Infratil Capital Bond Offer Opens

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com




2 June 2026

Infratil Capital Bond Offer Opens

Infratil Limited (Infratil) announced today that it has opened an offer (Offer) of up to $150 million (with the
ability to accept oversubscriptions at Infratil's discretion) unsecured, subordinated, repayable, cumulative,
interest-bearing capital bonds maturing on 15 June 2057 (Capital Bonds) to investors in New Zealand.

The Capital Bonds will have a term of 31 years. Infratil may choose to repay some or all of the Capital Bonds
early in certain circumstances, including on any Reset Date (15 June 2032 and every 5 years after that).

The Interest Rate will be fixed for an initial period of 6 years, after which it will be reset on each Reset Date.
Infratil may, in its absolute discretion, defer any payment of interest on the Capital Bonds for up to 5 years.
If any interest payment is deferred, the unpaid interest will remain owing and will itself accrue interest.

The Interest Rate from the Issue Date until the First Reset Date (15 June 2032) will be a fixed rate equal to
the greater of:
• the sum of the Initial Swap Rate (a reference rate for a 6 year period) on the Rate Set Date (5 June
2026) plus the Margin; and
• the Minimum Initial Interest Rate.

The Minimum Initial Interest Rate is 5.50% per annum. The Minimum Initial Interest Rate only applies to the
determination of the initial Interest Rate from the Issue Date until the First Reset Date. It does not apply to
the determination of the Interest Rate when it is reset on any Reset Date.

The indicative Margin range is 1.60% to 1.75% per annum. The actual Margin (which may be above or below
the indicative Margin range) will be determined by Infratil following a bookbuild process on the Rate Set Date
and will be announced by Infratil via NZX on or about that date.

The Capital Bonds have an issue credit rating of BBB- from S&P Global Ratings (S&P). The issue credit
rating of the Capital Bonds is two notches below Infratil's issuer credit rating of BBB+ from S&P, reflecting
their subordination and the potential for interest payments to be deferred.

The Offer is expected to close at 11:00am on 5 June 2026, and the Margin and the initial Interest Rate will
be announced on or about that date. The Capital Bonds are expected to be issued on 15 June 2026 and
quoted on the NZX Debt Market on 16 June 2026.

Details of the Offer and the Capital Bonds are contained in the product disclosure statement (PDS), which is
available on the Disclose Register maintained by the Companies Office at www.disclose-
register.companiesoffice.govt.nz (offer number OFR15093). A copy of the PDS can also be obtained from
the Joint Lead Managers, other Primary Market Participants or your usual financial advice provider.

Investors can register their interest in the Offer by contacting a Joint Lead Manager or their usual financial
adviser.

Infratil Limited 5 Market Lane, PO Box 320, Wellington 6140, New Zealand Tel +64 4 473 3663 www.infratil.com
Arranger and Joint Lead Manager:
Bank of New Zealand
Joint Lead Managers:
Craigs Investment Partners Limited
Forsyth Barr Limited

Enquiries should be directed to:

Tom Robertson
Infratil Treasurer
Phone: +64 4 550 5432
Email: Tom.Robertson@infratil.com

Authorised for release by:

Brendan Kevany
Infratil Company Secretary

---

a lalaacial

INDICATIVE
TERMS SHEET
For an offer of Capital Bonds by Infratil Limited
Dyelto1e ACN \ OVA)







INirlalet-lar-lare ie) ial -r-\e MY ar-te|-16 Joint Lead Managers
bnz* 3 FORSYTH BARR ©CRAIGS
1
Arranger and Joint Lead ManagerJoint Lead Managers
INDICATIVE
TERMS SHEET
For an offer of Capital Bonds by Infratil Limited
Dated: 2 June 2026

1
Indicative Terms Sheet dated 2 June 2026
This Indicative Terms Sheet (Terms Sheet) sets out the key terms of an offer (Offer) by Infratil Limited (Infratil) of
up to $150 million (with the ability to accept oversubscriptions at Infratil's discretion) unsecured, subordinated,
repayable, cumulative, interest-bearing capital bonds maturing on 15 June 2057 (Capital Bonds).
This Terms Sheet is a summary only. It should be read together with the product disclosure statement for the offer
of Capital Bonds by Infratil dated 26 May 2026 (PDS). The PDS is available on the Disclose Register maintained
by the Companies Office at www.disclose-register.companiesoffice.govt.nz (offer number OFR15093) or can be
obtained from the Joint Lead Managers, other Primary Market Participants or your usual financial advice provider.
Unless the context otherwise requires, capitalised terms used in this Terms Sheet have the meaning given to them
in the PDS.
Investors should carefully consider the features of the Capital Bonds, which are different to the features of the
Infrastructure Bonds previously issued by Infratil and other unsubordinated bonds issued by other issuers. Those
features include the subordinated nature of the Capital Bonds, the potential for Infratil to defer interest payments,
optional early repayment rights for Infratil and limited Events of Default.
Key Dates for the Offer
PDS lodgement Tuesday, 26 May 2026
Opening Date Tuesday, 2 June 2026
Closing Date 11:00am on Friday, 5 June 2026
Rate Set Date Friday, 5 June 2026
Issue Date Monday, 15 June 2026
Expected Date of Initial
Quotation on the NZX
Debt Market
Tuesday, 16 June 2026
Key Dates for the Capital Bonds
Maturity Date 15 June 2057
First Interest Payment
Date
15 September 2026
Interest Payment Dates Interest is scheduled to be paid quarterly in arrear on 15 March, 15 June, 15
September and 15 December of each year during the term of the Capital Bonds
and on the date on which the Capital Bonds are repaid. The first Interest Payment
Date is 15 September 2026.
Reset Dates The First Reset Date is 15 June 2032 and subsequent Reset Dates will occur every
5 years after that date.
Early repayment Infratil may choose to repay all or some of the Capital Bonds early in certain
circumstances.
Infratil may repay all or some of the Capital Bonds:
 on any Reset Date;
 on any date falling in the period of three months prior to the First Reset Date;
 on any Interest Payment Date after a Reset Date if Infratil did not run an
Election Process in respect of the Reset Date or the Election Process in
respect of the Reset Date was unsuccessful; or
 at any time if a Tax Event or Rating Agency Event occurs.
Infratil may choose to repay all (but not some only) of the Capital Bonds at any
time if there are less than 100,000,000 Capital Bonds on issue.

2
The Opening Date, Closing Date, Rate Set Date, Issue Date and other dates are indicative only and Infratil may
change the dates set out in this Terms Sheet. Infratil has the right in its absolute discretion and without notice to
close the Offer early, to extend the Closing Date, or to choose not to proceed with the Offer and the issue of the
Capital Bonds. Infratil will announce any changes to the dates set out in this Terms Sheet via NZX as soon as
possible.
Key terms of the Capital Bonds
Issuer Infratil Limited.
Description of the debt
securities
Unsecured, subordinated, repayable, cumulative, interest-bearing capital bonds.
Term 31 years, ending on the Maturity Date (15 June 2057) unless repaid earlier.
Ranking In a liquidation of Infratil, each Capital Bond gives the Bondholder the right to
payment of an amount equal to the Principal Amount plus all accrued but unpaid
interest.
The right to payment of this amount will rank:
 behind the claims of all creditors of Infratil (including the claims of holders of
the Infrastructure Bonds, the claims of senior creditors of Infratil Finance who
benefit from a guarantee from Infratil and any amounts owing to
unsubordinated general and trade creditors, as well as indebtedness preferred
by law and secured indebtedness), except for the claims and rights described
below;
 equally with claims of other Bondholders and holders of any other securities
or obligations of Infratil that rank equally with the Capital Bonds; and
 ahead of the rights of Infratil's shareholders and holders of any other securities
or obligations of Infratil that rank behind the Capital Bonds.
In a liquidation of Infratil, it is unlikely that there will be surplus assets available for
the liquidator to pay all amounts owing to Bondholders in respect of the Capital
Bonds.
Infratil is a holding company with investments in various companies. Bondholders
have no claims against, or recourse to the assets of, any of those companies.
Infratil's ability to make payments on the Capital Bonds is dependent on the returns
it receives from its investments.
In a liquidation of the Infratil Group, creditors of Infratil's subsidiaries (including
creditors of Infratil Finance and the companies that Infratil has invested in) would
have to be paid out in full before the distribution of any residual assets to Infratil's
liquidator claiming as the ultimate shareholder of the companies. Only these
residual assets would be available to Infratil's liquidator and, therefore, Infratil's
creditors, including Bondholders.
Even if there are residual assets of those companies available to be distributed to
Infratil's liquidator, because the Capital Bonds are subordinated, Bondholders
would only be entitled to payment after creditors of Infratil ranking in priority to the
Capital Bonds have been repaid in full.
Infratil is also subject to other restrictions in its bank loan facilities that limit the
value of cash and other assets it may hold (other than shares and other securities
held in, or loans to, Infratil's subsidiaries).
Purpose The proceeds of the Offer will be used for the general corporate purposes of the
Infratil Group. All of the proceeds of the Offer will be lent by Infratil to Infratil
Finance. Infratil Finance acts as the intra-group funding vehicle for the Infratil
Group.
No guarantee The Capital Bonds are not guaranteed by any member of the Infratil Group or any
other person.
Further indebtedness Infratil may incur further liabilities without the consent of Bondholders. This means
Infratil may, at any time, incur further liabilities that rank equally with, or in priority
to, the Capital Bonds.

