Chorus Limited/Announcement
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Chorus launches Capital Notes offer

Debt Issuance25 May 2025CNUCommunication Services

Chorus Limited
Level 10, 1 Willis Street

P O Box 632

Wellington

New Zealand


Email: company.secretary@chorus.co.nz






STOCK EXCHANGE ANNOUNCEMENT


26 May 2025



Chorus launches Capital Notes offer


Further to the announcement on 23 May 2025 by Chorus Limited (Chorus) that it had

lodged a replacement Product Disclosure Statement for the offer of up to $170 million of

unsecured, subordinated, redeemable, cumulative, interest-bearing capital notes (Capital

Notes) to investors in New Zealand (Offer), the Offer opens today, 26 May 2025, and is

expected to close at 11.00am on 29 May 2025.

The Capital Notes will have a 31 year term, maturing on 6 June 2056, but may be

redeemed early in certain circumstances from 6 March 2031, or earlier for tax or rating

agency reasons.

The Interest Rate will be fixed for an initial period of 6 years, after which it will be reset on

each Reset Date (6 years after the Issue Date and every 5 years after that), unless

redeemed earlier by Chorus. Chorus may, in its absolute discretion, defer any payment of

interest on the Capital Notes for up to 5 years.

The Interest Rate until the First Reset Date (6 June 2031) will be the greater of:

• the sum of the 6 Year Benchmark Rate on the Rate Set Date (29 May 2025) plus

the Initial Margin; and

• the Minimum Initial Interest Rate.

The Minimum Initial Interest Rate is 5.50% per annum. The Minimum Initial Interest Rate

only applies to the determination of the initial Interest Rate. It does not apply to the

determination of the Interest Rate when it is reset on any Reset Date.

The indicative Initial Margin range for the Capital Notes is 2.10% to 2.25% per annum.

The actual Initial Margin (which may be above or below the indicative Initial Margin range)

and the initial Interest Rate will be determined on the Rate Set Date following a bookbuild

process and will be announced by Chorus via NZX on or about that date.

The Capital Notes have been assigned a credit rating of BB+ by S&P Global Ratings

(S&P), which is two notches below S&P’s issuer credit rating for Chorus reflecting their

subordination and the potential for interest payments to be deferred. The Capital Notes

have been assigned a credit rating of Baa3 by Moody’s Investors Service, Inc (Moody’s).

This is one notch below Moody’s issuer credit rating for Chorus.

The Capital Notes are expected to be issued on 6 June 2025 and quoted on the NZX Debt

Market on 9 June 2025.



Details of the Offer and the Capital Notes are contained in the replacement PDS, which is

available on the Disclose register at www.disclose-register.companiesoffice.govt.nz (offer

number OFR13938). Updated copies of the indicative terms sheet and investor

presentation have also been provided to NZX with this announcement.

Investors can register their interest by contacting any of the Joint Lead Managers (as

detailed below) or their usual financial advice provider.

For further information please contact:


Arranger and Joint Lead Manager

Forsyth Barr Limited: 0800 367 227


Joint Lead Manager

Bank of New Zealand: 09 924 9602


Authorised by:

Drew Davies

Chief Operating Officer


ENDS


For further information:



Brett Jackson

Investor Relations Manager

Phone: +64 4 896 4039

Mobile: +64 (27) 488 7808

Email: brett.jackson@chorus.co.nz


Nathan Beaumont

Head of Corporate Relations

Phone: +64 (4) 896 4352

Email. Nathan.Beaumont@chorus.co.nz

---

Capital Notes
Indicative terms sheet

26 May 2025

26 May 2025
This indicative terms sheet (Terms Sheet) sets out the key terms of an offer (Offer) by Chorus Limited (Chorus) of up to

NZ$170 million of unsecured, subordinated, redeemable, cumulative, interest-bearing capital notes maturing on 6 June 2056

(Capital Notes).

This Terms Sheet is a summary only. It should be read together with the replacement product disclosure statement for the

Capital Notes (PDS) dated 23 May 2025. The PDS is available free of charge on the online Disclose Register maintained by the

Companies Office at www.disclose-register.companiesoffice.govt.nz/ (offer number OFR13938) or can be obtained from the

Joint Lead Managers or your usual financial advice provider.

Investors should carefully consider the features of the Capital Notes which differ from the features of a standard senior bond.

Those features include the ability of Chorus to defer interest, optional redemption rights for Chorus, margin step-ups and the

subordinated nature of the Capital Notes.

Investors must obtain, and should read and carefully consider, a copy of the PDS (including the key risks discussed in section 6

of the PDS) before they apply for Capital Notes.

Unless the context otherwise requires, capitalised terms used in this Terms Sheet have the same meaning given to them in the PDS.

Indicative terms sheet

2Capital Notes - Indicative Terms Sheet

Key terms of the Offer
IssuerChorus Limited (Chorus).

DescriptionThe Capital Notes are unsecured, subordinated, redeemable, cumulative, interest-bearing debt securities.

RankingIn a liquidation of Chorus, each Capital Note gives the Noteholder the right to payment of an amount equal to the

Principal Amount plus all accrued but unpaid interest. The right of Noteholders to payment of this amount will rank:


be

hind the claims of all creditors of Chorus (including under Chorus’ bank debt, senior bonds, Euro Medium

Term Notes, Australian Medium Term Notes, the Senior Portion of the Crown Funding Debt Securities, and

any amounts owing to unsubordinated general and trade creditors, as well as indebtedness preferred by law

and secured indebtedness), except for the claims and rights described below;

•equally with the claims of other Noteholders and holders of any other unsecured and subordinated

indebtedness of Chorus that rank equally with the Capital Notes; and

•ahead of the rights of National Infrastructure Funding and Financing Limited in respect of its Subordinated

Portion of its Crown Funding Debt Securities and its Crown Funding Equity Securities, Chorus’ shareholders

and holders of any other securities or obligations of Chorus that rank behind the Capital Notes.

In a liquidation of Chorus, it is unlikely that there will be surplus assets available for the liquidator to pay all amounts

owing to Noteholders in respect of the Capital Notes.

PurposeProceeds of the Offer will be used to fund the repayment and redemption of Crown Funding Securities due

30 June 2025.

No guarantee Chorus is the issuer and the sole obligor in respect of the Capital Notes. No other person guarantees the

Capital Notes.

Further indebtednessChorus may incur further debt without the consent of Noteholders. This means Chorus may, at any time, incur

further debt that ranks equally with, or in priority to, the Capital Notes.

Equity content

S&P Global Ratings has assigned “intermediate” equity content to the Capital Notes. Where such equity content is

assigned, S&P Global Ratings will consider that the Capital Notes comprise 50% equity when calculating its

f

inancial ratios for Chorus*.

The equity content is expected to fall to 0% from 6 June 2031.

Moody’s Investors Service,

Inc has assigned Basket ‘M’ equity treatment. Where such equity treatment is assigned,

Moody’s Investors Service, Inc will consider that the Capital Notes comprise 50% equity when calculating its

financial ratios for Chorus.

The equity content is

expected to fall to 0% from 6 June 2046.

