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Annual Shareholders Meeting - Presentation and Address

AGM16 December 2025NPHIndustrials

NAPIER PORT HOLDINGS LIMITED
ANNUAL SHAREHOLDERS MEETING:

ADDRESS TO

ACCOMPANY

PRESENTATION

10:30AM, WEDNESDAY, 17 DECEMBER 2025

Kia ora, good morning everyone,

and welcome to Napier Port’s Annual

Shareholders Meeting.

My name is Blair O’Keeffe. I am the Chair

of the Napier Port board and I’ll be running

today’s meeting. Also presenting today will be

Todd Dawson, Chief Executive, and Kristen

Lie, Chief Financial Officer.

2025 Highlights

I’m pleased to report that 2025 has been

another milestone year for Napier Port,

building on the strong recovery and growth

we achieved last year. A more stable trading

environment, combined with our continued

operational focus, has contributed to a very

strong operational and financial performance.

Across the region, key primary sectors

have performed well, supported by a

favourable growing season and improved

operating conditions. Our diverse trade base,

infrastructure and skilled team have ensured

Napier Port continues to deliver for our

customers,community and shareholders.

This year we achieved new financial highs

for total revenue, results from operations, net

profits and dividends paid to shareholders.

We have also remained vigilant in our

commitment to safety and wellbeing and are

pleased to report another year without any

serious harm incidents.

During the year, we’ve continued to

make strong progress on our long-term

transformation and investment programme.

Cornerstone projects under the Napier Port

container terminal transformation initiative,

the joint-venture dredge with Port Otago,

and preparations for next-generation plant

and mooring systems are all advancing

– strengthening our capability today and

positioning Napier Port for the future.

Our cargo base is diverse and resilient, with

container growth this year helping to balance

softer bulk and cruise volumes. This diversity

is a strength that serves our business well,

and provides a solid platform for future

growth.

Looking ahead, operating conditions

permitting, Napier Port is well-positioned for

sustained volume and earnings momentum.

We have a strong balance sheet, an ongoing

focus on performance and capability, and a

clear strategy for long-term value creation for

our shareholders, customers and region.

Todd will now take us through the year’s

results.

Napier Port Chair,

Blair O’Keeffe

Napier Port Chief Executive,
Todd Dawson

Strong Annual Result

Thank you, Blair.

Good morning everyone. Thank you

for taking the time to attend our Annual

Shareholders Meeting today.

This year has been one of strong

performance and increased container activity

– achieving record revenue, supported by

more stable trading conditions across our

region and customer base.

Good growing conditions contributed to an

early and strong apple harvest and ongoing

recovery in fresh produce.

Pan Pac’s pulp and timber operations

returned to full production, lifting volumes

through the port.

We also saw higher restow and transhipment

activity as shipping lines adjusted their

rotations around the New Zealand coast.

Cruise activity eased from last year’s peak

but remained solid, with 78 vessel calls

bringing welcome tourism into the region.

With the uplift in container volumes and a

shifting mix across trades, activity on port

increased throughout the year.

This momentum brought its own pressures

at times – including compressed shipping

schedules, weather-related disruptions and

some crane availability and maintenance

challenges.

By applying our whole-of-port approach to

resource planning, we were able to manage

these fluctuations effectively and maintain

service levels during peak periods. Teams

flexed operations in real time, reallocating

personnel and equipment, adjusting berth

plans, and working closely with customers

as volumes moved between cargo types and

services.

This coordinated model is now well

embedded across the port and delivers

ongoing value by improving reliability,

responsiveness and overall operational

performance.

At the same time, we have continued to

invest in strengthening our capability.

This includes preparing for the Napier Port

Transformation programme and the phased

introduction of battery-electric autonomous

trucks, continued standardisation and

optimisation of plant and equipment, and

further work to support crane performance

and operational reliability ahead of next

season.

Together, these operational improvements

and capability investments are helping

us convert higher activity into greater

levels of performance and efficiency – and

underpinning the record financial result

delivered this year.

Having delivered another strong year for

Hawke’s Bay and for shareholders, we are

strongly motivated by what we see as Napier

Port’s growing capability under normal

operating conditions, and confident in the

momentum we are building for the years

ahead.

