FY2025 Annual Report

NAVIGATING BEYOND THE NOISE

1

Annual Report 2025

NAVIGATING BEYOND THE NOISE

INFRATIL TODAY

Digital 66%

The last year has tested investors' resolve.

Rising geopolitical tensions, surging tariffs, and a weakening global macroeconomic outlook have created a volatile investment environment.

49.8% Infratil 1

$7.2

99.9% Infratil

$3.7

54% Infratil

$702

20% Infratil

$186

$156

Sentiment has swung on everything from ESG and AI, to interest rates and infrastructure demand.

Renewables 21%

At Infratil, we've stayed focussed. We've always believed that the best strategy in uncertain times is to back quality - high-performing assets, strong management, and sectors underpinned by enduring demand. It's this conviction that continues to shape our portfolio and our results.

Our strategy isn't built for headlines. It's built for the long haul. We invest in businesses that matter more as the world changes - platforms like CDC

51% Infratil

$789

37% Infratil

$2.1

95% Infratil

$493

38% Infratil

$326

73% Infratil

$23

and Longroad Energy, which sit at the intersection of digital infrastructure, energy transition, and sustainability. These businesses are growing rapidly and executing with discipline, regardless of short-term market noise.

We've also sharpened our focus. As our portfolio has grown in scale and maturity, so too has the need for greater discipline in how we allocate capital. We are concentrating our efforts on the areas with the greatest

Healthcare 8%

potential to create long-term value - refining our portfolio, improving operating performance, and ensuring that every investment supports our strategic direction.

Navigating beyond the noise is not just about seeing past volatility. It's about having the confidence to act when others hesitate, the patience to wait when the timing isn't right, and the discipline to stay aligned with our long-term purpose: building world-class infrastructure platforms that

57% Infratil

$455

$404

50% Infratil

52% Infratil

$689

deliver for our shareholders, and for the future.

Airports 5%

66% Infratil

$934

1. Post acquisition of CSC stake after year end.

2. The basis for the valuation numbers is included on page 23 of this report.

OPERATING HIGHLIGHTS

Today, Infratil owns a diversified portfolio of 15 infrastructure investments spanning four

347 MW

FINANCIAL HIGHLIGHTS

$986.4 M

Proportionate Operational EBITDAF -which represents Infratil's share of

key sectors: Digital Infrastructure, Renewable Energy, Healthcare, and an Airport.

These sectors, which we refer to as "ideas that matter", are shaped by enduring social and economic trends, which continue to drive long-term demand for essential infrastructure.

Our portfolio reflects an increasingly global footprint, with operations in 18 countries across Australasia, North America, Asia, Europe, and the United Kingdom.

It is anchored by three core businesses - CDC, One NZ, and Longroad Energy - which collectively comprise approximately 70% of our portfolio value. These businesses are scaling rapidly to meet rising demand in their sectors, with CDC and Longroad undertaking major developments to capture the next wave of AI and clean energy growth.

One NZ, alongside Wellington Airport, continues to generate operating cash flows that support our capital base and reinvestment in new opportunities. The remainder of the portfolio comprises earlier-stage or more targeted investments, each selected for their potential to grow into core positions or generate attractive growth.

Beyond the headlines of tariff hikes, AI hype, economic slowdown and shifting political winds, our focus has remained on what matters most - backing businesses that deliver critical services to the communities they serve which should be best placed to continue to thrive long term.

In New Zealand, approximately four in every 10 people over the age of 10 are One NZ customers, and our radiology clinics supported the equivalent of one in every nine New Zealanders this year.

Wellington Airport welcomed 5.3 million passengers, while Longroad and Manawa Energy generated enough renewable electricity to power the equivalent of more than 900,000 New Zealand homes.

