CHORUS LIMITED — Capital/Financing Update 2025

May 25, 2025

==> picture [201 x 22] intentionally omitted <==

Chorus Limited Level 10, 1 Willis Street P O Box 632 Wellington New Zealand

Email: company.secretary@chorus.co.nz

STOCK EXCHANGE ANNOUNCEMENT

26 May 2025

Chorus launches Capital Notes offer

Further to the announcement on 23 May 2025 by Chorus Limited ( Chorus ) that it had lodged a replacement Product Disclosure Statement for the offer of up to $170 million of unsecured, subordinated, redeemable, cumulative, interest-bearing capital notes ( Capital Notes ) to investors in New Zealand ( Offer ), the Offer opens today, 26 May 2025, and is expected to close at 11.00am on 29 May 2025.

The Capital Notes will have a 31 year term, maturing on 6 June 2056, but may be redeemed early in certain circumstances from 6 March 2031, or earlier for tax or rating agency reasons.

The Interest Rate will be fixed for an initial period of 6 years, after which it will be reset on each Reset Date (6 years after the Issue Date and every 5 years after that), unless redeemed earlier by Chorus. Chorus may, in its absolute discretion, defer any payment of interest on the Capital Notes for up to 5 years.

The Interest Rate until the First Reset Date (6 June 2031) will be the greater of:

• the sum of the 6 Year Benchmark Rate on the Rate Set Date (29 May 2025) plus the Initial Margin; and

• the Minimum Initial Interest Rate.

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

The indicative Initial Margin range for the Capital Notes is 2.10% to 2.25% per annum. The actual Initial Margin (which may be above or below the indicative Initial Margin range) and the initial Interest Rate will be determined on the Rate Set Date following a bookbuild process and will be announced by Chorus via NZX on or about that date.

The Capital Notes have been assigned a credit rating of BB+ by S&P Global Ratings ( S&P ), which is two notches below S&P’s issuer credit rating for Chorus reflecting their subordination and the potential for interest payments to be deferred. The Capital Notes have been assigned a credit rating of Baa3 by Moody’s Investors Service, Inc ( Moody’s ). This is one notch below Moody’s issuer credit rating for Chorus.

The Capital Notes are expected to be issued on 6 June 2025 and quoted on the NZX Debt Market on 9 June 2025.

Details of the Offer and the Capital Notes are contained in the replacement PDS, which is available on the Disclose register at www.disclose-register.companiesoffice.govt.nz (offer number OFR13938). Updated copies of the indicative terms sheet and investor presentation have also been provided to NZX with this announcement.

Investors can register their interest by contacting any of the Joint Lead Managers (as detailed below) or their usual financial advice provider.

For further information please contact:

Arranger and Joint Lead Manager

Forsyth Barr Limited: 0800 367 227

Joint Lead Manager

Bank of New Zealand: 09 924 9602

Authorised by: Drew Davies Chief Operating Officer

ENDS

For further information:

Brett Jackson

Investor Relations Manager Phone: +64 4 896 4039 Mobile: +64 (27) 488 7808 Email: brett.jackson@chorus.co.nz

Nathan Beaumont

Head of Corporate Relations Phone: +64 (4) 896 4352 Email. Nathan.Beaumont@chorus.co.nz

Capital Notes Indicative terms sheet 26 May 2025

Capital Notes - Indicative Terms Sheet

2

==> picture [69 x 8] intentionally omitted <==

Indicative terms sheet

26 May 2025

This indicative terms sheet (Terms Sheet) sets out the key terms of an offer (Offer) by Chorus Limited (Chorus) of up to NZ$170 million of unsecured, subordinated, redeemable, cumulative, interest-bearing capital notes maturing on 6 June 2056 (Capital Notes).

This Terms Sheet is a summary only. It should be read together with the replacement product disclosure statement for the Capital Notes (PDS) dated 23 May 2025. The PDS is available free of charge on the online Disclose Register maintained by the Companies Office at www.disclose-register.companiesoffice.govt.nz/ (offer number OFR13938) or can be obtained from the Joint Lead Managers or your usual financial advice provider.

Investors should carefully consider the features of the Capital Notes which differ from the features of a standard senior bond. Those features include the ability of Chorus to defer interest, optional redemption rights for Chorus, margin step-ups and the subordinated nature of the Capital Notes.

Investors must obtain, and should read and carefully consider, a copy of the PDS (including the key risks discussed in section 6 of the PDS) before they apply for Capital Notes.

Unless the context otherwise requires, capitalised terms used in this Terms Sheet have the same meaning given to them in the PDS.

Capital Notes - Indicative Terms Sheet 3

==> picture [69 x 8] intentionally omitted <==

Key terms of the Offer

==> picture [522 x 636] intentionally omitted <==

----- Start of picture text -----

Issuer Chorus Limited (Chorus).
Description The Capital Notes are unsecured, subordinated, redeemable, cumulative, interest-bearing debt securities.
Ranking In a liquidation of Chorus, each Capital Note gives the Noteholder the right to payment of an amount equal to the
Principal Amount plus all accrued but unpaid interest. The right of Noteholders to payment of this amount will rank:
• behind the claims of all creditors of Chorus (including under Chorus’ bank debt, senior bonds, Euro Medium
Term Notes, Australian Medium Term Notes, the Senior Portion of the Crown Funding Debt Securities, and
any amounts owing to unsubordinated general and trade creditors, as well as indebtedness preferred by law
and secured indebtedness), except for the claims and rights described below;
• equally with the claims of other Noteholders and holders of any other unsecured and subordinated
indebtedness of Chorus that rank equally with the Capital Notes; and
• ahead of the rights of National Infrastructure Funding and Financing Limited in respect of its Subordinated
Portion of its Crown Funding Debt Securities and its Crown Funding Equity Securities, Chorus’ shareholders
and holders of any other securities or obligations of Chorus that rank behind the Capital Notes.
In a liquidation of Chorus, it is unlikely that there will be surplus assets available for the liquidator to pay all amounts
owing to Noteholders in respect of the Capital Notes.
Purpose Proceeds of the Offer will be used to fund the repayment and redemption of Crown Funding Securities due
30 June 2025.
No guarantee Chorus is the issuer and the sole obligor in respect of the Capital Notes. No other person guarantees the
Capital Notes.
Further indebtedness Chorus may incur further debt without the consent of Noteholders. This means Chorus may, at any time, incur
further debt that ranks equally with, or in priority to, the Capital Notes.
Equity content S&P Global Ratings has assigned “intermediate” equity content to the Capital Notes. Where such equity content is
assigned, S&P Global Ratings will consider that the Capital Notes comprise 50% equity when calculating its
financial ratios for Chorus.
The equity content is expected to fall to 0% from 6 June 2031.
Moody’s Investors Service, Inc has assigned Basket ‘M’ equity treatment. Where such equity treatment is assigned,
Moody’s Investors Service, Inc will consider that the Capital Notes comprise 50% equity when calculating its
financial ratios for Chorus.
The equity content is expected to fall to 0% from 6 June 2046.
Capital structure Chorus believes that hybrid securities such as the Capital Notes that are assigned an equity content are an effective
capital management tool. Chorus intends to maintain such instruments as a key feature of its capital structure
going forward.
Credit ratings Chorus issuer credit rating Capital Notes issue credit rating
S&P Global Ratings BBB (Stable) BB+
Moody’s Investors Service, Inc Baa2 (Stable) Baa3
S&P Global Ratings’ issue credit rating of the Capital Notes is two notches below S&P Global Ratings’ issuer
credit rating for Chorus. One notch is deducted due to the Capital Notes being subordinated and a second
notch due to the potential for interest payments to be deferred.
Moody’s Investors Service, Inc’s issue credit rating of the Capital Notes is Baa3. This is one notch below Moody’s
Investors Service, Inc’s issuer credit rating for Chorus.
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 Notes. The above
issuer credit ratings are current as at the date of this Terms Sheet and may be subject to suspension, revision or
withdrawal at any time by the assigning rating organisation.
----- End of picture text -----*

• S&P will treat any amount exceeding its 15% hybrid capitalisation threshold as 100% debt in its adjusted credit metrics.

