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Air New Zealand Announces 2018 Annual Results

Full Year Results22 August 2018AIRIndustrials

Media release
23 August 2018


Second highest profit in Air New Zealand’s history enables

reinvestment in customer experience and staff bonuses



Highlights


• Achieved second highest profit of $540 million

• Investment of approximately $150 million expected over the next four years to enhance customer

experience in key areas, including new cabin experience, digital products and lounges

• Commitment to third short term leased widebody aircraft to further assist with schedule reliability

during ongoing maintenance requirements associated with the global Rolls-Royce Trent 1000 engine

issues

• Staff bonuses of up to $1,800 for all permanent employees who do not participate in a Short Term

Incentive programme


Air New Zealand today announced earnings before taxation for the 2018 financial year of $540 million, an

increase from the prior year result of $527 million, representing the second highest profit in the airline’s history.

Net profit after taxation grew 2.1 percent to $390 million.


Shareholders of Air New Zealand will receive a final dividend of 11.0 cents per share, taking the total ordinary

declared dividend for the year to 22.0 cents per share, an increase of 4.8 percent from the prior year. The

dividend will be paid on 19 September, to shareholders on record as at 7 September.


Chairman Tony Carter praised the strength of the result, which demonstrates the airline’s resiliency.


“This is an impressive financial result, driven by strong revenue growth across the airline’s key markets, as well

as continued focus on sustainable cost improvement, despite significantly higher fuel prices.


“The ability of the airline to achieve its second highest profit in such a challenging environment really speaks to

the focused strategy and unique competitive advantages that Chief Executive Officer Christopher Luxon and his

leadership team have spent years building,” says Mr Carter.


In recognition of the robustness of the 2018 result, the Board has awarded staff bonuses of up to $1,800 to be

paid next week to approximately 8,500 Air New Zealanders who do not have other incentive programmes as

part of their employment agreement.


Mr Luxon acknowledged the impact of external disruptions on the airline’s operational performance and thanked

both customers and staff for their loyalty and support.


“While we are very proud of the financial achievements of the 2018 financial year, I want to acknowledge the

patience and loyalty of our customers who have been impacted by operational disruptions while travelling with

us this year. These disruptions have resulted in a level of service for some that did not meet the high standards

we set for ourselves.


“We do not take our customers’ choice to fly with Air New Zealand for granted and remain focused on making

improvements across all touch points of their travel journey,” says Mr Luxon.


To deliver greater schedule reliability for customers going forward, Air New Zealand will be leasing three

widebody aircraft, two Boeing 777-200s and one Boeing 777-300, as well as making adjustments to its schedule

as the airline continues to work through the maintenance requirements associated with the global Rolls-Royce

Trent 1000 engine issues.



“The adjustments to our schedule will essentially free up two widebody aircraft enabling us to provide greater

schedule certainty for customers. This will include adjusting weekly frequency on our Buenos Aires and Taipei

services, as well as seeking to retime our flights to Tokyo’s Haneda Airport. We are confident that these

proactive steps will result in better reliability for our customers,” says Mr Luxon.


2019 promises to be an exciting year for the airline and its customers, as Air New Zealand will offer more cheap

fares than ever over the next year as domestic jet capacity grows by three to five percent and regional turboprop

capacity grows by five to seven percent.


“One of the benefits of a growing Air New Zealand is more opportunities than ever for Kiwis to snap up a

bargain. In 2019, we will offer more than 2.9 million seats for travel in New Zealand for under $100,” Mr Luxon

says.


This year will also see the launch of new direct services to Chicago and Taipei commencing in November, new

services to Brisbane from both Wellington and Queenstown beginning in December, as well as a new third daily

service added to the Auckland-Singapore route in partnership with Singapore Airlines.


The airline is expecting to receive delivery of 10 Airbus A320/321 NEO aircraft, which will provide continued

growth and cost benefits to the Tasman and Pacific Islands network. Air New Zealand will be the first airline to

fly the Airbus NEO in Australasia. Two Boeing 787-9 aircraft with increased premium cabin space and next

generation Rolls-Royce TEN engines will also join the fleet.


Anticipating continued future domestic network growth, Air New Zealand has announced capital expenditure for

seven Airbus A321 NEO aircraft, with phased delivery expected from 2020 to 2024. The additional aircraft will

be deployed on high demand routes to support further domestic growth. Equipped with new generation engines

and approximately 25 percent more seats, the A321 NEOs are expected to deliver fuel savings and efficiencies

of up to 15 percent compared to the airline’s existing A320 domestic aircraft, helping to reduce carbon emissions.


Air New Zealand’s Pacific Rim growth strategy has allowed for consistently profitable network expansion over

the past five years, with 17 million passengers a year travelling on the airline compared with 13 million back in

2013. The airline is focusing on continued investment in regional lounges, customer contact centres and inflight

products and services to enhance the customer experience.


Mr Luxon said the airline sees positive demand signals in the short term, with strong forward bookings heading

into the peak summer season and passenger growth expected to continue its upward trajectory.


“Looking out over the next two years, the airline is expecting to grow by one million customers a year, reaching

19 million customers by the end of 2020,” says Mr Luxon.




Outlook


Based upon current market conditions and assuming an average jet fuel price of US$85 per barrel, 2019

underlying earnings before taxation is expected to be in the range of $425 million to $525 million.


This excludes an estimated $30 million to $40 million impact from schedule changes prompted by the global

Rolls-Royce engine issues.



Financial Highlights


• Record operating revenue of $5.5 billion, up 7.4%

• Earnings before taxation of $540 million, up 2.5%

• Net profit after taxation of $390 million, up 2.1%

• Operating cash flow of $1 billion, up 14%

• Fully imputed final dividend of 11.0 cents per share, bringing the 2018 full year fully imputed ordinary

dividends to 22.0 cents per share, an increase of 4.8% from the prior year




Ends

Issued by Air New Zealand Public Affairs ph +64 21 747 320

---

AIR NEW ZEALAND 2018ANNUAL RESULT
Forward-looking statements

2

This presentation contains forward-looking statements. Forward-looking statements often include words

such as “anticipate”, “expect”, “intend”, “plan”, “believe”, “continue” or similar words in connection with

discussions of future operating or financial performance.

The forward-looking statements are based on management's and directors’ current expectations and

assumptions regarding Air New Zealand’s businesses and performance, the economy and other future

conditions, circumstances and results. As with any projection or forecast, forward-looking statements are

inherently susceptible to uncertainty and changes in circumstances. Air New Zealand’s actual results

may vary materially from those expressed or implied in its forward-looking statements.

The Company, its directors, employees and/or shareholders shall have no liability whatsoever to any

person for any loss arising from this presentation or any information supplied in connection with it.The

Company is under no obligation to update this presentation or the information contained in it after it has

been released.

Nothing in this presentation constitutes financial, legal, tax or other advice.

AIR NEW ZEALAND 2018ANNUAL RESULT
Business update

Financial results

Outlook

Q&A

Agenda

3

AIR NEW ZEALAND 2018ANNUAL RESULT
Business update

Christopher Luxon

Chief Executive Officer

AIR NEW ZEALAND 2018ANNUAL RESULT
2

•Another strong financial performance despite

challenges, enabled by dedicated customer-focused

culture

•Network expansion driven by profitable growth, focused

on reinforcing and developing our market positions

across the Pacific Rim

•Continuing to invest in the customer proposition

•Working through ongoing issues with Rolls-Royce Trent

1000 engines

•Relentless focus on improving unit cost performance

remains

•Strong investment-grade balance sheet, delivering a

consistent and sustainable ordinary dividend to

shareholders

A resilient business model providing

strong results in all market conditions

5

AIR NEW ZEALAND 2018ANNUAL RESULT
6

Our second-highest result in the airline’s 78-year history

$540m($150m)$390m

Earnings before

taxation

TaxNet profit after

taxation

•Operating revenue $5.5billion, up7.4%

•Earnings before taxation $540 million, up 2.5%

•Net profit after taxation $390 million, up 2.1%

•Operating cash flow $1,031 million, up 14%

358

474

663

527

540

20142015201620172018

Earnings before taxation

($millions)

AIR NEW ZEALAND 2018ANNUAL RESULT
527

(135)

540

-250

-150

-50

50

150

250

350

450

550

650

2017

EARNINGS

BEFORE

TAXATION

IMPACT OF

FUEL

PRICE

2017

COMPARABLE

EARNINGS

2018

EARNINGS

BEFORE

TAXATION

+38%

($ millions)

392

1

Achieved our earnings guidance despite fuel price

headwind of $135 million

1

$135 million impact related to fuel price increase; details on fuel cost movement

provided in supplementary slides.

7

•Outlook statement from August 2017 aimed to

“improve upon 2017 earnings” of $527 million,

based on average jet fuel price of US$60 per

barrel

•2018 average jet fuel (MOPS) price increased

25% to US$75 per barrel

•Hedging gains partially offset increase in fuel

prices, resulting in a net fuel price headwind of

$135 million, or 16%

AIR NEW ZEALAND 2018ANNUAL RESULT
Jeff McDowall

Chief Financial Officer

Financial results

AIR NEW ZEALAND 2018ANNUAL RESULT
9

Revenue

•Passenger revenue excluding FX up 6.7%; reported up 6.9%

–Strong demand up 5.3% oncapacity growth of 5.0%

–RASK excluding FX up 1.6%; reported up 1.8%

•Cargo revenue excluding FX up 9.6%;reported up 10%

Cost

•CASK

1

improved 0.5%

−Reported CASK including impact of fuel price up 4.0%

•Efficiencies contributed $104 million to profitability

•Reported fuel cost up $160 million, 19%

2

driven by:

–Average fuel price increase (net of hedging benefits) of $135 million (16%)

–Volume growth of $30 million, partially offset by $5 million in FX benefits

Robust revenue performance and efficiencies more

than offset increased operating costs

1

Excluding fuel price movement, FX, third party maintenance and other significant items in the comparative year, as disclosed in the 2017 Financial Results.

2

Fuel cost movement details provided in supplementary slides.

AIR NEW ZEALAND 2018ANNUAL RESULT
Changes in profitability illustrate strong contribution

of revenue growth

10

1

Excludes FX of $5 million, fuel cost movement details provided in supplementary slides.

•Third-party maintenance

contracts represent a

significant portion of Other

Revenue growth

•Labour growth continues to

lag ASK growth, up only 2.5%

from prior year

•Maintenance, aircraft

operations and passenger

services includes costs

related to third-party

maintenance contracts

(partially offsetting Other

Revenue)

•Ownership cost increase

driven by higher depreciation

related to aircraft deliveries

and increased investment in

digital and lounges

Additional commentary

AIR NEW ZEALAND 2018ANNUAL RESULT
Record passenger revenues of $4.7B achieved from growth

across the business –Domestic especially strong

11

Sector

2018 RASK performance versus

February 2018 expectations

Domestic

Exceeded expectations

Tasman

Exceeded expectations

Pacific Islands

2

Met expectations


Asia

Met expectations


Americas/Europe

Met expectations


1

Year-on-year movement in RASK.

2

Pacific Islands includes Bali and Honolulu.

