What did Contact Energy Limited announce?
Contact Energy Limited (NZX: CEN) filed “Contact lodges product disclosure statement Capital Bond” with NZX on 21 October 2026, as a debt issuance announcement.
- Which company?
- Contact Energy Limited (NZX: CEN)
- When was it filed?
- 21 October 2026
- Where is the original?
- NZX announcement
Contact lodges product disclosure statement Capital Bond
Contact Energy Limited Level 2 Harbour City Tower, 29 Brandon Street, Wellington 6011 | PO Box 10742, Wellington 6143
P: +64 4 499 4001 | W: contact.co.nz
22 October 2026
Contact lodges product disclosure statement for green
Capital Bond offer
Contact Energy Limited (Contact) has today lodged a product disclosure statement (PDS)
for an offer of up to $225 million (with the ability to accept oversubscriptions at Contact’s
discretion) of unsecured, subordinated, redeemable, cumulative, interest-bearing, green
capital bonds (Capital Bonds) to New Zealand retail and institutional investors (Offer).
The proceeds of the Offer will be used by Contact for the financing and refinancing of
renewable generation and other eligible green assets in accordance with the terms of
Contact’s Sustainable Finance Framework.
If the bookbuild for the Offer is successful, Contact intends to exercise its right to redeem its
$225 million green capital bonds quoted on the NZX Debt Market under the ticker code
CEN060 (CEN060 Bonds) on 19 November 2026, being the first reset date for the CEN060
Bonds. Each CEN060 Bond would be redeemed at its principal amount of $1.00, together
with any accrued but unpaid interest.
Trading in all CEN060 Bonds is expected to be suspended from market close on 5
November 2026. Contact expects to issue a formal notice of redemption to holders of the
CEN060 Bonds on or about 5 November 2026.
The Capital Bonds will have a term of 30.5 years. Contact may choose to repay some or all
of the Capital Bonds early in certain circumstances, including on any Reset Date (5.5 years
after the Issue Date and every 5 years after that).
The Interest Rate will be fixed for an initial period of 5.5 years, after which it will be reset on
each Reset Date, unless redeemed earlier by Contact. Contact may, in its absolute
discretion, defer any payment of interest on the Capital Bonds for up to 5 years. If an interest
payment is deferred, the deferred interest will itself accrue interest (compounding on each
Interest Payment Date) at the prevailing Interest Rate on the Capital Bonds until the Interest
Payment Date on which all Unpaid Interest is paid. Unpaid Interest is cumulative.
The Capital Bonds have been assigned an issue credit rating of BB+ by S&P Global Ratings
(S&P), which is two notches below S&P’s issuer credit rating for Contact reflecting their
subordination and the potential for interest payments to be deferred.
The Offer is expected to open on 2 November 2026, and the indicative Initial Margin range
and the Minimum Initial Interest Rate will be announced on the same date. The Offer is
expected to close on 5 November 2026, and the Initial Margin and the initial Interest Rate
will be announced on the same date. The Capital Bonds are expected to be issued on 19
November 2026 and quoted on the NZX Debt Market on 20 November 2026.
Details of the Offer and the Capital Bonds are contained in the PDS, which is attached and
available on the Disclose register at www.disclose-register.companiesoffice.govt.nz (offer
number OFR15288) and at www.contact.co.nz/capitalbondoffer, or by contacting a Joint
Lead Manager or your usual financial adviser, and must be obtained by investors before
they decide to acquire any Capital Bonds.
Contact lodges product disclosure statement for green Capital Bond offer | 22 October 2026 | Contact Energy Limited
2
There is no public pool for the Offer, with all the Capital Bonds being reserved for clients of
the Joint Lead Managers, institutional investors and other primary market participants invited
to participate in the bookbuild.
Investors can register their interest in the proposed Offer by contacting one of the Joint Lead
Managers or their usual financial adviser.
This Offer is being made in accordance with the Financial Markets Conduct Act 2013.
The investor presentation and indicative terms sheet for the Capital Bonds are also
attached.
Contact also advises that it has amended its Master Trust Deed dated 21 August 2015 (as
restated and/or amended from time to time) to provide that notices or other communications
to holders of a listed series will be deemed to be given to those holders on the date that
Contact publishes such notice or communication via the NZX market announcement
platform. A copy of the amending deed will be available at
www.contact.co.nz/capitalbondoffer
Arranger and Joint Lead Manager
Forsyth Barr Capital Markets Limited
Joint Lead Managers
Bank of New Zealand
Craigs Investment Partners Limited
ENDS
Investor enquiries
Shelley Hollingsworth
Head of Strategy and Investor Relations
+64 27 227 2429
investor.centre@contactenergy.co.nz
Media enquiries
Louise Wright
Head of Communications and Reputation
+64 21 840 313
media@contactenergy.co.nz
---
OFFER OF UNSECURED SUBORDINATED GREEN CAPITAL BONDS
ISSUED BY CONTACT ENERGY LIMITED
22 October 2026
This document gives you important information about this investment to help you decide whether you want to invest. There is other useful
information about this offer on www.disclose-register.companiesoffice.govt.nz offer number (OFR15288).
Contact Energy Limited has prepared this document in accordance with the Financial Markets Conduct Act 2013. You can also seek advice
from a financial advice provider to help you to make an investment decision.
Arranger and Joint Lead Manager
Joint Lead Managers
Product
Disclosure
Statement
PAGE | 1 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
1. KEY INFORMATION SUMMARY
WHAT IS THIS?
This is an offer (Offer) of unsecured, subordinated, redeemable, cumulative, interest-bearing green capital bonds (Capital
Bonds). The Capital Bonds are debt securities issued by Contact Energy Limited (Contact). You give Contact money, and
in return Contact promises to pay you interest and repay the money at the end of the term. If Contact runs into financial
trouble, you might lose some or all of the money you invested.
ABOUT CONTACT
Contact is a diversified and integrated energy company, focused on the generation of electricity and the sale of electricity,
gas and broadband in New Zealand. Contact owns and operates power stations throughout New Zealand with an electricity
generation portfolio comprising geothermal, hydroelectric, solar, batteries and natural gas assets. Contact is listed on the
NZX and has a foreign exempt listing on ASX with its shares trading under the ticker code CEN. As at close of the Business
Day before the date of this PDS, it had a market capitalisation on the NZX of approximately NZ$9.3 billion.
PURPOSE OF THIS OFFER
The proceeds of this Offer will be used by Contact for the financing and refinancing of renewable generation and other
eligible Green Assets in accordance with the terms of the Sustainable Finance Framework, including the repayment of
existing debt (including the CEN060 Bonds). See section 4 (Purpose of the Offer) and section 5 (Key features of the Capital
Bonds) of this PDS for more information.
KEY TERMS OF THE OFFER
Issuer Contact Energy Limited
Description of the
Capital Bonds
Unsecured, subordinated, redeemable, cumulative, interest-bearing green capital bonds.
See section 5 of this PDS (Key features of the Capital Bonds) for more information.
Term 30.5 years, maturing on the Maturity Date (19 May 2057) if not Redeemed before that date.
Offer amount Up to $225 million (with the ability to accept oversubscriptions at Contact's discretion).
Interest Rate The Interest Rate will be fixed for an initial period of 5.5 years, after which it will be reset on each Reset
Date (if the Capital Bonds are not Redeemed prior).
The initial Interest Rate and the Initial Margin will be determined by Contact in conjunction with the
Joint Lead Managers following the Bookbuild and will be announced by Contact via NZX on or about
the Rate Set Date.
If not Redeemed prior, the Interest Rate applying from each Reset Date up to but excluding the next
Reset Date will be a fixed rate of interest expressed as a percentage per annum equal to the then 5
Year Benchmark Rate on that Reset Date plus the Applicable Margin.
See section 2 (Key dates and Offer process) and section 3 (Terms of the Offer) of this PDS for more
information.
Interest Payment
Dates
Quarterly in arrear on 19 February, 19 May, 19 August and 19 November (or if that scheduled day is
not a Business Day, the next Business Day), with the first Interest Payment Date being 19 February
2027, subject to Contact's right to defer payment of interest as described under 'Discretionary deferral
of interest' below.
Reset Dates The date that is 5.5 years after the Issue Date and every five years thereafter.
First Step-up Date 19 May 2037 (10.5 years after the Issue Date) unless Redeemed earlier.
Second Step-up Date 19 May 2052 (25.5 years after the Issue Date) unless Redeemed earlier.
Discretionary deferral
of interest
Contact may defer payment of interest on the Capital Bonds at any time for up to five years at its sole
discretion.
See section 3 (Terms of the Offer) of this PDS for more information.
PAGE | 2 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
NO GUARANTEE
Contact is the issuer and the sole obligor in respect of the Capital Bonds. No other person guarantees the Capital Bonds.
HOW YOU CAN GET YOUR MONEY OUT EARLY
Early Redemption
The Capital Bonds have a term of 30.5 years. However, the Capital Bonds may be Redeemed prior to the Maturity Date in
limited circumstances. Contact may elect to Redeem some or all of your Capital Bonds on (i) any date falling in the period of
three months prior to the First Reset Date, (ii) any Reset Date, or (iii) any Interest Payment Date after a Reset Date. Contact
may also elect to Redeem all (but not some only) of your Capital Bonds at any time if (i) there are less than 100,000,000
Capital Bonds on issue, (ii) a Tax Event occurs or (iii) a Rating Agency Event occurs. The Supervisor may elect (and must
elect if directed by a Bondholder Special Resolution) to demand repayment of all of your Capital Bonds early on the
occurrence of an Event of Default which is continuing.
If not Redeemed prior, Contact will Redeem all of your Capital Bonds on the Maturity Date.
See section 5 of this PDS (Key features of the Capital Bonds) for more information.
Sale of Capital Bonds
Contact intends to quote the Capital Bonds on the NZX Debt Market. This means you may be able to sell them on the NZX
Debt Market before the end of their term if there are interested buyers. If you sell your Capital Bonds, the price you get will
vary depending on factors such as the financial condition of Contact and movements in market interest rates. You may
receive less than the full amount that you have paid for them.
HOW CAPITAL BONDS RANK FOR REPAYMENT
The Capital Bonds are referred to as subordinated bonds because they are subordinated to all other indebtedness of
Contact, other than indebtedness expressed to rank equally with, or subordinate to the Capital Bonds. On a liquidation of
Contact, your claim for repayment of the Redemption Amount will rank:
• behind liabilities preferred by law, guaranteed liabilities, other borrowings secured over assets of Contact and other
unsubordinated liabilities;
• equally with other Bondholders and with other unsecured and subordinated financial indebtedness of Contact (including
any other bonds that may be issued by Contact in the future which rank equally with the Capital Bonds); and
• ahead of claims of holders of ordinary shares in Contact and holders of securities and other financial products and
financial indebtedness that rank after the Capital Bonds.
See section 5 of this PDS (Key features of the Capital Bonds) for more information.
NO SECURITY
The Capital Bonds are not secured against any assets of Contact or any other person.
Opening Date Monday, 2 November 2026.
Closing Date 11.00am, Thursday, 5 November 2026.
Issue Date Thursday, 19 November 2026.
Minimum application
amount
$5,000 and multiples of $1,000 thereafter.
Further payments,
fees or charges
Taxes may be deducted from interest payments on the Capital Bonds. See section 7 (Tax) of this PDS
for more information. You are not required to pay brokerage or any other fees or charges to Contact to
purchase the Capital Bonds. However, you may have to pay brokerage to the firm from whom you
receive an allocation of Capital Bonds or for the transfer of Capital Bonds.
Selling restrictions The Offer is subject to certain selling restrictions and you will be required to indemnify certain people if
you breach these. See section 3 of this PDS (Terms of the Offer) for more information.
PAGE | 3 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
KEY RISKS AFFECTING THIS INVESTMENT
Investments in debt securities have risks. A key risk is that Contact does not meet its commitments to repay you or pay you
interest (credit risk). Section 6 of the PDS (Risks of investing) discusses the main factors that give rise to the risk. You
should consider if the credit risk of these debt securities is suitable for you. The interest rate for these Capital Bonds should
also reflect the degree of credit risk. In general, higher returns are demanded by investors from businesses with higher risk
of defaulting on their commitments. You need to decide whether the Offer is fair.
Contact considers that the most significant risk factors are:
• Risks relating to energy market balance, hydrology and fuel availability and undersupply / increased demand
risk – Contact faces the dual risks of oversupply/demand reduction on the one hand and undersupply/demand above
expectations on the other. Energy market oversupply may occur leading to low wholesale prices and a reduction in
Contact's revenue and profit. Alternatively, energy market undersupply could occur leading to unsustainably high
wholesale prices and potentially adverse Government intervention in an attempt by them to rebalance the market.
• Risks relating to significant or prolonged infrastructure damage risk – Contact is dependent on a number of key
generation and transmission assets located throughout New Zealand, not all of which are owned by or under its control.
These assets, ancillary assets or infrastructure connecting those assets to transmission and distribution networks, could
be damaged or destroyed. This could result in a major interruption in Contact’s ability to generate and dispatch electricity
into the market, having a material adverse impact on its financial position and performance.
This summary does not cover all of the risks of investing in these Capital Bonds. You should also read section 5 (Key
features of the Capital Bonds) and section 6 (Risks of investing) of this PDS.
WHAT IS THE CAPITAL BONDS' CREDIT RATING?
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.
The Capital Bonds have been rated by S&P Global Ratings (S&P). S&P gives ratings from AAA through to C. S&P’s ratings
may be modified with a (+) or (-) sign to show relative standing within a rating category.
As at the date of this PDS, the Capital Bonds have an issue credit rating of BB+ from S&P.
S&P
Rating
AAA AA A
BBB BB
Issue credit
rating for the
Capital Bonds
BB+
B CCC CC to C
Summary
description
Capacity of the issuer to meet its financial commitments
on the obligation
Vulnerability of the obligation to non-payment
Extremely
strong
Very
strong
Strong Adequate Less
vulnerable
More
vulnerable
Currently
vulnerable
Currently
highly
vulnerable
WHERE YOU CAN FIND OTHER MARKET INFORMATION ABOUT CONTACT
The Offer is being made under a short-form offer document that Contact is permitted to use because the Capital Bonds rank
in priority to ordinary shares in Contact which are quoted on the NZX Main Board and equally with Contact's existing CEN090
capital bonds which are quoted on the NZX Debt Market. Contact is subject to a disclosure obligation that requires it to notify
certain material information to the market for the purpose of that information being made available to participants in the
market. Contact's page on the NZX website, which includes information made available under the relevant disclosure
obligation referred to above, can be found at www.nzx.com/companies/CEN
PAGE | 4 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
CONTENTS
1. KEY INFORMATION SUMMARY ............................................................................................ 1
2. KEY DATES AND OFFER PROCESS ..................................................................................... 5
3. TERMS OF THE OFFER ......................................................................................................... 6
4. PURPOSE OF THE OFFER....................................................................................................11
5. KEY FEATURES OF THE CAPITAL BONDS.........................................................................12
6. RISKS OF INVESTING ...........................................................................................................18
7. TAX .........................................................................................................................................27
8. WHO IS INVOLVED?..............................................................................................................28
9. HOW TO COMPLAIN .............................................................................................................29
10. WHERE YOU CAN FIND MORE INFORMATION ...................................................................30
11. HOW TO APPLY ....................................................................................................................31
12. CONTACT INFORMATION ....................................................................................................32
GLOSSARY ..................................................................................................................................33
PAGE | 5 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
2. KEY DATES AND OFFER PROCESS
PDS lodged Thursday, 22 October 2026
Announcement of Minimum Initial
Interest Rate and indicative Initial
Margin range
Monday, 2 November 2026
Opening Date Monday, 2 November 2026
Closing Date 11.00am, Thursday, 5 November 2026
Rate Set Date Thursday, 5 November 2026
Issue Date Thursday, 19 November 2026
Expected date of initial quotation
and trading of the Capital Bonds
on the NZX Debt Market
Friday, 20 November 2026
Interest Payment Dates 19 February, 19 May, 19 August and 19 November each year
*
First Interest Payment Date 19 February 2027
*
First Reset Date 19 May 2032
Expected date of S&P equity content
falling to minimal (0%)
19 May 2032
First Step-up Date 19 May 2037
Second Step-up Date 19 May 2052
Maturity Date 19 May 2057
**
* If any scheduled Interest Payment Date is not a Business Day, payment will be made on the next Business Day. Interest payments may be
deferred at Contact's discretion, as described in this PDS.
** Unless Redeemed before the Maturity Date as described in this PDS.
This timetable is indicative only and Contact, in conjunction with the Joint Lead Managers, may change the dates
set out in this PDS. Contact has the right in its absolute discretion and without notice to vary the timetable
(including by opening or closing the Offer early, extending the Closing Date or choosing not to proceed with the
Offer). If the Closing Date is changed, subsequent dates may be changed accordingly.
PAGE | 6 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
3. TERMS OF THE OFFER
DESCRIPTION OF THE CAPITAL BONDS
Issuer
Contact Energy Limited.
Description of the
Capital Bonds
Unsecured, subordinated, redeemable, cumulative, interest-bearing green capital
bonds.
S&P equity content
S&P has assigned an “intermediate” equity content to the Capital Bonds. Where such
equity credit content is assigned, S&P will consider that the Capital Bonds comprise
50% equity when calculating its financial ratios for Contact. This equity content is
expected to fall to minimal (0%) on 19 May 2032.
Sustainable Finance
Framework and
Climate Bonds
Standard
The Capital Bonds are Green Debt Instruments under Contact’s Sustainable Finance
Framework and are certified by CBI based on the Climate Bonds Standard. Contact
has developed and adopted the Sustainable Finance Framework to ensure that, as at
the date of this PDS, its processes for identifying Green Assets and managing the
use of the proceeds of the Capital Bonds are consistent with the Green Bond
Principles and the Climate Bonds Standard.