Capital Notes - Indicative Terms Sheet

4

==> picture [69 x 8] intentionally omitted <==

==> picture [522 x 648] intentionally omitted <==

----- Start of picture text -----

Issue amount Up to NZ$170 million.
The Offer is not underwritten.
Term 31 years (maturing 6 June 2056 (Maturity Date)) unless redeemed earlier.
Reset Dates The First Reset Date for the Capital Notes is the date that is six years after the Issue Date (6 June 2031). There is
a further Reset Date every five years after that.
First Step-up Date 6 June 2036 (11 years after the Issue Date) unless redeemed earlier.
Second Step-up Date 6 June 2051 (26 years after the Issue Date) unless redeemed earlier.
Issue price and NZ$1.00 per Capital Note.
Principal Amount
Interest Rate The Interest Rate will be fixed for an initial period of six years, after which it will be reset on each Reset Date (if
not redeemed prior).
The Interest Rate from the Issue Date until the First Reset Date (6 June 2031) will be the greater of:
• the sum of the 6 Year Benchmark Rate on the Rate Set Date (29 May 2025) plus the Initial Margin; and
• the Minimum Initial Interest Rate.
The initial Interest Rate and the Initial Margin will be announced by Chorus via NZX on or about the Rate Set Date.
If not redeemed prior, the Interest Rate to apply from the First Reset Date, and each subsequent Reset Date up
to (but excluding) the next Reset Date will be the sum of the 5 Year Benchmark Rate on the relevant 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 (6 June 2036), the Initial
Margin;
• from (and including) the First Step-up Date to (but excluding) the Second Step-up Date (6 June 2051), 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.
If not redeemed prior, when the Interest Rate is reset on a Reset Date, the new Interest Rate will be announced
by Chorus via NZX on or about the relevant Reset Date.
Minimum Initial 5.50% per annum.
Interest Rate The Minimum Initial Interest Rate only applies to the determination of the initial Interest Rate. It does not apply
to the determination of the Interest Rate when it is reset on any Reset Date.
6 Year The mid-market NZD swap rate for a 6 year term commencing on the Issue Date, determined according to
Benchmark Rate market convention on the Rate Set Date, with reference to Bloomberg page ‘ICNZ4’ (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).
5 Year The mid-market NZD swap rate for a 5 year term commencing on the relevant Reset Date (or if that is not
Benchmark Rate a Business Day, on the immediately following Business Day (unless that falls in the next calendar month, in
which case it shall instead be on the immediately preceding Business Day)), determined according to market
convention at or around 11.00am New Zealand time on the Reset Date, with reference to Bloomberg page
‘ICNZ4’ (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).
Initial Margin The indicative Initial Margin range for the Capital Notes is 2.10-2.25% per annum.
The actual Initial Margin for the Capital Notes (which may be above or below the indicative Initial Margin range)
will be determined by Chorus (in consultation with the Joint Lead Managers) through the Bookbuild and will be
announced by Chorus via NZX on or about the Rate Set Date.
Payment of interest Interest will be payable in equal amounts on each scheduled Interest Payment Date.
If the Capital Notes are redeemed on a date that is not a scheduled Interest Payment Date, the interest payable
on the date of redemption will be calculated on the basis of the number of days from (and including) the
previous Interest Payment Date to (but excluding) the date of redemption.
Interest payments will be made to the Noteholder on the relevant Record Date.
----- End of picture text -----

Capital Notes - Indicative Terms Sheet

5

==> picture [69 x 8] intentionally omitted <==

==> picture [522 x 606] intentionally omitted <==

----- Start of picture text -----

Interest Payment Dates Interest is scheduled to be paid quarterly in arrear on 6 March, 6 June, 6 September and 6 December in each
year during the term of the Capital Notes and on the date on which the Capital Notes are repaid. Interest
accrues on the Capital Notes from (and including) the Issue Date until (but excluding) the date on which they
are redeemed.
The First Interest Payment Date is 6 September 2025.
Discretionary deferral Chorus may, in its absolute discretion, defer any payment of interest on the Capital Notes for up to five years.
of interest If any interest payment is deferred, the unpaid interest will remain owing and will itself bear interest.
Chorus’ right to defer interest does not apply to interest that is due to be paid on the Maturity Date or on any
other date on which Chorus has elected to redeem Capital Notes.
Deferral of interest is not an Event of Default.
See section 3 of the PDS (Terms of the Offer) for more information.
Distribution Stopper While any unpaid interest is outstanding, Chorus must not:
• pay any dividend on, or make any other distribution in respect of, any of their ordinary shares or any of their
other securities or obligations that rank, in liquidation, pari passu or after the Capital Notes; or
• acquire, redeem or repay any of their ordinary shares or any of their other securities that rank, in liquidation, pari
passu or after the Capital Notes (or provide financial assistance for the acquisition of such shares or securities).
These are the “Restrictions on Deferral”.
See section 3 of the PDS (Terms of the Offer) for more information.
Optional early Chorus may choose to redeem the Capital Notes early in certain circumstances.
redemption by Chorus Chorus may choose to redeem all or some of the Capital Notes:
• on any date falling in the period of three months prior to the First Reset Date;
• on any Reset Date;
• on any Interest Payment Date after a Reset Date; or
• at any time if a Tax Event or Rating Agency Event occurs.
Chorus may choose to redeem all (but not some only) of the Capital Notes at any time if there are less than
100 million Capital Notes on issue.
If Chorus chooses to redeem some (but not all) of the Capital Notes early, at least 100 million Capital Notes
must remain outstanding after the partial redemption. Any partial redemption will be done on a proportionate
basis but may include adjustments to take account of the effect on marketable parcels and other logistical
considerations.
See section 3 of the PDS (Terms of the Offer) for more information.
Mandatory redemption Chorus must redeem all the Capital Notes on the Maturity Date.
If an Event of Default occurs and is continuing, the Supervisor may (and must if directed by a Noteholder
Extraordinary Resolution) declare the Principal Amount and any accrued interest of the Capital Notes due and
payable.
Tax Event In summary, a Tax Event will occur if Chorus receives an opinion from a reputable legal counsel or other
reputable tax adviser that, as a result of an amendment, change or clarification of the legislation, regulation,
etc., the interest payments on the Capital Notes would no longer be fully deductible for tax purposes.
Rating Agency Event In summary:
• Chorus receives notice from a Rating Agency that, as a result of a change of criteria, the Capital Notes will
no longer have the same equity content classification from that Rating Agency as they had immediately
prior to the change in criteria; or
• Chorus ceases to hold an issuer credit rating from at least one Rating Agency.
Rating Agency S&P Global Ratings or Moody’s Investors Service, Inc.
----- End of picture text -----

