Infratil Infrastructure Bond Offer Opens
Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
29 May 2025
Infratil Infrastructure Bond Offer Opens
Infratil Limited (Infratil) announced today that it has opened an offer of 7 year unsecured, unsubordinated,
fixed rate bonds (New Bonds) to New Zealand investors. The bonds will mature on 16 June 2032.
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 4
June 2025.
• An "Exchange Offer" of up to $43,413,442 of New Bonds under which all New Zealand resident
holders of the IFT250 bonds that mature on 15 June 2025 (2025 Bonds) will have the opportunity to
exchange some or all of their maturing 2025 Bonds for New Bonds. The Exchange Offer will open
on 5 June 2025 (following the closing of the Firm Offer on 4 June 2025) and will close at 5.00pm on
11 June 2025. All eligible holders of the 2025 Bonds who submit valid applications will have their
applications satisfied in full up to a maximum of the number of 2025 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 2025 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 (4 June 2025).
The indicative Issue Margin range for the New Bonds is 2.30% to 2.45% per annum. The Issue Margin will
be set following a bookbuild process on 4 June 2025 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 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 IFT370.
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/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
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1
Arranger and Joint Lead ManagerJoint Lead Managers
INDICATIVE
TERMS SHEET
For the offer of Infrastructure Bonds
7 YEAR FIXED RATE BOND
Maturing 16 June 2032
2
This Indicative Terms Sheet ("Terms Sheet")
sets out the key terms of the offer ("Offer")
by Infratil Limited ("Infratil") of fixed rate
bonds maturing on 16 June 2032
("Infrastructure Bonds"). The Offer is
comprised 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 $43,413,442 of Infrastructure Bonds
under which all current holders of the IFT250
bonds maturing on 15 June 2025 will have the
opportunity to exchange some or all of their
maturing bonds for Infrastructure Bonds.
The Infrastructure Bonds will be issued under
the programme trust deed dated 11
November 1999 (as amended or amended
and restated from time to time) between
Infratil and Trustees Executors Limited as
supplemented by a series supplement dated
29 May 2025 (together, "Trust Deed"). Unless
the context requires otherwise, capitalised
terms used in this Terms Sheet have the same
meaning given to them in the Trust Deed. This
Terms Sheet is an "Issue Flyer" for the
purposes of the Trust Deed.
Important Notice
The Offer by Infratil is made in reliance
upon the exclusion in clause 19 of schedule
1 of the Financial Markets Conduct Act
2013 ("FMCA").
The Offer contained in this Terms Sheet is
an offer of Infrastructure Bonds that have
identical rights, privileges, limitations and
conditions (except for the interest rate and
maturity date) as:
•Infratil's fixed rate bonds maturing on 15
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
6.24% per annum (further rate reset on 15
December 2025 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 13
December 2030, which have a current
interest rate of 6.00% per annum and
which are currently quoted on the NZX
Debt Market under the ticker code IFT360;
•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 Qu
oted 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
29
May 2025
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 separate parts.
Under the first part ("Firm Offer"), Infratil is offering Infrastructure Bonds to New Zealand resident
clients of the Joint Lead Managers, approved financial intermedi
aries 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
IFT250 fixed rate bonds maturing on 15 June 2025 ("2025 Bonds") the opportunity to exchange
all or some of their 2025 Bonds for Infrastructure Bonds offered under this Terms Sheet. You will
receive one new Infrastructure Bond for each 2025 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 2025 Bonds designated in that application.
There is no public pool for Infrastructure Bonds under the Offer.
See "How to Apply" on page 10 of this Terms Sheet.
Use of Proceeds:Infratil will use the proceeds of the Offer for general corporate purposes, including to refinance
the 2025 Bonds.
Terms Particular to the Firm Offer
Firm Offer Amount: The Firm Offer is for up to $50,000,000 of Infrastructure 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: 29 May 2025
Firm Offer Closing Date: 11.00am, 4 June 2025
Terms Particular to the Exchange Offer
Exchange Offer Amount: The Exchange Offer is for up to $43,413,442 of Infrastructure Bonds (being the total face value of
2025 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 2025 Bonds.
Infratil will issue one Infrastructure Bond for each 2025 Bond exchanged.
If a New Zealand resident holder of the 2025 Bonds decides to participate in the Exchange Offer
in respect of some or all of their 2025 Bonds, then the redemption proceeds of their 2025 Bonds
that are being exchanged for Infrastructure Bonds will be banked into the trust account operated
in respect to the Offer on 13 June 2025 (the business day immediately preceding 15 June 2025).
The redemption proceeds will be applied towards the subscription price of the Infrastructure
Bonds that are applied for on the Issue Date for the Infrastructure Bonds (16 June 2025).
No additional subscription moneys are payable.
Exchange Offer Opening Date: 5 June 2025
Exchange Offer Closing Date: 5.00pm, 11 June 2025
5
Key Terms of the
Infrastructure Bonds
Terms Common to the Firm Offer
and the Exchange Offer
Rate Set Date:4 June 2025
Issue Date: 16 June 2025
Expected Date of Initial Quotation
on the NZX Debt Market:
17 June 2025
Maturity Date:16 June 2032
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/bonds on or shortly after the Rate Set Date.
Minimum Interest Rate:
6.00% per annum
Issue Mar
gin:
The Issue Margin will be determined by Infratil in consultation with the Joint Lead Managers
(identified on page 1
2 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/bonds
shortly thereafter.
Indicative Issue Margin:
The indicative Issue Margin range is 2.30% to 2.45% per annum. The actual Issue Margin may be
above, within or below the indicative range.
Base Rate:
The mid-market rate for a New Zealand dollar interest rate swap of a term matching the period
from the Issue Date to the Maturity Date as determined by Infratil in consultation with the
Arranger (identified on page 1
2 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:16 March, 16 June, 16 September and 16 December of each year until and including the Maturity
Date (commencing on 16 June 2025).
6
Key Terms of the
Infrastructure Bonds
Interest Payments:Other than for the first Interest Payment Date, 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.
Interest payable on each Infrastructure Bond on the first Interest Payment Date will accrue at the
Interest Rate from (and including) the date on which your subscription moneys have been banked
into the trust account operated in respect of the Offer to (but excluding) the first Interest Payment
Date. The first Interest Payment Date is 16 June 2025, which is the same date as the Issue Date.
• For Infrastructure Bonds allotted under the Firm Offer, because the first Interest Payment Date
is also the Issue Date, no interest will have accrued on the first Interest Payment Date and no
interest will be payable on that date.
• For Infrastructure Bonds allotted under the Exchange Offer, the redemption proceeds of the
2025 Bonds will be banked into the trust account operated in respect of the Offer on 13 June
2025 (the business day immediately preceding 15 June 2025) and interest on those
Infrastructure Bonds will accrue at the Interest Rate from that date and will be payable on the
first Interest Payment Date (16 June 2025). The interest payment will be paid to the original
subscriber for the relevant Infrastructure Bonds.
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 7 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.
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.
7
Key Terms of the
Infrastructure Bonds
Right to Redeem Early:Infratil has the right to redeem all or some of the Infrastructure Bonds prior to the Maturity Date
by giving you no less than 5 Business Days' notice. Infratil may not exercise this right if:
(a) the Supervisor has declared the Infrastructure Bonds due and payable because an event of
default as described in clause 8.1 of the Trust Deed exists; or
(b) the notice of early redemption is given at a time on or after the day falling 25 Business Days
before the Maturity Date.
You have no right of early redemption except following an Early Redemption Event.
Redemption Price:Redemption on the Maturity Date or following an Early Redemption Event
Each Infrastructure Bond redeemed on the Maturity Date, or earlier following an Early
Redemption Event, will be redeemed at an amount equal to its Face Value less all withholding tax
or deductions required to be made.
Early Redemption
If an Infrastructure Bond is redeemed early due to Infratil exercising its right to redeem early,
it will be redeemed at an amount equal to the greater of:
(a) its Face Value plus accrued but unpaid interest; and
(b) the current market price of the Infrastructure Bonds (determined in accordance with clause
6.1(l)(ii) of the Trust Deed),
in each case less all withholdings or deductions required to be made.
Early Redemption Events:In summary, an Early Redemption Event may occur if:
(a) an event of default as described in clause 8.1 of the Trust Deed occurs; or
(b) certain takeover offers are made in respect of the shares in Infratil.
In general terms, the events of default include non-payment for 14 days or more and the
occurrence of certain insolvency related events in relation to Infratil.
Liabilities to Assets Covenant:Infratil has agreed for the benefit of 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.
8
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.
Portfolio
Company
Portfolio
Company
Infratil
Holders
Portfolio
Company
Bank
lenders
100%100%
Debt
Guarantee
Guarantee
Debt
100%
Wholly-Owned Subsidiaries
9
Key Terms of the
Infrastructure Bonds
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 creditors 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 creditors 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
• therefore, 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).