Napier Port Chief Executive, Todd Dawson Continued
Positioning For Growth

As we look ahead, our focus is on positioning

Napier Port for sustainable long-term growth.

During the year we completed our refreshed

10-year strategy out to 2035, providing clear

direction for how we continue to support our

customers and strengthen our role in the

wider supply chain.

In the near term, we expect to see continued

momentum across our existing cargo base,

supported by more stable trading conditions

and strong engagement with our customers.

Our investments in infrastructure, plant and

equipment, upgraded systems, our people

and the mix of container, bulk and cruise

services gives us a solid foundation for the

next phase of growth.

We are also extending our reach through

delivery to customers of more integrated

supply-chain solutions.

Our Viewpoint Supply Chain service

continues to expand its network and

customer base across the North Island,

supported by the Manawatū Inland Port and

our strong partnership with KiwiRail.

The collaboration with Ernslaw One and

KiwiRail to move logs by rail from Karioi

Forest provides a reliable channel to market

following the WPI mill closure, while also

giving customers a more efficient, lower-

carbon transport option and strengthening

resilience across the wider supply chain.

We are also progressing the construction

of our joint-venture dredge with Port Otago.

Once operational, it will enhance berth

availability, support future vessel demand and

strengthen our long-term port resilience and

strategic position by deepening our channels

to consented depth levels.

Another focus area is evolving and

strengthening how we work to support future

customer needs. This includes improving

the systems, processes and customer

touchpoints that underpin day-to-day

operations, and preparing for new technology

and ways of working that will enhance our

reliability, efficiency, scalability and service

quality.

Finally, we will continue to take a disciplined

approach to capital and cost management,

making sure our investments are well-

sequenced, our cost to serve remains tightly

managed, and we preserve the balance

sheet strength needed to support future

opportunities.

Together, these priorities position Napier Port

to grow alongside and with our customers,

strengthen its role in the wider supply chain,

and continue delivering long-term value for

the region.

Integrated Sustainability

Good momentum continued towards

embedding sustainability across Napier Port

this past year. The way we make decisions,

invest and work with customers and partners,

all have sustainability ‘built in’, and this year’s

progress reflects that integration right across

the business.

We achieved Toitū Enviromark Gold

accreditation, recognising the strength of our

environmental management system and our

commitment to continual improvement.

We also completed our fifth climate change

report, and our second report that aligns

with the New Zealand Climate Standards,

supported by independent, third-party

emissions verifications.

Current and planned investments in efficient,

lower-emission equipment are an important

part of our emissions reduction pathway

helping position Napier Port for its future

operating model as it becomes sensible and

economic for the port to do so.

It is pleasing to see improvements in both

employee engagement and customer

satisfaction this year, reflecting the work

underway to strengthen our Napier Port

culture and build shared values across the

organisation. As part of this, we progressed

our culture refresh, a core foundation of

our refreshed 10-year strategy, that brings

greater clarity to the values and behaviours

that guide how we work and deliver for our

customers and region.

Finally, in recognition of our people’s

contribution to the year’s performance, our

Employee Recognition Scheme delivered a

payment of $4,314 per full-time employee,

paid in a mix of cash and Napier Port shares.

I will now hand over to our Chief Financial

Officer, Kristen Lie

Container Volumes Drive Cargo
Growth

Thank you Todd, and good morning

everyone.

I am pleased to be able to provide a financial

report to accompany our audited financial

statements for the 2025 financial year.

It has been another strong year of financial

performance, with revenue growth supported

by the mix of activity moving through the port.

We handled just over 5.1 million tonnes

of total cargo, an increase on last year as

activity continued to stabilise across our

trades following the relative volatility in

recent years. Within this, we saw increased

container activity, offsetting lower bulk cargo

and cruise activity, when compared year on

year.

We processed 250,000 TEU (twenty-foot

container equivalent units) of containerised

cargo and 3.4 million tonnes of bulk cargo,

supported by more consistent export flows

throughout the year and a strong primary

sector export season.

We welcomed 78 cruise vessels, marking our

second-largest cruise season on record.

