Chorus announces EMTN debt investor roadshow & tender offer
Chorus Limited
Level 10, 1 Willis Street
P O Box 632
Wellington
New Zealand
Email: company.secretary@chorus.co.nz
STOCK EXCHANGE ANNOUNCEMENT
11 November 2025
Chorus announces new EMTN debt investor roadshow and Tender Offer for
existing €300 million 0.875% senior Notes due December 2026
Chorus has prepared the attached presentation for an investor roadshow commencing
Thursday 13th November 2025. A Euro denominated 7-year fixed rate transaction may
follow, subject to market conditions. Any transaction will be issued under Chorus’ Euro
Medium Term Note (EMTN) Programme dated 31 October 2025.
Chorus has also announced an Any & All Tender Offer for its outstanding EUR300m
0.875% Notes due 5 December 2026.
Citi, HSBC and MUFG are acting as Joint Lead and Dealer Managers on these potential
transactions.
Authorised by:
Drew Davies
Chief Operating Officer
ENDS
For further information:
Aleida White
Head of Investor Relations
Mobile: 64 (21) 155 8837
Email: Aleida.White@chorus.co.nz
Shannon Goldstone
Head of Corporate Relations
Mobile: 64 (21) 712 679
Email: Shannon.Goldstone@chorus.co.nz
---
Debt Investor Presentation November 2025
DEBT
INVESTOR
PRESENTATION
Unleashing potential through connectivity
Enabling better futures for Aotearoa
November 2025
Debt Investor Presentation November 2025
Disclaimer
2
THIS PRESENTATION AND ITS CONTENTS ARE CONFIDENTIAL AND ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO
OR FROM THE UNITED STATES OF AMERICA OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED).
This presentation has been prepared by Chorus Limited (the "Issuer") and Chorus New Zealand Limited (the "Guarantor") solely for your information and for your use and is not a prospectus or other offering
document under any law and does not constitute an offer, recommendation or invitation to subscribe for or purchase any securities and nothing contained herein shall form the basis of any contract or
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any person considering such an investment in the Issuer is advised to obtain independent advice as to the legal, tax, accounting, financial, credit and other related advice prior to making an investment.
To the extent available, the industry, market and competitive position data contained in this presentation has come from official or third-party sources. Third party industry publications, studies and surveys
generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. While the Issuer and the
Guarantor believe that each of these publications, studies and surveys has been prepared by a reputable source, neither the Issuer nor the Guarantor has independently verified the data contained therein. In
addition, certain of the industry, market and competitive position data contained in this presentation come from the Issuer's and the Guarantor's own internal research and estimates based on the knowledge and
experience of the Issuer's and the Guarantor's management in the market in which the Group operates. While the Issuer and the Guarantor believe that such research and estimates are reasonable and reliable,
they, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice. Accordingly, undue reliance
should not be placed on any of the industry, market or competitive position data contained in this presentation.
This presentation and the information contained herein is not intended for publication or distribution in, and does not constitute an offer of securities in, the United States or to any U.S. person (as defined in
Regulation S under the U.S. Securities Act of 1933 (the "Securities Act"), as amended). The Issuer has not registered and does not intend to register an offering in the United States or to conduct a public
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Debt Investor Presentation November 2025
Disclaimer
3
This presentation includes forward-looking statements. The words "expect", "anticipate", "intends", "plan", "estimate", "aim", "forecast", "project" and similar expressions (or their negative) identify certain of
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unknown risks, uncertainties and contingencies because they relate to events and depend on circumstances that may or may not occur in the future and may cause the actual results, performance or
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required by Regulation (EU) No 1286/2014 (the "EU PRIIPs Regulation") for offering or selling the securities described herein or otherwise making them available to retail investors in the EEA has been
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virtue of the European Union (Withdrawal) Act 2018, as amended (the "EUWA"); or (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to
implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue
of the EUWA. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling
the securities described herein or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the securities described herein or otherwise making them
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The securities described herein are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to available to any investors in New Zealand other
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securities and may be subject to revision, suspension or withdrawal at any time by Moody's or Standard and Poor's. Such rating should be evaluated independently of any other rating of the other securities of
the Issuer or the Guarantor.
By attending the meeting where this presentation is made or by accepting a copy of this presentation, you agree to be bound by the foregoing limitations and to maintain absolute confidentiality regarding the
information disclosed in this presentation.
Debt Investor Presentation November 2025
Presenters
4
Drew brings over 30 years of global experience in telecommunications, bringing a mix of operational,
financial and commercial acumen to Chorus.
Drew has held Executive level roles with 2degrees, multinational mobile telecommunications company
Trilogy Partners, and senior financial and operational roles with T-Mobile in the United States.
As COO, Drew has responsibility for all financial functions along with strategy, brand and marketing,
customer experience and customer engagement.
Drew Davies
Chief Operating Officer
Andrew joined Chorus after 17 years with Telecom Corporation of New Zealand (TCNZ) where he held a
number of roles in finance, before being appointed Treasurer in 2005.
Andrew worked on the debt management aspects of the TCNZ / Chorus demerger.
Prior to joining TCNZ, Andrew worked at the Reserve Bank of New Zealand in the financial markets group.
