ$960 – $1,000 million (previously
NZ$962-$1,012 million)
Key guidance assumptions (at 100%) include:
–CDC EBITDAF of A$320-A$330 million (no change)
–One NZ EBITDAF of NZ$580-$620 million (no change)
–Manawa Energy EBITDAF of NZ$95-$115 million (no change)
–Longroad Energy EBITDAF of US$55-$60 million (previously
US$60-$70 million)
–Wellington Airport EBITDAF of NZ$125-$135 million (no change)
–Diagnostic Imaging EBITDAF of NZ$200-$220 million (previously
NZ$210-$230 million)
–Corporate Costs NZ$115-$125 million (previously NZ$105-$110 million)
Renewable development companies (Gurīn Energy, Galileo, Mint
Renewables) proportionate EBITDAF guidance range reduced to a loss of
NZ$65–$75 million (Infratil share) (previously NZ$80-$90 million)
Operational EBITDAF Guidance
Proportionate operational EBITDAF (NZ$m)
464
560
908
FY22AFY23AFY24AFY25G
960 – 1,000
1.The following forecast exchanges rates are assumed for the purposes of currency translation in the guidance calculation NZD / AUD 0.9140, NZD / USD 0.6084, NZD / EUR 0.5590, and NZD / GBP 0.4734
2.Guidance is based on Infratil management’s current expectations and assumptions about trading performance, is subject to risks and uncertainties, and dependent on prevailing market conditions
continuing throughout the outlook period. Guidance is based on Infratil’s continuing operations and excludes the impact of any transactions announced in the period.
Development EBITDAF Guidance

23
Capital Expenditure - Guidance
Proportionate capital expenditure (NZ$m)
FY25 Proportionate capital expenditure guidance has been reduced to $2.4 billion-$2.8 billion
FY25 Guidance – capital expenditure
FY25 Proportionate capital expenditure guidance reduced to
$2.4 billion-$2.8 billion (previously $2.7 billion-$3.1 billion)
Key guidance assumptions (at 100%) include:
–CDC A$1,800 million-A$2,100 million
(previously A$2,350 million-A$2,650 million)
–One NZ $240 million-$270 million (no change)
–Manawa Energy $40 million-$50 million (no change)
–Wellington Airport $130 million-$160 million (no change)
–Diagnostic Imaging $90 million-$100 million (no change)
–Longroad Energy US$1,000 million-US$1,300 million (no change)
–Renewable development companies' capital expenditure of
$490 million to $540 million as platforms invest in growth (no change)
282
412
988
316
433
385
181
224
340
779
1,069
1,713
FY22AFY23AFY24AFY25G
DevelopmentCore +Core
2,400 – 2,800
1.The following forecast exchanges rates are assumed for the purposes of currency translation in the guidance calculation NZD / AUD 0.9140, NZD / USD 0.6084, NZD / EUR 0.5590, and NZD / GBP 0.4734
2.Guidance is based on Infratil management’s current expectations and assumptions about asset investment, is subject to risks and uncertainties, and dependent on prevailing market conditions continuing
throughout the outlook period

24
Net debt and gearing %Debt maturity profile
Strong credit profile and significant flexibility to support investment opportunities across the portfolio
Funding and liquidity
We have significant balance sheet flexibility to support additional capital
investment across FY25 / FY26, with relatively low gearing levels of 9.8% at
September 2024
$148.4 million of net new bonds issued in June 2024, refinancing of
$100 million of IFT260 maturing in December 2024 planned
Weighted average cost of debt of 6.14%, with 78% of drawn debt hedged and
weighted average tenor of fixed term debt
2
of 4.2 years
1.Gearing is total net debt over total capital
2.Excludes Perpetual IFTHAs
100
164
156
102
146
273
243
204
30
254
453
575
250
232
FY25FY26FY27FY28FY29FY30FY31FY32>FY32
BondsUndrawn bank debtIFTHAs
1,180
1,770
1,720
620
720
2,260
1,290
34%
41%
25%
9%
10%
20%
10%
0%
10%
20%
30%
40%
-
1,000
2,000
3,000
4,000
FY19FY20FY21FY22FY23FY24HY25
Net debtGearingPortfolio leverage assumption (30%)
For the period ended ($millions)31 March 202430 September 2024
Net bank debt$791.8 ($328.8)
Infrastructure bonds$1,241.1 $1,389.5
Perpetual bonds$231.9 $231.9
Total net debt$2,264.8 $1,292.6
Market value of equity$9,066.7 $11,840.1
Total capital
$11,331.5 $13,132.7
Gearing
1
20.0% 9.8%
Undrawn bank facilities$800.9 $1,561.8
100% subsidiaries cash$19.2$328.8
Liquidity available$820.1 $1,890.6