Capital Notes - Indicative Terms Sheet

6

==> picture [69 x 8] intentionally omitted <==

==> picture [522 x 643] intentionally omitted <==

----- Start of picture text -----

Events of Default In summary:
• Chorus fails to pay any deferred interest (plus all accrued but unpaid interest on the deferred interest) by the
fifth anniversary of its original deferral and such non-payment is not remedied within three Business Days;
• Chorus fails to comply with the Restrictions on Deferral;
• Chorus fails to pay any amount required to be paid on the redemption of the Capital Notes and such non-
payment is not remedied within two Business Days; or
• an insolvency event of Chorus occurs.
Amount payable If the Capital Notes are redeemed:
on redemption or • on the Maturity Date;
purchase
• on any date falling in the period of three months prior to the First Reset Date;
• following an Event of Default;
• on a Reset Date; or
• at any time if a Tax Event occurs or there are less than 100 million Capital Notes on issue,
Noteholders will receive an amount equal to the Principal Amount ($1.00), any Unpaid Interest and all accrued
but unpaid interest for each Capital Note repaid or purchased.
If the Capital Notes are redeemed:
• on any Interest Payment Date after a Reset Date; or
• at any time if a Rating Agency Event occurs,
Noteholders will receive an amount equal to the greater of:
• the Principal Amount, any Unpaid Interest and all accrued but unpaid interest; or
• the market price of the Capital Note (as determined in accordance with the Supplemental Deed) which will
include accrued interest at the relevant time,
for each Capital Note repaid.
Record Date In relation to payments of interest, the close of business on the 10 [th] day before the relevant scheduled Interest
Payment Date (prior to any adjustment to the Interest Payment Date to fall on a Business Day). If at any time the
Record Date is not a Business Day, then the Record Date will be the immediately preceding Business Day.
Minimum application NZ$5,000 with multiples of NZ$1,000 thereafter.
amount
Transfer restrictions Capital Notes may only be transferred in aggregate Principal Amount multiples of NZ$1,000 and after any
transfer the transferor and the transferee must each hold Capital Notes with an aggregate Principal Amount of
no less than NZ$5,000, or no Capital Notes.
NZX Debt Market Chorus intends to have the Capital Notes quoted on the NZX Debt Market. NZX ticker code CNU050 has been
quotation reserved for the Capital Notes.
NZX takes no responsibility for the content of this Terms Sheet or the PDS.
NZX is a licensed market operator and the NZX Debt Market is a licensed market under the Financial Markets
Conduct Act 2013.
ISIN NZCNUDT007C7
Business Days 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 a Business Day, Chorus will make payment on the next Business Day, but no adjustment
will be made to the amount of interest payable.
Governing law New Zealand.
Who may apply for Only clients of the Joint Lead Managers and other Primary Market Participants and approved financial
Capital Notes intermediaries invited to participate in the Bookbuild can apply for the Capital Notes.
Securities Registrar Computershare Investor Services Limited.
Supervisor The New Zealand Guardian Trust Company Limited.
----- End of picture text -----

Capital Notes - Indicative Terms Sheet

7

==> picture [69 x 8] intentionally omitted <==

Arranger	Forsyth Barr Limited.
Joint Lead Managers	Bank of New Zealand and Forsyth Barr Limited.
Brokerage	Chorus will pay retail brokerage of 0.50% and firm allocation fees of 0.50% to Primary Market Participants and approved financial intermediaries (as applicable).
Selling restrictions	The PDS only constitutes an offer of Capital Notes in New Zealand. Chorus has not taken and will not take any action which would permit a public or regulated offering of Capital Notes, or possession or distribution of any offering material in respect of the Capital Notes, in any country or jurisdiction other than New Zealand. The Capital Notes may only be offered for sale or sold in compliance with all applicable laws and regulations in any country or jurisdiction in which they are offered, sold or delivered.
Non-reliance	This Terms Sheet does not constitute a recommendation by the Arranger, the Joint Lead Managers, the
	Supervisor or any of their respective directors, officers, employees, agents or advisers to subscribe for, or
	purchase, any of the Capital Notes.
	The Arranger, the Joint Lead Managers and the Supervisor have not independently verified the information
	contained in this Terms Sheet. None of the Arranger, the Joint Lead Managers, the Supervisor nor their
	respective directors, officers, employees, agents or advisers gives any warranty or representation that this
	Terms Sheet is accurate or reliable and they take no responsibility for it.

Capital Notes - Indicative Terms Sheet

8

==> picture [69 x 8] intentionally omitted <==

Key dates

==> picture [523 x 265] intentionally omitted <==

----- Start of picture text -----

Lodgement of replacement PDS Friday, 23 May 2025
Opening Date Monday, 26 May 2025
Closing Date Thursday, 29 May 2025 at 11.00am
Rate Set Date Thursday, 29 May 2025
The initial Interest Rate and Initial Margin for the Capital Notes will
be determined and announced on this date.
Issue Date and allotment date Friday, 6 June 2025
Expected date of initial quotation and trading Monday, 9 June 2025
of the Capital Notes on the NZX Debt Market
First Reset Date 6 June 2031
First Step-up Date 6 June 2036
Second Step-up Date 6 June 2051
Maturity Date 6 June 2056
----- End of picture text -----

The Opening Date and the Closing Date may change. Chorus has the right in its absolute discretion to change the Opening Date and/or the Closing Date to be earlier or later. If Chorus changes the Opening Date and/or the Closing Date, the changes will be announced as soon as reasonably practicable by Chorus via NZX. If the Closing Date is changed, other key dates may be changed accordingly.

Chorus reserves the right to cancel the Offer and the issue of the Capital Notes.

Capital Notes - Indicative Terms Sheet 9

==> picture [69 x 8] intentionally omitted <==

Other information

The terms and conditions of the Capital Notes are set out in the Trust Deed, as supplemented by the Supplemental Deed. Noteholders are bound by, and are deemed to have notice of, the Trust Deed, as supplemented by the Supplemental Deed. You can obtain a copy of the Trust Deed and Supplemental Deed from the Disclose Register at www.disclose-register. companiesoffice.govt.nz (offer number OFR13938).

Before making any investment decision, you should consider the suitability of an investment in the Capital Notes in light of your individual risk profile for investments, investment objectives and personal circumstances (including financial and taxation issues) and consult your financial advice provider.