Andrew Hopkinson
Treasurer
Debt Investor Presentation November 2025
Agenda
5
1
Chorus overview6-7
2
Our strategy8-9
3
Our market context10-16
4
Continuing our transition to an all-fibre future 17-21
5
Regulatory framework22-23
6
Financial and non-financial highlights24-29
7
Transaction summary30-31
8
Appendices32-39
Debt Investor Presentation November 2025
Chorus overview
6
Fibre built to
87% of NZ
population;
72% fibre
uptake
New Zealand’s largest fixed line communications infrastructure business;
wholesale-only network operator, ~90 retail service provider customers
Chorus operates under a regulated utility-like framework; regulated asset
base and revenue cap regime on fibre
Continued strong demand for fibre broadband with 1.5m homes passed, and
1.1m or 72% active monthlywith 668GB/month average data usage
Generate over NZD1bn in revenue, of which 86% is fibre to the home access
and 14% is Infrastructure
Dual listed on NZX/ASX (Ticker: CNU), ADR: CHRYY; ~NZD4 billion market
capitalisation (as at 31 Oct 25); strong financial performance EBITDA
NZD705m & strong operating cash flows NZD559m in FY25
Financial flexibility via NZD450m bank facility and multi-currency bond
programmes (EMTN, AMTN and NZD retail)
Proven commitment to investment grade rating: S&P “BBB” positive;
Moody’s “Baa2” stable
Debt Investor Presentation November 2025
NATIONAL REACH
~22,000km
TRANSPORT FIBRE
400Gbps
400Gbps CAPABLE DWDM
TRANSPORT NETWORK
51
POINTS OF
INTERCONNECT
EXTENSIVE
GEOGRAPHIC
DIVERSITY
62
MESH NODES
400Gbps CAPABLE
80
CORE NODES WITH
FULL DIVERSITY
ACCESS
~190,000km
ACCESS FIBRE
1-10Gbps
LAYER 2 ACCESS
PRODUCTS
DIVERSE POINT-TO-POINT
FIBRE ROUTES
EXTENSIVE ASSET BASE
~60,000km
NATIONWIDE DUCT
NETWORK
~200,000
POLES
14,600
ROADSIDE CABINETS
~600
EXCHANGES
(4 EDGECENTRES)
~200,000+ km of total fibre
Connecting
~90
RETAIL SERVICE PROVIDERS
1.3m
HOMES AND BUSINESSES
3,400
MOBILE CELLSITE LOCATIONS
2,000+
SMART LOCATIONS
New Zealand’s largest digital infrastructure ‘neutral host’
~22,000km
FIBRE SERVICE LEADS
CONDUIT
7
Debt Investor Presentation November 2025
Our strategy
Debt Investor Presentation November 2025
Looking ahead to 2030
9
New Zealand leads the global shift to fibre; demand for high-quality broadband networks – characterised by high
speeds, high reliability and low latency – continues to grow as data-hungry digital applications become integral to
economies and daily life
Debt Investor Presentation November 2025
Our market
context
Debt Investor Presentation November 2025
The New Zealand broadband market
11
Source: IDC
NZ BROADBAND MARKET – BY RETAILER
NZ BROADBAND MARKET – BY TECHNOLOGY
0
500,000
1,000,000
1,500,000
2,000,000
SparkOne2degrees (incl Vocus)Mercury (incl Trustpower)Others
0
500,000
1,000,000
1,500,000
2,000,000
Chorus xDSLChorus mass market fibre
Chorus premium fibreLocal fibre companies (UFB)
Other fibre networksOther xDSL
One cableFixed (mobile) wireless
Legacy fixed wireless, satellite
Debt Investor Presentation November 2025
Data usage accelerating on our fibre network
12
+767
petabytes =
29,000 years
of HD
streaming
•96% of data on fibre network, showing scalability at marginal
cost
•Increasing number of peak events with 17 peak traffic events in
FY25 vs 10 in FY24, eg Netflix live boxing event, Fortnite
updates
•Monthly average fibre data usage continues to grow: 668GB
for September 2025, up 10% vs 609GB in September 2024
•~19% of fibre customers used >1 terabyte (1,000 gigabytes)
of data in June 2025 (June 2024: 16%)
•Recent Boost indicates users have benefited from the faster
download speed, improving our competitive position with
consumers
312
668
0
100
200
300
400
500
600
700
Jun-20Sep-25
CopperFibre
MONTHLY AVERAGE DATA USAGE PER CONNECTION
(GIGABYTES)
TRAFFIC ON FIBRE NETWORK
(PETABYTES*)
7,974
8,741
FY24FY25
+9.6%
* 1 petabyte = one million gigabytes
Debt Investor Presentation November 2025
What is driving data growth?
13
Advances in customer-facing technology, services and AI
Debt Investor Presentation November 2025
Fibre is AI ready
14
Venture Insights six key takeaways**:
1.The AI Revolution Reframes the Debate: . . . no longer “fibre
vs. FWA, but “which infrastructure assets are best positioned to
absorb an unpredictable, AI-driven demand shock?”
2.FWA’s Value Proposition is Fragile: This position is vulnerable
to the emergence of mainstream AI applications that will shatter
the “good enough” performance threshold
3.Uncertainty as the Key Variable: The timing and scale of AI’s
impact are unknown, but the direction is not. Infrastructure that
offers maximum performance headroom and reliability makes
fibre the premier long-term asset
4.Symmetry & Latency as Future KPIs: AI applications will
drive demand for symmetrical bandwidth and ultra low, stable
latency network requirements (key strengths of fibre networks)-
positioning these attributes as critical performance indicators
5.Repercussions for Asset Positioning: Core of integrated
telcos’ digital service ambitions will rely on fibre access
6.A New Lens for Valuation: Investors should assess
telecommunications assets based on their readiness for the AI
era
•Industry forecasts anticipate a significant step-up in AI driven
data demand
•Nokia global network traffic report forecast: AI will generate
38% of global consumer broadband traffic by 2033
NOKIA: WAN AI (ENTERPRISE AI PLATFORM) TRAFFIC,
GLOBAL, MODERATE SCENARIO
EXABYTES/MONTH*
*Source: Nokia Global Network Traffic Report 2023-2033
**Source: Venture Insights: Fibre versus FWA in the AI age, July 2025
The resilience, reliability and scalability of fibre makes Chorus an AI enabler
Debt Investor Presentation November 2025
Fibre uptake has lifted to 72.2%
15
•Fibre uptake at 72.2%: later UFB2 areas at 63%; earlier UFB1 areas at 75%
•Fibre footprint at 1,541,000 addresses passed* at 30 September 2025
•Return to growth in Chorus fibre areas as copper withdrawal programme ends (see chart on right)
68.0
68.5
69.0
69.5
70.0
70.5
71.0
71.5
72.0
72.5
0
250,000
500,000
750,000
1,000,000
1,250,000
1,500,000
30-Jun-2330-Jun-2430-Jun-2530-Sep-25
Fibre connectionsInactive fibre sockets***
Addresses passedFibre uptake (%)
* based on independent address data and Chorus network data for addresses passed by fibre; excludes Chorus fibre in Local Fibre Company (LFC) areas
** not active on 30 September
50
32
7
-33
-15
-16
-13
-50
-30
-10
10
30
50
FY24FY25Q1FY26
FibreCopper broadbandCopper voice
FIBRE UPTAKE IN CHORUS FIBRE AREA
(% ADDRESSES PASSED)
Addresses
passed
%
uptake
CHANGE IN MASS MARKET CONNECTIONS IN CHORUS
FIBRE AREA (‘000s)
Debt Investor Presentation November 2025
Fibre growth continues; speeds boosted in June 2025
16
0
20,000
40,000
60,000
80,000
100,000
120,000
Jun-23Jun-24Jun-25Sep-25
BUSINESS
2Gbps+1Gbps500Mbps300Mbps
200Mbps100Mbps<100MbpsVoice
0
200,000
400,000
600,000
800,000
1,000,000
Jun-23Jun-24Jun-25Sep-25
RESIDENTIAL
2Gbps+1Gbps500Mbps300Mbps