Capital structureChorus believes that hybrid securities such as the Capital Notes that are assigned an equity content are an effective

capital management tool. Chorus intends to maintain such instruments as a key feature of its capital structure

going forward.

Credit ratingsChorus issuer credit ratingCapital Notes issue credit rating

S&P Global RatingsBBB (Stable)BB+

Moody’s Investors Service, IncBaa2 (Stable)Baa3

S&P Global Ratings’ issue credit rating of the Capital Notes is two notches below S&P Global Ratings’ issuer

credit rating for Chorus. One notch is deducted due to the Capital Notes being subordinated and a second

notch due to the potential for interest payments to be deferred.

Moody’s Investors Service, Inc’s issue credit rating of the Capital Notes is Baa3. This is one notch below Moody’s

Investors Service, Inc’s issuer credit rating for Chorus.

A credit rating is an independent opinion of the capability and willingness of an entity to repay its debts (in other

words, its creditworthiness). It is not a guarantee that the financial product being offered is a safe investment. A credit

rating should be considered alongside all other relevant information when making an investment decision.

A credit rating is not a recommendation by any rating organisation to buy, sell or hold Capital Notes. The above

issuer credit ratings are current as at the date of this Terms Sheet and may be subject to suspension, revision or

withdrawal at any time by the assigning rating organisation.

* S&P will treat any amount exceeding its 15% hybrid capitalisation threshold as 100% debt in its adjusted credit metrics.

3Capital Notes - Indicative Terms Sheet

Issue amountUp to NZ$170 million.
The Offer is not underwritten.

Te rm 31 years (maturing 6 June 2056 (Maturity Date)) unless redeemed earlier.

Reset DatesThe First Reset Date for the Capital Notes is the date that is six years after the Issue Date (6 June 2031). There is

a further Reset Date every five years after that.

First Step-up Date6 June 2036 (11 years after the Issue Date) unless redeemed earlier.

Second Step-up Date6 June 2051 (26 years after the Issue Date) unless redeemed earlier.

Issue price and

Principal Amount

NZ$1.00 per Capital Note.

Interest RateThe Interest Rate will be fixed for an initial period of six years, after which it will be reset on each Reset Date (if

not redeemed prior).

The Interest Rate from the Issue Date until the First Reset Date (6 June 2031) will be the greater of:

• the sum of the 6 Year Benchmark Rate on the Rate Set Date (29 May 2025) plus the Initial Margin; and


• the Minimum Initial Interest Rate.

The initial Interest Rate and the Initial Margin will be announced by Chorus via NZX on or about the Rate Set Date.

If not redeemed prior, the Interest Rate to apply from the First Reset Date, and each subsequent Reset Date up

to (but excluding) the next Reset Date will be the sum of the 5 Year Benchmark Rate on the relevant Reset Date

plus the Applicable Margin.

The Applicable Margin means:

• from (and including) the First Reset Date to (but excluding) the First Step-up Date (6 June 2036), the Initial

Margin;

• from (and including) the First Step-up Date to (but excluding) the Second Step-up Date (6 June 2051), the

Initial Margin plus 0.25% per annum; and

• from (and including) the Second Step-up Date, the Initial Margin plus 1.00% per annum.

If not redeemed prior, when the Interest Rate is reset on a Reset Date, the new Interest Rate will be announced

by Chorus via NZX on or about the relevant Reset Date.

Minimum Initial

Interest Rate

5.50% per annum.

The Minimum Initial Interest Rate only applies to the determination of the initial Interest Rate. It does not apply

to the determination of the Interest Rate when it is reset on any Reset Date.

6 Year

Benchmark Rate

The mid-market NZD swap rate for a 6 year term commencing on the Issue Date, determined according to

market convention on the Rate Set Date, with reference to Bloomberg page ‘ICNZ4’ (or any successor page) and

expressed as a percentage rate per annum on a quarterly basis (rounded to two decimal places, if necessary,

with 0.005 rounded up).

5 Year

Benchmark Rate

The mid-market NZD swap rate for a 5 year term commencing on the relevant Reset Date (or if that is not

a Business Day, on the immediately following Business Day (unless that falls in the next calendar month, in

which case it shall instead be on the immediately preceding Business Day)), determined according to market

convention at or around 11.00am New Zealand time on the Reset Date, with reference to Bloomberg page

‘ICNZ4’ (or any successor page) and expressed as a percentage rate per annum on a quarterly basis (rounded to

two decimal places, if necessary, with 0.005 rounded up).

Initial MarginThe indicative Initial Margin range for the Capital Notes is 2.10-2.25% per annum.

The actual Initial Margin for the Capital Notes (which may be above or below the indicative Initial Margin range)

will be determined by Chorus (in consultation with the Joint Lead Managers) through the Bookbuild and will be

announced by Chorus via NZX on or about the Rate Set Date.

Payment of interestInterest will be payable in equal amounts on each scheduled Interest Payment Date.

If the Capital Notes are redeemed on a date that is not a scheduled Interest Payment Date, the interest payable

on the date of redemption will be calculated on the basis of the number of days from (and including) the

previous Interest Payment Date to (but excluding) the date of redemption.

Interest payments will be made to the Noteholder on the relevant Record Date.

4Capital Notes - Indicative Terms Sheet

Interest Payment DatesInterest is scheduled to be paid quarterly in arrear on 6 March, 6 June, 6 September and 6 December in each
year during the term of the Capital Notes and on the date on which the Capital Notes are repaid. Interest

accrues on the Capital Notes from (and including) the Issue Date until (but excluding) the date on which they

are redeemed.

The First Interest Payment Date is 6 September 2025.

Discretionary deferral

of interest

Chorus may, in its absolute discretion, defer any payment of interest on the Capital Notes for up to five years.

If any interest payment is deferred, the unpaid interest will remain owing and will itself bear interest.

Chorus’ right to defer interest does not apply to interest that is due to be paid on the Maturity Date or on any

other date on which Chorus has elected to redeem Capital Notes.

Deferral of interest is not an Event of Default.

See section 3 of the PDS (Terms of the Offer) for more information.

Distribution Stopper While any unpaid interest is outstanding, Chorus must not:

• pay any dividend on, or make any other distribution in respect of, any of their ordinary shares or any of their

other securities or obligations that rank, in liquidation, pari passu or after the Capital Notes; or

• acquire, redeem or repay any of their ordinary shares or any of their other securities that rank, in liquidation, pari

passu or after the Capital Notes (or provide financial assistance for the acquisition of such shares or securities).

These are the “Restrictions on Deferral”.

See section 3 of the PDS (Terms of the Offer) for more information.

Optional early

redemption by Chorus

Chorus may choose to redeem the Capital Notes early in certain circumstances.

Chorus may choose to redeem all or some of the Capital Notes:

• on any date falling in the period of three months prior to the First Reset Date;

• on any Reset Date;

• on any Interest Payment Date after a Reset Date; or

• at any time if a Tax Event or Rating Agency Event occurs.

Chorus may choose to redeem all (but not some only) of the Capital Notes at any time if there are less than

100 million Capital Notes on issue.