Whether supporting AI deployment, playing a critical role in building New Zealand's telecommunications backbone, helping to decarbonise global energy systems, or providing specialist healthcare services, our portfolio continues to

Data Centre capacity

3,785 MW

Installed renewable generation

5,527

Retirement village residents

6,460 GWh

Renewable energy generated

7,076

Group employees

1,931,000

Mobile connections

2,464,000

Medical scans

5,317,000

Airport passengers

Proportionate Operational EBITDAF 1

$286.3 M

Net parent loss

$939 M

Infratil investment

$2,188 M

Net debt

$10.38

Share price

$10.0 B

Market capitalisation

13.25 cps

Cash dividend declared

(2.6%)

12 month shareholder return 2

EBITDAF from its portfolio companies, net of corporate operating costs -increased by 8.6% from the prior year to $986 million.

This result reflects the full-year consolidation of One NZ, alongside strong earnings growth from CDC, Wellington Airport, and our healthcare businesses. These gains were partially offset by a weaker contribution from Manawa Energy, which was affected by extremely challenging market conditions. On a like-for-like basis, adjusting for the inclusion of One NZ's full-year results, Proportionate Operational EBITDAF rose by 2.5%.

Infratil reported a net parent loss of $286 million, compared with a surplus of $770 million in the prior year. This primarily reflects a reduction in revaluation uplifts compared to the prior year, when the acquisition of a controlling interest in One NZ resulted in a $1,075 million upward revaluation.

During the year, Infratil invested $939 million directly into its portfolio companies, including $494 million into CDC.

The balance was deployed across the portfolio to support growth in our digital and renewable development platforms.

Net debt, which reflects corporate-level borrowings, comprised $545 million of bank debt and $1,643 million of retail bonds as at year end. The year-on-year reduction in debt was driven by the successful completion of a

$1,275 million equity raise during the year, partially offset by continued capital deployment into our assets.

A final dividend of 13.25 cents per share has been declared, up 1.9% on the prior year's final dividend. Total dividends declared for FY2025 were 20.50 cents per share.

Infratil's share price closed the year at $10.38, down from

$10.89 at the same time last year. While this decline is disappointing, it serves as a reminder that our share price is not immune to broader market dynamics and short-term sentiment shifts.

deliver long-term value and essential services through all market conditions.

1. EBITDAF is an unaudited non-GAAP measure of net earnings before interest, tax, depreciation, amortisation, financial derivative movements, revaluations, and non-operating gains or losses on the sales of investments and assets. EBITDAF does not have a standardised meaning and should not be viewed in isolation, nor considered a substitute for measures reported in accordance with NZ IFRS, as it may not be comparable to similar financial information presented by other entities. Proportionate EBITDAF shows Infratil's operating costs and its share of the EBITDAF of the companies it has invested in. It excludes discontinued operations, acquisition or sale-related transaction costs and management incentive fees. A reconciliation of net profit after tax to Proportionate EBITDAF is provided in the 31 March 2025 annual results presentation.

2. Shareholder returns are 12-month returns assuming that dividends are reinvested on the date of payment.

From Left to right

EXPERIENCED LEADERSHIP DIRECTORS

Infratil's shareholders elect directors for three-year terms to look after their interests. Directors are expected to:

• Maintain a dialogue with shareholders, to understand concerns and priorities.

• Participate in the formation and evolution of the Company's strategy.

• Ensure effective articulation to external stakeholders of strategy, goals, risks and performance, including with regard to environmental, social and governance issues.

• Monitor strategy implementation, financial performance, risks and legal compliance.

• Maintain awareness of relevant societal and market developments and provide diversity of perspective and knowledge relevant to the Company.

• Monitor the performance of Infratil's manager, Morrison. Morrison is a specialist manager of infrastructure investments and performs this role for Infratil under an investment management agreement which is available on Infratil's website. Through the management agreement, Infratil benefits from having a management team with great breadth and depth of skills, however, the Board must be vigilant about potential conflicts of interest and satisfied management is delivering value, aligned with shareholders, and the cost is reasonable reflecting the experience, capability and performance of the management team.

Further commentary on the Board is set out on pages 126 - 140 of this report.

Alison has been Chair since 2022, an independent director since 2014 and was last re-elected in 2022. She is a director of Air New Zealand, ANZ Group Holdings, Australia and New Zealand Banking Group Limited, and Chair of Sharesies. She has been a professional director since 2007. Previously, Alison worked for both corporates and for financial institutions in Australia, Asia and London in trading, finance and risk roles.