200Mbps100Mbps<100MbpsVoice
•100/20Mbps plan: grew by41k to 88k in FY25. Majority of growth from new/offnet and ~1/4 from higher speed plans
•demand for 1Gbps+ stable; 25% of residential connections on 1Gbps or faster with ~5k on Hyperfibre 2Gbps+ plans
•residential 50Mbps and 300Mbps plans boosted to 100Mbps and 500Mbps respectively in mid-June
500Mbps
59%
1Gbps+
25%
500Mbps
61%
1Gbps+
32%
Debt Investor Presentation November 2025
Continuing our
transition to an
all-fibre future
Debt Investor Presentation November 2025
Becoming an all-fibre business
18
TOTAL COPPER AND FIBRE CONNECTIONS (#)
0
200,000
400,000
600,000
800,000
1,000,000
1,200,000
1,400,000
1,600,000
1,800,000
FY12FY13FY14FY15FY16FY17FY18FY19FY20FY21FY22FY23FY24FY25Q1 FY26
Copper connectionsFibre connections
Note: Copper connections includes voice connections
Copper
< 8% of
Chorus
connections
Debt Investor Presentation November 2025
Steady demand for infrastructure connectivity
19
0
5,000
10,000
15,000
20,000
25,000
30,000
35,000
40,000
FY20FY21FY22FY23FY24FY25
OrdersCompleted
NEW PROPERTY DEVELOPMENT PIPELINE – LOTS PASSED
•Data centres: e.g. new Express Connect service to
simplify and accelerate DC connectivity; enables
remote provisioning
•Mobile infrastructure: e.g. backhaul demand to
new cellsites
•Smart locations: e.g. CCTV, traffic lights
•Legacy services: some revenue headwinds as we
retire copper services and obsolete enterprise fibre
systems
Cu
order
pipeline
stabilising
at 20k-25k
•New Property Development: new address growth
from new dwellings constructed of $20m+/year
Debt Investor Presentation November 2025
Continuing to explore strategic assetoptimisation
20
IoT Solutions
Fibre Expansion
Scale EdgeCentres
Copper recoveryProperty
optimisation
Debt Investor Presentation November 2025
Optimising for an all-fibre future
21
•Notice period complete in Chorus areas by December;
shutdown by mid-2026
•~1,200 cabinets/sites to be powered down in FY26 to
realise maintenance, electricity and emissions benefits
•Expect copper shutdown in LFC areas by end of CY2026
•~160km of cable recycled in FY25
•In market to select extraction partner; programme to step
up in CY2026 as urban shutdown completes
•Expect net proceeds of $30m-$50m over ~3-7 years,
subject to market prices, extraction costs etc.
•Strategic review of asset options underway for multi-year
programme aligned to copper exit timetable
•Advancing work on alternative owners for high sites
•Chorus proposed extension of fibre to 95% of population
with expected $17bn economic benefits vs <$3bn cost
•Endorsed by Infrastructure Commission as offering
significant opportunity, but independent of funding
•Co-ordinated government rural connectivity strategy
needed; Ministry for Regulation review of legacy settings
could help encourage further investment
Asset optimisation
Copper recovery
Copper retirement
Rural network expansion
Debt Investor Presentation November 2025
Our regulatory framework & pathway to regulatory
simplification
22
•Chorus is required to provide wholesale services to retailers on a non-discriminatory basis
•Chorus fibre access services, excluding fibre in other fibre company areas, operate under a Regulated Asset Base (RAB) building
blocks regime. The Commerce Commission sets a Maximum Allowable Revenue (MAR) that includes a mechanism for revenue
wash-ups and inflation and is also used for electricity lines and gas network businesses
Areas where fibre is available (~87% population)
•Chorus can withdraw copper services in accordance with
Copper Withdrawal Code set by Commission (6 months
notice)
•A RAB building blocks regime with revenue cap applies to
specified fibre access services outside of other fibre
company areas
•The building blocks regime was first introduced for 2022-
2024, settings for the next period 2025-2028 in place
Areas where fibre is not available (~13% population)
•Chorus supplies copper fixed line services to a diminishing
customer base
•The Commerce Commission has recommended copper
deregulation to government
•A Telecommunications Service Obligation (TSO) for voice
services applies to residential addresses that existed in
2001
COMMERCE COMMISSION
•Copper services deregulation: positive Commerce
Commission recommendation to Minister
•Fibre services deregulation: considering voice and backhaul
services
•Fibre input methodologies review: focus on selected key
topics, e.g. risk free rate setting, network expansion
investment, capex approval process
Note: no change to revenue cap as form of control
MINISTRY FOR REGULATION
•Telco sector review: considering whether current regulation
is fit for purpose in light of technology and market changes.
Chorus is seeking removal of legacy interventions that are no
longer fit for purpose e.g. Telecommunications Service
Obligation, shareholder cap and other obsolete rules.
Note: no change to structural separation of retail and wholesale
for fibre services.
Debt Investor Presentation November 2025
Regulatory certainty on fibre to the end of 2028
23
PQP2 MAR
2025202620272028
Final MAR (NZDm)956.91,001.01,040.81,079.7
PQP2 allowances2025202620272028
Opex** (NZDm)197.0203.6208.0210.9
Capex*** (NZDm)327.6290.6261.3260.0
*PQP2 is the second regulatory period, determined by the Commission on 28 February 2023 as the 4-year period from 1 January 2025 to 31 December 2028
** opex allowance excludes ~$20m p.a. of pass-through costs included in MAR. Chorus expects to add $10m-$20m opex p.a. (to be recovered via wash-up) as copper shuts down in CNU fibre areas
*** capex allowance may increase subject to installation demand and any future incentive proposal
•Regulatory clarity for PQP2 (CY2025-2028):
▫ID reporting (31 May) showed CNU was very close to
earning the 2024 MAR
▫PQ-FFLAS opex allocations will reflect copper withdrawal
and decline in copper direct costs
▫Chorus calls for regulatory simplification reflected in
telco sector review terms of reference
•Final maximum allowable revenue (MAR) decision (Dec
2024) defers $256m of core fibre asset depreciation from
price-quality period 2 (PQP2)*
•We expect opening core regulated asset base (RAB) to
grow from $4.99bn (Commission forecast at 13 Dec 2024) to
~$5.4bn through PQP2, based on final capex allowances and
core asset depreciation
Debt Investor Presentation November 2025
Financial and
non-financial
highlights
Debt Investor Presentation November 2025
FY25 overview
25
•Delivered innovation
through Boost speed
upgrades
•Driven greater
awareness of Fibre
•Positive regulatory
pathways emerging
•Fibre revenue growth
+7%
•Strong cost
management in
inflationary environment
•Sustaining capex held
flat at $205m
•Operating cash flows of
$559m, up 9%
•Dividend up 21% to
57.5cps for FY25
•Transitioning to Horizon
2, focus on simplicity &
efficiency