If Chorus chooses to redeem some (but not all) of the Capital Notes early, at least 100 million Capital Notes

must remain outstanding after the partial redemption. Any partial redemption will be done on a proportionate

basis but may include adjustments to take account of the effect on marketable parcels and other logistical

considerations.

See section 3 of the PDS (Terms of the Offer) for more information.

Mandatory redemptionChorus must redeem all the Capital Notes on the Maturity Date.

If an Event of Default occurs and is continuing, the Supervisor may (and must if directed by a Noteholder

Extraordinary Resolution) declare the Principal Amount and any accrued interest of the Capital Notes due and

payable.

Tax EventIn summary, a Tax Event will occur if Chorus receives an opinion from a reputable legal counsel or other

reputable tax adviser that, as a result of an amendment, change or clarification of the legislation, regulation,

etc., the interest payments on the Capital Notes would no longer be fully deductible for tax purposes.

Rating Agency EventIn summary:

• Chorus receives notice from a Rating Agency that, as a result of a change of criteria, the Capital Notes will

no longer have the same equity content classification from that Rating Agency as they had immediately

prior to the change in criteria; or

• Chorus ceases to hold an issuer credit rating from at least one Rating Agency.

Rating AgencyS&P Global Ratings or Moody’s Investors Service, Inc.

5Capital Notes - Indicative Terms Sheet

Events of DefaultIn summary:
• Chorus fails to pay any deferred interest (plus all accrued but unpaid interest on the deferred interest) by the

fifth anniversary of its original deferral and such non-payment is not remedied within three Business Days;

• Chorus fails to comply with the Restrictions on Deferral;

• Chorus fails to pay any amount required to be paid on the redemption of the Capital Notes and such non-

payment is not remedied within two Business Days; or

• an insolvency event of Chorus occurs.

Amount payable

on redemption or

purchase

If the Capital Notes are redeemed:

• on the Maturity Date;

• on any date falling in the period of three months prior to the First Reset Date;

• following an Event of Default;

• on a Reset Date; or

• at any time if a Tax Event occurs or there are less than 100 million Capital Notes on issue,

Noteholders will receive an amount equal to the Principal Amount ($1.00), any Unpaid Interest and all accrued

but unpaid interest for each Capital Note repaid or purchased.

If the Capital Notes are redeemed:

• on any Interest Payment Date after a Reset Date; or

• at any time if a Rating Agency Event occurs,

Noteholders will receive an amount equal to the greater of:

• the Principal Amount, any Unpaid Interest and all accrued but unpaid interest; or

• the market price of the Capital Note (as determined in accordance with the Supplemental Deed) which will

include accrued interest at the relevant time,

for each Capital Note repaid.

Record DateIn relation to payments of interest, the close of business on the 10

th

day before the relevant scheduled Interest

Payment Date (prior to any adjustment to the Interest Payment Date to fall on a Business Day). If at any time the

Record Date is not a Business Day, then the Record Date will be the immediately preceding Business Day.

Minimum application

amount

NZ$5,000 with multiples of NZ$1,000 thereafter.

Transfer restrictionsCapital Notes may only be transferred in aggregate Principal Amount multiples of NZ$1,000 and after any

transfer the transferor and the transferee must each hold Capital Notes with an aggregate Principal Amount of

no less than NZ$5,000, or no Capital Notes.

NZX Debt Market

quotation

Chorus intends to have the Capital Notes quoted on the NZX Debt Market. NZX ticker code CNU050 has been

reserved for the Capital Notes.

NZX takes no responsibility for the content of this Terms Sheet or the PDS.

NZX is a licensed market operator and the NZX Debt Market is a licensed market under the Financial Markets

Conduct Act 2013.

ISINNZCNUDT007C7

Business DaysA day (other than a Saturday or Sunday) on which banks are generally open for business in Auckland and

Wellington.

If a payment date is not a Business Day, Chorus will make payment on the next Business Day, but no adjustment

will be made to the amount of interest payable.

Governing lawNew Zealand.

Who may apply for

Capital Notes

Only clients of the Joint Lead Managers and other Primary Market Participants and approved financial

intermediaries invited to participate in the Bookbuild can apply for the Capital Notes.

Securities RegistrarComputershare Investor Services Limited.

SupervisorThe New Zealand Guardian Trust Company Limited.

6Capital Notes - Indicative Terms Sheet

ArrangerForsyth Barr Limited.
Joint Lead ManagersBank of New Zealand and Forsyth Barr Limited.

BrokerageChorus will pay retail brokerage of 0.50% and firm allocation fees of 0.50% to Primary Market Participants and

approved financial intermediaries (as applicable).

Selling restrictionsThe PDS only constitutes an offer of Capital Notes in New Zealand.

Chorus has not taken and will not take any action which would permit a public or regulated offering of Capital

Notes, or possession or distribution of any offering material in respect of the Capital Notes, in any country or

jurisdiction other than New Zealand.

The Capital Notes may only be offered for sale or sold in compliance with all applicable laws and regulations in

any country or jurisdiction in which they are offered, sold or delivered.

Non-relianceThis Terms Sheet does not constitute a recommendation by the Arranger, 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 Capital Notes.

The Arranger, the Joint Lead Managers and the Supervisor have not independently verified the information

contained in this Terms Sheet. None of the Arranger, the Joint Lead Managers, the Supervisor nor their

respective directors, officers, employees, agents or advisers gives any warranty or representation that this

Terms Sheet is accurate or reliable and they take no responsibility for it.

7Capital Notes - Indicative Terms Sheet

Key dates
Lodgement of replacement PDS Friday, 23 May 2025

Opening DateMonday, 26 May 2025

Closing DateThursday, 29 May 2025 at 11.00am

Rate Set DateThursday, 29 May 2025

The initial Interest Rate and Initial Margin for the Capital Notes will

be determined and announced on this date.

Issue Date and allotment dateFriday, 6 June 2025

Expected date of initial quotation and trading

of the Capital Notes on the NZX Debt Market

Monday, 9 June 2025

First Reset Date6 June 2031

First Step-up Date6 June 2036

Second Step-up Date6 June 2051

Maturity Date6 June 2056

The Opening Date and the Closing Date may change. Chorus has the right in its absolute discretion to change the Opening

Date and/or the Closing Date to be earlier or later. If Chorus changes the Opening Date and/or the Closing Date, the changes

will be announced as soon as reasonably practicable by Chorus via NZX. If the Closing Date is changed, other key dates may

be changed accordingly.

Chorus reserves the right to cancel the Offer and the issue of the Capital Notes.

8Capital Notes - Indicative Terms Sheet

Other information
Contact details

Arranger and Joint Lead Manager

Forsyth Barr Limited

Level 22, NTT Tower

157 Lambton Quay

Wellington 6011

Phone: 0800 367 227

Legal advisers to Chorus

Chapman Tripp

Level 34/15 Customs Street West

Auckland 1010

Issuer

Chorus Limited

Level 10, 1 Willis Street

Wellington 6011

PO Box 632

Wellington 6140

Phone: 0800 600 100

Securities Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland 0622

Private Bag 92119

Victoria Street West

Auckland 1142

Phone: +64 9 488 8700

Supervisor

The New Zealand Guardian Trust Company Limited

Level 6, 191 Queen Street

Auckland 1010

The terms and conditions of the Capital Notes are set out in

the Trust Deed, as supplemented by the Supplemental Deed.

