Airwork Holdings Limited

February 2015

Chris Hart Chief Executive OfficerBrian Fouhy Chief Financial Officer

Half Year 2015 Results Presentation

IMPORTANT NOTICE

This presentation contains not only a review of operations, but also some forward looking statements about Airwork Holdings Limited (Airwork) and the environment in which the company operates. These forward looking statements are based on current expectations, and involve assumptions, risks and uncertainties. Airwork’s actual results could be affected by a number of factors and accordingly could differ materially. There can be no assurance that any result contemplated in any forward looking statement will be realised and Airwork gives no warranty or representation as to future performance.

Media releases, management commentary, Airwork’s recent investment statement and other information is available in respect of the company and these contain additional information about matters which could cause Airwork’s performance to differ from any forward looking statements in this presentation. Please read this presentation in the wider context of material previously published by Airwork.

The information in this presentation is in a summary form, and accordingly is not necessarily complete. No representation or warranty is made as to the accuracy or completeness of the information contained. A number of non-GAAP financial measures are used in this presentation due to the fact they are widely accepted financial indicators used by investors and analysts to analyse and compare companies. You should not consider any of these in isolation from, or as a substitute for, the information provided in the consolidated financial statements.

All amounts are in New Zealand dollars unless otherwise stated.

3

AGENDA

• Interim HY 2015 Result

• Financial Highlights

• Financial Summary

• Comparison to Prospectus PFI

• Foreign Exchange Sensitivity

• Depreciation

• Operating Revenue

• Interim HY 2015 Divisional Review

• Helicopter Review

• Fixed Wing Review

• Cash Flow and Net Debt

• Capex

• Outlook

Appendices

4

Exceeded IPO forecast – strong growth from comparative period

• Revenue growth of $4.5m, up 6.8% on comparative period

• EBIT of $11.8m, up 20.0% on comparative period

• NPAT of $7.9m, up 73.0% on comparative period

o Underlying NPAT of $7.9m, up 19.3% on comparative period

• EPS of 15.7 cents (basic), up 48.1% on comparative period

• Interim dividend of 8.0 cents per share, fully imputed

• Increased full year FY15 guidance: NPAT $15.3m; EPS 30 cents; full year dividend 16 cents

HALF YEAR 2015 RESULT – FINANCIAL HIGHLIGHTS

HALF YEAR 2015 RESULT – FINANCIAL SUMMARY

5

1. Return on Capital Employed: Annualised EBIT / Average funds employed (shareholders’ funds plus

net debt)

2. The Group defines growth capex as investments in new assets or product development to increase

the Group’s earning capacity, all other capex is defined as maintenance capex.

3. Return on Shareholders’ Funds: Annualised NPAT / Average shareholders’ funds

H1 FY15Reported

$’000s

H1 FY15Prospectus PFI

$’000s

H1 FY14Reported

$’000s

Total Revenue 70,260 65,262 65,766

EBITDA 22,439 21,233 20,419

EBIT 11,832 9,797 9,856

NPAT 7,885 5,939 4,559

Return on Capital Employed 1 15.2% 13.1% 13.2%

Return on Capital Employed (excl. Growth Capital WIP 2)

15.6% 13.1% 13.2%

Return on Shareholders' Funds 3 17.0% 12.9% 12.5%

Earnings per share - basic (cps) 15.7 11.8 10.6

Dividends (cps) 8.0 7.0

COMPARISON TO PROSPECTUS PFI

6

1. Underlying Prospectus PFI is adjusted for the impact of movements in the fair value of derivatives (refer to page 42 of Investment

Statement). The derivatives forecast in the Prospectus PFI to reverse in H1 FY15 were settled in FY14 on early repayment of the lease.

F Favourable to Prospectus Forecast

Income$’000s

EBITDA$’000s

EBIT$’000s

NPBT$’000s

NPAT$’000s

Reported result 70,260 22,439 11,832 10,685 7,885

Prospectus PFI 65,262 21,233 9,797 8,410 5,939

Variance to Prospectus PFI 4,998 F 1,206 F 2,035 F 2,275 F 1,946 F

Adjusted for movement in fair value of derivatives

• Reported result - - - - -

• Prospectus PFI - - - 530 371

Underlying Reported result 70,260 22,439 11,832 10,685 7,885

Underlying Prospectus PFI 1 65,262 21,233 9,797 8,940 6,310

Variance to underlying Prospectus PFI 4,998 F 1,206 F 2,035 F 1,745 F 1,575 F

FOREIGN EXCHANGE SENSITIVITY

7

• Sensitivity excludes derivatives and FX in other gains and losses

• The FX sensitivity is largely as expected in the Prospectus PFI – the average FX

rates were close to PFI assumptions and the strength of the USD has been more

notable in 2015

USDNZ$’000s

AUDNZ$’000s

EURNZ$’000s

TOTALNZ$’000s

Revenue 540 (145) 53 448

EBITDA 452 16 15 483

EBIT 266 16 15 297

NPAT 158 11 11 180

CAPEX (573) - - (573)