* Earnings before interest, income tax, depreciation and amortisation (EBITDA) is a non-GAAP profit measure without a standardised meaning for comparison between companies. We monitor EBITDA as
a key performance indicator and we believe it assists investors in assessing the performance of the core operations of our business
** As at 31 December
A resilient result with good progress on strategy
*
**
Debt Investor Presentation November 2025
Fibre enables a more resilient future for our
stakeholders
26
*10% more data traffic in FY25, but reduced electricity usage by 5% by removing legacy equipment; for detailed Chorus’ climate related information, please refer to the Climate Statements available at company.chorus.co.nz/sustainability
** fibre broadband has a much lower fault rate than copper (~5% vs ~30% per annum) and is widely recognised as the most energy efficient broadband technology
Note: our scope 2 emissions were increased in FY25 due to a 39% increase to the Ministry for the Environment purchased energy emissions factor - 2025 Emissions Factors Workbook (summary of changes)
https://environment.govt.nz/publications/measuring-emissions-guide-2025/
SBTi: 62% REDUCTION BY FY30
962
644
9,574
7,233
FY20FY25
Scope 1Scope 2
SCOPE 1 & 2 EMISSIONS
REDUCTION FROM FY20 BASE
YEAR (TONNES CO
2
e)
25%
99% TOTAL
LANDFILL WASTE
DIVERTED
5% ELECTRICITY
REDUCTION VS
FY24*
41% FEWER COPPER
CONNECTIONS VS
FY24**
8.4/10
ENGAGEMENT
SCORE
0.99 TRIFR vs
INDUSTRY
BENCHMARK 14.27
2,621 DIGITAL
EQUITY
CONNECTIONS
Debt Investor Presentation November 2025
Leverage: 4.52x net debt/EBITDA
27
* Table based on unadjusted S&P and financial covenant methodology that treats capital
notes as 50% equity
DEBT MATURITY PROFILE ($m)
As at 30 June 2025*$m
Borrowings2,864
+ PV of CIP debt securities (senior)242
+ Net leases payable162
Sub total3,268
- Cash81
Total net debt3,187
Net debt/EBITDA4.52
170
200
500
200
514
820
325
105
167
210
112
207
364
0
100
200
300
400
500
600
700
800
900
20262027202820292030203120322033203420352036
NZ Capital NotesNZ BondEUR MTN
AUD MTNCrown debt securitiesCrown equity securities
•Prior periods ND/EBITDA: FY24 4.42x; HY25 4.54x
•S&P has introduced new digital infrastructure rating criteria.
Under the new criteria Chorus’ outlook has been changed to
‘positive’ (from stable), and introduced FFO based metrics
•Financial covenants require senior debt ratio to be no
greater than 5.5x net debt/EBITDA
•Chorus issued $170m of NZ capital notes to refinance Crown
financing in June
•Net borrowings were $2,869m, up $245m from $2,624m (FY24),
driven by $170m capital notes issued in June 2025
▫long term bank facilities of $450m ($220m drawn)
▫~70% of interest rate exposure fixed for 3 years
Debt Investor Presentation November 2025
Crown Funding Securities – potential divestment
28
NIFF equity securities
•Unique class of security with no voting rights but a repayment
preference on liquidation
•Dividends become payable in tranches from 30 June 2030 to
2036 at a rate of 6 pct over 180-day BKBM (likely to be
refinanced before dividends become payable)
•Redeemable by cash payment of total issue price or the issue of
Chorus shares (at a 5% discount to the 20-day VWAP for Chorus
shares)
NIFF debt securities
•Unsecured, non-interest bearing and carry no voting rights
•To be redeemed in tranches from 30 June 2030 to 2036 by
repaying the issue price to the holder
•See over for the ranking of the Crown Funding Securities in the
capital structure
Crown securities ($m)
30 June
2030
30 June
2033
30 June
2036
TOTAL
Equity securities
(cumulative total)
111.7292.3683.1683.1
Debt securities
(maturity profile)
104.7166.7210.2481.6
On 10 October, the NZ Government announced they had
instructed National Infrastructure Funding and
Infrastructure Limited (NIFF) to:
•Investigate the feasibility of selling the Crown Funding
Securities (being debt and equity securities held by NIFF on
behalf of the Crown) to private investors
•NIFF’s programme of work will include due diligence of the
contractual terms of the securities, commercial valuation,
testing of market appetite and advice on an optimal sales
process
•It is expected advice on whether to proceed with the sale will
go to the NIFF board and shareholding ministers by the end
of CY 2025
•If the sale proceeds, it is expected to be completed in the
first half of CY 2026
Chorus perspective
•Ambivalent as to who owns the securities
•A new holder cannot alter the terms of the securities without
Chorus’ agreement
•Chorus may participate in the sale process if economically
rational, and would finance any acquisition in a credit neutral
manner
Debt Investor Presentation November 2025
Ranking of Crown Funding Securities on liquidation
29
1.Liabilities, depending on the source of payment, include employee entitlements for unpaid salaries and wages, holiday pay and bonuses, and PAYE, and amounts owing to the Inland Revenue for unpaid taxes and goods and
services tax. There are typically other liabilities which are preferred by law or secured, including enforcement costs and similar, which arise when a company is in liquidation which are not possible to foresee and cannot therefore
be quantified
2.The Crown Funding Debt Securities comprise a senior portion and a subordinated portion
3.Chorus’ ordinary shares which are quoted on the NZX Main Board
Type of liability
Liabilities preferred by law (for example, Inland Revenue for certain unpaid taxes)
1
Other borrowings secured over assets of Chorus
Unsubordinated and unsecured liabilities, including Chorus’ bank debt, NZX-listed senior bonds (NZ issued retail securities), Euro
Medium Term Notes, Australian Medium Term Notes, and the Senior Portion
2
of the Crown Funding Debt Securities ($242m at
30 June 2025)
NZX-listed capital notes (NZ issued retail securities)
Subordinated Portion
2
of the Crown Funding Debt Securities ($240m at 30 June 2025)
Other subordinated liabilities including Crown Funding Equity Securities ($683m)
Equity (shares
3
, reserves and retained earnings)
Higher
ranking/
earlier
priority
Lower
ranking/
later
priority
Debt Investor Presentation November 2025
Transaction
summary
Debt Investor Presentation November 2025
Summary Terms - New Issue and Tender Offer
31
Issuer:Chorus Limited
Guarantor:Chorus New Zealand Limited
Programme:The Information Memorandum of the Issuer’s Euro Medium Term
Note Programme dated 31 October 2025
Issuer Ratings:Moody’s: Baa2 (stable) / Standard & Poor’s: BBB (positive)
Expected Issue Ratings:Moody’s: Baa2 / Standard & Poor’s: BBB
Tenor:7 year
Size:EUR400m (WNG)
Coupon:Fixed, Annual, Actual/Actual (ICMA)
Format:Senior Unsecured, Regulation S, Category 2, Bearer (TEFRA D)
Coupon Step on Ratings
Change:
Applicable, subject to Step-up Rating Change (below Baa3/BBB-,
either agency) of 1.25 per cent. per annum, or Step Down Rating
Change (up to Baa3/BBB-, both agencies) back to the Rate of
Interest as at the Trade Date as described in the applicable Pricing
Supplement.