Contact details

Issuer

Chorus Limited Level 10, 1 Willis Street Wellington 6011 PO Box 632 Wellington 6140 Phone: 0800 600 100

Securities Registrar

Computershare Investor Services Limited Level 2, 159 Hurstmere Road Takapuna, Auckland 0622 Private Bag 92119 Victoria Street West Auckland 1142 Phone: +64 9 488 8700

Supervisor

The New Zealand Guardian Trust Company Limited Level 6, 191 Queen Street Auckland 1010

Arranger and Joint Lead Manager

Forsyth Barr Limited Level 22, NTT Tower 157 Lambton Quay Wellington 6011

Phone: 0800 367 227

Joint Lead Manager Bank of New Zealand Level 6, BNZ Place 80 Queen Street Auckland 1010

Phone: +64 9 924 9602

Legal advisers to Chorus Chapman Tripp Level 34/15 Customs Street West Auckland 1010

Directory

Registered Offices NEW ZEALAND Level 10, 1 Willis Street Wellington, New Zealand Phone: +64 800 600 100

AUSTRALIA

C/– MUFG Corporate Governance Pty Limited Level 41, 161 Castlereagh Street, Sydney, NSW 2000, Australia Phone: +61 2 8280 7355

https://company.chorus.co.nz/investors/services/bond-and-noteholders

==> picture [148 x 17] intentionally omitted <==

ARBN 152 485 848

==> picture [842 x 107] intentionally omitted <==

==> picture [842 x 106] intentionally omitted <==

==> picture [842 x 106] intentionally omitted <==

Joint Lead Managers:

CAPITAL NOTES OFFER MAY 2025

==> picture [59 x 30] intentionally omitted <==

1

Disclaimer

Please read carefully before the rest of this presentation

This presentation has been prepared by Chorus Limited (“ Chorus ” or the “ Issuer ”) in relation to the offer of unsecured, subordinated, redeemable, cumulative, interest-bearing capital notes described in this presentation (“ Capital Notes ”). The offer of the Capital Notes is made in the replacement product disclosure statement dated 23 May 2025 (“ PDS ”), which has been lodged in accordance with the Financial Markets Conduct Act 2013 (“ FMCA ”). The PDS is available through https://disclose-register.companiesoffice.govt.nz/ or by contacting Bank of New Zealand or Forsyth Barr Limited (“ Joint Lead Managers ”) or any other Primary Market Participant, and must be given to investors before they decide to acquire any Capital Notes. No applications will be accepted or money received unless the applicant has been given the PDS. Capitalised terms used but not defined in this presentation have the meanings given to them in the PDS.

Investors should carefully consider the features of the Capital Notes which differ from the features of a standard senior bond. Those features include the ability of Chorus to defer interest, optional redemption rights for Chorus, margin step-ups and the subordinated nature of the Capital Notes.

Application has been made to NZX for permission to quote the Capital Notes on the NZX Debt Market and all the requirements of NZX relating thereto that can be complied with on or before the distribution of the PDS have been duly complied with. However, NZX accepts no responsibility for any statement in this document. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the FMCA.

None of the Joint Lead Managers or The New Zealand Guardian Trust Company Limited (“ Supervisor ”) or any of their respective directors, officers, employees, affiliates or agents have independently verified the information contained in this presentation. To the maximum extent permitted by law, none of Chorus, Forsyth Barr Limited (“ Arranger ”), the Joint Lead Managers, the Supervisor, their respective directors, officers, employees, shareholders, affiliates, agents or any other person: (a) accept any responsibility or have any liability whatsoever to any person for any loss (including, without limitation, arising from any fault or negligence) arising from this presentation or its contents or any information supplied in connection with it; (b) authorised or caused the issue of, or made any statement in, any part of this presentation; and (c) make any representation, recommendation or warranty, express or implied regarding the origin, validity, accuracy, reasonableness or completeness of any statement or opinion contained in this presentation.

The offer of Capital Notes is being made only in New Zealand. The distribution of this presentation, and the offer or sale of the Capital Notes, may be restricted by law in certain jurisdictions. Persons who receive this presentation outside New Zealand must inform themselves about and observe all such restrictions.

CAPITAL NOTES OFFER MAY 2025

2

Disclaimer

This presentation:

• Includes forward-looking statements. These statements are not guarantees or predictions of future performance. They involve known and unknown risks, uncertainties and other factors, many of which are beyond Chorus’ control, and which may cause actual results to differ materially from those contained in this presentation.

• Includes statements relating to past performance which should not be regarded as reliable indicators of future performance.

• Is current at the date of this presentation, unless otherwise stated. Except as required by law or the NZX and ASX listing rules, Chorus is not under any obligation to update this presentation, whether as a result of new information, future events or otherwise.

• Should be read in conjunction with Chorus’ audited consolidated financial statements for the year to 30 June 2024 and NZX and ASX market releases.

• Includes non-GAAP financial measures including "EBITDA”. These measures do not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial information presented by other entities. They should not be used in substitution for, or isolation of, Chorus' audited consolidated financial statements. Chorus monitors “EBITDA” as a key performance indicator and believes it assists investors in assessing the performance of the core operations of Chorus’ business. “EBITDA” is reconciled in the Notes on page 11 of the HY25 half year financial statements.

• Has been prepared with due care and attention. However, Chorus and its directors and employees accept no liability for any errors or omissions.

• Contains information from third parties Chorus believes reliable. However, no representations or warranties (express or implied) are made as to the accuracy or completeness of such information.

• This presentation does not constitute investment advice or a securities recommendation and has not taken into account any particular investor’s investment objectives or other circumstances. Investors are encouraged to make an independent assessment of Chorus and the Capital Notes.

• Note that references made to $ within this presentation refer to New Zealand dollars (NZD).

CAPITAL NOTES OFFER MAY 2025

3

==> picture [763 x 430] intentionally omitted <==

----- Start of picture text -----

New Zealand's largest fixed
line communications
infrastructure business
Table of Contents
Business overview 5-7
Our market context 8-13
Fast track to all-fibre future 14-18
Financial highlights 19-21
Transaction summary 22-29
Appendices 30-38
CAPITAL NOTES OFFER MAY 2025
4
----- End of picture text -----

Introducing Chorus

New Zealand’s largest fixed line communications business

• wholesale-only business with ~90 retail service provider customers

• Chorus fibre passes 1.5m addresses, built under public-private-partnership

• ~72% uptake today, striving for 80% fibre uptake by 2030

• regulated asset base and revenue cap regime on fibre

• copper network retirement enabling removal of legacy costs

• exploring market adjacencies to leverage our infrastructure assets

• COVID and economic slowdown has proven fibre’s utility value

Key credit highlights

• Chorus (CNU) is dual listed on ASX and NZX

• ~NZ$3.5bn market cap at 22 May 2025

• strong operating cash flow and financial performance o EBITDA NZ$700m (FY24)

• proven maintenance of investment grade credit rating o S&P “BBB” stable; Moody’s “Baa2” stable

• financial flexibility via NZ$450m bank facility and multi-currency bond programmes (EMTN, AMTN and NZD retail)

==> picture [250 x 341] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

5

New Zealand’s largest digital infrastructure ‘neutral host’