A copy of the Sustainable Finance Framework is available on Contact’s website
www.contact.co.nz/investor-centre/reports-and-results/esg/sustainable-finance
See section 5 of this PDS (Key features of the Capital Bonds) for more information.
Interest Rate
The Interest Rate will be fixed for an initial period of 5.5 years, after which it will be
reset on each Reset Date (if the Capital Bonds are not Redeemed prior).
The initial Interest Rate from the Issue Date until the First Reset Date (19 May 2032)
will be the greater of:
• the sum of the 5.5 Year Benchmark Rate on the Rate Set Date (5 November
2026) plus the Initial Margin; and
• the Minimum Initial Interest Rate.
The initial Interest Rate and the Initial Margin will be determined by Contact in
conjunction with the Joint Lead Managers following the Bookbuild and will be
announced by Contact via NZX on or about the Rate Set Date.
If not Redeemed prior, the Interest Rate applying from each Reset Date up to but
excluding the next Reset Date will be a fixed rate of interest expressed as a
percentage per annum equal to the then 5 Year Benchmark Rate on that Reset Date
plus the Applicable Margin.
The Applicable Margin means:
• from (and including) the First Reset Date to (but excluding) the First Step-up
Date (19 May 2037), the Initial Margin;
• from (and including) the First Step-up Date to (but excluding) the Second Step-up
Date (19 May 2052), the Initial Margin plus 0.25% per annum; and
• from (and including) the Second Step-up Date, the Initial Margin plus 1.00% per
annum.
See section 2 (Key dates and Offer process) and section 3 (Terms of the Offer) of
this PDS for more information.
PAGE | 7 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Indicative Initial
Margin range and
Minimum Initial
Interest Rate
The indicative Initial Margin range and Minimum Initial Interest Rate will be
announced by Contact via NZX on or about the Opening Date.
Initial Margin
The Initial Margin for the Capital Bonds (which may be above or below the indicative
Initial Margin range) will be determined by Contact (in conjunction with the Joint Lead
Managers) on the Rate Set Date following the Bookbuild and will be announced by
Contact via NZX on or about the Rate Set Date.
Interest Payment
Dates
Interest is scheduled to be paid on 19 February, 19 May, 19 August and 19
November (or if that scheduled day is not a Business Day, the next Business Day),
with the first Interest Payment Date being 19 February 2027, subject to Contact's right
to defer payment of interest as described under 'Discretionary deferral of interest'
below.
Payment of interest
and entitlement
Regular scheduled payments of interest will be of equal quarterly amounts.
Any interest on Capital Bonds payable on a date which is not an Interest Payment
Date will be calculated on the basis of the number of days elapsed and a 365-day
year, and shall accrue in respect of the period from, and including, the previous
Interest Payment Date until, but excluding, the date for payment of that interest.
Interest will be payable on an Interest Payment Date and (if the date on which
Redemption is to occur is not an Interest Payment Date) the date in respect of which
any Capital Bonds are to be Redeemed, to the Bondholder as at 5.00pm on the
relevant Record Date.
Discretionary
deferral of interest
Contact may defer payments of interest on the Capital Bonds at any time for up to
five years at its sole discretion by notifying Bondholders. Where an interest payment
has not been paid on its due date, notice of its deferral shall be deemed to have been
given. A failure to pay interest that has been deferred is not an Event of Default.
If an interest payment is deferred, the deferred interest will itself accrue interest
(compounding on each Interest Payment Date) at the prevailing Interest Rate on the
Capital Bonds until the Interest Payment Date on which all Unpaid Interest is paid.
Unpaid Interest is cumulative.
Distribution Stopper
The Distribution Stopper will apply if and for so long as there is any Unpaid Interest
outstanding.
In summary, while the Distribution Stopper applies, Contact will not be able to pay
distributions or make any other payments on or with respect to shares or other
securities or indebtedness ranking equally with, or subordinate to, the Capital Bonds,
without obtaining a Bondholder Special Resolution, or in the case of securities or
indebtedness that rank equally with the Capital Bonds where such action is
undertaken on a pro rata basis.
PAGE | 8 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Optional early
Redemption by
Contact
Contact may, by giving Bondholders prior written notice, Redeem some or all of the
Capital Bonds on:
• any date falling in the period of three months prior to the First Reset Date for the
Redemption Amount;
• any Reset Date for the Redemption Amount; or
• any Interest Payment Date after a Reset Date for the Alternative Redemption
Amount,
provided that after any partial Redemption, there will still be at least 100,000,000
Capital Bonds outstanding. Any partial Redemption will be done on a proportionate
basis and may include adjustments to take account of the effect on marketable
parcels and other logistical considerations.
Contact may Redeem all (but not some only) of the Capital Bonds if:
• there are less than 100,000,000 Capital Bonds on issue for the Redemption
Amount;
• a Tax Event occurs for the Redemption Amount; or
• a Rating Agency Event occurs for the Alternative Redemption Amount.
Ranking
On a liquidation of Contact, the Capital Bonds will rank:
• behind liabilities preferred by law, guaranteed liabilities, other borrowings
secured over assets of Contact and other unsubordinated liabilities, and other
liabilities that rank in priority to the Capital Bonds;
• equally with other Bondholders and with other unsecured, subordinated financial
indebtedness of Contact that rank equally with the Capital Bonds (including
Contact’s NZ$250 million green capital bonds which are currently quoted on the
NZX Debt Market under the ticker code CEN090 and any other bonds that may
be issued by Contact in the future which rank equally with the Capital Bonds);
and
• ahead of claims of holders of ordinary shares in Contact and holders of securities
and other financial products and financial indebtedness that rank after the Capital
Bonds (including any bonds that may be issued by Contact in the future which
rank behind the Capital Bonds).
See section 5 of this PDS (Key features of the Capital Bonds) under the heading
'Ranking' for more information.
No guarantee
Contact is the issuer and the sole obligor in respect of the Capital Bonds. No
subsidiary of Contact or any other person guarantees the Capital Bonds.
Events of Default
If an Event of Default occurs and is continuing, the Supervisor may, in its discretion,
and must upon being directed to do so by a Bondholder Special Resolution, declare
the Capital Bonds to be immediately due and payable.
A failure to pay interest that has been deferred is not an Event of Default. Contact
may defer payment of interest for up to five years at any time at its sole discretion.
PAGE | 9 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
DESCRIPTION OF THE OFFER
The Events of Default are set out in the corresponding definition in clause 1.2 of the
Supplemental Trust Deed and are summarised in section 5 of this PDS (Key features
of the Capital Bonds) under the heading 'Events of Default'.
Transfer restrictions
As a Bondholder, you may only transfer Capital Bonds if the transfer is in respect of
Capital Bonds having an aggregate Principal Amount that is an integral multiple of
$1,000. However, Contact will not register any transfer of Capital Bonds if the
transfer would result in the transferor or the transferee holding or continuing to hold
Capital Bonds with an aggregate Principal Amount of less than $5,000, unless the
transferor would then hold no Capital Bonds.
Sale of less than
Minimum Holding
If you hold less than the requisite Minimum Holding of Capital Bonds, Contact may
give notice of its intention to exercise a power of sale in respect of those Capital
Bonds. If that power becomes exercisable, Contact may arrange for the sale of your
Capital Bonds through the NZX Debt Market (or in some other manner approved by
NZX) and account to you the net proceeds of such sale.
Further payments,
fees or charges
You are not required to pay brokerage or any other fees or charges to Contact to
purchase the Capital Bonds. However, you may have to pay brokerage to the firm
from whom you receive an allocation of Capital Bonds or for the transfer of Capital
Bonds.
Offer amount
Up to $225 million (with the ability to accept oversubscriptions at Contact's
discretion).
The final Offer amount will be determined by Contact in conjunction with the Joint
Lead Managers and announced via NZX on or about the Rate Set Date.
Issue price
$1.00 per Capital Bond, being the Principal Amount of each Capital Bond.
Who may apply
under the Offer
All of the Capital Bonds offered under the Offer (including any oversubscriptions)
have been reserved for subscription by clients of the Joint Lead Managers,
institutional investors and other primary market participants invited to participate in
the Bookbuild.
There will be no public pool for the Capital Bonds.
Opening Date
Monday, 2 November 2026.
Closing Date
11.00am, Thursday, 5 November 2026.
Minimum
subscription
$5,000 and multiples of $1,000 thereafter.
How to apply
Application instructions are set out in section 11 of this PDS (How to apply).
No underwriting
The Offer is not underwritten.
Redemption of
CEN060 Bonds if the
Offer is successful
Contact’s NZ$225 million green capital bonds which are currently quoted on the NZX
Debt Market under the ticker code CEN060 (CEN060 Bonds) have a first reset date
of 19 November 2026 and Contact has the right to redeem the CEN060 Bonds on
that date.
PAGE | 10 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
OTHER DOCUMENTS
The terms of the Capital Bonds, and other key terms of the Offer, are set out in the Master Trust Deed, as
supplemented by the Supplemental Trust Deed.
You should read each of these documents. Copies may be obtained from the Offer Register at www.disclose-
register.companiesoffice.govt.nz, offer number OFR15288.
Copies are also available at www.contact.co.nz/capitalbondoffer
Subject to the Bookbuild for the Offer being successful, Contact intends to issue a
redemption notice to holders of the CEN060 Bonds (CEN060 Bondholders) on or
about 5 November 2026 in order to redeem the CEN060 Bonds on 19 November
2026. Each CEN060 Bond will be redeemed at par ($1.00) plus any accrued but
unpaid interest. CEN060 Bondholders who wish to participate in the Offer and invest
in the new Capital Bonds should contact their usual financial adviser, one of the Joint
Lead Managers or another primary market participant. Custodial CEN060
Bondholders who receive an allocation of Capital Bonds may be able to apply their
CEN060 Bonds redemption proceeds towards settlement of their subscription for the
new Capital Bonds, and should contact their custodian for further details.
Quotation
An application has been made to NZX for permission to quote the Capital Bonds on
the NZX Debt Market and all of the requirements of NZX relating to that quotation
that can be complied with on or before the date of distribution of this PDS have been
duly complied with. However, the Capital Bonds have not yet been approved for
trading and NZX accepts no responsibility for any statement in this PDS.
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 CEN100 has been reserved for the Capital Bonds.
Selling restrictions
This Offer is only made in New Zealand.
You may only offer for sale or sell any Capital Bonds in conformity with all applicable
laws and regulations in any jurisdiction in which it is offered, sold or delivered.
Contact has not taken and will not take any action which would permit a public
offering of Capital Bonds, or possession or distribution of any offering material in
respect of the Capital Bonds, in any country or jurisdiction where action for that
purpose is required (other than New Zealand).
Any information memorandum, disclosure statement, circular, advertisement or 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 or otherwise acquiring any Capital Bonds, you agree to indemnify,
among others, Contact, the Supervisor, the Arranger, the Joint Lead Managers and
the Green Programme Co-ordinator for any loss suffered as a result of any breach by
you of the selling restrictions referred to in this section.
Governing law
New Zealand.
PAGE | 11 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
4. PURPOSE OF THE OFFER
Contact believes that hybrid securities that are ascribed equity content such as the Capital Bonds are an
effective capital management tool and intends to maintain such instruments as a key feature of its capital
structure.
The Capital Bonds provide investors with an opportunity to assist Contact in the financing and refinancing of
renewable power generation assets that meet the Green Bond Principles and the Climate Bonds Standard.
The proceeds from the issue of the Capital Bonds will be used by Contact for the financing and refinancing of
renewable generation and other eligible Green Assets in accordance with the terms of the Sustainable Finance
Framework. Under the Sustainable Finance Framework, any surplus proceeds that are not internally allocated
to Green Assets will be temporarily invested in assets such as cash or cash equivalents or otherwise in
accordance with the Climate Bonds Standard to ensure the proceeds are not contaminated and applied to non-
Green Assets. In particular, as at the date of this PDS, Contact expects to apply the net proceeds of the Offer to
repay existing debt (including the CEN060 Bonds). This purpose will not change, irrespective of the total amount
that is raised under the Offer.
The first reset date for the CEN060 Bonds is 19 November 2026 and Contact has the right to redeem the
CEN060 Bonds on that date. Subject to the Bookbuild for the Offer being successful, Contact intends to issue a
redemption notice to CEN060 Bondholders on or about the Rate Set Date (5 November 2026) in order to
redeem the CEN060 Bonds on 19 November 2026. Each CEN060 Bond will be redeemed at par ($1.00) plus
any accrued but unpaid interest.
Whilst Contact's operations may extend to investments which are not governed by the Green Bond Principles,
proceeds of the Capital Bonds are earmarked for Green Assets.
If Contact fails to comply with the Sustainable Finance Framework or related matters, or if the Capital Bonds
cease to satisfy the Green Bond Principles published by the International Capital Market Association or the
Climate Bonds Standard:
• no Event of Default or any other breach will occur in relation to the Capital Bonds; and
• neither you nor Contact has any right for the Capital Bonds to be repaid early.
See also section 5 of this PDS (Key features of the Capital Bonds) for more information.
The Offer is not underwritten.
PAGE | 12 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
5. KEY FEATURES OF THE CAPITAL BONDS
A number of key features of the Capital Bonds are described in section 3 of this PDS (Terms of the Offer). The
other key features of the Capital Bonds are described in this section 5.
CONTACT'S SUSTAINABLE FINANCE FRAMEWORK
Green Bond Principles
The Green Bond Principles are voluntary process guidelines for issuing green bonds published by the
International Capital Market Association. As at the date of this PDS, the Green Bond Principles establish four
core components for an instrument to be considered to be a green bond:
• Use of proceeds: the proceeds of the green bond must be used to finance or refinance assets or other
projects that have clear environmental benefits.
• Process for evaluation and selection: the issuer should provide clear information to investors about the
issuer’s environmental sustainability objectives; the process for evaluation of eligible projects and associated
environmental and social risks; and the eligibility criteria.
• Management of proceeds: the issuer should have internal processes to track and attest to the use of the
proceeds of the green bond.
• Reporting: the issuer should keep and make readily available up to date information on the use of the
proceeds of the green bond.
Set out below is a summary of the way in which the Sustainable Finance Framework addresses the Green Bond
Principles and the Climate Bonds Standard as at the date of this PDS. To confirm the integrity of the Capital
Bonds as a Green Debt Instrument under its Sustainable Finance Framework, Contact has ensured that, as at
the date of this PDS, the Capital Bonds comply with both the Green Bond Principles 2025 and the Climate
Bonds Standard and related sector criteria.
Contact may amend the Sustainable Finance Framework from time to time. Future amendments to the
Sustainable Finance Framework may apply to the Capital Bonds. See under the 'Reporting' heading below as to
where you can access a copy of the Sustainable Finance Framework and related materials.
Certification and assurance
Contact's current Green Debt Instruments have either been certified by CBI against the Climate Bonds Standard
or issued in alignment with the Green Bond Principles. The CBI programmatic certification process involves both
pre-issuance and post-issuance certification. The pre-issuance certification consists of an assessment of
Contact's internal processes, including its selection process for Green Assets and the internal tracking of
proceeds. Contact has obtained a pre-issuance certification from CBI in respect of the Capital Bonds.
Contact received a Second Party Opinion on the Sustainable Finance Framework from DNV Business
Assurance Australia Pty Ltd in October 2025. DNV concluded that nothing had come to its attention that caused
it to believe that the Sustainable Finance Framework was not, in all material respects, in accordance with the
Green Bond Principles 2025, the Green Loan Principles 2025 and the Climate Bonds Standard version 4.3 and
related sector criteria. Contact intends to issue allocation, eligibility and impact reporting on an annual basis and
obtain annual external verification of such, including confirmation of continued alignment of the Capital Bonds
with the Climate Bonds Standard.
Copies of the CBI certification and the latest DNV Second Party Opinion can be found here:
www.contact.co.nz/investor-centre/reports-and-results/esg/sustainable-finance
PAGE | 13 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Use of proceeds
In accordance with the Sustainable Finance Framework and as described in section 4 of this PDS (Purpose of
the Offer), Contact will allocate an amount equal to the net proceeds of the Offer to finance or refinance eligible
Green Assets.
The Sustainable Finance Framework seeks to identify the use of proceeds of Green Debt Instruments and
provides for an amount equal to the net proceeds to be allocated to expenditure within Contact’s business and
operations that promotes the transition to a low carbon and climate resilient economy. Specifically, an amount
equal to the net proceeds of Green Debt Instruments under Contact’s Sustainable Finance Framework will be
allocated to finance or refinance eligible Green Assets in the following categories:
• renewable energy, including eligible hydropower, solar, wind and geothermal generation assets and related
infrastructure;
• energy efficiency, including energy storage (including batteries) and other energy efficiency processes,
appliances, products and technologies; and
• clean transportation, including eligible electric and hybrid vehicles and supporting infrastructure and
systems.
The eligibility criteria have been informed by and/or aligned with international standards and market practice,
including the Green Bond Principles, applicable Climate Bonds Standard sector eligibility criteria, the EU
Taxonomy, the Australian Sustainable Finance Taxonomy and other relevant green taxonomies.
Evaluation and selection
Contact has established a Sustainable Finance Committee (SFC) made up of senior treasury, financial
accounting, sustainability and investor relations personnel. The SFC assesses each proposed Green Asset
against the eligibility criteria set out in the Sustainable Finance Framework, including its alignment with Contact’s
sustainability goals, applicable Market Standards, expected environmental outcomes and any associated
environmental and social risks. For CBI-certified Green Bonds, this assessment will also consider compliance
with the Climate Bonds Standard and applicable sector-specific criteria.
Contact uses its existing environmental assessment and resource consent processes to identify and mitigate
potential environmental and social risks associated with eligible Green Assets. The SFC reviews eligible Green
Assets annually, or earlier if required, to confirm their continued compliance with the applicable eligibility criteria.