Make-Whole Call:[DBR 1.700% due August 2032] + [⚫] bps as outlined in the Pricing
Supplement
Early Redemption for Tax:Applicable. See Condition 11(b) in the Information Memorandum
Cross Default:Applicable. See Condition 14 in the Information Memorandum
Negative Pledge:Applicable. See Condition 6 in the Information Memorandum
Denominations:EUR100,000 x EUR1,000
Redemption Amount:100%
Listing/ Governing Law:EMTN / Australian Securities Exchange (ASX) / English Law
Settlement:Euroclear, Clearstream
Selling Restrictions:As directed in the Information Memorandum and applicable Pricing
Supplement
Target Market:EU MiFID II and UK MiFIR product governance / Professional
investors and ECPs only target market. Manufacturer target market
(EU MiFID II and UK MiFIR product governance) is eligible
counterparties and professional clients only (all distribution
channels). No EU PRIIPs or UK PRIIPs key information document
("KID") has been prepared as not available to retail in the European
Economic Area ("EEA") or the United Kingdom ("UK").
New Issue
Tender Offer - Description
Offeror:Chorus Limited
Description of the NotesEUR300m 0.875 per cent. Notes due 5 December 2026
ISIN/Common CodeXS2084759757 / 208475975
Outstanding Principal AmountEUR300m
(1)
Maturity Date5 December 2026
Reference BenchmarkInterpolated Mid-Swap Rate
Fixed Purchase Spread5 basis points
Hypothetical Purchase Price[98.64]
(2)
Amount Subject to the Tender OfferAny and all
EventAll dates/ times are London (BST)
Mandate Announcement & Launch
of the Tender Offer
11 November 2025
Expiration Deadline4.00 p.m. on [25] November 2025
Pricing Date & Pricing TimeAt or around 10:00 a.m. on [26] November 2025
Announcement of the conditional
results of the Tender Offer
As soon as reasonably practicable after the Pricing Time
Settlement DateOn or around [28] November 2025
Financing ConditionWhether the Offeror will accept for purchase Notes validly
tendered in the Tender Offer set out in this Tender Offer
Memorandum is subject to the settlement and issuance of the
New Notes by the Offeror on or before the Settlement Date
Priority Allocation in the New NotesQualifying Holders may, at the sole and absolute discretion of
the Offeror, receive priority in the allocation of the New
Notes, subject to such Qualifying Holder making a separate
application for the subscription of such New Notes to one of
the Dealer Managers
Tender Offer – Indicative Timetable
1.As at the date of the Tender Offer Memorandum.
2.The Purchase Price is intended to reflect a yield to maturity of the Notes on the Settlement Date equal to the Purchase
Yield, and will be announced as soon as reasonably practicable after the Pricing Time.
Debt Investor Presentation November 2025
Appendices
Debt Investor Presentation November 2025
Pricing data
33
Product / Service
Current PricePrice from 1 Jan'26
New Low Speed Plann/a
$28.00
(Retail price cap $55)
Home Fibre Starter(100/20Mbps)
$38.00
(Retail price cap $65)
$40.50
(Retail price cap $70)
Home Fibre 100Mbps
$53.96$57.52
Home Fibre 500Mbps
$56.28$58.73
Home Fibre 920Mbps$66.19$69.50
Home Hyperfibre2000Mbps$74.90$76.90
Home Hyperfibre4000Mbps$90.95$93.38
Debt Investor Presentation November 2025
New Zealand’s fibre footprint
34
87% OF POPULATION COVERED BY FIBRE TO THE PREMISES
▪NZ government supported fibre rollout from 2011-2022
▪Requirement that fibre companies be wholesale only in return
for government financing
▪Chorus received ~NZ$1.3bn in low-cost, long-term
government financing to build fibre in ~75% of the final
footprint
NORTHPOWER
TUATAHI
ENABLE
CHORUS
1,122,000
TUATAHI
200,000
ENABLE
160,000
NORTHPOWER
25,000
FIBRE COMPANY FOOTPRINT (CONNECTIONS)
CHORUS
Debt Investor Presentation November 2025
Regulatory revenue building blocks
35
Final building blocks revenue components
($m, nominal)
2025202620272028
Total return on capital255.1270.4269.4266.1
Return on assets (RAB x WACC), Core fibre assets384.6396.6404.3408.5
Return on assets (RAB x WACC), Financial loss assets74.063.854.646.2
Revaluations(127.1)(116.7)(116.1)(115.3)
Ex-ante stranding allowance 6.06.06.05.9
Benefit of Crown finance(84.9)(81.9)(81.8)(81.7)
TCSD allowance2.52.52.52.4
Opex allowance197.0203.6208.0210.9
Total depreciation452.8447.3450.8439.4
Core fibre assets299.4310.0327.5328.3
Financial loss assets153.4137.2123.3111.1
Tax allowance0.00.028.3101.6
In-period smoothing(13.3)11.613.5(11.4)
Total building blocks revenue891.5932.8970.21,006.6
Pass-through costs19.620.220.821.4
Wash-up amount (smoothed)45.847.949.851.7
TOTAL MAXIMUM ALLOWABLE REVENUE (MAR)956.91,001.01,040.81,079.7
Debt Investor Presentation November 2025
Income statement
36
FY25 $mFY24 $m
Operating revenue1,0141,010
Operating expenses(309)(310)
Earnings before interest, tax,
depreciation and amortisation
(EBITDA)
705700
Depreciation & amortisation(474)(462)
Earnings before interest & income
tax
231238
Net finance expense(210)(217)
Net earnings before income tax2121
Income tax expense(17)(30)
Net earnings / (loss)4(9)
•Copper asset depreciation up $9m to $99m
•Interest costs reduced $8m with weighted effective interest
decreasing from 5.77% to 5.39%
•Fibre connection and ARPU growth largely offset by legacy revenue
decline
•Simplification and strong cost management offset inflation-linked
and regulatory increases
•FY24 included $15m one-off non-cash expense for tax
depreciation of buildings
Debt Investor Presentation November 2025
Capex
37
207
205205
247
222
210
FY23FY24FY25
Sustaining capexDiscretionary growth
GROSS CAPEX BY CATEGORY
FY25 $mFY24 $m
Sustaining capex*205205
Discretionary growth capex210222
Gross capex415427
Less: Third-party contributions**(40)(55)
Net capex375372
•Gross capex reduced 3% to $415m with reduced installation spend partly offset by increased spend on footprint expansion
•Sustaining capex was steady year-on-year at $205m
* Sustaining capex is investment to maintain, replace or improve an existing asset
** Third-party contributions included $4m of government grants that were applied to the
balance sheet for specific projects. Other contributions were recognised as revenue
Debt Investor Presentation November 2025
RAB and Non-RAB capex
38
RAB capexFY25 $mFY24 $m
Extending the network – growth8858
Installations – growth113151
IT & Support – sustaining6159
Network capacity – sustaining6367
Network sustain & enhance -
sustaining
4432
Network sustain & enhance –
growth
22
Gross RAB capex371369
Less Third-party contributions* 3141
Net RAB capex340328
Non-RAB capex*FY25 $mFY24 $m
Copper - growth12
Copper – sustaining814
Other – growth69
Other – sustaining**2933
Gross non-RAB capex4458
Less Third-party contributions* 914
Net non-RAB capex3544
•Installation spend reduced by $28m
•Copper capex reduced by $7m and includes $8m of contribution-funded activity
•FY24 capex updated to reflect final allocations for 2024 Information Disclosure (ID). FY25 allocations unaudited and subject to 2025 ID
* Third-party contributions are deducted from RAB capex when calculating the value of RAB assets
** Some ‘Other-sustaining’ capex may be reallocated to the RAB over time
Debt Investor Presentation November 2025
New Zealand macro-economic data
39
3.05%
0.0%
2.0%
4.0%
6.0%
8.0%
-1.1%
-2.0%
0.0%
2.0%
4.0%
6.0%
•Unemployment rate: 5.2% (Jun-25)
•Annual inflation rate: 3% (Sep-25)
•New dwellings consented: 34,078 (12 months ended Aug-
25, up 1.3% vs 12 months ended Aug-24)
•Net migration gain: 13,700 (12 months ended Jun-25)
2.5%
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
RBNZ OFFICIAL CASH RATE (%)
Annual CPI (%)
12 MONTHLY ROLLING GDP (%)
Source: StatsNZ, RBNZ
Debt Investor Presentation November 2025
40
THANK YOU
---
- 1 -
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR
INDIRECTLY TO ANY U.S. PERSON OR IN OR INTO THE UNITED STATES
(EACH AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF
1933, AS AMENDED (THE "SECURITIES ACT")) OR IN ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS ANNOUNCEMENT.