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
2025 Bonds will be banked into the trust
account operated in respect of the Offer and 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 2025 Bonds is exchanging all of their 2025 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:NZIFTD0370L3
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
10
Key Terms of the
Infrastructure Bonds
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 2025 Bond who are New Zealand residents.
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 2025 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 2025 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 2025 Bonds that are not being
exchanged will be redeemed on their maturity date in accordance with their existing terms and
conditions.
11
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:IFT370
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.
12
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/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 09 924 9602
Joint Lead Managers
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Telephone 09 924 9602
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
29 May 2025
Dear Bondholder/Shareholder
Infratil Limited (Infratil) has announced that it is making a new offer of 7 year unsecured,
unsubordinated, fixed rate infrastructure bonds (New Bonds). The New Bonds will mature on 16 June
2032.
Information about the offer and the New Bonds is available on Infratil’s website www.infratil.com/for-
investors/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
4 June 2025.
• An "Exchange Offer" of up to $43,413,442 of New Bonds under which all New Zealand resident
holders of the IFT250 bonds that mature on 15 June 2025 (2025 Bonds) will have the
opportunity to exchange some or all of their maturing 2025 Bonds for New Bonds. The
Exchange Offer will open on 5 June 2025 (following the closing of the Firm Offer on 4 June
2025) and will close at 5.00pm on 11 June 2025. All eligible holders of the 2025 Bonds who
submit a valid application will have their applications satisfied in full up to a maximum of the
number of 2025 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 2025 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 IFT370.
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 4 June 2025 when the Firm
Offer closes.
The indicative Issue Margin range for the New Bonds is 2.30% to 2.45% per annum. The Issue Margin
will be set following a bookbuild process on 4 June 2025. 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 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 4 June 2025 via NZX and will
be available on Infratil's website
www.infratil.com/for-investors/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.
• The Exchange Offer is only open to current holders of 2025 Bonds. If you are not a current
holder of 2025 Bonds, you are able to participate through the Firm Offer only.
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.
Yours sincerely
Tom Robertson
Infratil Treasurer
---
Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
29 May 2025
Dear Bondholder
Infratil Limited (Infratil) has announced that it is making a new offer of 7 year unsecured,
unsubordinated, fixed rate infrastructure bonds (New Bonds). The New Bonds will mature on 16 June
2032.
Information about the offer and the New Bonds is available on Infratil’s website www.infratil.com/for-
investors/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
4 June 2025.
• An "Exchange Offer" of up to $43,413,442 of New Bonds under which all New Zealand resident
holders of the IFT250 bonds that mature on 15 June 2025 (2025 Bonds) will have the
opportunity to exchange some or all of their maturing 2025 Bonds for New Bonds. The
Exchange Offer will open on 5 June 2025 (following the closing of the Firm Offer on 4 June
2025) and will close at 5.00pm on 11 June 2025. All eligible holders of the 2025 Bonds who
submit a valid application will have their applications satisfied in full up to a maximum of the
number of 2025 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 2025 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 IFT370.
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 4 June 2025 when the Firm
Offer closes.
The indicative Issue Margin range for the New Bonds is 2.30% to 2.45% per annum. The Issue Margin
will be set following a bookbuild process on 4 June 2025. 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 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 4 June 2025 via NZX and will
be available on Infratil's website www.infratil.com/for-investors/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 5 June 2025. 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 some 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 11 June 2025.
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.nz@cm.mpms.mufg.com or call 09 375 5998.
If you hold 2025 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 11 June 2025.
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 2025 Bonds, then
the relevant redemption proceeds of your 2025 Bonds that are being exchanged for New Bonds will
be banked into the trust account operated in respect of the offer on 13 June 2025 (the business day
immediately preceding 15 June 2025). Interest will accrue at the Interest Rate from that date and you
will receive an interest payment on 16 June 2025 for interest accrued in the period from (and
including) 13 June 2025 to (but excluding) 16 June 2025.
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 2025 Bonds,
then the payment of the face value of your 2025 Bonds that are not exchanged will be made by direct
credit into your nominated bank account on 13 June 2025 (the business day immediately preceding
15 June 2025), together with the final interest payment.
If you need to update your nominated bank account or other contact details please visit the Investor
Centre (nz.investorcentre.mpms.mufg.com) to update online.
Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
3
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.
Yours sincerely
Tom Robertson
Infratil Treasurer
---
INFRATIL
ANNUAL RESULTS
ANNOUNCEMENT
FOR THE YEAR ENDED 31 MARCH 2025
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 Annual Report for the period ended 31 March 2025, 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 EBITDA. 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 Operational EBITDAF shows Infratil’s operating costs and its share of the EBITDAF of the companies it has invested in, excluding renewable development companies (Gurīn Energy, Galileo,
Mint Renewables). It excludes discontinued operations, acquisition or sale-related transaction costs and management incentive fees. EBITDAF represents consolidated net earnings before interest, tax,
depreciation, amortisation, financial derivative movements, revaluations, and gains or losses on the sales of investments. 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.
Infratil FY2025 Full Year Results Presentation
NAVIGATING
BEYOND
THE NOISE
Jason Boyes - Infratil CEO
Andrew Carroll - Infratil CFO
Portfolio Overview full year Highlights
P O R T F O L I O O V E R V I E W
& F U L L Y E A R H I G H L I G H T S
Group Financial performance
G R O U P F I N A N C I A L
P E R F O R M A N C E
01
02
Portfolio Company Updates
P O R T F O L I O C O M PA N Y
U P D AT E S
03
Guidance liquidity
G U I D A N C E
& L I Q U I D I T Y
Portfolio Strategy outlook
P O R T F O L I O S T R AT E GY &
O U T L O O K
04
05
Concluding remarks Questions
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
06
PORTFOLIO OVERVIEW & FULL YEAR HIGHLIGHTS
SECTION 1
4
We are an infrastructure investment company that actively invests in ideas that matter
Infratil overview
Infratil (IFT.NZX, IFT.ASX)
•Market capitalisation of NZ$10.0bn
1
(US$5.8bn)
•S&P NZX50, ASX300, and MSCI Global Standard Index member
•Founded in 1994
A unique value-add infrastructure investment company
•Current investments focused on four high conviction sectors;
digital infrastructure, renewables, healthcare and airports
•Active portfolio construction and management with multiple
pillars of value creation over time
•Unique management partnership with Morrison, benefitting
from Morrison’s extensive global capabilities
With a track record of delivering strong returns
•Infratil continues to outperform its target of shareholder returns
of 11-15% per annum on a rolling 10-year basis
Infratil has delivered a 18% TSR since inception
1,2
15FY16FY17FY19FY20FY21FY18FY22FY23FY24FY25FY26
-50%
0%
50%
150%
400%
250%
450%
100%
500%
300%
550%
200%
350%
600%
IFT
NZX 50
ASX 200
Cumulative annual return (%)
Period
1
IFT TSR
5 – year
23.9%
10 – year
17.0%
20 – year
13.9%
Since inception
18.0%
Digital
Renewables
HealthcareAirports
1
Market capitalisation and Returns are calculated to 31 March 2025
2
Chart source: Capital IQ
66%
8%
21%
5%
5
Merger of Contact Energy and Manawa is on track for completion in the first half of FY26 at
an attractive valuation for both parties, bringing material portfolio flexibility and optionality
Acquired an additional stake in CDC alongside the Future Fund, increasing Infratil’s
governance rights. The transaction price, set through a competitive third-party process,
implied a 30% uplift on CDC’s prior independent valuation
Infratil added to both the MSCI Global Standard Index and the ASX300, broadening access
to new global investors
One NZ exceeded guidance through disciplined execution in a challenging environment,
with good progress on key strategic priorities
Longroad delivered its most significant year yet, with 1.3GW completed and a further 1GW+
under construction across the U.S.