Management of proceeds
The Sustainable Finance Framework provides that Contact will track the receipt of proceeds from the Capital
Bonds via its internal information systems. In addition, to ensure appropriate earmarking for the purpose of
internal monitoring and external reporting of proceeds, Contact will maintain a register containing details of:
(a) all Green Debt Instruments under its Sustainable Finance Framework; and
(b) all Green Assets and their book value for existing assets and project cost for assets not yet commissioned.
Contact will monitor its Green Ratio, calculated as total Green Assets divided by total Green Debt Instrument
proceeds, and will include confirmation that the Green Ratio is at least 1.0 times in its monthly reporting to the
Board.
Any proceeds that are temporarily unallocated will not be used to finance projects or assets within the excluded
categories specified in the Sustainable Finance Framework.
Reporting
Contact recognises investor interest in transparency and disclosure and, accordingly, the Sustainable Finance
Framework provides that Contact intends to make information available as follows:
PAGE | 14 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Disclosure Item Timing Location
Sustainable
Finance
Framework
Upon establishment of the
Sustainable Finance Framework as
amended from time to time
The sustainability section of Contact's website
(www.contact.co.nz/investor-centre/reports-and-
results/esg/sustainable-finance)
External Review
Pre-Issuance: Sought prior to the
first issuance of a Green Debt
Instrument under this Framework
(and when the Framework is
amended or if an issuance requires
it).
Post-Issuance: Sought annually
following issuance of a Green Debt
Instrument (or at a frequency
deemed necessary by Contact).
CBI certification
Upon establishment or update of the
Sustainable Finance Framework,
and upon completion of any
subsequent certification process
Annual Update
Report
Published semi-annually or annually
for all outstanding Green Debt
Instruments
ESG Reporting
Annually in line with full year results
reporting
Annual report available on Contact's website
(www.contact.co.nz/investor-centre/reports-and-
results)
As a climate reporting entity under the Financial Markets Conduct Act 2013, Contact publishes annual climate
statements prepared in accordance with the Aotearoa New Zealand Climate Standards.
No Event of Default
If Contact fails to:
• allocate an amount equal to the net proceeds of the Capital Bonds as described in this PDS or the
Sustainable Finance Framework;
• meet the Climate Bonds Standard, Green Bond Principles or the Sustainable Finance Framework in respect
of the Capital Bonds;
• maintain CBI certification of the Capital Bonds or other Green Debt Instruments;
• comply with any environmental laws and standards in respect of the Green Assets or otherwise;
• obtain any required post-issuance certification or external review;
• comply with the Sustainable Finance Framework or the applicable Market Standards (including updating its
website in respect of the Capital Bonds);
• notify Bondholders that the Capital Bonds cease to comply with the Sustainable Finance Framework, the
Green Bond Principles or the Climate Bonds Standard; or
• in any other way ensure that the Capital Bonds retain their green attributes,
then:
PAGE | 15 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
• no Event of Default or any other breach will occur in relation to the Capital Bonds;
• neither you nor Contact has any right for the Capital Bonds to be repaid early; and
• Contact will disclose if the Capital Bonds cease to be labelled as green, including through its Annual Update
Report.
Contact's obligations under the Trust Deed are not affected by the labelling of the Capital Bonds as green capital
bonds, and any breach of the Trust Deed is to be determined without regard to any such green bond label, the
Sustainable Finance Framework, the Green Bond Principles or the Climate Bonds Standard.
RANKING
The Capital Bonds constitute unsecured, subordinated, debt obligations of Contact.
On a liquidation of Contact, amounts owing to Bondholders rank equally with other unsecured subordinated
obligations of Contact that rank equally with the Capital Bonds (including Contact’s NZ$250 million green capital
bonds which are currently quoted on the NZX Debt Market under the ticker code CEN090 and any other bonds
that may be issued by Contact in the future which rank equally with the Capital Bonds). The ranking of the
Capital Bonds on a liquidation of Contact is summarised in the following diagram.
Diagram showing ranking of the Capital Bonds on a liquidation of Contact
Ranking
Ranking on
liquidation
Type of liability/equity Amount
1
Higher
ranking/earlier
priority
Liabilities that rank
in priority to the
Capital Bonds
Liabilities preferred by law (e.g. Inland Revenue
and employee entitlements)
2
$1,005 million
Other borrowings secured over assets of
Contact
$63 million
Unsubordinated liabilities, including to Euro
Medium Term Noteholders, Australian Medium
Term Noteholders, NZX-quoted senior
bondholders, holders of commercial paper,
banks and certain financial institutions that
have lent money to Contact, trade and general
creditors and certain derivative transactions
$4,114 million
Lower
ranking/later
priority
Liabilities that rank
equally with the
Capital Bonds
(including the
Capital Bonds)
Capital Bonds
3
$475 million
Liabilities that rank
below the Capital
Bonds
N/A $nil
Equity
4
Shares, reserves and retained earnings $5,229 million
Notes to diagram:
1
Amounts shown above are indicative based on the financial position of Contact as at 30 June 2026, being Contact's most recent balance
date, adjusted for the issue of the Capital Bonds and the proposed repayment and redemption of the $225 million CEN060 Bond (with the
balance of the Offer proceeds going to short-term deposits). These amounts are subject to rounding adjustments.
PAGE | 16 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
2
Liabilities that rank in priority to the Capital Bonds on liquidation include certain employee entitlements for unpaid salaries and wages,
holiday pay and bonuses and PAYE deductions and amounts owing to Inland Revenue. There are typically other preferred claims which
arise when a company is liquidated which are not possible to foresee and cannot therefore be quantified.
3
This table assumes $225 million of Capital Bonds are issued under the Offer. Assuming the adjustments in note 1 above, if less than $225
million of Capital Bonds are issued under the Offer then the unsubordinated liabilities will be higher by the amount of the shortfall.
4
The amount of equity stated in the diagram includes an amount in relation to Contact's existing quoted financial products (i.e. Contact's
ordinary shares which are quoted on the NZX Main Board).
Further borrowing and security
After the issue of the Capital Bonds, Contact may (without the consent of Bondholders) borrow money or
otherwise incur further liabilities that rank equally with, or in priority to, the Capital Bonds on a liquidation of
Contact and/or grant security over some or all of its assets and/or provide guarantees in favour of certain
creditors. These further liabilities could, for example, be a new series of senior bonds or new borrowing facilities
with bank lenders.
The financial covenants, negative pledge and other terms described below limit, to some extent, the ability of
Contact to borrow money that ranks equally with, or above, the Capital Bonds.
Restrictions on borrowing
The terms of the Capital Bonds do not limit the ability of Contact to borrow further money. The Trust Deed does
not contain any restrictions on the ability of Contact to borrow or incur further indebtedness.
The Negative Pledge Deed contains certain financial and other covenants that various providers of unsecured
unsubordinated financial accommodation of any nature whatsoever now or in the future (financiers) have the
benefit of. Certain terms in the Negative Pledge Deed limit the ability of Contact to borrow money. Pursuant to
the Negative Pledge Deed Contact covenants in favour of the financiers that, among other things, the ratio of (i)
consolidated unsubordinated group debt to (ii) consolidated unsubordinated group debt plus shareholders’ funds
(all as described in the Negative Pledge Deed) must not exceed 60%.
Bondholders do not, and will not, have the benefit of the Negative Pledge Deed, and the restrictions and other
terms in the Negative Pledge Deed may be amended or waived without the consent of or notice to the
Bondholders.
Restrictions on granting security
Among other things, the Negative Pledge Deed provides that Contact will not grant or permit to subsist any
security interest in its assets except under certain limited exceptions set out in the Negative Pledge Deed,
including a general exception for a principal amount so secured of up to 5% of consolidated Total Tangible
Assets (as defined in the Negative Pledge Deed).
The Capital Bonds are unsecured. Bondholders do not, and will not, have the benefit of the Negative Pledge
Deed, and the restrictions and other terms in the Negative Pledge Deed may be amended or waived without the
consent of or notice to the Bondholders.
Guarantees
The Capital Bonds are not guaranteed by any person. Bondholders do not, and will not, have the benefit of the
Negative Pledge Deed, and will not receive the benefit of any guarantees granted in favour of the financiers.
EVENTS OF DEFAULT
The Events of Default are contained in the Supplemental Trust Deed. They include:
• a failure by Contact to make a payment, including of principal or interest (to the extent payment of interest
has not been, or is not capable of being, deferred) due in respect of the Capital Bonds, including on
Redemption, when due (subject to applicable grace periods);
• a failure by Contact to comply with the Distribution Stopper (when it is applicable); and
PAGE | 17 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
• an insolvency event of Contact occurs in the nature of the appointment of a liquidator, receiver, statutory
manager, administrator or any analogous appointment.
This summary does not cover all of the Events of Default. For full details of the Events of Default see the
corresponding definition in clause 1.2 of the Supplemental Trust Deed.
If an Event of Default occurs and is continuing, the Supervisor may, in its discretion, and must upon being
directed to do so by a Bondholder Special Resolution, declare the Principal Amount and any accrued interest on
the Capital Bonds due and payable. If this occurs, Contact must repay to Bondholders the Redemption Amount.
TAX EVENT
Contact may choose to Redeem all (but not some only) of the Capital Bonds for the Redemption Amount if a Tax
Event occurs.
If Contact chooses to Redeem the Capital Bonds in these circumstances, it will announce the Redemption via
NZX together with the date set for Redemption. Before making an election to Redeem the Capital Bonds,
Contact must provide to the Supervisor a certificate signed by two directors of Contact stating that a Tax Event
has occurred (including a description thereof and any reasonable supporting information or opinions requested
by the Supervisor) and is continuing as at the date of the certificate.
For full details of the definition of, and requirements for, a Tax Event see condition 1.2 in Schedule 1 of the
Supplemental Trust Deed.
RATING AGENCY EVENT
Contact may choose to Redeem all (but not some only) of the Capital Bonds for the Alternative Redemption
Amount if a Rating Agency Event occurs.
If Contact chooses to Redeem the Capital Bonds in these circumstances, it will announce the Redemption via
NZX together with the date set for Redemption.
For full details of the definition of, and requirements for, a Rating Agency Event see condition 1.2 in Schedule 1
of the Supplemental Trust Deed.
OTHER RELEVANT INFORMATION ABOUT THE SUPERVISOR AND THE TRUST DEED
The Supervisor is appointed to act as supervisor and trustee for the Bondholders on the terms contained in the
Trust Deed. You can only enforce your rights under the Capital Bonds through the Supervisor (although you can
enforce your rights under the Capital Bonds against Contact directly if the Supervisor is obliged to enforce, but
has failed to do so).
The Trust Deed contains a number of standard provisions, including in relation to the powers and duties of the
Supervisor, and the process for amending the Trust Deed. You can find a copy of the Trust Deed on the Offer
Register. You should read the Trust Deed for further information.
PAGE | 18 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
6. RISKS OF INVESTING
INTRODUCTION
This section describes the following potential key risk factors:
• general risks associated with an investment in the Capital Bonds; and
• specific risks relating to Contact's creditworthiness.
The selection of risks has been based on an assessment of a combination of the probability of a risk occurring
and its potential impact (individually or in combination with other key risks) at the date of this PDS. There is no
guarantee or assurance that the importance of different risks will not change or that no other risks may emerge
over time.
You should carefully consider these risks (together with the other information in this PDS) before deciding to
invest in the Capital Bonds. This summary does not cover all of the risks of investing in the Capital Bonds.
The statement of risks in this section does not take account of the personal circumstances, financial position or
investment requirements of any particular person. It is important, therefore, that before making any investment
decision, you give consideration to 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 taxation
issues).
You should also carefully consider the features of the Capital Bonds which differ from the features of a standard
senior bond. Those features include the ability of Contact to defer interest, optional early redemption rights for
Contact, margin step-ups and the subordinated nature of the Capital Bonds.
RISKS
GENERAL RISKS: an investment in the Capital Bonds is subject to the following general risks
Credit risk on
Contact
There is a risk that you may not be able to recover your full principal investment
and/or any interest due and unpaid if Contact encounters severe financial difficulty or
becomes insolvent. In that case Contact may be unable to meet its obligations under
the Capital Bonds. If Contact defers interest payments in accordance with the terms
of the Capital Bonds you will not be able to take any action against Contact, unless
an Event of Default subsequently occurs.
See section 5 of this PDS (Key features of the Capital Bonds) for more information
on the ranking of the Capital Bonds in the event of a liquidation of Contact.
PAGE | 19 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Secondary market
risk
Contact intends to quote the Capital Bonds on the NZX Debt Market, which means
you may be able to sell them on the NZX Debt Market before the Maturity Date.
There is a risk that, if you wish to sell your Capital Bonds before maturity:
• you may be unable to find a buyer; or
• the price (if any) at which you are able to sell them is less than the amount you
paid for them.
These outcomes may arise because of factors related to Contact's creditworthiness
(including its ability to secure future financing), or because of other factors, which
may include the following:
• a trading market for the Capital Bonds may never develop or, if it develops, may
not be very liquid. Although permission is expected to be granted to quote the
Capital Bonds on the NZX Debt Market, this does not guarantee any trading
market in the Capital Bonds;
• the level, direction and volatility of market interest rates. For example, if market
interest rates rise, the market value of the Capital Bonds would typically be
expected to fall and vice versa;
• Bondholders seeking to sell relatively small or relatively large amounts of
Capital Bonds may not be able to do so at prices comparable to those available
to other Bondholders;
• the subordinated nature of the Capital Bonds, the possibility of interest payment
deferral and optional early redemption rights for Contact, which may increase
the volatility of the market price of the Capital Bonds and make them more
sensitive to adverse changes in Contact's financial condition than other debt
securities; and
• the Capital Bonds may cease to meet (or Contact may fail to comply with) the
requirements of the Green Bond Principles or the Climate Bonds Standard, or
market practices, standards, principles or regulations may further develop in a
way that the Capital Bonds are not consistent with.
PAGE | 20 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
SPECIFIC RISKS RELATING TO CONTACT'S CREDITWORTHINESS: Contact considers that the main
circumstances which could significantly affect, either individually or in combination, the future
financial position and financial performance of Contact, and therefore significantly increase the risk
that Contact may default on its payment obligations under the Capital Bonds are as follows.
Energy market
balance, hydrology
and fuel availability
risk
An oversupply in the energy market, or a sustained reduction in demand for
electricity, poses a risk to Contact. When supply outpaces demand, wholesale
electricity prices typically fall, which can reduce earnings. Potential drivers of
oversupply include, for example, persistently high-water levels in major storage lakes
resulting from prolonged wet weather conditions, which can lead to increased
hydroelectric generation capacity. Additionally, a downturn in demand from large
industrial consumers – who are among the largest purchasers of electricity – can
have a pronounced effect on market balance. The rapid expansion of renewable
energy generation may also contribute to oversupply, particularly if new capacity
comes online faster than demand grows. Furthermore, overall electricity consumption
may decline as businesses scale back operations and households reduce usage as a
result of a recessionary economic environment, compounding the risk of oversupply.
There is no assurance that the energy market in New Zealand will not experience
oversupply or reduced demand, and any sustained period of oversupply or reduced
demand may materially and adversely affect Contact’s business, profitability and
financial condition.
Furthermore, under the Contact31+ strategy, Contact is prioritising around 4TWh of
renewable development options to bring to investment decisions over the next 5
years, supported by anticipated new demand. If new demand is not secured, and
demand stays at current levels or reduces, those renewable development options
would not proceed and the associated incremental uplift in earnings and returns
would not eventuate.
New Zealand’s indigenous gas supply is declining, and the timing, availability and
cost of replacement or alternative fuel arrangements remain uncertain. At the same
time, changes in demand from major gas users may materially affect market pricing
and the economics of Contact’s contracted gas position. Contact may therefore be
exposed to either increased fuel costs and reduced fuel availability, or costs under
long-term gas supply arrangements that exceed prevailing market prices. These
developments could increase Contact’s cost of generation, reduce generation
flexibility and adversely affect its financial performance. Government or industry
measures intended to support security of supply or manage dry-year risk, including
imported fuel or multi-fuel solutions, may also require Contact to enter into
commercial commitments or incur additional costs. If Contact’s long-term gas supply
agreements are at higher prices than any consequential market correction this may
adversely impact the financial performance of Contact. The Government is exploring
the development of an LNG terminal to address declining indigenous gas availability,
dry year risks and longer-term industrial gas availability, at the same time as the
industry explores commercial multi-fuel options to address dry year risk.
The risks described below under “Regulatory risk” and “Change in competitive
environment risk” could also contribute to the risk of oversupply / reduced demand.
PAGE | 21 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Undersupply /
increased demand
risk
Energy market undersupply and/or increased demand could occur, leading to
unsustainably high wholesale prices and/or an adverse Government intervention as
further described under "Regulatory risk" below. If Contact is unable to generate
sufficient electricity to meet its own customer demand it would need to purchase
electricity from the wholesale market or directly from other generators, most likely at
significant cost. Where retail pricing is unable to recover the full cost of generation or
acquisition of electricity and the full cost of distribution, the profitability and value of
Contact’s business could be adversely affected.
Undersupply and/or increased demand risk may materialise in some of the following
ways, all of which can impact Contact’s overall financial performance and business:
• shorter to medium-term:
o lower than typical levels in major storage lakes in key locations
throughout New Zealand (as experienced in the winter of 2024), sudden
thermal plant retirement, coincident fuel constraints, major plant or grid
outage, and further unexpected reductions in gas field delivery;
o ongoing decline or faster decline in gas supply and ongoing drilling
activity than anticipated, leading to scarcity across the gas market and
the potential for increased fuel costs; and
o global supply chain constraints due to global demand for renewable
energy development or geopolitical events, coupled with new consenting
requirements causing delays to the building of renewable generation; and
• longer-term:
o limited forward investment in existing gas fields or no new gas field
discoveries, thermal generation retirements, and an inability of gas
producers to attract capital for development reducing the availability of
gas to contract and the reliability of the electricity supply system leading
to loss of gas as a viable fuel source and higher prices;
o inability of network and transmission investment to keep up with demand
increases and investment into renewable generation, and an increased
risk from low hydrology years; and
o faster than expected new growth of electricity consumption or
decarbonisation to meet New Zealand’s 2050 emissions targets
increases the demand for electricity before additional renewable
generating stations are built.