(9.3%)

(2.9%)

2.5%

0.6%

H1 2017

(Jul-Dec)

H2 2017

(Jan-Jun)

H1 2018

(Jul-Dec)

H2 2018

(Jan-Jun)

Group RASK

1

(excl. FX)

ASK

growth:

6.6%3.4%5.4%

7.1%

AIR NEW ZEALAND 2018ANNUAL RESULT
12

•Strong volume growth related to:

–Improved loads of high density cargo from Asia and

Japan to United States

–Improved loads on main Tasman ports

–Increased capacity between Pacific Islands and Haneda

Airport (Tokyo)

•Yield improvements driven by:

–Higher value product mix

Cargo business again delivers a strong revenue performance

Revenue

up 9.6%*

Yield

up 3.3%

Volume

up 6.3%

* Reported Cargo revenue increased 10%, inclusive of foreign exchange impact.

AIR NEW ZEALAND 2018ANNUAL RESULT
9.47

9.12

(0.27)

0.22

0.05

0.32

0.03

7

8

9

10

2017 CASKECONOMIES

OF SCALE AND

EFFICIENCIES

PRICETHIRD PARTY

MAINTENANCE

FUEL PRICEFOREIGN

EXCHANGE

2018 CASK

CASK (cents)

•CASK*improved 0.5%

–Reported CASK increased 4.0%, driven by average fuel price increases of 16% and higher costs related to third

party maintenance

•$104 million of efficiencies from cost saving initiatives and economies of scale

•While not driven by capacity (ASKs), an increase in third party maintenance contracts resulted in

additional costs, which were more than offset by revenue contribution

13

*Excluding fuel price movement, FX, third party maintenance and other significant items in the comparative year, as disclosed in the 2017 Financial Results

Relentless focus on unit costs drove underlying improvement

CASK

Improved 0.5%

AIR NEW ZEALAND 2018ANNUAL RESULT
14

Significant growth from Christchurch Engine Centre

joint venture, driven by increased volumes

•Air New Zealand has a 49% ownership stake in a

maintenance, repair and overhaul (MRO) facility based in

Christchurch and operated in conjunction with Pratt &

Whitney

•The investment is equity accounted with the share of

earnings being recognised in the income statement

•Services V2500 engines (powering A319/320/321 CEO

aircraft) for global airlines

•Facility currently has the capability to service 120 engines

each year

−Significant strength in 2018 driven by increased volumes

−Nearing capacity for 2019, growth expected albeit at a slower

rate

26

33

20172018

+27%

Share of earnings of associates

($ millions)

AIR NEW ZEALAND 2018ANNUAL RESULT
15

•Operating cash flow $1,031 million, up 14%,

reflecting:

−Increase in cash operating earnings

−Strong working capital cash flow as the

business grows

−Lower cash taxes paid due to transitional timing

impact of legislative tax changes for engine

maintenance

•Cash on hand of $1.3 billion, down 1.9% from

June 2017

Operating cash flow continues to demonstrate strength

730

1,100

1,074

904

1,031

20142015201620172018

Operating cash flow

($ millions)

AIR NEW ZEALAND 2018ANNUAL RESULT
16

•Gearing was 52.4%, increasing 0.6 percentage

points from June 2017, driven by foreign exchange

and continued investment in fleet

•Stable outlook Baa2rating from Moody’s

•Fully imputed final dividend of 11cents per share,

consistent with the prior year

−Bringing the full year fully imputed ordinary

dividend to 22cents per share, a 4.8% increase

from prior year

Balance sheet remains strong

42.9%

52.4%

48.6%

51.8%

52.4%

20142015201620172018

Gearing (%)

(including capitalisedaircraft operating leases)

10

16

20

21

22

20142015201620172018

Ordinary dividends declared

(cents per share)

InterimFinal

AIR NEW ZEALAND 2018ANNUAL RESULT
17

15

13

3

5

7

17

20202020

2018

Number of Domestic Jet

Aircraft

2019

Temporary transfer of

three Trans-Tasman leased

A320 Aircraft

2020

Three A321 NEOs replace

three Trans-Tasman A320

leased aircraft

2022

Two A321 NEO Aircraft

replace two older leased

A320 domestic aircraft

2024

Two A321 NEO Aircraft

replace two older leased

A320 domestic aircraft

Domestic jet fleet growth forecast

A320 CEOA321 NEO

17

Measured Domestic growth with three A321 NEO

aircraft commencing 2020

~25%

Seat growth from

2018 to 2024

AIR NEW ZEALAND 2018ANNUAL RESULT
Aircraftdelivery schedule (as at 30 June 2018)

Number in

existing fleet

Number

on order

DeliveryDates (financial year)

2019202020212022

Owned fleet on order

Boeing 787-9

111**1---

Airbus A320/A321 NEOs

-13**64-3

ATR72-600

1910**46--

Operating leased aircraft

Boeing 787-9

-2**11--

Airbus A320/A321 NEOs

-5**41--

18

•Forecast investment of $1.5 billion in aircraft and associated assets

through 2022

•Assumes NZD/USD =0.66

•Includes recent commitment for A321 NEO growth aircraft for domestic

jet network (3 units in 2020 and 2 units in 2022)

•Delivery deferral of one A320 NEO for International Short-haul from 2020

will now arrive in 2022

•No assumptions on B777-200 replacement capital expenditure are

included in current forecast

–Still targeting replacement of B777-200 fleet from 2023

* Includes progress payments on aircraft.

** Does not reflect two additional A321 NEO aircraft on order for expected delivery in 2024.

Updating fleet capital expenditure forecast for Domestic units

AIR NEW ZEALAND 2018ANNUAL RESULT
19

Fuel hedging

•Assuming average jet fuel price of US$85 per

barrel for 2019, fuel cost would be ~$1.35

billion

•2019 hedges cover 66%* of consumption

–1H 2019 is 78%* of consumption

–2H 2019 is 53%*of consumption

Foreign exchange hedging

•US dollar is ~80% hedged for 2019 at 0.7105

*Based on fuel hedging disclosure as at 13 August 2018.

** Assumes NZD/USD rate of 0.66.

Mitigating fuel price and FX risk with hedging

1,250

1,300

1,350

1,400

1,450

1,500

$77.5$80.0$82.5$85.0$87.5$90.0$92.5

NZD Cost of Fuel (millions)

Singapore Jet (USD/barrel)

2019 Fuel Cost** sensitivity

Hedged

Unhedged

*

2017ANNUAL RESULT
Christopher Luxon

Chief Executive Officer

Outlook

AIR NEW ZEALAND 2018ANNUAL RESULT
DOMESTIC

21

Market demand continues to be strong

ASIA

PACIFIC ISLANDS

NORTH AMERICA

EUROPE

SOUTH AMERICA

TASMAN

AIR NEW ZEALAND 2018ANNUAL RESULT
22

Actively responding to the global Rolls-Royce engine issues

•To date, impact has been managed by working closely with Rolls-Royce and

supporting capacity with temporarily leased aircraft

•Due to the extension of the Rolls-Royce engine maintenance programme and to

reduce the risk of further customer disruption, we have taken proactive steps to

adjust our schedule

•Notechnicalissues are driving this delay –solely timing related

•Schedule changes will free up the equivalent of two widebody aircraft

•Estimated impact to 2019 earnings before taxation of $30 million to $40 million

AIR NEW ZEALAND 2018ANNUAL RESULT
23

SectorCapacity growthCommentary

Domestic

3% to 5%

•Jet route growth driven by increased flying to Queenstown and

Dunedin

•Strong growth across regional ports

Tasman & Pacific Islands

1

7% to 9%

•Tasman growth with increased frequency and a deeper schedule

to key markets commencing end of October

•Launch of new services to Brisbane from Wellington and

Queenstown

•Annualisationof prior year Pacific Islands growth in 1H 2019

•Introduction of larger A321 NEO aircraft accounts for ~2% of

capacity growth

International long-haul

3% to 5%

•Growth driven by launch of Chicago and Taipei markets in

November, and second daily Singapore flight in April

Group4% to 6%

Current capacity outlook reflects widebody schedule adjustments

1

Pacific Islands includes Bali and Honolulu.

AIR NEW ZEALAND 2018ANNUAL RESULT
24

2019 outlook

Based upon current market conditions and assuming an average jet

fuel price of US$85 per barrel, 2019 underlying earnings before

taxation is expected to be in the range of $425 million to $525 million

This excludes an estimated $30 million to $40 million impact from

schedule changes prompted by the global Rolls-Royce engine issues

AIR NEW ZEALAND 2018ANNUAL RESULT

AIR NEW ZEALAND 2018ANNUAL RESULT
Appendix

AIR NEW ZEALAND 2018ANNUAL RESULT
27

Maintaining a high level of return for our shareholders

1

Excluding fuel price movement, FX, third party maintenance and other significant items.

1

AIR NEW ZEALAND 2018ANNUAL RESULT
827

30

198

63

5

987

0

200

400

600

800

1,000

1,200

2017

FUEL COST

VOLUMEUNDERLYING

PRICE

NET HEDGING

IMPACT

FX

MOVEMENTS

2018

FUEL COST

$ millions

Fuel cost movement in the period

25% increase in

jet fuel price

US$60 to US$75

per barrel

Jun 2018 hedge

gain of $76M

vs

Jun 2017 hedge

gain of $13M

$135M effective

increase in net

fuel price

16%

28

AIR NEW ZEALAND 2018ANNUAL RESULT
* Dividends are fully imputed.

Jun 2018

$M

Jun 2017

$M

Movement

$M

Movement

%

Operating revenue 5,4855,1093767.4%

Earnings before taxation540527132.5%

Net profit after taxation 39038282.1%

Operating cash flow 1,031904127 14%

Cash position1,3431,369(26)(1.9%)

Gearing52.4%51.8%(0.6pts)

Ordinary dividends declared*22.0 cps21.0 cps4.8%

Financial overview

29

AIR NEW ZEALAND 2018ANNUAL RESULT
Jun 2018Jun 2017Movement*

Passengers carried (‘000s)16,96615,9526.4%

Available seat kilometres (ASKs, millions)44,27442,1695.0%

Revenue passenger kilometres (RPKs, millions)36,66234,8145.3%

Load factor82.8%82.6%0.2pts

Passengerrevenue per ASKs as reported

(RASK, cents)

10.610.41.8%

Passengerrevenue per ASKs, excluding FX

(RASK, cents)

10.510.41.6%

Group performance metrics

30

* Calculation based on numbers before rounding.

AIR NEW ZEALAND 2018ANNUAL RESULT
Domestic

Jun 2018Jun 2017Movement*

Passengers carried (‘000s)11,08910,3796.8%

Available seat kilometres (ASKs, millions)6,9056,5974.7%

Revenue passenger kilometres (RPKs, millions)5,7195,3117.7%

Load factor82.8%80.5%2.3pts

Passengerrevenue per ASKs as reported

(RASK, cents)

22.021.23.6%

Passengerrevenue per ASKs, excluding FX

(RASK, cents)

21.921.23.5%

* Calculation based on numbers before rounding.

31

AIR NEW ZEALAND 2018ANNUAL RESULT
32

* Calculation based on numbers before rounding.