25
Good operating performance across key
areas of our portfolio, despite a testing
domestic landscape and global volatility
The current environment highlights the
advantage of our focus on sectors with
structural growth drivers which are more
resilient to short-term economic and
political shifts
Recent comparable transactions in data
centres, diagnostic imaging, and airport
sectors underscore the attractiveness of
our assets and potential for valuation
upside
We have significant balance sheet
capacity, with increasing flexibility to
support future growth initiatives
A number of key capital allocation
decisions coming across the portfolio in
the medium term
We will continue to allocate capital in a
disciplined way at attractive returns that
drive sustainable value creation for
shareholders
Strategic focus on internal investment opportunities in sectors and assets we know well to drive sustainable growth
Concluding remarks

Questions

Supporting materials

28
Overview
The table represent Infratil’s proportionate share of an assets independent valuation,
market value, or book value
CDC, Longroad Energy, Galileo, and RHCNZ Medical Imaging reflect the midpoint of
30 September 2024 independent valuations
Mint Renewables, Qscan, RetireAustralia reflect the midpoint of the 30 June 2024
independent valuations adjusted for any subsequent capital calls
One NZ, Kao Data, Gurīn Energy, and Wellington Airport reflect the midpoint of the
31 March 2024 independent values adjusted for any subsequent capital calls
The fair value of Manawa Energy is shown based on the market price per the NZX
Fortysouth, Clearvision and Property reflect their accounting book values as at
30 September 2024
Key valuation methodologies and assumptions underpinning current independent
valuations are summarised on the following pages
The net asset value of Infratil assets has reached $14.0 billion as at September 2024
Net asset value
Period ended ($Millions)31 March 202430 September 2024
CDC$4,419.7 $5,236.5
One NZ$3,530.5$3,546.0
FortySouth$195.2 $188.8
Kao Data$556.2 $567.9
Manawa Energy$728.0 $800.0
Longroad Energy$1,952.0 $1,992.7
Galileo$240.7 $245.0
Gurīn Energy$237.1 $246.1
Mint Renewables$2.0 $16.4
RHCNZ Medical Imaging$606.7 $613.6
Qscan Group$411.9 $436.5
RetireAustralia$464.4 $490.3
Wellington Airport$623.7 $623.7
Clearvision Ventures$142.6 $134.8
Property$98.4 $112.5
Portfolio asset value$14,209.1
$15,250.8
Wholly owned group net debt($2,264.8)($1,292.5)
Net asset value$11,944.3
$13,958.3
Shares on issue (million)832.6 966.5
Net asset value per share$14.35
$14.44