Significant or
prolonged
infrastructure
damage risk
Contact is dependent on a number of key generation and transmission assets located
throughout New Zealand, not all of which are owned by Contact or under its control.
These assets, ancillary assets or infrastructure connecting those assets to
transmission and distribution networks, could be damaged or destroyed by a natural
disaster such as a major volcanic eruption, earthquake or storm. Damage or
destruction could also occur through climate change, ageing assets, human error,
pandemic, sabotage/terrorism or supply chain constraints. This could result in a major
PAGE | 22 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
interruption in Contact’s ability to generate and dispatch electricity into the market,
having a material adverse impact on its financial position and performance.
There can be no assurance that any insurance Contact has would be able to cover
Contact against all risks and liabilities, and that the insurance sum would cover the
full replacement value of all plant and all possible adverse events. To help manage
this risk Contact regularly reviews the level and nature of its insurance cover though
Contact cannot be certain that insurance coverage for all material liabilities and
losses will be available to Contact on commercially viable terms.
Execution risks
Development projects undertaken by Contact carry construction and project-related
risks that Contact considers normal for those types of projects. These risks include
funding hurdles, material errors in design, construction defects or commissioning
difficulties or defects, geotechnical conditions varying materially from what is
expected, lack of availability of specialist equipment, supply chain constraints or
personnel, network or consenting constraints, unfavourable weather conditions for
construction, contractor default, delay, cost overrun where pricing is not fixed and
failure to achieve intended specifications. Any delays to development projects could
potentially result in increased project costs and may have adverse impacts on
Contact’s future business operations as well as its ability to deliver Contact31+
outcomes, and profitability.
There is risk to the success of Contact's future geothermal development projects due
to the absence of a repeatable model for steam field engineering design across front-
end and detailed design phases, impacting project execution and delivery.
Contact's development pipeline may also be adversely affected by constraints on the
timing of transmission network upgrades. Under the current regulatory framework
administered by the Commerce Commission, transmission upgrades may not be
approved in advance of generation assets being built, which could result in significant
delays or disruption to the delivery of new generation projects and may give rise to
stranded capital.
Contact purchases certain goods and services from suppliers to build, maintain and
operate its generation assets, deliver customer services and support corporate
functions. These include suppliers of specialised equipment, maintenance services,
software systems and third-party labour. Any disruption or material increase of costs
in the supply of critical goods or services could impair Contact’s ability to maintain
asset performance, deliver projects on schedule or meet customer expectations.
Project risks are mitigated to a large extent by Contact's previous experience of
successfully implementing similar projects.
Regulatory risk
Contact's activities are subject to various laws, regulations and government policies,
including regulation by the Electricity Authority and the Commerce Commission. This
regulatory environment is complex, subject to frequent change and influenced by the
prevailing political climate. Any material adverse changes in relevant laws, regulations
or government policies, including due to an increased burden on the business as well
PAGE | 23 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
as risks and direct costs associated with compliance, may affect the financial
performance of Contact.
New Zealand is holding a general election on 7 November 2026, and energy policies
are currently being debated. Campaign policies of the largest two parties differ, with
the incumbent proposing an LNG import terminal, which is opposed by the opposition
parties. Some smaller parties are campaigning on more material changes including
vertical separation of generation and retail operations, and the establishment of a new
Crown entity to invest in renewable generation.
The Commerce Commission, which enforces the Commerce Act 1986 and Fair
Trading Act 1986, has signalled a more proactive enforcement approach in its latest
enforcement priorities. This includes a stronger focus on litigation, as evidenced by
recent proceedings initiated for alleged breaches of competition and consumer laws.
As a result, there is heightened regulatory risk in relation to Contact’s compliance with
competition and consumer laws. Any enforcement action could result in financial
consequences and reputational damage.
There is a risk of government or regulator intervention in the wholesale market, and
risk of significant new requirements on Contact arising from increased oversight from
the Electricity Authority. Any resulting regulatory change may limit Contact's access
to resources needed for its operations or make access to those resources more
expensive. More broadly, an erosion of trust and confidence among key stakeholders,
or adverse perceptions of Contact's management of its stakeholder relationships,
could jeopardise Contact's social licence to operate and may result in conditions
being imposed on Contact's operations that constrain its long-term sustainability,
growth and financial performance.
Contact's ability to execute its development pipeline and deliver strategic growth
objectives may be impacted by failure to obtain the necessary consents, approvals
and access arrangements required for new projects, or by delays in those approvals
being granted. Delays or unfavourable consent outcomes may increase project costs,
defer project delivery and future earnings, or reduce the economic value of
development opportunities.
In addition, Contact's existing generation portfolio relies on the successful renewal of
resource consents as these expire. Failure to secure re-consents, or the imposition of
more restrictive consent conditions, could adversely affect asset operations,
generation flexibility, profitability and the long-term value of those assets.
Contact seeks to mitigate these risks through ongoing engagement with the
Government and key regulators. Contact also actively participates in consultations on
areas of legal and regulatory reform that will have a direct impact on Contact's
business and financial performance.
Change in
competitive
environment risk
The construction of new generation capacity by competitors could materially affect the
prices Contact is able to achieve for its electricity sales in the wholesale market.
Contact’s ability to maintain its competitive position will depend on its ability to provide
products and services that keep pace with consumer expectations at competitive
PAGE | 24 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
prices. This could be a challenge if there is a significant change in the competitive
environment, including the entry of a new market entrant, potentially leading to a
material adverse impact on revenue if Contact is not able to compete effectively and
adapt to evolving consumer expectations.
Contact operates in an industry that is impacted by new and rapidly evolving
technologies, including developments in artificial intelligence and digital infrastructure.
If Contact is unable to evolve at the pace and scale required to maintain competitive
advantage and drive operational efficiencies, including in response to new
technology-driven costs, competing priorities and capital allocation constraints, this
could result in an adverse impact on its financial performance.
Information
technology systems,
cyber security and
data security risk
Contact is reliant on the performance of its and its suppliers’ technology infrastructure
and systems to manage its widely geographically distributed generation assets and
other plants. System interruptions may result from occurrences such as changes to
systems, inadequate updates, equipment failure, human error or natural disasters. In
addition, Contact’s technologies, systems and telecommunication networks may
potentially become the target of cyber-attacks, including but not limited to,
unauthorised access, sabotage, criminal or cyber security threats, computer viruses,
malicious code, phishing attacks or information security breaches. Such attacks may
exploit unknown vulnerabilities in Contact’s systems.
There can be no guarantee that measures implemented by Contact to safeguard its
information technology infrastructure or systems will be effective in preventing or
mitigating the impact of cyber-attack or system failure. Data held by Contact, either
confidential personal or business data, may be accessed or used in an unauthorised
manner, whether through cyber-attacks, system breaches or human error.
If its information technology infrastructure or systems were to be interrupted,
compromised or damaged, this could result in the disclosure of confidential or
commercially sensitive information, and a breach of legal or regulatory obligations
relating to confidentiality, data protection and privacy. There is also a risk that Contact
could suffer an outage of business critical systems or a loss of control of assets,
potentially leading to operational disruptions such as an inability to dispatch electricity
into the market or adjust to pricing variations, resulting in revenue loss, material harm
to its reputation, the risk of physical damage or injury and/or significant expenditure to
restore functionality.
If Contact suffers a major cyber-attack or data security breach, its reputation would be
damaged – which could lead to a loss of existing customers, an inability to attract new
customers, and a corresponding loss in revenue. Contact may also incur regulatory
fines, penalties or claims as a result of any privacy breach.
Contact invests considerable capital to ensure security and sufficient reliability and
diversity of its information technology infrastructure.
Strategic investments
and acquisitions risk
Contact’s strategy - Contact31+ - notes Contact may consider investments in energy-
related or energy-adjacent infrastructure, including facilities associated with significant
electricity demand. These opportunities may involve new business activities or
PAGE | 25 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
partnerships and could expose Contact to commercial, construction, financing,
operational and counterparty risks that differ from those arising in its existing
operations. There is no assurance that any investment will proceed or deliver its
expected benefits or returns.
Contact’s business ambitions in Contact31+ depend, in part, on Contact’s ability to
enter into joint ventures or strategic partnerships and to identify and capture
opportunities to acquire or invest in suitable assets or companies. There is no
assurance that Contact will be able to do so on commercially acceptable terms or at
all, which could adversely affect Contact’s ability in delivering its strategic objectives
and ultimately its financial performance.
Even if Contact is successful in forming joint ventures or strategic partnerships or in
acquiring or investing in certain assets or companies, there is no assurance that
these will integrate smoothly with the existing business of the Group or that the
expected benefits or synergies will be realised which may have an impact on
Contact's financial performance.
Risks relating to
Contact’s retail
business
Over the next four years there will be a material increase in the costs for Contact’s
retail business through regulated changes to distribution and transmission pricing and
the underlying cost of energy. Whilst other electricity retailers are seeing the same
cost pressures they may pass these costs on to customers at different times than
Contact, resulting in some earnings volatility as Contact looks to recover costs and
remain competitive in the market.
There is a risk of government intervention in the retail market if prices for consumers
increase energy hardship, or if businesses and industrials are unable to economically
operate due to wholesale electricity prices, network costs and gas prices being
passed on resulting in negative financial impacts and reputational damage.
Customers are becoming more price-sensitive and service-aware, and if retail price
increases are not matched by perceived improvements in service or value or there is
any misalignment between pricing and customer expectations this could lead to
higher churn rates, reputational damage, and reduced customer lifetime value.
As energy costs rise, affordability becomes a growing concern for residential and
business customers. Contact is exposed to customer credit risk and expects to see
increased instances of late payments and bad debt.
See also “Regulatory risk” above in relation to heightened regulatory risk in respect of
Contact’s compliance with competition and consumer laws.
Health, safety &
wellbeing risks
The nature of Contact’s business means that Contact and some of its workers and
contractors could be exposed to hazardous materials, heavy machinery and
dangerous plant. Contact's activities could also result in environmental harm,
including contamination, emissions or damage to natural resources.
Contact has a strong focus on ensuring that the health and safety of its employees
and contractors is paramount, including through imposing strict contractual
requirements on, and management of, services provided by third parties.
Nevertheless, there is the potential for harm to occur at one of Contact’s sites. Non-
PAGE | 26 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
compliance with environmental and health and safety laws and regulations by either
Contact or its employees or contractors could result in fines or penalties, remediation
costs or claims made against Contact, as well as reputational damage.
Additionally, changes in health and safety or environmental regulations may require
Contact to invest additional capital expenditure or incur higher ongoing compliance
costs, resulting in a negative impact on Contact’s financial performance.
Environmental,
Social and
Governance risks
Contact faces a range of environmental, social and governance (ESG) risks.
The increasing frequency and severity of extreme weather events, such as storms,
floods, heatwaves, droughts and cyclones, can cause physical damage to Contact's
infrastructure, disrupt operations, and increase maintenance and repair costs.
Chronic climate impacts, including gradual changes in temperature, rainfall patterns
and water availability, may affect the operational capability of Contact’s generation
assets.
Contact owns and operates hydroelectric power stations, which together contribute a
substantial portion of its total electricity generation. Changing climate conditions may
potentially alter rainfall patterns across New Zealand, leading to greater concentration
and intensity of rainfall events and increased frequency of droughts. Therefore,
Contact is exposed to the risk of its hydro plants being unable to operate to full
capacity (or at all) in the event of extremely low water levels. This may adversely
impact the operations and financial performance of Contact, particularly in the case of
prolonged drought conditions.
The acquisition of Manawa Energy Limited, and its predominantly North Island-based
hydroelectric power stations has complemented Contact’s South Island-based
stations. The resulting geographic station spread aims to reduce the impact of any
area specific rainfall patterns.
In addition, non-physical impacts of climate change, in the form of policy, regulatory,
legal, technology and market responses to the challenges posed by climate change
may adversely impact Contact’s financial performance. Contact may face increased
costs of compliance, investment in new technologies and potential liabilities for failing
to meet regulatory or stakeholder expectations, as well as the potential for restricted
access to capital if institutional investors or lenders consider Contact's ESG
credentials to be inadequate.
Heightened expectations of stakeholder groups, including local communities and
cultural partnerships, in areas that are impacted by particular assets may lead to
Contact incurring additional cost, and if those expectations are not met, could restrict
access to resources and cause reputational damage. Maintaining strong, respectful,
and enduring relationships with local communities — including Iwi, Hapū and Tangata
Whenua — is critical to the success of Contact’s operations and future development
projects. A failure to engage meaningfully or to uphold commitments with these
stakeholders could result in reputational damage, project delays, legal challenges, or
the loss of social licence to operate which may all impact financial performance.
PAGE | 27 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
7. TAX
Resident Withholding Tax
If you are a tax resident of New Zealand or otherwise receive payments of interest on the Capital Bonds that are
subject to the resident withholding tax (RWT) rules, Contact will deduct RWT from interest paid or credited to you
at the relevant rate, unless you produce to the Securities Registrar evidence that you are exempt from RWT on
or before the Record Date for the relevant payment.
Approved Issuer Levy
If you are not a resident of New Zealand for tax purposes and the interest on your Capital Bonds is subject to the
non-resident withholding tax (NRWT) rules, Contact will deduct approved issuer levy (AIL), in lieu of deducting
NRWT, from the interest payment unless you elect, and Contact agrees, for NRWT to be deducted or AIL is not
applicable under the law. Contact may apply the zero-percent rate of AIL (rather than the standard AIL rate of
2%) where it is able to do so. If the AIL regime or rate changes in the future, Contact reserves the right not to
deduct AIL.
Indemnity
If, in respect of any of your Capital Bonds, the Securities Registrar or Contact becomes liable to account for
withholding taxes, or make any payment of, or on account of, tax payable by you, then the Securities Registrar
and Contact shall be indemnified by you in respect of such liability.
General
There may be other tax consequences from acquiring or disposing of the Capital Bonds including income tax
consequences. If you have any queries relating to the tax consequences of the investment, you should obtain
professional advice on those consequences in light of your specific circumstances.
Taxes may affect your returns. The preceding information does not constitute taxation advice to any
Bondholder, is general in nature and limited to consideration of New Zealand taxation impacts as at the date of
this PDS.
PAGE | 28 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
8. WHO IS INVOLVED?
Name Role
Issuer Contact Energy Limited Issuer of the Capital Bonds.
Supervisor
The New Zealand
Guardian Trust Company
Limited
Holds certain covenants on trust for the benefit of the
Bondholders, including the right to enforce Contact's
obligations under the Capital Bonds.
Arranger
Forsyth Barr Capital
Markets Limited
Provides advice and assistance to Contact in arranging the
Offer.
Joint Lead
Managers
Bank of New Zealand,
Craigs Investment
Partners Limited and
Forsyth Barr Capital
Markets Limited
Assist with the Bookbuild and with the marketing and
distribution of the Offer.
Except as described above, the Arranger and Joint Lead
Managers are not otherwise involved in the Offer. None of
the Arranger, the Joint Lead Managers and their respective
directors, employees, agents and advisers have
independently verified the content of this PDS. This PDS
does not constitute a recommendation by the Arranger,
any Joint Lead Manager, or any of their respective
directors, officers, employees, agents or advisers to
purchase any Capital Bonds.
Green Programme
Co-ordinator
Bank of New Zealand
Provides advice and assistance to Contact in relation to its
Sustainable Finance Framework.
Securities
Registrar
MUFG Pension & Market
Services (NZ) Limited
Maintains the Bond Register.
Solicitors to
Contact
Buddle Findlay Provides legal advice to Contact in respect of the Offer.
PAGE | 29 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
9. HOW TO COMPLAIN
Complaints about the Capital Bonds can be directed to:
Contact Energy Limited at:
Level 2, Harbour City Tower
29 Brandon Street
Wellington 6011
Phone: +64 4 499 4001
Email: investor.centre@contactenergy.co.nz
The Supervisor at:
The New Zealand Guardian Trust Company Limited
Level 6, 191 Queen Street
PO Box 274, Shortland Street
Auckland 1140
Phone: +64 4 901 5402
The Supervisor is a member of an external, independent dispute resolution scheme operated by Financial
Services Complaints Limited (FSCL) and approved by the Minister of Consumer Affairs. If the Supervisor has
not been able to resolve your issue, you can refer the matter to FSCL by submitting a complaint form on FSCL’s
website (www.fscl.org.nz), emailing complaints@fscl.org.nz, calling FSCL on 0800 347 257, or writing to FSCL
at PO Box 5967, Wellington 6140. The scheme will not charge a fee to any complainant to investigate or resolve
a complaint.
Complaints may also be made to the Financial Markets Authority through their website (www.fma.govt.nz/)
PAGE | 30 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
10. WHERE YOU CAN FIND MORE INFORMATION
Further information relating to Contact and the Capital Bonds is available on the Offer Register. The Offer
Register can be accessed at www.disclose-register.companiesoffice.govt.nz offer number OFR15288.
A copy of the information on the Offer Register is also available on request to the Registrar of Financial Service
Providers. The information contained on that register includes a copy of the Trust Deed and other material
information.
Contact is subject to a disclosure obligation that requires it to notify certain material information to the NZX and
the ASX for the purpose of that information being made available to participants in the market. You can obtain
information, including information made available under the disclosure obligations referred to above, free of
charge on Contact's page on the NZX website at www.nzx.com/companies/CEN and on the ASX website at
www2.asx.com.au/markets/company/cen
A copy of the Sustainable Finance Framework is available on Contact's website at www.contact.co.nz/investor-
centre/reports-and-results/esg/sustainable-finance
PAGE | 31 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
11. HOW TO APPLY
All of the Capital Bonds offered under the Offer (including any oversubscriptions) have been reserved for
subscription by clients of the Joint Lead Managers, institutional investors and other primary market participants
invited to participate in the Bookbuild.