Jason is Chief Executive of Infratil and joined the Board in 2021. Jason is a director of Longroad Energy and CDC Data Centres. He joined Morrison in 2011 after a 15-year legal career in corporate finance and M&A in New Zealand and London. Jason has an interest in, and is a

partner at, Morrison which has the Management Agreement with Infratil.

Andrew joined the Board as an independent director in 2022. He is an experienced strategist and transformation executive with over 30 years of diverse management consulting experience. During this time, he held a number of senior roles within the Boston Consulting Group (BCG).

Paul joined the Board as an independent director in 2012 and was last re-elected in 2024. He is a managing partner of the UK private equity fund STAR Capital. He is a director of several international companies in the transport, logistics, healthcare, infrastructure and financial services sectors. Paul previously worked for Credit Suisse First Boston in New Zealand and London.

Kirsty joined the Board in 2019 and was last re-elected in 2022. She is a senior advisor at Montarne, a specialist advisory firm focussed on capital markets and corporate governance. Prior to her director and advisory career, she was Head of Equity Capital Markets and Corporate Governance for Fidelity International in Asia, and was also a managing director at Citigroup based in Hong Kong and London. She has over

25 years of global equity market experience with a unique investor perspective and a focus on governance.

Peter joined the Board as an independent director in 2016 and was last re-elected in 2023. He has extensive experience in managing companies in Australia, New Zealand and Asia, including five years based in Hong Kong as President of International Paper (Asia) Limited and four years as Chief Executive Officer and Managing Director of Carter Holt Harvey Limited.

Anne joined the Board as an independent director in 2023. She is a chartered accountant and an experienced finance and governance professional. Her current governance roles include Chair of Precinct Properties and a director of Vector and Ventia. She has previously been a director of Summerset Holdings, Tilt Renewables, Chorus and Meridian Energy. Anne is Chair of the Audit and Risk Committee and has a significant accounting, financial, risk and sustainability background.

REPORT OF THE BOARD CHAIR

Kia ora koutou,

This year marks another chapter in Infratil's journey of disciplined growth and long-term value creation.

In an environment marked by heightened uncertainty and macroeconomic volatility, we remain firm in our belief that enduring value is best created through strategic focus,

high-quality assets, and a long-term horizon. Our investment philosophy is grounded in resilience: resilience of assets, of management teams, of business models, and of relationships. Amid the noise of short-term market movements, shifting policy landscapes, and evolving investor sentiment, Infratil continues to chart a course guided by conviction and consistency.

STRATEGIC POSITIONING AND PORTFOLIO MANAGEMENT

Our strategy is simple, but not easy. We seek to deliver long-term returns of 11-15% per annum after fees and tax,

measured over a ten-year period. This horizon acknowledges the reality of market cycles and macroeconomic swings, and it reflects our deliberate focus on structural thematics that

transcend short-term noise. In the ten years to 31 March 2025, we have delivered shareholder returns of 17.0% per annum, after fees and tax, comfortably exceeding our target.

This outcome has been delivered through strong operating performance, selective reinvestment, and continued refinement of our portfolio. We know that share price performance will vary year to year. Over the past 12 months, shareholder returns were -2.6%, a sobering result after delivering 18.2% in the first nine months of the year. This swing is a stark reminder of how market volatility can overshadow fundamental progress. It also highlights the importance of maintaining our discipline.

In the past year, the portfolio has remained focussed around our three most material investments: CDC, Longroad, and One NZ. These three assets represent over two-thirds of our portfolio value and are all exposed to long-term structural tailwinds in digitisation and decarbonisation. Our role as a Board is to ensure these businesses have the strategic support, capital backing, and governance to succeed.

We also acknowledge that these assets are where many investors have expressed concern in recent months. These include sector-specific uncertainty - ranging from the

New Zealand economic outlook (One NZ) to hyperscale AI demand (CDC) and shifting policy dynamics in the U.S. renewables market (Longroad).