29
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions),
surplus and underutilised land at cost
Forecast period: 30 years (2055) (15 years in June 2024)
Enterprise value: A$13,441m (A$12,723m in June 2024)
Equity value: A$9,987m (A$9,376m in June 2024)
Net Debt: A$3,454m (A$3,347m in June 2024)
CDC (48.17%) – A$4,811m (NZ$5,237m)
Kao Data (52.8%) – £263.9m (NZ$556.2m)
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions )
Terminal value methodology: Exit multiple
Forecast period: 6.75 years (Dec-2030)
Enterprise value: £572.8m
Equity value: £499.8m
One NZ (99.9%) – NZ$3,530.5m
Primary valuation methodology: DCF using FCFF on a sum of
the parts basis (ServeCo & FibreCo) (with a cross check to
comparable companies and precedent transactions)
Forecast period: 20 years (2044)
Enterprise value: NZ$4,955 (pre IFRS16 - excluding lease
liabilities of ~NZ$910m)
Equity value: NZ$3,533 (IFT share NZ$3,530.5m)
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international for portfolios) and setting management long-term incentives for some portfolio companies
Independent valuation summary – Digital
Valuation
methodology
Key valuation assumptions
Risk free rate: 3.90%
Asset beta: 0.575 (0.55 in June 2024)
Cost of equity: 12.40% (blended rate) reflecting the assessed risk
of the spectrum of CDC’s activity, from operating data centres with
contracted revenues through to developing projects without
contracted revenues (11.50% in June 2024)
Terminal growth rate: 2.5%
Long term EBITDAF margin: 85% (2039); 83% (2055)
Future capex reflects CDC’s published development pipeline
(valuation assumes no development beyond FY40)
Risk free rate: 4.25%
Asset beta: 0.55
Specific risk premium: 8.0%
Cost of equity: 16.0% reflecting Kao Data intends to undertake a
number of development projects across its data centre sites
Terminal value multiple: 22.0x (noting the shorter forecast
period)
Capex assumes operating capacity increases 74MW across
existing and new sites with development occurring between FY25-
FY30 (valuation assumes no development beyond FY30)
Risk free rate: 3.47%
Asset beta: 0.60 (ServeCo) & 0.35 (FibreCo)
Weighted average cost of capital: 9.25% (blended rate)
Terminal growth rate: 2.5% (ServeCo) & 2.0% (FibreCo)
Long term capital expenditure: Expected to gradually decrease
to ~11.3% of revenue (incl. spectrum) over the forecast period on a
blended basis for ServeCo and FibreCo. Short-term capital
intensity expected to be elevated driven by investment in FibreCo,
5G rollout and IT simplification
FX Rates: NZD/USD: 0.6350 NZD/EUR: 0.5689 NZD/AUD: 0.9187 NZD/GBP: 0.4746
September 2024 valuationMarch 2024 valuation
March 2024 valuation

30
Primary valuation methodology: DCF using FCFE. Valuation
approach consists of:
A top-down approach (aggregate enterprise cashflows, including a
terminal value); and
Bottom-up valuation approach (DCF using FCFE for operating,
under-construction, and near-term development projects
2
, and a
multiples approach for long-term development pipeline)),
Platform derived from the difference between top down and bottom-
up valuations
Forecast period: Top down: 10Y, Bottom up: 40Y (2065)
Enterprise value: US$6,896m
Equity value
1
: US$3,397m
Risk free rate: 4.2%
Asset beta: top down - 0.81
Cost of equity: 12.3% top-down, 8.9% operating assets, 9.2%
under construction, 9.5% near-term projects plus milestone
discounts, 15% long-term pipeline plus milestone discounts
Terminal growth rate: 5.0% (top-down, year 10)
Near-term (3 years) development pipeline: 3,920MW
Long-term development pipeline (5 years): 23,689MW
Multiple for long-term development projects: US$197/kW
Platform value assessed around ~8% of total enterprise value
Longroad (37.3%) – US$1,265m (NZ$1,993m)Gurīn (95%) – US$142.0m (NZ$237.1m)
Primary valuation methodology: valuation range based on two
different methodologies:
–Income and cost approach: adopts a DCF using FCFE for
more certain and near-term developments, probability
weighted to account for development and construction risk and
values less certain projects at cost
–Market approach using multiples of comparable
companies/transactions (which includes platform value),
applied to the development pipeline (probability weighted)
Forecast period: ~34 years (2057)
Equity value: US$150m
Risk free rate: 2.5%-6.2% based on 10 year govt bond yield of
each country
Asset beta: 0.47
Cost of equity: 10.1% -13.1%
–the discount rates used for each project are calculated with
reference to each project’s location
Terminal value: N/A (finite life assets)
Multiples for development projects: US$0.4-$0.9m per MW
Development pipeline for multiples approach: 243MW
Galileo (38%) – €139.4m (NZ$245.0m)
Primary valuation methodology: Transaction multiples for
more advanced projects and cost for entry-stage projects
Equity value: €366.8m (€343.9m in June 2024)
Risk free rate: n/a (DCF methodology not adopted)
Asset beta: n/a (DCF methodology not adopted)
Multiples for development projects that are ‘ready to build’ range
from €50-400k/MW depending on country and technology type
(i.e. solar, wind, or standalone battery storage)
The valuer assigns a discount (~10-95%) to the multiple that it
considers appropriate as the project moves towards ‘ready to
build’ stage. For projects that are early to mid-stage of the
development lifecycle, only a small percentage of the ‘ready to
build’ value is captured with the majority of value being
recognised as projects get close to ‘ready to build’ stage.
Platform premium of ~1% applied
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international for portfolios) and setting management long term incentives for some portfolio companies
Independent valuation summary - Renewables
FX Rates: NZD/USD: 0.6350 NZD/EUR: 0.5689 NZD/AUD: 0.9187 NZD/GBP: 0.4746
1.Longroad Equity Value adjusted for committed but uncalled capital included in the independent valuation
2.Assets that are expected to achieve FNTP in the next three calendar years
September 2024 valuationMarch 2024 valuation
September 2024 valuation
Valuation methodology
Key valuation assumptions