Noteholders are bound by, and are deemed to have notice of,

the Trust Deed, as supplemented by the Supplemental Deed.

You can obtain a copy of the Trust Deed and Supplemental

Deed from the Disclose Register at www.disclose-register.

companiesoffice.govt.nz (offer number OFR13938).

Before making any investment decision, you should consider

the suitability of an investment in the Capital Notes in light

of your individual risk profile for investments, investment

objectives and personal circumstances (including financial

and taxation issues) and consult your financial advice provider.

Joint Lead Manager

Bank of New Zealand

Level 6, BNZ Place

80 Queen Street

Auckland 1010

Phone: +64 9 924 9602

9Capital Notes - Indicative Terms Sheet

Directory
Registered Offices

NEW ZEALAND

Level 10, 1 Willis Street

Wellington, New Zealand

Phone: +64 800 600 100

AUSTRALIA

C/– MUFG Corporate Governance Pty Limited

Level 41, 161 Castlereagh Street,

Sydney, NSW 2000, Australia

Phone: +61 2 8280 7355

https://company.chorus.co.nz/investors/services/bond-and-noteholders

ARBN 152 485 848

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CAPITAL NOTES OFFER MAY 2025
1

Joint Lead Managers:

CAPITAL NOTES OFFER MAY 2025
Disclaimer

2

Please read carefully before the rest of this presentation

This presentation has been prepared by Chorus Limited (“Chorus” or the “Issuer”) in relation to the offer of unsecured, subordinated, redeemable,

cumulative, interest-bearing capital notes described in this presentation (“Capital Notes”). The offer of the Capital Notes is made in the replacement product

disclosure statement dated 23 May 2025 (“PDS”), which has been lodged in accordance with the Financial Markets Conduct Act 2013 (“FMCA”). The PDS is

available through https://disclose-register.companiesoffice.govt.nz/or by contacting Bank of New Zealand or Forsyth Barr Limited (“Joint Lead Managers”)

or any other Primary Market Participant, and must be given to investors before they decide to acquire any Capital Notes. No applications will be accepted or

money received unless the applicant has been given the PDS. Capitalised terms used but not defined in this presentation have the meanings given to them in

the PDS.

Investors should carefully consider the features of the Capital Notes which differ from the features of a standard senior bond. Those features include the ability

of Chorus to defer interest, optional redemption rights for Chorus, margin step-ups and the subordinated nature of the Capital Notes.

Application has been made to NZX for permission to quote the Capital Notes on the NZX Debt Market and all the requirements of NZX relating thereto that can

be complied with on or before the distribution of the PDS have been duly complied with. However, NZX accepts no responsibility for any statement in this

document. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the FMCA.

None of the Joint Lead Managers or The New Zealand Guardian Trust Company Limited (“Supervisor”) or any of their respective directors, officers, employees,

affiliates or agents have independently verified the information contained in this presentation. To the maximum extent permitted by law, none of Chorus,

Forsyth Barr Limited (“Arranger”), the Joint Lead Managers, the Supervisor, their respective directors, officers, employees, shareholders, affiliates, agents or

any other person: (a) accept any responsibility or have any liability whatsoever to any person for any loss (including, without limitation, arising from any fault

or negligence) arising from this presentation or its contents or any information supplied in connection with it; (b) authorised or caused the issue of, or made

any statement in, any part of this presentation; and (c) make any representation, recommendation or warranty, express or implied regarding the origin,

validity, accuracy, reasonableness or completeness of any statement or opinion contained in this presentation.

The offer of Capital Notes is being made only in New Zealand. The distribution of this presentation, and the offer or sale of the Capital Notes, may be restricted

by law in certain jurisdictions. Persons who receive this presentation outside New Zealand must inform themselves about and observe all such restrictions.

CAPITAL NOTES OFFER MAY 2025
3

Disclaimer

This presentation:

Includes forward-looking statements. These statements are not guarantees or predictions of future performance. They involve known and unknown risks,

uncertainties and other factors, many of which are beyond Chorus’ control, and which may cause actual results to differ materially from those contained in

this presentation.

Includes statements relating to past performance which should not be regarded as reliable indicators of future performance.

Is current at the date of this presentation, unless otherwise stated. Except as required by law or the NZX and ASX listing rules, Chorus is not under any

obligation to update this presentation, whether as a result of new information, future events or otherwise.

Should be read in conjunction with Chorus’ audited consolidated financial statements for the year to 30 June 2024 and NZX and ASX market releases.

Includes non-GAAP financial measures including "EBITDA”. These measures do not have a standardised meaning prescribed by GAAP and therefore may

not be comparable to similar financial information presented by other entities. They should not be used in substitution for, or isolation of, Chorus' audited

consolidated financial statements. Chorus monitors “EBITDA” as a key performance indicator and believes it assists investors in assessing the performance

of the core operations of Chorus’ business. “EBITDA” is reconciled in the Notes on page 11 of the HY25 half year financial statements.

Has been prepared with due care and attention. However, Chorus and its directors and employees accept no liability for any errors or omissions.

Contains information from third parties Chorus believes reliable. However, no representations or warranties (express or implied) are made as to the

accuracy or completeness of such information.

This presentation does not constitute investment advice or a securities recommendation and has not taken into account any particular investor’s

investment objectives or other circumstances. Investors are encouraged to make an independent assessment of Chorus and the Capital Notes.

Note that references made to $ within this presentation refer to New Zealand dollars (NZD).

CAPITAL NOTES OFFER MAY 2025
New Zealand's largest fixed

line communications

infrastructure business

Table of Contents

Business overview

Our market context

Fast track to all-fibrefuture

Financial highlights

Transaction summary

Appendices

5-7

8-13

14-18

19-21

22-29

30-38

4

CAPITAL NOTES OFFER MAY 2025
Introducing Chorus

New Zealand’s largest fixed line communications business

•Chorus (CNU) is dual listed on ASX and NZX

•~NZ$3.5bn market cap at 22 May 2025

•strong operating cash flow and financial performance

oEBITDA NZ$700m (FY24)

•proven maintenance of investment grade credit rating

oS&P “BBB” stable; Moody’s “Baa2” stable

•wholesale-only business with ~90 retail service provider customers

•Chorus fibre passes 1.5m addresses, built under public-private-partnership

•~72% uptake today, striving for 80% fibre uptake by 2030

•regulated asset base and revenue cap regime on fibre

•copper network retirement enabling removal of legacy costs

•exploring market adjacencies to leverage our infrastructure assets

•COVID and economic slowdown has proven fibre’s utility value

Key credit highlights

5

•financial flexibility via NZ$450m bank facility and multi-currency bond

programmes (EMTN, AMTN and NZD retail)

CAPITAL NOTES OFFER MAY 2025
New Zealand’s largest digital infrastructure ‘neutral host’