These headwinds contributed to a growing discount between our share price and the longer-term view of the value of our assets. Both the Board and Morrison remain focussed on narrowing this gap through continued performance, active communication, and clear articulation of our strategy. Share purchases by directors and senior Morrison executives, including the Infratil CEO and CFO, and Morrison's CEO, underscore our collective confidence in Infratil's long-term outlook.

We also continue to invest time and energy into monitoring portfolio composition, concentration, and diversification.

We recognise the level of exposure to CDC is now elevated as it continues to grow strongly, within our target return range for growth assets, and an attractive risk profile given its contracted growth and market position. However, concentration of this nature is not new for Infratil. Over the past 30 years, we have repeatedly built significant positions in ideas that matter. Our focus remains on ensuring we allocate capital wisely within the portfolio and to new more attractive ideas, balancing risk with opportunity and prioritising those initiatives that will move the dial.

PLANNING FOR SCALE, THE INFRATIL WAY

This year, the Board has also worked with Morrison on how we manage our now significant scale and complexity, and planning for our future growth. In part, this has involved distilling what has made us so successful over our first 30 years, and identifying what we might change or add to continue that success into the future given our scale today.

You can see from my letter that we believe our investment strategy and long-term approach is as relevant today as ever. Our CEO, Jason Boyes, outlines some of the implications we see from this in his letter.

At a practical level, the Board and Morrison are working on more formally codifying our approach to key elements of

our investment approach that we believe are critical to future performance. Codifying our approach helps newer businesses learn faster from more mature ones, so important as we scale. We call these the "Infratil Way" and include our approach to portfolio company remuneration, reviewing and enhancing portfolio company board performance and sustainability. More work in this space will continue this year, including to facilitate synergies from greater collaboration between portfolio companies where sensible.

We have also agreed a set of strategic KPIs with Morrison for the coming two to three years which are outlined in Jason's letter. We believe that this clarity helps cut through the complexity of the portfolio, and assists Morrison and investors focus on what we believe is important near term, and assists us to measure Morrison's short-term performance across a broad set of metrics in addition to the long-term return target in place now for some years.

RELATIONSHIP WITH MORRISON

Infratil's management model has been in place for over

30 years, and our long-standing relationship with Morrison continues to evolve and deepen. As we scale, the need for a high-performing, highly-aligned manager is more important than ever.

Over the past year, the Morrison team has continued to invest in its global capability, with alignment to Infratil shareholders enhanced through the payment of incentive fees in Infratil shares.

Our relationship is built on mutual respect, transparency, and healthy tension. We benefit not only from Morrison's execution and origination capability, but also from the intellectual property built up over 30 years of experience in infrastructure investment. This year, that experience was on display across the portfolio, including collaborative initiatives between our renewable and digital infrastructure platforms and continued leadership in sustainability and capital raising.

We note that the current year includes a large incentive fee that will be payable to Morrison over three years. This primarily relates to the outperformance of our investment in CDC. We take confidence from the fact that the current independent valuation of CDC is in line with a transaction price set in an auction process involving only external bidders - which reinforces the strong private market demand for this sector and for CDC.

Importantly, the positive changes to the Management Agreement agreed in 2023 have helped simplify and modernise the relationship, while preserving its essence. A key enhancement was the introduction of a modified high-water mark, which ensures that in most instances incentive fees are not paid on one category without the recovery of any underperformance of other fee categories. This structure reinforces alignment and protects shareholder interests.

During the year, the Board also reviewed corporate and related party costs. As a result, more than $4 million of operational costs will be removed from fees paid to Morrison from FY2026. We remain confident that our management model continues to serve shareholders well and positions Infratil for continued success.

SHAREHOLDERS AND INVESTOR RELATIONS

We are long-term investors, and we are privileged to have a shareholder base that shares this horizon. Our equity raise last year, one of the largest in New Zealand corporate history, was met with strong support. The placement was oversubscribed several times over, and retail participation was strong. It was pleasing to see many shareholders who participated in the placement continue to buy on-market in the months following.

The catalyst for that raise was development to meet increasing customer demand at CDC, but the support we received reflects broader confidence in our strategy and portfolio. We do not take this for granted.