There is no public pool for the Capital Bonds.
This means that you can only apply for Capital Bonds through an NZX Firm or approved financial intermediary
who has obtained an allocation. You can find an NZX Firm by visiting www.nzx.com/services/market-
participants/find-a-participant
The NZX Firm or financial intermediary will:
• provide you with a copy of this PDS (if you have not already received a copy);
• explain what you need to do to apply for Capital Bonds; and
• explain what payments need to be made by you, and by when.
Your financial adviser will be able to advise you as to what arrangements will need to be put in place for you to
trade the Capital Bonds, including obtaining a Common Shareholder Number (CSN), an Authorisation Code
(FIN) and opening an account with an NZX Firm as well as the costs and timeframes for putting such
arrangements in place.
PAGE | 32 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
12. CONTACT INFORMATION
Issuer
Contact Energy Limited
Level 2, Harbour City Tower
29 Brandon Street
Wellington 6011
+64 4 499 4001
Securities Registrar
MUFG Pension & Market Services (NZ) Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
+64 9 375 5998
Arranger and Joint Lead Manager
Forsyth Barr Capital Markets Limited
Level 22, NTT Tower
157 Lambton Quay
Wellington 6011
0800 367 227
Joint Lead Manager and Green Programme Co-ordinator
Bank of New Zealand
Level 6, Deloitte Centre
80 Queen Street
Auckland 1010
0800 284 017
Joint Lead Manager
Craigs Investment Partners Limited
Level 32, Vero Centre
48 Shortland Street
Auckland 1010
0800 226 263
Supervisor
The New Zealand Guardian Trust Company Limited
Level 6, 191 Queen Street
Auckland 1140
+64 4 901 5402
PAGE | 33 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
GLOSSARY
$ or NZ$ New Zealand dollars
5 Year Benchmark
Rate
The mid-market NZD Swap Rate for a 5 year term commencing on the relevant
Reset Date, determined according to market convention at or around 11.00am
New Zealand time on the Reset Date, with reference to Bloomberg page ‘ICNZ2’
(or any successor page) and expressed as a percentage rate per annum on a
quarterly basis (rounded to two decimal places, if necessary, with 0.005 being
rounded up)
5.5 Year Benchmark
Rate
The mid-market NZD Swap Rate for a term matching the period from the Issue
Date to the First Reset Date, determined according to market convention on the
Rate Set Date, with reference to Bloomberg page ‘ICNZ2’ (or any successor page)
and expressed as a percentage rate per annum on a quarterly basis (rounded to
two decimal places, if necessary, with 0.005 rounded up)
Alternative
Redemption Amount
In relation to the Redemption of Capital Bonds, the greater of:
(i) the Redemption Amount; and
(ii) the market price of the Capital Bonds (determined in accordance with the Trust
Deed), which will include accrued interest at the relevant time
Applicable Margin Means:
• from (and including) the First Reset Date to (but excluding) the First Step-up
Date (19 May 2037), the Initial Margin;
• from (and including) the First Step-up Date to (but excluding) the Second Step-
up Date (19 May 2052), the Initial Margin plus 0.25% per annum; and
• from (and including) the Second Step-up Date, the Initial Margin plus 1.00% per
annum
Arranger Forsyth Barr Capital Markets Limited
ASX
ASX Limited, or the financial market operated by ASX Limited, as the context
requires, also known as the Australian Securities Exchange
Bondholder or you
A person whose name is entered in the Bond Register as a holder of a Capital
Bond
Bond Register The register in respect of the Capital Bonds maintained by the Securities Registrar
Bondholder Special
Resolution
Has the meaning given to the term 'Extraordinary Resolution' in the Master Trust
Deed
Bookbuild
The bookbuild process to determine the Initial Margin by reference to bids from
market participants for an allocation of Capital Bonds, expected to be conducted by
the Joint Lead Managers on the Rate Set Date
Business Day
A day (other than a Saturday or Sunday) on which banks are generally open for
business in Auckland and Wellington
PAGE | 34 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
If a payment date is not on a Business Day, Contact will make payment on the next
Business Day
Capital Bonds
The green capital bonds constituted and issued pursuant to the Trust Deed and
offered pursuant to this PDS
CBI Climate Bonds Initiative
CEN060 Bonds
Contact’s NZ$225 million green capital bonds with an interest rate of 4.33% per
annum and a final maturity date of 19 November 2051 which are currently quoted
on the NZX Debt Market under the ticker code CEN060
Climate Bonds
Standard
The Climate Bonds Standard (including the current version 4.3), as amended from
time to time
Closing Date 11.00am, Thursday, 5 November 2026
Conditions
The terms and conditions of the Capital Bonds as set out in Schedule 1 to the
Supplemental Trust Deed
Distribution Stopper Means, while it applies, that Contact must not:
• make any dividends, distributions or payments of interest on any shares or
securities ranking after the Capital Bonds; or
• acquire, redeem or repay any share or other security ranking after the Capital
Bonds (or provide financial assistance for the acquisition of such shares or
securities),
in each case, without obtaining a Bondholder Special Resolution; or
• make any dividends, distributions or payments of interest on any other
securities ranking pari passu with the Capital Bonds; or
• acquire, redeem or repay any other security ranking pari passu with the Capital
Bonds (or provide financial assistance for the acquisition of such securities),
in each case, other than on a pro rata basis
Event of Default
Each event set out in the corresponding definition in clause 1.2 of the
Supplemental Trust Deed, which are summarised in section 5 of this PDS (Key
features of the Capital Bonds) under the heading 'Events of Default'
First Reset Date The date that is 5.5 years after the Issue Date
First Step-up Date 19 May 2037
Green Assets
Green Assets means assets and expenditure identified by Contact as satisfying the
applicable eligibility criteria under the Sustainable Finance Framework
Green Bond Principles
The Green Bond Principles dated June 2025 as published by the International
Capital Market Association, as amended from time to time. A copy of which is
available at
www.icmagroup.org/sustainable-finance/the-principles-guidelines-and-
handbooks/green-bond-principles-gbp/
Green Debt
Instruments
Certain debt instruments including bank facilities, commercial paper, wholesale
bonds and listed retail bonds issued from time to time as part of the Sustainable
PAGE | 35 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
Finance Framework, a schedule summarising the latest position of such
instruments is set out in the Sustainable Finance Framework
Green Programme Co-
ordinator
Bank of New Zealand
Initial Margin
The margin determined by Contact in conjunction with the Joint Lead Managers
following the Bookbuild and announced via the NZX on the Rate Set Date
Inland Revenue The New Zealand Inland Revenue Department
Interest Payment Dates
19 February, 19 May, 19 August and 19 November (or if that day is not a Business
Day, the next Business Day), until and including the Maturity Date, with the first
Interest Payment Date being 19 February 2027
Interest payments are subject to deferral of interest at Contact's discretion, as
described in section 3 of this PDS (Terms of the Offer) under the heading
'Discretionary deferral of interest'
Interest Rate
The interest rate for the Capital Bonds in place from time to time, as described in
section 3 of this PDS (Terms of the Offer)
Issue Date Thursday, 19 November 2026
Joint Lead Managers
Bank of New Zealand, Craigs Investment Partners Limited and Forsyth Barr
Capital Markets Limited
Master Trust Deed
The amended and restated master trust deed dated 21 August 2015, as amended
from time to time, between Contact and the Supervisor pursuant to which certain
bonds, including the Capital Bonds, may be issued (as amended or supplemented
from time to time), a copy of which is available on the Offer Register
Market Standards
The voluntary sustainable finance principles and guidelines issued by the
International Capital Market Association (ICMA), the Asia-Pacific Loan Market
Association (APLMA), the Loan Market Association (LMA), the International Swaps
and Derivatives Association (ISDA) and the Loan Syndications and Trading
Association (LSTA), as they may evolve over time
Maturity Date 19 May 2057
Minimum Holding
In relation to the Capital Bonds, has the same meaning as "Minimum Holding" in
the NZX Listing Rules
Minimum Initial Interest
Rate
The minimum initial interest rate announced by Contact on or about the Opening
Date
Negative Pledge Deed
The deed of negative pledge and guarantee dated 19 May 2005 provided by
Contact and the Guaranteeing Group Companies (as defined therein).
Bondholders do not have the benefit of this deed
NZX NZX Limited
NZX Debt Market The debt security market operated by NZX
PAGE | 36 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
NZX Firm
Any company, firm, organisation or corporation designated or approved by NZX as
a Primary Market Participant (as defined in the NZX Participant Rules) from time to
time
NZX Main Board The main board equity security market operated by NZX
Offer The offer of Capital Bonds made by Contact under this PDS
Offer Register
The online offer register maintained by the Companies Office and the Registrar of
Financial Service Providers known as "Disclose" and accessible online at
www.disclose-register.companiesoffice.govt.nz
Opening Date Monday, 2 November 2026
PDS This product disclosure statement
Principal Amount $1.00 per Capital Bond
Rate Set Date Thursday, 5 November 2026
Rating Agency Means S&P Global Ratings or Moody’s Investors Service, Inc
Rating Agency Event Means:
• the receipt by Contact of notice from a Rating Agency that, as a result of a
change of criteria, the Capital Bonds will no longer have the same equity
content classification from that Rating Agency as it had immediately prior to
the change in criteria; or
• Contact ceasing to hold a credit rating from at least one Rating Agency
Record Date
In relation to any payments due on a Capital Bond, means the date which is 10
calendar days before the due date for the payment and, if that date is not a
Business Day, the Record Date will be the preceding Business Day
Redemption
The redemption of your Capital Bonds by Contact and Redeem or Redeemed
have corresponding meanings
Redemption Amount
The aggregate of the Principal Amount of the Capital Bonds, any Unpaid Interest
and any accrued but unpaid interest as at the applicable date of Redemption
Reset Date The date occurring 5.5 years after the Issue Date and every five years thereafter
Securities Registrar MUFG Pension & Market Services (NZ) Limited
Second Step-up Date 19 May 2052
Supervisor
The New Zealand Guardian Trust Company Limited or such other supervisor as
may hold office as supervisor under the Trust Deed from time to time
Supplemental Trust
Deed
The Supplemental Trust Deed dated 22 October 2026 between Contact and the
Supervisor, setting out the terms and conditions of the Capital Bonds (as amended
or supplemented from time to time), a copy of which is available on the Offer
Register
Sustainable Finance
Framework
The document developed and adopted by Contact and entitled "Contact Energy
Limited Sustainable Finance Framework" as may be amended by Contact from
PAGE | 37 PRODUCT DISCLOSURE STATEMENT - 22 OCTOBER 2026
time to time. A copy of the current version is available at
www.contact.co.nz/investor-centre/reports-and-results/esg/sustainable-finance
Tax Event
A Tax Event will occur if Contact receives an opinion from reputable legal counsel
or another reputable tax adviser that, as a result of any change (including any
announced prospective change), clarification, ruling or other action of a legislative,
judicial, governmental or regulatory nature affecting the taxation of New Zealand
(or any political subdivision or taxing authority of New Zealand) occurring,
becoming effective, or being announced, on or after the Issue Date, any interest
payable on the Capital Bonds, including any deferred interest, is not, or will not be,
fully deductible for New Zealand income tax purposes
Trust Deed
The Master Trust Deed, and, where the context requires, includes the
Supplemental Trust Deed
Unpaid Interest
The aggregate of interest payments that Contact defers at its sole discretion, plus
the interest accrued on such deferred interest payments (which will accrue at the
prevailing Interest Rate on the Capital Bonds), compounding on each Interest
Payment Date until paid
---
1
Capital Bond – Investor Presentation
October 2026
Contact Energy
2
Important Notice
This presentation has been prepared by Contact Energy Limited (Issuer) in relation to the offer of unsecured, subordinated, redeemable,
cumulative, interest-bearing, green capital bonds (Capital Bonds) (Offer), which is a simplified disclosure offer made in accordance with
regulation 49G of the Financial Markets Conduct Regulations 2014 under the Financial Markets Conduct Act 2013 (FMCA).
The Offer is an offer of debt securities made on the basis that the Capital Bonds: (a) rank in priority to ordinary shares in the Issuer, which
are quoted on the NZX Main Board and the ASX; and (b) rank equally with the Issuer’s existing NZ$250,000,000 unsecured,
subordinated, redeemable, cumulative, interest-bearing, green capital bonds (which have an interest rate of 5.67% per annum) maturing
on 3 October 2054, which are currently quoted on the NZX Debt Market under the ticker code CEN090 (CEN090 Bonds).
A product disclosure statement (PDS) has been prepared in respect of the Offer and is available, along with other information relating to
the Capital Bonds, at www.disclose-register.companiesoffice.govt.nz, offer number (OFR15288) and at
www.contact.co.nz/capitalbondoffer. The PDS must be given to investors before they decide to acquire any Capital Bonds. No
applications will be accepted or money received unless the applicant has been given the PDS.
The Issuer is subject to a disclosure obligation that requires it to notify certain material information to NZX Limited (NZX) for the purposes
of that information being made available to participants in the market and that information can be found atwww.nzx.com/companies/CEN.
Investors should look to the market price of the CEN090 Bonds to find out how the market assesses the returns and risk premium for
those bonds. When comparing the yield of two debt securities, it is important to consider all relevant factors (including credit rating,
maturity and other terms of the relevant debt securities).
Investors should carefully consider the features of the Capital Bonds which differ from the features of a standard senior bond. Those
features include the ability of the Issuer to defer interest, optional redemption rights for the Issuer, margin step-ups and the subordinated
nature of the Capital Bonds. Investors should read the PDS carefully and seek financial advice before deciding to invest in the Capital
Bonds. Investors should not purchase the Capital Bonds until they have read the PDS.
Capitalised terms used in this presentation but not defined have the meaning given to them in the PDS.
Arranger, Joint Lead Managers and Supervisor Important Information
None of Forsyth Barr Capital Markets Limited (the Arranger), Bank of New Zealand and Craigs Investment Partners Limited (together, the
Joint Lead Managers), The New Zealand Guardian Trust Company Limited (the Supervisor), nor any of their respective directors,
officers, employees, affiliates or agents (a) has independently verified the information contained in this presentation, (b) authorised or
caused the issue of, or made any statement in, any part of this presentation, (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, (d) to the extent permitted by law, accept any responsibility or liability for
this presentation or for any loss arising from this presentation or its contents or otherwise arising in connection with the Offer, or (e)
accept any responsibility or obligation in relation to any matter arising or coming to their attention after the date of this presentation which
may affect any matter referred to in this presentation.
This presentation does not constitute financial advice, investment advice or a securities recommendation from the Arranger, any Joint
Lead Manager or the Supervisor or any of their respective directors, officers, employees, affiliates or agents, and has not taken into
account any particular investor's investment objectives, financial situation or needs.
You must make your own independent investigation and assessment of the financial condition and affairs of the Issuer before deciding
whether or not to invest in the Capital Bonds.
Issuer Important Information
Neither the Issuer, nor any of its respective directors, officers, employees, affiliates or agents (a) 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, or (b) to the extent permitted by law, accept
any responsibility or liability for this presentation or for any loss arising from this presentation or its contents or otherwise arising in
connection with the Offer.
This presentation does not constitute financial advice, investment advice or a securities recommendation from the Issuer or any of its
directors, officers, employees, affiliates or agents, and has not taken into account any particular investor's investment objectives, financial
situation or needs.
You must make your own independent investigation and assessment of the financial condition and affairs of the Issuer before deciding
whether or not to invest in the Capital Bonds.
This presentation contains certain 'forward-looking statements' such as indication of, and guidance on, future earnings and financial
position and performance. Such projections and forward-looking statements are not guarantees or predictions of future performance and
involve known and unknown risks and uncertainties and other factors, many of which are beyond the control of the Issuer and may involve
significant elements of subjective judgement and assumptions as to future events which may or may not be correct. This presentation is
current as at the date of this presentation, unless otherwise stated, and, except as required by law or the NZX and ASX listing rules, the
Issuer is not under any obligation to update this presentation, whether as a result of new information, future events or otherwise. This
presentation should be read in conjunction with the Issuer's audited financial statements and NZX and ASX market releases.
Past performance information provided in this presentation is not indicative of future performance and no guarantee of future returns is
implied or given.
Investments in the Capital Bonds are an investment in the Issuer and may be affected by the on-going performance, financial position and
solvency of the Issuer.
This presentation is for preliminary information purposes only and is not an offer to sell or the solicitation of an offer to purchase or
subscribe for the Capital Bonds and no part of it shall form the basis of or be relied upon in connection with any contract or commitment
whatsoever.
The Offer is being made only in New Zealand. The distribution of this presentation, and the offer or sale of Capital Bonds, outside New
Zealand may be restricted by law. Persons who receive this presentation outside New Zealand must seek advice and observe all such
restrictions. Nothing in this presentation is to be construed as authorising its distribution, or the offer or sale of Capital Bonds, in any
jurisdiction other than New Zealand and the Issuer does not accept any liability in that regard.
The information in this presentation was prepared by the Issuer with due care and attention, is given in good faith and has been obtained
from sources believed to be reliable and accurate at the date of preparation, but its accuracy, correctness and completeness cannot be
guaranteed.
Application has been made 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 date of distribution of the PDS have been duly complied with. However, NZX
accepts no responsibility for any statement in this presentation. NZX is a licensed market operator, and the NZX Debt Market is a licensed
market under the FMCA.
Disclaimer and important information
3
New Zealand electricity sector overview
Introduction to Contact Energy
1
Contents
4 – 7
8 – 14
15 – 17
Capital structure, funding and sustainable finance
3
18 – 24
Key terms and dates
4
2
3
4
1. New Zealand electricity sector overview
4
5
New Zealand enjoys a reliable, affordable and environmentally
sustainable electricity system
Spot
electricity
pool
Million consumers
2.4
4
Major generators
1
Competitive
29
Distribution
businesses
National
transmission
grid operator
1
Regulated monopolies
8
Retailers over
50k connections
Competitive
23%
11%
33%
21%
12%
Other
12%
52%
36%
Channel
by volume
Sources: Major generators’ FY26 Annual and Operating Reports, Electricity Authority and EMI.