==> picture [768 x 380] intentionally omitted <==

----- Start of picture text -----

NATIONAL REACH ACCESS EXTENSIVE ASSET BASE
~22,000km 400Gbps 62 ~180,000km 1-10Gbps ~60,000km 200,000
TRANSPORT FIBRE 400Gbps CAPABLE DWDM MESH NODES ACCESS FIBRE LAYER 2 ACCESS NATIONWIDE DUCT POLES
TRANSPORT NETWORK 400Gbps CAPABLE PRODUCTS NETWORK
51 GEOGRAPHIC EXTENSIVE 80 DIVERSE POINT-TO-POINT FIBRE ROUTES 14,600 ~600
POINTS OF DIVERSITY CORE NODES WITH ROADSIDE CABINETS EXCHANGES
INTERCONNECT FULL DIVERSITY (4 EDGECENTRES)
~200,000+ km of total fibre
Connecting
~90 1.2m 3,400 2,000+
RETAIL SERVICE PROVIDERS HOMES AND BUSINESSES MOBILE CELLSITES SMART LOCATIONS
CAPITAL NOTES OFFER MAY 2025
6
----- End of picture text -----

Our Road to 2030 Growth, Simplicity & Efficiency

==> picture [772 x 360] intentionally omitted <==

----- Start of picture text -----

PURPOSE Unleashing potential through connectivity. Enabling better futures for Aotearoa
ASPIRATION Simplified all fibre business with 80% uptake by 2030
BUSINESS Efficient Network Market Infrastructure
MODEL Operator Challenger Player
CORE Regulatory
COMPETENCIES Tangible Assets Management Go-to-Market
STRATEGIC L Lead E Expand A Adapt P Pioneer
PILLARS &
PRIORITIES
Leading fibre Expand Achieve operational Pioneer an
uptake new revenues excellence all-fibre business
CAPITAL NOTES OFFER MAY 2025
7
----- End of picture text -----

==> picture [842 x 120] intentionally omitted <==

Our market context

==> picture [724 x 191] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

8

The New Zealand broadband market

==> picture [768 x 398] intentionally omitted <==

----- Start of picture text -----

NZ broadband market – by retailer NZ broadband market – by technology
2,000,000 2,000,000
16%
12% 17%
14%
5%
1,500,000 5% 8% 1,500,000
15% 19%
19% 19%
1,000,000 1,000,000
24% 19%
39% 54%
500,000 500,000
39% 33%
28% 4%
0 -
Spark One Chorus xDSL Chorus mass market fibre
2degrees (incl Vocus) Mercury (incl Trustpower) Chorus premium fibre Local fibre companies (UFB)
Contact Others Other fibre networks One cable
Fixed (mobile) wireless Legacy fixed wireless, satellite
Source: IDC
CAPITAL NOTES OFFER MAY 2025
----- End of picture text -----

9

Record data use and more peak events

• monthly average data usage on fibre increased strongly to 642GB in March 2025 (June 2024: 623GB)

• the proportion of fibre connections using more than 1 terabyte of data was 17% (FY24: 16%)

==> picture [797 x 316] intentionally omitted <==

----- Start of picture text -----

• HY25 average daily peak traffic 10% higher than HY24
Monthly average data usage per connection
• 10 peak traffic events in HY25 vs 4 in HY24 700
642
Daily peak traffic on fibre network, July-December 600
500
Copper Fibre
Data
usage
400
(GB)
289
300
200
100
0
includes upstream traffic
CAPITAL NOTES OFFER MAY 2025
10
Jun-20 Sep-20 Dec-20 Mar-21 Jun-21 Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22 Mar-23 Jun-23 Sep-23 Dec-23 Mar-24 Jun-24 Sep-24 Dec-24 Mar-25
----- End of picture text -----

==> picture [667 x 393] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

11

==> picture [788 x 420] intentionally omitted <==

----- Start of picture text -----

Fibre growth has continued in slower market
•
72% fibre uptake across Chorus fibre area as at Q3 FY25 (target: 80% by 2030)
•
1.1m total fibre connections, with slowing tailwind from copper migration
•
growing fibre footprint with 1,525,000 addresses passed
Fibre uptake in Chorus fibre area (% of addresses passed) Change in mass market connections
in Chorus fibre area (’000s)
1,600,000 72.2
HY24 H2 FY24 HY25
1,400,000 72 30
71.8 %
Fibre 1,200,000
connections 71.6 uptake 20
1,000,000 29
71.4 10 21 15
800,000
71.2 0
600,000 -10
71 -15
-10 -18
400,000 70.8 -7
-20 -7
200,000 70.6 -9
0 70.4 -30
31-Mar-24 30-Jun-24 30-Sep-24 31-Dec-24 31-Mar-25 Fibre Copper broadband Copper voice
Fibre connections Inactive fibre sockets
Addresses passed Fibre uptake (%)
CAPITAL NOTES OFFER MAY 2025
----- End of picture text -----

12

==> picture [380 x 420] intentionally omitted <==

----- Start of picture text -----

• Home Fibre Starter
speed plans, and 9% from legacy 50Mbps plans
•
•
at Q3 FY25
Residential
1,000,000
900,000
800,000
700,000
600,000
61%
500,000
400,000
300,000
200,000
25%
100,000
0
Mar-24 Jun-24 Sep-24 Dec-24 Mar-25
2Gbps+ 1Gbps 300Mbps 200Mbps
100Mbps <100Mbps Voice
CAPITAL NOTES OFFER MAY 2025
----- End of picture text -----

Offnet demand drives majority of continued 50Mbps growth

• Home Fibre Starter (50Mbps) connections grew by net 9k connections to 77k in Q3 FY25; 66% of gross adds were from new fibre connections or offnet (up 4% from Q2 FY24), 25% were from higher speed plans, and 9% from legacy 50Mbps plans

• 1Gbps+ residential connections grew 2k in Q3 FY25 and comprise 25% of residential plans

• business 500Mbps+ connections grew by 6k in Q3 FY25, driven by simplification of business plans as at Q3 FY25

==> picture [334 x 267] intentionally omitted <==

----- Start of picture text -----

Business
100,000
80,000
60,000
61%
40,000
20,000
32%
0
Mar-24 Jun-24 Sep-24 Dec-24 Mar-25
2Gbps+ 1Gbps 500Mbps 300Mbps
200Mbps 100Mbps <100Mbps Voice
13
----- End of picture text -----

Fast track to an all-fibre future

==> picture [494 x 441] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

14

==> picture [88 x 166] intentionally omitted <==

Driving digital infrastructure revenue growth

• infrastructure revenues $77m in HY25 (target: annual $180m-$200m by 2030)

• ‘greenfield’ property activity stabilising back at pre-Covid levels (~20k-25k lots p.a.)