Gurīn Energy's US$2-3 billion Project Vanda received conditional approval from the
Singapore Energy Market Authority and over 70% of land required secured
Through the noise, pleasing progress on multiple strategic initiatives
Portfolio highlights
1
As at 31 March 2025
Available Capital
Market Capitalisation
Group Assets
NZ$18.3 billion
1
Up 29% from NZ$14.2 billion at the end of FY24
NZ$10.0 billion
1
incl. NZ$1,275 million raised at $10.15 a share
NZ$1,438 million
1
Up from NZ$820 million at the end of FY24
6
Infratil and key portfolio companies - One NZ, CDC, Wellington Airport, Kao Data and
Manawa – released updated climate and sustainability disclosures during the period
Both One NZ and Wellington Airport have formally committed to setting Science Based
Targets initiative (SBTi) emissions reduction targets, joining Infratil in aligning with global
best practice
Infratil has engaged with all portfolio companies using a new assessment framework
developed by Morrison to mature their approach to managing modern slavery risk
FY25 GRESB assessments are underway, with Infratil and 100% of portfolio companies
participating for the third year running. Infratil’s FY2024 GRESB score was 86, up 4%
Engagement with ESG rating providers remains a priority, especially following Infratil’s
inclusion in the ASX300 and MSCI Global Standard Index – both of which heighten visibility
and the relevance of ESG benchmarks
Infratil holds an MSCI ESG Rating of AA (up from A in July 2024). As of May 2024, Infratil’s
Morningstar Sustainalytics ESG Risk Rating was 8.5 (Negligible Risk), compared to 43.9 in
2022
Renewable Generation
Our focus on sustainability – part of investing wisely – is flowing through to ratings and real-world impacts
Sustainability highlights
1
Total Recordable Injury and Loss Time Injury Frequency Rates, based on 200,000 hours on a weighted average basis by employees
2
Infratil and its portfolio companies on a proportionate basis
One NZ Emissions & e-waste
Health, Safety & Community
LTIFR
1
0.6 (FY24: 0.7)
TRIFR
1
1.2 (FY24: 1.2)
Community investment
2
$3.8m (FY24: $3.6m)
emissions (>7,000tCO
2
e)
Scope 1&2 market-based emissions yoy
operational e-waste processed
97.5% diverted from landfill
87% lower
66 tonnes
enough to power the equivalent of
900,000 New Zealand homes, up 7%
6,460GWh
GROUP FINANCIAL PERFORMANCE
SECTION 2
8
33
59
15
26
FY24
EBITDAF
CDCOne NZ
(28)
Manawa
Energy
Wellington
Airport
Other
(27)
CorporateFY25
EBITDAF
908
986
Proportionate operational EBITDAF
1
for was $986 million which is towards
the upper end of guidance
Operating earnings growth reflects strong contributions from CDC, One NZ,
RetireAustralia and Wellington Airport compared to the prior period. The
uplift relative to FY24 also reflects a full period of One NZ ownership.
Excluding Manawa and normalising FY24 for a full year of One NZ ownership,
Operational EBITDAF increased 5.8% on FY24
Proportionate development EBITDAF for the period was a loss of $69 million,
an increase of 56% on prior year as development platforms continue to invest
Proportionate capex increased to $2.4 billion, up 39% from FY24, driven
primarily by increased development at CDC
Infratil directly invested $939 million into assets in the year. The largest
investment in the period was $494 million into CDC
Proportionate operational EBITDAF (NZ$m)
Stronger operating results from key investments alongside accelerating portfolio capital expenditure
Financial performance highlights
$2,389 million
Up 39% from FY24
Proportionate capital expenditure
($69 million)
Up 56% from FY24
Proportionate development EBITDAF
$986 million
Up 8.6% from FY24
Proportionate operational EBITDAF
$939 million
Down 58% from FY24
Infratil investment
1
Further information on how Infratil calculates Proportionate EBITDAF can be found in the appendix including a reconciliation to net profit after tax
9
Valuation & incentive fees
Infratil’s total portfolio asset value has increased to $18.3 billion, a
$4.1 billion increase over the FY2024 portfolio asset valuation of
$14.2 billion
–this includes $938.6 million of direct investment by Infratil
Infratil has accrued a $350.6 million incentive fee, primarily driven by the
outperformance of CDC and Gurīn, offset by Longroad Energy and
RetireAustralia, which is payable over three years
oThe CDC valuation has increased by 64% on the prior year driven by
material contract wins, an equity raise, and in the last quarter an auction
process involving third parties establishing a new valuation benchmark
oThe carrying value of RetireAustralia was reviewed against market-based
comparables and other benchmarks at 31 March 2025 to estimate the
fair value of Infratil’s investment. The current valuation implies a price to
book multiple of 0.74x
An incentive fee of $202 million is payable to Morrison in FY2026,
$80 million of which will be paid via the issue of Infratil scrip
More information including the basis for the valuations is included in the
appendix of this pack
183
145
61
160
85
256
83
43
310
26
Gurīn EnergyKao DataGalileoLongroad EnergyManawa EnergyOne NZ
18,304
CDC
2,829
OtherProperty
(25)
FY24
portfolio
asset
value
Wellington AirportRetireAustralia
(60)
FY25
portfolio
asset
value
Qscan GroupRHCNZ
14,209
Portfolio asset valuation (NZ$m)
Recent transaction has provided an updated lens on CDC’s value
10
Final unimputed dividend of 13.25 cents per share
Record date of 12 June 2025 (ex-dividend date of 11 June 2025)
Payment date of 2 July 2025
The NZD/AUD exchange rate used for the payment of Australian dollar
dividends will be set on 12 June 2025
Dividend reinvestment plan (DRP)
There will be a 2% discount offered for the FY25 final dividend
Dividend reinvestment plan application forms must be in by
13 June 2025
Trading period for setting price for DRP is 16 June 2025 to 30 June
2025. DRP strike price will be announced on 1 July 2025
Ordinary dividends (CPS)
Final unimputed dividend of 13.25 cps, brings the total FY25 dividend to 20.5 cps, up 2.5% from FY24
Final dividend
13.25 CPS
2.5% increase on FY24 total
2% discount
On the 10-day VWAP to 30 June 2024
12 June 2025
Payment date of 2 July 2025
DRP strike priceRecord dateFinal dividend
6.25
6.50
6.75
7.00
7.25
11.50
12.00
12.50
13.00
13.25
FY21AFY22AFY23AFY24AFY25A
Interim dividendFinal dividend
CDC DATA CENTRES
DIGITAL INFRASTRUCTURE
% of the portfolio
40%
Valuation
$7.2 billion
Initial Investment
September 2016
IRR since inception
38.7% p.a.
12
268
318
372
2,454
453
1,629
FY24AFY25AMay 25Under
construction
Future buildTotal capacity
Year in review
EBITDAF for the year was A$330 million, up A$59 million (22%) from the prior
year, driven by commissioning across Melbourne and New Zealand and higher
utilisation across existing data centres
Record contracting year, securing over 230MW of new customer contracts, of
which a little over half are in the form of reservations, across multiple
geographies
CDC now delivers, or is contracted to deliver, capacity to all the top Western
global cloud service providers - establishing trusted relationships that support
further contract wins
Weighted Average Lease Expiry including customer options remained strong at
~30 years
104MW has become operational and a further 141MW
1
has commenced
construction, including Marsden Park, one of the largest data centre campuses
in the Southern Hemisphere, and Laverton, CDC’s second campus in Victoria
These campuses have the potential to add ~1GW of capacity between them,
contributing to the forecast build capacity to 2034 doubling from 1.2GW to
2.5GW
Strong support from lenders and investors, with A$2.4 billion raised through a
combination of debt (A$1.5 billion) and equity (A$900 million) to fund
expanding development pipeline
Existing capacity and future growth (MW)
Record contracting year, significant build programme on track
CDC
230MW+ of additional
capacity contracted
(incl. reservations)
372MW of operating
capacity
Operating assets
•Melbourne – 226MW
•Sydney – 168MW
•Canberra – 58MW
As at 28
th
May 2025
1
New capacity commencing construction between 1 April 2024 and 28 May 2025
13
Outlook
FY2026 EBITDAF guidance of A$390 million-A$410 million, up 21% at the
midpoint, as rephasing by customers pushed some growth in to FY2027
As a result of this and new contracts signed last year, CDC expects to double
its EBITDAF over the next two years (FY2026/27), with approximately 80% of
forecast revenue contracted
Significant build programme continues, with 453MW under construction as at
May 2025, with the potential for up to five data centres to become revenue
generating over the next 12 months
FY2026 capital expenditure guidance of A$1.6 billion–A$1.8 billion, in line
with customer rephasing
Have not contracted all of the 400MW expressed in June 2024; however, CDC
sees demand moving rather than disappearing
Deep pipeline of customer engagements continues: from advanced
negotiations to earlier stage conversations, as customer requirements and
customer types are constantly evolving
Outlook for data centre demand remains robust, and CDC remains well
positioned to capture growth in cloud and AI workloads
CDC’s strength across Government and National Critical Infrastructure
customers continues to be an important point of difference
Infratil expects to commit ~A$250 million within the next 12 months to fund
the future build, alongside similar amounts from the other shareholders and
CDC’s ongoing debt funding programme
EBITDAF (A$m) & Margin (%)
Well set for strong multi-year growth as data centre demand continues to expand
CDC
EBITDAF guidance
A$390-A$410 million
80% of forecast revenue
over the next two years is
contracted
161
215
271
330
75%
77%
76%
74%
FY22AFY23AFY24AFY25AFY26G
EBITDAMargin %
390 - 410
One NZ
DIGITAL INFRASTRUCTURE
% of the portfolio
20%
Valuation
$3.7 billion
Initial Investment
July 2019
IRR since inception
21.5% p.a.