3
Credit ratings Infratil issuer credit
rating
Capital Bonds issue
credit rating
S&P Global Ratings BBB+ BBB-
S&P Global Ratings' issue credit rating for the Capital Bonds is two notches below
S&P Global Ratings' issuer credit rating for Infratil to reflect the Capital Bonds'
subordination and the potential for interest payments to be deferred.
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 a rating agency to buy, sell or hold the
Capital 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.
Offer amount Up to NZ$150 million of Capital Bonds, with the ability to accept oversubscriptions
at Infratil's discretion.
Issue Price and Principal
Amount
NZ$1.00 per Capital Bond.
Maturity Date 15 June 2057
Reset Dates The First Reset Date is 15 June 2032 and subsequent Reset Dates will occur every
5 years after that date.
Interest Rate The Interest Rate will be fixed for an initial period of 6 years, after which it will be
reset on each Reset Date.
Interest Rate until the First Reset Date
The Interest Rate from the Issue Date until the First Reset Date (15 June 2032) will
be a fixed rate equal to the greater of:
 the sum of the Initial Swap Rate (a reference rate for a 6 year period) on the
Rate Set Date (5 June 2026) plus the Margin; and
 the Minimum Initial Interest Rate.
The initial Interest Rate and the Margin will be determined by Infratil following the
Bookbuild on the Rate Set Date and will be announced by Infratil via NZX on or
about that date.
Interest Rate following the First Reset Date
The Interest Rate will reset on each Reset Date to be a fixed rate equal to the sum
of the 5 Year Swap Rate on the Reset Date plus the Margin plus the Step-up
Margin.
When the Interest Rate is reset, the new Interest Rate will be announced by Infratil
via NZX on or about the date it is reset.
Minimum Initial Interest
Rate
5.50% per annum.
The Minimum Initial Interest Rate only applies to the determination of the initial
Interest Rate from the Issue Date until the First Reset Date (15 June 2032).
It does not apply to the determination of the Interest Rate when it is reset on any
Reset Date.
Margin The indicative Margin range for the Capital Bonds is 1.60% to 1.75% per annum.

The actual Margin (which may be above or below the indicative Margin range) will
be determined by Infratil (in consultation with the Joint Lead Managers) following
the Bookbuild on the Rate Set Date and will be announced by Infratil via NZX on
or about that date.
Step-up Margin 0.25% per annum.

4
Initial Swap Rate The mid-market rate for a New Zealand Dollar interest rate swap of a term matching
the period from the Issue Date to the First Reset Date (15 June 2032) as
determined by Infratil, in consultation with the Arranger, on the Rate Set Date in
accordance with market convention with reference to Bloomberg page 'ICNZ2' (or
any successor page) expressed as a percentage rate per annum on a quarterly
basis (rounded to two decimal places, if necessary, with 0.005 rounded up).
5 Year Swap Rate Either:
 the mid-market rate for a New Zealand Dollar interest rate swap for a 5-year
term commencing on the relevant Reset Date determined by Infratil at
11:00am on a Reset Date in accordance with market convention with
reference to the Bloomberg page 'ICNZ2' (or its successor page); or
 if the rate is unable to be determined in that manner, the average of the bid
and offered swap rates quoted to Infratil by three registered banks (or such
one or more of them as are quoting) at or about 11:00am on a Reset Date for
an interest rate swap with a term equal to 5 years,
in each case, expressed as a percentage rate per annum on a quarterly basis
(rounded to two decimal places, if necessary, with 0.005 rounded up).
Interest Payment Dates Interest is scheduled to be paid quarterly in arrear on 15 March, 15 June, 15
September and 15 December of each year during the term of the Capital Bonds
and on the date on which the Capital Bonds are repaid.
The first Interest Payment Date is 15 September 2026.
Interest will be paid to the Holder of the Capital Bond on the Record Date for each
Interest Payment Date.
Calculation of interest
payments
Infratil will pay interest in arrear in equal amounts on each Interest Payment Date.
If the Capital Bonds are repaid on a day that is not a scheduled Interest Payment
Date, the interest payable on the date of repayment will be calculated on the basis
of the number of days from (and including) the previous Interest Payment Date to
(but excluding) the date of repayment.
Discretionary deferral of
interest
Infratil may, in its absolute discretion, defer any payment of interest on the Capital
Bonds for up to 5 years.
If any interest payment is deferred, the unpaid interest will remain owing and will
itself accrue interest.
Infratil's right to defer interest does not apply to interest that is due to be paid on
the Maturity Date or on any other date on which Infratil has elected to repay Capital
Bonds early.
Deferral of interest is not an Event of Default.
See section 5.2 (Interest) of the PDS for more information.
Distribution Stopper While any unpaid interest is outstanding, Infratil must not (unless approved by an
Extraordinary Resolution of Bondholders):
 pay any dividend on, or make any other distribution in respect of, any of its
ordinary shares or other securities or obligations that rank, in liquidation,
behind the Capital Bonds;
 acquire, redeem or repay any of its ordinary shares or other securities or
obligations that rank, in liquidation, behind the Capital Bonds; or
 provide financial assistance for the acquisition of any of its ordinary shares or
other securities or obligations that rank, in liquidation, behind the Capital
Bonds.
See section 5.2 (Interest) of the PDS for more information.
Mandatory repayment Infratil must repay all the Capital Bonds on the Maturity Date.
If an Event of Default occurs, Infratil must repay all the Capital Bonds on the
Business Day following the Event of Default.

5
Events of Default The Capital Bonds have very limited Events of Default.
An Event of Default will occur if:
 Infratil fails to pay any deferred interest (plus all accrued but unpaid interest on
the deferred interest) by the fifth anniversary of its original deferral;
 Infratil fails to comply with the Distribution Stopper;
 Infratil fails to pay any amount required to be paid on the repayment of the
Capital Bonds;
 Infratil fails to pay any amount required to be paid to purchase Capital Bonds
in connection with a successful Election Process;
 an insolvency event occurs in respect of Infratil (for example, a liquidator,
receiver or statutory manager is appointed in respect of Infratil);
 Infratil ceases to carry on all or substantially all of its business or operations;
or
 any Capital Bond ceases to be enforceable.
Early repayment Infratil may choose to repay all or some of the Capital Bonds early in certain
circumstances.
Infratil may repay all or some of the Capital Bonds:
 on any Reset Date;
 on any date falling in the period of three months prior to the First Reset Date;
 on any Interest Payment Date after a Reset Date if Infratil did not run an
Election Process in respect of the Reset Date or the Election Process in
respect of the Reset Date was unsuccessful; or
 at any time if a Tax Event or Rating Agency Event occurs.
Infratil may choose to repay all (but not some only) of the Capital Bonds at any time
if there are less than 100,000,000 Capital Bonds on issue.
If Infratil chooses to repay some but not all of the Capital Bonds early, at least
100,000,000 Capital Bonds must remain outstanding after the partial repayment.
For a partial repayment, Infratil will endeavour to treat all Bondholders on a
proportionate basis but may include adjustments to take account of the effect on
minimum holdings and other logistical considerations.
Bondholders have no right to require that their Capital Bonds be repaid early unless
an Event of Default has occurred.
See section 5.3 (Repayment) of the PDS for more information.
Tax Event A Tax Event will occur if Infratil receives an opinion from a reputable legal counsel
or tax adviser that there has been, or will be, a change or clarification in, or change
in the application, interpretation or administration of, any law, regulation, ruling or
directive, as a result of which the interest payments on the Capital Bonds would no
longer be fully deductible for tax purposes.
Rating Agency Event A Rating Agency Event will occur if:
 Infratil receives notice from a Rating Agency that, as a result of a change in
criteria, the Capital Bonds will no longer have the same equity content
classification from that Rating Agency as they had immediately prior to the
change in criteria; or
 Infratil ceases to hold an issuer credit rating from at least one Rating Agency.
Equity content S&P Global Ratings has assigned an "intermediate" equity content to the Capital
Bonds. Where such equity content is assigned, S&P Global Ratings will consider
that the Capital Bonds comprise 50% equity when calculating Infratil's financial
ratios.
The equity content is expected to fall to 0% from 15 June 2037.

