Mercury launches retail Green Bond offer

The Mercury Building, 33 Broadway, Newmarket 1023
PO Box 90399, Auckland 1142





STOCK EXCHANGE LISTINGS: NZX (MCY) / ASX (MCY)

ANNOUNCEMENT

Mercury launches retail Green Bond offer

23 March 2026 – Mercury NZ Limited (Mercury) confirmed today that it is offering up to $200 million
(with the ability to accept up to an additional $50 million in oversubscriptions at Mercury’s discretion)
of 7 year unsecured, unsubordinated, fixed rate green bonds (Green Bonds) to institutional investors
and New Zealand retail investors.
The offer opens today and will be made pursuant to the Financial Markets Conduct Act 2013 as an
offer of debt securities of the same class as existing quoted debt securities. The offer is expected to
close on 25 March 2026, with the Green Bonds expected to be issued on 1 April 2026.
The interest rate for the Green Bonds will be set on the rate set date as being equal to the sum of the
swap rate and the issue margin.
The indicative issue margin range for the Green Bonds is 0.95% to 1.05% per annum. An
announcement of the actual issue margin (which may be within, above or below the indicative issue
margin range) and interest rate will be made following a bookbuild process, which is expected to be
completed on 25 March 2026 and announced via NZX shortly thereafter.
The Green Bonds are expected to be rated BBB+ by S&P Global Ratings.
The proceeds of the Green Bonds are intended to be notionally allocated to finance or refinance
eligible projects in accordance with Mercury’s Green Financing Framework dated February 2026. In
particular, as at the date of this announcement, Mercury expects to apply the proceeds of the Green
Bonds to refinance existing debt.
There is no public pool for the offer, with all of the Green Bonds being reserved for clients of the Joint
Lead Managers, institutional investors and other primary market participants.
Full details of the offer are contained in the indicative terms sheet. The indicative terms sheet is
attached and available through www.mercury.co.nz/investors/bonds/green-bonds/mcy080-bonds or
by contacting a Joint Lead Manager or your usual financial advice provider.
A copy of the investor presentation has also been provided to NZX with this announcement.
Arranger and Joint Lead Manager


0800 772 142

Joint Lead Managers

The Mercury Building, 33 Broadway, Newmarket 1023
PO Box 90399, Auckland 1142



09 924 9602 0800 272 442 0800 367 227

ENDS

Howard Thomas
General Counsel and Company Secretary
Mercury NZ Limited


For investor relations queries, please contact:
Paul Ruediger
Head of Business Performance & Investor
Relations
027 517 3470
investor@mercury.co.nz

For media inquiries, please contact:
Catherine Morab
Reputation and Social Impact Lead
09 282 1158
mercurycommunications@mercury.co.nz


ABOUT MERCURY NZ LIMITED
Mercury’s generation assets produce electricity from 100% renewable sources: hydro, geothermal
and wind. We’re also a retailer of electricity, gas, broadband and mobile services. We’re listed on the
New Zealand Stock Exchange and the Australian Stock Exchange with the ticker symbol ‘MCY’, with
foreign exempt listed status. The New Zealand Government holds a legislated minimum 51%
shareholding of Mercury.
Visit us at: www.mercury.co.nz

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GREEN BONDS 20261
INDICATIVE
TERMS SHEET
Arranger and
Joint Lead
Manager
GREEN BOND OFFER 2026
Joint Lead
Managers

GREEN BONDS 20262
Dated 23 March 2026
This indicative terms sheet (Terms Sheet) sets out the key terms of the offer by Mercury NZ Limited (Mercury) of up to $200,000,000 (with
the ability to accept oversubscriptions of up to an additional $50,000,000 at Mercury’s discretion) of 7 year unsecured, unsubordinated,
fixed rate green bonds maturing on 1 April 2033 (Green Bonds) under its master trust deed dated 4 April 2003 (as amended from time to
time) (Master Trust Deed) as modified and supplemented by the supplemental trust deed dated 23 March 2026 (together, the Trust Deed)
entered into between Mercury and The New Zealand Guardian Trust Company Limited as supervisor (Bond Supervisor). Unless the context
otherwise requires, capitalised terms used in this Terms Sheet have the same meaning as given to them in the Trust Deed.
IMPORTANT NOTICE
The offer of Green Bonds by Mercury 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 debt securities that have identical rights, privileges, limitations and conditions (except
for the interest rate and maturity date) as:
• Mercury’s $200,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 1.56% per annum and a maturity
date of 14 September 2027, which are currently quoted on the NZX Debt Market under the ticker code MCY030 (MCY030 Bonds);
• Mercury’s $200,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 2.16% per annum and a maturity
date of 29 September 2026, which are currently quoted on the NZX Debt Market under the ticker code MCY040 (MCY040 Bonds); and
• Mercury’s $150,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 5.64% per annum and a maturity
date of 19 June 2028, which are currently quoted on the NZX Debt Market under the ticker code MCY060 (MCY060 Bonds).
Accordingly, the Green Bonds are the same class as the MCY030 Bonds, MCY040 Bonds and MCY060 Bonds for the purposes of the
FMCA and the Financial Markets Conduct Regulations 2014.
Mercury 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/MCY.
The MCY030 Bonds, MCY040 Bonds and MCY060 Bonds are the only debt securities of Mercury that are in the same class as the Green
Bonds and are currently quoted on the NZX Debt Market.
Investors should look to the market price of the MCY030 Bonds, MCY040 Bonds and MCY060 Bonds referred to above to find out how the
market assesses the returns and risk premium for those bonds. When comparing the yield of different debt securities, it is important to
consider all relevant factors (including credit rating (if any), maturity and other terms of the relevant debt securities).
IMPORTANT INFORMATION
You should read the ‘Important Information’ in Schedule 3 of this Terms Sheet.
INDICATIVE TERMS SHEET

GREEN BONDS 20263
IssuerMercury NZ Limited (Mercury).
DescriptionUnsecured, unsubordinated, fixed rate green bonds.
Term7 years, maturing 1 April 2033 (Maturity Date).
Offer AmountUp to $200,000,000 (with the ability to accept oversubscriptions of up to an additional $50,000,000
at Mercury’s discretion).
Credit Ratings
Mercury’s current Issuer Credit Rating includes a one-notch uplift from the company’s stand-alone
credit profile of ’bbb’, reflecting the legislated majority ownership by the Crown. The Crown does not
guarantee the Green Bonds and is under no obligation to provide financial support to Mercury.
A credit rating is an independent opinion of the capability and willingness of an entity to repay its
debts (in other words, its creditworthiness). It is not a guarantee that the financial product being
offered is a safe investment. A credit rating should be considered alongside all other relevant
information when making an investment decision.
A credit rating is not a recommendation by any rating organisation to buy, sell or hold Green Bonds.
The above credit ratings are current as at the date of this Terms Sheet and may be subject to
suspension, revision or withdrawal at any time by S&P Global Ratings.
Purpose
The proceeds of this offer are intended to be notionally allocated to finance or refinance new or
existing projects and expenditures relating to renewable energy and other eligible projects (Eligible
Projects) that fall under relevant CBS Sector Criteria (as defined below), in accordance with Mercury’s
Green Financing Framework dated February 2026 (as amended from time to time) (the Green
Financing Framework). In particular, as at the date of this Terms Sheet Mercury expects to apply the
net proceeds of the offer to refinance existing debt, and to track an amount equal to the net proceeds
within its systems, notionally allocated to Eligible Projects that fall under such CBS Sector Criteria. The
Green Financing Framework provides for net proceeds of green financing (including the Green Bonds)
to be no greater than Mercury’s debt obligation to the pool of Eligible Projects, and the total value of
Eligible Projects to be at least equal to the original principal amount of total green financing (subject
to temporary investment of unallocated proceeds).
A copy of the Green Financing Framework is available on Mercury’s website at www.mercury.co.nz/
investors/bonds/green-bonds.
The Bond Supervisor has no obligations in relation to the application of the proceeds of the Green
Bonds.
The Green Bond
Principles and Climate
Bonds Standard
Mercury has developed and adopted the Green Financing Framework to ensure that, as at the date of
this Terms Sheet, its processes for identifying Eligible Projects and managing the use of the proceeds
of the Green Bonds are consistent with the Green Bond Principles (as amended from time to time, the
Green Bond Principles) as published by the International Capital Market Association.
Mercury has obtained programmatic certification of green bonds whose proceeds are notionally
allocated to Eligible Projects that meet certain technical sector criteria (as amended from time to
time, the CBS Sector Criteria) under the Climate Bonds Standard (as amended from time to time, the
Climate Bonds Standard), implemented by the Climate Bonds Initiative (CBI).
At the date of this Terms Sheet, the relevant CBS Sector Criteria relate to wind energy and geothermal
energy.
Programmatic certification requires Mercury to obtain independent verification of all Climate Bonds
Standard-certified issuances under Mercury’s green bond programme, and to provide annual update
reports until bond maturity. Mercury has also obtained specific CBI pre-issuance certification of the
Green Bonds to be issued.
Copies of the CBI certifications and limited assurance conclusions from an independent verifier, DNV
Business Assurance Australia Pty Ltd are available on Mercury’s website via www.mercury.co.nz/
investors/bonds/green-bonds.
Issuer Credit Rating
Expected Issue Credit Rating
for Green Bonds
S&P Global RatingsBBB+ (stable)BBB+