15
Year in review
EBITDAF of $604.8 million, up 1% on the prior year and slightly ahead of guidance
midpoint, despite a challenging economic backdrop. EBITDAF margin improved to
31%
–Recurring revenue up $25 million on prior year, with strong contributions from
Consumer Mobile and Wholesale segments
–Performance partially offset by expected declines in legacy fixed services and
ongoing competition in parts of the Enterprise segment
–Supported by continued execution on cost discipline and simplification
Improved cash flow positionafter absorbing one offspend associated with DEFEND
investment and Dense Air spectrum
Satellite TXT, launched in December 2024 in partnership with SpaceX, now has
380k+ active users, sending over 12,000 messages/day, providing unmatched
emergency and rural coverage
Executed mobile product simplification, consolidating legacy postpay plans and
expanding the One Wallet loyalty programme to drive retention
EonFibre launched, now the second-largest B2B fibre provider in NZ, with EBITDAF
of approximately $50 million
AI acceleration programme established to enhance service and operational
efficiency
IT transformation programme on track, delivering Phase 1 focused on prepay and
setting the foundation for future simplification and efficiency
Revenue (NZ$m)
Disciplined execution in a challenging environment, supported by simplification and cost control
One NZ
667
735
783
815
404
364
354
347
197
226
222
211
199
209
212
223
500
451
425
325
1,967
1,984
1,996
1,921
FY22AFY23AFY24AFY25A
MobileConsumer FixedEnterprise
WholesaleProcurement & Other
Mobile ARPU $34.82
Up from $33.10 in FY24
Consumer and SME
fixed ARPU $75.44
Up from $74.01 in FY24
16
Outlook
EBITDAF guidance of $595-$625 million, up ~1% on FY2025, reflecting
ongoing growth in Consumer Mobile - leveraging investment in SpaceX and
One Wallet - and Wholesale, supported by ongoing cost management and
continued ARPU uplift through pricing adjustments
–Guidance is inclusive of circa $25 million of incremental discretionary
expenditureon SpaceX, AI acceleration and property relocation costs
Capital expenditure guidance (excluding spectrum and head office relocation
capex) of $235-$265 million. Capital intensity is expected to normalise to
~11% over the medium term as network and IT investment tapers
Disciplined 5G rollout remains a focus, with 62% population coverage as at
March 2025. 3G network shutdown, targeted from December 2025, will free
up spectrum to enhance mobile network performance and efficiency
Continuing to target mid-30% EBITDAF margins in the medium term, under-
pinned by scale benefits, product simplification, and long-term cost efficiency
IT transformation remains a key enabler, with benefits including lower
operating costs and improved customer experience. Product rationalisation
and customer migration to in-market plans are well progressed
AI initiatives, including working with partners to deploy AI agents at scale, will
further lift operational productivity and service quality
EBITDAF (NZ$m) & Margin (%)
Well-placed to capture operational upside from T-One, AI and simplification initiatives
One NZ
481
528
600
605
24%
27%
30%
31%
FY22AFY23AFY24AFY25AFY26G
EBITDAFMargin %
595 - 625
EBITDAF guidance
$595-$625 million
Capex guidance
$235-$265 million
LONGROAD ENERGY
RENEWABLES
% of the portfolio
12%
Valuation
$2.1 billion
Initial Investment
October 2016
IRR since inception
55.2% p.a.
18
1.8GW
3.2GW
1.3GW
0.5GW
FY24AFY25AUnder
Construction
FY26FY27
~1.5GW
FY28FY28
Operating
target
1.0GW
~1.5GW
~8.5GW
Year in review
EBITDAF of US$45 million
1
, down US$11 million (19%) from the prior year, primarily
driven by prior year outperformance from the Prospero 1 & 2 projects
Revenue arrangements signed for 1.4GW of new projects, with 400MW under
construction and the remaining 1.0GW expected to close by end of FY2026. A further
0.5GW is in advanced negotiation expected to close in FY2027 (total of 1.9GW)
Construction momentum continues, with 1.4GW completed during the year, 434MW
(Serrano) completed in early FY2026, and a further 0.6GW (1000 Mile – 400MW,
Sun Pond – 197MW) forecast to reach completion in late FY2026/early FY2027
Longroad has been preparing for Inflation Reduction Act (IRA) reform by safe
harbouring FY2026/27 projects preserving access to existing tax credits. Based on
legislation passed last week:
–All FY2026 projects (1.3GW) and 0.5GW of FY2027 already safe harboured, working
to complete safe harbouring all FY2027 and 2028 projects by September (additional
~2.5GW)
–Confident can meet new placed in service deadline of 31 December 2028 for
~2.4GW of FY2026/27 projects, some uncertainty on remaining ~0.4GW and FY2028
–Whilst the Big Beautiful Bill has passed the House, it remains subject to Senate
changes – positive or negative
Impact of Liberation Day tariffs on Longroad expected to be minimal except battery
storage (BESS), which relies heavily on Chinese imports. Looking to use current tariff
pause to import BESS for FY2026 projects (~0.4GW). FY2027 includes ~0.5GW of BESS.
Higher PPA pricing likely required to maintain project economics on BESS
Construction and safe harbouring progress (GW)
Record year completing 1.4GW of construction, and positioning for further growth
Longroad Energy
1.4GW of new generation
completed in FY25
0.6GW across three
projects under construction
1.For the year ended 31 March 2025
1000 Mile (400MW) & Sun Pond (197MW)
Serrano (434MW) completed in early FY2026
1.8GW safe harboured today
~2.5GW targeting Sep-25 for safe harbouring
Operating assets
FY28 Operating asset target
Construction and safe harbouring progress
19
Longroad Energy
3.5GW
0
1
2
3
4
5
6
7
8
9
-
200
400
600
800
1,000
CY23A
3.8GW
CY24A
5.5GW
CY25F
7.0GW
CY26F
~8.5GW
CY27F
Outlook
FY2026 EBITDAF guidance of US$110 million-US$120 million
1
, up 155% at the
midpoint
Targeting Opco run-rate EBITDA
2
at 31 March 2026 of ~US$370 million, driven by:
–~US$60 million from the full year contribution of projects that just achieved
operations and the current under construction projects;
–~US$95 million from the 1.3GW of capacity that is projected to close and start
construction during the year; and
–Add back of ~US$100 million of all corporate overheads and development
related costs (split 50/50)
Projecting to reach Opco run-rate EBITDA target of US$600 million by December
2027 with 8.5GW (vs 9.5GW estimated in 2024), as project economics have
improved. Still in reach, with CY2025/26 projects set to take the Opco run-rate
EBITDA to ~US$500 million
–Remaining ~US$100 million requires a further ~1.5GW by FY2028/CY2027;
–Assessing another ~3GW+ of additional projects that could also potentially be
brought forward, which would provide additional coverage
Although significant volatility to be navigated, market fundamentals remain strong.