1. Excludes PPA purchases and market acquired generation | 2. New Zealand’s Aluminium Smelter
C&I
Retail
NZAS
2
38.5%
8.0%
24.5%
11.0%
13.0%
4.5%
0.5%
Average
residential
electricity
bill
20%
22%
25%
19%
13%
Market share
by total ICPs
Other
Generation
Transmission
Distribution
Retail
GST
Metering
Levies
6
New Zealand’s electricity supply is highly renewable
Emissions for electricity generation, million tonnes of CO
2
e
10
2
Sources: EMI demand data, EMI Generation output by plant, MBIE quarterly energy sector greenhouse gas emissions, NZX Hydro (post-market formation) 1997 – 2025.
41.2TWh
1,900
2,000
2,100
2,200
2,300
2,400
2,500
2,600
2,700
2,800
2,900
3,000
3,100
3,200
3,300
3,400
3,500
3,600
3,700
200020052010201520202025
Calendar year
Max
Min
Avg: 2,809
Average controlled hydro lake storage volumes, GWh
Market emissions have fallen
6%
60%
23%
9%
Gas
1%
Coal
Hydro
Geothermal
Wind
1%
Solar
Total
national
electricity
generation
FY26
1
Generation share by technology
1
, %
2.7
0.2
2017
3.0
0.7
2018
2.5
1.4
2019
2.7
1.4
2020
2.6
2.9
2021
2.4
1.0
2022
1.8
0.1
2023
2.3
1.4
2024
2.0
1.6
2025
1.2
0.3
2026
Natural gasCoal
5 year average
2022 – 2026
=2.9
5 year average
2017 – 2021
=4.0
Stored energy reserves, including gas and coal, remain important sources of system resilience in dry periods
1. FY26 total electricity generation is based on EMI generation output by plant, excluding non-identified generation of 2.9TWh (non-grid generation and losses).
7
NZ market context: Impacts of energy transition apparent
Sources: EMI wholesale price data (OTA node), EMI demand data, EMI Generation output by plant, MBIE electricity & gas statistics.
Annual gas production, PJ
Gas supply is declining
rapidly
The electricity market is
increasingly renewable
135
108
93
FY24FY25FY26
-17%
CAGR
Thermal share of generation ~ 7%
1
in FY26,
the lowest since the market was introduced.
This reflected high hydro inflows and wind
conditions during the period and renewable
investment in recent years.
Pricing volatility and seasonal
spread have increased
Higher renewable generation is leading
to wider seasonal pricing spreads as
thermal (often the marginal price setter
when operational) shifts to
operating in winter.
Domestic gas production has
fallen 31% since 2024 (17%
CAGR reduction). Recent
drilling campaigns have been
unable to arrest this trend.
Reliable, plentiful natural gas
Gas outages & availability decline
Wholesale and futures electricity pricing
2
, $/MWh
New demand is
emerging
Since 2021 (last 5 years) demand
growth has averaged 0.3% p.a.
Large-scale committed and
prospective new industrial demand
is largely yet to come online.
~$80/MWh
average long dated futures
price
Long-dated futures recently settling
at ~$130/MWh, close to Contact’s
long-run expectation of
$120 – 130/MWh (2026 real)
1
1
1. Thermal share of generation is calculated using EMI generation output by plant, excluding non-identified generation of 2.9TWh (non-grid generation and losses). For FY26, the calculation is based on 2.8 TWh of thermal
generation (including gas and coal) and total grid-connected generation of 41.2 TWh. | 2. October 2026 represents month to date pricing up to 16 October 2026.
0
50
100
150
200
250
300
350
400
450
Oct-
16
Oct-
17
Oct-
18
Oct-
19
Oct-
20
Oct-
21
Oct-
22
Oct-
23
Oct-
24
Oct-
25
Oct-
26
Long-dated futures (>12 months)
Short-dated futures (<12 months)
Monthly average spot price
~$170/MWh
average long dated futures price
8
2. Introduction to Contact Energy
8
9
Contact is one of New Zealand’s
most significant companies
We own, operate and develop low-cost, long-life renewable generation
and storage assets, meeting the evolving needs of our customers
7
geothermal
stations
+ 1 under
construction
26
hydro
schemes
4
controlled
storage
lakes
3
thermal
peaking
stations
12TWh
mean
generation
1
1
solar farm
+1 under construction
3
debt capital
market
jurisdictions
59k
shareholders
700k
total customer
connections
2
1,421
employees
3
167
community organisations
supported in FY26
1
battery
+ 1 under
construction
~98% renewable
4
product verticals with
electricity, gas,
broadband and mobile
Note: All figures, unless specified, as at 30 June 2026.
1. Mean generation volume from Contact’s operational plant as well as wind and geothermal PPAs as at the date of this presentation i.e. excludes plant under construction. Volume is based on normal hydro and wind
conditions and excludes any assumptions for planned maintenance outages or generation that may be acquired on-market. | 2. Customer connections include Simply Energy connections as at 30 June 2026. |
3. Includes Western Energy employees.
10
Empowered
people and leaders
Unite our people behind
Contact31+ and develop NZ’s
best energy leaders
Relationships with
our stakeholders
Maintain enduring trust with
stakeholders, investing for secure, affordable
renewable energy while upholding our
environmental commitment
Productivity
Drive disciplined growth by
simplifying processes and
deploying automation
Tech advantage
Establish a distinctive edge in
data and AI on a simplified and
secure technology platform
Extend our advantage as
NZ’s geothermal leader
Scale on high-quality existing fields,
explore new options, and continue to
improve our cost-leadership position
Build into new demand
with wind and solar
Deliver lowest-cost diversified wind
and rapidly deploy solar, anchored on
long-term industrial partnerships
Lead the energy
transition at home
Empower our customers to shift
energy use, while making every
interaction easy and personal
Lead on new flexibility in NZ
Accelerate batteries, build advantage in
hydro flex and maintain gas flex,
optimising our portfolio in real time
Strategic pillars
Leading New Zealand’s renewable energy future
Values
Performance edgeOwn the futureBrave humility
Underpinned by continued operational excellence across our diverse and resilient portfolio
Enablers
11
New Zealand electricity market was 93% renewable in FY26
1. Source: NZX Hydro. | 2. Source: EMI. | 3. Ahuroa Gas Storage Facility (AGS). | 4. Source: ASX. Change in ASX Settlement prices at Otahuhu for Q3 2026 from 31 Dec 2025 to 30 June 2026. | 5. New Zealand Aluminium
Smelters Ltd. On 1 July 2024, responding to dry market conditions Meridian called on its demand response contract with NZAS resulting in operations being turned down and demand for electricity being reduced
temporarily in 1H25. | 6. Source: EMI and Contact. | 7. Source: Commerce Commission. From 1 April 2025, Commerce Commission-approved changes to network charges began to take effect, increasing household bills
by $10-$25 per month on average (depending on region and usage profile). | 8. Source: MBIE electricity and gas data.
Inflows and hydro:
Hydro inflows 118% of post market mean.
1
The proportion of renewable energy across
the market was 93%
2
, the highest rate
achieved since the market was introduced.
Cost and pricing pressures
continue:
Lines cost increases
from 1 April 2025.
7
Demand returns:
Demand was robust, up ~3% on FY25,
1% normalised for NZAS
5
demand
response.
6
Gas scarcity remains:
2P gas production forecast for 2027
is down 24% compared to the
same forecast last year.
8
High inflows, energy storage and record renewable generation have led to subdued pricing
ASX futures soften:
Winter 2026 pricing fell by more than
60% over 2H FY26, reflecting high energy
storage.
4
Longer-term futures pricing fell 27% over
2H FY26,
2
with the market moving into
supply / demand balance on the back of
renewable generation investment.
Energy storage:
FY26 ended with hydro lakes at 135% of
mean
1
, gas storage (AGS
3
) close to full, and
the Genesis coal stockpile at 1,189kt (up
70% on prior year), all contributing to low
fuelling risk for winter 2026.
12
Renewable investment programme continues
Glenbrook-Ohurua
Battery 2
200MW / 400MWh
Target online Q1 CY28
Target IRR >10% at FID
3
Te Mihi Stage 2
Geothermal
101MW / ~840GWh p.a.
(~200GWh net uplift)
4
Target online Q3 CY27
Target IRR ~10% at FID
3
Glorit
Solar
150MWac / 287GWh p.a.
Target online Q4 CY28
Target IRR >12% at FID
2
Te Mihi Stage 2
•Construction underway.
Earthworks began March 2026.
•Battery packs under
construction with lithium price
locked in second half 2025.
•Steamfield separator, heat
exchangers and turbines for the
first unit installed. Cooling
tower near complete.
•Delays being incurred in
equipment delivery, in part due
to global shipping constraints.
•Target online remains Q3 CY27.
•Financial close reached in
June 2026.
•Early works underway.
•Notice to proceed issued to
EPC contractor.
1. Total construction cost over the life of the projects including joint venture and project financing (solar). | 2. Target Contact IRR includes joint venture returns and margin on acquired generation. Return on
acquired generation will ultimately depend on sales channel and market conditions. | 3. Representing target ungeared project IRRs. | 4. Indicative average uplift from new generation accounting for the planned
partial closure of Wairakei geothermal station.
Glenbrook-Ohurua
Battery 2
Glorit
Auckland
Wellington
Current projects under construction represent ~$1.3b of investment
1
, ~0.5TWh of net new generation
Under construction:
Kōwhai Park
Online Sep 2026
Glenbrook-Ohurua Battery 1
Online Mar 2026
Te Huka 3
Online Dec 2024
Tauhara
Online May 2024
Recent projects – Continuous build programme since 2021:
+275GWh p.a.
+100MW / 200MWh+430GWh p.a.+1,450GWh p.a.
13
Total uncommitted generation pipeline of 11TWh+
provides optionality to accelerate with demand
We are advancing 4TWh+ of priority development options
to meet new demand opportunities
Huriwaka
250MW | 890GWh
Southland wind
>325MW | 1,210GWh
Te Mihi Stage 3
Up to 100MW | 830 GWh
1
(Up to ~300GWh net uplift)
2
Tauhara 2
50 – 70MW | 415 – 580GWh
Stratford BESS
200MW | 400MWh
Argyle
80MWac | 180GWh
Stratford Solar (hybrid)
150MWac | 312GWh
1. Ultimate size is subject to additional consented mass-take. | 2. Represents potential net uplift in output after accounting for the planned partial closure of the Wairakei geothermal station. | 3. Fluid take is
partially consented. Ultimate size is dependent on additional land access and consented mass-take. | 4. Te Mihi Stage 3 is included on a net uplift basis.
Consent granted
In Fast-Track
Contact31+ priority
development options,
representing ~4TWh of
net new renewable output
And can draw additional projects from our 11TWh+ total pipeline to meet acceleration in customer needs
Tauhara 3
Up to 100MW | 830 GWh
3
High priority proposed
Contact31+ growth
projects subject to FID
Future development
pipeline options
under assessment
~11
Solar
Geothermal
4
Wind
0.5
0.7
Renewable generation development pipeline options, TWh
~4
~7
14
Twelve months ended 30
June 2026 (FY26)
1
Twelve months ended
30 June 2025 (FY25)
1
ReportedAgainst underlying
2
Revenue$3,206M↓3% from $3,306M
EBITDAF
3
$1,011M↑31% from $774M
EBITDAF margin32%↑from 23%
Profit$423M↑62% from $261M
Profit per share41.5c↑27% from 32.7c
Operating free cash
flow
4
$648M ↑49% from $434M
Operating free cash
flow per share
4
64.0c↑18% from 54.4c
Average ROIC5.9%↑from 4.9%
Dividend declared $419M↑18% from $355M
Dividend declared per
share
40.0c↑3% from 39.0c
Stay-in-business (SIB)
capital expenditure
(cash)
$145M↑32% from $110M
Growth capital
expenditure (cash)
5
$375M↑3% from $363M
Summary of key financial performance measures
Key themes from the results
Delivering on the benefits
of the Manawa acquisition
with 100% of cost synergies
delivered: $22M in-year
($28M run-rate basis)
Manawa acquisition added
2.4TWh of additional volume
from hydro generation and
PPA contracts
TCC closure and reduction
in gas generation (down
79% on FY25)
Record performance
reflecting greater scale
from renewable
development and the
Manawa acquisition
Increasing sales to major users
in the long-term inflation-
protected, strategic fixed price
sales channel
Glenbrook-Ohurua Battery
1 online, shifting 11GWh of
volume in the first 3
months of operating
Strong result with $1,011M EBITDAF reflecting investments in
renewable generation
1. Includes Manawa from 11 July 2025. Prior period does not include Manawa. | 2. In FY25, the release of the AGS onerous contract provision increased reported EBITDAF by $98M and profit by $71M. These impacts have
been removed from underlying performance. All variances and commentary reflect year-on-year changes in underlying performance. | 3. FY26 EBITDAF was $1,037M excluding Manawa transaction and integration
costs of $26M. Refer to slide 46 of Contact’s 2026 full year results presentation for a definition and reconciliation of profit to EBITDAF. | 4. Refer to slide 19 of Contact’s 2026 full year results presentation for a
reconciliation of operating free cash flow. | 5. Includes capitalised interest.
15
3. Capital structure, funding and sustainable finance
15
16
Approach and FY26 highlights
•Contact’s capital management strategy is
anchored to maintaining an investment grade
credit rating, which is supported by a net debt to
EBITDAF sustainably below 3.0x. At FY26 year-end,
the point estimate of net debt to EBITDAF was 2.1x.
•During FY26, Contact issued an inaugural €500m
European Medium Term Note (EMTN). This debt
was certified against the Green Bond Principles
under Contact’s Sustainable Finance Framework
and supported the funding of the Manawa
acquisition.
•Contact repaid the $14M of remaining NEXI export
credit facility and $88M US Private Placement debt
(USPP) early in April and May 2026 respectively and
closed out the related cross currency swaps.
Looking ahead
•Due to expected increasing funding requirements
driven by execution of our Contact31+ strategy, we
are considering seeking a second public credit
rating from Moody’s. As a result (and having regard
to Moody’s hybrid criteria), the terms of the new
Capital Bonds are slightly different from the
existing securities (as summarised on slide 22).
•These Capital Bonds are rated by S&P as at the
date of this presentation.
Streamlined balance sheet
Closing net debt, $M
Face value of borrowings less cash
Interest rate, %
Weighted average gross interest
1
on average borrowings
Borrowing maturities, $M
Average tenor of 7.2 years as at 30 June 2026
250
350
434
435
1,011
225
250
150
350
FY27FY28
300
FY29FY30FY31FY32FY33FY52FY55
400
650
Undrawn bank facilities
Domestic bonds
Capital bonds
AMTN
EMTN
Net debt to EBITDAF, X
Includes S&P adjustments
2
Post the equity raise and debt consolidation, Contact is well positioned to accelerate investments aligned with Contact31+
1. Gross interest includes all interest on borrowings, bank commitment fees and deferred financing costs. Unwind of leases, provisions and capitalised interest not included. | 2. Illustrated here on a point basis based on
expected S&P adjustments.
1.4
1.8
2.6
2.7
2.3
2.1
FY21FY22FY23FY24FY25FY26
774
1,025
1,831
2,314
-514
-766
-150
FY21
25
-168
FY22
49
1,474
-140
FY23
47
-229
FY24
50
FY25
63
2,905
FY26
645
882
1,383
1,649
1,850
2,202
21
Lease obligationsBorrowingsCash on hand
974
892
1,310
1,727
1,973
5.2%
FY21
5.4%
FY22
5.8%
FY23
6.1%
FY24
5.8%
FY25
5.2%
3,057
FY26
Average gross interestAverage gross debt
17
Sustainable Finance Framework overview
Source: Contact Energy Sustainable Finance Framework (October 2025) disclosed on Contact’s website.
•Contact’s Sustainable Finance Framework dated October 2025 was established in alignment with the principles and recommendations set forth by the
International Capital Market Association (ICMA) Green Bond Principles, the Asia Pacific Loan Market Association (APLMA) Green Loan Principles and the Climate
Bonds Standard v4.3.
•Contact appointed DNV as an independent external reviewer to provide a Second Party Opinion on the Framework’s alignment with these market standards.
•In 2017, Contact established its Green Borrowing Programme – the first such Climate Bonds Initiative (CBI) certification completed by a New Zealand issuer and
the first green certification of an entire debt programme globally. Today, all of Contact’s debt is either Green labelled or Sustainability-Linked.
Use of Proceeds
•Net proceeds from the Green Debt
Instruments to finance or refinance
environmental assets and/ or activities
that are Green Assets (which include the
funding of capex, opex or other related
expenditure)
•Eligible Categories:
oRenewable Energy
oEnergy Efficiency
oClean Transportation
•Assets and capex shall qualify for
refinancing without a look-back period,
while opex and R&D will qualify with a
maximum three-year look-back period
•Full allocation of the net proceeds
expected within two years from issuance
Project Evaluation and
Selection Process
•Contact’s Sustainable Finance Committee
(SFC), made up of senior Treasury,
Financial Accounting and Sustainability
team members, will manage the Green
Asset selection
•The SFC will meet on an annual basis or as
required earlier to ensure continued
adherence of Eligible Assets against the
Eligibility Criteria
•Contact has put in place a strong
evaluation and selection process, that
leverages its existing sustainability
framework, to ensure the mitigation of
potential environmental and social risks
associated with the Eligible Green Assets
Management of
Proceeds
•To ensure appropriate earmarking for the
purpose of internal monitoring and
external reporting of proceeds, Contact
will establish a register that contains:
oAll Green Debt Instruments under
the Framework; and
oAll Green Assets and their book value
for existing assets and project cost
for assets not yet commissioned
•Treasury will include confirmation of
compliance of the Green Ratio (green
assets to green debt) being at least 1.0
times in its monthly reporting to the
Board
oThe Pool 1 (CBI-certified) Green Ratio
is 2.55 times as at 30 June 2026
•Any proceeds temporarily unallocated will
not finance any projects / assets listed in
the Excluded Categories in the
Framework
Reporting
•Contact intends to disclose Annual Update
Reports on an annual basis until full
allocation of the net proceeds of any
Green Debt Instruments, including:
oAllocation Reporting
oImpact Reporting
oEligibility Reporting (for CBI bonds)
External Review
•Pre-issuance: Second Party Opinion from
DNV confirming alignment with market
standards
•Post-issuance: external verification on
allocation report by independent third
party
•Programmatic CBI Certification with
assurance opinion from DNV
Net proceeds from the proposed green capital bond offering will be allocated against eligible green assets
18
4. Key terms and dates
18
19
Key terms of the Capital Bonds
1. At the time of this presentation, Contact only has a public rating from S&P. * Application has been made 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 date of distribution of the PDS have been duly complied with. However, NZX accepts no responsibility for any statement in this presentation. NZX is a
licensed market operator, and the NZX Debt Market is a licensed market under the FMCA.