This announcement is not, does not form part of and should not be construed as an offer of
securities for sale in the United States or to any U.S. Person. Neither this announcement nor
any copy hereof may be taken into or distributed, directly or indirectly, in or into the United
States or to any U.S. Person. The securities and guarantee thereof referred to herein have not
been and will not be registered under the Securities Act or laws of any state of the United States
or other jurisdiction, and may not be offered or sold in the United States or to any U.S. Person
absent registration or an applicable exemption from the registration requirements of the
Securities Act. No public offering of securities will be made in the United States.
This announcement is for information purposes only and is not an offer to purchase and does
not constitute an invitation or solicitation to sell any securities. This announcement and the
Tender Offer Memorandum referred to herein distributed do not constitute an offer to
participate in the Tender Offer (as defined herein) in any jurisdiction in which, or to any person
to or from whom, it is unlawful to make such offer or Tender Offer or for there to be such
participation under applicable laws. The distribution of this announcement and the distribution
of the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons
into whose possession this announcement or the Tender Offer Memorandum comes are
required to inform themselves about and to observe any such restrictions. Please refer to "Offer
and Distribution Restrictions" in the Tender Offer Memorandum for further details.
11 November 2025
Chorus Limited
(incorporated with limited liability in New Zealand)
(the "Offeror")
Invitation by the Offeror to the Qualifying Holders of the outstanding EUR 300,000,000
0.875 per cent. notes due 5 December 2026 (ISIN: XS2084759757) (the "Notes") issued
by the Offeror and guaranteed by Chorus New Zealand Limited to tender any and all of
their Notes for purchase by the Offeror for cash
The Offeror announces that it is inviting Qualifying Holders of the Notes to tender any and all
Notes held by such Qualifying Holders for purchase by the Offeror for cash (the "Tender
Offer").
The Tender Offer is made on the terms and subject to the conditions contained in the Tender
Offer Memorandum dated 11 November 2025 (the "Tender Offer Memorandum").
Capitalised terms used but not otherwise defined in this announcement shall have the meaning
given to them in the Tender Offer Memorandum.
- 2 -
Description
of the Notes
ISIN/Common
Code
Outstanding
Principal Amount
Maturity
Date
Reference
Benchmark
Fixed
Purchase
Spread
Purchase
Price
(2)
Amount
Subject to
the Tender
Offer
€300,000,000
0.875 per cent.
notes due 5
December
2026
XS2084759757
/ 208475975
€3 00,000,000
(1)
5
December
2026
Interpolated
Mid-Swap
Rate
+5 basis
points
To be
determined by
the Dealer
Managers at
the Pricing
Time
Any and all
Notes:
(1) As at the date of the Tender Offer Memorandum.
(2) As further described in the Tender Offer Memorandum.
Tender Offer
The Tender Offer will commence on 11 November 2025 and will expire at 4:00 p.m. (London
time), on 25 November 2025 (the "Expiration Deadline"), unless extended, earlier terminated
or withdrawn at the sole and absolute discretion of the Offeror as described herein.
The Offeror invites (subject to offer and distribution restrictions) Qualifying Holders of the
Notes who wish to tender such notes for purchase by the Offeror for a cash amount equal to
the Tender Consideration, subject to and in accordance with the terms and conditions of the
Tender Offer as described in the Tender Offer Memorandum.
The Offeror proposes to accept for purchase for cash any and all of the Notes validly tendered
on the terms and subject to the conditions contained in the Tender Offer Memorandum. The
Offeror will determine, in its sole and absolute discretion, the aggregate principal amount of
Notes (if any) that it will accept for purchase pursuant to the Tender Offer, which amount will
be announced following the Expiration Deadline. There is no maximum purchase amount and
accepted Tender Instructions will not be subject to proration. The Offeror reserves the right to
reject or accept any Notes validly offered for sale pursuant to the Tender Offer Memorandum
in its sole and absolute discretion.
The price payable per principal amount of the Notes in respect of invitations to tender accepted
by the Offeror is the Purchase Price determined as described in "Terms of the Tender Offer —
Purchase Price" of the Tender Offer Memorandum by reference to the sum of the fixed
purchase spread of +5 basis points over the Interpolated Mid-Swap Rate plus the Accrued
Interest Payment.
Notes purchased by the Offeror pursuant to the Tender Offer will be immediately cancelled by
the Offeror. Notes which have not been validly tendered and accepted for purchase pursuant to
the Tender Offer will remain outstanding after the Settlement Date.
Custodians, Direct Participants and Clearing Systems will have deadlines for receiving
instructions prior to the Expiration Deadline and Qualifying Holders should contact the
intermediary through which they hold their Notes as soon as possible to ensure proper and
timely delivery of instructions.
- 3 -
Rationale for the Tender Offer
The Offeror is looking to refinance the outstanding Notes and extend the debt maturity profile
of its liabilities.