US power demand growth continues at historical highs, supporting PPA volumes
and pricing to maintain project economics, particularly for BESS. Solar remains the
cheapest and fastest additional source of generation, and needed to meet demand
Opco run-rate EBITDA
2
(US$m)
Earnings growth arrives, with more to come, although significant volatility to navigate
Development pipeline
increased to 30GW+
High confidence in 0.9GW
of solar-only projects
achieving FNTP in FY26
1.Guidance prepared in alignment with the Infratil financial year of 31 March 2026
2.Opco run-rate EBITDA calculated based on 5-year average EBITDA once projects reach operational status and recognised in Opco run-rate EBITDA total based on year of financial close, adding back
all corporate overheads and development related costs
Opco run-rate EBITDA CY2027 Target
Opco run
-
rate EBITDA
Operating projects
Projects to be constructed, seeking PPAs and
safe harbouring by Sep-25
Projects to be constructed with PPAs signed or
advanced, almost all safe harboured
Projects under construction
Potential projects to be brought forward
Future operating projects
Generation capacity, including under construction
(Excludes bring forward projects)
OTHER PORTFOLIO ENTITIES
21
First project has reached operation and revenue generation showing a step change in maturity
Gurīn Energy
75MW of operating
generation
6.6GW development
pipeline across five
markets
Year in review
Delivered first operational project, the 75MW Palauig Solar Power Plant in the
Philippines. The project is 100% owned and underpinned by a 20-year PPA
Advanced development of two additional solar projects in the Philippines,
including a 39MW project now in construction and a 70MW project at early-
stage development
Significant progress on Project Vanda (US$2-3 billion capex, 2.2GW of installed
solar capacity and 1.2GW of battery storage), including receipt of a conditional
licence and securing over 70% of land required
Expanded presence in Japan, opening a local office and progressing a 500MW
battery storage pipeline with grid access secured for the first 240MW project
Outlook
Although still highly conditional, Project Vanda remains a priority, requiring
~US$500 million of equity but with potential to create US$500 million+ of value
Targeting final investment decision late 2025 and financial close in the first half
of 2026. Next steps include critical Indonesian and final Singapore approvals,
completing marine surveys, EPC contracting, and securing offtake and financing
Strengthened governance with the appointment of former Indonesian Foreign
Affairs Minister, Her Excellency Retno Marsudi as a Non-Executive Director
Pipeline continues to grow, with diligence underway on over 1.3GW of potential
solar and storage capacity across Thailand, the Philippines, and South Korea
The Palauig Solar Power Plant, Zambales Province, Philippines
22
Barium Bay floating offshore wind project (internal render)
Year in review
Increased pipeline to 16.1GW across 10 European markets covering PV (27%),
BESS (26%), onshore wind (36%), and offshore wind (11%) technologies
Demonstrated value realisation and capital recycling through the sale of smaller
solar PV projects in Italy, an equity stake in rooftop solar platform Enviria
(Germany), and a 40MW BESS project in the UK
Advanced negotiations underway for a further 100MW BESS sale in Italy
Barium Bay, a 1,100MW floating offshore wind project in Italy, has received
Environmental Impact Assessment approval – the largest approval to date
Outlook
Demand for renewables in Europe is expected to continue, supported by
increased power needs from AI and data centres, rising energy and data
sovereignty, and ongoing net zero policy commitments
Galileo’s development-stage pipeline remains largely insulated from current
trade and tariff risks, with flexible procurement and minimal near-term supply
chain exposure
Focus remains on advancing its high-quality, technology-diverse pipeline while
selectively crystallising value through asset sales and partnerships
Construction to begin shortly on two solar PV projects in Italy totalling 8MW
First project exit marks a new phase of growth as pipeline scales across Europe
Galileo Green Energy
48MW of project sales
in FY2025
16.1GW development
pipeline across
10 markets
23
Year in review
Near-term capacity and AI-ready design position Kao to capture demand in a constrained London market
Kao Data
Kao Data Harlow Campus
29MW of operating
capacity
72MW development
pipeline
EBITDAF of £4.3 million, up from (£2.6) million in the prior period, driven by
improved data centre utilisation
Against a backdrop of more deliberate customer leasing, ability to offer near-
term availability in a constrained London market is a key differentiator
Evolved ‘engineered for AI’ design for new developments, enabling next-
generation high-density compute with hybrid cooling solutions
All of the completed phases of KLON-02 have been sold to customers with
strong pipeline for the remaining phases (6.6MW) completing in 2025
Commenced expansion of Harlow campus with KLON-03, a 17.6MW facility
designed for GPU-accelerated AI workloads and rack densities of up to
130kW
Outlook
Positioned for continued growth with strategic expansions, capitalising on
sector tailwinds including increasing cloud and AI adoption, evolution of
GPUaaS cloud, supply constraints and a renewed focus of the UK government
to seize and invest in the AI opportunity
Data centre portfolio now exceeds 125MW of capacity across operational,
under-development, and planned future builds
Manchester site development continues alongside advancing customer
conversations
24
EBITDAF (NZ$m) & Margin (%)
Earnings growth underpinned by new clinics and a continued shift toward higher-value modalities
RHCNZ Medical Imaging
164 radiologists
Up 1 from FY24
73
109
115
126
37%
35%
34%
34%
FY22AFY23AFY24AFY25AFY26G
EBITDAMargin
130 - 150
Year in review
EBITDAF for the year was $125.9 million, up from $115 million (9%) on the
prior year, driven by strong organic volume growth, a continued shift towards
higher-value modalities, and the opening of new clinics
Focus on enhancing strategic relationships with key funders, operational
efficiency drivers, including continued investment in technology capability
and rollout of several AI applications
Three new clinics have opened: two in Hamilton and one in Tauranga –
New Zealand’s largest comprehensive radiology site, including PET-CT
capability
Outlook
FY2026 EBITDAF guidance of $130 million-$150 million, up 11% at the
midpoint
Engaged in constructive discussions with its three major funders - ACC, Health
New Zealand Te Whatu Ora, and Southern Cross Healthcare
New flagship clinics in Auckland and Dunedin Central will strengthen RHCNZ’s
presence in key urban markets, supporting both public and private demand
Rollout of single-worklist functionality and additional AI-enabled workflow
enhancements to support radiologist efficiency and experience
Further collaboration with Qscan, capturing the benefits of scale to expand
opportunities in teleradiology, which is experiencing significant demand
72 clinics
Stable from FY24
25
57
56
68
77
25%
21%
23%
24%
FY22AFY23AFY24AFY25AFY26G
EBITDAMargin
EBITDAF (A$m) & Margin (%)
Strong performance driven by technology-enabled innovation to enhance productivity and experience
Qscan
80 - 95
164 radiologists
Up 29 from FY24
74 clinics
Down 3 from FY24
Year in review
EBITDAF for the year was A$77.2 million, up A$9 million (14%) from the prior
year, driven by:
–Yield expansion, supported by Medicare indexation, a continued shift
towards higher-value modalities, and a revised pricing strategy
–Productivity gains, supported by Qscan’s AI-enabled reporting platform,
operating leverage, and improved workforce efficiency
Strong growth in Qscan’s radiologist workforce, reflecting the business’s
reputation as a high-quality, technology-enabled workplace of choice
Successful refinancing of A$445 million debt facility and meaningful distribution
to shareholders, reflecting momentum and thoughtful capital management
Outlook
FY2026 EBITDAF guidance of A$80 million-A$95 million, up 14% at the
midpoint
Further development of Qscan’s technology platform, with continued AI
integration to enhance productivity and improve the experience for doctors,
referrers, patients, and staff
Recent Government policy settings reinforce the long-term outlook with
Medicare indexation increases confirmed for FY2026
Delivery of strategic growth initiatives, including greenfield and brownfield
developments, acquisitions, and expansion of the teleradiology platform
26
Year in review
High occupancy and resident satisfaction reflect strong demand for quality retirement living
RetireAustralia
29 villages
96.2% occupancy
1.Underlying Profit is an unaudited non-GAAP measure used by RetireAustralia which removes the impact of unrealised fair value movements on investment properties, impairment of property, plant and equipment,
one-off gains and deferred taxation, while adding back realised resale gains and realised development margins
Tarragal Glen, Central Coast
Underlying profit
1
reached A$80 million, an A$1.0 million increase on the prior
year supported by strong resale performance and village price increases, offset
by lower development settlements
430 settlements were completed - 374 resales and 56 new development unit
settlements. Resales down from prior year due to limited stock availability
Resale proceeds averaged A$205k per unit, up from A$191k in FY24, reflecting
strategic pricing and unit mix. New unit prices exceeded A$1 million on average
Portfolio occupancy remains high at 96.2%, with waitlists across 26 of 29
villages, reflecting sustained demand
Resident satisfaction remains high with 87% of residents and 88% of home care
customers satisfied with village life and home care services respectively
Completed a major milestone - The Verge at Burleigh, a 168-apartment village
featuring RetireAustralia’s first integrated Care Hub
Outlook
Development pipeline exceeds 750 units, with 187 units currently under
construction across three active projects: Tarragal Glen, Carlyle Gardens, and