6
Capital structure Infratil believes that hybrid securities such as the Capital Bonds that are assigned
an equity content are an effective capital management tool. Infratil intends to
maintain such instruments as a key feature of its capital structure going forward.
Rating Agency S&P Global Ratings (or its successors) or such other approved rating agency
(within the meaning of the Financial Markets Conduct Act 2013) appointed by
Infratil from time to time.
Election Process Infratil may run an Election Process in respect of each Reset Date.
Under an Election Process, Infratil may propose new conditions to apply to the
Capital Bonds from a Reset Date.
If this occurs, Bondholders may elect to accept or reject the new conditions in
respect of all or some of their Capital Bonds.
Infratil will determine, in its absolute discretion, whether the Election Process has
been successful.
In the case of a successful Election Process, the new conditions will apply to the
Capital Bonds from the Reset Date and Infratil will purchase any Capital Bonds in
respect of which Bondholders rejected the new conditions on the Reset Date.
In the case of an unsuccessful Election Process, the existing conditions will
continue to apply to the Capital Bonds and the Capital Bonds will remain
outstanding.
Only New Zealand Holders will be entitled to participate in an Election Process.
Infratil may repay Capital Bonds held by non-New Zealand Holders on the relevant
Reset Date.
Repayment price If the Capital Bonds are repaid:
 on the Maturity Date;
 following an Event of Default;
 on a Reset Date or on any date falling in the period of three months prior to
the First Reset Date;
 at any time if a Tax Event occurs; or
 if there are less than 100,000,000 Capital Bonds on issue,
or purchased by Infratil following a successful Election Process, Bondholders will
receive an amount equal to the Principal Amount (NZ$1.00) plus all accrued but
unpaid interest for each Capital Bond repaid or purchased.
If the Capital Bonds are repaid:
 on any Interest Payment Date after a Reset Date if Infratil did not run an
Election Process in respect of the Reset Date or the Election Process in
respect of the Reset Date was unsuccessful; or
 at any time if a Rating Agency Event occurs,
Bondholders will receive an amount equal to the greater of:
 the Principal Amount plus all accrued but unpaid interest; or
 the market value of the Capital Bond (as determined in accordance with the
Trust Deed),
for each Capital Bond repaid.
Minimum subscription
amount
NZ$5,000 and in multiples of NZ$1,000 after that.
Transfer restrictions Bondholders are entitled to sell or transfer their Capital Bonds at any time subject
to the terms of the Trust Deed, the selling restrictions set out in section 9 of the
PDS and applicable financial markets laws and regulations. Infratil or the Registrar
may decline to register a transfer of Capital Bonds in accordance with the Trust
Deed. The minimum amount of Capital Bonds a Bondholder can transfer is
NZ$1,000. No transfer will be registered if the transfer would result in the transferor
or the transferee holding or continuing to hold less than 5,000 Capital Bonds (other
than zero).

7
NZX Debt Market
Quotation
Infratil will take all steps necessary to ensure that the Capital Bonds are quoted on
the NZX Debt Market.
NZX is a licensed market operator, and the NZX Debt Market is a licensed market,
under the Financial Markets Conduct Act 2013.
NZX Debt Market Ticker
Code
IFT380
ISIN NZIFTD0380L2
Record Date The Record Date is, in the case of:
 payments of interest, close of business on the date which is 10 calendar days
before the Interest Payment Date on which the interest is paid (or such other
date as may be prescribed by NZX);
 payments of any other amount, close of business on a date determined by
Infratil and notified to NZX (or such other date as may be prescribed by NZX);
and
 an Election Process, close of business on the date which is two Business Days
prior to when the relevant Election Notice is sent.
For payments of interest, if the Record Date is not a Business Day, the Record
Date will be the immediately preceding Business Day.
Business Day A Business Day is:
 for the purposes of giving notices, a day which is a business day within the
meaning of the NZX Listing Rules; and
 for all other purposes, a day (other than a Saturday or Sunday) on which
registered banks are generally open for business in New Zealand.
If a payment date is not a Business Day, Infratil will make payment on the next
Business Day, but no adjustment will be made to the amount payable.
Supervisor Trustees Executors Limited.
Registrar and Paying
Agent
MUFG Pension & Market Services (NZ) Limited.
How to apply There is no public pool for Capital Bonds under the Offer. All of the Capital Bonds
offered under the Offer have been reserved for subscription by clients of the Joint
Lead Managers, other Primary Market Participants and approved financial
intermediaries invited to participate in the Bookbuild.
This means you can only apply for Capital Bonds if you are a client of a Joint Lead
Manager, other Primary Market Participant or approved financial intermediary who
has obtained an allocation. You can find a Primary Market Participant by visiting
www.nzx.com/investing/find-a-participant.
The Joint Lead Manager, Primary Market Participant or approved financial
intermediary will:
 give you a copy of the PDS;
 explain what you need to do to apply for Capital Bonds; and
 explain what payments need to be made by you and by when.
The Joint Lead Manager, other Primary Market Participant or approved financial
intermediary can also explain what arrangements will need to be put in place for
you to trade the Capital Bonds, including obtaining a CSN, an authorisation code
and opening an account with a Primary Market Participant as well as the costs and
timeframes for putting such arrangements in place.
Brokerage Infratil will pay a firm brokerage fee comprised of a retail brokerage fee of 0.50%
and a firm allocation fee of 0.50%. Such amounts will be paid to the Arranger who
will distribute as appropriate to the Joint Lead Managers, other Primary Market
Participants and approved financial intermediaries.
Governing law New Zealand.

8
No underwriting The Offer is not underwritten.
Selling Restrictions The PDS only constitutes an offer of Capital Bonds to investors in New Zealand
and does not constitute an offer of Capital Bonds in any jurisdiction other than New
Zealand.
Infratil has not taken and will not take any action which would permit a public or
regulated offering of Capital Bonds, or possession or distribution of any offering
material in respect of the Capital Bonds, in any country or jurisdiction other than
New Zealand.
The Capital Bonds may only be offered for sale or sold in compliance with all
applicable laws and regulations in any country or jurisdiction in which they are
offered, sold or delivered.
The PDS, this Terms Sheet and any other offering material in respect of the Capital
Bonds may only be published, delivered or distributed in compliance with all
applicable laws and regulations (including those of the country or jurisdiction in
which the material is published, delivered or distributed).
By subscribing for Capital Bonds, you agree to comply with the Selling Restrictions
and to indemnify Infratil, the Supervisor, the Registrar, the Arranger and each Joint
Lead Manager (and their respective directors, officers, employees, agents and
advisers) in respect of any loss, cost, liability or expense sustained or incurred as
a result of you breaching the Selling Restrictions.
Non-reliance This Terms Sheet does not constitute a recommendation by the Supervisor,
Arranger, the Joint Lead Managers, or any of their respective directors, officers,
employees, agents or advisers to subscribe for, or purchase, any of the Capital
Bonds.
The Supervisor, Arranger and the Joint Lead Managers have not independently
verified the information contained in this Terms Sheet. In accepting delivery of this
Terms Sheet, you acknowledge that none of the Supervisor, the Arranger, the Joint
Lead Managers nor their respective directors, officers, employees, agents or
advisers gives any warranty or representation of accuracy or reliability and they
take no responsibility for it.
Other Information
The terms and conditions of the Capital Bonds are set out in the Trust Deed. Bondholders are bound by, and
deemed to have notice of, and acknowledge and agree to the terms of, the Trust Deed. You can obtain a copy of
the Trust Deed from the Disclose Register at www.disclose-register.companiesoffice.govt.nz (offer number
OFR15093).

Before making any investment decision, it is important that you consider the suitability of an investment in the
Capital Bonds in light of your individual risk profile for investments, investment objectives and personal
circumstances (including financial and tax issues). You can seek advice from a financial advice provider to help
you make an investment decision.