These volumes, together with our operating

approach across the port, have translated

into a new milestone revenue result.

Revenue Growth On Volume and

Yield

Revenue grew strongly, with total revenue

increasing $16.3 million, or 11.6%, to $157.7

million.

The increase was led by container services,

which grew by $15.2 million, supported

by 9.1% higher TEU volumes and higher

average revenue per unit.

Bulk cargo revenue increased by $2.3

million, despite modestly lower log volumes,

reflecting changes in cargo mix, tariff

increases and higher marine services

revenue.

And cruise revenue was slightly lower,

decreasing $0.8 million, due to fewer vessel

calls compared with last year.

Across all three service areas, revenue

performance was supported by higher

average revenue per unit, driven by cargo

mix changes, tariff adjustments, and

contributions from supporting service areas

such as our Port Pack and our container

depot operations.

These revenue improvements reflect the

benefits of our ongoing investment in

infrastructure and services, and the stronger

operating leverage we have built into the

business over recent challenging years.

New Milestone Operating

Result and Net Profit

Our benchmark financial operating result

metric, the result from operating activities,

increased to $64.2 million, up 23.5%

from $52.0 million last year. This builds

on a significant growth year in 2024, and

represents 72% growth over two years.

In the year, revenue growth of $16.3 million

exceeded the increase in operating expenses

of $4.2 million, reflecting cost discipline and

the strong ability to convert higher activity into

higher operating profits.

Revenue increased by $16.3 million, while

operating expenses rose by only $4.2 million,

reflecting cost discipline and the strong ability

to convert higher activity into higher operating

profits.

During the year, we reached a final

settlement for our Cyclone Gabrielle

insurance claim, which added $7.5 million to

our pre-tax profits during the year.

Driven by the strong operating result,

underlying net profit after tax, excluding the

effect of abnormal insurance receipts, tax law

changes, and asset write-downs, increased

36.5% to $28.3 million.

Reported statutory net profit after tax

increased 24.4% to $30.9 million. Over two

years, this represents growth of 86%.

Overall, the 2025 financial results

demonstrate solid revenue growth, disciplined

cost management, and healthy growing

profitability.

Capital Management

Finally, an update on our capital management

and debt profile, which remains in a strong

position.

With a strong underlying net cash flow

from operations exceeding investment and

financing cashflows, we ended the financial

year with gross debt of $107 million, reflecting

a $2.5 million reduction.

In the short-term, we expect that our gross

debt balance will rise modestly as we

fund our current programme of plant and

equipment replacements, and the strategic

investments that we have outlined today.

We expect higher debt levels to be

comfortably manageable. At the year end, we

had available $73 million of undrawn banking

facilities, providing flexibility to support our

future investment programme, and our Total

Debt to EBITDA, or debt coverage, ratio was

1.50 times, demonstrating a conservative

balance sheet and the benefits of growing

operating cashflow.

During the year, we renewed and extended

our lending arrangements with our banks.

These updated facilities provide improved

terms and introduce sustainable loan

provisions that support investment in eligible

assets under our Sustainable Finance

Framework.

Our financial position has supported the

Board’s decision to pay fully imputed total

dividends of $29 million, or 14.5 cents per

share, for the 2025 financial year. This

includes a special dividend of 5.0 cents per

share paid in June, and the 8.0 cents per

share final 2025 dividend that shareholders

will have received yesterday.

I will now hand back to Todd for concluding

remarks.

Napier Port Chief Financial Officer,

Kristen Lie

Looking Ahead To FY2026
Looking ahead, we remain confident in

Napier Port’s outlook and ability to deliver

sustained performance and long-term value.

International trading conditions remain mixed,

but the fundamentals of the region’s core

food-and-fibre export sectors continue to be

solid. We are seeing improved stability across

the supply chain, easing inflation, and more

favourable macro-economic conditions, all of

which support confidence for cargo owners

as we move through the new financial year.

Across the port, we continue to invest in the

capability and reliability of our core operations

– including the renewal and replacement

of key plant and equipment and ongoing

delivery of our long-term asset programme.