• steady growth in data connectivity demand (e.g. smart locations, mobile backhaul, EdgeCentre)

• IoT: proof of value trials with councils/utilities

• Sub sea cable: feasibility work underway on trans-Tasman cable

==> picture [774 x 196] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

15

==> picture [87 x 166] intentionally omitted <==

Regulatory certainty on fibre to 2029

• final maximum allowable revenue (MAR) decision (December 2024) defers $256m of core fibre asset depreciation from price-quality period 2* (PQP2)

• we expect opening core regulated asset base (RAB) to grow from $4.99bn (Commission forecast at 13 Dec 2024) to ~$5.4bn through PQP2, based on final capex allowances and core asset depreciation

PQP2 MAR	2025	2026	2027	2028
Final MAR	$956.9m	$1,001.0m	$1,040.8m	$1,079.7m
PQP2 allowances	2025	2026	2027	2028
Opex**	$197.0m	$203.6m	$208.0m	$210.9m
Capex***	$327.6m	$290.6m	$261.3m	$260.0m

*PQP2 is the second regulatory period, determined by the Commission on 28 February 2023 as the 4-year period from 1 January 2025 to 31 December 2028

** opex allowance excludes ~$20m p.a. of pass-through costs included in MAR. Chorus expects to add $10m$20m opex p.a. (to be recovered via wash-up) as copper shuts down in CNU fibre areas

*** capex allowance may increase subject to installation demand and any future incentive proposal

CAPITAL NOTES OFFER MAY 2025

16

==> picture [85 x 165] intentionally omitted <==

Copper retirement is coming into focus

• shutdown of copper in Chorus fibre areas now expected by end FY26; fewer than 19k lines in service

• 24% reduction in non-fibre area copper lines since Q3 FY24 (target: copper shutdown by 2030)

• Chorus’ ~10k premises fibre rollout is reducing copper further with 2.5k premises ready for service and 700 connected to date (4.5k expressions of interest)

• Commerce Commission draft recommendation that regulation of copper voice and broadband services is no longer needed to promote competition. Final report due to Government by end of 2025

Remaining copper lines

Copper – reactive fault spend by area

==> picture [722 x 221] intentionally omitted <==

----- Start of picture text -----

12
CNU fibre area LFC fibre area Non-fibre area H1 FY23 H2 FY23 H1 FY24 H2 FY24 H1 FY25
176,000 10
-39%
8
$m
99,000
107,000
6
4
22,000 75,000
2
55,000 13,000
19,000 0
Chorus UFB LFC UFB Rest of NZ (non
Q3 FY24 Q3 FY25
UFB)
CAPITAL NOTES OFFER MAY 2025
17
----- End of picture text -----

==> picture [85 x 165] intentionally omitted <==

Fibre enables a more resilient future

• fibre broadband has a much lower fault rate than copper (~5% vs ~30% per annum) and is widely recognised as the most energy efficient broadband technology

• Chorus carried 8% more data traffic in FY24, but reduced electricity usage by 3% by removing legacy equipment

• reduced electricity use and ~87% renewable generation in the NZ electricity grid (March 2024) saw our FY24 Scope 1 & 2 emissions reduce by 39% against our FY20 base year (target = 62% reduction by FY30)

==> picture [333 x 206] intentionally omitted <==

==> picture [288 x 204] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

18

==> picture [842 x 120] intentionally omitted <==

Financial highlights

==> picture [842 x 120] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

19

FY24 overview

==> picture [672 x 343] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

20

Leverage: 4.54x net debt/EBITDA

==> picture [763 x 300] intentionally omitted <==

----- Start of picture text -----

As at 31 Dec 2024 ($m) Term debt maturity profile
Borrowings 2,774
900
+ PV of crown debt securities 314 NZ $M
800
(senior portion)
700
112
+ Net leases payable 166
600
105
Sub total 3,254
500
-
Cash 83
400 820 364
Total net debt 3,171 325
300
Net debt/EBITDA 4.54x 514 500 207
200
based on S&P and bank covenant methodologies
85
100 200 200 210
167
prior periods ND/EBITDA: HY24 4.56x; FY24 4.42x 85
0
ratings agency thresholds: S&P 5.0x, Moody’s 5.25x 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036
financial covenants require senior debt ratio to be no greater than 5.5x
Crown equity securities Crown debt securities
borrowings increased $105m from $2,669m (FY24)
AUD MTN EUR MTN
o Long-term bank facilities of $450mof $450m ($215m drawn)
NZ Bond
----- End of picture text -----

• prior periods ND/EBITDA: HY24 4.56x; FY24 4.42x

• ratings agency thresholds: S&P 5.0x, Moody’s 5.25x

• financial covenants require senior debt ratio to be no greater than 5.5x

• borrowings increased $105m from $2,669m (FY24)

• Long-term bank facilities of $450mof $450m ($215m drawn)

• o ~70% of interest rate exposure fixed for 3 years

CAPITAL NOTES OFFER MAY 2025

21

==> picture [842 x 120] intentionally omitted <==

Transaction summary

==> picture [842 x 120] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

22

Key terms of the Capital Notes

Issuer	Chorus Limited (“Chorus”)	Chorus Limited (“Chorus”)	Chorus Limited (“Chorus”)
Description	Unsecured, subordinated, redeemable, cumulative, interest-bearing debt securities
Purpose	Proceeds of the offer will be used to fund the partial repayment and redemption of the Crown Funding Securities due 30 June 2025
No guarantee	Chorus is the issuer and the sole obligor in respect of the Capital Notes. No other person guarantees the Capital Notes
Ranking	The Capital Notes will rank equally among themselves and will be subordinated to all other indebtedness of Chorus, other than indebtedness expressed to rank equally with, or subordinated to, the Capital Notes
Credit ratings		Chorus issuer credit rating	Capital Notes issue credit rating
	S&P Global Ratings(“S&P”)	BBB (Stable)	BB+
	Moody’s Investors Service, Inc(“Moody’s”)	Baa2 (Stable)	Baa3
	S&P’s issue credit rating of the Capital Notes is two notches below S&P’s issuer credit rating for Chorus. One notch is deducted due to the Capital Notes being subordinated and a second notch due to the potential for interest payments to be deferred Moody’s issue credit rating of the Capital Notes is Baa3. This is one notch below Moody’s issuer credit rating for Chorus
Issue amount	Up to $170m
Term	31 years (maturing 6 June 2056)
Reset Dates	6 June 2031 and every 5 years thereafter
Optional early redemption by Chorus	On any date falling in the period of 3 months prior to the First Reset Date, any Reset Date, any Interest Payment Date after a Reset Date, or at any time if a Tax Event or Rating Agency Event occurs or if there are less than 100m Capital Notes on issue
Interest Rate	The initial Interest Rate until the First Reset Date will be set following a bookbuild on 29 May 2025 as the sum of the 6 Year Benchmark Rate on the Rate Set Date plus the Initial Margin, subject to the Minimum Initial Interest Rate If not redeemed earlier, on each Reset Date the Interest Rate will be reset to the 5 Year Benchmark Rate on the relevant Reset Date plus the Applicable Margin
Discretionary deferral of interest	Payment of interest can be deferred at any time for up to five years at the sole discretion of Chorus, with a distribution stopper in place while any unpaid interest remains outstanding Deferred interest is cumulative
Quotation*

Interest payments

Interest Rate

The Initial Margin and Interest Rate for the period until the First Reset Date (6 June 2031) will be set following the Bookbuild

If not redeemed prior, the Interest Rate to apply following the First Reset Date will be the sum of the 5 Year Benchmark Rate on the relevant Reset Date plus the Applicable Margin

The Applicable Margin means:

• from the First Reset Date to the First Step-up Date (6 June 2036), the Initial Margin

• from the First Step-up Date to the Second Step-up Date (6 June 2051), the Initial Margin plus 0.25% per annum

• from the Second Step-up Date, the Initial Margin plus 1.00% per annum

Interest deferral

An interest payment may be deferred at Chorus’ discretion for up to 5 years

If deferred, the unpaid interest will remain owing and will itself accrue interest at the prevailing Interest Rate on the Capital Notes (in aggregate, the “ Unpaid Interest ”)