31
Primary valuation methodology: DCF using
FCFE (with a cross check to comparable
companies and precedent transactions)
Forecast period: 20 years (2044)
Enterprise value: NZ$1,602m
Equity value: NZ$945m (IFT share
NZ$623.7m)
Risk free rate: 4.85%
Asset beta: 0.625
Cost of equity: 11.75%
Terminal growth rate: 2.5%
Wellington Airport (66%) –
NZ$624m
RHCNZ (50.0%) – NZ$614m
Primary valuation methodology: DCF using
FCFE (with a cross check to comparable
companies and precedent transactions)
Forecast period: 12 years (2036)
Enterprise value: NZ$1,678m (NZ$1,648m in
March 2024)
Equity value: NZ$1,228m (NZ$1,205m in
March 2024)
Risk free rate: 4.2% (4.5% in March 2024)
Asset beta: 0.67
Cost of equity: 12.1% (11.9% in March 2024)
Terminal growth rate: 3.5%
Qscan (57.6%) – A$388.0m
(NZ$424.6m)
Primary valuation methodology: DCF using
FCFE (with a cross check to comparable
companies and precedent transactions)
Forecast period: 10 years (2034)
Enterprise value: A$915.9m (A$903.4 million
in March 2024)
Equity value: A$673.4 (A$656.3m in March
2024)
Risk free rate: 3.95%
Asset beta: 0.80
Cost of equity: 13.85%
Terminal growth rate: 3.1%
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international for portfolios) and setting management long-term incentives for some portfolio companies
Independent valuation summary – Airports & Healthcare
RetireAustralia (50%) – A$450.5m
(NZ$492.9m)
Primary valuation methodology: DCF using
FCFF (with a cross check to comparable
companies and precedent transactions)
Forecast period: 40 years (2064)
Enterprise value: A$1,111.0m (A$1,051.7m in
March 2024)
Equity value: A$900.9m (A$852.8m in March
2024)
Risk free rate: 3.95%
Asset beta: 0.89
Weighted average cost of capital: 11.55%
(blended rate)
The valuer adopts different discount rates for
each segment (i.e. existing, brownfield and
greenfield developments) having regard to the
different risk profiles
Terminal growth rate: 2.5%
Valuation methodology
Key valuation assumptions
FX Rates: NZD/USD: 0.6350 NZD/EUR: 0.5689 NZD/AUD: 0.9187 NZD/GBP: 0.4746
March 2024 valuationSeptember 2024 valuationJune 2024 valuationJune 2024 valuation