NATIONAL REACH

~22,000km

TRANSPORT FIBRE

400Gbps

400Gbps CAPABLE DWDM

TRANSPORT NETWORK

51

POINTS OF

INTERCONNECT

EXTENSIVE

GEOGRAPHIC

DIVERSITY

62

MESH NODES

400Gbps CAPABLE

80

CORE NODES WITH

FULL DIVERSITY

ACCESS

~180,000km

ACCESS FIBRE

1-10Gbps

LAYER 2 ACCESS

PRODUCTS

DIVERSE POINT-TO-POINT

FIBRE ROUTES

EXTENSIVE ASSET BASE

~60,000km

NATIONWIDE DUCT

NETWORK

200,000

POLES

14,600

ROADSIDE CABINETS

~600

EXCHANGES

(4 EDGECENTRES)

~200,000+ km of total fibre

Connecting

~90

RETAIL SERVICE PROVIDERS

1.2m

HOMES AND BUSINESSES

3,400

MOBILE CELLSITES

2,000+

SMART LOCATIONS

6

CAPITAL NOTES OFFER MAY 2025
7

Our Road to 2030

Growth, Simplicity & Efficiency

PURPOSE

ASPIRATION

BUSINESS

MODEL

CORE

COMPETENCIES

STRATEGIC

PILLARS &

PRIORITIES

Unleashing potential through connectivity. Enabling better futures for Aotearoa

Simplified all fibre business with 80% uptake by 2030

Efficient Network

Operator

Market

Challenger

Infrastructure

Player

Tangible Assets

Regulatory

Management

Go-to-Market

L

Lead

Expand

A

Adapt

P

Pioneer

E

Leading fibre

uptake

Expand

new revenues

Achieve operational

excellence

Pioneer an

all-fibre business

CAPITAL NOTES OFFER MAY 2025CAPITAL NOTES OFFER MAY 2025
8

Our market

context

CAPITAL NOTES OFFER MAY 2025
9

The New Zealand broadband market

0

500,000

1,000,000

1,500,000

2,000,000

NZ broadband market – by retailer

SparkOne

2degrees (incl Vocus)Mercury (incl Trustpower)

ContactOthers

-

500,000

1,000,000

1,500,000

2,000,000

NZ broadband market – by technology

Chorus xDSLChorus mass market fibre

Chorus premium fibreLocal fibre companies (UFB)

Other fibre networksOne cable

Fixed (mobile) wirelessLegacy fixed wireless, satellite

Source: IDC

39%33%

24%

19%

19%

19%

5%

8%

5%

14%

16%

17%

54%

19%

4%

28%

39%

15%

12%

CAPITAL NOTES OFFER MAY 2025
10

Record data use and more peak events


monthly average data usage on fibre increased strongly to 642GB in March 2025 (June 2024: 623GB)


the proportion of fibre connections using more than 1 terabyte of data was 17% (FY24: 16%)


HY25 average daily peak traffic 10% higher than HY24


10 peak traffic events in HY25 vs 4 in HY24

Daily peak traffic on fibre network, July-December

289

642

0

100

200

300

400

500

600

700

Jun-20

Sep-20

Dec-20

Mar-21

Jun-21

Sep-21

Dec-21

Mar-22

Jun-22

Sep-22

Dec-22

Mar-23

Jun-23

Sep-23

Dec-23

Mar-24

Jun-24

Sep-24

Dec-24

Mar-25

CopperFibre

Data

usage

(GB)

* includes upstream traffic

Monthly average data usage per connection*

CAPITAL NOTES OFFER MAY 2025
11

CAPITAL NOTES OFFER MAY 2025
12

• 72% fibre uptake across Chorus fibre area as at Q3 FY25 (target: 80% by 2030)

• 1.1m total fibre connections, with slowing tailwind from copper migration

• growing fibre footprint with 1,525,000 addresses passed

Fibre growth has continued in slower market

29

21

15

-18

-15

-10

-9

-7

-7

-30

-20

-10

0

10

20

30

HY24H2 FY24HY25

Change in mass market connections

in Chorus fibre area (’000s)

FibreCopper broadbandCopper voice

%

uptake

Fibre

connections

Fibre uptake in Chorus fibre area (% of addresses passed)

70.4

70.6

70.8

71

71.2

71.4

71.6

71.8

72

72.2

0

200,000

400,000

600,000

800,000

1,000,000

1,200,000

1,400,000

1,600,000

31-Mar-24 30-Jun-24 30-Sep-24 31-Dec-24 31-Mar-25

Fibre connectionsInactive fibre sockets

Addresses passedFibre uptake (%)

CAPITAL NOTES OFFER MAY 2025
13

Offnet demand drives majority of continued 50Mbps growth


Home Fibre Starter (50Mbps) connections grew by net 9k connections to 77k in Q3 FY25; 66% of

gross adds were from new fibre connections or offnet (up 4% from Q2 FY24), 25% were from higher

speed plans, and 9% from legacy 50Mbps plans


1Gbps+ residential connections grew 2k in Q3 FY25 and comprise 25% of residential plans


business 500Mbps+ connections grew by 6k in Q3 FY25, driven by simplification of business plans as

at Q3 FY25

0

100,000

200,000

300,000

400,000

500,000

600,000

700,000

800,000

900,000

1,000,000

Mar-24 Jun-24 Sep-24 Dec-24 Mar-25

Residential

2Gbps+1Gbps300Mbps200Mbps

100Mbps<100MbpsVoice

0

20,000

40,000

60,000

80,000

100,000

Mar-24 Jun-24 Sep-24 Dec-24 Mar-25

Business

2Gbps+1Gbps500Mbps300Mbps

200Mbps100Mbps<100MbpsVoice

61%

25%

32%

61%

CAPITAL NOTES OFFER MAY 2025CAPITAL NOTES OFFER MAY 2025
14

Fast track to

an all-fibre

future

CAPITAL NOTES OFFER MAY 2025
15

• infrastructure revenues $77m in HY25 (target: annual $180m-$200m by 2030)

• ‘greenfield’ property activity stabilising back at pre-Covid levels (~20k-25k lots p.a.)

• steady growth in data connectivity demand (e.g. smart locations, mobile backhaul, EdgeCentre)

• IoT: proof of value trials with councils/utilities

• Sub sea cable: feasibility work underway on trans-Tasman cable

Driving digital infrastructure revenue growth

CAPITAL NOTES OFFER MAY 2025
16

2028202720262025PQP2

allowances

$210.9m$208.0m$203.6m$197.0mOpex**

$260.0m$261.3m$290.6m$327.6mCapex***

2028202720262025PQP2 MAR

$1,079.7m$1,040.8m$1,001.0m$956.9mFinal MAR

•final maximum allowable revenue (MAR) decision (December 2024) defers $256m of core

fibre asset depreciation from price-quality period 2* (PQP2)

•we expect opening core regulated asset base (RAB) to grow from $4.99bn (Commission

forecast at 13 Dec 2024) to ~$5.4bn through PQP2, based on final capex allowances and core

asset depreciation

*PQP2 is the second regulatory period, determined by the Commission on 28 February 2023 as the 4-year

period from 1 January 2025 to 31 December 2028

** opex allowance excludes ~$20m p.a. of pass-through costs included in MAR. Chorus expects to add $10m-

$20m opex p.a. (to be recovered via wash-up) as copper shuts down in CNU fibre areas