1

Pacific Islands including Bali and Hawaii.

Tasman & Pacific Islands

1

Jun 2018Jun 2017Movement*

Passengers carried (‘000s)3,7983,5616.7%

Available seat kilometres (ASKs, millions)12,96312,0397.7%

Revenue passenger kilometres (RPKs, millions)10,5849,7848.2%

Load factor81.6%81.3%0.3pts

Passengerrevenue per ASKs as reported

(RASK, cents)

9.69.24.5%

Passengerrevenue per ASKs, excluding FX

(RASK, cents)

9.69.23.8%

AIR NEW ZEALAND 2018ANNUAL RESULT
33

International

Jun 2018Jun 2017Movement*

Passengers carried (‘000s)2,0792,0123.3%

Available seat kilometres (ASKs, millions)24,40623,5333.7%

Revenue passenger kilometres (RPKs, millions)20,35919,7193.3%

Load factor83.4%83.8%(0.4)pts

Passengerrevenue per ASKs as reported

(RASK, cents)

7.97.9(1.2)%

Passengerrevenue per ASKs, excluding FX

(RASK, cents)

7.87.9(1.3)%

* Calculation based on numbers before rounding.

AIR NEW ZEALAND 2018ANNUAL RESULT
9.1

7.8

7.5

7.0

7.5

6.9

6.6

7.6

8.1

201420152016201720182019202020212022

Aircraft fleet age in years

(seat weighted)

HistoricalForecast

*

34

Projected aircraft in service and fleet age

2019

2020

2021

2022

Boeing 777-300ER

7

7

7

7

Boeing 777-200ER

8

8

8

8

Boeing 787-9

13

14

14

14

Airbus A320

25

19

19

16

Airbus A320/A321 NEO

10

15

15

18

ATR72-600

23

29

29

29

ATR72-500

5

-

-

-

Bombardier Q300

23

23

23

23

Total Fleet

114

115

115

115

*

*

*

* Excludes short-term leases which provide cover for the Boeing 787-9 engine issues

AIR NEW ZEALAND 2018ANNUAL RESULT
358

474

663

527

540

20142015201620172018

Earnings before taxation

($ millions)

Key financial metrics

730

1,100

1,074

904

1,031

20142015201620172018

Operating cash flow

($ millions)

1,234

1,321

1,594

1,369

1,343

20142015201620172018

Cash on hand

($ millions)

42.9

52.4

48.6

51.8

52.4

20142015201620172018

Gearing (%)

(including capitalisedaircraft

operating leases)

10

16

20

21

22

20142015201620172018

Ordinary dividends declared

(cents per share)

InterimFinal

4,652

4,925

5,231

5,109

5,485

20142015201620172018

Operating revenue

($ millions)

35

AIR NEW ZEALAND 2018ANNUAL RESULT
June 2018

$M

June 2017

$M

Referencein 2018 Annual

Financial Results

Earnings beforetaxation540527

Statement of Financial Performance (page 2)

Add back: Net financecosts3344

Statement of Financial Performance (page 2)

Add back: Implied interest in operating leases

1

5759

Note 19 –Operating Leases (page 27)(refer to

aircraft value within Rental and lease expenses

recognised in earnings)

EBIT adjusted for operating lease interest630630

Net debt(including off balance sheet items)2,3992,133

Historical Summary of Debt (page 46)

Equity 2,1761,986

Statement of Financial Position (page 5)

Total capital employed4,5754,119

Average capital employed

2

4,3474,109

Pre-Tax Return on InvestedCapital14.5%15.3%

Pre-tax ROIC calculation

1

Represents the implied interest included in the aircraft operating lease expense within the Statement of Financial Performance; one-third of aircraft operating

lease expense is assumed to be interest expense.

2

Calculation of 2017 Average Capital Employed includes 2016 Total capital employed of $4,098 million.

36

AIR NEW ZEALAND 2018ANNUAL RESULT
Available Seat Kilometres (ASKs)Number of seats operated multiplied by the distance flown (capacity)

Cost/ASK (CASK)Operatingexpenses divided by the total ASK for the period

GearingNet Debt / (NetDebt + Equity); Net Debt includes capitalised aircraft operating leases

Net Debt

Interest-bearing liabilities and bank overdrafts, less bank and short-term deposits, net open derivatives held in

relation to interest-bearing liabilities and interest-bearing assets, plus net aircraft operating lease commitments

for the next twelve months multiplied by a factor of seven (excluding short-term leases in 2018, which provide

cover for Boeing 787-9 engine issues)

Passenger Load FactorRPKs as a percentage of ASKs

PassengerRevenue/ASK (RASK)Passenger revenuefor the period divided by the total ASK for the period

Pre-TaxReturn on Invested Capital

(ROIC)

Earnings before Interest and Taxation (EBIT), and aircraft lease expense divided by three,all divided by the

average Capital Employed (being Net Debt plus Equity) over the period

Revenue Passenger Kilometres

(RPKs)

Number of revenue passengers carried multiplied by the distance flown (demand)

The following non-GAAP measures are not audited: CASK,Gearing, Net Debt, RASK and ROIC.Amounts used within the calculations are derived from

the audited Group financial statements and FiveYear Statistical Review contained in the 2018 Annual Financial Results. The non-GAAP measures are

used by management and the Board of Directors to assess the underlying financial performance of the Group in order to make decisions around the

allocation of resources.

Glossary of key terms

37

2017ANNUAL RESULT
About

Air New Zealand

AIR NEW ZEALAND 2018ANNUAL RESULT
Air New Zealand at a glance

11,900

Air New Zealand

employees based globally

17m

Passengers carried

annually

20

Domestic

destinations

Pacific Rim

Focused network driven by

alliance partnerships

30

International

destinations

78

Years in operation

#1

Corporate reputation

in New Zealand and

Australia

Record

level

Customer satisfaction

Baa2

Investment grade credit

rating from Moody’s

13

Consecutive years of

dividend payments

39

AIR NEW ZEALAND 2018ANNUAL RESULT
New Zealand

Government

52%

New Zealand

institutional

investors

7%

International

institutional

investors

38%

Retail investors

3%

40

Trading and ownership structure

•Dual-listed on the NZX and ASX stock exchanges

•1.3 million average daily trading volume

•Member of the NZX20 index –includes the 20

largest and most liquid companies of the NZX

•New Zealand Government holds 52%

–No direct Board representation

•Seven independent Directors

Share register

(as at 30 June 2018)

AIR

NXZ stock ticker

AIZ

ASX stock ticker

ANZFY

US OTC stock ticker

AIR NEW ZEALAND 2018ANNUAL RESULT
5.0

5.0

8.5

6.5

7.0

5.5

5.5

8.0

16.0

21.0

22.0

18.0

20.0

45.0

20052006200720082009201020112012201320142015201620172018

Ordinary dividendSpecial dividend

of consecutive profitability

Air New Zealand

has achieved

profitability and

dividends through

the cycle

15

years

of consecutive dividends

13

years

41

166166

180

96

221

218

21

82

81

71

181

263

327

463

382

390

2003200420052006200720082009201020112012201320142015201620172018

Net profit after tax

($ millions)

Dividends declared

(cents per share)

AIR NEW ZEALAND 2018ANNUAL RESULT
Inbound and outbound tourism demand remains strong

2.8M

3.0M

3.3M

3.6M

3.8M

20142015201620172018

Inbound visitors to New Zealand*

(in millions and % growth from prior year)

2.2M

2.3M

2.5M

2.7M

2.9M

20142015201620172018

Outbound tourism*

(in millions and % growth from prior year)

*

Statistics New Zealand, year ending 30 June.

+6.8%+5.5%+4.4%+4.5%+11.5%

+3.8%+10.6%+7.4%+5.7%+10.2%

Australia

39%

China

12%

USA

9%

UK

6%

Other markets

34%

International visitor arrivals up 3.8% for the

year ending 30 June 2018

42

Australia

42%

Pacific Islands

15%

USA

7%

China

4%

UK

4%

Other markets

28%

Outbound departures up 6.8% for the year

ended 30 June 2018

AIR NEW ZEALAND 2018ANNUAL RESULT
Resilient core domestic business

1

2

Pacific Rim focused international network

3

Focused on sustainable cost improvements

4

Investment-grade financial strength

Positioned to leverage our

unique competitive advantages

to drive future returns for our

shareholders

43

AIR NEW ZEALAND 2018ANNUAL RESULT
•Most iconic brand in New Zealand

•Unmatched network breadth and depth

−~80% marketshare

−Over 400 flights daily to 20 domestic destinations

•Differentiated in-flight and ground product that is

valued by customers

•Airpoints

TM

programme drives strong loyalty

base with over 2.8 million members* and still

growing

•Investing in the sustainable development of

New Zealand tourism

* Airpoints

TM

membership as at 30 June 2018.

Strong market share to leverage growth from inbound and domestic tourism

1

Resilient core domestic business

44

AIR NEW ZEALAND 2018ANNUAL RESULT
Why revenue share alliances?

✓Partners have “skin in the game” to

sell the route

✓Strength of sales & distribution in local

markets

✓Access to frequent flyer databases

Routes operated solely by alliance partners

Routes operated by Air New Zealand

Pacific Rim focused international

network supported by alliances

2

New routes commencing in the 2019 financial year

45

AIR NEW ZEALAND 2018ANNUAL RESULT
A simpler and modern fleet helps drive improved efficiencies

Focused on sustainable cost improvements

Drivers of improved unit costs

•Network growth

•Fleet investment resulting in fuel

efficiency and up-gauging, as

well as simplification of

operations

•Targeting a stable level of fixed

operating costs to leverage

economies of scale

•High performance engagement

driving a stable level of wage

inflation

•Daily culture of cost focus and

continuous improvement

2012

2018

Fleet complexity

Fleet age

(on a seat-weighted basis)

Ownership profile

(on a seat-weighted basis)

Widebody

B747

B767

B777 family

Narrowbody

B737

A320

Turboprops

ATR72s

Q300

Beech 1900D

Manyfleet types

Fewfleet types

Widebody

B787

B777 family

Narrowbody

A320 family

Turboprops

ATR72s

Q300

8.6years

7.5years

38%leased62%owned

30%leased70%owned

46

3

AIR NEW ZEALAND 2018ANNUAL RESULT
Appropriate level of gearing

Target range of 45% to 55%

Providing stability and financial flexibility over the long-term

Investment grade financial strength

Moody’s creditrating

Investment grade

A3

Baa1

Baa2

Baa3

Ba1

Ba2

Ba3

Source: Bloomberg as at 14 August 2018.