New Notes and Financing Condition
The Offeror has also announced investor marketing for an offering of Euro denominated fixed
rate guaranteed notes (the "New Notes"), subject to market conditions. The Tender Offer is
conditional upon the settlement and issuance of the New Notes on or before the Settlement
Date (the "Financing Condition"). In addition, validly submitted Tender Instructions will be
irrevocable except in the limited circumstances described in the section titled "Amendment,
Termination, Withdrawal or Extension" of the Tender Offer Memorandum.
Priority Allocation in the New Notes
A Qualifying Holder who wishes to subscribe for New Notes in addition to tendering or
indicating its firm intention to tender Notes for purchase pursuant to the Tender Offer may, at
the sole and absolute discretion of the Offeror, receive priority (the "New Notes Priority") in
the allocation of the New Notes, subject to such Qualifying Holder making a separate
application for the subscription of such New Notes to one of the Dealer Managers in its capacity
as Joint Lead Manager of the issue of the New Notes and in accordance with the standard new
issue procedures of such Joint Lead Manager.
Such priority may be given for an aggregate principal amount of New Notes up to the aggregate
principal amount of the Notes validly tendered or firmly indicated to be tendered by that
Qualifying Holder and accepted for purchase by the Offeror pursuant to the Tender Offer and
may be given over any investor who is applying for purchase of such New Notes without having
Notes accepted for purchase in the Tender Offer. However, the Offeror is not obliged to allocate
the New Notes to any Qualifying Holder who has validly tendered or indicated a firm intention
to tender the Notes pursuant to the Tender Offer. Any allocation of the New Notes, while being
considered by the Offeror as set out above, will be made in accordance with customary new
issue allocation processes and procedures.
The denomination of the New Notes will be €100,000.
To request New Notes Priority, a Qualifying Holder should contact a Dealer Manager (in its
capacity as a Joint Lead Manager of the issue of the New Notes) using the contact details set
out below and on the back cover page of the Tender Offer Memorandum.
The application to receive priority in the allocation of New Notes does not constitute an offer
or acceptance by any Qualifying Holder to purchase New Notes, and any investment decision
to purchase any New Notes should be made solely on the basis of the information contained in
the New Notes Information Memorandum, which will be available from the Joint Lead
Managers on request, subject to compliance with all applicable securities laws and regulations,
and no reliance is to be placed on any representations other than those contained in such New
Notes Information Memorandum.
The pricing of the New Notes is expected to take place prior to the Expiration Deadline and,
as such, Qualifying Holders are advised to contact a Dealer Manager (in its capacity as a Joint
- 4 -
Lead Manager of the issue of the New Notes) as soon as possible prior to the Expiration
Deadline and prior to the pricing of the New Notes in order to request New Notes Priority.
The Tender Offer Memorandum is not an offer of securities for sale in the United States or to
U.S. Persons. Securities may not be offered or sold in the United States absent registration
under, or an exemption from the registration requirements of, the Securities Act. Nothing in
the Tender Offer Memorandum constitutes an offer to sell or the solicitation of an offer to buy
the New Notes or the guarantee thereof in the United States or any other jurisdiction. Neither
the New Notes nor the guarantee thereof may be offered, sold or delivered in the United States
absent registration under, or an exemption from the registration requirements of, the Securities
Act. The New Notes and the guarantee thereof have not been, and will not be, registered under
the Securities Act or the securities laws of any state or other jurisdiction of the United States,
and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or
for the account or benefit of, U.S. Persons.
The ability to purchase New Notes is subject to all applicable securities laws and regulations
in force in any relevant jurisdiction (including the jurisdiction of the relevant Qualifying Holder
and the selling restrictions set out in the New Notes Information Memorandum). It is the sole
responsibility of each Qualifying Holder to satisfy itself that it is eligible to purchase New
Notes before requesting New Notes Priority.
No action has been or will be taken in any jurisdiction in relation to the Tender Offer that would
permit a public offering of securities.
Procedure for Participating in the Tender Offer
A Qualifying Holder wishing to participate in the Tender Offer must deliver, or arrange to have
delivered on its behalf, via the relevant Clearing System and in accordance with the
requirements of such Clearing System, a valid Tender Instruction that is received by the Tender
and Information Agent by the Expiration Deadline. Qualifying Holders are advised to check
with any bank, securities broker or other intermediary through which they hold Notes when
such intermediary would need to receive instructions from a Qualifying Holder in order for that
Qualifying Holder to be able to participate in the Tender Offer by the deadline specified in the
Tender Offer Memorandum.
Only Direct Participants may submit Tender Instructions. Each Qualifying Holder who is not
a Direct Participant must arrange for the Direct Participant through which such Qualifying
Holder holds its Notes to submit a Tender Instruction on its behalf to the relevant Clearing
System before the deadlines specified by the relevant Clearing System.
The offer by a Qualifying Holder, or the relevant Direct Participant on its behalf, to participate
in the Tender Offer may be revoked by such Qualifying Holder, or the relevant Direct
Participant on its behalf, only in the limited circumstances described in "Amendment,
Termination, Withdrawal or Extension" of the Tender Offer Memorandum.
- 5 -
Expected Timetable
This is an indicative timetable and is subject to the right of the Offeror to extend, amend, terminate
and/or withdraw the Tender Offer (subject to applicable law and as provided in the Tender Offer
Memorandum).
Events Dates and Times
(All times are London time)
Launch of the Tender Offer and announcement of investor
marketing in relation to the proposed issue of the New Notes .
11 November 2025
The Offeror will announce the Tender Offer via publication on
the ASX website and the dissemination of the Tender Offer
launch announcement via Euroclear and Clearstream for
communication to Direct Participants (as defined herein).
Tender Offer Memorandum (subject to the offer and
distribution restrictions set out in "Offer and Distribution
Restrictions") made available on the Offer Website by the
Tender and Information Agent.
Announcement of investor marketing in relation to the
proposed issue of the New Notes.
Pricing of the New Notes............................................. Prior to the Expiration
Deadline
Expiration Deadline ...................................................................
4.00 p.m.
on 25 November 2025
Deadline for receipt by the Tender and Information Agent of
valid Tender Instructions in order for Qualifying Holders to be
able to participate in the Tender Offer.
Pricing Date and Pricing Time ..................................................
At or around 10:00 a.m.
on 26 November 2025
Provided the Offeror has not elected to amend, extend, withdraw
or terminate the Tender Offer in accordance with "Terms of the
Tender Offer — Amendment, Termination, Withdrawal or
Extension" of the Tender Offer Memorandum, determination of
the Interpolated Mid-Swap Rate and the Purchase Price.