IssuerContact Energy Limited (Contact)
InstrumentUnsecured, subordinated, redeemable, cumulative, interest-bearing, green capital bonds
Purpose
The proceeds from the issue of the Capital Bonds will be used by Contact for the financing and refinancing of renewable generation and other eligible
Green Assets in accordance with the terms of the Sustainable Finance Framework, including the repayment of existing debt (including the CEN060 Bonds)
GuarantorsNone
Ranking
The Capital Bonds will rank equally among themselves and will be subordinated to all other indebtedness of Contact, other than indebtedness expressed to
rank equally with, or subordinated to, the Capital Bonds
The Capital Bonds will rank equally with the CEN090 Bonds
Credit rating
1
Issue credit rating – BB+ by S&P
The issue credit rating of the Capital Bonds is two notches below Contact's issuer credit rating of BBB. One notch is deducted for the Capital Bonds being
subordinated and a second notch is deducted because of the potential for interest payments to be deferred
Issue amountUp to $225m (with the ability to accept oversubscriptions at Contact's discretion)
Term30.5 years (maturing 19 May 2057)
Reset Dates19 May 2032 and every five years thereafter
Optional early
Redemption by
Contact
Any date falling in the period three months prior to the First Reset Date, any Reset Date, Tax Event, Rating Agency Event, any Interest Payment Date after a
Reset Date, <100m on issue
Interest Rate
The Initial Margin and the initial Interest Rate for the first 5.5 year period will be set following a Bookbuild on 5 November 2026 as the 5.5 Year Benchmark
Rate plus the Initial Margin, subject to the Minimum Initial Interest Rate
If not Redeemed earlier, on each Reset Datethe Interest Rate will be reset to the 5 Year Benchmark Rate on the applicable Reset Date plus the Applicable
Margin
Deferral of interest
Payment of interest can be deferred at any time for up to five years at the sole discretion of Contact, 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 CEN100 on the NZX Debt Market
20
Interest payments
An interest payment may be deferred at Contact's sole discretion
for up to five years
If deferred, an interest payment amount will itself accrue interest
at the prevailing Interest Rate on the Capital Bonds (in aggregate,
the Unpaid Interest)
If there is any Unpaid Interest outstanding, Contact shall not:
•make any distributions on, or acquire, redeem or repay, any of
its shares or other securities ranking behind the Capital Bonds
•make any distributions on, or acquire, redeem or repay, any
securities ranking pari passu with the Capital Bonds (other than
on a pro rata basis)
Interest deferralInterest Rate
The Initial Margin and the initial Interest Rate for the period until
the First Reset Date (19 May 2032) will be determined following
the Bookbuild
If not Redeemed prior, the Interest Rate applying from each Reset
Date up to (but excluding) the next Reset Date will be the then 5
Year Benchmark Rate on that Reset Date plus the Applicable
Margin
The Applicable Margin means:
•from (and including) the First Reset Date to (but excluding) the
First Step-up Date (19 May 2037), the Initial Margin;
•from (and including) the First Step-up Date to (but excluding)
the Second Step-up Date (19 May 2052), the Initial Margin plus
0.25% per annum; and
•from (and including) the Second Step-up Date, the Initial
Margin plus 1.00% per annum
21
Issuer Redemption rights
The Redemption price will be:
If Redemption is on the Maturity Date, following an Event of Default, on a
Reset Date, on any date falling in the period of three months prior to the
First Reset Date, where there are less than 100m Capital Bonds on issue or
due to the occurrence of a Tax Event:
a)the Principal Amount plus Unpaid Interest plus accrued interest
If Redemption occurs on any Interest Payment Date after a Reset Date or
due to the occurrence of a Rating Agency Event, the higher of:
a)the Principal Amount plus Unpaid Interest plus accrued interest;
and
b)the market price, which will include accrued interest
A partial Redemption will bepermitted only to the extent there will be at
least 100m Capital Bonds outstanding after the partial Redemption
Contactmust Redeem the Capital Bonds on the
Maturity Date or if an Event of Default occurs
Contact also has a right to Redeem some or all of the Capital Bonds
on:
a)any date falling in the period of three months prior to the First
Reset Date;
b)any Reset Date; or
c)any Interest Payment Date after a Reset Date
Contact may Redeem all (but not some only) of the Capital Bonds if:
a)there are less than 100m Capital Bonds on issue;
b)a Tax Event
1
occurs; or
c)a Rating Agency Event
2
occurs
1. A Tax Event occurs where Contact receives an opinion from reputable legal counsel or a tax adviser that, as a result of a change, clarification, ruling or other action affecting the taxation of New Zealand, interest
payable on the Capital Bonds is not, or will not be, fully deductible for New Zealand income tax purposes.| 2. A Rating Agency Event occurs where a Rating Agency changes its criteria and the Capital Bonds no longer
qualify for the same equity content classification from that Rating Agency as it had immediately prior to the change in criteria, or if Contact ceases to have a credit rating.
22
CEN100 vsCEN090summary
Note: This is a high-level simplified summary of the two capital bonds only, and does not purport or set out to compare all key terms of these issuances. Investors should refer to the transaction documentation for
each issuance for full terms and conditions.
New CEN100 IssuanceExisting CEN090 Issuance
Ranking
Unsecured and subordinatedUnsecured and subordinated
Interest payments
QuarterlyQuarterly
Interest deferral
YesYes
Distribution StopperYes
Yes
CumulativeYes
Yes
Term30.5 years
30 years
First Reset Date5.5 years
5 years
Equity contentIntermediate (S&P) - 50%
Intermediate (S&P) - 50%
Step-ups
Two step-ups:
•
0.25% at year 10.5; plus
•
0.75% at year 25.5 (cumulative 1.00% above Initial Margin)
Single step-up:
•
0.25% at year 5
Expected equity
content cliff
S&P - year 5.5
S&P - year 10
Issue credit ratingS&P - BB+
S&P - BB+
Issuer early
redemption rights
after a Reset Date
Any date falling in the period three months prior to the First Reset
Date, any Reset Date, Tax Event, Rating Agency Event, any Interest
Payment Date after a Reset Date, <100m on issue
Reset Date, Tax Event, Rating Agency Event, any Interest Payment Date after Reset
Date, <100m on issue
Election processNo
Yes
23
Key early redemption drivers
Contact can Redeem the Capital Bonds on 19 May
2032
•Capital Bonds are redeemableat par whereas any
subsequent issuer call betweenReset Dates will be
at the higher of par and market value(unless there
are less than 100m Capital Bonds on issue or due
tothe occurrence of aTax Event)
S&P Equity credit content expected to fall to minimal
(0%)
•If the Capital Bonds are not Redeemedat year 5.5
then there is a loss of S&P equity content
Year 25.5Year 5.5
•Notwithstanding these early redemption drivers, Contact considers that hybrid securities that are ascribed equity content, such as the
Capital Bonds, will be a key feature of its capital structure
•As such, if Contact chooses to Redeem the Capital Bonds early, current expectation is that equivalent replacement securities would be
issued to fund that redemption
2032
2037
First Step-up Date 19 May 2037
•The Applicable Margin will increase by 0.25%
per annum above the Initial Margin, from
(and including) the First Step-up Date to
(but excluding) the Second Step-up Date
Year 10.5
2052
Second Step-up Date 19 May 2052
•The Applicable Margin will increase by 0.75%
per annum, cumulative 1.00% above the Initial
Margin, from (and including) the Second Step-
up Date
24
2026
Thursday, 22 OctoberPDS lodged
Monday, 2 November
Opening Date
Indicative pricing released
Thursday, 5 November
Closing Date (11.00am)
Rate Set Date
Thursday, 19 NovemberIssue Date
Friday, 20 NovemberExpected Quotation Date
2027Friday, 19 FebruaryFirst Interest Payment Date
Key information and timeline
The Offer
Bookbuild process
Joint Lead Managers, institutional investors and other primary
market participants to be invited to participate in the Bookbuild
process
No public pool
Minimum applications
$5,000 and multiples of $1,000 thereafter
Fees
Firm fees of 0.50%
Brokerage fee of 0.50%
Set-off option
Custodial CEN060 bondholders who receive an allocation of
Capital Bonds may be able to use a set-off option for settlement,
and should contact their custodian for further details
Joint Lead Managers
Bank of New Zealand
Craigs Investment Partners
Forsyth Barr Capital Markets
Thank you
25
---
Indicative Terms Sheet
Green Capital Bonds
22 October 2026
Indicative Terms
Sheet
22 October 2026
This indicative terms sheet (Terms Sheet) sets out
the key terms of the offer (Offer) by Contact
Energy Limited (Contact) of up to NZ$225 million
(with the ability to accept oversubscriptions at
Contact's discretion) unsecured, subordinated,
redeemable, cumulative, interest-bearing, green
capital bonds maturing on 19 May 2057 (Capital
Bonds).
This Terms Sheet is a summary only. It should be
read together with the product disclosure
statement for the Capital Bonds (PDS) dated 22
October 2026. The PDS is available free of charge
on the online Disclose Register maintained by the
Companies Office at disclose-
register.companiesoffice.govt.nz/ (offer number
OFR15288) or can be obtained from the Joint Lead
Managers or your usual financial advice provider.
Investors must obtain, and should read and
carefully consider, a copy of the PDS before they
apply for Capital Bonds.
Capitalised terms used but not defined in this
Terms Sheet have the meanings given to them in
the PDS.
Redemption of the CEN060 Bonds
The first reset date for Contact’s NZ$225
million green capital bonds with an interest
rate of 4.33% per annum and a final maturity of
19 November 2051, which are currently quoted
on the NZX Debt Market under the ticker code
CEN060 (CEN060 Bonds), is 19 November
2026 and Contact has the right to redeem the
CEN060 Bonds on that date. Subject to the
Bookbuild process for the Offer being
successful, Contact intends to issue a
redemption notice to holders of CEN060 Bonds
(CEN060 Bondholders) on or about the Rate
Set Date (5 November 2026) in order to
redeem the CEN060 Bonds on 19 November
2026.
Investors should carefully consider the features of
the Capital Bonds which differ from the features of
a standard senior bond. Those features include
the ability of Contact to defer interest, optional
redemption rights for Contact, margin step-ups and
the subordinated nature of the Capital Bonds.
Investors should read the PDS carefully (including
the key risks discussed in section 6 of the PDS)
and seek financial advice before deciding to invest
in the Capital Bonds.
ADDRESS DETAILS:
Issuer:
Contact Energy
Limited
Arranger and
Joint Lead
Manager:
Forsyth Barr
Capital
Markets
Limited
Joint Lead
Manager and
Green
Programme
Co-ordinator:
Bank of New
Zealand
Joint Lead
Manager:
Craigs
Investment
Partners
Limited
Securities
Registrar:
MUFG Pension
& Market
Services (NZ)
Limited
Supervisor:
The New
Zealand
Guardian Trust
Company
Limited
Legal Adviser
to Issuer:
Buddle Findlay
Level 2, Harbour
City Tower, 29
Brandon Street
Wellington 6011
Level 22, NTT
Tower, 157
Lambton Quay
Wellington 6011
Level 6, Deloitte
Centre, 80
Queen Street
Auckland 1010
Level 32, Vero
Centre, 48
Shortland Street
Auckland 1010
Level 30, PwC
Tower, 15
Customs Street
West
Auckland 1010
Level 6, 191
Queen Street
Auckland 1140
Level 18, HSBC
Tower, 188
Quay Street,
Auckland 1010
2
Contact Energy Capital Bonds – Indicative Terms Sheet
Issuer Contact Energy Limited.
Description of Capital Bonds
The Capital Bonds are unsecured, subordinated, redeemable, cumulative,
interest-bearing, debt securities of Contact.
The Capital Bonds are Green Debt Instruments under Contact’s Sustainable
Finance Framework and are certified by the Climate Bonds Initiative (CBI)
based on the Climate Bonds Standard. A copy of the Sustainable Finance
Framework is available on Contact’s website:
www.contact.co.nz/investor-centre/reports-and-results/esg/sustainable-
finance
Term
30.5 years, maturing on the Maturity Date (19 May 2057) if not Redeemed
before that date.
Ranking
The Capital Bonds will be unsecured and will rank equally among themselves
and will be subordinated to all other indebtedness of Contact, other than
indebtedness expressed to rank equally with, or subordinate to, the Capital
Bonds. The Capital Bonds will rank equally with Contact’s NZ$250 million
green capital bonds with an interest rate of 5.67% per annum and a final
maturity of 3 October 2054, which are currently quoted on the NZX Debt
Market under the ticker code CEN090 (CEN090 Bonds).
Purpose
The proceeds from the issue of the Capital Bonds will be used by Contact for
the financing and refinancing of renewable generation and other eligible green
assets (Green Assets) in accordance with the terms of the Sustainable
Finance Framework. Consistent with this, Contact expects to apply the net
proceeds of the Offer to repay existing debt (including the CEN060 Bonds).
No guarantee
Contact is the issuer and the sole obligor in respect of the Capital Bonds. No
other person guarantees the Capital Bonds.
Further indebtedness
Contact may incur finance debt from time to time without the consent of
holders of Capital Bonds (Bondholders), including finance debt which ranks in
priority to the Capital Bonds.
S&P equity content
S&P Global Ratings has assigned an “intermediate” equity content to the
Capital Bonds. Where such equity credit content is assigned, S&P Global
Ratings will consider that the Capital Bonds comprise 50% equity when
calculating its financial ratios for Contact.
This equity content is expected to fall to minimal (0%) on 19 May 2032.
Capital structure
Contact believes that hybrid securities such as the Capital Bonds that are
ascribed equity content are an effective capital management tool and intends
to maintain such instruments as a key feature of its capital structure.
Credit ratings
S&P Global Ratings Issuer credit rating
BBB (stable outlook)
Issue credit rating
BB+
The issue credit rating of the Capital Bonds is two notches below Contact’s
issuer credit rating of BBB. One notch is deducted for the Capital Bonds being
subordinated and a second notch is deducted because of 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 any rating organisation to buy, sell
or hold Capital Bonds. The credit ratings provided above are current as at the
date of this Terms Sheet and any rating may be subject to suspension, revision
or withdrawal at any time by S&P Global Ratings.
3
Contact Energy Capital Bonds – Indicative Terms Sheet
Offer Up to NZ$225 million (with the ability to accept oversubscriptions at Contact’s
discretion).
The Offer is not underwritten.
The Offer will be conducted on a firm allocation basis as described in more
detail below under the heading “Who may apply under the Offer”.
Redemption of CEN060
Bonds if the Offer is
successful
Subject to the Bookbuild for the Offer being successful, Contact intends to
issue a redemption notice in respect of the CEN060 Bonds on or about 5
November 2026 in order to redeem the CEN060 Bonds on 19 November 2026.
Each CEN060 Bond will be redeemed at par ($1.00) plus any accrued but
unpaid interest. CEN060 Bondholders who wish to participate in the Offer and
invest in the new Capital Bonds should contact their usual financial adviser,
one of the Joint Lead Managers or another primary market participant.
Custodial CEN060 Bondholders who receive an allocation of new Capital Bonds
may be able to apply their CEN060 Bonds redemption proceeds towards
settlement of their subscription for the new Capital Bonds, and should contact
their custodian for further details.
Expected date of initial
quotation and trading on the
NZX Debt Market
Friday, 20 November 2026.
Issue price and Principal
Amount
NZ$1.00 per Capital Bond.
Interest Rate
The Interest Rate will be fixed for an initial period of 5.5 years, after which it
will be reset on each Reset Date (if the Capital Bonds are not Redeemed prior).
The initial Interest Rate from the Issue Date until the First Reset Date (19 May
2032) will be the greater of:
• the sum of the 5.5 Year Benchmark Rate on the Rate Set Date (5
November 2026) plus the Initial Margin; and
• the Minimum Initial Interest Rate.
The initial Interest Rate and the Initial Margin will be determined by Contact in
conjunction with the Joint Lead Managers following the Bookbuild and will be
announced by Contact via NZX on or about the Rate Set Date.
If not Redeemed prior, the Interest Rate applying from each Reset Date up to
but excluding the next Reset Date will be a fixed rate of interest expressed as a
percentage per annum equal to the then 5 Year Benchmark Rate on that Reset
Date plus the Applicable Margin (as defined below).
See section 2 (Key dates and Offer process) and section 3 (Terms of the Offer)
of the PDS for more information.
5.5 Year Benchmark Rate
The mid-market NZD Swap Rate for a term matching the period from the Issue
Date to the First Reset Date, determined according to market convention on
the Rate Set Date, with reference to Bloomberg page ‘ICNZ2’ (or any successor
page) and expressed as a percentage rate per annum on a quarterly basis
(rounded to two decimal places, if necessary, with 0.005 being rounded up).