the new Arcadia Retirement Living community in Yeronga
FY26 settlement guidance of 450-475 units, including 75-85 new development
settlements as remaining units at The Verge and The Green are sold down and
the Tarragal Glen expansion completes
27
Year in reviewEBITDAF (NZ$m) & Margin (%)
Despite challenges with passenger volumes, PSE5 and diversified income streams supported growth
Wellington Airport
4.5 million domestic
passengers in FY25
Down 3.9% on FY24
0.8 million international
passengers in FY25
Up 7.4% on FY24
56
90
107
130
62%
68%
71%
74%
FY22AFY23AFY24AFY25AFY26G
EBITDAMargin %
125 - 135
EBITDAF for the year was $130.2 million, up $23 million (22%) from the
prior year, driven by:
–Strong international recovery, with passenger volumes up 7.4%, and
expanded seat capacity on Brisbane and Melbourne routes
–Improved commercial returns across aeronautical and non-aeronautical
income streams, supported by key new tenants in the property portfolio
$117.4 million of capital expenditure delivered in the year, including
progress on EMAS runway safety system, new carpark, terminal and retail
upgrades, and enabling works for future expansion
Successful $125 million retail bond issue and expanded bank facilities to
fund transformational infrastructure investment
Outlook
FY2026 EBITDAF guidance of $125 million-$135 million, flat at the midpoint
FY2026 expected to see continued international growth, while domestic
recovery remains constrained by airline fleet availability
Staged delivery of 5-year, $500 million infrastructure programme underway,
including EMAS runway safety system, new car park, upgraded terminal and
new Airport Fire Station
GUIDANCE AND LIQUIDITY
SECTION 4
29
Proportionate Operational EBITDAF (NZ$m)
Data points are shown at the midpoint of guidance – and should therefore be considered indicative
(47)
Manawa Energy
FY25A
Normalised
CDCOne NZLongroad Energy
FY26G
CorporateOtherWellington AirportQscan GroupRHCNZ
986
940
1,000 – 1,050
FY25A
FY2026 Proportionate Operational EBITDAF guidance range set at NZ$1,000 to $1,050 million
FY2026 Guidance – Proportionate EBITDAF
FY2026 guidance up circa 9% on FY2025 (normalised for Manawa
Energy)
Key guidance assumptions (at 100%) include:
–CDC EBITDAF of A$390 million–A$410 million
–One NZ EBITDAF of $595 million–$625 million
–Longroad Energy EBITDAF of US$110 million–US$120 million
–Wellington Airport EBITDAF of $125 million–$135 million
–Qscan EBITDAF of A$80 million– $95 million
–RHCNZ EBITDAF of $130 million–$150 million
–Corporate costs of $125 million–$135 million
Proportionate Development EBITDAF Guidance
Gurīn, Galileo, and Mint development costs at an EBITDAF loss of
NZ$85-$105 million (IFT Share)
Proportionate Operational EBITDAF guidance
1.The following forecast exchanges rates are assumed for the purposes of currency translation in the guidance calculation NZD/AUD 0.9066, NZD/USD 0.5693, NZD/EUR 0.5397, and NZD/GBP 0.4626
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. Note that guidance excludes
Manawa Energy
30
FY2026 Proportionate Capital Expenditure guidance range set at NZ$2.2 billion to $2.6 billion
FY2026 Guidance – Proportionate Capital Expenditure
Key guidance assumptions (at 100%) include:
–CDC capex of A$1,600 million–A$1,800 million
–One NZ capex of $235 million–$265 million
–Kao Data capex of £150 million-£200 million
–Longroad Energy capex of US$800 million–US$1,000 million
–Wellington Airport capex of $90 million–$120 million
–Qscan and RHCNZ capex of $45 million-$55 million (IFT Share)
–RetireAustralia capex of A$210 million–A$240 million
–Gurīn, Galileo, and Mint capex of $200 million-$250 million (IFT Share)
1.The following forecast exchanges rates are assumed for the purposes of currency translation in the guidance calculation NZD/AUD 0.9066, NZD/USD 0.5693, NZD/EUR 0.5397, and NZD/GBP 0.4626
2.Guidance is based on Infratil management’s current expectations and assumptions about trading performance, is subject to risks and uncertainties, and dependent on prevailing market conditions
continuing throughout the outlook period. Note that guidance excludes Manawa Energy
Proportionate Capital Expenditure guidance Proportionate Capital Expenditure (NZ$m)
(27)
Manawa Energy
FY25A
Normalised
CDCOne NZLongroad EnergyQscan and RHCNZ
FY26G
Other
2,389
2,362
2,200 – 2,600
Kao DataRetireAustralia
Gurin,
Galileo,
and
Mint
Wellington Airport
FY25A
Data points are shown at the midpoint of guidance – and should therefore be considered indicative
31
Net debt and gearing %
Strong credit profile and significant flexibility to support investment opportunities across the portfolio
Funding and liquidity
Significant balance sheet flexibility to support additional capital
investment across FY2026/FY27
$170 million of net new bonds issued in FY25 with the issue of IFT350
and IFT360
Weighted average cost of debt of 5.33% and a weighted average tenor
of debt
2
of 3.2 years
1.Gearing is total net debt over total capital
2.Drawn debt excluding Perpetual IFTHAs
31 March ($Millions)20242025
Net bank debt
$791.8 $544.8
Infrastructure bonds
$1,241.1 $1,411.1
Perpetual bonds
$231.9 $231.9
Total net debt
$2,264.8 $2,187.8
Market value of equity
$9,066.7 $10,048.7
Total capital
$11,331.5 $12,236.5
Gearing
1
20.0% 17.9%
Undrawn bank facilities
$800.9 $1,365.6
100% subsidiaries cash
$19.2 $71.9
Liquidity available
$820.1 $1,437.5
164
156
102
146
273
365
204
200
292
125
193
253
446
125
110
239
232
FY26FY27FY28FY29FY30FY31FY32>FY32
BondsBank Debt DrawnBank Debt Undrawn
Acquisition FacilitiesIFTHA
Debt maturity profile (NZ$m)
1,181
1,775
1,715
623
725
2,265
2,188
34%
41%
25%
9%
10%
20%
18%
0%
5%
10%
15%
20%
25%
30%
35%
40%
-
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
FY19FY20FY21FY22FY23FY24FY25
Net debtGearing
PORTFOLIO STRATEGY & OUTLOOK
SECTION 5
33
Restating our portfolio strategy and approach
Ideas that matter
Portfolio
construction
approach
Target returns
Infrastructure characteristics Attractive global thematics
Pillar 2: Mature growth platforms
Scaled businesses, more
concentrated to drive returns
Pillar 1: Cashflow generators
Scaled business with enough
diversity for stability
Pillar 3: Future growth platforms
Multiple smaller businesses that
can scale to $1bn+ over 3-5 years
11–15% p.a. target portfolio returns per annum over a rolling 10-year period
Realised 10-year return of 17% p.a., and 18% p.a. over 31 years since inception
Active portfolio
management to
maintain growth
through cycles
•Drive operational excellence
•Dynamically allocate capital from cash flow
generators to best 15%+ IRR growth opportunities
•Identify new opportunities and emerging trends to
optimise cash flow and growth pillars
•Manage balance of cash flow and growth pillars and
overall portfolio breadth as assets evolve
34
Portfolio remains well-positioned for growth, with clear priorities ahead
Outlook and medium-term strategic objectives
Identify and scale our growth platforms beyond CDC and Longroad
Gurīn Energy and other opportunities are poised for growth
Success would see CDC maintain its relative portfolio weighting
Divest businesses unlikely to scale under our ownership and reinvest
We expect over $1 billion in proceeds
Balance Infratil’s operating cash flow and dividends
Portfolio company distributions should cover fixed costs and dividends, supported by
deleveraging, growing free cash flow from One NZ and the completion of CDC and
Longroad’s current build programmes
Expect incentive fees to be funded by investment realisations
Continue to broaden our shareholder base to support future scale
Supported by inclusion in key global indices
QUESTIONS
SUPPORTING MATERIALS
INFRATIL FY2025 FULL YEAR RESULTS PRESENTATION
37
Portfolio composition at 31 March 2025
Focus on four high-conviction platforms, across a geographically diverse portfolio of companies
37.2%
38.0%
73.0%
51.1%
2
95.0%
49.8%
1
20.0%
99.9%
54.0%
51.8%
57.2%
50.0%
66.0%
66% portfolio21% portfolio8% portfolio5% portfolio
ShareholdingShareholdingShareholdingShareholding
1.Infratil has agreed to acquire an additional 1.58% of CDC’s ordinary shares for A$220.2 million, taking Infratil’s ownership on settlement to 49.8%
2.Infratil remains committed to support Contact Energy’s proposed acquisition of 100% of Manawa. If the Scheme proceeds as announced, and subject to any pre-completion dividends, Infratil’s gross cash proceeds
from the sale will be approximately NZ$186 million and following completion we will own approximately 9.5% of Contact Energy
38
Overview
The table represent Infratil’s proportionate share of an asset's independent valuation,
market value, or book value
CDC, One NZ, Kao Data, Longroad Energy, Gurīn Energy, Galileo, Mint Renewables,
Qscan, RHCNZ Medical Imaging, and Wellington Airport reflect the midpoint of
31 March 2025 independent valuations
The fair value of Manawa Energy is shown based on the market price per the NZX as at
31 March 2025 ($4.93)
Fortysouth, Clearvision and Property reflect their accounting book values as at
31 March 2025
The carrying value of RetireAustralia was reviewed against market-based comparables
and other benchmarks at 31 March 2025 to estimate the fair value of Infratil’s
investment. The current valuation implies a price to book multiple of 0.74x
Key valuation methodologies and assumptions underpinning current independent
valuations are summarised on the following pages
Net asset value
Year ended 31 March ($Millions)20242025
CDC$4,419.7 $7,248.5
One NZ$3,530.5$3,713.5
Fortysouth$195.2 $186.3
Kao Data$556.2 $701.6
Manawa Energy$728.0 $788.8
Longroad Energy$1,952.0 $2,111.9
Galileo$240.7 $326.0
Gurīn Energy$237.1 $493.0
Mint Renewables$2.0 $22.8
RHCNZ Medical Imaging$606.7 $689.3
Qscan Group$411.9 $454.5
RetireAustralia$464.4 $404.3
Wellington Airport$623.7 $933.9
Clearvision Ventures$142.6 $156.2
Property$98.4 $73.1
Portfolio asset value$14,209.1
$18,303.7
Wholly owned group net debt($2,264.8)($2,187.8)
Net asset value$11,944.3
$16,115.9
Shares on issue (million)832.6 968.1
Net asset value per share (pre fees)$14.35
$16.65
1.Price to book multiple calculated as equity value over net assets
39