32
Portfolio returns
AssetSegmentGeography
Month of Initial
Investment
Duration
(years)
Total capital
invested
1

(NZD)
Total realised
proceeds
2
(NZD)
Total unrealised
proceeds
3

(NZD)
Total value
4

(NZD)
IRR
(NZD)
CDCDigital InfrastructureAustralasia
September 20168.1 555 157 5,237 5,394 37.2%
One NZDigital InfrastructureNew Zealand
July 20195.2 2,851 1,190 3,546 4,736 22.9%
Kao DataDigital InfrastructureUnited Kingdom
August 20213.1 404 - 568 568 17.6%
FortysouthDigital InfrastructureNew Zealand
October 20221.9 212 4 189 193 n/a
Clearvision VenturesDigital InfrastructureUnited States
March 20168.3 92 2 135 136 11.4%
Longroad EnergyRenewable EnergyUnited States
October 20167.9 668 308 1,993 2,301 60.9%
Manawa Energy
5
Renewable EnergyNew Zealand
April 199430.5 395 1,536 800 2,336 17.4%
Gurīn EnergyRenewable EnergyAsia
July 20213.2 128 1 246 247 58.9%
GalileoRenewable EnergyEurope
February 20204.6 123 - 245 245 40.3%
Mint RenewablesRenewable EnergyAustralia
December 20221.8 16 - 16 16 n/a
RHCNZ Medical ImagingHealthcareNew Zealand
May 20213.3 425 63 614 677 16.4%
Qscan GroupHealthcareAustralia
December 20203.8 328 2 436 439 8.4%
RetireAustraliaHealthcareAustralia
December 20149.8 365 32 490 522 4.6%
Wellington AirportAirportsNew Zealand
November 199825.9 96 641 624 1,264 17.0%
Infratil PropertyOtherNew Zealand
December 200716.8 100 104 112 217 11.0%
Notes:
1.Total capital invested is equal to the sum of all capital invested by Infratil into the asset during the holding period, and consists of initial capital contributions, shareholder loan contributions, capital calls, and
acquisition of management shares vesting under LTI schemes
2.Total realised proceeds is equal to the sum of all distributions received by Infratil during the holding period and consists of capital returns, shareholder loan interest payments, shareholder loan principal payments,
dividends, and subvention payments.
3.Total unrealised proceeds is equal to the valuation of Infratil’s stake in each of its assets. These valuations are aligned to Infratil asset values as summarised on page 28
4.Total value is equal to total realised proceeds plus total unrealised proceeds
5.A non-cash benefit equal to the value of Infratil’s share of Tilt on split from Trustpower has been recognised in Total realised proceeds for Manawa to capture the value of the embedded option within Manawa

33
Incentive fee overview
The net incentive fee accrual for 30 September 2024 is $93.6 million
No recent independent valuations are available for Kao Data or Gurīn Energy so no incentive fee has been accrued for these assets
Valuations for the purposes of the incentive fee are calculated net of estimated costs of disposal and any potential capital gains taxes
Strong independent valuation uplift in CDC offset by slower valuation growth in Longroad results in a net incentive fee accrual of $93.6 million for HY25
Incentive fees
30 September ($millions)
FY24 Incentive
Fee Valuation
CapitalFXDistributionsHurdle
HY25 Incentive
Fee Valuation
Incentive Fee
Annual Incentive Fee
CDC
4,399.3 (17.0)- 19.2 (264.0)5,212.0 110.2
Longroad Energy
1,503.1 (50.4)7.7 - (93.5)1,582.5 (11.4)
Galileo
237.1 (13.6)- - (15.1)241.3 (4.9)
RetireAustralia
454.1 - - 2.3 (27.1)479.6 0.1
Qscan
407.8 - - - (24.5)432.1 (0.0)
Initial Incentive Fee
Mint Renewables(16.2)- - (1.9)16.2 (0.4)
7,001.4 (97.3)7.7 21.5 (426.2)7,963.7 93.6

34
-
20,000
40,000
60,000
80,000
100,000
120,000
140,000
160,000
180,000
1995199619971998199920002001200220032004200520062007200820092010201120122013201420152016201720182019202020212022202320242025
Accumulated Capital GainAccumulated Dividends
Infratil has delivered a total shareholder return of 23.0% for the year to 30 September 2024 and a 19.3% return over 30.5 years
Total shareholder returns
PeriodTSR
1 - year23.0%
5 – year
23.6%
10 – year
20.0%
20 – year
16.2%
Since inception (30.5 years)
19.3%
Notes:
1.The accumulation index assumes that $1000 were invested in Infratil’s IPO and that an investor reinvests all dividends at the time of receipt and participates in any equity raises or rights offerings so that they neither
take any money out or invest any new money into Infratil
2.Accumulated dividends represents the total value of dividends received by the investor