GREEN BONDS 20264
No Event of Default
in relation to Green
Financing Framework,
Green Bond Principles
or Climate Bonds
Standard
If:
• Mercury fails to notionally allocate the proceeds of the Green Bonds as described in this Terms
Sheet or the Green Financing Framework;
• Mercury fails to comply with the Green Financing Framework;
• Mercury undertakes non-Eligible Projects outside of the Green Financing Framework;
• Mercury fails to comply with any environmental laws and standards in respect of the Eligible
Projects or otherwise;
• the Green Bonds cease to satisfy the Green Bond Principles or the Climate Bonds Standard;
• Mercury fails to maintain Climate Bonds Standard certification of the Green Bonds; or
• Mercury fails to notify holders of Green Bonds (Bondholders) that the Green Bonds cease to
comply with the Green Financing Framework, the Green Bond Principles or the Climate Bonds
Standard,
then:
• no Event of Default will occur in relation to the Green Bonds; and
• neither you nor Mercury have any right for the Green Bonds to be repaid early.
Mercury’s obligations under the Trust Deed are not affected by the labelling of the bonds as Green
Bonds, and any breach of the Trust Deed (including in relation to non-compliance with any laws,
directives and consents, whether environmental or otherwise) is to be determined without regard to
any such Green Bond label, the Green Financing Framework, the Green Bond Principles or the Climate
Bonds Standard. Should any of the above scenarios occur (or market practices, standards, principles
or regulations further develop in a way that the Green Bonds are not consistent with):
• the bonds may cease to be labelled as Green Bonds but will remain unsecured, unsubordinated,
fixed rate bonds. If the bonds cease to be labelled as Green Bonds, then Mercury will make a
public statement as such, and from that point in time, the Green Financing Framework will no
longer govern the management of the bonds. This means there is no legal obligation on Mercury
to comply with the Green Financing Framework, the Green Bond Principles or the Climate Bonds
Standard on an ongoing basis; and
• Bondholders that invested in Green Bonds on the basis of the green label or compliance with
green principles or standards may consider that the bonds no longer align with their intentions or
requirements. Bondholders looking to sell their bonds at that time may have increased difficulty
finding interested buyers or obtaining an acceptable price.
Issue Price$1.00 per Green Bond, being the Principal Amount of each Green Bond.
Interest RateThe Green Bonds will pay a fixed rate of interest from the Issue Date until the Maturity Date.
The Interest Rate will be determined by Mercury in conjunction with the Joint Lead Managers on the
Rate Set Date (25 March 2026) and will be the sum of the Swap Rate on the Rate Set Date and the
Issue Margin.
The Interest Rate will be announced via NZX on the Rate Set Date.
Issue MarginThe Issue Margin (which may be within, above or below the indicative Issue Margin range) will be
determined by Mercury in conjunction with the Joint Lead Managers following a bookbuild on the
Rate Set Date.

GREEN BONDS 20265
Indicative Issue
Margin Range
0.95% to 1.05% per annum.
Swap RateThe mid-market rate for an interest rate swap of a term matching the period from the Issue Date to
the Maturity Date as calculated by the Arranger in conjunction with Mercury, according to market
convention, with reference to Bloomberg page ICNZ2 (or any successor page) on the Rate Set Date
(rounded to 2 decimal places, if necessary, with 0.005 rounded up).
Interest PaymentsSemi-annual in arrear in equal amounts on 1 April and 1 October in each year (or if that day is not a
Business Day, the next Business Day and no adjustment will be made to the amount payable as a
result in the delay of payment) until and including the Maturity Date, with the First Interest Payment
Date being 1 October 2026.
Record Date5.00pm on the date that is 10 calendar days before the relevant scheduled Interest Payment Date
(prior to any adjustment to the Interest Payment Date to fall on a Business Day). If the record date falls
on a day which is not a Business Day, the record date will be the immediately preceding Business Day.
Financial CovenantMercury agrees to ensure that Net Worth (being total assets less total liabilities of Mercury and its
subsidiaries, on a consolidated basis, calculated in accordance with the Master Trust Deed) at any
time will not be less than $500 million.
No GuaranteeMercury is the issuer and the sole obligor in respect of the Green Bonds. None of the Crown, any
subsidiary of Mercury or any other person guarantees the Green Bonds.
Mercury has some guaranteed liabilities to banks (Guaranteed Liabilities). The Guaranteed Liabilities
are unsecured but (unlike Bondholders) those creditors have the benefit of guarantees from certain
subsidiaries of Mercury so may also claim directly against those subsidiaries.
RankingOn a liquidation of Mercury, the Green Bonds will rank as unsecured and unsubordinated obligations
of Mercury and will rank:
• below any secured liabilities and liabilities which are preferred by law;
• equally with Guaranteed Liabilities, however (unlike Bondholders, as described above) the creditors
of Guaranteed Liabilities have the benefit of guarantees from certain subsidiaries of Mercury so
may also claim directly against those subsidiaries;
• equally with (and will be repaid at the same time and pro rata with) all other unsecured and
unsubordinated liabilities of Mercury, such as those owing to other Bondholders; and
• ahead of Mercury’s subordinated liabilities (including capital bonds) and shareholders.
SecurityThe Green Bonds are not secured.
How to Apply
There is no public pool for the Green Bonds. All Green Bonds (including any oversubscriptions) will
be reserved for subscription by clients of the Joint Lead Managers, institutional investors and other
primary market participants invited to participate in the bookbuild.
Accordingly, retail investors should contact a Joint Lead Manager, financial advice provider or any
primary market participant for details on how to acquire Green Bonds. You can find a primary market
participant by visiting www.nzx.com/investing/find-a-participant.
Each investor’s financial advice provider will be able to advise the requirements for investors to trade
the Green 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.