Primary valuation methodology: Historical Transaction (with a
cross check to DCF, comparable companies and precedent
transactions)
Forecast period: 30 years (2055)
Enterprise value: A$17,264m
Equity value: A$13,701m
Net debt: A$3,563m
CDC (48.17%) – A$6,600m (NZ$7,249m)
Kao Data (54.01%) – £310.6m (NZ$701.6m)
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions)
Terminal value methodology: Exit multiple
Forecast period: 10.0 years (Mar-2034)
Enterprise value: £690.0m
Equity value: £575.0m
One NZ (99.9%) – NZ$3,713.5m
Primary valuation methodology: DCF using FCFF on a sum of
the parts basis (ServeCo & EonFibre) (with a cross check to
comparable companies and precedent transactions). During the
year there has been a change in the Independent Valuer of One
NZ. The Independent Valuer has applied a different
methodology of risk weighting cash flows rather than adding an
Asset Specific Risk Premium (ASRP) to the WACC, resulting in a
lower WACC for FY25
Forecast period: 10 years (2035)
Enterprise value: NZ$5,156m (pre IFRS16 - excluding lease
liabilities of ~NZ$932m)
Equity value: NZ$3,718m (IFT share NZ$3,713.5m)
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international 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
Cost of equity: 11.07% (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
Terminal growth rate: 2.5%
Long term EBITDAF margin: 83% (2055)
Future capex reflects CDC’s published development pipeline
(valuation assumes no development beyond FY40)
Risk free rate: 5.18%
Asset beta: 0.80
Specific risk premium: 7.0%
Cost of equity: 17.0% reflecting Kao Data intends to undertake
a number of development projects across its data centre sites
Terminal value multiple: 22.0x
Capex assumes operating capacity increases ~150MW across
existing and new sites with development occurring between
FY26-FY34 (valuation assumes no development beyond FY34)
Risk free rate: 4.56%
Asset beta: 0.60 (ServeCo) & 0.475 (EonFibre)
Weighted average cost of capital: 8.0% (ServeCo) & 7.2%
(EonFibre)
Terminal growth rate: 2.25%
Long term capital expenditure: Expected to gradually
decrease to ~11% of revenue (incl. spectrum) over the forecast
period on a blended basis for ServeCo and EonFibre. Short-term
capital intensity expected to be elevated driven by investment in
T-One and 5G rollout
March 2025 valuationMarch 2025 valuation
March 2025 valuation
40
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: 30Y, Bottom up: 40Y (2065)
Enterprise value: US$7,125m
Equity value
1
: US$3,745m
Risk free rate: 4.6%
Asset beta: top down - 0.86
Cost of equity: 13.9% top-down, 9.6% operating assets, 9.7%
under construction, 10.2% near-term projects plus milestone
discounts, 16.6% long-term pipeline plus milestone discounts
Terminal growth rate: 2.5% (top-down, year 30)
Near-term (3 years) development pipeline: 5,019MW
Long-term development pipeline (5 years): 25,287MW
Multiple for long-term development projects: US$140/kW
Platform value assessed around ~10% of total enterprise value
Longroad (37.7%) – US$1,209m (NZ$2,112m)Gurīn (95%) – US$282.2m (NZ$493.0m)
Primary valuation methodology: valuation range based on
two different methodologies:
–Income and asset-based 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 and asset-based approach: using multiples of
comparable companies/transactions (which includes
platform value), applied to the development pipeline
(probability weighted), considering projects only with a
50%+ probability
Forecast period: ~33 years (2057)
Equity value: US$297m
Risk free rate: 1.5%-6.2% based on 10 year govt bond yield of
each country
Asset beta: 0.35
Cost of equity: 6.7% -12.4% (the discount rates used for each
project are calculated with reference to each project’s location)
Terminal value: N/A (finite life assets)
Multiples: US$0.6-$0.9m / MW(transaction), US$0.7-1m / MW
(trading)
Discount for lack of marketability (DLOM): 11%
Galileo (38%) – €172.4m (NZ$326.0)
Primary valuation methodology: Transaction multiples for
more advanced projects and cost for entry-stage projects (DCF
used for a single minor project)
Equity value: €453.8m (€397.5m in December 2024)
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international portfolios) and setting management long-term incentives for some portfolio companies
Independent valuation summary - Renewables
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
March 2025 valuationMarch 2025 valuation
March 2025 valuation
Valuation methodology
Key valuation assumptions
Risk free rate: n/a
Asset beta: n/a
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
41
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions)
Forecast period: 20 years (2045)
Enterprise value: NZ$2,121m
Equity value: NZ$1,415m (IFT share NZ$933.9m)
Risk free rate: 4.50%
Asset beta: 0.600
Cost of equity: 9.85%
Terminal growth rate: 3.5%
Wellington Airport (66%) – NZ$933.9m
RHCNZ (51.74%) – NZ$688.7m
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions)
Forecast period: 12 years (2037)
Enterprise value: NZ$1,770.8m
Equity value: NZ$1,331.2m (IFT share NZ$688.7m)
Risk free rate: 4.2%
Asset beta: 0.67
Cost of equity: 11.7% (discrete period), 12.6% (terminal value)
Terminal growth rate: 3.5%
Qscan (57.16%) – A$413.9m (NZ$454.5m)
Primary valuation methodology: DCF using FCFE (with a cross
check to comparable companies and precedent transactions)
Forecast period: 10 years (2035)
Enterprise value: A$1,007.5m
Equity value: A$724.1
Risk free rate: 4.00%
Asset beta: 0.775
Cost of equity: 13.20%
Terminal growth rate: 3.5%
Independent valuation reports are prepared for Infratil’s portfolio companies for the purpose of calculating the international portfolio incentive fee (for the
international portfolios) and setting management long-term incentives for some portfolio companies
Independent valuation summary – Airports & Healthcare
Valuation
methodology
Key valuation assumptions
March 2025 valuationMarch 2025 valuation
March 2025 valuation
42
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 20168.6 1,032 162 7,248 7,411 38.7%
One NZDigital InfrastructureNew Zealand
July 20195.7 2,852 1,203 3,714 4,917 21.5%
Kao DataDigital InfrastructureUnited Kingdom
August 20213.6 476 - 702 702 18.4%
FortysouthDigital InfrastructureNew Zealand
October 20222.4 212 6 186 192 (4.2%)
Clearvision VenturesDigital InfrastructureUnited States
March 20169.1 96 2 156 158 12.3%
Longroad EnergyRenewable EnergyUnited States
October 20168.4 781 308 2,112 2,420 55.2%
Manawa Energy
5
Renewable EnergyNew Zealand
April 199431.0 395 1,542 789 2,331 17.3%
Gurīn EnergyRenewable EnergyAsia
July 20213.7 172 1 493 494 87.9%
GalileoRenewable EnergyEurope
February 20205.1 151 - 326 326 41.2%
Mint RenewablesRenewable EnergyAustralia
December 20222.3 22 - 23 23 4.1%
RHCNZ Medical ImagingHealthcareNew Zealand
May 20213.8 473 63 689 752 15.5%
Qscan GroupHealthcareAustralia
December 20204.3 328 46 455 500 10.9%
RetireAustraliaHealthcareAustralia
December 201410.3 365 35 404 439 2.2%
Wellington AirportAirportsNew Zealand
November 199826.4 96 641 934 1,575 17.4%
Infratil PropertyOtherNew Zealand
December 200717.3 94 104 73 178 9.3%
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 38
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
43
Incentive fee overview
The net incentive fee accrual for 31 March 2025 is $350.6 million
Valuations for the purposes of the incentive fee are calculated net of estimated costs of disposal and any potential capital gains taxes
Incentive fees
31 March ($millions)
FY24 Incentive
Fee Valuation
CapitalFXDistributionsHurdle
FY25 Incentive
Fee Valuation
Incentive Fee
Annual Incentive Fee
CDC
4,399.3 (494.2)- 24.1 (543.3)7,212.2 359.9
Kao Data550.7 (82.9)(8.3)- (70.2)694.5 (3.5)
Longroad Energy
1,503.1 (163.4)(2.6)- (185.2)1,728.2 (25.2)
Galileo
237.1 (41.9)- - (30.1)321.1 2.4
Gurīn Energy233.5 (67.5)(4.3)0.6 (31.3)485.6 29.9
RetireAustralia
454.1 - - 5.2 (54.3)404.2 (19.8)
Qscan
407.8 - - 43.6 (48.9)450.0 7.4
Initial Incentive Fee
Mint Renewables(21.8)- - (3.1)22.6 (0.5)
7,785.6 (871.7)(15.2)73.5 (966.4)11,318.6 350.6
44
(50,000)
(25,000)
-
25,000
50,000
75,000
100,000
125,000
150,000
175,000
(50%
(25%
-
25%
50%
75%
100%
125%
150%
175%
Accumulation index
Annual Return
Dividend Yield (LHS)Capital Return (LHS) Accumulation Index (RHS)
Total shareholder return of (2.6%) for the year to 31 March 2025 and a 18.0% return over 31 years
Total shareholder returns
PeriodTSR
1 - year(2.6%)
5 – year 23.9%
10 – year17.0%
20 – year 13.9%
Since inception (31 years)18.0%
Notes:
1.The accumulation index assumes that $1,000 was invested in Infratil’s IPO and that an investor reinvests all dividends at the time of receipt and participates in any equity raises or rights offerings so that they neither
take any money out or invest any new money into Infratil
2.Accumulated dividends represent the total value of dividends received by the investor
45
Year ended 31 March ($Millions)Share20242025
CDC
48.2%
$140.8 $173.9
One NZ
99.9%
$545.5 $604.0
Fortysouth
20.0%
$11.5 $13.6
Kao Data
54.0%
($2.3)$4.9
Manawa Energy
51.1%
$74.1 $46.6
Longroad Energy
37.2%
$33.4 $27.3
RHCNZ Medical Imaging
51.8%
$58.1 $63.2
Qscan Group
57.2%
$40.6 $48.7
RetireAustralia
50.0%
$12.1 $21.6
Wellington Airport
66.0%
$70.7 $86.1
Corporate & other
($76.5)($103.5)
Operational EBITDAF
$908.0 $986.4
Galileo
38.0%($15.2)($26.7)
Gurīn Energy
95.0%($21.9)($32.0)
Mint Renewables
73.0%($6.8)($9.9)
Development EBITDAF
($43.9)($68.6)
Total continuing operations
$864.1$917.8
Trustpower Retail business51.1%
($0.3)-
Total
$863.8 $917.8
Proportionate capital expenditureProportionate EBITDAF
Proportionate capital expenditure and EBITDAF
Year ended 31 March ($Millions)20242025
CDC$291.8 $928.2
One NZ$261.4 $269.3
Fortysouth$3.1 $4.8
Kao Data$58.8 $82.8
Manawa Energy$33.6 $26.5
Longroad Energy$825.5 $805.6
Gurīn Energy$60.0 $39.5
Galileo$42.7 $52.6
Mint Renewables$1.1 $0.5
RHCNZ Medical Imaging$26.1 $25.3
Qscan Group$16.0 $13.1
RetireAustralia$50.9 $62.8
Wellington Airport$42.2 $77.5
Proportionate Capital Expenditure$1,713.2 $2,388.5
Proportionate capital expenditure shows Infratil’s share of the investment spending
of investee companies.