35
Period ended 30 September ($Millions)Share20232024
CDC
48.2%$64.3 $83.7
One NZ
99.8%$225.1 $304.0
Fortysouth
20.0%$5.5 $7.0
Kao Data
52.8%($1.6)$2.4
Manawa Energy
51.1%$39.8 $23.3
Longroad Energy
36.5%$34.6 $22.1
RHCNZ Medical Imaging
50.0%$30.7 $31.6
Qscan Group
57.6%$18.2 $23.8
RetireAustralia
50.0%$6.3 $17.3
Wellington Airport
66.0%$33.4 $41.6
Corporate & other
($38.2)($50.5)
Operational EBITDAF
$418.1$506.3
Galileo
38.0%($6.1)($9.0)
Gurīn Energy
95.0%($9.1)($14.4)
Mint Renewables
73.0%($2.9)($4.1)
Development EBITDAF
($18.1)($27.5)
Total continuing operations
$400.0$478.8
Trustpower Retail business51.1%
($0.4) -
Total
$399.6$478.8
Proportionate capital expenditureProportionate EBITDAF
Proportionate capital expenditure and EBITDAF
Period ended 30 September ($Millions)20232024
CDC
$105.6 $436.8
One NZ
$122.4 $125.8
Fortysouth
$2.6 $4.3
Kao Data
$48.7 $37.8
Manawa Energy
$16.3 $13.2
Longroad Energy
$381.3 $448.5
Gurīn Energy
$25.1 $21.7
Galileo
$38.8 $57.8
Mint Renewables
$0.5 $0.3
RHCNZ Medical Imaging
$9.3 $11.8
Qscan Group
$7.4 $6.8
RetireAustralia
$28.5 $36.8
Wellington Airport
$16.3 $22.4
Proportionate Capital Expenditure$802.8 $1,224.0

36
Investment Overview
Further investment into Kao Data to support the growth of the business as it invests in
its Slough and Harlow data centres as well as progresses work on its Manchester site
Longroad equity injections have been used to support new projects as they reach full
notice to proceed and begin construction
Investment into Gurīn, Galileo, and Mint Renewables is used to support platform
growth and investment into capital projects and to support the growth of capability
within the assets
Period ended 30 September ($Millions)20232024
CDC$34.8 $16.9
One NZ$1,800.0 $20.0
Kao Data$136.3 $11.5
Fortysouth- -
Longroad Energy$50.3 $49.7
Gurīn Energy$45.6 $23.8
Galileo$23.0 $13.4
Mint Renewables$1.8 $6.0
RHCNZ Medical Imaging- -
Qscan- -
Clearvision$16.3 $4.0
Infratil Investment$2,108.1 $145.3
Infratil has undertaken relatively modest direct investment to support the growth of its assets. We expect investment will
increase significantly in the second half of the financial year
Infratil investment

37
Overview
Proportionate EBITDAF is an unaudited non-GAAP (‘Generally Accepted Accounting
Principles’) measure of financial performance, presented to provide additional insight
into management’s view of the underlying business performance.
Specifically, in the context of operating businesses, Proportionate EBITDAF provides a
metric that can be used to report on the operations of the business (as distinct from
investing and other valuation movements).
Period ended 30 September ($Millions)
20232024
Net profit after tax (‘NPAT’)
1,189.5(206.4)
Less: Associates
1
equity accounted earnings
(140.9)(107.0)
Plus: Associates
1
proportionate EBITDAF
153.0123.5
Less: minority share of subsidiary
2
EBITDAF
(113.6)(89.7)
Plus: share of acquisition or sale-related transaction costs
14.81.5
Plus: one-off restructuring costs (including Fibreco)
-3.9
Net loss/(gain) on foreign exchange and derivatives
(55.1)61.7
Net realisations, revaluations and impairments
(1,073.0)(4.0)
Discontinued operations
0.6-
Underlying earnings
(24.7)(216.5)
Plus: Depreciation & amortisation
180.7321.7
Plus: Net interest
155.1206.1
Plus: Tax
51.677.8
Plus: International Portfolio Incentive fee
37.489.7
Proportionate EBITDAF
400.0(478.9)
Earnings reconciliation