GREEN BONDS 20266
ISINNZMCYDG008C7
QuotationApplication has been made to NZX for permission to quote the Green Bonds on the NZX Debt Market
and all the requirements of NZX relating to that quotation that can be complied with on or before the
date of distribution of the Terms Sheet have been duly complied with. However, the Green Bonds have
not yet been approved for trading and NZX accepts no responsibility for any statement in the Terms
Sheet. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the
FMCA.
NZX ticker code MCY080 has been reserved for the Green Bonds.
Minimum Application
Amount
$5,000 and multiples of $1,000 thereafter.
ArrangerWestpac Banking Corporation (ABN 33 007 457 141) (acting through its New Zealand Branch)
(Westpac).
Green Bond Co-
ordinator for this offer
Westpac New Zealand Limited.
Joint Lead ManagersBank of New Zealand, Craigs Investment Partners Limited, Forsyth Barr Limited and Westpac.
Bond SupervisorThe New Zealand Guardian Trust Company Limited.
Securities RegistrarComputershare Investor Services Limited.
Governing LawNew Zealand.
Further Payments,
Fees or Charges
Taxes may be deducted from interest payments on the Green Bonds.
You are not required to pay brokerage or any other fees or charges to Mercury to purchase the Green
Bonds. However, you may have to pay brokerage to the firm from whom you receive an allocation of
Green Bonds. Please contact your financial advice provider for further information on any brokerage
fees.
Selling RestrictionsThe Green Bonds may only be offered or sold in conformity with all applicable laws and regulations
in New Zealand, and in certain other jurisdictions in which the Green Bonds may be offered or sold in
transactions exempt from local prospectus requirements. Offer restrictions are set out in Schedule 2
to this Terms Sheet for the United States, Australia, Hong Kong, Japan, Singapore, Switzerland and
the United Kingdom.
No action has been or will be taken by Mercury which would permit a public offer of Green 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).
No person may purchase, offer, sell, distribute or deliver Green Bonds, or have in their possession,
publish, deliver or distribute to any person, any offering material or any documents in connection with
the Green Bonds, in any jurisdiction other than in compliance with all applicable laws and the selling
restrictions set out in Schedule 2 to this Terms Sheet.
By subscribing for Green Bonds, you indemnify Mercury, the Arranger, the Joint Lead Managers, the
Green Bond Co-ordinator, the Securities Registrar and the Bond Supervisor in respect of any loss
incurred as a result of any breach by you of these selling restrictions.

GREEN BONDS 20267
Opening Date23 March 2026
Closing Date11:00am NZT, 25 March 2026
Rate Set Date25 March 2026
Issue Date and Allotment Date1 April 2026
Expected Date of Initial Quotation
on NZX Debt Market
2 April 2026
The timetable is indicative only and subject to change. Mercury may, in its absolute discretion and without notice, vary the timetable
(including by opening or closing the offer early, accepting late applications and extending the Closing Date).
If the Closing Date is extended, the Rate Set Date, the Issue Date, the expected date of initial quotation and trading of the Green Bonds on
the NZX Debt Market, the Interest Payment Dates and the Maturity Date may also be extended. Any such changes will not affect the validity
of any applications received.
Mercury reserves the right to cancel the offer and the issue of the Green Bonds, in which case any application monies received will be
refunded (without interest) as soon as practicable and in any event within 5 Business Days of the cancellation.
OTHER INFORMATION
A copy of the Trust Deed is available at Mercury’s website at www.mercury.co.nz/investors/bonds/green-bonds/mcy080-bonds.
Any internet site addresses provided in the Terms Sheet are for reference only and, except as expressly stated otherwise, the content of any
such internet site is not incorporated by reference into, and does not form part of, this Terms Sheet.
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 Mercury, visit www.nzx.com/companies/MCY.
IMPORTANT DATES

GREEN BONDS 20268
ISSUER
Mercury NZ Limited
33 Broadway
Newmarket
Auckland 1023
ARRANGER AND JOINT LEAD MANAGER
Westpac Banking Corporation (ABN 33 007 457 141)
(acting through its New Zealand Branch)
Level 8, 16 Takutai Square
Auckland 1010
GREEN BOND CO-ORDINATOR
Westpac New Zealand Limited
Westpac on Takutai Square, 16 Takutai Square
Auckland 1010
JOINT LEAD MANAGERS
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Craigs Investment Partners Limited
Level 36, Vero Centre
48 Shortland Street
Auckland 1010
Forsyth Barr Limited
Level 22, NTT Tower
157 Lambton Quay
Wellington 6011
BOND SUPERVISOR
The New Zealand Guardian Trust Company Limited
Level 14, 191 Queen Street
Auckland 1010
SECURITIES REGISTRAR
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
Private Bag 92119
Auckland 1142
LEGAL ADVISERS TO MERCURY
Chapman Tripp
Level 34, PwC Tower
15 Customs Street West
PO Box 2206
Auckland 1140
CONTACT DETAILS

GREEN BONDS 20269
The certification of the Green Bonds as Climate Bonds by the Climate Bonds Initiative is based solely on the Climate Bond Standard and
does not, and is not intended to, make any representation or give any assurance with respect to any other matter relating to the Green Bonds
or any Eligible Project, including but not limited to the Terms Sheet, the transaction documents, Mercury or the management of Mercury.
The certification of the Green Bonds as Climate Bonds by the Climate Bonds Initiative was addressed solely to the board of directors of
Mercury and is not a recommendation to any person to purchase, hold or sell the Green Bonds and such certification does not address the
market price or suitability of the Green Bonds for a particular investor. The certification also does not address the merits of the decision by
Mercury or any third party to participate in any Eligible Project and does not express and should not be deemed to be an expression of an
opinion as to Mercury or any aspect of any Eligible Project (including but not limited to the financial viability of any Eligible Project) other than
with respect to conformance with the Climate Bonds Standard.
In issuing or monitoring, as applicable, the certification, the Climate Bonds Initiative has assumed and relied upon and will assume and rely
upon the accuracy and completeness in all material respects of the information supplied or otherwise made available to the Climate Bonds
Initiative. The Climate Bonds Initiative does not assume or accept any responsibility to any person for independently verifying (and it has
not verified) such information or to undertake (and it has not undertaken) any independent evaluation of any Eligible Project or Mercury. In
addition, the Climate Bonds Initiative does not assume any obligation to conduct (and it has not conducted) any physical inspection of any
Eligible Project. The certification may only be used with the Green Bonds and may not be used for any other purpose without the Climate
Bonds Initiative’s prior written consent.
The certification does not and is not in any way intended to address the likelihood of timely payment of interest when due on the Green
Bonds and/or the payment of principal at maturity or any other date.
The certification may be withdrawn at any time in the Climate Bonds Initiative’s sole and absolute discretion and there can be no assurance
that such certification will not be withdrawn.
SCHEDULE 1 — CBI DISCLAIMER