47

42.9%

52.4%

48.6%

51.8%

52.4%

20142015201620172018

Financial year

Gearing (%)

(including capitalised aircraft operating leases)

4

AIR NEW ZEALAND 2018ANNUAL RESULT
48

~15%

~10%

Return that exceeds our

pre-tax cost of capital

Excellent return

Sub-optimal return

Putting ROIC

performance into

perspective

14%

16%

19%

15%

14%

20142015201620172018

Pre-tax ROIC

AIR NEW ZEALAND 2018ANNUAL RESULT
Resources

Contact information

Email: investor@airnz.co.nz

Share registrar: enquiries@linkmarketservices.com

Investor website:www.airnewzealand.co.nz/investor-centre

Monthly traffic updates: www.airnewzealand.co.nz/monthly-operating-data

Quarterly fuel hedging disclosure: www.airnewzealand.co.nz/fuel-hedging-announcements

Corporate governance: www.airnewzealand.co.nz/corporate-governance

Sustainability: https://www.airnewzealand.co.nz/sustainability

Find more information about Air New Zealand

49

---

ANNUAL
SHAREHOLDER

REVIEW

2018

2
WHERE WE FLY

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

Kia ora

Key

Routes operated by Air New Zealand

New routes commencing in the 2019 financial year

Routes operated solely by alliance partners

3
WHERE WE FLY

|

CONTENTS

Contents

2018 key highlights 4

Letter from the Chairman 6

Q&A with our CEO 8

Air New Zealanders making a difference 12

Financial commentary 14

Change in profitability 16

Financial summary 17

Financial framework 19

AIR NEW ZEALAND GROUP

1
Created by the global index provider FTSE Russell, the FTSE4Good Index Series is designed to measure performance

of companies demonstrating strong environmental, social and governance (ESG) practices.

4

Awarded Best

Loyalty Programme

in New Zealand

Top Airline

in the World

awarded by US luxury

and lifestyle travel magazine

Condé Nast Traveler

26% improvement

in 2018 total recordable

injuries compared to 2017

5.0 % growth

in network capacity (ASKs)

6 new aircraft

added to fleet during the year;

consisting of 2 B787-9s

and 4 ATR72-600s

2018 KEY HIGHLIGHTS

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

No.1 employer

top rated in New Zealand

39%

of women in

senior leadership positions;

up from 16% in 2012

FTSE4Good

constituent

1

for the second year in a row

No.1 corporate

reputation

in New Zealand and Australia

Over 2.8m

Airpoints


members;

up 13% from 2017

934,000

flights paid for by

Airpoints


Dollars during the year

2018 Randstad Employer Brand research

Colmar Brunton Corporate Reputation Index 2018

NZ Marketing Association

5
2018 KEY HIGHLIGHTS

AIR NEW ZEALAND GROUP

22 cents

Full year

declared dividend

per share

$1b

Operating cash flow

$540m

Earnings

before taxation

$5.5b

Operating revenue

6
Air New Zealand has again proved the strength and agility

of its business model, generating the second-highest result

in the airline’s history and investing for future success.

11 c e n t s

per share final ordinary dividend

52.4%

gearing

$ 1. 3 b

cash position

22 cents

per share total ordinary dividend

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

LETTER FROM THE CHAIRMAN

A financial

performance

to be

proud of

$5.5 billion


7. 4 %

Operating revenue

$540 million


2.5%

Earnings before taxation

$390 million


2 .1%

Net profit after taxation

$1 billion

Operating cash flow

14 . 5 %

Pre-tax Return on Invested Capital

7
LETTER FROM THE CHAIRMAN

Delivering on our strategy

Our Pacific Rim growth strategy has driven

Air New Zealand’s sustainable results over

the past six years, with a focus on profitable

growth across key markets where our

unique competitive advantages can deliver

long-term returns to our shareholders. This

year is no different, as Air New Zealand

increased capacity by 5.0 percent, reflecting

growth across all regions of the network.

Disciplined investments continued to

support our growth and drive efficiencies,

with continued improvement in lounges,

airport upgrades and additional 275-seat

Boeing 787-9 Dreamliners and 68-seat

ATR aircraft entering the fleet in the year.

Strong financial results

Air New Zealand delivered yet another

impressive financial performance in 2018,

reporting earnings before taxation of

$540 million, the second-highest result in

the Company’s 78-year history. This strong

result compares to $527 million in the

prior year and is an excellent outcome that

shareholders can be proud of, and is even

more significant considering the challenges

of increasing fuel prices during the year.

Operating revenue grew 7.4 percent, and

was the key driver of earnings growth this

year, as the Company’s diversified network

saw continued strong demand and positive

pricing dynamics across most of the major

markets. Significant growth across the

cargo and contract services businesses

also contributed to the strong revenue

performance in the year.

Air New Zealand’s continued focus on

sustainable cost improvement helped

to partially offset rising operating costs,

which were up 9.2 percent, driven

primarily by a 16 percent increase in the

average fuel price. Efficiencies from cost

saving initiatives and economies of scale

contributed $104 million to the result and

enabled a 0.5 percent

1

improvement in

unit costs.

Gearing and dividend

The Company’s balance sheet remains

strong with gearing of 52.4 percent.

This is slightly higher than last year’s

gearing of 51.8 percent and reflects foreign

exchange movements and additional

investment in new aircraft. Air New Zealand

continues to maintain a stable investment

grade credit rating of Baa2 from Moody’s.

As a Board we are very focused on

delivering consistent and sustainable

returns for our shareholders. Having

reviewed the current trading environment

and with the Company’s strong financial

position in mind, the Board is pleased to

declare a fully imputed final dividend of

11.0 cents per share, bringing the total

ordinary dividend for the 2018 financial

year to 22.0 cents per share, an increase

of 4.8 percent.

Staff bonus

One of the key things that sets us apart

from others is our people and their unique

commitment and passion for Air New

Zealand. In recognition of the robustness

of the financial result, the Board has

awarded staff bonuses of up to $1,800

to be paid to approximately 8,500

Air New Zealanders who do not have

other incentive programmes as part of

their employment agreement.

Executive Team changes

In September we will say goodbye to our

Chief Operations Officer Bruce Parton,

after 22 years with the airline. Bruce has

made an immense contribution to the

Company throughout his career, holding

various senior leadership roles before his

appointment to the Executive in 2013.

His role has been accountable for the

major operational areas of the Company

with responsibility for leading more than

7,000 employees.

In July we welcomed Carrie Hurihanganui

as our new Chief Ground Operations Officer,

yet another example of the strong internal

talent development at Air New Zealand.

Board succession

Succession planning is a key focus area of

any Board, and I am pleased to announce

that following the Annual Shareholders’

Meeting in 2019, Dame Therese Walsh

will succeed me as Chairman of Air New

Zealand. Therese will be an excellent

Chairman, and has already served on the

Board for two years. She has the unanimous

support of her fellow Directors and is an

outstanding leader with extremely strong

corporate governance and commercial skills.

Since joining the Board of Air New Zealand

in 2010, it has been my privilege to lead

such an iconic Kiwi company. The year ahead

is full of opportunities, and I look forward to

spending this time supporting Christopher

and the Executive team in all they are doing

to supercharge New Zealand’s success.

Outlook

Based upon current market conditions

and assuming an average jet fuel price of

US$85 per barrel, 2019 underlying earnings

before taxation is expected to be in the

range of $425 million to $525 million.

This excludes an estimated $30 million

to $40 million impact from schedule

changes prompted by the global Rolls-Royce

engine issues.


Tony C ar ter

Chairman

23 August 2018

AIR NEW ZEALAND GROUP

1. Excluding FX, fuel price, third party maintenance and other significant items in the comparative year as disclosed in the 2017 Financial Results.

Q. What achievements
are you most proud of

in 2018?

A. I think there is a great deal to be proud of this year.

We have achieved the second-highest financial result in our

history while dealing with some extraordinary operational

challenges, and through it all, our people across the

business have really stepped up for our customers.

If we put 2018 into context, we dealt with the rupture

of the fuel pipeline into Auckland last September, the

unscheduled maintenance issues on the Rolls-Royce

Trent 1000 engines, a number of extreme weather events

and rising fuel prices. It’s been a rough road at times as

we’ve navigated our way through these issues, and I’m

immensely proud of the way Air New Zealanders from

all areas of the business have pulled together in the face

of these challenges.

For example, we’ve had off duty cabin crew and pilots

volunteering at airports to help with check-in, and

supplementing crews on flights that needed to stop

and refuel. Staff across the whole business have been

going above and beyond to keep our customers moving

quickly and safely. It is that kind of dedication to going

the extra mile for our customers which has always set

Air New Zealand apart from other airlines.

Q. What investments

are you making in

customer experience?

A. Our customers are the core of our business and Air New

Zealand is hugely committed to improve the experience they

have when they fly with us. Our goal is to offer the best travel

experience of any airline in the world and to succeed, we need

to continuously look for ways to improve.

This year we have further invested in the airport experience

particularly for customers travelling to and from regional

New Zealand, opening lounges in Hamilton and Palmerston

North, as well as Queenstown, and making investments in

our airport kiosks to streamline the check-in experience.

We continue to upgrade our fleet, with Airbus A320/321

NEO aircraft commencing on our Tasman and Pacific Islands

network later this year. I’m proud to say that Air New Zealand

will be the first airline to operate the NEO in Australasia.

Beginning in 2020, we will also be introducing A321 NEO

aircraft on our domestic routes, which will provide significantly

more seats and fuel efficiency than the current aircraft.

This year is also exciting as we look to replace our Boeing

777-200 fleet. Given the long lead times to receive aircraft,

we recently issued a request for proposal to the airline

manufacturers and expect to announce a decision on the

replacement aircraft in the next six to eight months. Those

aircraft will then come into service towards the end of the 2022

calendar year. Along with the new aircraft, we will be looking

at improvements to the inflight product we offer our customers

including seats, inflight entertainment, food and more.

8

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

Q&A WITH OUR CHIEF

EXECUTIVE OFFICER

Chief Executive Officer Christopher Luxon

answers key questions on Air New Zealand’s

performance and priorities for the future.

Q. You brought up the engine
issues impacting the Boeing

787 Dreamliners – how is

Air New Zealand addressing

the impact to customers?

A. The global Trent 1000 engine issues have been a

significant challenge for the airline this year but in my

opinion, we have responded quickly and have done

everything in our control to minimise the disruption for our

customers. Our engineering and maintenance teams have

been working hard with the team at Rolls-Royce to manage

the maintenance requirements and get our engines into its

facility in Singapore as quickly as possible.

In saying all of this, I’m very aware that many of our

customers have experienced delays and disruption to their

travel plans, and that the onboard experience on some of

our leased aircraft has been different to what customers

expect when travelling with Air New Zealand. We made

a conscious decision in December when the engine

issues first came to light that we would do everything in

our power to keep our customers moving. That is a very

different approach to many of the other airlines globally

who chose instead to cancel thousands of flights and left

their customers stranded, but we know that it’s been a bit

suboptimal at times.

We are working hard to improve both operational and

service reliability – for example, we have secured three

short-term dry lease aircraft (which means that our pilots

and our crew will operate these aircraft). In addition, after

being advised in late August that there is likely to be a

timing-related delay in getting some of our engines back,

we have made schedule adjustments to essentially free up

two widebody aircraft and give greater schedule certainty

to our customers.

We are also investing in people, adding staff to our contact

centre and other key customer touchpoints. While the

engine issues are not in our control, the relationship with

our customers is what matters most, so we must continue

to stay on our game and go the extra mile to ensure their

travel journey with Air New Zealand is an enjoyable one.

Q. Air New Zealand will be

launching four new routes

this coming year – how

do these destinations fit

into Air New Zealand’s

growth strategy?