9
Directory
Issuer
Infratil Limited
5 Market Lane
PO Box 320
Wellington 6140
Telephone: 04 473 3663
Supervisor
Trustees Executors Limited
Level 11, 51 Shortland Street
Auckland 1010
Telephone: 0800 878 783
Registrar
MUFG Pension & Market Services (NZ) Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976
Auckland 1142
Telephone: 09 375 5998
Arranger and Joint Lead Manager
Bank of New Zealand
Level 6, 80 Queen Street
Auckland 1010
Telephone: 09 924 9602
Joint Lead Managers
Craigs Investment Partners Limited
Level 32, Vero Centre
48 Shortland Street
Auckland 1010
Telephone: 0800 272 442
Forsyth Barr Limited
Level 23, Shortland & Fort
88 Shortland Street
Auckland 1010
Telephone: 0800 367 227

---

CAPITAL
BOND
PRESENTATION
2 JUNE 2026

(1/2)
DISCLAIMER
1
This presentation has been prepared by Infratil Limited (NZ company number 597366, NZX:IFT; ASX:IFT) (the ‘Company’) in relation to an offer by Infratil Limited of up to $150 million (with the
ability to accept oversubscriptions at Infratil’s discretion) unsecured, subordinated, repayable, cumulative, interest-bearing capital bonds maturing on 15 June 2057 (Capital Bonds). It should
be read together with the product disclosure statement for the offer of Capital Bonds by Infratil dated 26 May 2026 (PDS). The PDS is available on the Disclose Register maintained by the
Companies Office at www.disclose-register.companiesoffice.govt.nz (offer number OFR15093) or can be obtained from the Joint Lead Managers, other Primary Market Participants or your
usual financial advice provider.
To the maximum extent permitted by law, the Company, its affiliates and each of their respective affiliates, related bodies corporate, directors, officers, partners, employees and agents will not
be liable (whether in tort (including negligence) or otherwise) to you or any other person in relation to this presentation.
This presentation does not constitute a recommendation by the Supervisor, Arranger, the Joint Lead Managers, or any of their respective directors, officers, employees, agents or advisers to
subscribe for, or purchase, any of the Capital Bonds. The Supervisor, Arranger and the Joint Lead Managers have not independently verified the information contained in this presentation
and do not give any warranty or representation of accuracy or reliability and they take no responsibility for it.
Information
This presentation contains summary information about the Company and its activities which is current as at the date of this presentation. The information in this presentation is of a general
nature and does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possible investment in the Company or that would
be required in a product disclosure statement under the Financial Markets Conduct Act 2013 or the Australian Corporations Act 2001 (Cth). This presentation should be read in conjunction
with the Company’s Annual Report for the period ended 31 March 2026, market releases and other periodic and continuous disclosure announcements, which are available at www.nzx.com,
www.asx.com.au or infratil.com/for-investors/.
Not financial product advice
This presentation is for information purposes only and is not financial, legal, tax, investment or other advice or a recommendation to acquire the Company’s securities and has been prepared
without taking into account the objectives, financial situation or needs of prospective investors.

(2/2)
DISCLAIMER
2
Future Performance
This presentation may contain certain “forward-looking statements” about the Company and the environment in which the Company operates, such as indications of, and guidance on, future
earnings, financial position and performance. Forward-looking information is inherently uncertain and subject to contingencies outside of the Company’s control, and the Company gives no
representation, warranty or assurance that actual outcomes or performance will not materially differ from the forward-looking statements.
Non-GAAP Financial Information
This presentation contains certain financial information and measures that are “non-GAAP financial information” under the FMA Guidance Note on disclosing non-GAAP financial information,
"non‐IFRS financial information" under Regulatory Guide 230: ‘Disclosing non‐IFRS financial information’ published by the Australian Securities and Investments Commission (ASIC) and are not
recognised under New Zealand equivalents to International Financial Reporting Standards (NZ IFRS), Australian Accounting Standards (AAS) or International Financial Reporting Standards
(IFRS). The non-IFRS/GAAP financial information and financial measures include Proportionate EBITDAF, EBITDAF, EBITDA, Opco run-rate EBITDAF, Capital Expenditure (Capex),
Proportionate Capital Expenditure, and Proportionate Development Spend. The non-IFRS/GAAP financial information and financial measures do not have a standardised meaning prescribed
by the NZ IFRS, AAS or IFRS, should not be viewed in isolation and should not be construed as an alternative to other financial measures determined in accordance with NZ IFRS, AAS or IFRS,
and therefore, may not be comparable to similarly titled measures presented by other entities. Although Infratil believes the non-IFRS/GAAP financial information and financial measures
provide useful information to users in measuring the financial performance and condition of Infratil, you are cautioned not to place undue reliance on any non-IFRS/GAAP financial information
or financial measures included in this presentation.
EBITDAF represents consolidated net earnings before interest, tax, depreciation, amortisation, financial derivative movements, impairments, revaluations, and gains or losses on the sale of
investments. EBITDAF also excludes acquisition and sale-related transaction costs, management incentive fees, and one-off project costs. Proportionate Operational EBITDAF represents
Infratil’s share of EBITDAF from its investee companies, excluding development spend associated with earlier-stage renewables businesses (Gurīn Energy, Galileo, and Mint Renewables), and
excluding corporate costs and listed company Contact Energy. Development spend represents early-stage, non-capitalised expenditure incurred by Infratil’s earlier-stage renewables
businesses. Further information on how Infratil calculates Proportionate EBITDAF can be found in the Appendix.
No part of this presentation may be reproduced or provided to any person or used for any other purpose without express permission.

AGENDA
CAPITAL BONDS PRESENTATION
KEY CREDIT HIGHLIGHTS
PORTFOLIO PERFORMANCE
KEY TERMS OF THE OFFER
PAGE 4
PAGE 22
PAGE 28
PAGE 14
SUPPORTING MATERIALS
3

CAPITAL
BOND
PRESENTATION
KEY CREDIT
HIGHLIGHTS

Inaugural BBB+ (stable) S&P issuer credit rating reflects a balanced portfolio of quality
infrastructure assets supported by flexible capital management levers
COMPANY OVERVIEW & KEY CREDIT HIGHLIGHTS
Balanced portfolio with
assets across sectors and
geography
Proven track record of strong
investment performance
Strong governance and
active portfolio management
Disciplined and targeted
investment strategy
Strong funding position
underpinned by disciplined
capital management
Significant capital
management levers available
5

PORTFOLIO UPDATE
A global multi-sector portfolio with significant growth opportunities
Total asset value NZ$20.6 billion
•Diversified across four sectors
Portfolio composition by asset value (31 March 2026
1
)
Notes: (1) Based on a combination of independent valuation, market and book value. Chart excludes Fortysouth following its
subsequent sale. Numbers do not reflect the partial sell down of Contact Energy that occurred post 31 March 2026.
6
Digital
Renewables
Healthcare
Airports

-50
0
50
100
150
200
250
300
350
400
450
500
550
600
650
FY16FY17FY18FY19FY20FY21FY22FY23FY24FY25FY26
Infratil (IFT.NZX, IFT.ASX)
•Market capitalisation of NZ$16.0bn
1
(US$9.3bn)
•Included in S&P NZX 50, ASX 200, and
MSCI Global Standard Index
•Our target: shareholder returns of 11-15% per annum
on a rolling 10-year basis
A value-add infrastructure investment company
•Active portfolio construction and management with
multiple pillars of value creation over time
•Management partnership leverages Morrison’s
extensive global capabilities
A strong track record: 18.9% TSR
2
since 1994
3
Cumulative annual return (%)
Period
2
IFT TSR
5 – year 18.5%
10 – year21.0%
20 – year 15.1%
Since inception18.9%
Notes: (1) Market capitalisation as at 25 May 2026; (2) Infratil Returns assume reinvestment of dividends and are calculated to 25 May
2026; (3) Chart source: Capital IQ (SPNZXNZ50TR Total Return, S&P ASX200 Total Return).
An infrastructure investment company that actively invests in ideas that matter
INFRATIL OVERVIEW
IFT
NZX50
ASX200
7

8
Infratil board oversees strategic direction, Morrison manages delivery of investment and
strategic objectives
OUR MANAGEMENT MODEL
•Infratil’s Board oversees the strategic direction of the company,
including capital management, capital structure, risk management
and approving all investments and divestments.
•The Board has delegated management responsibilities of Infratil to
Morrison, with specific goals and objectives set to align management
efforts with Infratil’s strategic priorities.
•This management model has helped Infratil deliver superior
shareholder outcomes by providing:
–scale and sector expertise beyond Infratil’s independent capacity
–growing global reach and access to investment opportunities
–the ability to co-invest with other Morrison clients in larger assets
–strong alignment through Morrison shareholdings in Infratil and
performance incentives.