The following table provides an indication of the impact on H1 FY15 results due to

variances in foreign exchange rates from those used in the Prospectus PFI. An

unfavourable variance indicates that the Group’s financial performance would have

improved had the FX rates assumed in the Prospectus PFI prevailed.

DEPRECIATION

8

H1 FY15Reported

$’000s

RV Reassessment

$’000s

H1 FY15Pre-RV

reassessment$’000s

H1 FY15Prospectus PFI

$’000s

H1 FY14Reported

$’000s

Depreciation expense:

Helicopters 3,952 - 3,952 2,980 2,927

Fixed Wing 6,596 589 7,185 7,321 7,609

Group 59 - 59 1,135 27

TOTAL 10,607 589 11,196 11,436 10,563

EBIT 11,832 589 11,243 9,797 9,856

NPAT 7,885 424 7,461 5,939 4,559

Earnings per share - basic (cps) 15.7 0.8 14.9 11.8 10.6

The following table provides a summary of the impact on H1 FY15 results due to a

reassessment of Boeing 737 freighter aircraft residual values

• Prospectus PFI and market guidance achieved before impact of residual value reassessment

• Fixed Wing depreciation in the period also affected by:

o Reduced depreciation due to one less B737 vs Prospectus PFI

o Increased depreciation due to FX vs Prospectus PFI

• Retains conservative approach to depreciation of Boeing fleet

OPERATING REVENUE

9

Strong revenue growth driven by Helicopter division

$10m

$20m

$30m

$40m

$50m

$60m

$70m

H1 FY10 H1 FY11 H1 FY12 H1 FY13 H1 FY14 H1 FY15

Helicopters

Fixed Wing

H1 2015 DIVISIONAL REVIEW

10

• Profitable Helicopter growth with expansion of leasing fleet, including short-term

leases and continued engineering earnings growth

• Greater than expected reduction in Fixed Wing revenues in Australia reflecting

difficult trading environment and one fewer aircraft (vs Prospectus PFI)

• H1 FY14 includes IPO costs of $1.2 million within Corporate EBIT

• Corporate costs reflect full period impact of public company costs and growth

requirements aligned to the strategy

Corporate

Fixed Wing

Helicopters

($5m) $5m $10m $15m

Reported EBIT

H1 FY15 PFI H1 FY14

HELICOPTER REVIEW

11

H1 FY15$’000s

Prospectus PFI$’000s

H1 FY14$’000s

Revenue - Engineering 26,536 21,827 21,010

Revenue - Leasing 15,656 11,805 10,292

Revenue - Total 42,192 33,632 31,302

EBITDA 13,854 10,855 9,568

EBIT 9,902 7,875 6,641

EBITDA Margin 32.8% 32.3% 30.6%

Return on invested capital 23.3% 17.5%

Return on invested capital (excluding THL & Allway) 25.6% 19.5%

Percentage of revenue generated from new customers

• Engineering 2% 20%

• Leasing 4% 3%

Total helicopter fleet 37 29 28

• Engineering revenue increased by 26%; Leasing by 52%

• Percentage of revenue from new customers highlights strong level of recurring revenues

• Slight change of mix of engineering work (internal v external) due to helicopter leasing demand

with improved long-term ROIC

• Significant upside from incremental, high margin, short-term contracts utilising existing assets

• Improved EBITDA margin reflects greater Leasing revenue mix which is less labour intensive

• Progressing THL legal action, court date set for May 2015. Conservative approach continued to

be applied in H1 FY15 accounts, consistent with FY14 and Prospectus PFI

• Further customer diversification aligned with emerging mining, oil & gas projects

• Lease of two BK117 helicopters to new NZ lessee; second aircraft to be delivered in

February 2015

• Refined pricing model gaining traction

HELICOPTER REVIEW

12

Prospectus PFI Actual Performance

Leasing fleet ahead of Prospectus PFI expectations and future demand looks strong