GREEN BONDS 202610
GENERAL
The Green Bonds may only be offered or sold in conformity with all applicable laws and regulations in New Zealand and in certain other
jurisdictions in which the Green Bonds may be offered or sold in transactions exempt from local prospectus requirements. Offer restrictions
are set out below for the United States, Australia, Hong Kong, Japan, Singapore, Switzerland and the United Kingdom.
No action has been or will be taken by Mercury which would permit an offer of Green 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).
No person may purchase, offer, sell, distribute or deliver Green Bonds, or have in their possession, publish, deliver or distribute to any person,
any offering material or any documents in connection with the Green Bonds, in any jurisdiction other than in compliance with all applicable
laws and the selling restrictions set out below. Only the Joint Lead Managers may distribute this Terms Sheet outside New Zealand and only
in compliance with the specific selling restrictions set out below. In particular, this Terms Sheet may not be distributed to any person in the
United States and the Green Bonds may not be offered or sold, directly or indirectly, to any person in the United States.
By subscribing for Green Bonds, you indemnify Mercury, the Arranger, the Joint Lead Managers, the Green Bond Co-ordinator, the Securities
Registrar and the Bond Supervisor in respect of any loss incurred as a result of any breach by you of these selling restrictions.
U N IT ED S TAT ES
The Green Bonds have not been, and will not be, registered under the Securities Act of 1933, as amended (the Securities Act) and may
not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the
Securities Act (Regulation S)) except in accordance with Regulation S or pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act.
The Green Bonds will not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (i) as part of their
distribution at any time, or (ii) otherwise until 40 days after the completion of the distribution of all Green Bonds, as determined and
certified by the Joint Lead Managers except in accordance with Rule 903 of Regulation S. Any Green Bonds sold to any distributor, dealer or
person receiving a selling concession, fee or other remuneration during the distribution compliance period require a confirmation or notice
to the purchaser at or prior to the confirmation of the sale to substantially the following effect:
“The Green Bonds have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the
Securities Act) or with any securities regulatory authority of any state or other jurisdiction of the United States. Accordingly, the
Green Bonds may not be offered or sold within the United States, or to or for the account or benefit of, U.S. persons (i) as part of their
distribution at any time or (ii) otherwise until 40 days after the later of the commencement of the offering of the Green Bonds and
the closing date except in either case pursuant to a valid exemption from registration or in accordance with Regulation S under the
Securities Act. Terms used above have the meaning given to them by Regulation S.”
Until 40 days after the completion of the distribution of all Green Bonds, an offer or sale of the Green Bonds within the United States by any
Joint Lead Manager or any dealer or other distributor (whether or not participating in the offering) may violate the registration requirements
of the Securities Act if such offer or sale is made otherwise than in accordance with Regulation S.
AUSTRALIA
This Terms Sheet and the offer of Green Bonds are only made available in Australia to persons to whom an offer of securities can be made
without disclosure in accordance with applicable exemptions in sections 708(8) (sophisticated investors) or 708(11) (professional investors)
of the Australian Corporations Act 2001 (the Corporations Act). This Terms Sheet is not a prospectus, product disclosure statement or any
other formal “disclosure document” for the purposes of Australian law and is not required to, and does not, contain all the information which
would be required in a “disclosure document” under Australian law. This Terms Sheet has not been and will not be lodged or registered with
the Australian Securities & Investments Commission or the Australian Securities Exchange and Mercury is not subject to the continuous
disclosure requirements that apply in Australia.
Prospective investors should not construe anything in this Terms Sheet as legal, business or tax advice nor as financial product advice
for the purposes of Chapter 7 of the Corporations Act. Investors in Australia should be aware that the offer of Green Bonds for resale in
Australia within 12 months of their issue may, under section 707(3) of the Corporations Act, require disclosure to investors under Part 6D.2 if
none of the exemptions in section 708 of the Corporations Act apply to the re-sale.
SCHEDULE 2 — SELLING RESTRICTIONS

GREEN BONDS 202611
HONG KONG
WARNING: This Terms Sheet has not been, and will not be, registered as a prospectus under the Companies (Winding Up and
Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong
Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the SFO). No action has been taken in Hong
Kong to authorise or register this Terms Sheet or to permit the distribution of this Terms Sheet or any documents issued in connection with
it. Accordingly, the Green Bonds have not been and will not be offered or sold in Hong Kong other than to “professional investors” (as defined
in the SFO and any rules made under that ordinance).
No advertisement, invitation or document relating to the Green Bonds has been or will be issued, or has been or will be in the possession
of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or
read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to Green
Bonds that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors. No person allotted
Green Bonds may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months
following the date of issue of such securities.
The contents of this Terms Sheet has not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in
relation to the offer. If you are in doubt about any contents of this Terms Sheet, you should obtain independent professional advice.
JAPAN
The Green Bonds have not been and will not be registered under Article 4, paragraph 1 of the Financial Instruments and Exchange Law of
Japan (Law No. 25 of 1948), as amended (the FIEL) pursuant to an exemption from the registration requirements applicable to a private
placement of securities to Qualified Institutional Investors (as defined in and in accordance with Article 2, paragraph 3 of the FIEL and the
regulations promulgated thereunder). Accordingly, the Green Bonds may not be offered or sold, directly or indirectly, in Japan or to, or for the
benefit of, any resident of Japan other than Qualified Institutional Investors. Any Qualified Institutional Investor who acquires Green Bonds
may not resell them to any person in Japan that is not a Qualified Institutional Investor, and acquisition by any such person of Green Bonds
is conditional upon the execution of an agreement to that effect.
SINGAPORE
SINGAPORE SECURITIES AND FUTURES ACT PRODUCT CLASSIFICATION: Solely for the purposes of sections 309B(1)(a) and 309B(1)(c)
of the Securities and Futures Act 2001 of Singapore (the SFA), Mercury has determined, and hereby notifies all relevant persons (as defined
in Section 309A of the SFA) that the Green Bonds are “prescribed capital markets products” (as defined in the Securities and Futures
(Capital Markets Products) Regulations 2018).
This Terms Sheet and any other materials relating to the Green Bonds have not been, and will not be, lodged or registered as a prospectus in
Singapore with the Monetary Authority of Singapore. Accordingly, this Terms Sheet and any other document or materials in connection with
the offer or sale, or invitation for subscription or purchase, of Green Bonds, may not be issued, circulated or distributed, nor may the Green
Bonds be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in
Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part 13 of the SFA, or as otherwise pursuant to,
and in accordance with the conditions of any other applicable provisions of the SFA.
This Terms Sheet has been given to you on the basis that you are (i) an “institutional investor” (as defined in the SFA) or (ii) an “accredited
investor” (as defined in the SFA). In the event that you are not an investor falling within any of the categories set out above, please return this
Terms Sheet immediately. You may not forward or circulate this Terms Sheet to any other person in Singapore.
Any offer is not made to you with a view to the Green Bonds being subsequently offered for sale to any other party in Singapore. There are
on-sale restrictions in Singapore that may be applicable to investors who acquire Green Bonds. As such, investors are advised to acquaint
themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

GREEN BONDS 202612
SWITZERLAND
The Green Bonds may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange or on any other stock exchange
or regulated trading facility in Switzerland. Neither this Terms Sheet nor any other offering or marketing material relating to the Green Bonds
constitutes a prospectus or a similar notice, as such terms are understood under art. 35 of the Swiss Financial Services Act (FinSA) or the
listing rules of any stock exchange or regulated trading facility in Switzerland.
No offering or marketing material relating to the Green Bonds has been, nor will be, filed with or approved by any Swiss regulatory authority
or authorised review body. In particular, this Terms Sheet will not be filed with, and the offer of Green Bonds will not be supervised by, the
Swiss Financial Market Supervisory Authority. Neither this Terms Sheet nor any other offering or marketing material relating to the Green
Bonds may be publicly distributed or otherwise made publicly available in Switzerland. The Green Bonds will only be offered to investors
who qualify as “professional clients” (as defined in the FinSA). This Terms Sheet is personal to the recipient and not for general circulation in
Switzerland.
UNITED KINGDOM
Neither this Terms Sheet nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority
in the United Kingdom and no prospectus (within the meaning of section 85 of the Financial Services and Markets Act 2000, as amended
(FSMA)) has been published or is intended to be published in respect of the Green Bonds.
The Green Bonds may not be offered or sold in the United Kingdom by means of this Terms Sheet or any other document, except in
circumstances that do not require the publication of a prospectus under section 86(1) of the FSMA. This Terms Sheet is issued on a
confidential basis in the United Kingdom to “qualified investors” (within the meaning of Article 2(e) of the UK Prospectus Regulation). This
Terms Sheet may not be distributed or reproduced, in whole or in part, nor may its contents be disclosed by recipients to any other person in
the United Kingdom.
Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) received in connection with
the issue or sale of the Green Bonds has only been communicated or caused to be communicated and will only be communicated or
caused to be communicated in the United Kingdom in circumstances in which section 21(1) of the FSMA does not apply to Mercury.
In the United Kingdom, this Terms Sheet is being distributed only to, and is directed at, persons (i) who have professional experience in
matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000
(Financial Promotions) Order 2005 (FPO), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth
companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (together, relevant
persons). The investment to which this Terms Sheet relates is available only to relevant persons. Any person who is not a relevant person
should not act or rely on this Terms Sheet.