Ideas that matterAttractive global thematicsInfrastructure characteristics
Resilient underlying
assets
Portfolio construction
approach
Pillar 1
Cash flow generators
Scaled business with
enough diversity for
stability
Pillar 2
Mature growth
platforms
Scaled businesses, more
concentrated to drive
returns
Pillar 3
Future growth
platforms
Multiple smaller
businesses that can scale
to $1bn+ over 3-5 years
Balanced portfolio
construction provides
cash flow predictability
for debt service
Active portfolio
management to
maintain growth
through cycles
•Drive operational excellence
•Dynamically allocate capital from
cash flow generators to best 15%+
internal rate of return growth
opportunities
•Identify new opportunities and
emerging trends to optimise cash
flow and growth pillars
•Manage balance of cash flow and
growth pillars and overall portfolio
breadth as assets evolve
Asset liquidity, active
asset management and
access to capital markets
provides multiple levers
to maintain appropriate
capital management
settings
Target returns
11-15% p.a. target portfolio returns per annum over a rolling 10-year period
Realised 10-year return of 21% p.a., and 18.9% p.a. over 31 years since inception
Track record exceeding
target portfolio returns
Infratil’s core investment approach remains unchanged
DISCIPLINED AND TARGETED INVESTMENT STRATEGY
9

Solid progress against strategy
MEDIUM-TERM STRATEGIC OBJECTIVES
Divest businesses unlikely to scale
under our ownership and reinvest
•$600m of sales completed; Qscan process underway
•Potential for another $1 billion+ of divestments over the medium term
Balance Infratil’s cash flow and
dividends
•On track with One NZ's improved distributionprofile; growth expected from
CDC and Longroad as earnings and future distribution capacity grows
Identify and scale our growth
platforms beyond CDC and
Longroad Energy
•CDC and Longroad have accelerated materially, setting a high bar; however
interesting adjacent opportunities are emerging across these platforms
•Gurīn Energy still awaiting key approval
Continue to broaden our
shareholder base and debt
funding to support future scale
•BBB+ S&P issuer rating provides opportunity to broaden access to debt markets
•ASX 200 inclusion has seen ASX trading volume lift to ~30%; Increased analyst
coverage helping grow interest, work in progress
10

TRACK RECORD OF CAPITAL MANAGEMENT DISCIPLINE
11
725
2265
2188
2988
89
135
151
161
1492
820
1438
1109
8%
17%
13%
15%
0%
2%
4%
6%
8%
10%
12%
14%
16%
18%
0
500
1000
1500
2000
2500
3000
3500
4000
4500
FY23FY24FY25FY26
Net debtRecourse letters of credit issuedLiquidity availableLoan to Value
Funding and Liquidity (NZ$m)
1
Notes: (1) Funding and Liquidity metrics are based on the methodologies set out on slide 12, aligned to S&P treatment. Net debt includes pro
forma adjustment for unconditional Fortysouth divestment proceeds receivable at 31 March 2026
401
300
935
1,275
1,986
614
567
712
0
500
1,000
1,500
2,000
2,500
FY20FY21FY22FY23FY24FY25FY26FY27
Equity RaisePortfolio Realisation
Balance sheet flexibility to support investment and withstand periods of market volatility
Highlights
•Since 2019 Infratil has reinvested over $3.9 billion in internal
portfolio capital and raised ~$2.9 billion in equity to maintain
prudent gearing levels and redeploy capital to higher returning
investment opportunities.
•Inaugural S&P BBB+ (stable) issuer credit rating secured in
December 2025, enables reduced funding costs and broader access
to diverse capital sources
•Bank debt refinance completed in May 2026, realising cost savings
and improved terms that enhance financial flexibility
•Offer of capital bonds further enhances funding flexibility and
supports investment grade credit profile of Infratil
•Further activity expected to diversify funding sources, adding long-
term balance sheet resilience
•$1.1 billion of available liquidity supports future growth, further
enhanced by ~$495m of proceeds realised post balance date from
Contact Energy partial sell-down
Infratil has raised equity and reinvested internal
capital from the portfolio prudently (NZ$m)

Commentary
•Loan to value (LTV) calculation = adjusted net debt / fair value of
portfolio
•LTV approach consistent with S&P approach to assessing Infratil’s
stressed leverage under the Alternative Investment Funds methodology
•Fair value of portfolio represent Infratil’s proportionate share of an
asset's independent valuation, market value, or book value
•Net debt is corporate net debt (financial debt obligations of Infratil
Limited and Infratil Finance Limited) adjusted for:
–Infratil’s proportionate share of Letter of Credits issued by portfolio
companies with recourse to shareholders
–Unconditional Fortysouth divestment proceeds receivable at 31
March 2026
•Liquidity available includes:
–undrawn corporate bank facilities
–corporate cash
–unconditional Fortysouth divestment proceeds
•Weighted average cost of drawn debt
1
of 5.20% and a weighted average
tenor of debt of 2.7 years
Notes: (1) Drawn debt excluding Perpetual IFTHAs, including drawn Acquisition Facilities.
31 March ($Millions)20252026
Net bank debt$544.8$1,602.6
Infrastructure bonds$1,411.1$1,370.0
Perpetual bonds$231.9$231.9
Total net debt drawn$2,187.8$3,204.5
Adjustments:
Recourse Letters of Credit issued$150.9$161.0
Fortysouth proceeds-($217.0)
Adjusted net debt$2,338.7$3,148.5
Fair value of portfolio$18,303.7$20,407.0
Loan to value12.8%15.4%
Liquidity available (adjusted)$1,437.5 $1,108.5
12
DEBT & LIQUIDITY

Portfolio Company
Capital Options
Portfolio
Reinvestment
Equity Issuance
& Investment Grade Debt
Capital Markets
(including Hybrids)
Performance Fees
paid via Scrip
Dividend
and DRP
Available capital management levers support Infratil in maintaining credit profile through the cycle
13
Infratil has a suite of capital management levers to support liquidity and credit profile,
underpinned by a permanent capital base and ready access to capital markets
SIGNIFICANT CAPITAL MANAGEMENT LEVERS AVAILABLE

CAPITAL
BOND
PRESENTATION
PORTFOLIO
PERFORMANCE

Unprecedented demand continues, strong outlook for further growth
CDC
Outlook
•EBITDAF¹ expected to step up significantly as contracted capacity
comes online
–FY27 EBITDAF guidance of A$680m–A$720m
–EBITDAF expected to exceed A$1bn in FY28, subject to build
delivery timing and customer activation
–Fully deployed 1GW of contracted capacity is expected to deliver
~A$2bn of annualised contracted EBITDAF
•Capex steps up and continued development of the future pipeline
–FY27 capex guidance of A$3.8bn–A$4.2bn (excluding land), with
disciplined capital deployment aligned to revenue generation
–Ongoing acquisition of power and land to meet customer demand
–Densification also expected to support further capacity growth as
customer requirements and site opportunities evolve
•Growth outlook and demand remains very strong
–Contracting discussions progressing well for signings in H1 FY27
and beyond for further medium and large-scale deployments
–Actively progressing 1GW+ extension of growth pipeline to
accommodate future demand
EBITDAF
1
Growth (A$m)
271
330
392
FY24FY25FY26FY27GFY28F
680-720
$1bn+
+155%
Notes: (1) EBITDAF includes the straight-lining of lease revenue for contracts with fixed indexation over the term of the arrangement.
15

Well positioned to capture an outsized share of ongoing growth
CDC
Contracted earnings visibility and premium customer base
•Contracted earnings provide strong visibility over future cash flows
•Customer base dominated by government and hyperscale counterparties
Scale and efficient development economics
•Benefits from scale and demand-driven modular development
•Densification and technology evolution support attractive returns
Superior access to funding
•IG credit rating supports efficient pricing and broad access to debt markets
•Supportive long-term institutional shareholders committed to growth
Technology and sustainability advantage
•Design supports increased computing density and liquid cooling solutions
•Minimal water usage is a key differentiator in site development
237MW
Sydney
308MW
156MW
Canberra
20MW
181MW
Melbourne
210MW
98MW
Auckland
34MW
Perth
Data Centres
Under construction572MW
Operating capacity671MW
6715721,663
05001,0001,5002,0002,5003,000
Operating capacityUnder constructionFuture build
2.9GW capacity pipeline as at 31 March 2026
1
Notes: (1) Built MW.
16

490
640
770
860
70
140
CY25CY26FCY27FCY28FCY29F
350
840
1,000
New very large-scale project, robust demand ups annual cadence to avg. 2GW p.a.
LONGROAD ENERGY
•Following years of modest growth in U.S. electricity consumption,
demand is projected to increase by ~30-50% by 2040, driven by
data centres, electrification, and growth in domestic manufacturing
1
•In April, agreed to acquire a ~2.8GW solar + storage project, which
would deliver targeted uptick in development cadence on its own:
–PPA in place; expected to begin construction in two phases in
CY28 and CY29
–progress contingent on state regulatory approval of the
acquisition and PPA, and land lease extension which is subject
to federal approval
•CY25 target projects contracted or in late stage discussions, with
ongoing robust demand, >6GW tax qualified pipeline and new very
large-scale project underpinning our targeted increase in
development cadence to reach US$1 billion in run rate earnings by
CY29/30
New data centre strategy
•Actively progressing options to develop 4GW+ of grid connected
data centres co-located with Longroad solar + storage projects.
Options to develop powered shell, alone or with partners, or
monetise as powered land
Opco run-rate EBITDAF (US$m)
2
Notes: (1) Source: American Clean Power Association; (2) Opco run-rate EBITDAF is calculated based on the five-year average EBITDAF once projects reach
operational status. Projects are included in Opco run-rate EBITDAF based on the year of financial close, with all corporate overheads and development-
related costs added back. (3) An additional 2GW has been evenly spread over CY28 and CY29 to reflect targeted upsize in development cadence.
GenerationCY25CY26FCY27FCY28F
3
CY29F
3
Operating assets3.5GW4.2GW5.9GW6.4GW8.0GW
Under construction1.8GW2.9GW2.8GW4.8GW5.7GW
Total Portfolio5.3GW7.1GW8.7GW11.2GW13.7GW
Annual growth forecast+1.5GW+1.8GW+1.6GW+2.5GW+2.5GW
Illustrative impact of increasing avg. cadence to 2.0GW p.a.
September 25 investor day Opco run-rate EBITDAF guidance
17