If there is any Unpaid Interest outstanding, Chorus shall not:

• pay any dividends, distributions or payments of interest on any shares or securities ranking in liquidation pari passu with or after the Capital Notes; or

• acquire, redeem or repay any share or other security ranking in liquidation pari passu with or after the Capital Notes (or provide financial assistance for the acquisition of such shares or securities)

CAPITAL NOTES OFFER MAY 2025

24

Issuer redemption rights

Chorus must redeem all the Capital Notes on the Maturity Date

The Supervisor may elect (and must elect if directed by a Noteholder Extraordinary Resolution) to demand repayment of all the Capital Notes early if an Event of Default occurs which is continuing

Chorus also has a right to redeem all or some Capital Notes:

• (i) on any Reset Date

• (ii) on any date falling in the period of 3 months prior to the First Reset Date

• (iii) on any Interest Payment Date after a Reset Date

• (iv) at any time if a Tax Event or Rating Agency Event occurs

Chorus may also elect to redeem all Capital Notes at any time if there are less than 100m Capital Notes on issue

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 3 months prior to the First Reset Date, where there are less than 100m Capital Notes on issue or due to the occurrence of a Tax Event:

• i) 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:

• i) the Principal Amount plus Unpaid Interest plus accrued interest; and

• ii) the market price, which will include accrued interest

A partial redemption will be permitted only to the extent there will be at least 100m Capital Notes outstanding after the partial redemption

CAPITAL NOTES OFFER MAY 2025

25

Early redemption drivers

• 2031 Year 6

- 2036 Year 11

- 2046 Year 21

- 2051 Year 26

• Capital Notes are redeemable at par whereas any subsequent call between Reset Dates will be at the higher of par and market value (unless less than 100m Capital Notes on issue or due to the occurrence of a Tax Event)

• First Step-up Date, after which the margin will increase by 0.25% (Applicable Margin = Initial Margin plus 0.25%)

• Moody’s equity content expected to fall to 0%, Moody’s treats the Capital Notes as 100% debt in Chorus’ financial ratios

• Second Step-up Date, after which the margin will increase by 0.75% (Applicable Margin = Initial Margin plus 1.00%)

• S&P equity content expected to fall to minimal (0%), S&P treats the Capital Notes as 100% debt in Chorus’ financial ratios

• The outcomes of not redeeming are not consistent with the rationale for the issue

• Notwithstanding these early redemption drivers, Chorus considers that hybrid securities that are ascribed equity content, such as the Capital Notes, will be a key feature of its capital structure going forward

• As such, if Chorus chooses to redeem the Capital Notes early, current expectation is that equivalent replacement securities would be issued to fund that redemption

CAPITAL NOTES OFFER MAY 2025

26

Chorus Capital Note vs Contact Energy capital bond - summary

	Chorus Capital Notes	Contact Energy capital bonds2
Ranking	Unsecured and subordinated	Unsecured and subordinated
Interest payments	Quarterly	Quarterly
Interest deferral	Yes	Yes
Distribution Stopper	Yes	Yes
Cumulative	Yes	Yes
Term	31 years	30 years
First Reset Rate	6 years	5 years
Equity content	Intermediate3 (S&P) - 50% Basket 'M' (Moody’s) - 50%	Intermediate (S&P) - 50%
Step-ups	Two step-ups: • 0.25% at year 11; plus • 0.75% at year 26 (cumulative 1.00% above Initial Margin)	Single step-up: • 0.25% at year 5
Equity content cliff	S&P - year 61 Moody's - year 211	S&P - year 101
Issue credit ratings	S&P - BB+ Moody's - Baa3	S&P - BB+
Issuer early redemption rights	Reset Date, Tax Event, Rating Agency Event, any Interest Payment Date after Reset Date, <100m on issue, on any date during the period falling 3 months prior to First Reset Date	Reset Date, Tax Event, Rating Agency Event, any Interest Payment Date after Reset Date, <100m on issue
Election process	No	Yes
CAPITAL NOTES OFFER MAY 2025 27 1. Expected 2. CEN060 and CEN090 capital bonds currently quoted on NZX Debt Market 3. S&P will treat any amount exceeding its 15% hybrid capitalisation threshold as 100% debt in its adjusted credit metrics Note this is a high-level summary only, and does not purport to set out or compare all key terms of these issuances

Ranking of Capital Notes

	Ranking on liquidation		Type of liability/equity
Higher ranking / Earlier priority Lower ranking / Later priority	Liabilities that rank above the Capital Notes		Liabilities preferred by law (for example, Inland Revenue for certain unpaid taxes)2 Other borrowings secured over assets of Chorus Unsubordinated and unsecured liabilities, including Chorus’ bank debt, NZX-listed senior bonds, Euro Medium Term Notes and Australian Medium Term Notes, and the Senior Portion of the Crown Funding Debt Securities
	Liabilities that rank equally with the Capital Notes		Capital Notes3
	Liabilities that rank below the Capital Notes		Subordinated Portion of the Crown Funding Debt Securities
			Other subordinated liabilities (Crown Funding Equity Securities)
	Equity4		Shares, reserves and retained earnings

28

Key information and timeline

==> picture [738 x 341] intentionally omitted <==

----- Start of picture text -----

Bookbuild process Friday 23 May Replacement PDS lodgement
Standard bookbuild process
Opening Date
Monday, 26 May
Indicative pricing announced
NZX Firms, institutional investors and
other approved parties to be invited to Closing Date (11am)
Thursday, 29 May
participate in the bookbuild process Rate Set Date
2025
No public pool
Friday, 6 June Issue Date
Minimum applications Monday, 9 June Quotation Date
$5,000 and multiples of $1,000
thereafter 6 September First Interest Payment Date
First Reset Date
2031 6 June
Fees S&P equity content expected to fall to 0%
Firm fees of 0.50%
2036 6 June First Step-up Date
Retail brokerage of 0.50%
2046 6 June Moody’s equity content expected to fall to 0%
Joint Lead Managers
2051 6 June Second Step-up Date
Bank of New Zealand
2056 6 June Maturity Date
Forsyth Barr
----- End of picture text -----

CAPITAL NOTES OFFER MAY 2025

29

Appendices

==> picture [551 x 120] intentionally omitted <==

==> picture [551 x 119] intentionally omitted <==

==> picture [842 x 120] intentionally omitted <==

CAPITAL NOTES OFFER MAY 2025

30

Market information

	31 Dec 2023	31 March 2024	30 June 2024	30 Sept 2024	31 Dec 2024	31 March 2025
Baseband copper (no broadband)	57,000	51,000	45,000	40,000	34,000	29,000
Copper ADSL (includes naked)	68,000	62,000	56,000	49,000	44,000	39,000
VDSL (includes naked)	68,000	62,000	55,000	49,000	44,000	39,000
Data services (copper)	1,000	1,000	1,000	1,000	1,000	NM
Fibre broadband (GPON)	1,052,000	1,064,000	1,074,000	1,083,000	1,089,000	1,098,000
Fibre premium (P2P)	10,000	10,000	10,000	9,000	9,000	9,000
Total connections*	1,256,000	1,250,000	1,241,000	1,231,000	1,221,000	1,214,000