A. Our Pacific Rim growth strategy has allowed for consistently

profitable network expansion over the past seven years,

with 17 million passengers a year travelling on the airline

compared with 13 million back in 2013. The new routes we

will be flying this year complement this focus.

On the Tasman, we will be commencing new direct services

to Brisbane from Wellington and Queenstown beginning

in December. Australia is our biggest international market,

with over 1.4 million inbound visitors this year and we have

about 35 percent market share, the largest of any airline on

the Tasman. As such, these new routes will strengthen our

already strong customer proposition in Australasia.

Turning to long-haul, we will begin flying directly to Chicago

in November, further deepening our footprint into the US

market. We are proud to offer our customers more ways to

get between New Zealand and the United States and more

connection opportunities beyond our US gateways than

any other airline in the world, thanks to our strong strategic

alliance with United Airlines. Revenue alliances with our

airline partners have been a key enabler of our profitable

growth in large long-haul markets.

Finally, Taipei will become our seventh destination in Asia,

and will be another strong addition to our network. New

Zealand welcomed approximately 42,000 visitors from the

area this year, all of whom had to use multi-stop options to

get here. This route will further grow and diversify our Asian

network, which has been a key pillar of growth.

9

Q&A WITH THE CHIEF EXECUTIVE OFFICER

AIR NEW ZEALAND GROUP

Q. Can you give an update
on Air New Zealand’s

role in supercharging

regional New Zealand?

A. At Air New Zealand we recognise that we have a responsibility

to supercharge New Zealand’s success socially, environmentally

and economically. In order to do this, we need to promote

regional New Zealand and our rich cultural history.

Earlier this year we announced a partnership with Nga

-

ti Porou,

which we hope will generate economic and social growth in

Taira

-

whiti Gisborne. The East Coast is a pivotal piece of

New Zealand’s rich cultural history and we have worked

closely with Nga

-

ti Porou for the past two years now, as we

both believe that Taira

-

whiti Gisborne is one of the jewels in the

New Zealand tourism proposition that is yet to meet its

potential. By working with local iwi in a co-ordinated way, we

are creating a new model for regional economic development

– driving tourism flows, growing exports and creating more

jobs. We have done this purposefully and deliberately – we

want to set up a roadmap that can be rolled out to other

regions across New Zealand to drive regional development

and sustainable tourism. For us, it was vital that we embarked

on this journey in partnership with local iwi, who like us aspire

to leave New Zealand in a better place for future generations.

We hope that this will open a new chapter in the role that

Air New Zealand can play in supporting the aspirations of

iwi around the country.

Q. There is discussion

of a global pilot

shortage. Is it impacting

Air New Zealand?

A. At Air New Zealand we have about 1,500 pilots. We’ll take

on about 150 new pilots this year and we’ve successfully

recruited those and are well set up for the year, but we do

recognise that things are changing and if we don’t do things

differently in the future we may have a pilot shortage problem.

We are working with various stakeholders to determine how

we can get more people interested in flying, so that we can

continue to ensure a good pipeline of pilots over the next

generation. As an example, we have been working closely with

our unions to develop a clear career pathway, so that we can

go into schools and communicate with kids exactly what is

needed to become a pilot. That level of discussion also means

convincing parents that there is a secure future in becoming

a pilot, and it is therefore worth the investment that is required

to train and earn the necessary credentials. Another area

where we are looking to provide greater clarity is making

sure that people studying and training to become pilots have

greater visibility as to what their first jobs may be, thereby

providing more confidence and security early in their career.

Q. How does Air New Zealand

promote diversity in

the workplace?

A. We know the benefits that diversity brings to organisations

culturally and commercially and it is important that we

represent the customers we serve. At Air New Zealand we

have an ambitious Diversity and Inclusion strategy. I believe

it is critical to our success that we foster an environment

and culture where our people feel valued and empowered

to do their jobs, irrespective of labels like gender, ethnicity,

sexuality or age.

In recent years, we have formed our Ma

-

ori & Pasifika,

LGBTQI, Women and Asian employee networks, and created

development opportunities and programmes for diverse talent

through initiatives such as Women in Leadership, Emerging

Leaders and TupuToa Internships.

We have seen tangible results in our investment in gender

diversity programmes focused on developing women for

leadership positions, with 39 percent of our Senior Leadership

Team comprised of women this year, which is close to our

company-wide female representation of 42 percent. Our

focus continues to be on improving this proportion, as well

as increasing the number of women in groups such as pilots,

engineering and maintenance and digital.

In addition to gender diversity, we are working to develop and

increase under-represented minority groups into management

roles. This includes embedding inclusivity and cultural fluency

as a key part of all leadership touchpoints through such

initiatives as weaving Ma

-

ori cultural competency through

leadership programmes and providing coaching on cultural

protocols and Te Reo Ma

-

ori for senior leaders.

We are dedicated to creating an environment where our

people feel connected and developed. Looking ahead, we

will continue to invest in a variety of areas to help create

a sense of belonging across the airline.

Q. Can you discuss

your thoughts on the

changes within the

Executive Team this year?

A. The Executive spends a great deal of time on succession

planning and ensuring that the talent population across

the senior levels of the airline have the right mix of skills

and experience. We work hard to actively develop our

people across the business and were thrilled this year to

be able to appoint two internal candidates, Nick Judd and

Jeff McDowall, to the Executive Team after conducting a

global search. Both Nick (our Chief Strategy, Networks and

Alliances Officer) and Jeff (our Chief Financial Officer)

have a wealth of experience with the airline and each bring

their own unique skills and experience to the team, so we are

excited to have them on board.

10

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

11
Q&A WITH THE CHIEF EXECUTIVE OFFICER

AIR NEW ZEALAND GROUP

I think the fact that we can develop, retain and promote such

high calibre talent is a testament not only to the airline’s

strong culture, but to the approach we have taken around

internal and external talent development. The investment in

talent programmes and building a stronger pipeline of internal

candidates for succession roles has been a deliberate move

over the past six years and we are really proud of the results.

Another great example of internal talent development and

succession planning is the planned departure of our

Chief Operations Officer Bruce Parton this September,

after 22 years of immense contribution to Air New Zealand.

We have been fortunate enough to welcome back Carrie

Hurihanganui, who spent 18 years with the airline before

joining National Australia Bank last year. Carrie brings a

very customer-focused perspective to the role of Chief

Ground Operations Officer, having started with Air New

Zealand as a flight attendant in 1999 while she studied

for her Bachelor of Business Management degree from

Massey University. Carrie then built deep experience

through numerous senior roles across airports, crew,

airline operations and customer experience.

I am personally very excited to see the contribution that the

new members of the Executive Team will bring to the airline

as we look to innovate and further build upon our strengths.



Christopher Luxon

Chief Executive Officer


23 August 2018

Nick Judd – Chief Strategy, Networks and Alliances Officer

Carrie Hurihanganui

– Chief Ground Operations Officer

Jeff McDowall

– Chief Financial Officer

L- R .

12
AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

AIR NEW ZEALANDERS

MAKING A DIFFERENCE

Taking Te Reo Ma

-

ori

to the skies

Captain Sara Mulvey, a domestic pilot who has worked for

Air New Zealand for 10 years, started using Te Reo Ma

-

ori to

welcome passengers on board her flights and for some inflight

communications in September. She sees it as an important way

to normalise use of the Ma

-

ori language in New Zealand and has

been pleased to receive compliments from passengers at the end

of the flight.

“The feedback from customers is overwhelmingly

positive and there is a great appreciation for the language being

heard on our airline – some customers even make the effort to

thank me in Te Reo at the end of their flight,”

says Sara.

Since starting to use Te Reo inflight, Sara has had colleagues

approach her for guidance on use of the language and hopes

to encourage others to follow in her footsteps and embrace the

use of Te Reo Ma

-

ori in New Zealand.

“I would love to see New

Zealand embrace our culture and I hope when my children are

adults they will hear Te Reo Ma

-

ori as much as they hear English.”

Keeping our customers

moving in tough times

Imagine this: you head to the office and the minute you sit down

at your desk you are told there is a typhoon expected to land in

Tokyo and at the same time, an aircraft is being held in Nadi as

a result of volcanic ash cloud – how do you ensure the minimum

amount of disruption to the daily flight schedule and take care

of the impacted customers on those flights? Those are the types

of scenarios that Air New Zealand’s Customer Care team must

work through on a daily basis.

24 hours a day, 7 days a week, a team of 60 people working at

the airline’s Auckland Airport campus is dedicated to responding

to issues that might impact the on-time performance of flights

across the domestic and international network. Customer

Journey Managers focus on passenger care, social media alerts

and customer recovery – with an overarching goal of keeping

customers moving safely and quickly to their destinations.

“Dedication and resilience with a dash of good humour are the

words I would use to describe the team,”

says Doug Grant, Senior

Manager Customer Care and Communications, noting that the

average tenure of the team is 17 years, and that maturity and

knowledge is extremely valuable when coordinating time-sensitive

decisions with operations, flight planning crew, airports teams

and communications to mitigate impact to customers and keep

them in the loop as much as possible. Anita Hawthorne, General

Manager Customer Experience noted that the Customer Care

team exemplifies the strong internal culture that differentiates the

airline, saying,

“it is the extra mile that the team consistently works

towards, under some tough circumstances, that underpins what

makes Air New Zealanders so special and why customers feel


such a strong bond with Air New Zealand.”

13
AIR NEW ZEALANDERS MAKING A DIFFERENCE

AIR NEW ZEALAND GROUP

Reducing inflight waste

Inflight waste is a huge challenge for the airline industry, so we

are focused on playing our part and reducing the amount of

waste we generate. Air New Zealand has a number of initiatives

in place to help us to reduce inflight waste.

In the past year, the recycling rates on our domestic jet

network have improved by 8 percent as a result of stronger

collaboration between cabin crew and our operational teams

to collect and separate recyclables. Liza Rolleston-Kerr, cabin

crew on our domestic network says,

“Customers and crew

alike are very supportive of our sustainability efforts. We are

seeing more and more customers bringing their own refillable

bottles and keep cups on board which is great.”

On the international network, one of our initiatives to reduce

inflight waste has already hit its first-year target, diverting

150 tonnes of waste from landfill in a year. A further 82

tonnes of glass has also been diverted from landfill in the

past year, taking the total amount to more than 230 tonnes

– close to the equivalent weight of one of our empty Boeing

777s. Gina Eberle, Flight Service Manager, International

Inflight Services says,

“Our people are so passionate about

sustainability – they have so many great ideas for doing things

differently and continuously improving our processes – they

always want to do more.”

Inspiring the next generation

of female engineers

Air New Zealand was proud to celebrate International Women

in Engineering Day in June this year with a number of activities

aimed at celebrating women in the industry and inspiring the

next generation of females.

Partnering with not-for-profit organisation inKIND on its Finding

Rosie project, Air New Zealand Fleet Technical Manager Jane

Campbell and Reliability Engineer Georgia Craies had the

privilege of taking Year 5 and 6 school girls from Viscount School

in Mangere on a tour of our engineering hangers in Auckland.