Under construction
3
Operating
3
2,347MW
Solar
1,665MW
729MW
Battery
210MW
458MW
Wind
Transmission
100MW
Infratilhas agreed to invest further US$300m to supportLongroad’s acceleration
LONGROAD ENERGY
Arizona
111MW
1,093MW
729MW
85MW
Texas
121MW
723MW
400MW
Arkansas
533MW
New Mexico
67MW
Minnesota
31MW
California
282MW
98MW
75MW
Maine
184MW
50
20
210
80
FY27F EBITDAFCorporate overheads
& Development
expenses
2
Full year contribution
from projects
commissioned in year
Projects under
construction
OpCo run-rate
EBITDAF FY27F
120 - 135
490
130
FY27F EBITDAF to Opco run-rate EBITDAF (US$m)
Guidance
•FY27 EBITDAF guidance of US$120m–US$135m
1
. Modest uplift

as constructioncompletes in the back end of FY27 and in FY28,
and due to increased development expenses
•FY27 Opco run-rate EBITDAF on track for ~US$490m across the
7.1GW operating and under construction fleet
Funding
•Infratil has agreed to provide an additional US$300m of equity
funding to support Longroad’s acceleration, to be deployed over
the next ~2 years
Notes: (1) Guidance prepared in alignment with the Infratil financial year of 31 March 2027; (2) addback of all Longroad corporate overheads and
development-related expenses, as well as normalisation for differences between actual operating performance and the expected five-year average, and
adjustments for non-controlling interests in projects; (3) Total figures include rounding.
Utah
522MW
306MW
50MW
100MW
18
Corporate
Development

Ongoing focus on delivery and simplification
ONE NZ
Outlook
•NZ markets remain low growth, with weak net migration and ongoing
macroeconomic headwinds
–Enterprise and fixed markets challenging
–Annual price increase implemented across mobile + fixed in April
•EonFibre gaining traction as wholesale high-capacity
bandwidthprovider, with good data centre demandand a material
hyperscaler contract (subsea) in Q4 FY26
•Investment in mobile growth, IT and AI-first initiatives continues,
accompanied by careful cost discipline
–50+ AI solutions in operation; focus on short-term payback
Guidance
•FY27 EBITDAF $600m to $640m
–Target: EBITDAF margin mid-30% in medium term through mobile
growth, increased wholesale revenues, simplification and cost
efficiency
•FY27 capex $235m to $265m (excl. spectrum)
–Target: capex intensity ~11% in medium term as network and IT
modernisation spend tapers
600
605
609
30%
31%
30%
37
61
128
82
91
183
FY24FY25FY26
Free cash flowDistributions
Notes: (1) For free cash flow calculation refer to the Detailed Financial Information & Operating Metrics – March 2026 disclosure.
Free cash flow (NZ$m) & Distributions (NZ$m)
EBITDAF (NZ$m) & Margin (%)
19
FY24FY25FY26

Project Vanda awaiting key approval Resilient EBITDAF in challenging market
GURIN ENERGY WELLINGTON AIRPORT
20
•Project Vanda: Indonesia to Singapore utility-scale solar
–Land secured for solar ~2GW + ~1GW battery
–Indonesia granted production licence in March; still awaiting
export licence as key gate to final investment decision
–Ownership: 75% Gurīn Energy; 25% Gentari
–Expected capex US$2-3bn, requiring ~US$500m equity
•Malaysia: projects for data centre supply opportunities
•Philippines: Zambales 75MW solar delivered US$6m revenue;
Tarlac 39MW project expected to be operational Q3 FY27
•Japan: 240MW battery storage project reached ready-to-build
status
•South Korea: acquired 300MW wind + solar pipeline
•FY27 EBITDAF guidance $130m to $140m
•Runway safety upgrade enables long-haul flights to Asia and beyond
•MoU signed with Guangzhou Baiyun International Airport (China) to
explore partnership opportunities
•Despite easing capacity constraints, fuel cost pressures are limiting
expansion, with airlines scaling back domestic schedules amid ongoing
Middle East uncertainty

CDC has a once-in-a -lifetime opportunity to develop AI infrastructure at globally relevant scale, with strong
demand, project pipeline, capability and funding flexibility to continue to accelerate
Longroad is also capitalising on the opportunity, targeting increased development and US$1bn run-rate
EBITDAF by CY29/30, backed by new very large-scale project, subject to regulatory approvals
Continuing to develop other potentially material growth opportunities including Longroad’s data centre
options and Gurin’s Vanda project
Infratil has significant flexibility to support that growth, supported by improved cash flow profile, ongoing
divestment programme and inaugural S&P BBB+ credit rating
Continued focus on lifting operational performance across the portfolio, with strong progress by One NZ
and Qscan, and improvement plans in place for RHCNZ and Galileo
We have navigated the noise of 2025, are realistic about the challenges that persist, and are as positive as
ever about the opportunities and options for the portfolio ahead
Portfolio positioning for further step changes in growth
LOOKING AHEAD
21

CAPITAL
BOND
PRESENTATION
KEY TERMS
OF THE OFFER

KEY TERMS OF THE CAPITAL BONDS
23
Issuer
Infratil Limited (“Infratil”)
Description
Unsecured, subordinated, repayable, cumulative, interest-bearing capital bonds (“Capital Bonds”)
Purpose
The proceeds of the Offer will be used for the general corporate purposes of the Infratil Group. All of the proceeds of the Offer will be lent by Infratil to Infratil Finance. Infratil
Finance acts as the intra-group funding vehicle for the Infratil Group.
No guarantee
The Capital Bonds are not guaranteed by any member of the Infratil Group or any other person.
Ranking
The Capital Bonds will rank equally among themselves and will be subordinated to all other indebtedness of Infratil, other than indebtedness expressed to rank equally with,
or subordinated to, the Capital Bonds. Refer to section 5.7 of the Product Disclosure Statement for more detail on the ranking of the Capital Bonds.
Credit rating
Infratil issuer credit ratingCapital Bonds issue credit rating
S&P Global RatingsBBB+BBB-
S&P Global Ratings' issue credit rating for the Capital Bonds is two notches below S&P Global Ratings' issuer credit rating for Infratil. Two notches are deducted to reflect the
Capital Bonds being subordinated and due to the potential for interest payments to be deferred.
Offer amount
Up to NZ$150 million of Capital Bonds, with the ability to accept oversubscriptions at Infratil's discretion.
Term
31 years (maturing 15 June 2057).
Reset Dates
The First Reset Date is 15 June 2032 and subsequent Reset Dates will occur every 5 years after that date.
Election Process
Infratil may run an Election Process in respect of each Reset Date.
Optional early redemption
On any date falling in the period of 3 months prior to the First Reset Date, any Reset Date, any Interest Payment Date after a Reset Date, or at any time if a Tax Event or Rating
Agency Event occurs or if there are less than 100m Capital Bonds on issue.
Interest Rate
The initial Interest Rate until the First Reset Date will be set following a bookbuild on 5 June 2026 as the greater of: (i) the sum of the 6 Year Swap Rate on the Rate Set Date
plus the Margin; and (ii) the Minimum Initial Interest Rate.
If not redeemed earlier, on each Reset Date the Interest Rate will be reset to the 5 Year Swap Rate on the relevant Reset Date plus the Margin plus the Step-up Margin (0.25%).
Minimum Initial Interest Rate
5.50% per annum.
Indicative Margin Range
The indicative Margin range for the Capital Bonds is 1.60% to 1.75% per annum.
Discretionary deferral of interest
Payment of interest can be deferred at any time for up to five years at the sole discretion of Infratil, with a distribution stopper in place while any unpaid interest remains
outstanding.
Deferred interest is cumulative.
Quotation*
It is expected the Capital Bonds will be quoted under the ticker code IFT380 on the NZX Debt Market.
*Infratil has applied to NZX for permission to quote the Capital 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 Product Disclosure Statement have been duly complied with. However, NZX accepts no responsibility for any
statement in the Product Disclosure Statement or this presentation. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the
FMCA

24
INTEREST PAYMENTS
Highlights
•Infratil may, if directed to do so by its board of directors, defer any
payment of interest on the Capital Bonds for up to 5 years.
•If any interest payment is deferred, the unpaid interest will remain
owing and will itself accrue interest.
•Infratil's right to defer interest does not apply to interest that is due to
be paid on the Maturity Date or on any other date on which Infratil has
elected to repay Capital Bonds early.
•Deferral of interest is not an Event of Default.
•A distribution stopper will be in place while any unpaid interest is
outstanding.
Interest Rate
•The Interest Rate will be fixed for an initial period of 6 years, after
which it will be reset on each Reset Date (every 5 years).
Interest Rate until the First Reset Date
•The Interest Rate from the Issue Date until the First Reset Date (15
June 2032) will be a fixed rate equal to the greater of:
–the sum of the Initial Swap Rate (a reference rate for a 6 year
period) on the Rate Set Date (5 June 2026) plus the Margin; and
–the Minimum Initial Interest Rate.
•The initial Interest Rate and the Margin will be determined by Infratil
following the Bookbuild on the Rate Set Date and will be announced
by Infratil via NZX on or about that date.
Interest Rate following the First Reset Date
•The Interest Rate will reset on each Reset Date to be a fixed rate equal
to the sum of the 5 Year Swap Rate on the Reset Date plus the Margin
plus the Step-up Margin (0.25%).
•When the Interest Rate is reset, the new Interest Rate will be
announced by Infratil via NZX on or about the date it is reset.
•The Minimum Initial Interest Rate does not apply to the determination
of the Interest Rate when it is reset on any Reset Date.