Copper connections declined 16k in Q3 and total 107k

Total fibre connections grew 9k in Q3 and total 1,107k

*includes ~2,000 broadband connections Chorus is subsidising for lower socio-economic households

CAPITAL NOTES OFFER MAY 2025

31

Pricing update

Fibre plan - consumer	Current wholesale price	Price before 1 Jan 2025	Notes
Voice line	$30.59	$29.11
Home starter 50/10Mbps	$38	$35	Wholesale price applies where retail price is $65. 50/10Mbps upgrades to 100/20Mbps from end FY25.
50/10Mbps	$53.96	$50.43
100/20Mbps 300/100Mbps	$56.28	$53.54	100Mbps is anchor service. 300/100Mbps service upgrades to 500/100Mbps from end FY25.
1Gbps	$66.19	$61.86
Hyperfibre 2Gbps	$74.90	$70
Hyperfibre 4Gbps	$90.95	$85
Hyperfibre 8Gbps	$117.70	$110
Notes Price before 16 Dec 2024 Current wholesale price Copper pricing
Annual CPI adjustment mid-December 2024 $38.21 $39.03 Copper line

CAPITAL NOTES OFFER MAY 2025

32

Our regulatory framework

• Chorus is required to provide wholesale services to retailers on a non-discriminatory basis

• Chorus fibre access services, excluding fibre in other fibre company areas, operate under a Regulated Asset Base (RAB) building blocks regime. The Commerce Commission sets a Maximum Allowable Revenue (MAR) that includes a mechanism for revenue wash-ups and inflation and is also used for electricity lines and gas network businesses.

• copper services can be withdrawn with 6 months’ notice in areas where fibre is available and the Commerce Commission made a draft recommendation in March to deregulate copper services where fibre is not available.

Areas where fibre is available (~87% population)

Areas where fibre is not available (~13% population)

• Chorus can withdraw copper services in accordance with Copper Withdrawal Code set by Commission

• a RAB building blocks regime with revenue -

• cap applies to specified fibre access services XXX, outside of other fibre company areas

• the building blocks regime was first introduced for 2022-2024, with settings for the next period 2025-2028 just confirmed

• Chorus supplies copper fixed line services to a diminishing customer base

• the Commerce Commission’s final recommendation on copper deregulation is due to government by end of 2025

• a Telecommunications Service Obligation (TSO) for voice services applies to residential addresses that existed in 2001

CAPITAL NOTES OFFER MAY 2025

33

Regulatory information

	Final building blocks revenue components ($m, nominal)	2025	2026	2027	2028
	Total return on capital	255.1	270.4	269.4	266.1
	Return on assets (RAB x WACC), Core fibre assets	384.6	396.6	404.3	408.5
	Return on assets (RAB x WACC), Financial loss assets	74.0	63.8	54.6	46.2
	Revaluations	-127.1	-116.7	-116.1	-115.3
	Ex-ante stranding allowance	6.0	6.0	6.0	5.9
	Benefit of Crown finance	-84.9	-81.9	-81.8	-81.7
	TCSD allowance	2.5	2.5	2.5	2.4
	Opex allowance	197.0	203.6	208.0	210.9
	Total depreciation	452.8	447.3	450.8	439.4
	Core fibre assets	299.4	310.0	327.5	328.3
	Financial loss assets	153.4	137.2	123.3	111.1
	Tax allowance	0.0	0.0	28.3	101.6
	In-period smoothing	-13.3	11.6	13.5	-11.4
	Total building blocks revenue	891.5	932.8	970.2	1,006.6
	Pass-through costs	19.6	20.2	20.8	21.4
	Wash-up amount (smoothed)	45.8	47.9	49.8	51.7
	TOTAL	956.9	1,001.0	1,040.8	1,079.7

CAPITAL NOTES OFFER MAY 2025

34

Income Statement

	H1	H2	H1
	FY25	FY24	FY24
	$m	$m	$m
Operating revenue	500	507	503		decline in legacy revenues offsetting fibre growth
Operating expenses	(154)	(154)	(156)		legacy costs reducing, but savings partly offset by inflation
					and spend to explore new revenue opportunities
Earnings before interest, tax,
depreciation and amortisation	346	353	347
(EBITDA)
Depreciation and amortisation	(235)	(234)	(228)		$48m total depreciation across copper assets, up from
Earnings before interest and	111	119	119		$45m in HY24 due to acceleration on copper related poles
income tax
Net interest expense	(109)	(110)	(107)		weighted average interest rate on debt reduced from 5.8%
					to 5.7% (includes accounting adjustments)
Net earnings before income tax	2	9	12
Income tax expense	(7)	(23)	(7)		H2 FY24 included $15m non-cash expense from law change
Net (loss)/earnings	(5)	(14)	5		for deductibility of tax depreciation on buildings

CAPITAL NOTES OFFER MAY 2025

35

Capex

Gross capex	H1	H2	H1
	FY25	FY24	FY24
	$m	$m	$m
Sustaining capex*	94	88	117
Discretionary growth capex	105	107	115
Gross capex	199	195	232
Less Third-party contributions**	(24)	(25)	(30)
Net capex	175	170	202

• Sustaining capex is investment to maintain, replace or improve an existing asset.

Sustaining vs growth capex

==> picture [261 x 203] intentionally omitted <==

----- Start of picture text -----

250
200
115
150 105
107
100
117
50 88 94
0
H1 FY24 H2 FY24 H1 FY25
Sustaining capex Growth capex
----- End of picture text -----

Third-party contributions** included $2m of government grants that were applied to the balance sheet for specific projects. Other contributions were recognised as revenue.

CAPITAL NOTES OFFER MAY 2025

36

Capex split

	H1	H2	H1
RAB capex*	FY25 $m	FY24 $m	FY24 $m
Extending the network – growth	45	26	29
Installations – growth	54	70	81
IT & Support - sustaining	27	33	31
Network capacity - sustaining	35	26	39
Network sustain & enhance - sustaining	18	16	19
Gross RAB capex	179	171	199
less Third-party contributions**	(18)	(15)	(24)
Net RAB capex	161	156	175

	H1	H2	H1
Non-RAB capex	FY25 $m	FY24 $m	FY24 $m
Copper - growth	2	4	1
Copper - sustaining	4	6	12
Other - growth	4	7	4
Other - sustaining	10	7	16
Gross non-RAB capex	20	24	33
less Third-party contributions	(6)	(10)	(6)
Net non-RAB capex	14	14	27

• HY25 unaudited. Final allocation for HY25 to be determined for 2025 Information Disclosure. **Third-party contributions are deducted from capex when calculating the value of RAB assets

CAPITAL NOTES OFFER MAY 2025

37

Sustainability

==> picture [348 x 192] intentionally omitted <==

==> picture [466 x 82] intentionally omitted <==

==> picture [466 x 81] intentionally omitted <==

==> picture [287 x 203] intentionally omitted <==

==> picture [232 x 168] intentionally omitted <==

https://company.chorus.co.nz/sustainability

CAPITAL NOTES OFFER MAY 2025

38