The Finding Rosie project aims to encourage primary-school girls

into science, technology, engineering and maths (STEM) careers

by finding real life Kiwi Rosies to share their career stories.

The girls, many of whom had never been on a plane before, were

thrilled to watch an aircraft being towed into the hanger, sit in the

cockpit of one of our Boeing 787-9 aircraft and hear more about

what it’s like to be an aircraft engineer.

Engineer Georgia Craies said that it was,

“amazing watching

their faces light up when they see the planes and start realising

what is out there and how big the industry is.”

School girls

from Viscount School

in Mangere ready

to tour one of our

engineering hangers

in Auckland

Revenue
Operating revenue increased by $376

million to $5.5 billion, an increase of 7.4

percent on the prior year. Excluding the

impact of foreign exchange, operating

revenue increased 7.1 percent.

Passenger revenue increased by $303

million to $4.7 billion, a 6.9 percent

increase. Excluding the impact of foreign

exchange, passenger revenue increased

by 6.7 percent. Capacity (Available Seat

Kilometres, ASK) increased 5.0 percent,

reflecting growth across all regions of the

network. Demand (Revenue Passenger

Kilometres, RPK) grew ahead of capacity

at 5.3 percent, resulting in an improved

load factor of 82.8 percent.

Passenger Revenue per Available Seat

Kilometre (RASK) for the Group improved

1.8 percent, due to increased demand

and the impact of stabilising competition.

Excluding the benefit of foreign exchange,

RASK improved 1.6 percent.

International long-haul capacity increased

3.7 percent due to the commencement of

a new service to Haneda airport in Tokyo,

increased frequency on the Buenos Aires

and Vancouver routes and larger gauge

aircraft on some of our services to the

United States. Demand on international

long-haul routes increased 3.3 percent, with

load factor declining 0.4 percentage points

to 83.4 percent. International long-haul

RASK decreased by 1.2 percent reflecting

the additional capacity growth into Japan

and increased competition on the Atlantic

which impacted the London service.

Excluding the adverse impact of foreign

exchange, RASK declined by 1.3 percent.

Short-haul capacity grew 6.6 percent,

driven by increased frequency on domestic

main trunk routes such as Auckland

to Queenstown, as well as increased

frequency to Honolulu and Bali and

larger-gauge aircraft on a number of

Tasman, Pacific Islands and domestic jet

routes. Demand growth of 8.0 percent

exceeded capacity, with load factors

improving by 1.1 percentage points to

82.1 percent. Short-haul RASK increased

3.4 percent, and excluding the impact of

foreign exchange, increased 3.0 percent,

driven by strong demand and stabilising

competition on the Tasman.

Cargo revenue was $370 million, an

increase of $35 million or 10 percent.

Excluding the favourable impact of foreign

exchange, cargo revenue increased 9.6

percent. Volume grew 6.3 percent and the

yield increased 3.3 percent.

Contract services and other revenue was

$436 million, an increase of $38 million

or 9.5 percent on the prior year. The

increase reflected higher third-party

maintenance and ancillary revenue. There

was no impact from foreign exchange.



14

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

FINANCIAL COMMENTARY

The result, the second-highest

in the Company’s history, was

driven by strong capacity growth

matched by increased demand

and supported by cost initiatives

and scale economies, which

more than offset increased fuel

prices in the year.

Air New Zealand’s

earnings before

taxation for the 2018

financial year were

$540 million

up 2.5 percent on

the previous year.

Net profit after

taxation was

$390 million

an increase of

2.1 percent.

Expenses
Operating expenditure increased by $352

million, a 9.2 percent increase on the prior

year, largely driven by higher fuel prices.

Excluding the additional $135 million related

to increased fuel prices, the impact of

unfavourable foreign exchange movements

and third-party maintenance costs,

operating expenditure increased 4.7 percent

on a 5.0 percent increase in capacity.

Costs per ASK increased 4.0 percent

this year, driven by fuel price increases,

foreign exchange and increased costs

related to third-party maintenance contracts.

Excluding those items, costs per ASK

improved 0.5 percent, as efficiencies

achieved throughout the cost base offset

inflation. Economies of scale and efficiencies

contributed $104 million in savings.

Labour costs were $1.3 billion for the

period, an increase of $33 million or 2.6

percent. Excluding the impact of foreign

exchange, labour costs increased 2.5

percent on a 5.0 percent increase in

capacity. Rate and activity increases

throughout the year were partially offset

by productivity improvements. Headcount

increased by 184 full time equivalent (FTE)

employees to 11,074 FTEs, a 1.7 percent

increase compared to the prior year.

Fuel costs were $987 million, increasing by

$160 million or 19 percent. Excluding the

$5 million benefit from foreign exchange,

fuel costs increased by 20 percent. The

largest driver of the increase was underlying

fuel prices which increased 25 percent,

however this was offset by the impact of

hedging benefits of $63 million, resulting in

a net price related increase of $135 million or

16 percent. Also contributing to the increase

was 3.6 percent growth in volume ($30 million),

net of fleet efficiencies from new aircraft.

Aircraft operations, passenger services

and maintenance costs were $1.3 billion,

an increase of $115 million or 10 percent

on the prior year. Increased capacity,

passenger numbers and price increases

drove increased aircraft operations and

passenger services expenses. Maintenance

expenditure increases were driven by third-

party maintenance activity, higher jet fleet

engine costs and growth in the fleet.

Sales and marketing and other expenses

increased by $31 million, or 5.1 percent,

due to increased loyalty programme

activity, commission volumes, property

and digital costs, partially offset by lower

advertising costs.

Depreciation, rental and lease expense and

funding costs increased by $18 million or

2.3 percent. Excluding the impact of foreign

exchange, costs increased by 2.9 percent,

reflecting an increase in aircraft depreciation

due to delivery of new aircraft, as well as

digital and lounge refurbishment costs.

The impact of foreign exchange rate changes

on the revenue and cost base in the year

resulted in a favourable foreign exchange

movement of $19 million. After taking

into account a $13 million unfavourable

movement in hedging, overall foreign

exchange had a net $6 million positive

impact on the Group result in the year.

Share of Earnings of Associates

The share of equity earnings of

associates reflected $33 million from the

Christchurch Engine Centre, an increase

of $7 million, driven by continued growth

in engine volumes.

Cash and Financial Position

Cash on hand at 30 June 2018 was

$1.3 billion, a small decrease of $26

million from 30 June 2017 with net aircraft

additions, dividends and debt repayments

being offset by strong operating cash flows.

Operating cash flows were $1.0 billion,

an increase of 14 percent from the prior

year, reflecting improved cash operating

earnings, an increase in working capital

cash flow and lower tax payments related

to the change in legislation regarding the

treatment of engine maintenance.

Net gearing, including capitalised aircraft

operating leases, increased 0.6 percentage

points to 52.4 percent. The increase

was primarily due to foreign exchange

movements and the purchase of new

aircraft offset by strong operating earnings.

A fully imputed final ordinary dividend

has been declared of 11.0 cents per

share, bringing the full year 2018 ordinary

dividends declared to 22.0 cents per share,

an increase of 4.8 percent.

15

FINANCIAL COMMENTARY

Earnings before taxation

AIR NEW ZEALAND GROUP

$ MILLION

700

600

500

400

300

200

100

0

2018

2 0142015

358

2016

474

2 017

663

527

540

Dividend

Record date:

7 September

2018

Ex Dividend

date:

6 September

2018

Dividend

Payment date:

19 September

2018

The key changes in profitability, after isolating the impact of foreign exchange movements, are set out in
the table below*:

June 2017 earnings before taxation

Passenger capacity

$193 m

- Capacity increased by 5.0 percent from growth across the

network due to the impact of a new Haneda route, increased

frequency on Buenos Aires and Vancouver routes, increased

widebody services and frequency across the Tasman and Pacific

Islands network and domestic growth

Passenger RASK

$99 m

- Revenue per Available Seat Kilometre (RASK) improved 1.6

percent excluding FX driven by strong demand on the Domestic

and Tasman and Pacific Islands routes. Loads increased by

0.2 percentage points to 82.8 percent

- Long-haul RASK declined by 1.3 percent excluding FX and loads

declined 0.4 percentage points on additional capacity growth

- Short-haul RASK improved by 3.0 percent excluding FX and

loads improved 1.1 percentage points

Cargo revenue

$32 m

- Higher cargo revenue due to increased volumes of 6.3 percent

and yields of 3.3 percent

Contract services and other revenue

$38 m

- Increase in third party maintenance and ancillary revenue

Labour

-$32 m

- Increased activity (net of improved productivity) arising from

capacity growth and general rate increases

Fuel

-$165m

- The average fuel price increased 16 percent compared to the

prior year (net of hedging benefits). Consumption increased by

3.6 percent due to an increase in capacity offset by fleet efficiencies

Maintenance

-$32 m

- Increase in third party maintenance work, increased jet fleet

maintenance and growth in fleet

Aircraft operations and passenger services

-$81 m

- Increased activity and price increases

Sales and marketing and Other expenses

-$30 m

- Increased loyalty programme activity, commission volumes,

property and digital costs partially offset by lower

advertising costs

Depreciation, lease and funding costs

-$22 m

- Increase in depreciation reflecting new aircraft deliveries offset

by reduced funding costs

Net impact of foreign exchange movements

$6m

- Net favourable impact of currency movements on revenue and

costs offset by higher foreign exchange hedging losses

Share of earnings from associates

$7m

- Improved earnings from Christchurch Engine Centre driven by

growth in engine volumes

June 2018 earnings before taxation

* The numbers referred to in the Financial Commentary on the previous page have not isolated the impact of foreign exchange.