Proportionate EBITDAF shows Infratil’s share of the earnings of the companies in
which it invests. Proportionate EBITDAF is shown from continuing operations and
includes corporate and management costs, however, excludes incentive fees,
transaction costs and contributions from businesses sold, or held for sale.
46
Overview
This investment is either used to acquire new assets, increase holdings in existing
assets, or used by investee companies to invest into capital projects, pay their
operational expenses, or to pay down debts
Capital contributed to CDC to better position the business for its next stage of
growth as it delivers on 382MW of capacity currently under construction
Investment into Kao Data is primarily to support the development of its Harlow data
centre facility
Longroad equity injections have been used to support new projects as they reach
full notice to proceed and begin construction
Capital invested into RHCNZ was to support doctor liquidity and growth in the
platform
Investment into Gurīn Energy, Galileo, and Mint Renewables is used to support
platform growth and investment into capital projects and to support the growth of
capability within the assets
Year ended 31 March ($Millions)20242025
CDC$35.1 $494.2
One NZ$1,800.0 $20.9
Kao Data$156.2 $82.9
Fortysouth- -
Longroad Energy$96.2 $163.4
Gurīn Energy$55.8 $67.5
Galileo$39.6 $41.9
Mint Renewables$5.7 $11.7
RHCNZ Medical Imaging- $48.1
Qscan$17.8 -
Clearvision$18.8 $8.0
Infratil direct investment$2,225.2$938.6
Infratil direct investment
47
Overview
This table reflects the Infratil wholly owned group’s cash flow and serves as a
reconciliation between Infratil’s opening and closing cash balances
The breakdown of distributions received and capital invested by asset are provided
in the Detailed Financial information & Operating Metrics tables that are released
alongside this presentation
International Portfolio Incentive fees paid during the period include FY2024 initial
incentive fee of $38.4 million, Tranche 1 of the FY2024 annual incentive fee
($30.4 million), Tranche 2 of the FY2023 annual incentive fee ($54.6 million),
Tranche 3 of the FY2022 annual incentive fee ($33.2 million), $50 million of which
were paid in scrip to Infratil’s Manager
Year ended 31 March ($Millions)20242025
Distributions received from portfolio companies
$231.6$258.0
Management fees
($86.2)($108.7)
Net interest
($110.9)($115.1)
Other corporate operating cash flows
($7.0)($30.2)
Net cash inflow/(outflow) from operating activities$27.5$4.0
Infratil direct investment
($2,225.2)($938.6)
Other investment costs
($14.0)($16.3)
Incentive fees paid
($102.2)($106.8)
Net cash inflow/(outflow) from investing activities($2,341.4)($1,061.7)
Dividends paid
($154.3)($124.1)
Net bond issuance
$155.1$170.0
Debt drawdown/(repayment)
$811.0($194.4)
Equity raised
$928.1$1,258.8
Net cash inflow/(outflow) from financing cashflows$1,739.9$1,110.3
Net increase/(decrease) in cash and cash equivalents
($574.0)$52.7
Cash and cash equivalents at the beginning of the year
$593.2$19.2
Net increase/(decrease) in cash and cash equivalents
($574.0)$52.7
Cash and cash equivalents at end of year
$19.2$71.9
Infratil wholly owned group cash flow
48
Overview
Proportionate EBITDAF is an unaudited non-GAAP (‘Generally Accepted Accounting
Principles’) measure of financial performance, presented to provide additional
insight into management’s view of the underlying business performance
Proportionate EBITDAF is shown from continuing operations and includes corporate
and management costs, however, excludes incentive fees, transaction costs and
contributions from businesses sold, or held for sale
Specifically, in the context of operating businesses, Proportionate EBITDAF provides
a metric that can be used to report on the operations of the business (as distinct
from investing and other valuation movements)
Year ended 31 March ($Millions)20242025
Net profit after tax (‘NPAT’)761.0(261.3)
Less: Associates
1
equity accounted earnings(144.2)(505.0)
Plus: Associates
1
proportionate EBITDAF217.7213.7
Less: minority share of subsidiary
2
EBITDAF(193.9)(182.8)
Plus: share of acquisition or sale-related transaction costs24.615.5
Plus: one-off restructuring costs (including Fibreco)13.57.6
Net loss/(gain) on foreign exchange and derivatives56.469.4
Net realisations, revaluations and impairments(998.7)110.9
Discontinued operations0.4-
Underlying earnings(263.2)(532.0)
Plus: Depreciation & amortisation558.6624.9
Plus: Net interest366.7428.8
Plus: Tax74.249.2
Plus: International Portfolio Incentive fee127.8346.9
Proportionate EBITDAF864.1917.8
Earnings reconciliation
49
Gearing and credit metrics are monitored across the portfolio in aggregate and at
the individual portfolio company level
One NZ, Welington Airport and Qscan completed full refinancing of debt packages
in the period, upsizing debt capacity and securing improved commercial terms
As previously signalled, CDC completed a A$900 million capital raise in December
2024 and will require additional equity from shareholders over the next 12 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
89% of drawn debt was hedged on a fixed rate basis as at 31 March 2025
Portfolio company debt
31 March 2025Gearing
1
Net Debt /
EBITDA
2
% of drawn
debt hedged
3
CDC
4
19.7%9.5110%
One NZ27.9%3.0 72%
Fortysouth44.7%13.9 87%
Kao Data16.0%n/a111%
Manawa Energy24.5%5.967%
Longroad Energy
5
25.4%n/a91%
Galileo
6
-n/a n/a
Gurīn Energy
7
-n/a n/a
Mint Renewables
8
-n/a n/a
RHCNZ Medical Imaging24.7%3.7 78%
Qscan Group28.4%3.9 60%
RetireAustralia25.3%n/a69%
Wellington Airport33.6%5.578%
Value Weighted Average of
Portfolio Companies
9
23.6%89%
1.Gearing calculated as total net debt / total capital based on most recent independent valuations, listed equity value or book value at 31 March 2025
2.Unless otherwise stated EBITDAF definitions based on pre IFRS16 and allowable pro forma adjustments under financing arrangements for each Portfolio Company rounded to one decimal place
3.Calculated as floating rate drawn debt plus active ‘pay fixed’ interest rate swaps / total drawn debt as at 31 March 2025. CDC and Kao Data hedge positions reduced to 100% or below in Q1 FY26
4.CDC leverage metric applies March 2025 run rate EBITDAF annualised and includes Shareholder Loans in Net Debt
5.Longroad gearing calculation reflects holding company Net Debt position and excludes non-resource project financing, % 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
29 May 2025
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 16 June
2032("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 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 6.24% per
annum (further rate reset on 15 December 2025 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;
• 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; and
• Infratil's fixed rate bonds maturing on 13 December 2030, which have a current interest rate of
6.00% per annum and which are currently quoted on the NZX Debt Market under the ticker code
IFT360,
(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
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.