GREEN BONDS 202613
The Arranger, the Green Bond Co-ordinator, the Joint Lead Managers, the Securities Registrar and the Bond Supervisor and their respective
directors, officers, employees and agents:
(a) have not authorised or caused the issue of, or made any statement in, any part of this Terms Sheet;
(b) do not make any representation, recommendation or warranty, express or implied regarding the origin, validity, accuracy, adequacy,
reasonableness or completeness of, or any errors or omissions in, any information, statement or opinion contained in this Terms Sheet;
and
(c) to the extent permitted by law, do not accept any responsibility or liability for this Terms Sheet or for any loss arising from this Terms
Sheet or its contents or otherwise arising in connection with the offer of Green Bonds.
This Terms Sheet does not constitute financial advice or a recommendation from the Arranger, the Green Bond Co-ordinator, the Joint Lead
Managers, the Securities Registrar and the Bond Supervisor or any of their respective directors, officers, employees, agents or advisers to
purchase, any Green Bonds.
You must make your own independent investigation and assessment of the financial condition and affairs of Mercury before deciding
whether or not to invest in the Green Bonds.
SCHEDULE 3 — IMPORTANT INFORMATION

GREEN BONDS 202614

---

Green Bond Offer
RICHARD HOPKINSGEOFF SMITS
Chief Financial OfficerHead of Corporate Finance & Treasury23 March 2026
BETTER
BUILDING
BRIGHTER

DISCLAIMER
This presentation has been prepared by Mercury NZ Limited ("Company" or "Mercury") for informational purposes. This disclaimer applies to this document and the verbal or
written comments of any person presenting it. Information in this presentation has been prepared by the Company with due care and attention, however its accuracy, correctness
and completeness cannot be guaranteed.
None of Westpac Banking Corporation (ABN 33 007 457 141) (acting through its New Zealand branch) (as "Arranger“ and a "Joint Lead Manager"), Bank of New Zealand, Craigs
Investment Partners Limited or Forsyth Barr Limited (each a "Joint Lead Manager"), Westpac New Zealand Limited (as "Green Bond Coordinator"), The New Zealand Guardian
Trust Company Limited ("Supervisor") or any of their respective directors, officers, employees, affiliates, agents or advisers (a) to the extent permitted by law, accept any
responsibility or liability for this presentation or any loss arising from this presentation or its contents or otherwise arising in connection with the offer of unsecured,
unsubordinated, fixed rate green bonds ("Green Bonds"); (b) authorised or caused the issue of, or made any statement in, any part of this presentation; and (c) make any
representation, recommendation or warranty, express or implied regarding the origin, validity, accuracy, reasonableness or completeness of, or any errors or omissions in, any
information, statement or opinion contained in this presentation. This presentation does not constitute financial advice or a recommendation by the Arranger, the Green Bond
Coordinator, any Joint Lead Manager or any of their respective directors, officers, employees, affiliates, agents or advisers to subscribe for, or purchase any Green Bonds. You must
make your own independent investigation and assessment of the financial condition and affairs of the Company before deciding whether or not to invest in Green Bonds.
This presentation may contain projections or forward-looking statements regarding a variety of items. Such projections or forward-looking statements are based on current
expectations, estimates and assumptions and are subject to a number of risks and uncertainties, including material adverse events, significant one-off expenses and other
unforeseeable circumstances, such as, without limitation, hydrological conditions. There is no assurance that results contemplated in any of these projections and forward-looking
statements will be realised, nor is there any assurance that the expectations, estimates and assumptions underpinning those projections or forward-looking statements are
reasonable. Actual results may differ materially from those projected in this presentation. No person is under any obligation to update this presentation at any time after its
release or to provide you with further information about the Company.
A number of non-GAAP financial measures are used in this presentation. You should not consider any of these in isolation from, or as a substitute for, the information provided in
the audited consolidated financial statements, which are available at www.mercury.co.nz.
The information in this presentation is of a general nature and does not constitute financial product advice, investment advice or any recommendation by any person. Nothing in
this presentation constitutes legal, financial, tax or other advice. The distribution of this presentation, and the offer or sale of the Green Bonds, may be restricted by law in certain
jurisdictions. Persons who receive this presentation outside New Zealand must inform themselves and observe all such restrictions. Nothing in this presentation is to be construed
as authorising its distribution, or the offer or sale of any securities, in any jurisdiction except in accordance with applicable law. No securities referred to in this presentation may
be offered or sold directly or indirectly, and neither this presentation nor any other offering material may be distributed or published, in any jurisdiction except with the
prior consent of the Company and in conformity with all applicable law.
2

IMPORTANT INFORMATION
The offer (“Offer”) of Green Bonds by Mercury described in this presentation is made in reliance upon the exclusion in clause 19 of schedule 1 of the Financial Markets Conduct Act
2013 (“FMCA”).
The Offer is an offer of debt securities that have identical rights, privileges, limitations and conditions (except for the interest rate and maturity date) as:
•Mercury’s $200,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 1.56% per annum and a maturity date of 14 September 2027, which are
currently quoted on the NZX Debt Market under the ticker code MCY030 (“MCY030 Bonds”); and
•Mercury’s $200,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 2.16% per annum and a maturity date of 29 September 2026, which are
currently quoted on the NZX Debt Market under the ticker code MCY040 (“MCY040 Bonds”); and
•Mercury’s $150,000,000 unsecured, unsubordinated, fixed rate green bonds with an interest rate of 5.64% per annum and a maturity date of 19 June 2028, which are currently
quoted on the NZX Debt Market under the ticker code MCY060 (“MCY060 Bonds”).
Accordingly, the Green Bonds are the same class as the MCY030 Bonds, MCY040 Bonds and MCY060 Bonds for the purposes of the FMCA and the Financial Markets Conduct
Regulations 2014.
Mercury 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/MCY.
The MCY030 Bonds, MCY040 Bonds and MCY060 Bonds are the only debt securities of Mercury that are in the same class as the Green Bonds and are currently quoted on the
NZX Debt Market.
Investors should look to the market price of the MCY030 Bonds, MCY040 Bonds and MCY060 Bonds referred to above to find out how the market assesses the returns and risk
premium for those bonds. When comparing the yield of different debt securities, it is important to consider all relevant factors (including credit rating (if any), maturity and other
terms of the relevant debt securities).
An indicative terms sheet dated 23 March 2026 (“Terms Sheet”) has been prepared in respect of the Offer. Investors should not purchase the Green Bonds until they have read the
Terms Sheet. Investors should consider the risks that are associated with an investment in the Green Bonds, particularly with regard to their personal circumstances (including
financial and tax issues), and should seek financial advice before deciding to invest in the Green Bonds.
An application has been made to NZX for permission to quote the Green Bonds on the NZX Debt Market and all the requirements of NZX relating thereto that can be complied with
on or before the distribution of the Terms Sheet have been duly complied with. However, NZX accepts no responsibility for any statement in the Terms Sheet or this presentation.
NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the FMCA.
3

Instrument
TRANSACTION AT A GLANCE
4
•Net proceeds to be applied to refinance existing
corporate debt
•Proceeds to be notionally allocated to finance / refinance
Eligible Projects (wind and geothermal assets) in
accordance with Green Financing Framework
•Stay-In-Business CAPEX (“SIB CAPEX”) funded as part of
base operations, Growth CAPEX investment decisions
through staged gates
7-year senior unsecured Green Bonds – refinancing eligible green assets / projects
IssuerMercury NZ Limited
Expected Issue
Rating
BBB+ by S&P Global Ratings
Description
Unsecured, unsubordinated (senior)
green bonds
Term7 years, maturing 1 April 2033
Ranking
Pari passu with all other unsecured,
unsubordinated liabilities
Minimum
Application Amount
$5,000 and multiples of $1,000
thereafter
Use of
Proceeds
Bookbuild23 March – 11am 25 March 2026
Settlement / Issue
1 April 2026 (following rate set on 25
March)
QuotationExpected 2 April 2026
Refer to Key Dates (slide 8) for timetable
Timing Window
•Proactively refinance and extend debt maturity profile
•Maintain liquidity headroom within through-cycle
financial policy
•Fund disciplined, staged renewable investment pipeline
Why Now?
BBB+ Issuer maintaining balance sheet headroom while financing / refinancing eligible renewable investment