16

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

CHANGE IN PROFITABILITY

$527m

$540m

Financial Performance
12 MONTHS TO

30 JUNE 2018

$M

12 MONTHS TO

30 JUNE 2017

$M

Operating Revenue

Passenger revenue

Cargo

Contract services and other revenue

4,679

370

436

4,376

335

398

Operating Expenditure

Labour

Fuel

Maintenance

Aircraft operations

Passenger services

Sales and marketing

Foreign exchange losses

Other expenses

5,485

(1, 294)

(987)

(352)

( 6 11)

(295)

(357)

(19)

(278)

5 ,10 9

(1, 261)

(827)

(321)

(556)

(266)

(352)

(6)

(252)

(4 ,193 )( 3 , 8 41)

Operating Earnings (excluding items below)

Depreciation and amortisation

Rental and lease expenses

1,292

(525)

(227)

1,268

(493)

(230)

Earnings Before Finance Costs, Associates and Taxation

Net finance costs

Share of earnings of associates (net of taxation)

540

(33)

33

545

(44)

26

Earnings Before Taxation

Taxation expense

540

(150 )

527

(14 5)

Net Profit Attributable to Shareholders of Parent Company

390382

Interim and final dividends declared per share (cents)

Net tangible assets per share (cents)

22.0

179

21.0

164

Cash Flows

12 MONTHS TO

30 JUNE 2018

$M

12 MONTHS TO

30 JUNE 2017

$M

Cash inflows from operating activities

Cash outflows from operating activities

5,472

(4 , 4 41)

5,227

(4,323)

Net cash flow from operating activities

Net cash flow from investing activities

Net cash flow from financing activities

1,031

(778)

(279)

904

(616 )

( 513 )

Decrease in cash and cash equivalents

Cash and cash equivalents at the beginning of the year

(26)

1,369

(225)

1,594

Cash and Cash Equivalents at the End of the Year

1,343 1,369

17

CHANGE IN PROFITABILITY

|

FINANCIAL SUMMARY

AIR NEW ZEALAND GROUP

FINANCIAL SUMMARY

Financial Position
AS AT

30 JUNE 2018

$M

30 JUNE 2017

$M

Bank and short-term deposits

Trade and other receivables

Inventories

Derivative financial assets

Income taxation

Other assets

1,343

576

75

187

4

68

1,369

386

86

19

-

27

Total Current Assets

2,253 1,887

Trade and other receivables

Property, plant and equipment

Intangible assets

Investments in other entities

Derivative financial assets

Other assets

77

5,035

170

118

2

191

120

4 ,74 5

14 9

95

-

175

Total Non-Current Assets

5,593 5,284

Total Assets

7,846 7,171

Trade and other payables

Revenue in advance

Interest-bearing liabilities

Derivative financial liabilities

Provisions

Income taxation

Other liabilities

562

1,322

431

1

117

-

263

462

1,177

317

65

87

36

261

Total Current Liabilities

2,696 2,405

Revenue in advance

Interest-bearing liabilities

Provisions

Other liabilities

Deferred taxation

185

2,303

151

27

308

184

2,197

183

23

193

Total Non-Current Liabilities

2 , 9 74 2,780

Total Liabilities

5,670 5 ,18 5

Net Assets

2,176 1,986


Issued capital

Reserves

2,226

(50)

2,238

(252)

Total Equity

2,176 1,986

The summary financial information has been derived from, and should be read in conjunction with, the Air New Zealand Group Annual Financial Statements

(the ‘Annual Financial Statements’). The Annual Financial Statements, dated 23 August 2018, are available at: airnzinvestor.com. The summary financial

information cannot be expected to provide as complete an understanding as provided by the Annual Financial Statements. The accounting policies used in

these financial statements are attached in the notes to the Annual Financial Statements.

Share RegistrarAnnual Financial StatementsInvestor Relations Office

LINK MARKET SERVICES LIMITED

Level 11, Deloitte Centre

80 Queen Street, Auckland 1010, New Zealand

PO Box 91976, Auckland 1142, New Zealand

Email: enquiries@linkmarketservices.com

Website: linkmarketservices.com

New Zealand Phone: (64 9) 375 5998

New Zealand Fax: (64 9) 375 5990

Australia Phone: (61) 1300 554 474

The Annual Financial Statements are available

by visiting our website airnzinvestor.com

OR you may elect to have a copy sent to you

by contacting Investor Relations.

ELECTRONIC SHAREHOLDER

COMMUNICATION

If you would like to receive all investor communications

electronically, including interim and annual

shareholder reviews, please visit the Link Market

Services website linkmarketservices.com

or contact them directly (details to the left).

Private Bag 92007, Auckland 1142, New Zealand

Phone: 0800 22 22 18 (New Zealand)

Phone: (64 9) 336 2607 (Overseas)

Fax: (64 9) 336 2664

Email: investor@airnz.co.nz

Website: airnzinvestor.com

18

FINANCIAL SUMMARY (CONTINUED)

AIR NEW ZEALAND ANNUAL SHAREHOLDER REVIEW 2018

19
FINANCIAL SUMMARY (CONTINUED)

|

FINANCIAL FRAMEWORK

AIR NEW ZEALAND GROUP

FINANCIAL FRAMEWORK – OUR 2018 PERFORMANCE

Capacity

growth

5.0%

Baa2 rating

Stable

CASK

1


improved

0.5%

Gearing

52.4%

Pre-tax

ROIC

14 .5%

Ordinary

dividends

declared

0.22

Profitable GrowthCapital DisciplineShareholder Returns

Targeting pre-tax

ROIC > 15 %

Targeting a consistent

and sustainable


ordinary dividend

Capacity growth in-line


with New Zealand tourism

growth over medium term

Maintain investment


grade credit rating

Continuous CASK

improvement

Gearing between


45% to 55%

Risk Management

Funding flexibilityHedgingLiquidity

Operating cash flow

2 014

1,200

1,000

800

600

400

200

0

$ MILLION

201520162 0172018

1,031

730

1,100

1,074

904

Operating revenue

2 014

$ MILLION

201520162 0172018

5,231

4,925

6,000

5,000

4,000

3,000

2,000

1,000

0

5,485

4,652

5,109

Ordinary dividends declared

2 014

25

20

15

10

5

0

CENTS PER SHARE

201520162 0172018

16

22

10

20

21

1

Excluding fuel price movement, FX, third

party maintenance and other significant

items in the comparative year, as disclosed

in the 2017 Financial Results.

Net profit after taxation

2 014

500

400

300

200

100

0

$ MILLION

201520162 0172018

327

390

263

463

382

Helping our
precious

passengers


take flight

wheretonext.nz

---

ANNUAL
FINANCIAL

R E SULTS

2018

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

AIR NEW ZEALAND GROUP
1*This document, in conjunction with the Air New Zealand Annual Shareholder Review 2018, constitutes the 2018 Annual Report to shareholders of Air New Zealand Limited.

DIRECTORS’ STATEMENT

The directors of Air New Zealand Limited are pleased to present to shareholders the Annual Report* and financial statements for

Air New Zealand and its controlled entities (together the “Group”) for the year to 30 June 2018.

The directors are responsible for presenting financial statements in accordance with New Zealand law and generally accepted accounting

practice, which give a true and fair view of the financial position of the Group as at 30 June 2018 and the results of the Group’s operations and

cash flows for the year ended on that date.

The directors consider the financial statements of the Group have been prepared using accounting policies which have been consistently applied

and supported by reasonable judgements and estimates and that all relevant financial reporting and accounting standards have been followed.

The directors believe that proper accounting records have been kept in accordance with the requirements of the Financial Markets Conduct Act 2013.

The directors consider that they have taken adequate steps to safeguard the assets of the Group, and to prevent and detect fraud and other

irregularities. Internal control procedures are also considered to be sufficient to provide a reasonable assurance as to the integrity and reliability

of the financial statements.

This Annual Report is signed on behalf of the Board by:

Tony C ar ter Jan Dawson

Chairman Deputy Chairman

23 August 2018

Contents

Statement of Financial Performance 2

Statement of Comprehensive Income 3

Statement of Changes In Equity 4

Statement of Financial Position 5

Statement of Cash Flows 6

Statement of Accounting Policies 7

Notes to the Financial Statements

1. Revenue Recognition and Segmental Information 10

2. Expenses 11

3. Taxation 11

4. Earnings Per Share 12

5. Cash and Cash Equivalents 13

6. Trade and Other Receivables 13

7. Inventories 14

8. Other Assets 14

9. Property, Plant and Equipment 15

10. Intangible Assets 17

11. Investments in Other Entities 18

12. Revenue in Advance 20

13. Interest-Bearing Liabilities 20

14. Provisions 21

15. Other Liabilities 22

16. Distributions to Owners 23

17. Share Capital 23

18. Reserves 27

19. Operating Leases 27

20. Capital Commitments 28

21. Contingent Liabilities 28

22. Financial Risk Management 28

23. Offsetting Financial Assets and Financial Liabilities 38

24. Related Parties 39

Independent Auditor’s Report 40

Five Year Statistical Review 44

Corporate Governance Statement 48

Directors’ Profiles 61

Interests Register 63

Directors’ Interests in Air New Zealand Securities 64

Indemnities and Insurance 64

Employee Remuneration 65

Subsidiary and Joint Venture Companies 69

Other Disclosures 70

Securities Statistics 71

Operating Fleet Statistics 72

General Information 73

Shareholder Directory 75

The accompanying accounting policies and notes form part of these financial statements.
2

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES


2018

$M


2017

$M

Operating Revenue

Passenger revenue

Cargo

Contract services

Other revenue

4,679

370

193

243

4,376

335

164

234

Operating Expenditure

Labour

Fuel

Maintenance

Aircraft operations

Passenger services

Sales and marketing

Foreign exchange losses

Other expenses

1 5,485

(1, 294)

(987)

(352)

( 6 11)

(295)

(357)

(19)

(278)

5 ,10 9

(1, 261)

(827)

(321)

(556)

(266)

(352)

(6)

(252)

2(4 ,193 ) (3,841)

Operating Earnings (excluding items below)

Depreciation and amortisation

Rental and lease expenses

19

1,292

(525)

(227)

1,268

(493)

(230)

Earnings Before Finance Costs, Associates and Taxation

Finance income

Finance costs

Share of earnings of associates (net of taxation)

11

540

40

(73)

33

545

43

(87)

26

Earnings Before Taxation

Taxation expense

3

540

(150 )

527

(145)

Net Profit Attributable to Shareholders of Parent Company

390382

Per Share Information:

Basic earnings per share (cents)

Diluted earnings per share (cents)

Interim and final dividends declared per share (cents)

Net tangible assets per share (cents)

4

4

16

34.7

34.4

22.0

179

34.0

33.5

21.0

164




STATEMENT OF FINANCIAL PERFORMANCE

For the year to 30 June 2018

The accompanying accounting policies and notes form part of these financial statements.
3

AIR NEW ZEALAND GROUP

STATEMENT OF COMPREHENSIVE INCOME

For the year to 30 June 2018

NOTE


2018

$M


2017

$M

Net Profit for the Year

Other Comprehensive Income:

Items that will not be reclassified to profit or loss:

Actuarial losses on defined benefit plans

Taxation on above reserve movements

3

390

-

-

382

(3)

1

Total items that will not be reclassified to profit or loss

Items that may be reclassified subsequently to profit or loss:

Changes in fair value of cash flow hedges

Transfers to net profit from cash flow hedge reserve

Net translation gain on investment in foreign operations

Changes in cost of hedging reserve

Taxation on above reserve movements

-

159

(92)

2

12

(21)

(2)

65

(32)

-

(8)

(8)

Total items that may be reclassified subsequently to profit or loss

6017

Total Other Comprehensive Income for the Year, Net of Taxation

6015

Total Comprehensive Income for the Year, Attributable to Shareholders of the Parent Company

450397

The accompanying accounting policies and notes form part of these financial statements.
4

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

STATEMENT OF CHANGES IN EQUITY

For the year to 30 June 2018

NOTES

SHARE

CAPITAL

$M

HEDGE

RESERVES

$M

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$M

GENERAL

RESERVES

$M

TOTAL

EQUITY

$M

Balance as at 1 July 2017

2,2389(16 )(245)1,986

Net profit for the year

Other comprehensive income for the year

-

-

-

57

-

3

390

-

390

60

Total Comprehensive Income for the Year

- 57 3 390450

Transactions with Owners:

Equity-settled share-based payments

Equity settlements of long-term incentive obligations

Dividends on Ordinary Shares

17

17

16

5

(17)

-

-

-

-

-

-

-

-

-

(248)

5

(17)

(248)

Total Transactions with Owners

(12) - - (248)(260)