These investments, alongside investment

in our people and systems, ensure we are

well positioned to perform consistently,

support growth where it occurs, and build

the capability needed to prepare for the next

phase of our transformation.

Alongside this, we are modernising our

operating systems, preparing the port for

future operating modes, and ensuring we

have the capacity and resilience required to

support growing regional demand.

Trading for the new financial year to date is

broadly in line with our expectations. Cruise

visits to date, plus remaining bookings, sit

at 59 calls for the season after weather

impacted one call earlier this month. We

are seeing steady log export volumes and

encouraging signs from early crop indicators,

alongside continued investment in the

horticulture sector, which provide confidence

as we head into the new season.

We expect the momentum in our earnings

performance to carry through into FY2026,

supported by stable trading conditions and

the ongoing investment we are making in our

assets, people and systems.

We are reaffirming our guidance for the

2026 financial year provided alongside our

annual results, for an underlying result from

operating activities of between $70 million

and $74 million, assuming current market

conditions continue.

With a strong balance sheet, Napier Port

is well positioned to continue investing in

its core operations, support our customers,

and maintain a growing dividend profile for

shareholders.

Finally, I would like to acknowledge and thank

my entire Napier Port team, as well as our

board, for their commitment and contribution

throughout the year.

I will now hand back to Blair.

It is my pleasure today to conclude the

Annual Shareholders Meeting for the 2025

financial year.

On behalf of the Board, I extend our thanks

to all shareholders, our community, and the

cargo owners who entrust their product to

Napier Port.

And to the entire Napier Port team who – led

by an excellent Senior Management Team

– continue to bring their best to work every

day, facing whatever the day brings with an

unflappable commitment and resolve.

Thank you for coming today and thank you

for your continued support of Napier Port.

No reira tēnā koutou, tēnā koutou, tēnā

koutou katoa.

Napier Port Chief Executive,

Todd Dawson

Napier Port Chair,

Blair O’Keeffe

---

ANNUAL SHAREHOLDERS MEETING 2024

2
BLAIR O’KEEFFE

CHAIR

3
This presentation has been prepared by Napier Port Holdings Limited (together with Port of Napier Limited, "Napier

Port"). This presentation is being provided to you on the basis that you are, and you represent and warrant that you are,

a person to whom the provision of the information in this presentation is permitted by the applicable laws and regulations

of the jurisdiction in which you are situated without the need for registration, lodgement or approval of a formal disclosure

document or any other filing or formality in accordance with the laws of that foreign jurisdiction.

Information only; No reliance: This presentation is for information purposes only and you should not rely on this

presentation. This presentation does not purport to contain all of the information that you may require or be complete.

The historical information in this presentation is, or is based upon, information that has been released to NZX Limited

("NZX"). This presentation should be read in conjunction with Napier Port's other periodic and continuous disclosure

announcements, which are available at www.nzx.com.

The information in this presentation does not constitute a personal recommendation or service or take into account the

particular needs of any recipient. The information in this presentation should be considered in the context of the

circumstances prevailing at the date and time of the presentation and is subject to change without notice. No person is

under any obligation to update this presentation nor to provide you with further information about Napier Port. This

presentation does not constitute or form part of an offer to sell, or a solicitation of an offer to buy, any shares, securities

or financial products in any jurisdiction. This presentation has not been and will not be filed with or approved by any

regulatory authority in New Zealand or any other jurisdiction.

Investment risk: An investment in securities in Napier Port is subject to investment and other known and unknown risks,

some of which are beyond the control of Napier Port. Napier Port does not guarantee any particular rate of return or the

performance of Napier Port.

No liability: Napier Port, its shareholders, their respective advisers and affiliates, and each of their respective directors,

shareholders, partners, officers, employees and representatives accept no responsibility or liability for, and make no

representation, warranty or undertaking, express or implied, as to, the fairness, accuracy, reliability or completeness of,

and to the maximum extent permitted by law hereby disclaim and shall have no liability whatsoever (including, without

limitation, arising from fault or negligence or otherwise) for any loss or liability arising from, this presentation or any

information contained, referred to or reflected in it or supplied or communicated orally or in writing to you or any other

person. The information in this presentation has not been independently verified or audited.