*** capex allowance may increase subject to installation demand and any future incentive proposal

Regulatory certainty on fibre to 2029

CAPITAL NOTES OFFER MAY 2025
17

• shutdown of copper in Chorus fibre areas now expected by end FY26; fewer than 19k lines in service

• 24% reduction in non-fibre area copper lines since Q3 FY24 (target: copper shutdown by 2030)

• Chorus’ ~10k premises fibre rollout is reducing copper further with 2.5k premises ready for service

and 700 connected to date (4.5k expressions of interest)

• Commerce Commission draft recommendation that regulation of copper voice and broadband

services is no longer needed to promote competition. Final report due to Government by end of 2025

Copper retirement is coming into focus

55,000

19,000

22,000

13,000

99,000

75,000

Q3 FY24Q3 FY25

Remaining copper lines

CNU fibre areaLFC fibre areaNon-fibre area

0

2

4

6

8

10

12

Chorus UFB LFC UFB Rest of NZ (non

UFB)

Copper – reactive fault spend by area

H1 FY23H2 FY23H1 FY24H2 FY24H1 FY25

$m

-39%

176,000

107,000

CAPITAL NOTES OFFER MAY 2025
18

Fibre enables a more resilient future

• fibre broadband has a much lower fault rate than copper (~5% vs ~30% per annum) and is widely

recognised as the most energy efficient broadband technology

• Chorus carried 8% more data traffic in FY24, but reduced electricity usage by 3% by removing legacy

equipment

• reduced electricity use and ~87% renewable generation in the NZ electricity grid (March 2024) saw our

FY24 Scope 1 & 2 emissions reduce by 39% against our FY20 base year (target = 62% reduction by

FY30)

CAPITAL NOTES OFFER MAY 2025CAPITAL NOTES OFFER MAY 2025
19

Financial

highlights

CAPITAL NOTES OFFER MAY 2025
20

FY24 overview

CAPITAL NOTES OFFER MAY 2025
21

($m)As at 31 Dec 2024

2,774Borrowings

314+ PV of crown debt securities

(senior portion)

166+ Net leases payable

3,254Sub total

83- Cash

3,171Total net debt

4.54xNet debt/EBITDA*

Leverage: 4.54x net debt/EBITDA

200

500

200

514

820

325

85

105

167

210

85

112

207

364

0

100

200

300

400

500

600

700

800

900

2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036

Crown equity securitiesCrown debt securities

AUD MTNEUR MTN

NZ Bond

NZ $M

Term debt maturity profile


prior periods ND/EBITDA: HY24 4.56x; FY24 4.42x


ratings agency thresholds: S&P 5.0x, Moody’s 5.25x


financial covenants require senior debt ratio to be no greater than 5.5x


borrowings increased $105m from $2,669m (FY24)

oLong-term bank facilities of $450m ($215m drawn)

o~70% of interest rate exposure fixed for 3 years

*based on S&P and bank covenant methodologies

CAPITAL NOTES OFFER MAY 2025CAPITAL NOTES OFFER MAY 2025
22

Transaction

summary

CAPITAL NOTES OFFER MAY 2025
23

Key terms of the Capital Notes

* Application has been made to NZX for permission to quote the Capital Notes on the NZX Debt Market and all the requirements of NZX relating thereto have

been complied with on or before the distribution of the PDS have been duly complied with. However, NZX accepts no responsibility for any statement in the PDS

or this presentation. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the FMCA

Chorus Limited (“Chorus”)

Issuer

Unsecured, subordinated, redeemable, cumulative, interest-bearing debt securities

Description

Proceeds of the offer will be used to fund the partial repayment and redemption of the Crown Funding Securities due 30 June 2025

Purpose

Chorus is the issuer and the sole obligor in respect of the Capital Notes. No other person guarantees the Capital Notes

No guarantee

The Capital Notes will rank equally among themselves and will be subordinated to all other indebtedness of Chorus, other than indebtedness expressed to

rank equally with, or subordinated to, the Capital Notes

Ranking

Capital Notes issue credit ratingChorus issuer credit rating

Credit ratings

BB+BBB (Stable)S&P Global Ratings (“S&P”)

Baa3Baa2 (Stable)Moody’s Investors Service, Inc (“Moody’s”)

S&P’s issue credit rating of the Capital Notes is two notches below S&P’s issuer credit rating for Chorus. One notch is deducted due to the Capital Notes

being subordinated and a second notch due to the potential for interest payments to be deferred

Moody’s issue credit rating of the Capital Notes is Baa3. This is one notch below Moody’s issuer credit rating for Chorus

Up to $170m

Issue amount

31 years (maturing 6 June 2056)

Term

6 June 2031 and every 5 years thereafter

Reset Dates

On any date falling in the period of 3 months prior to the First Reset Date, any Reset Date, any Interest Payment Date after a Reset Date, or at any time if a

Tax Event or Rating Agency Event occurs or if there are less than 100m Capital Notes on issue

Optional early

redemption by Chorus

The initial Interest Rate until the First Reset Date will be set following a bookbuild on 29 May 2025 as the sum of the 6 Year Benchmark Rate on the Rate

Set Date plus the Initial Margin, subject to the Minimum Initial Interest Rate

If not redeemed earlier, on each Reset Date the Interest Rate will be reset to the 5 Year Benchmark Rate on the relevant Reset Date plus the Applicable

Margin

Interest Rate

Payment of interest can be deferred at any time for up to five years at the sole discretion of Chorus, with a distribution stopper in place while any unpaid

interest remains outstanding

Deferred interest is cumulative

Discretionary deferral

of interest

It is expected the Capital Notes will be quoted under the ticker code CNU050 on the NZX Debt Market

Quotation*

CAPITAL NOTES OFFER MAY 2025
24

Interest payments

Interest deferral

An interest payment may be deferred at Chorus’ discretion for up to

5 years

If deferred, the unpaid interest will remain owing and will itself

accrue interest at the prevailing Interest Rate on the Capital Notes

(in aggregate, the “Unpaid Interest”)

If there is any Unpaid Interest outstanding, Chorus shall not:

•pay any dividends, distributions or payments of interest on any

shares or securities ranking in liquidation pari passu with or after

the Capital Notes; or

•acquire, redeem or repay any share or other security ranking in

liquidation pari passu with or after the Capital Notes (or provide

financial assistance for the acquisition of such shares or

securities)

Interest Rate

The Initial Margin and Interest Rate for the period until the First

Reset Date (6 June 2031) will be set following the Bookbuild

If not redeemed prior, the Interest Rate to apply following the First

Reset Date will be the sum of the 5 Year Benchmark Rate on the

relevant Reset Date plus the Applicable Margin

The Applicable Margin means:

•from the First Reset Date to the First Step-up Date (6 June 2036),

the Initial Margin

•from the First Step-up Date to the Second Step-up Date (6 June

2051), the Initial Margin plus 0.25% per annum

•from the Second Step-up Date, the Initial Margin plus 1.00% per

annum

CAPITAL NOTES OFFER MAY 2025
25

Issuer redemption rights

The redemption price will be:

If redemption is on the Maturity Date, following an Event of Default,

on a Reset Date, on any date falling in the period of 3 months prior

to the First Reset Date, where there are less than 100m Capital

Notes on issue or due to the occurrence of a Tax Event:

i) the Principal Amount plus Unpaid Interest plus accrued interest

If redemption occurs on any Interest Payment Date after a Reset

date, or due to the occurrence of a Rating Agency Event, the higher

of:

i) the Principal Amount plus Unpaid Interest plus accrued interest;

and

ii) the market price, which will include accrued interest

A partial redemption will be permitted only to the extent there will

be at least 100m Capital Notes outstanding after the partial

redemption

Chorus must redeem all the Capital Notes on the Maturity Date

The Supervisor may elect (and must elect if directed by a Noteholder

Extraordinary Resolution) to demand repayment of all the Capital

Notes early if an Event of Default occurs which is continuing

Chorus also has a right to redeem all or some Capital Notes:

(i) on any Reset Date

(ii) on any date falling in the period of 3 months prior to the First

Reset Date

(iii) on any Interest Payment Date after a Reset Date

(iv) at any time if a Tax Event or Rating Agency Event occurs

Chorus may also elect to redeem all Capital Notes at any time if

there are less than 100m Capital Notes on issue

CAPITAL NOTES OFFER MAY 2025
26

Early redemption drivers

2046- Year 212051- Year 262031 -Year 62036- Year 11

•Capital Notes are redeemable at

par whereas any subsequent call

between Reset Dates will be at

the higher of par and market

value (unless less than 100m

Capital Notes on issue or due to

the occurrence of a Tax Event)

•S&P equity content expected to

fall to minimal (0%), S&P treats

the Capital Notes as 100% debt

in Chorus’ financial ratios

•The outcomes of not redeeming

are not consistent with the

rationale for the issue

•First Step-up Date, after which

the margin will increase by

0.25% (Applicable Margin =

Initial Margin plus 0.25%)

•Moody’s equity content

expected to fall to 0%, Moody’s

treats the Capital Notes as

100% debt in Chorus’ financial

ratios

•Second Step-up Date, after

which the margin will increase

by 0.75% (Applicable Margin =

Initial Margin plus 1.00%)

•Notwithstanding these early redemption drivers, Chorus considers that hybrid securities that are ascribed equity content, such as the Capital Notes,

will be a key feature of its capital structure going forward

•As such, if Chorus chooses to redeem the Capital Notes early, current expectation is that equivalent replacement securities would be issued to fund

that redemption

CAPITAL NOTES OFFER MAY 2025
27

Chorus Capital Note vs Contact Energy capital bond - summary

1. Expected

2. CEN060 and CEN090 capital bonds currently quoted on NZX Debt Market

3. S&P will treat any amount exceeding its 15% hybrid capitalisation threshold as 100% debt in its adjusted credit metrics

Note this is a high-level summary only, and does not purport to set out or compare all key terms of these issuances

Contact Energy capital bonds

2

Chorus Capital Notes

Unsecured and subordinatedUnsecured and subordinated

Ranking

QuarterlyQuarterly

Interest payments

YesYes

Interest deferral

YesYes

Distribution Stopper

YesYes

Cumulative

30 years31 years

Term

5 years6 years

First Reset Rate

Intermediate (S&P) - 50%

Intermediate

3

(S&P) - 50%

Basket 'M' (Moody’s) - 50%

Equity content

Single step-up:

•0.25% at year 5

Two step-ups:

•0.25% at year 11; plus

•0.75% at year 26 (cumulative 1.00% above Initial Margin)

Step-ups

S&P - year 10

1

S&P - year 6

1

Moody's - year 21

1

Equity content cliff

S&P - BB+

S&P - BB+

Moody's - Baa3

Issue credit ratings

Reset Date, Tax Event, Rating Agency Event, any Interest Payment

Date after Reset Date, <100m on issue

Reset Date, Tax Event, Rating Agency Event, any Interest Payment

Date after Reset Date, <100m on issue, on any date during the

period falling 3 months prior to First Reset Date

Issuer early redemption

rights

YesNo

Election process

CAPITAL NOTES OFFER MAY 2025
28

Ranking of Capital Notes

1. Amounts shown above are indicative based on the financial position of Chorus as at 31 December 2024, adjusted for the issue of the Capital Notes and the repayment and redemption of the Crown Funding Securities due 30 June 2025.

They are subject to rounding adjustments

2. Liabilities that may, depending on the source of payment, rank above the Capital Notes on liquidation include employee entitlements for unpaid salaries and wages, holiday pay and bonuses, and PAYE, and amounts owing to the Inland

Revenue for unpaid taxes and goods and services tax. There are typically other liabilities which are preferred by law or secured, including enforcement costs and similar, which arise when a company is in liquidation which are not possible

to foresee and cannot therefore be quantified

3. Assuming $170m of Capital Notes are issued under the Offer. If less than $170m of Capital Notes are issued, the amount of the shortfall may be reflected in a higher amount for Chorus’ “Other subordinated liabilities” and/or

“Unsubordinated and unsecured liabilities”

4. The amount of equity stated above includes an amount in relation to Chorus’ existing quoted equity securities (i.e., Chorus’ ordinary shares which are quoted on the NZX Main Board)

Amount

1

Type of liability/equity

Ranking on

liquidation

$19m

$0m

$3,088m

Liabilities preferred by law (for example, Inland Revenue for certain unpaid taxes)

2

Other borrowings secured over assets of Chorus

Unsubordinated and unsecured liabilities, including Chorus’ bank debt, NZX-listed senior

bonds, Euro Medium Term Notes and Australian Medium Term Notes, and the Senior Portion

of the Crown Funding Debt Securities

Liabilities that rank

above the Capital

Notes

Higher ranking

/ Earlier

priority

Lower ranking

/ Later priority

$170mCapital Notes

3

Liabilities that rank

equally with the

Capital Notes

$253mSubordinated Portion of the Crown Funding Debt SecuritiesLiabilities that rank

below the Capital

Notes

$768mOther subordinated liabilities (Crown Funding Equity Securities)

$662mShares, reserves and retained earningsEquity

4

CAPITAL NOTES OFFER MAY 2025
29

Key information and timeline

Bookbuild process

Standard bookbuild process

NZX Firms, institutional investors and

other approved parties to be invited to

participate in the bookbuild process

No public pool

Minimum applications

$5,000 and multiples of $1,000

thereafter

Fees

Firm fees of 0.50%

Retail brokerage of 0.50%

Joint Lead Managers

Bank of New Zealand

Forsyth Barr

2025

2031

2036

2051

2056

6 June

6 June

6 June

6 June

Friday 23 May

Friday, 6 June

Thursday, 29 May

Monday, 26 May

Replacement PDS lodgement

Closing Date (11am)