38
Gearing and credit metrics are monitored across the portfolio in aggregate and at the
individual portfolio company level
One NZ completed a refinancing of its debt package during HY25, upsizing debt
capacity and securing improved commercial terms
CDC successfully raised $1.5 billion raised through the US Private Placement (USPP)
and Asian Term Loan markets in the period. As previously signalled CDC will require
further investment from shareholders over the next 18 months to fund its accelerated
growth while maintaining disciplined capital management and credit metrics
EBITDAF based leverage metrics not appropriate for Longroad, RetireAustralia and
Kao Data based on industry segment and current operating models
In addition to the below metrics, Wellington Airport maintains a BBB S&P credit rating
(stable outlook)
Exposure to interest rates is monitored across each portfolio company and managed
within approved treasury policy limits. 74% of drawn debt was hedged on a fixed rate
basis as at
30 September 2024 and expected to remain in compliance with defined hedging policy
bands typically out to 5 years or more across the Infratil portfolio
Portfolio company debt
30 September 2024Gearing
1
Net Debt /
EBITDA
2
% of drawn
debt hedged
CDC
3
25.9%9.8 80%
One NZ29.8%3.0 58%
Fortysouth43.1%12.3 89%
Kao Data18.4%n/a 71%
Manawa Energy
4
23.2%4.377%
Longroad Energy
5
9.2%n/a 90%
Galileo
6
-n/a n/a
Gurīn Energy
7
-n/a n/a
Mint Renewables
8
-n/a n/a
RHCNZ Medical Imaging26.6%3.7 72%
Qscan Group23.8%3.0 74%
RetireAustralia18.9%n/a 84%
Wellington Airport42.0%5.8 82%
Value Weighted Average of
Portfolio Companies
9
28.0%74%
Notes:
1.Gearing calculated as total net debt / total capital based on most recent independent valuations, listed equity value or book value at 30 September 2024
2.Unless otherwise stated EBITDAF definitions based on pre IFRS16 and allowable pro forma adjustments under financing arrangements for each Portfolio Company rounded to 1 decimal place.
3.CDC leverage metric applies September 2024 run rate EBITDA annualised and includes Shareholder Loans in Net Debt.
4.Manawa Net Debt / EBITDA includes impact of challenging trading conditions and a material bad debt during FY25, this metric is expected to normalise in FY26.
5. Longroad % of drawn debt hedged is based on non-recourse term debt but excludes construction and working capital facilities.
6,7,8 Holding company Net Debt position, excludes non-recourse project finance borrowing
9 Calculated based on IFT’s value weighted, proportionate share of Total Net Debt /Total Capital across all portfolio companies
Overview

---

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
28 November 2024
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 due 13
December 2030 ("New Bonds"), 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 Terms Sheet released via the NZX.
Except for the interest rate and the maturity date, the New Bonds will have identical rights, privileges,
limitations and conditions as:
• 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 an interest rate of 6.78% per annum and
which are currently quoted on the NZX Debt Market under the ticker code IFT270;
• Infratil's bonds maturing on 31 July 2029, which have an interest rate of 6.90% per annum and which
are currently quoted on the NZX Debt Market under the ticker code IFT330;
• Infratil's bonds maturing on 15 December 2029, which have a current interest rate of 7.78% per
annum (further rate reset on 15 December 2024 and annually thereafter) and which are currently
quoted on the NZX Debt Market under the ticker code IFTHC;
• 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;
• Infratil's fixed rated bonds maturing on 15 March 2031, which have an interest rate of 7.08% per
annum and which are currently quoted on the NZX Debt Market under the ticker code IFT340; and
• Infratil's fixed rate bonds maturing on 17 December 2031, which have an interest rate of 7.06% per
annum and which are currently quoted on the NZX Debt Market under the ticker code IFT350,

(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,
Infratil Treasurer on +64 4 550 5432
Authorised for release by:
Brendan Kevany
Infratil Company Secretary

AUD FX Rate for the FY2025 Interim Dividend Ongoing Disclosure Notice - A Urlwin

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.