Through-cycle
financial policy
MERCURY – CREDIT SNAPSHOT (BBB+)
5
•Ranks equally with all other unsecured, unsubordinated
liabilities of Mercury
•Covenant package across Master Trust Deed and Negative
Pledge Deed
1
– strong headroom against minimum Net
Worth of $500m and minimum interest cover of 250%
BBB+ credit, managed within through-cycle financial policy
Protections &
covenant headroom
Well-laddered
maturities
•Hydrology / volatility – diversified portfolio + customer book
+ liquidity headroom
•Build / consent / execution – staged gates + proven delivery
track record
•Market / regulatory settings – policy signals + disciplined
capital allocation within financial policy
•For further detail on Mercury’s key risks, refer to pages 105 –
106 of our FY25 Integrated Report
Key risks & mitigants
BBB+ credit – priorities are liquidity, controlled leverage and investment governance
•Target leverage: Net Debt / EBITDA 2x – 3x (S&P adjusted)
through the cycle
•Investment decisions staged to remain within policy
•>$350m cash and undrawn committed facilities (as at 28
February 2026)
•Minimum liquidity headroom targeted to manage potential
volatility and CAPEX timing
•Next maturities and refinancing plan (2026 – 2028, refer
to slide 9 for full maturity profile):
•$200m green bonds (September 2026)
•$200m green bonds (September 2027)
•$150m green bonds (June 2028)
•AUD 200m green bonds (November 2028)
Liquidity headroom
CAPEX funding
discipline
•SIB CAPEX funded first – protects availability and
compliance
•Growth CAPEX is discretionary and staged through gates
1
Bondholders do not have the benefit of the Negative Pledge Deed (including the minimum interest cover covenant), and its restrictions and other terms may be amended or waived without the consent of or notice to the Bondholders

Resilient earnings
profile
MERCURY HIGHLIGHTS
6
Resilient cash generation, SIB-first discipline, and gated growth investment
Proven delivery
reduces execution risk
•Green Financing Framework with external review / CBI
programmatic certification (as applicable) and annual
allocation and impact reporting
Green integrity
•Diversified hydro / geothermal / wind portfolio plus
customer platform supports stable cash generation
through cycles
•C&I portfolio duration extended from 3 to 5 years in recent
years as electricity prices have increased
•Signing longer-term Power Purchase Agreements (“PPA”)
with key industrial customers to underpin new builds – NZ
Aluminium Smelter, Fonterra, Visy, Amazon
•Built 5 of the last 6 wind farms in New Zealand
•OEC5 delivered on time and on budget, Kaiwera Downs 2
(“KD2”) and Kaiwaikawe wind projects tracking on time and
on budget
•Karapiro rehabilitation completed in 2025, learnings set us
up well for our next hydro rehabilitation programme
SIB CAPEX is planned
and risk based
•$150m p.a. planned, recurring reliability / compliance
investment that is funded first (protects availability and
long-run performance)
•Investment staged through gates; projects can be re-phased
to protect leverage and liquidity
Growth CAPEX is
discretionary and
well governed
A BBB+ Issuer combining resilient renewable earnings with disciplined,
gate-based investment and credible green governance

IssuerMercury NZ Limited
Offer AmountUp to $200,000,000 (with the ability to accept oversubscriptions of up to an additional $50,000,000 at Mercury’s discretion)
Issue Price$1.00 per Green Bond, being the Principal Amount of each Green Bond
Interest Rate
The Green Bonds will pay a fixed rate of interest from the Issue Date until the Maturity Date, and will be the sum of the Swap Rate on the Rate Set Date and the Issue Margin.
The Interest Rate will be announced via NZX on the Rate Set Date
Issue Margin
The Issue Margin (which may be within, above or below the indicative Issue Margin range) will be determined by Mercury in conjunction with the Joint Lead Managers following
a bookbuild on the Rate Set Date
Indicative Issue Margin Range0.95% to 1.05% per annum
Interest Payments
Semi-annual in arrear in equal amounts on 1 April and 1 October in each year (or if that day is not a Business Day, the next Business Day and no adjustment will be made to the
amount payable as a result in the delay of payment) until and including the Maturity Date, with the First Interest Payment Date being 1 October 2026
Quotation
Application has been made to NZX for permission to quote the Green Bonds on the NZX Debt Market.
NZX ticker code MCY080 has been reserved for the Green Bonds
Financial Covenant
Mercury agrees to ensure that Net Worth (being total assets less total liabilities of Mercury and its subsidiaries, on a consolidated basis, calculated in accordance with the
Master Trust Deed) at any time will not be less than $500 million
No guarantee
Mercury is the issuer and the sole obligor in respect of the Green Bonds. None of the Crown, any subsidiary of Mercury or any other person guarantees the Green Bonds
Mercury has some guaranteed liabilities to banks (“Guaranteed Liabilities”). The Guaranteed Liabilities are unsecured but (unlike Bondholders) those creditors have the benefit
of guarantees from certain subsidiaries of Mercury so may also claim directly against those subsidiaries
RankingOn a liquidation of Mercury, the Green Bonds will rank equally with all other unsecured and unsubordinated liabilities of Mercury, such as those owing to other Bondholders
PurposeGreen Bonds proceeds to be notionally allocated to eligible wind and geothermal assets in accordance with Mercury’s Green Financing Framework
How to Apply
There is no public pool for the Green Bonds. All Green Bonds (including any oversubscriptions) will be reserved for subscription by clients of the Joint Lead Managers,
institutional investors and other primary market participants invited to participate in the bookbuild
ArrangerWestpac Banking Corporation (ABN 33 007 457 141) (acting through its New Zealand branch)
Joint Lead ManagersBank of New Zealand, Craigs Investment Partners Limited, Forsyth Barr Limited, Westpac Banking Corporation (ABN 33 007 457 141) (acting through its New Zealand branch)
Green Bond Co-ordinator for this OfferWestpac New Zealand Limited
KEY TERMS OF THE GREEN BONDS
7

Opening DateMonday, 23 March 2026
Closing Date11:00am NZT, Wednesday, 25 March 2026
Rate Set DateWednesday, 25 March 2026
Issue Date and Allotment DateWednesday, 1 April 2026
Expected Date of Initial
Quotation on NZX Debt Market
Thursday, 2 April 2026
Maturity DateFriday, 1 April 2033
Interest Payments
Semi-annual in arrear in equal amounts on 1
April and 1 October
KEY DATES
8

DISCIPLINED BALANCE SHEET
MANAGEMENT
NET DEBT
1
AND NET DEBT / EBITDA
DEBT MATURITY PROFILE
1.3
2.0
1.9
2.0
2.2
2.2
0
1
2
3
FY21FY22FY23FY24FY25HY26
Net Debt ($b) & Net Debt / EBITDA (x)
Net DebtLiquidity HeadroomBBB+ RangeNet Debt / EBITDA
1
Adjusted for expected S&P Global treatment
2
Based on 12 month rolling EBITDA
3
Undrawn bank facilities net of commercial paper on issue
4
Assuming $250m total proceeds from the Offer
0
200
400
600
FY26FY27FY28FY29FY30FY31FY32FY33FY52FY53FY54FY55
$m
Commercial PaperUndrawn Bank FacilitiesUndrawn Rolling Bank Facilities
Drawn Bank FacilitiesAUD Green BondsCapital Bonds
Domestic Wholesale Green BondsRetail Green BondsProposed Offer
4
Capital structure managed through-cycle within target range
•Mercury targets Net Debt / EBITDA between 2x – 3x after adjusting for S&P
Global treatment, consistent with our BBB+ rating
•Net Debt / EBITDA
1
at 2.2x for HY26
2
, driven mainly by higher EBITDAF. Net
Debt slightly higher at $2.2b, reflecting continued investment into the Ngā
Tamariki Geothermal Station expansion, Kaiwera Downs Wind Farm and
Kaiwaikawe Wind Farm
•Net Debt / EBITDA, based on committed Growth CAPEX, is forecast to be
within 2x – 3x band
•Growth CAPEX is discretionary and staged through gates
Liquidity headroom maintained to manage potential downside risks and
working capital requirements
•Available cash and undrawn committed facilities of >$350m
3
(as at 28
February), sufficient to manage business risk and support growth
Diversified debt maturity profile and funding sources to manage refinancing
risk
•Diversified funding sources: commercial paper, bank facilities, domestic
wholesale bonds, retail bonds, AUD wholesale bonds and capital bonds
•Well-laddered debt maturity profile to phase refinancing requirements
3
2
9
Headroom maintained within policy while funding
SIB and Growth CAPEX