25
REPAYMENT
Repayment terms
•Infratil must repay all the Capital Bonds on the Maturity Date.
•If an Event of Default occurs, Infratil must repay all the Capital Bonds
on the Business Day following the Event of Default.
•Infratil may choose to repay all or some of the Capital Bonds early in
certain circumstances.
•Infratil may repay all or some of the Capital Bonds:
–on any Reset Date;
–On any date falling in the period of 3 months prior to the First Reset
Date;
–on any Interest Payment Date after a Reset Date if Infratil did not
run an Election Process in respect of the Reset Date or the Election
Process in respect of the Reset Date was unsuccessful; or
–at any time if a Tax Event or Rating Agency Event occurs.
•Infratil may choose to repay all (but not some only) of the Capital
Bonds at any time if there are less than 100m Capital Bonds on issue.
Repayment Price
•If the Capital Bonds are repaid:
–on the Maturity Date;
–following an Event of Default;
–on a Reset Date or on any date falling in the period of 3 months prior
to the First Reset Date;
–at any time if a Tax Event occurs; or
–if there are less than 100m Capital Bonds on issue,
or purchased by Infratil following a successful Election Process.
•Bondholders will receive an amount equal to the Principal Amount
(NZ$1.00) plus all accrued but unpaid interest for each Capital Bond
repaid or purchased.
•If the Capital Bonds are repaid:
–on any Interest Payment Date after a Reset Date if Infratil did not run
an Election Process in respect of the Reset Date or the Election
Process in respect of the Reset Date was unsuccessful; or
–at any time if a Rating Agency Event occurs.
•Bondholders will receive an amount equal to the greater of:
–the Principal Amount plus all accrued but unpaid interest; or
–the market value of the Capital Bond (as determined in accordance
with the Trust Deed), for each Capital Bond repaid.

EARLY REPAYMENT DRIVERS
26
2032 – Year 6
•Potential Election Process or Infratil can redeem the Capital Bonds.
•Capital Bonds are redeemable at par whereas any subsequent call
between Reset Dates will be at the higher of par and market value
(unless less than 100m Capital Bonds on issue or due to the
occurrence of a Tax Event).
•Step-up in Margin (0.25%) if Capital Bonds are not redeemed on the
First Reset Date.
2037 – Year 11
•The equity content is expected to fall to 0% from 15 June 2037.
•S&P treats the Capital Bonds as 100% debt in Infratil’s financial ratios.
•Likely to be high-cost debt with limited benefits.
•Notwithstanding these early redemption drivers, Infratil considers that hybrid securities that are ascribed equity content, such as the Capital Bonds,
will be a key feature of its capital structure going forward
•As such, if Infratil chooses to redeem the Capital Bonds early, current expectation is that equivalent replacement securities would be issued to fund
that redemption

KEY INFORMATION AND TIMELINE
27
Repayment terms
•Bookbuild process
•Standard bookbuild process
•NZX Firms, institutional investors and other approved parties invited to
participate in the bookbuild process
•No public pool
Minimum applications
•NZ$5,000 and in multiples of NZ$1,000 after that
Fees
•Firm fees of 0.50%
•Retail brokerage of 0.50%
Arranger & Joint Lead Manager
•Bank of New Zealand
Joint Lead Managers
•Craigs Investment Partners
•Forsyth Barr
2026
Tuesday, 26 MayPDS lodgement
Tuesday, 02 June
Opening Date
Indicative pricing announced
Friday, 05 June
Closing Date (11am)
Rate Set Date
Monday, 15 JuneIssue Date
Tuesday, 16 June
Expected Date of Initial Quotation on
the NZX Debt Market
15 SeptemberFirst Interest Payment Date
203215 JuneFirst Reset Date
203715 June
S&P equity content expected to fall to
0%
205715 JuneMaturity Date
Timetable

CAPITAL
BOND
PRESENTATION
SUPPORTING
MATERIALS

Increased operational capacity at CDC and Longroad drove EBITDAF growth in FY26
FINANCIAL PERFORMANCE HIGHLIGHTS
47
3
50
2
2
1
CDCOne NZLongroad
Energy
Qscan
Group
Wellington
Airport
Other
(12)
Corporate
989
FY26
EBITDAF
895
FY25
EBITDAF
Notes: (1) Further information on how Infratil calculates Proportionate EBITDAF can be found in the supporting materials including a
reconciliation to net profit after tax; (2) excludes EBITDAF contributions from Manawa Energy, RetireAustralia, Fortysouth and Infratil Property.
$2,687 million
Up 17% from FY25
Proportionate capital expenditure
($70 million)
Up 2% from FY25
Proportionate development spend
$1,336 million
Up 42% from FY25
Infratil investment
$549.8 million
Up $845m from FY25
Net parent surplus
Highlights
•Proportionate operational EBITDAF was $989.4m, up $94.1m
(10.5%) on FY25, as CDC and Longroad capacity growth drove
increased contributions
•Proportionate development spend was $70.1m, up $1.5m
(2.2%) on FY25 reflecting continued spend across renewables
development platforms
•Proportionate capex was $2.7bn, up $392.2m (17.1%) on
FY25, driven by increased expenditure at CDC and Kao Data,
partially offset by decreases at One NZ and Longroad
•Infratil direct investment was $1.3bn, up $397.2m (42.3%) on
FY25. The largest investment in the period was $556m into
CDC reflecting completion of our increased shareholding and
subsequent funding of future growth.
Proportionate Operational EBITDAF
2
(NZ$m)
29

FY27 Proportionate Operational EBITDAF guidance range set at NZ$1,300 to $1,400 million
FY27 GUIDANCE
Capital Expenditure (100%)
Component Guidance
CDCA$3,800-$4,200m
One NZNZ$235-$265m
Kao Data£175-£195m
Longroad EnergyUS$1,500-$1,700m
Wellington AirportNZ$50-$80m
RHCNZ
NZ$30-$50m (IFT Share)
Qscan Group
Gurīn, Galileo, and MintNZ$115-$135m (IFT Share)
Notes: (1) Guidance is based on Infratil management’s current expectations and assumptions about trading performance, is subject to risks
and uncertainties, and dependent on prevailing market conditions continuing throughout the outlook period.
EBITDAF (100%)Component Guidance
CDCA$680-$720m
One NZNZ$600-$640m
Longroad EnergyUS$120-$135m
RHCNZNZ$115-$135m
Qscan GroupA$90-$105m
Wellington AirportNZ$130-$140m
Development SpendNZ$95-$110m (IFT share)
Corporate costsNZ$150-$170m
Guidance
•Proportionate Operational EBITDAF guidance range of:
NZ$1,300–NZ$1,400 million
–An increase of ~21% on FY26 on a like-for-like basis
–Proportionate Operational EBITDAF guidance has been prepared
excluding Corporate Costs
•Proportionate Development Spend guidance range of:
NZ$95–NZ$110 million
–An increase of ~46% on FY26
•Corporate costs guidance range of NZ$150-NZ$170 million,
•Proportionate Capital Expenditure guidance range of
NZ$3,800 million - NZ$4,400 million
–An increase of ~53% on FY26 on a like-for-like basis
•Forecast exchange rates to NZD used in setting Group guidance:
AUD 0.8382, USD 0.5769, EUR 0.4958, and GBP 0.4368
30