Rate Set Date

Opening Date

Indicative pricing announced

Maturity Date

Issue Date

Monday, 9 June

Quotation Date

6 September

First Interest Payment Date

First Reset Date

S&P equity content expected to fall to 0%

First Step-up Date

2046

6 June

Moody’s equity content expected to fall to 0%

Second Step-up Date

CAPITAL NOTES OFFER MAY 2025CAPITAL NOTES OFFER MAY 2025
30

Appendices

CAPITAL NOTES OFFER MAY 2025
31

Market information

31 March

2025

31 Dec

2024

30 Sept

2024

30 June

2024

31 March

2024

31 Dec

2023

29,00034,00040,00045,00051,00057,000Baseband

copper

(no broadband)

39,00044,00049,00056,00062,00068,000Copper ADSL

(includes naked)

39,00044,00049,00055,00062,00068,000VDSL

(includes naked)

NM1,0001,0001,0001,0001,000Data services

(copper)

1,098,0001,089,0001,083,0001,074,0001,064,0001,052,000Fibre broadband

(GPON)

9,0009,0009,00010,00010,00010,000Fibre premium

(P2P)

1,214,0001,221,0001,231,0001,241,0001,250,0001,256,000Total

connections*

Copper connections

declined 16k in Q3 and

total 107k

Total fibre connections

grew 9k in Q3 and total

1,107k

*includes ~2,000 broadband connections Chorus is subsidising for lower socio-economic households

CAPITAL NOTES OFFER MAY 2025
32

Pricing update

NotesPrice before 1 Jan 2025Current wholesale priceFibre plan - consumer

$29.11$30.59Voice line

Wholesale price applies where retail price is $65.

50/10Mbps upgrades to 100/20Mbps from end FY25.

$35$38Home starter

50/10Mbps

$50.43$53.9650/10Mbps

100Mbps is anchor service.

300/100Mbps service upgrades to 500/100Mbps

from end FY25.

$53.54$56.28100/20Mbps

300/100Mbps

$61.86$66.191Gbps

$70$74.90Hyperfibre 2Gbps

$85$90.95Hyperfibre 4Gbps

$110$117.70Hyperfibre 8Gbps

NotesPrice before 16 Dec 2024 Current wholesale price Copper pricing

Annual CPI adjustment mid-December

2024

$38.21$39.03Copper line

$51.08$52.18Copper broadband

CAPITAL NOTES OFFER MAY 2025
33

Our regulatory framework

• Chorus is required to provide wholesale services to retailers on a non-discriminatory basis

• Chorus fibre access services, excluding fibre in other fibre company areas, operate under a

Regulated Asset Base (RAB) building blocks regime. The Commerce Commission sets a Maximum

Allowable Revenue (MAR) that includes a mechanism for revenue wash-ups and inflation and is

also used for electricity lines and gas network businesses.

• copper services can be withdrawn with 6 months’ notice in areas where fibre is available and the

Commerce Commission made a draft recommendation in March to deregulate copper services

where fibre is not available.

- XXX,

Areas where fibre is available

(~87% population)

•Chorus can withdraw copper services in

accordance with Copper Withdrawal Code

set by Commission

•a RAB building blocks regime with revenue

cap applies to specified fibre access services

outside of other fibre company areas

•the building blocks regime was first

introduced for 2022-2024, with settings for

the next period 2025-2028 just confirmed

Areas where fibre is not available

(~13% population)

•Chorus supplies copper fixed line services to

a diminishing customer base

•the Commerce Commission’s final

recommendation on copper deregulation is

due to government by end of 2025

•a Telecommunications Service Obligation

(TSO) for voice services applies to

residential addresses that existed in 2001

CAPITAL NOTES OFFER MAY 2025
34

Regulatory information

2028202720262025Final building blocks revenue components

($m, nominal)

266.1269.4270.4255.1Total return on capital

408.5404.3396.6384.6Return on assets (RAB x WACC), Core fibre assets

46.254.663.874.0Return on assets (RAB x WACC), Financial loss assets

-115.3-116.1-116.7-127.1Revaluations

5.96.06.06.0Ex-ante stranding allowance

-81.7-81.8-81.9-84.9Benefit of Crown finance

2.42.52.52.5TCSD allowance

210.9208.0203.6197.0Opex allowance

439.4450.8447.3452.8Total depreciation

328.3327.5310.0299.4Core fibre assets

111.1123.3137.2153.4Financial loss assets

101.628.30.00.0Tax allowance

-11.413.511.6-13.3In-period smoothing

1,006.6970.2932.8891.5Total building blocks revenue

21.420.820.219.6Pass-through costs

51.749.847.945.8Wash-up amount (smoothed)

1,079.71,040.81,001.0956.9TOTAL

CAPITAL NOTES OFFER MAY 2025
35

Income Statement

H1

FY24

$m

H2

FY24

$m

H1

FY25

$m

503507500Operating revenue

(156)(154)(154)Operating expenses

347353346

Earnings before interest, tax,

depreciation and amortisation

(EBITDA)

(228)(234)(235)Depreciation and amortisation

119119111Earnings before interest and

income tax

(107)(110)(109)Net interest expense

1292Net earnings before income tax

(7)(23)(7)Income tax expense

5(14)(5)Net (loss)/earnings


decline in legacy revenues offsetting fibre growth


legacy costs reducing, but savings partly offset by inflation

and spend to explore new revenue opportunities


$48m total depreciation across copper assets, up from

$45m in HY24 due to acceleration on copper related poles


weighted average interest rate on debt reduced from 5.8%

to 5.7% (includes accounting adjustments)


H2 FY24 included $15m non-cash expense from law change

for deductibility of tax depreciation on buildings

CAPITAL NOTES OFFER MAY 2025
36

Capex

H1

FY24

$m

H2

FY24

$m

H1

FY25

$m

Gross capex

1178894Sustaining capex*

115107105Discretionary growth capex

232195199Gross capex

(30)(25)(24)Less Third-party contributions**

202170175Net capex

*Sustaining capex is investment to maintain, replace or improve an existing asset.

** Third-party contributions included $2m of government grants that were applied

to the balance sheet for specific projects. Other contributions were recognised as

revenue.

117

88

94

115

107

105

0

50

100

150

200

250

H1 FY24H2 FY24H1 FY25

Sustaining vs growth capex

Sustaining capexGrowth capex

CAPITAL NOTES OFFER MAY 2025
37

H1

FY24

$m

H2

FY24

$m

H1

FY25

$m

RAB capex*

292645Extending the network – growth

817054Installations – growth

313327IT & Support - sustaining

392635Network capacity - sustaining

191618Network sustain & enhance - sustaining

199171179Gross RAB capex

(24)(15)(18)lessThird-party contributions**

175156161Net RAB capex

* HY25 unaudited. Final allocation for HY25 to be determined for 2025 Information Disclosure.

**Third-party contributions are deducted from capex when calculating the value of RAB assets

H1

FY24

$m

H2

FY24

$m

H1

FY25

$m

Non-RAB capex

142Copper - growth

1264Copper - sustaining

474Other - growth

16710Other - sustaining

332420Gross non-RAB capex

(6)(10)(6)less Third-party contributions

271414Net non-RAB capex

Capex split

CAPITAL NOTES OFFER MAY 2025
38

https://company.chorus.co.nz/sustainability

Sustainability

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