Financial data: All dollar values are in New Zealand dollars (NZ$ or NZD) unless otherwise stated. Any financial

information provided in this presentation is for illustrative purposes only and is not represented as being indicative of

Napier Port's views on its future financial condition and/or performance.

Investors should be aware that certain financial data included in this presentation are 'non-GAAP financial measures'.

Investors are cautioned not to place undue reliance on any non-GAAP financial measures included in this presentation,

they do not have a standardised meaning prescribed by New Zealand Generally Accepted Accounting Standards and,

therefore, may not be comparable to similarly titled measures presented by other entities, nor should they be construed

as an alternative to other financial measures determined in accordance with New Zealand Generally Accepted

Accounting Standards.

Past performance: Any past performance information given in this presentation is given for illustrative purposes only

and should not be relied upon as (and is not), a promise, representation, warranty or guarantee as to the past, present

or the future performance of Napier Port.

Future performance: This presentation contains "forward-looking statements", which include all statements other than

statements of historical facts, including, without limitation, any statements preceded by, followed by or that include the

words "targets", "believes", "expects", "aims", "intends", "will", "may", "anticipates", "would", "could" or similar

expressions or the negative thereof. Indications of, and guidance or outlook on, future earnings or financial position or

performance are also forward-looking statements. Such forward-looking statements involve known and unknown risks,

uncertainties and other important factors beyond the control of Napier Port that could cause the actual results,

performance or achievements of Napier Port to be materially different from future results, performance or achievements

expressed or implied by such forward-looking statements. No assurances can be given that the forward-looking

statements referred to in this presentation will be realised. Given these uncertainties, you are cautioned not to rely on

such forward-looking statements.

Confidentiality and copyright: This presentation is strictly confidential and is intended for the exclusive benefit of the

person to which it is presented. This presentation should not be copied, reproduced or redistributed without the prior

written consent of Napier Port. Distribution of this presentation may be restricted or prohibited by law. The copyright of

this presentation and the information contained in it is vested in Napier Port.

Acceptance: For purposes of this Notice, "presentation" shall mean the slides, the oral presentation of the slides by

Napier Port, any question-and-answer session that follows that oral presentation, hard copies of this document and any

materials distributed at, or in connection with, that presentation. By attending an investor or analyst presentation or

briefing, or accepting, accessing or reviewing this presentation, you acknowledge and agree to the terms set out in this

Notice.

IMPORTANT NOTICE AND DISCLAIMER

4
DIRECTORS

VINCENT TREMAINE

JOHN HARVEY

STEPHEN MOIRDEBBIE BIRCH

DAN DRUZIANIC

KYLIE CLEGG

HAMISH STEVENS

AGENDA
General Business and Questions

Ordinary Resolutions

Chief Executive’s address

Chief Financial Officer's address

Chair’s address

Questions on Presentations, Annual Report, Financial

Statements

Close of Meeting

2025 HIGHLIGHTS
•Continued regional recovery across key sectors

•Step up in financial performance with new milestone revenue and earnings

•Reported net profit after tax of $30.9 million, up 24.4%

•Fully imputed final dividend of $16 million or 8 cps declared

(total 2025 dividends of $29 million or 14.5 cps)