Material stakes in portfolio assets enable active portfolio management
PORTFOLIO MANAGEMENT
31
~20 Directors
across portfolio companies are from Infratil / Morrison
management, ensuring strong visibility and influence
over company strategy and key decisions
100%
Infratil is the single / equal largest shareholder in
12/12
2
(100%) of its portfolio companies
Notes: (1) reflects most recent available valuations to 31 Mar 26, market value of Contact Energy stake at31 Mar 26, does not reflect Contact
Energy partial sell-down that occurred post 31 March 2026
(2) Excludes Clearvision Ventures given fund style investment (non-operating portfolio company) and excludes Fortysouth given unconditional
sale at 31 March 2026
Portfolio company
Mar’26 Asset
Value ($NZ)
1
Single / Equal
Largest
Shareholder
Shareholding
8,933m
49.7%
3,387m
99.8%
2,389m
42.5%
1,395m
14.1%
1,071m
66.0%
865m
54.7%
616m
56.8%
553m
95.0%
590m
59.5%
257m
38.0%
114m
59.4%
45m
73.0%

NET ASSET VALUES
Commentary
•The table represents Infratil’s proportionate share of an asset's
independent valuation, market value, or book value
•CDC, One NZ, Kao Data, Longroad Energy, Galileo, Gurīn Energy, Mint
Renewables, RHCNZ Medical Imaging, Qscan Group, and Wellington
Airport reflect the midpoint 31 March 2026 independent valuations
•The fair value of Contact Energy is shown based on the market price of
$9.25 as at 31 March 2026, based on Infratil’s shareholding at that date
•Clearvision and Anytime Radiology reflect their accounting book values
as at 31 March 2026
•The carrying value of Fortysouth reflects the final sale price, which
completed in April 2026
•An illustrative estimate of thepresent value of the management
agreement is presented here, based on an assumption that Infratil’s
total shareholder return is in the middle of its target return range of 11 –
15%, withincentive fees on international assets calculated to accrue at
the same rate. These fees are discounted over a 5 year period.
1
31 March ($Millions)20252026
CDC$7,248.5 $8,933.2
One NZ$3,713.5 $3,386.7
FortySouth$186.3 $217.0
Kao Data$701.6 $865.4
Manawa Energy$788.8 -
Contact Energy
2
- $1,394.5
Longroad Energy$2,111.9 $2,389.3
Galileo$326.0 $257.1
Gurīn Energy$493.0 $553.3
Mint Renewables$22.8 $44.8
RHCNZ Medical Imaging$689.3 $616.4
Qscan Group$454.5 $590.1
Anytime Radiology-$114.0
RetireAustralia$404.3 -
Wellington Airport$933.9 $1,070.7
Clearvision Ventures$156.2 $191.5
Property$73.1 -
Portfolio asset value$18,303.7 $20,624.0
Wholly owned group net debt($2,187.8)($3,204.6)
PV of management agreement
1
($1,128.5)($1,168.4)
Net asset value$14,987.4 $16,251.0
Shares on issue (m)968.1 999.3
Net asset value per share$15.48 $16.26
32
Notes: (1) The illustrative fees model used to estimate the present value of the management agreement is available on Infratil’s website.
(2) Does not reflect Contact Energy partial selldown that occurred post 31 March 2026

Commentary
•This table reflects the cash flow of the Infratil wholly-owned group
and reconciles opening and closing cash balances.
•A breakdown of distributions received and capital invested by asset
is provided in the Detailed Financial Information and Operating
Metrics tables released alongside this presentation.
•International Portfolio Incentive fees paid during the period include
Tranche 1 of the FY25 annual incentive fee of $116.9 million, Tranche
2 of the FY24 annual incentive fee of $30.4 million, and Tranche 3 of
the FY23 annual incentive fee of $54.6 million, of which $80.0 million
was paid in scrip to Infratil’s Manager.
INFRATIL CORPORATE CASH FLOW
Year ended 31 March ($Millions)20252026
Distributions received from portfolio companies$258.0$336.8
Management fees($109.3)($122.8)
Net interest($115.1)($144.5)
Other corporate operating cash flows($29.7)($16.3)
Net cash inflow/(outflow) from operating activities$3.9$53.2
Infratil direct investment($938.6)($1,335.8)
Proceeds from portfolio divestments-$567.1
Other investment costs($16.3)($7.8)
Incentive fees paid($106.8)($122.0)
Net cash inflow/(outflow) from investing activities($1,061.7)($895.5)
Dividends paid($124.1)($140.7)
Net bond issuance$170.0($41.1)
Debt drawdown/(repayment)($194.4)$1,010.4
Equity raised$1,258.8-
Net cash inflow/(outflow) from financing cashflows$1,110.3$828.6
Net increase/(decrease) in cash$52.5($16.7)
Cash and equivalents at the beginning of the year$19.2$71.9
Net increase/(decrease) in cash and cash equivalents$52.5($16.7)
FX gains/(losses) on cash and cash equivalents$0.2($19.0)
Cash and cash equivalents at end of year$71.9$36.2
33

EARNINGS RECONCILIATION
Year ended 31 March ($Millions)
20252026
Net profit after tax (‘NPAT’)
($269.8)$574.3
Less: Associates equity accounted earnings
($493.7)($442.2)
Plus: Associates proportionate EBITDAF
$179.4$279.1
Less: Minority share of subsidiary EBITDAF
($138.2)($131.8)
Less: Income received fair value assets through OCI
-($45.7)
Plus: Acquisition/sale-related transaction costs
$7.6$12.8
Plus: One-off restructuring costs
$7.6$3.5
Net loss/(gain) on foreign exchange and derivatives
$39.4($16.9)
Net realisations, revaluations and impairments
$107.3$99.3
Discontinued operations
($0.2)($280.2)
Underlying earnings
($560.6)$52.2
Plus: Depreciation & amortisation
$602.0$580.4
Plus: Net interest
$401.4$453.3
Plus: Tax
$46.3($138.9)
Plus: International Portfolio Incentive fee
$346.9($21.2)
Proportionate EBITDAF
$836.0$925.8
less: Discontinued operations($9.3)($6.5)
Proportionate EBITDAF (continuing operations)
$826.7$919.3
Commentary
•Proportionate EBITDAF is an unaudited non-GAAP (‘Generally
Accepted Accounting Principles’) measure of financial performance,
presented to provide additional insight into management’s view of
the underlying business performance.
•Proportionate EBITDAF is shown from continuing operations and
includes corporate and management costs, however, excludes
incentive fees, transaction costs and contributions from businesses
sold, or held for sale.
•Specifically, in the context of operating businesses, Proportionate
EBITDAF provides a metric that can be used to report on the
operations of the business (as distinct from investing and other
valuation movements).
34

31 March 2026Gearing
1
Net Debt / EBITDA
2
% of drawn debt
hedged
3
CDC
4
24.2%9.493%
One NZ30.6%2.974%
Kao Data26.8%n/a99%
Longroad Energy
5
14.3%n/a92%
Galileo
6
n/a n/a n/a
Gurīn Energy
7
n/a n/a n/a
Mint Renewables
8
n/a n/a n/a
RHCNZ Medical Imaging28.1%4.172%
Qscan Group23.2%3.163%
Anytime Radiology8.8%n/an/a
Wellington Airport33.7%6.079%
Value Weighted Average of
Portfolio Companies
9
24.2%85%
Notes:
1.Gearing calculated as total net debt / total capital based on most recent independent valuations, listed equity value or book value at 31 March 2026
2.Unless otherwise stated EBITDA definitions based on pre IFRS16 and allowable pro forma adjustments under financing arrangements for each Portfolio Company rounded to one decimal place
3.Calculated as floating rate drawn debt plus active ‘pay fixed’ interest rate swaps / total drawn debt as at 31 March 2026
4.CDC leverage metric applies March 2026 run rate EBITDA annualised, consistent with Moody’s calculation
5.Longroad gearing calculation reflects holding company Net Debt position and excludes non-recourse project financing, % of drawn debt hedged is based on non-recourse term debt but excludes construction and working capital facilities
6. 7. 8. Holding company Net Debt position, excludes non-recourse project finance borrowing
9. Calculated based on IFT’s value weighted, proportionate share of Total Net Debt /Total Capital and % of drawn debt hedged across all portfolio companies excluding Fortysouth
Commentary
•Gearing and credit metrics are monitored both at a portfolio level
and within individual portfolio companies.
•In addition to these metrics, CDC’s Australian business was assigned
a Baa2 (Stable) investment grade rating by Moody’s on 21 April 2026,
reflecting its strong financial position and disciplined growth
strategy. Wellington Airport maintains a BBB credit rating from S&P
with a stable outlook.
•EBITDAF-based leverage metrics are not considered appropriate for
Longroad Energy and Kao Data, given their industry segments and
current operating models.
•Interest rate exposure is monitored at each portfolio company and
managed within approved treasury policy limits.
•Hedging: 85% of drawn debt was hedged on a fixed-rate basis as at
31 March 2026 (89% at 31 March 2025).
PORTFOLIO COMPANY DEBT
35

1
1
2
5
4
3
1
2
4
3
United States: 13%Europe: 5%Asia: 3%Australia: 47%New Zealand: 32%
1
3
4
3
21
5
22
4
1
1
1
2
3
3
ASSET LOCATIONS
36