3i Infrastructure : Shareholder roadshow presentation (753kb)

Important information

This disclaimer (and any non-contractual obligations arising out of or in connection with it) is governed by English law and applies to these materials and to their presentation and webcast on behalf of 3i Infrastructure plc (together the "Presentation").

The sole purpose of this information-only Presentation is to provide information on a non-reliance basis about 3i Infrastructure plc and its subsidiaries (together "3iN") and their holdings in 3iN's investment portfolio. This Presentation should not be taken as an offer or invitation of any kind or a recommendation to buy, sell or hold the shares of 3i Infrastructure plc or any other securities. Nothing in this Presentation constitutes or is intended to constitute an offer, invitation or a commitment of any kind or a solicitation by 3iN or its investment manager 3i Investments plc ("3i") to provide services or to enter into any transaction, nor does it evidence an intention on the part of 3iN, 3i or their respective affiliates (together the "Companies") to make such an offer. The Presentation does not and is not intended to give rise to legally binding relations and shall not create any legally binding obligations (whether contractual, non-contractual or otherwise) on the part of the Companies or any other person.

Nothing in this Presentation constitutes or is intended to constitute financial or other advice and you should not act upon any information contained in the Presentation without first consulting a financial or other professional adviser.

No representation, warranty or undertaking, express or implied, is given by the Companies or by any other person in respect of the fairness, adequacy, accuracy or completeness of statements, information or opinions expressed in the Presentation and neither 3iN, 3i nor any other person takes responsibility for the consequences of reliance upon any such statement, information or opinion in, or any omissions from, the Presentation. The information contained in this Presentation has not been audited or verified.

The Presentation may contain statements about the future, including certain statements about the future outlook for 3iN. Such "forward-looking statements" may and often do differ materially from actual results. Any projections or forecasts in this Presentation have been prepared by 3iN and 3i based on various assumptions concerning anticipated results (which assumptions may or may not prove to be correct) and are illustrative only. Although 3i believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond 3i's control. Any such projections or forecasts are not guarantees of future performance and will not be updated. The actual results may be materially and adversely affected by economic or other circumstances and the analysis is based on certain assumptions with respect to significant factors that may prove not to be as assumed. Nothing contained herein shall constitute any representation or warranty as to future performance of 3iN securities, any financial instrument, credit, currency, rate or other market or economic measure and past performance is not necessarily indicative of future results. The Presentation and any opinions contained therein are provided as at the date of the Presentation and are subject to change without notice.

To the fullest extent possible under English law, by accepting delivery of the Presentation, each recipient releases each of the Companies and each of their affiliates, advisers, directors, employees and agents in all circumstances from any liability whatsoever (other than for fraud) howsoever arising from its use of the Presentation. In addition, no responsibility or liability or duty of care is or will be accepted by the Companies or their affiliates, advisers, directors, employees or agents for updating this Presentation (or any additional information), correcting any inaccuracies in it or providing any additional information to recipients.

This document has not been approved by a person authorised under the Financial Services & Markets Act 2000 ("FSMA") for the purposes of section 21 FSMA. This document has not been approved by the UK Financial Conduct Authority, the Jersey Financial Services Commission or other relevant regulatory body, nor by a person authorised under the Financial Services & Markets Act 2000. 3i Investments plc is acting only for 3i Infrastructure plc and is not acting for any other person (a "third party"). 3i Investments plc will not be responsible to any third party for providing the protections afforded to clients of 3i Investments plc and will not be advising any third party on investing in 3i Infrastructure plc.

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Important information (cont.) - US Persons

The distribution of this Presentation in certain jurisdictions may be restricted by law. Persons into whose possession this Presentation comes are required to inform themselves about and to observe any such restrictions.

Terms used in this disclaimer (including the term "US Person") have the meanings given to them in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act").

For US regulatory reasons, US Residents and other US Persons are not permitted to access the Presentation (or the 3i Infrastructure plc website (www.3i-infrastructure.com), unless they have express permission from 3i Infrastructure plc to do so (which may be granted by 3i Infrastructure plc in circumstances where such person has given 3i Infrastructure plc certain undertakings). 3i Infrastructure plc is not offering any securities or services in the United States or to US Residents through this presentation or the 3i Infrastructure plc website and securities may not be offered or sold in the United States absent registration under the Securities Act, or an exemption from registration under the Securities Act. Any public offering of any such securities in the United States would be made by means of a prospectus that could be obtained from 3iN and 3i and which would contain detailed information about 3i Infrastructure plc, its management and its financial statements. 3iN is not currently making any public offering in the United States and no such prospectus has been issued. No public offering of any such securities in the United States is currently contemplated.

A "US Resident" includes any US Person, as well as (i) any natural person who is only temporarily residing outside the United States, (ii) any account of a US Person over which a non-US fiduciary has investment discretion or any entity, which, in either case, is being used to circumvent the registration requirements of the US Investment Company Act of 1940, and (iii) any employee benefit or pension plan that does not have as its participants or beneficiaries persons substantially all of whom are not US Persons. In addition, for these purposes, if an entity either has been formed or is operated for the purpose of investing in a particular security or obtaining a particular service, or facilitates individual investment decisions, none of the beneficiaries or other interest holders of such entity may be US Residents. The term "US Resident" also includes (i) persons acting for the account or benefit of a US Resident or (ii) persons in the United States when they are seeking to enter the 3i Infrastructure plc website.

Presentations made by or on behalf of 3iN to US investors are made only to 'qualified purchasers' (as that term is used for purposes of Section 3(c)(7) of the Investment Company Act of 1940, as amended (the '1940 Act')), and 'accredited investors' and 'qualified institutional buyers' (as defined under the Securities Act of 1933). As a result, by accessing this presentation you represent that you have 3iN's permission and that you act as investment manager for one or more accounts that are 'qualified purchasers', 'accredited investors' and 'qualified institutional buyers'. Moreover, you, on your own behalf and on behalf of your affiliates, agree that so long as 3iN is not registered under the 1940 Act, any securities of 3iN that are purchased will be purchased only for the accounts of 'qualified purchasers', 'accredited investors' and 'qualified institutional buyers'. You and your affiliates also

agree that any securities of 3iN owned by any such accounts will be sold and/or transferred only in offshore secondary market transactions (e.g. through the London Stock Exchange) without the direct or indirect involvement of 3iN, its affiliates, agents or intermediaries.

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Richard Laing

Chair

Today's agenda

Business review Scott Moseley and Bernardo Sottomayor

Q&AAll

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