•No incidents of serious harm during the year

•Solid progress across our transformation and investment programme

•Confidence in our region, our diverse trade base and strategic direction

7
TODD DAWSON

CHIEF EXECUTIVE

STRONG ANNUAL RESULT
Whole-of-port planning delivering coordinated and

adaptable operations

Increased container activity and strong yield

management

Strong revenue, earnings and cash flow performance

Supported by a favourable growing season and

improved operating conditions

9
POSITIONING FOR GROWTH

TRANSFORMATION BUILDING ON STRATEGIC ADVANTAGES

Strengthening systems and ways of working to

support future customer needs

Maintaining disciplined capital and cost management,

supporting sustainable returns

Investing in transformation and future capability

Extending our reach through integrated supply-chain

solutions

10
INTEGRATED SUSTAINABILITY

EMBEDDING SUSTAINABILITY INTO HOW WE OPERATE

Completed our fifth Climate Related Disclosures

report; second aligned with the NZ Climate Standards

Employee Recognition Scheme payment of $4,314

per employee

Achieved Toitū Enviromark Gold accreditation

Sustainability considerations now embedded

Improved employee engagement and customer

satisfaction metrics

11
KRISTEN LIE

CHIEF FINANCIAL OFFICER

12
Logs

66%

Woodpulp

6%

Apples &

pears

7%

Timber

5%

Meat

4%

Fresh

produce

3%

Other

9%

250

CONTAINERS

THOUSAND TEU

+9.1%

CONTAINER VOLUMES DRIVE CARGO GROWTH

78

CRUISE VESSELS

5.1

TOTAL CARGO HANDLED

FY25 EXPORT

CARGO BY

WEIGHT

MILLION TONNES

3.4

OF BULK EXPORTS

MILLION TONNES

+1.5%

-1.7%

TEU = Twenty-footcontainer equivalent unit

-11

13
Container

services

$94.7m

Bulk cargo

$51.5m

Cruise

$8.3m

Other

$3.3m

FY25

REVENUE

REVENUE GROWTH ON VOLUME AND YIELD

$157.7

MILLION

TOTAL REVENUE

11.6%

YEAR-ON-YEAR

REVENUE GROWTH

+$15.2m

+$2.3m

-$0.8m

-$0.4m

14
37.2

16.6

52.0

24.8

64.2

30.9

-

10.0

20.0

30.0

40.0

50.0

60.0

70.0

Result from Operating ActivitiesNet Profit After Tax (reported)

Millions

FY2023FY2024FY2025

NEW MILESTONE OPERATING RESULT AND

NET PROFIT

15
STRONG FINANCIAL POSITION

•Continued robust operating cashflow growth to

$63.6m (+$9.8m)

•Total drawn debt reduced by $2.5m to $107m

•Debt to EBITDA ratio of 1.50x – down from

1.80x in the prior year

•Final dividend paid increased to $16m (+$4m),

and total dividends (including $5m special) for

FY2025 increased to $29m (+$11m) – fully

imputed

CAPITAL MANAGEMENT

16
TODD DAWSON

CHIEF EXECUTIVE

LOOKING AHEAD TO FY2026
Investing in core operating assets and progressing

strategic transformation

Strong balance sheet to invest in capability and

capacity, and to support growing dividends

Earnings growth momentum set to continue

Fundamentals of ‘food and fibre’ remain strong;

international trading conditions mixed

Guidance for FY2026 for underlying result from

operating activities between $70m and $74m

FY2026 trading to date in line with expectations

QUESTIONS ON PRESENTATIONS

ORDINARY BUSINESS

20
VOTING INSTRUCTIONS

Question

box

Voting Card

21
RESOLUTION 1

To elect Hamish Stevens as a Director of the Company

22
RESOLUTION 1

To elect Hamish Stevens as a Director of the Company

ForOpenAgainstAbstain

Proxies159,112,442

(99.11%)

1,277,619

(0.80%)

145,434

(0.09%)

30,705

23
RESOLUTION 2

To re-elect Kylie Clegg as a Director of the Company

24
RESOLUTION 2

To re-elect Kylie Clegg as a Director of the Company

ForOpenAgainstAbstain

Proxies159,197,654

(99.15%)

1,326,620

(0.83%)

31,010

(0.02%)

10,916

25
RESOLUTION 3

To re-elect Dan Druzianic as a Director of the Company

26
RESOLUTION 3

To re-elect Dan Druzianic as a Director of the Company

ForOpenAgainstAbstain

Proxies157,987,694

(98.40%)

1,330,466

(0.83%)

1,239,245

(0.77%)

8,795

27
THANK YOU

STEPHEN MOIR

28
RESOLUTION 4

To authorise directors to fix the Auditors

remuneration for the ensuing year

29
RESOLUTION 4

ForOpenAgainstAbstain

Proxies159,216,685

(99.18%)

1,266,081

(0.79%)

58,004

(0.04%)

25,430

To authorise directors to fix the Auditors

remuneration for the ensuing year

VOTING

GENERAL BUSINESS

MEETING CLOSED

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