+1

+1+1

+1 (1)

26 27

32

35

30-Jun-14Prospectus PFI

31-Dec-14Prospectus PFI

30-Jun-14 Africa: Mining NZ: Utility South America:Oil & Gas

NZ: Tourism Disposals 31-Dec-14

HELICOPTER REVIEW

13

• New customers signed off the back of certification expansion:

o FY14 – Europe, Africa, Canada, Asia

o FY15 – South America, South Africa (H2)

o First Airwork BK117 helicopter delivered into South America

• New Zealand market share expansion across leasing and maintenance activities

• Reduced revenue from European Support Contract as expected, in line with

customer fleet reduction schedule

• Capacity expansion of Ardmore Engineering facility to meet demand

o Stage 1 – new hangar; completion June 2015

o Stage 2 – overhaul capacity increase; completion December 2015

Geographic expansion

FIXED WING REVIEW

14

• Significant downturn in Australian activity, largely from passenger and freight charter flying

• Slight improvement in margins from repositioning assets out of Australia, however resources in

Australia retained at above current activity levels and remain under review

• Fleet reduction versus Prospectus PFI relates to one B737 from the January 2014 incident, plus

one minor charter aircraft returned to owner in FY14

H1 FY15$’000s

Prospectus PFI$’000s

H1 FY14$’000s

Total revenue 28,007 31,623 34,475

EBITDA 12,144 13,042 14,531

EBIT 5,548 5,721 6,922

EBITDA Margin 43.4% 41.2% 42.1%

Return on invested capital 1 15.5% 17.3%

Fleet: number of aircraft at end of period (owned and operated) 2 19 21 21

Percentage change of flying hours from prior period 3 (17%) (7%) 12%

1. Return on Invested Capital excludes Capital WIP associated with Growth Capex until the assets are operational

2. Excludes aircraft purchased in H1 FY15 and committed to purchase, pending freight conversion (total 7x B737-400)

3. Change in flying hours for owned aircraft only and excludes aircraft leased at a fixed rate

FIXED WING REVIEW

15

• Continued exceptional operational performance: 98% On Time Performance

• Flying hours 9% below Prospectus PFI and 17% below prior period, with one fewer B737 aircraft

and a reduction in unscheduled and charter flying hours in Australia

• Focus on expanding dry lease fleet and customer base and further refining activity to exit low

yielding operations

o Two B737s removed from Australian operations for repositioning to Europe on dry lease

• Revised assessment of B737 freighter residual values, retains conservative approach

• Work continues on improving margins and consolidating ACMI contracts with the reduction in

unscheduled flying

• Investment in B737 freighter dry leasing – three leases signed so far in 2015

o Full increased earnings impact to be recognised from the 2016 financial year

16

Underlying cash flows generated by the business remain strong

CASH FLOW AND NET DEBT

• Reported net cash flow from operating activities ($14.6m) same as prior period but below

Prospectus PFI ($18.6m) due to working capital movements, including:

o Increase in debtors ($5.5m) – phasing of revenue and WIP closure; customer payment

deferral and delays, including tighter cross border currency controls

o Increase in inventory and WIP ($1.1m) – phasing of trading inventory purchases

o Increase in creditors ($4.0m) – phasing of payments aligned to WIP closure and revenue

recognition

o Decrease in other liabilities ($1.8m) – customer deposits: revenue recognised in current

period vs cash received in prior period

• Improved working capital position expected by June 2015

• Net debt as at 31 December 2014 was $76.9m:

o Increase of $24.6m since June 2014 due to high Growth Capex, especially with respect to

the expansion of the fixed wing dry leasing fleet

o Refinanced loan maturing in April 2015 with extension of existing facilities and term

• Committed US$60m facility with CBA approval received in February 2015, subject to

documentation

CAPEX

17

• Maintenance capex well contained in Fixed Wing ($4.2m) and Helicopters ($1.2m)

o Two Fixed Wing heavy maintenance events deferred into H1 FY15 from FY14 led to higher

than forecast maintenance capex in the period

• Growth capex:

o Helicopter ($7.4m): fleet growth; Ardmore facility expansion

o Fixed Wing ($17.3m): dry lease fleet growth; B737 freighter conversion (operational from

