Capital Change Notice - Management Share Rights

Capital Change Notice

Updated as at February 2025

Please do not amend or delete individual rows. As this template relates to prescribed content, changes to content
should only be made where it is clearly indicated that this is permitted, otherwise, if an Issuer considers a particular
element does not apply, mark the row as N/A. Any other changes to this prescribed form must first be approved by
NZX as required under NZX Listing Rule 3.26.1.

Section 1: Issuer information
Name of issuer Channel Infrastructure NZ Limited
NZX ticker code CHI
Class of financial product Unquoted share rights (Share Rights)
ISIN (If unknown, check on NZX
website)
N/A
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 319,102
Nominal value (if any) N/A
Issue/acquisition/redemption price per
security
Share Rights are issued for nil cash consideration.
Nature of the payment (for example,
cash or other consideration)
N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial
Products issued/acquired/redeemed/
(calculated on the number of Financial
Products of the Class, excluding any
Treasury Stock, in existence)
49.05%
For an issue of Convertible Financial
Products or Options, the principal terms
of Conversion (for example the
Conversion price and Conversion date
and the ranking of the Financial Product
in relation to other Classes of Financial
Product) or the Option (for example, the
exercise price and exercise date)
Each Share Right converts on a 1:1 basis for nil cash
consideration into fully paid ordinary shares. This is
subject to a workplace safety condition being
satisfied, and, in respect of 50% of the Eligible
Employee’s award, the performance of CHI’s Total
Shareholder Return (TSR) relative to the NZX50 on a
progressive vesting scale, and, in respect of the
remaining 50% of the award, CHI’s TSR exceeding
its cost of equity plus 0.5% compounding annually
from 1 March 2025 to the vesting date. Vesting is
also subject to the Eligible Employee remaining
employed, except in certain “good leaver” cessation
of employment scenarios at the discretion of the
Board.
Shares will be issued (or transferred in accordance
with terms of the Channel Infrastructure Share Rights
Plan) in respect of vested Share Rights as soon as
reasonably practicable after vesting, being the date
that is 21 trading days after the release of the
financial results for CHI’s 2027 financial year.

Share Rights rank behind Channel Infrastructure’s
ordinary shares, are non-transferable, cannot be
encumbered, and have no voting or other share
rights. Share Rights are otherwise subject to the
terms of the individual offer letter and the rules of the
Channel Infrastructure Share Rights Plan, including
that the Eligible Employee’s Rights lapse
automatically in the event of fraud, dishonesty or
wilful default.
Reason for issue/acquisition/redemption
and specific authority for
issue/acquisition/redemption/ (the
reason for change must be identified
here)
Issue of Share Rights to Eligible Employees under
Channel Infrastructure’s Share Rights Plan.
Total number of Financial Products of
the Class after the
issue/acquisition/redemption/Conversion
(excluding Treasury Stock) and the total
number of Financial Products of the
Class held as Treasury Stock after the
issue/acquisition/redemption.
969,636
In the case of an acquisition of shares,
whether those shares are to be held as
treasury stock
N/A
Specific authority for the issue,
acquisition, or redemption, including a
reference to the rule pursuant to which
the issue, acquisition, or redemption is
made
Resolution of the Board and Listing Rules 4.6.1 and
4.9.1(b).
Terms or details of the issue,
acquisition, or redemption (for example:
restrictions, escrow arrangements)
No cash consideration is payable by the Eligible
Employees on the grant of the Share Rights or on the
issue or delivery of fully paid ordinary shares
following vesting of Share Rights. As noted above,
vesting of Shares Rights is subject to continued
employment (subject to early vesting for no fault
terminations), together with other conditions noted
above.
Date of issue/acquisition/redemption 11/04/2025
Section 3: Disclosure required for Placements made under Rule 4.5.1
[Issuers may opt to release Section 3 information (if not already done so) in a separate announcement within five Business Dats of
the issuance. Delete this Section 3 if capital change is not the result of a Placement under Rule 4.5.1]

Details of the approach in identifying
investors who were able to participate in
the offer and how their respective
allocations in the offer were determined.

The explanation must set out the key
objectives and criteria the Issuer
adopted in the allocation process,
whether one of those objectives was a
best effort to allocate on a pro rata basis
to existing holders of the Issuer’s Equity
Securities, and any significant
N/A

Capital Change Notice

Updated as at February 2025
exceptions or deviations from those
objectives and criteria.
Section 4: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Chris Bougen
Contact person for this announcement Chris Bougen
Contact phone number +64 9 432 5100
Contact email address Chris.Bougen@channelnz.com
Date of release through MAP

14/04/2025