Operational and strategic delivery – HY26 scoreboard
•HY26 EBITDAF $537m (+28%) driven by higher renewable generation and cost discipline
•Customer platform: 40% of customers now multi-product, improving value per customer
•Hydro rehabs: $590m Final Investment Decision (“FID”), protecting availability and adding 76MW / 87 GWh p.a.
•Geothermal OEC5: commissioning commenced Jan 2026 – on time on budget
•Wind build: KD2 and Kaiwaikawe under construction; tracking to deliver ~0.7 TWh by H1 FY27
•Puke Kapo Hau (Mahinerangi Stage 2 Wind Farm) targeting FID Q1 FY27
•Financial guardrails: Net Debt / EBITDA at 2.2x and managed through-cycle within 2x – 3x target range, BBB+, liquidity
headroom to manage volatility and CAPEX timing
•HY26: SIB CAPEX funded first, protecting availability and compliance. $270m invested in new and existing assets
•FY26 guidance on track: EBITDAF $1.0b, Operating Expenses (“OPEX”) $370m, SIB CAPEX $150m and dividend 25cps
Disciplined investment delivery staged through gates, with on-track execution building confidence in the pipeline
Resilient Earnings
Disciplined Growth
Balance Sheet Strength
10
Execution and guardrails: investing at scale within BBB+ metrics

PROTECTING AVAILABILITY OF OUR
GENERATION ASSETS
Lower drilling and hydro asset spend for HY26
•Stay-In-Business drilling decreased as resources shifted to the
Rotokawa drilling field to complete the drilling campaign
•Spend on major hydro resilience projects is lower due to completion of
Karāpiro hydro rehabilitation. Current projects include strengthening
Arapuni Left Abutment and Taupō Control Gates (TCG) and initial
stages of the next phase of the hydro rehab programme
•Other enterprise-wide project spend was largely in line with prior year
SIB CAPEX
SIB CAPEX BREAKDOWN
HY26 SIB CAPEX breakdown
•Geothermal drilling costs related to the completion of one production
well and one injection well at Rotokawa
•Hydro rehabilitation costs are primarily driven by refurbishment of the
third generating unit and the intake gate replacement at Karāpiro
•Arapuni Left Abutment and TCG relate to multi-year projects to
strengthen asset resilience and reduce risk at our hydro sites
•Other generation mainly includes minor SIB CAPEX projects
FY26 SIB CAPEX guidance at $150m
73
64
(5)
(2)
(1)
(1)
-
20
40
60
80
HY25Drilling
campaign
Major Hydro
Resilience
Projects
Other
Generation
Reinvestment
OtherHY26
SIB Capex ($m)
21
99
14
12
-
10
20
30
Geothermal drillingHydro
rehabilitation
Arapuni Left
Abutment & TCG
Other Generation
Capex
Enterprise and
other
SIB Capex breakdown ($m)
11
SIB CAPEX funded first – protects availability and
compliance

Our project pipeline is discretionary, providing options to meet our
FY30 EBITDAF aspiration of $1.15-1.25b
Focus on managing balance sheet within the target range for our BBB+
credit rating (e.g. Net Debt / EBITDA within 2x - 3x)
Investment is staged through investment gates
We only deploy capital when gate criteria are satisfied (e.g. project quality,
portfolio fit, commercial pathway, risk, programme/budget, etc) which
helps us protect earnings timing and avoid overruns
Investment is gated – scope, cost, schedule, risk and return evidence
required before FID
Investment gate key:
•IG1 – Property Acquisition/Investigation
•IG2 – Consenting
•IG3 – Procurement
•IG4 – FID
DISCIPLINED INVESTMENT DECISIONS AS WE TARGET 3.5 TWH BY 2030
Project
Capacity
(MW)
Estimated
output
(GWh)
Project status
Next investment gate &
timing targeted
Progress update
ConsentProcureConstructCommission
OEC5 Geothermal46390Fully online – Q3 FY26
Final commissioning at full generation is
underway
Kaiwera Downs S2 Wind155525Commissioning – Q4 FY26
Civil construction is nearing completion.
WTG deliveries underway. >10 WTGs erected
Kaiwaikawe Wind77221Commissioning – Q1 FY27
Civil construction is nearing completion.
WTGs being delivered to Port
Puke Kapo Hau (Mahinerangi
S2) Wind
190550IG4/FID – Q1 FY27
Awaiting consent decision. Procurement
underway
Whakamaru BESS100-150IG3 – Q3 FY26
Consented. Commencing procurement in
Q3 FY26. Targeting FID by mid-FY27
Geo Project 130270IG2 – H1 FY28
Reservoir assessment, options assessment
and drilling planning underway
Waikokowai Wind300-350900-1,200IG3 – FY27Consenting work in progress.
Puketoi Wind2281,080TBDDetailed feasibility work in progress
Hydro rehabs at Maraetai,
Ōhakuri and Ātiamuri
7687IG4 – FID in Q2 FY26
Committed to $590m rehabs progressively
commissioned from FY29 through to FY35
Completed
In-progress
12
Growth CAPEX is discretionary and staged through gates

PROVEN GEOTHERMAL CAPABILITY WITH SUCCESSFUL DELIVERY OF OEC5
Successfully delivered Ngā Tamariki OEC5 on budget and time
•First generation on 19 January 2026 and reached 100% output a few days
later on 23 January
•The unit has been continuing through commissioning since then with various
testing and tuning activities. Reliability testing is now underway, and the next
phase is the handover to Operations
•Value accretive with $82/MWh LRMC equivalent at Auckland
•The OEC5 Project continues its excellent safety record with no significant
harm over the 650+ days and 280,000 hours worked
Drilling campaign
•Successfully completed the 8 well geothermal drilling campaign to sustain
capacity of the Kawerau, Ngā Tamariki and Rotokawa fields
•The total cost was $161m over 4 years (includes $37m of Growth CAPEX for
two OEC5 wells), $14m lower than the previous estimate
Next-gen geothermal
•The NZ Government has selected Rotokawa geothermal field as the preferred
site for the New Zealand’s first supercritical exploration well
•We are supporting this exciting scientific research programme, with our
Rotokawa joint venture partner Tauhara North No.2 Trust, to help understand
New Zealand’s next-generation geothermal potential
•A Mercury employee has been appointed as the Project Director for this study
OEC5 station including commissioning operators loading geothermal fluid for first time and a drilling rig
13
Delivery proof: on-time / on-budget reduces execution risk