5 Year Benchmark Rate
The mid-market NZD Swap Rate for a 5 year term commencing on the relevant
Reset Date, determined according to market convention at or around 11.00am
New Zealand time on the Reset Date, with reference to Bloomberg page
‘ICNZ2’ (or any successor page) and expressed as a percentage rate per
annum on a quarterly basis (rounded to two decimal places, if necessary, with
0.005 being rounded up).
Initial Margin
The Initial Margin for the Capital Bonds (which may be above or below the
indicative Initial Margin range) will be set by Contact (in consultation with the
Joint Lead Managers) on the Rate Set Date following the Bookbuild and will be
announced by Contact via NZX on or about the Rate Set Date.
Indicative Initial Margin range
and Minimum Initial Interest
Rate
The indicative Initial Margin range and Minimum Initial Interest Rate will be
announced by Contact via NZX on or about the Opening Date.
4
Contact Energy Capital Bonds – Indicative Terms Sheet
Payment of interest Interest will be payable on an Interest Payment Date and (if the date on which
Redemption is to occur is not an Interest Payment Date) the date in respect of
which any Capital Bonds are to be Redeemed, to the Bondholder as at 5.00pm
on the relevant Record Date.
Interest Payment Dates Interest shall be paid quarterly in arrear in equal payments on 19 February, 19
May, 19 August, and 19 November of each year (or if that day is not a Business
Day, the next Business Day). Interest accrues on the Capital Bonds until (but
excluding) the date on which they are Redeemed.
Any interest on Capital Bonds payable on a date which is not an Interest
Payment Date will be calculated on the basis of the number of days elapsed
and a 365-day year, and shall accrue in respect of the period from, and
including, the previous Interest Payment Date until, but excluding, the date for
payment of that interest.
The first Interest Payment Date is 19 February 2027.
Interest may be deferred at the discretion of Contact – see “Discretionary
deferral of interest” below.
Record Date In relation to any payments due on a Capital Bond, the date which is 10
calendar days before the due date for the payment.
Reset Dates The First Reset Date for the Capital Bonds is the date that is 5.5 years after the
Issue Date (19 May 2032). Thereafter, there is a further Reset Date every five
years.
First Step-up Date 19 May 2037 (10.5 years after the Issue Date) unless Redeemed earlier.
Second Step-up Date 19 May 2052 (25.5 years after the Issue Date) unless Redeemed earlier.
Applicable Margin The Applicable Margin means:
(i) from (and including) the First Reset Date to (but excluding) the First
Step-up Date, the Initial Margin;
(ii) from (and including) the First Step-up Date to (but excluding) the
Second Step-up Date, the Initial Margin plus 0.25% per annum; and
(iii) from (and including) the Second Step-up Date, the Initial Margin plus
1.00% per annum.
Discretionary deferral of
interest
Contact may defer payment of interest on the Capital Bonds at any time for up
to five years at its sole discretion by notifying Bondholders. Where an interest
payment has not been paid on its due date, notice of its deferral shall be
deemed to have been given.
If Contact defers the payment of interest, the interest payable will itself accrue
interest (compounding on each Interest Payment Date) at the prevailing
Interest Rate (in aggregate, the Unpaid Interest) until the Interest Payment
Date on which all Unpaid Interest is paid.
Unpaid Interest is cumulative.
See section 3 of the PDS (Terms of the Offer) for more information.
Distribution Stopper Whilst there is any Unpaid Interest outstanding Contact shall not:
• make any dividends, distributions or payments of interest on any
shares or securities ranking after the Capital Bonds; or
• acquire, Redeem or repay any share or other security ranking after the
Capital Bonds (or provide financial assistance for the acquisition of
such shares or securities),
in each case, without obtaining a Bondholder Special Resolution; or
• make any dividends, distributions or payments of interest on any other
securities ranking pari passu with the Capital Bonds; or
• acquire, Redeem or repay any other security ranking pari passu with
the Capital Bonds (or provide financial assistance for the acquisition of
such securities),
in each case, other than on a pro rata basis,
5
Contact Energy Capital Bonds – Indicative Terms Sheet
(together, the Distribution Stopper).
See section 3 of the PDS (Terms of the Offer) for more information.
Optional early Redemption by
Contact
Contact may, by giving Bondholders prior written notice, Redeem some or all of
the Capital Bonds on:
(i) any date falling in the period of three months prior to the First Reset
Date;
(ii) any Reset Date; or
(iii) any Interest Payment Date after a Reset Date,
provided that after any partial Redemption, there will still be at least
100,000,000 Capital Bonds outstanding. Any partial Redemption will be done
on a proportionate basis and may include adjustments to take account of the
effect on marketable parcels and other logistical considerations.
Contact may Redeem all (but not some only) of the Capital Bonds if:
(iv) there are less than 100,000,000 Capital Bonds on issue;
(v) a Tax Event (as defined below) occurs; or
(vi) a Rating Agency Event (as defined below) occurs.
If the Redemption occurs pursuant to paragraph (i), (ii), (iv) or (v), the amount
payable will be the aggregate of the Principal Amount of the Capital Bonds plus
any Unpaid Interest plus any interest scheduled to be paid on the date of
Redemption (Redemption Amount).
If the Redemption occurs pursuant to paragraph (iii) or (vi), the amount payable
will be the greater of:
(1) the Redemption Amount; and
(2) the market price of the Capital Bonds (determined in accordance with
the Trust Deed), which will include accrued interest at the relevant
time.
See section 3 of the PDS (Terms of the Offer) for more information.
Mandatory redemption Contact must Redeem all the Capital Bonds on the Maturity Date.
If an Event of Default occurs and is continuing, the Supervisor may, in its
discretion, and must upon being directed to do so by a Bondholder Special
Resolution, declare the Capital Bonds to be immediately due and payable.
For each Capital Bond Redeemed, Contact must pay to the relevant Bondholder
an amount equal to the Principal Amount ($1.00) plus any accrued but unpaid
interest (including any Unpaid Interest).
Tax Event A Tax Event will occur if Contact receives an opinion from reputable legal
counsel or another reputable tax adviser that, as a result of any change
(including any announced prospective change), clarification, ruling or other
action of a legislative, judicial, governmental or regulatory nature affecting the
taxation of New Zealand (or any political subdivision or taxing authority of New
Zealand) occurring, becoming effective, or being announced, on or after the
Issue Date, any interest payable on the Capital Bonds, including any deferred
interest, is not, or will not be, fully deductible for New Zealand income tax
purposes.
Rating Agency Event A Rating Agency Event means:
(i) the receipt by Contact of notice from a Rating Agency that, as a result
of a change of criteria, the Capital Bonds will no longer have the same
equity content classification from that Rating Agency as it had
immediately prior to the change in criteria; or
(ii) Contact ceasing to hold a credit rating from at least one Rating Agency.
Rating Agency S&P Global Ratings or Moody’s Investors Service, Inc.
Events of Default The Events of Default are contained in the Supplemental Trust Deed. They
include:
(i) a failure by Contact to make a payment, including of principal or
interest (to the extent payment of interest has not been, or is not
6
Contact Energy Capital Bonds – Indicative Terms Sheet
capable of being deferred) due in respect of the Capital Bonds,
including on Redemption when due (subject to applicable grace
periods);
(ii) a failure by Contact to comply with the Distribution Stopper (when it is
applicable); or
(iii) an insolvency event of Contact occurs.
This summary does not cover all of the Events of Default. For full details of the
Events of Default see the corresponding definition in clause 1.2 of the
Supplemental Trust Deed.
No Event of Default Failure by Contact to:
(i) allocate an amount equal to the net proceeds of the Capital Bonds as
described in the PDS or the Sustainable Finance Framework;
(ii) meet the Climate Bonds Standard, Green Bond Principles or the
Sustainable Finance Framework in respect of the Capital Bonds;
(iii) maintain CBI certification of the Capital Bonds or other Green Debt
Instruments;
(iv) comply with any environmental laws and standards in respect of the
Green Assets or otherwise;
(v) obtain any required post-issuance certification or external review;
(vi) comply with the Sustainable Finance Framework or the applicable
Market Standards (including updating its website in respect of the
Capital Bonds);
(vii) notify Bondholders that the Capital Bonds cease to comply with the
Sustainable Finance Framework, the Green Bond Principles or Climate
Bonds Standard; or
(viii) in any other way ensure that the Capital Bonds retain their green
attributes,
is not an Event of Default or other breach in relation to the Capital Bonds and
does not give Bondholders or Contact any right to require the Capital Bonds to
be repaid early. Contact will disclose if the Capital Bonds cease to be labelled
as green, including through its Annual Update Report.
Ranking on liquidation On a liquidation of Contact, the Capital Bonds will rank:
(i) behind liabilities preferred by law, guaranteed liabilities, other
borrowings secured over assets of Contact and other unsubordinated
liabilities (including Contact’s bank debt, Euro Medium Term Notes,
Australian Medium Term Notes, NZX-quoted senior bonds, commercial
paper) and other liabilities that rank in priority to the Capital Bonds;
(ii) equally with other Bondholders and with other unsecured,
subordinated financial indebtedness of Contact that rank equally with
the Capital Bonds (including the CEN090 Bonds); and
(iii) in priority to holders of ordinary shares of Contact and holders of
securities and other financial products and financial indebtedness that
rank after the Capital Bonds.
Minimum application amount
and minimum holding
NZ$5,000 with multiples of NZ$1,000 thereafter.
Transfer restrictions As a Bondholder, you may only transfer Capital Bonds if the transfer is in
respect of Capital Bonds having an aggregate Principal Amount that is an
integral multiple of NZ$1,000. However, Contact will not register any transfer
of Capital Bonds if the transfer would result in the transferor or the transferee
holding or continuing to hold Capital Bonds with an aggregate Principal Amount
of less than NZ$5,000, unless the transferor would then hold no Capital Bonds.
NZX Debt Market quotation An application has been made to NZX for permission to quote the Capital
Bonds on the NZX Debt Market and all of the requirements of NZX relating
thereto that can be complied with on or before the distribution of this Terms
Sheet have been duly complied with. However, the Capital Bonds have not yet
been approved for trading and NZX accepts no responsibility for any statement
7
Contact Energy Capital Bonds – Indicative Terms Sheet
in this Terms Sheet or the PDS.
NZX is a licensed market operator, and the NZX Debt Market is a licensed
market under the FMCA.
NZX Debt Market ticker code CEN100.
ISIN NZCEND0100L3.
Business Day A day (other than a Saturday or Sunday) on which banks are generally open for
business in Auckland and Wellington.
If a payment date is not on a Business Day, Contact will make payment on the
next Business Day.
Governing law New Zealand.
Who may apply under the
Offer
All of the Capital Bonds including any oversubscriptions will be reserved for
clients of the Joint Lead Managers, institutional investors and other primary
market participants invited to participate in the Bookbuild.
There will be no public pool for the Capital Bonds.
Securities Registrar MUFG Pension & Market Services (NZ) Limited.
Supervisor The New Zealand Guardian Trust Company Limited.
Arranger Forsyth Barr Capital Markets Limited.
Joint Lead Managers Bank of New Zealand, Craigs Investment Partners Limited and Forsyth Barr
Capital Markets Limited.
Green Programme Co-
ordinator
Bank of New Zealand.
Fees
Taxes may be deducted from interest payments on the Capital Bonds.
You are not required to pay brokerage or any other fees or charges to Contact
to purchase the Capital Bonds. However, you may have to pay brokerage to the
firm from whom you receive an allocation of Capital Bonds or for the transfer of
Capital Bonds.
Brokerage
Contact will pay brokerage of 0.50% and firm fees of 0.50% (as applicable).
Selling restrictions
This Offer is only made in New Zealand.
You may only offer for sale or sell any Capital Bonds in conformity with all
applicable laws and regulations in any jurisdiction in which it is offered, sold or
delivered.
Contact has not taken and will not take any action which would permit a public
offering of Capital Bonds, or possession or distribution of any offering material
in respect of the Capital Bonds, in any country or jurisdiction where action for
that purpose is required (other than New Zealand).
Any information memorandum, disclosure statement, circular, advertisement or
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 or otherwise acquiring any Capital Bonds, you agree to
indemnify, among others, Contact, the Supervisor, the Arranger, the Joint Lead
Managers and the Green Programme Co-ordinator for any loss suffered as a
result of any breach by you of the selling restrictions referred to in this Terms
Sheet or the PDS.
Non-reliance
This Terms Sheet does not constitute a recommendation by the Arranger, the
Joint Lead Managers, the Green Programme Co-ordinator, the Supervisor or any
of their respective directors, officers, employees, agents or advisers to
subscribe for, or purchase, any of the Capital Bonds. None of these parties or
any of their respective directors, officers, employees, agents or advisers accept
any liability whatsoever for any loss arising from this Terms Sheet or its
contents or otherwise arising in connection with the Offer.
The Arranger, the Joint Lead Managers, the Green Programme Co-ordinator and
the Supervisor have not independently verified the information contained in this
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Contact Energy Capital Bonds – Indicative Terms Sheet
Terms Sheet. In accepting delivery of this Terms Sheet, you acknowledge that
none of the Arranger, the Joint Lead Managers, the Green Programme Co-
ordinator, the Supervisor nor their respective directors, officers, employees,
agents or advisers gives any warranty or representation of accuracy or reliability
and they take no responsibility for it. They have no liability for any errors or
omissions (including for negligence) in this Terms Sheet, and you waive all
claims in that regard.
Sustainable Finance
Framework Assurance
Contact has received a pre-issuance certification from CBI in respect of the
Capital Bonds.
Contact has received a Second Party Opinion on the Sustainable Finance
Framework from DNV Business Assurance Australia Pty Ltd in October 2025
confirming that the Sustainable Finance Framework aligns with the
requirements of the Climate Bonds Standard and the Green Bond Principles.
Contact will seek to obtain further assurance on compliance with the Climate
Bonds Standard and sector criteria at least annually.
Copies of the CBI certification and the latest independent limited assurance
report (which details the assurance procedures and standards followed) can be
found here: www.contact.co.nz/investor-centre/reports-and-
results/esg/sustainable-finance.
Documentation
The terms of the Offer are set out in the PDS.
Other terms of the Capital Bonds are set out in:
• the Master Trust Deed; and
• the Supplemental Trust Deed.
You should read each of these documents. Copies may be obtained from the
Offer Register at disclose-register.companiesoffice.govt.nz/, offer number
OFR15288. Copies are also available at www.contact.co.nz/capitalbondoffer.
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Contact Energy Capital Bonds – Indicative Terms Sheet
Key Dates
PDS lodged Thursday, 22 October 2026
Opening Date Monday, 2 November 2026
Closing Date 11.00am, Thursday, 5 November 2026
Rate Set Date Thursday, 5 November 2026
Issue Date Thursday, 19 November 2026
First Reset Date 19 May 2032
First Step-up Date 19 May 2037
Second Step-up Date 19 May 2052
Maturity Date 19 May 2057
The dates set out in this Terms Sheet are indicative only and Contact, in conjunction with the Joint Lead
Managers, may change the dates set out in this Terms Sheet. Contact 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. If
the Closing Date is changed, subsequent dates may be changed accordingly.
Other Information
Any internet site addresses provided in this 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 Contact, visit www.nzx.com/companies/CEN.
CBI disclaimer
The information contained in this document does not constitute investment advice in any form or any invitation
or inducement to engage in investment activity and the Climate Bonds Initiative is not an investment adviser.
Any reference to a financial organisation or debt instrument or investment product is for information purposes
only. Links to external websites are for information purposes only. The Climate Bonds Initiative accepts no
responsibility for any content on any external website. Certification under the Climate Bonds Standard relates
exclusively to the conformity of one or more designated debt instruments, designated assets and/or designated
entities with the applicable Climate Bonds Standard at the time of certification. Certification under the Climate
Bonds Standard carries no implication (and should not be understood as carrying any implication) as to any
other aspect of any debt instrument or investment product or any collection of debt instruments or investment
products or any asset or entity or group of assets or entities or as to continuing conformity at any time after the
time of certification. Such certification carries no implication (and should not be understood as carrying any
implication) that any stated target has been or will at any time be met or that any particular legal or regulatory
requirement has been or will be satisfied. The Climate Bonds Initiative is not endorsing, recommending or
advising on the financial merits or (subject to the previous paragraph) any other aspect of any debt instrument
or investment product or any collection of debt instruments or investment products or any asset or entity or
group of assets or entities and no information within this document should be taken as such, nor should any
information in this document be relied upon in making any investment decision. The decision to invest in
anything is solely yours. The Climate Bonds Initiative accepts no liability of any kind, for any investment made by
an individual or organisation, nor for any investment made by third parties on behalf of an individual or
organisation, based in whole or in part on any information contained within this, or any other Climate Bonds
Initiative document.
Arranger and Joint Lead Manager important information
None of the Arranger, the Joint Lead Managers nor any of their respective directors, officers, employees and
agents: (a) to the extent permitted by law, accept any responsibility or liability whatsoever for this Terms Sheet
or any loss arising from this Terms Sheet or its contents or otherwise arising in connection with the Offer of
Capital Bonds; (b) authorised or caused the issue of, or made any statement in, any part of this Terms Sheet;
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Contact Energy Capital Bonds – Indicative Terms Sheet
and (c) 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. This Terms Sheet does not constitute financial advice or a
recommendation from the Arranger, any Joint Lead Manager or any of their respective directors, officers,
employees, agents or advisers to purchase, any Capital Bonds. Each investor must make its own independent
investigation and assessment of the financial condition and affairs of the issuer before deciding whether or not
to invest in the Capital Bonds.
Indemnity
By its subscription for the Capital Bonds, each Bondholder agrees to indemnify Contact, the Arranger, the Joint
Lead Managers, the Green Programme Co-ordinator and the Supervisor and each of their respective directors,
officers and employees for any loss, cost, liability or expense sustained or incurred by Contact, the Arranger, the
Joint Lead Managers, the Green Programme Co-ordinator or the Supervisor, as the case may be, as a result of
the breach by that Bondholder of the selling restrictions set out above or in the PDS.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.