,
- 6 -
Announcement of the conditional results of the Tender Offer As soon as reasonably
practicable after the
Pricing Time
Announcement of whether the Offeror will accept, subject to
the Financing Condition being waived by the Offeror (in its
sole and absolute discretion) or satisfied on or before the
Settlement Date, any Notes pursuant to the Tender Offer, and,
if so accepted,
(i) the Interpolated Mid-Swap Rate;
(ii) the Purchase Yield;
(iii) the Purchase Price;
(iv) the Accrued Interest Payment;
(v) the aggregate principal amount of Notes validly tendered
and accepted for purchase;
(vi) the aggregate principal amount of Notes that will remain
outstanding after the Settlement Date; and
(vii) the Settlement Date.
Settlement Date ........................................................................
Settlement of the Tender Offer; the Offeror to pay the Tender
Consideration.
The Offeror will announce the settlement of the Tender Offer.
On or around
28 November 2025
The Offeror may, in its sole and absolute discretion, extend, withdraw, terminate or amend the
terms and conditions of the Tender Offer at any time prior to the announcement by the Offeror
of whether the Offeror intends to accept any Notes for purchase, as described in the Tender
Offer Memorandum. Details of any amendment, extension, termination or withdrawal will be
notified to Qualifying Holders and the ASX as soon as possible after it takes place.
In addition, subject to applicable law and as provided herein, the Offeror may, in its sole and
absolute discretion, terminate, withdraw, amend or extend the terms of the Tender Offer at any
time prior to the announcement of whether the Financing Condition has been satisfied or
waived.
Significant delays may be experienced where notices are delivered through the Clearing
Systems and Qualifying Holders are urged to contact the Dealer Managers or the Tender and
Information Agent at the telephone numbers specified below and on the back cover of the
Tender Offer Memorandum for the relevant announcements during the Tender Offer Period.
All announcements will be made available upon release at the offices of the Tender and
Information Agent.
Qualifying Holders are advised to check with any bank, securities broker or other intermediary
through which they hold Notes when such intermediary would require to receive instructions
- 7 -
from a Qualifying Holder to participate in, or (in the limited circumstances in which revocation
is permitted) revoke their instruction to participate in, the Tender Offer in order to meet the
deadlines set out above. The deadlines set by any such intermediary and each of Euroclear and
Clearstream for the submission of Tender Instructions may be earlier than the relevant
deadlines specified in the Tender Offer Memorandum. See "Terms of the Tender Offer -
Procedures for Participating in the Tender Offer" of the Tender Offer Memorandum.
Qualifying Holders are advised to read carefully the Tender Offer Memorandum for full
details of, and information on the procedures for participating in, the Tender Offer. Each
Qualifying Holder is solely responsible for making its own independent appraisal of all
matters such Qualifying Holder may deem appropriate in determining whether to offer
Notes for purchase and, if so, the aggregate principal amount of Notes to be so offered.
Unless stated otherwise, announcements will be made by (i) the delivery of notices to each of
Euroclear and Clearstream for communication to Direct Participants, (ii) by publication on the
ASX website, (iii) by publication on the Offer Website (as defined below), or (iv) as required
by relevant laws or regulations. Copies of all such announcements, press releases and notices
can also be obtained from the Tender and Information Agent, the contact details for which are
specified below and on the back cover of the Tender Offer Memorandum. In addition,
Qualifying Holders may contact the Dealer Managers for information using the contact details
specified below and on the back cover of the Tender Offer Memorandum.
The Tender Offer Memorandum and any other relevant notice and documents with respect to
the Tender Offer will be available at https://deals.is.kroll.com/chorus (the "Offer Website",
operated by the Tender and Information Agent for the purpose of the Tender Offer.)
Citigroup Global Markets New Zealand Limited, HSBC Bank plc and MUFG Securities Asia
Limited are acting as Dealer Managers for the Tender Offer and Kroll Issuer Services Limited
is acting as Tender and Information Agent. For detailed terms of the Tender Offer please refer
to the Tender Offer Memorandum which (subject to distribution restrictions) can be obtained
from the Tender and Information Agent using the details below.
- 8 -
CONTACT INFORMATION
Qualifying Holders who have questions regarding the Tender Offer, may contact the Tender
and Information Agent or the Dealer Managers.
DEALER MANAGERS
Citigroup Global Markets New
Zealand Limited
Citigroup Centre, Level 11,
23 Customs Street East, P.O. Box
3429
Auckland 1140, New Zealand
Attn: Liability Management Group
Tel: +44 20 7986 8969
Email: liabilitymanagement.europe@citi.com
HSBC Bank plc
8 Canada Square
London E14 5HQ
United Kingdom
Attn: Liability Management, DCM
Tel: +44 20 7992 6237 (London) /
+852 2914 8278 (Hong Kong)
Email: LM_EMEA@hsbc.com
MUFG Securities Asia Limited
9/F, AIA Central
1 Connaught Road Central
Hong Kong
Attn: Hybrid and Liability Management
Tel: +44 20 7577 1374
Email: Hybrids.LM@int.sc.mufg.jp
Requests for information in relation to the procedures for tendering Notes in the Tender
Offer, for obtaining documents and the submission of Tender Instruction should be directed
to:
THE TENDER AND INFORMATION AGENT
Kroll Issuer Services Limited
In London
The News Building
3 London Bridge Street
London SE1 9SG
United Kingdom
In Hong Kong
3
rd
Floor, Three Pacific Place
1 Queen's Road East
Admiralty
Hong Kong
Attn: Owen Morris / Mu-yen Lo
Tel: +44 20 7704 0880 / +852 2281 0114
Offer Website: https://deals.is.kroll.com/chorus
Email: chorus@is.kroll.com
- 9 -
DISCLAIMER
This announcement must be read in conjunction with the Tender Offer Memorandum. This
announcement and the Tender Offer Memorandum contain important information which
should be read carefully before any decision is made with respect to the Tender Offer. If any
Qualifying Holder is in any doubt as to the action it should take, it is recommended to seek its
own financial advice, including as to any tax consequences, from its stockbroker, bank
manager, solicitor, accountant or other independent financial adviser. Any individual or
company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company
or other nominee must contact such entity if it wishes to offer Notes in the Tender Offer. None
of the Offeror, the Dealer Managers or the Tender and Information Agent or any of their
respective directors, employees or affiliates makes any recommendation whether Qualifying
Holders should offer Notes in the Tender Offer.
Neither this announcement nor the Tender Offer Memorandum constitutes an invitation to
participate in the Tender Offer in or from any jurisdiction in or from which, or to or from any
person to or from whom, it is unlawful to make such invitation under applicable securities laws.
The distribution of this announcement and the Tender Offer Memorandum in certain
jurisdictions may be restricted by law. Persons into whose possession this announcement or the
Tender Offer Memorandum comes are required by each of the Offeror, the Dealer Managers
and the Tender and Information Agent to inform themselves about and to observe, any such
restrictions. Nothing in this announcement or in the Tender Offer Memorandum constitutes an
offer to sell or the solicitation of an offer to buy the New Notes in the United States or any
other jurisdiction.
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.
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