August 2015)

o Group: MRO, Finance and IT systems upgrade

H1 FY15$’000s

Prospectus PFI$’000s

H1 FY14$’000s

Property, plant & equipment capex 30,383 10,281 19,247

Intangible asset capex 307 518 600

Group capital expenditure 30,690 10,799 19,847

Comprising:

Maintenance capex 5,555 4,466 6,198

Growth capex 25,135 6,333 13,649

Group capital expenditure 30,690 10,799 19,847

OUTLOOK

18

Expect positive performance to continue, subject to factors beyond our control

FY15 full year NPAT: previous guidance $14.5m increases to $15.3m to reflect full year

impact of revision of B737 freighter aircraft residual values (EPS 30 cents; full year dividend

16 cents)

Helicopters: focus on organic growth of helicopter business

• Engineering/maintenance capacity expansion through facility development

• Further extend certifications (FAA certification underway)

• Continue to partner with OEMs

• Progressive fleet expansion in NZ and emerging markets

• Challenges faced by Oil and Gas industry leading to slowdown in helicopter trading,

however potential for greater leasing opportunities

Fixed Wing: focus on further refinement of fixed wing business

• Expand dry lease fleet and customer base

• Continue to deliver World Class on-time performance and focus on core customer

requirements

Appendix 1: PERFORMANCE BY DIVISION

19

H1 FY15Reported

$’000s

ProspectusPFI

$’000s

H1 FY14Reported

$’000s

Period Growth

Revenue:

Helicopters: 42,694 33,632 31,431 36%

Fixed Wing: 28,574 31,623 34,475 (17%)

Corporate & Other 1: (1,008) 7 (140) -

Total Revenue: 70,260 65,262 65,766 7%

EBITDA:

Helicopters: 13,854 10,855 9,568 45%

Fixed Wing: 12,144 13,042 14,531 (16%)

Corporate & Other 1: (3,559) (2,664) (3,680) (3%)

Total EBITDA: 22,439 21,233 20,419 10%

EBIT:

Helicopters: 9,902 7,875 6,641 49%

Fixed Wing: 5,548 5,721 6,922 (20%)

Corporate & Other 1: (3,618) (3,799) (3,707) (2%)

Total EBIT: 11,832 9,797 9,856 20%

1. Corporate and Other includes head office costs, and the elimination of the results of inter-segment trading.

Appendix 2: HELICOPTER FLEET

20

• Flying hours and revenue per helicopter increase reflects:

o New leasing contracts, including the impact of new leases signed in prior year;

o Short-term lease contract in H1 FY15 (including mobilisation and demobilisation); and

o Impact of declining New Zealand Dollar

H1 FY15Prospectus

PFIFY14 H1 FY14

Leasing fleet

Number of helicopters at end of period:

• Owned 32 25 32 24

• Leased 3 2 2 2

Total leasing fleet 35 27 34 26

• Operated (not owned or leased) 2 2 2 2

Total helicopter fleet 37 29 36 28

Average number of helicopters during the period 35.7 28.5 30.8 30.2

Average revenue per helicopter equivalent ($'000s) 439 414 696 341

Fleet flying hours - Percentage increase / (decrease) over comparative period

• Fleet Total 25% 10% (30%) (26%)

• Excluding Allway and THL 40% 10% (5%) (5%)

21

Integrated Business with Highly Regulated Environment

Established Business – Long Term Contracts

Helicopter Engineering – Niche Market with High Barriers to Entry

Growth Track Record and Significant Opportunities

Experienced Board and Management

Highly Diversified – Operations, Industries and Geographies

Strong Cash Flow Business

Appendix 3: KEY ATTRIBUTES OF THE BUSINESS

22

Add Canadian Overhaul Approval

Add BK117 Engine

Upgrade Program

Approval in NZ

Add BK117 Engine

Upgrade Program

approval and European

maintenance approval

Capability now covers: Europe, Canada, South

America, rest of Asia and

middle-East

Add BK117 Engine Upgrade Program

USA

Approval and Canadian (Top 3)

Major Modifications

Acquisition ofhelicopter operation

in Africa extendsengineering and

operating capability

Add FAA Part 145 (American)

Maintenance Approval

Add European Aircraft

Modification Design Approval

NZCAA ApprovalLimited approvals

covering NZ, Australia and parts of Asia

2010 2011 2012 2013 2014 Future

Available BK117 market size

55 61 61 170 170 253

Certification and IP expansion delivers new customers

Appendix 4: HELICOPTER MAINTENANCE CERTIFICATION