FID
TURBINE
DELIVERIES
STARTUP
COMMERCIAL
OPERATION
DATE
Kaiwera Downs Stage 2 under construction
LEADING WIND DELIVERY IN NEW ZEALAND – PROJECTS TRACKING ON TIME AND ON BUDGET
KAIWERA DOWNS S2 WIND 155MW and 525GWh
KAIWAIKAWE WIND 77MW and 221GWh
STATUSCOMMENTS
TIME
On plan - 10 of 36 turbines
erected; staged energisation/
commissioning underway
COSTForecast on plan vs budget
QUALITY
On track with all foundation
pours completed, substation
equipment delivered with
commissioning underway
HEALTH, SAFETY
& ENVIRONMENT
Zero serious harm to date
RISK
Grid/commissioning interfaces
and weather windows managed
through staged commissioning
plan and resourcing
STATUSCOMMENTS
TIME
On plan - turbines delivered to
Northport; site works progressing
to plan
COSTForecast on plan vs budget
QUALITY
On track - foundation pours
complete; installation readiness
checks underway
HEALTH, SAFETY
& ENVIRONMENT
Zero serious harm to date
RISK
Majority of components delivered
to NZ; transport trials completed
- logistics risk reducing
H1FY26Q4 FY24Q2 FY25H2 FY26H2 FY26H1 FY27H1 FY27H1 FY27
•Southland location
•On time and on budget
•First generation expected by May 2026 with 11
turbines ready to generate when connected
•Northland location
•On time and on budget
•First generation expected by August 2026
14
Delivery proof: on-time / on-budget reduces execution risk
FID
TURBINE
DELIVERIES
STARTUP
COMMERCIAL
OPERATION
DATE

POLICY SOLUTIONS TO THE TRANSITION CHALLENGES
Recent independent advice for the Government confirms electricity sector performs well, but further evolution is required
alongside action to address declining gas supply
TakeawaysDemand growth as electrification intensifies
Resource management reform
Security of supplyAffordability
Policy
response
Support for accelerated investment
in new renewable generation and
maintenance of existing assets
Government’s Geothermal Strategy
anticipated to confirm commitment
to increasing geothermal generation
(including drilling) and supercritical
geothermal exploration
Government work underway to
improve security of the system via
boosting existing markets, including
exploring dry year mechanism and
LNG importation
Reforms to enable customer mobility
and implement consumer data right
intended to ensure customers can
benefit from current highly
competitive retail market
Our choices
•Mercury positioned to deliver renewable generation growth due to its strong
balance sheet and quality options across the entire development lifecycle
•Committed to developing and delivering our projects in consultation with iwi,
community and stakeholders, always considering their environmental impact
•Help increase demand by supporting large industrials’ transition to electrification
•Planned investment in geothermal
and portfolio flexibility with hydro
and geographically diverse wind
•Supporting market mechanisms by
entering into firming supply
agreements like Genesis HFO
•Investing in lower cost renewable
generation
•Committed to a fair and equitable
energy transition, delivering greater
clarity, control and care for customers
We support
•Stable, investable market settings that support timely renewables build
•Efficient consenting and grid connection processes
•Clear pathway to maintain security of supply as thermal exits
Geothermal strategy
Clear investment signals
Use market mechanisms to
improve customer mobility
These settings align system outcomes (security, affordability, decarbonisation) with the predictability investors need to fund the transition
15

External Review
•Mercury’s Green Financing Framework has been independently reviewed by DNV Business Assurance Australia (“DNV”) against the Climate Bonds
Standard (“CBS”) Version 4.3 and the Green Bond Principles (2025).
•DNV’s Second Party Opinion is available at www.mercury.co.nz/investors/bonds/green-bonds.
CBI Certification
•Mercury has obtained programmatic certification of green bonds whose proceeds are notionally allocated to Eligible Projects under CBS Sector Criteria
(wind and geothermal assets as at the date of this presentation).
•Programmatic certification requires Mercury to obtain independent verification of all CBS-certified issuances under Mercury’s green bond programme,
and to provide annual update reports until bond maturity. Mercury has also obtained specific Climate Bonds Initiative (“CBI”) pre-issuance certification
of the Green Bonds to be issued (see Appendix page 20).
Annual Reporting and
Compliance
•Annual reporting for all outstanding Green Finance items, available at www.mercury.co.nz/investors/bonds/green-bonds, includes:
•Post-Issuance External Review
•Green Finance Programme Report
•Allocation of Proceeds Report annually for all outstanding Green Finance items
•The Green Financing Framework also provides for Mercury to report on the environmental impacts (where possible and relevant) resulting from Eligible
Projects as part of its annual reporting, and may already be disclosed in business-as-usual climate reporting.
•Note that lack of compliance with the Green Financing Framework or failure to maintain CBS certification of the Green Bonds is not an event of default
in relation to the Green Bonds.
Use of Proceeds
•The proceeds of the Offer are intended to be notionally allocated to Eligible Projects under CBS Sector Criteria (wind and geothermal assets as at the
date of this presentation).
•As at the date of this presentation, Mercury expects to notionally apply the net proceeds of the Offer to refinance existing debt. Mercury intends to track
an amount equal to the net proceeds within its systems, notionally allocated to Eligible Projects under CBS Sector Criteria.
Eligibility Criteria
•Under the Green Financing Framework, eligibility criteria for wind and geothermal Eligible Projects (aligned to CBS Sector Criteria) include:
•Geothermal electricity generation facilities with direct emissions of less than 100gCO2/kWh
•On-shore wind energy generation facilities
•The Green Financing Framework also includes eligibility criteria for hydropower, solar, energy storage and clean transportation. With current headroom of
Eligible Projects, and a strong development pipeline of wind and geothermal projects, Mercury does not currently intend to seek CBI certification for
these additional asset types.
GREEN FINANCING FRAMEWORK
16
Green integrity: certified Green Financing Framework with annual reporting
Mercury’s Green Financing Framework was updated in February 2026 and is available at www.mercury.co.nz/investors/bonds/green-bonds. The Green Financing Framework
outlines Mercury’s process relating to use of proceeds, project evaluation and selection, management of proceeds, reporting and assurance.

INVESTMENT HIGHLIGHTS FOR BONDHOLDERS
A BBB+ issuer combining resilient cash generation with disciplined, gated investment and strong delivery execution
BBB+ credit – disciplined financial policy
Net Debt / EBITDA maintained within 2x – 3x (S&P adjusted) through the cycle
17
Resilient cash generation, disciplined balance sheet, well governed investment
Liquidity + refinancing managed to protect bondholders
Strong committed headroom and well-laddered maturities (refer to maturity profile)
Resilient earnings increasingly contracted customer book
C&I duration extended 3 to 5 years; longer-term PPAs backing new builds (KD2, Tiwai)
CAPEX discipline – SIB funded first; Growth is discretionary and gated
SIB CAPEX planned/recurring and funded first; Growth staged through investment gates before FID
Proven delivery reduces execution risk
Built 5 of the last 6 New Zealand wind farms; OEC5 on time/on budget; Karapiro rehab de-risks next hydro rehabilitation programme

APPENDIX
Ngā Awa Pūrua cooling tower
18

19
A DIVERSIFIED
PORTFOLIO OF
RENEWABLE ASSETS
OUR BUSINESS
Electricity generator and multi-product
retailer across electricity, gas and
telco in NZ
•20% Generation market share
1
•25% Retail electricity market share
2
•229k Broadband and mobile connections
2
•223k customers with two or more
products
2
OUR PURPOSE
Tiakina te anamata, mā te
tūhono i ngā tāngata me
ngā wāhi o te inamata.
Taking care of tomorrow,
connecting people and place today.
RENEWABLEGENERATION
3
~9.5 TWh
WIND FARMS UNDER CONSTRUCTION
~0.7 TWh
SINCELISTING
4
10.5% TSR
CUSTOMER CONNECTIONS
2
~916k
FY26GUIDANCE
$1b EBITDAF
1
For the 12 months to 31 December 2025
2
As at 31 December 2025
3
Annual mean renewable generation expected from
existing operating assets
4
Total Shareholder Return (TSR): Annualised TSR from 10
May 2013 to 31 December 2025, excluding Dividend
Reinvestment Plan uptake
19
KAIWERA
DOWNS 1
AND 2++

20