Balance as at 30 June 2018

2,226 66 (13 ) (103)2,176

NOTES

SHARE

CAPITAL

$M

HEDGE

RESERVES

$M

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$M

GENERAL

RESERVES

$M

TOTAL

EQUITY

$M

Balance as at 1 July 2016

2,252(9)(15)(120 )2,10 8

Net profit for the year

Other comprehensive income for the year

-

-

-

18

-

(1)

382

(2)

382

15

Total Comprehensive Income for the Year

- 18 (1) 380397

Transactions with Owners:

Equity-settled share-based payments

Equity settlements of long-term incentive obligations

Dividends on Ordinary Shares

17

17

16

5

(19)

-

-

-

-

-

-

-

-

-

(505)

5

(19)

(505)

Total Transactions with Owners

(14) - - (505)( 519 )

Balance as at 30 June 2017

2,238 9 (16 ) (245)1,986

The accompanying accounting policies and notes form part of these financial statements.
5

AIR NEW ZEALAND GROUP

NOTES


2018

$M


2017

$M

Current Assets

Bank and short-term deposits

Trade and other receivables

Inventories

Derivative financial assets

Income taxation

Other assets

5

6

7

22

8


1,343

576

75

187

4

68


1,369

386

86

19

-

27

Total Current Assets

2,2531,887

Non-Current Assets

Trade and other receivables

Property, plant and equipment

Intangible assets

Investments in other entities

Derivative financial assets

Other assets

6

9

10

11

22

8

77

5,035

170

118

2

191

120

4,745

14 9

95

-

175

Total Non-Current Assets

5,5935,284

Total Assets

7, 8 4 67,171

Current Liabilities

Trade and other payables

Revenue in advance

Interest-bearing liabilities

Derivative financial liabilities

Provisions

Income taxation

Other liabilities

12

13

22

14

15

562

1,322

431

1

117

-

263

462

1,177

317

65

87

36

261

Total Current Liabilities

2,6962,405

Non-Current Liabilities

Revenue in advance

Interest-bearing liabilities

Provisions

Other liabilities

Deferred taxation

12

13

14

15

3

185

2,303

151

27

308

184

2,197

183

23

193

Total Non-Current Liabilities

2 , 9 742,780

Total Liabilities

5,6705 ,18 5

Net Assets

2,1761,986

Equity

Share capital

Reserves

17

18

2,226

(50)

2,238

(252)

Total Equity

2,1761,986


Tony Carter Jan Dawson

Chairman Deputy Chairman

For and on behalf of the Board, 23 August 2018

STATEMENT OF FINANCIAL POSITION

As at 30 June 2018

The accompanying accounting policies and notes form part of these financial statements.
6

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES


2018

$M


2017

$M

Cash Flows from Operating Activities

Receipts from customers

Payments to suppliers and employees

Income tax paid

Interest paid

Interest received

5,434

(4,297)

(81)

(63)

38

5 ,187

(4 ,130 )

(116 )

(77)

40

Net Cash Flow from Operating Activities

51,031904

Cash Flows from Investing Activities

Disposal of property, plant and equipment, intangibles and assets held for resale

Disposal of investments in quoted equity instruments

Interest-bearing asset receipts

Distribution from associates

Acquisition of property, plant and equipment and intangibles

Acquisition of quoted equity instruments

Interest-bearing asset payments

2

24

2

33

-

-

16

(809)

-

(18)

60

68

137

8

(853)

(23)

(13 )

Net Cash Flow from Investing Activities

(778)(616 )

Cash Flows from Financing Activities

Interest-bearing liabilities drawdowns

Rollover of foreign exchange contracts*

Equity settlements of long-term incentive obligations

Interest-bearing liabilities payments

Dividends on Ordinary Shares

17

16

347

(20)

(17)

(329)

(260)

512

9

(19)

(485)

(530)

Net Cash Flow from Financing Activities

(279)( 513 )

Decrease in Cash and Cash Equivalents

Cash and cash equivalents at the beginning of the year

(26)

1,369

(225)

1,594

Cash and Cash Equivalents at the End of the Year

51,3431,369

*Relates to gains/losses on rollover of foreign exchange contracts that hedge exposures in other financial periods.

STATEMENT OF CASH FLOWS

For the year to 30 June 2018

7
AIR NEW ZEALAND GROUP

STATEMENT OF ACCOUNTING POLICIES

For the year to 30 June 2018

Reporting entity

The financial statements presented are those of the consolidated Air New Zealand Group (the Group), including Air New Zealand Limited and its

subsidiaries, joint ventures and associates.

Air New Zealand’s primary business is the transportation of passengers and cargo on scheduled airline services.


Statutory base

The parent company, Air New Zealand Limited, is a profit-oriented entity, domiciled in New Zealand, registered under the Companies Act 1993

and listed on the New Zealand and Australian Stock Exchanges. Air New Zealand Limited is a FMC Reporting Entity under the Financial Markets

Conduct Act 2013 and the Financial Reporting Act 2013.

Basis of preparation

Air New Zealand prepares its financial statements in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). NZ GAAP

consists of New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable financial reporting standards as

appropriate to profit-oriented entities. These financial statements comply with NZ IFRS and International Financial Reporting Standards (“IFRS”).

The financial statements were approved by the Board of Directors on 23 August 2018.

Basis of measurement

The financial statements have been prepared on the historical cost basis, with the exception of certain items as identified in specific accounting

policies and are presented in New Zealand Dollars which is the Group’s functional currency.

Use of accounting estimates and judgements

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires the directors to exercise their

judgement in the process of applying the Group’s accounting policies. Estimates and associated assumptions are based on historical experience and

other factors, as appropriate to the particular circumstances. The Group reviews the estimates and assumptions on an ongoing basis.

Areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements

are disclosed within the specific accounting policy or note as shown below:

Area of estimate or judgement Note

Revenue in advance Note 1 Revenue recognition and segmental information

Aircraft lease return provisions Note 14 Provisions

Estimated impairment of non-financial assets ‘Impairment’ accounting policy

Note 9 Property, plant and equipment

Residual values and useful lives of aircraft related assets Note 9 Property, plant and equipment

Taxation Note 3 Taxation

Contingent liabilities Note 21 Contingent liabilities

Significant estimates are designated by an

symbol in the notes to the financial statements.

Significant accounting policies

Accounting policies are disclosed within each of the applicable notes to the financial statements and are designated by a symbol.

The principal accounting policies applied in the preparation of these financial statements have been consistently applied to all periods presented,

except as detailed below.

Where necessary, comparative information has been reclassified to achieve consistency in disclosure with the current period. An amount of $3

million has been reclassified within the Statement of Financial Performance from ‘Other significant items’ to ‘Other expenses’ for the year ended

30 June 2017.

Air New Zealand has elected to early adopt all NZ IFRSs and Interpretations that had been issued by the New Zealand Accounting Standards Board,

except as noted below. The early adoption did not have a material impact on the financial statements.

8
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

STATEMENT OF ACCOUNTING POLICIES (CONTINUED)

For the year to 30 June 2018

NZ IFRS 9 (2014) - Financial Instruments has not been adopted early. It includes a framework for classification and measurement of financial

instruments and a single, forward-looking impairment model. This Standard, which becomes effective for annual reporting periods commencing

on or after 1 January 2018, will have no impact on the financial statements.

NZ IFRS 15 - Revenue from Contracts with Customers has not been adopted early. This standard has an objective of a single revenue

recognition model that applies to revenue from contracts with customers in all industries. This standard, which becomes effective for

annual reporting periods commencing on or after 1 January 2018, will not have a significant impact on the financial statements other than

reclassifications and additional disclosures.

The impact of NZ IFRS 15 will be presented in the annual financial statements for the year ending 30 June 2019 and the requirements will be

retrospectively applied to the comparative period. The timing of recognition of the consideration for certain ancillary services will change to align

with the principal performance obligations associated with the services provided. Although the net impact is not material, the related revenue will

be reclassified from ‘Other revenue’ to ‘Passenger revenue’. The cost of procuring third party products or services to fulfil Airpoints redemptions

will also be reclassified from ‘Sales and marketing’ to offset against the related redemption revenue reported within ‘Passenger revenue’.

Reclassifications in the comparative year ended 30 June 2018 will result in an increase in ‘Passenger revenue’ of $17 million, a decrease in

‘Other revenue’ of $30 million and a decrease in ‘Sales and marketing’ of $13 million.

NZ IFRS 16 - Leases has not been adopted early. This standard will fundamentally change the accounting treatment of leases by lessees.

The current dual accounting model for lessees, which distinguishes between on balance sheet finance leases and off balance sheet operating

leases, will no longer apply. Instead, there will be a single, on balance sheet accounting model for all leases which is similar to current finance lease

accounting. Lessor accounting remains similar to current practice. This standard, which becomes effective for annual periods commencing on or

after 1 January 2019, will have a significant impact on the financial statements. The Group is in the process of working through an implementation

project for the new Standard, which will be finalised over the next 12 months.

In accordance with the transition provisions of NZ IFRS 16, comparatives will not be restated, with the cumulative effect being recognised in opening

retained earnings at the date of initial application of 1 July 2019. The Group is in the process of evaluating the transitional accounting policy choices

available under this approach.

The most significant areas of impact upon adoption of NZ IFRS 16 are set out below:

- recognition of a right of use asset and lease liability for operating leases on the Statement of Financial Position;

- recognition of depreciation and interest expense instead of operating lease rental expense in the Statement of Financial Performance;

- classification of the principal portion of lease payments as ‘Financing activities’ within the Statement of Cash Flows with the interest portion

continuing to be presented within ‘Operating activities’; and

- additional foreign exchange exposure in respect of the retranslation of the additional United States Dollar (USD) denominated aircraft

operating lease liabilities recognised in the Statement of Financial Position.

NZ IFRS 17 Insurance Contracts has not been adopted early. It provides consistent principles for all aspects of accounting for insurance contracts.

This standard, which becomes effective for annual periods commencing on or after 1 January 2021, will not have a significant impact on the

financial statements.

The significant accounting policies which are pervasive throughout the financial statements are set out below. Other significant accounting policies

which are specific to certain transactions or balances are set out within the particular note to which they relate.

Basis of consolidation

The consolidated financial statements include those of Air New Zealand Limited and its subsidiaries, accounted for using the acquisition method,

and the results of its associates and joint ventures, accounted for using the equity method.

All material intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated on

consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Unrealised gains on transactions between the Group, joint ventures and its associates are eliminated to the extent of the Group’s interest in the

joint ventures and associates.

Where a business combination is achieved in stages, previously held equity interests in the acquiree are remeasured to fair value at the acquisition

date and any corresponding gain or loss is recognised in the Statement of Financial Performance.

9
AIR NEW ZEALAND GROUP

STATEMENT OF ACCOUNTING POLICIES (CONTINUED)

For the year to 30 June 2018

Foreign currency translation

Functional currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in

which the entity operates (the “functional currency”).

Transactions and balances

Foreign currency transactions are converted into the relevant functional currency using exchange rates approximating those ruling at

transaction date. Monetary assets and liabilities denominated in foreign currencies at the balance date are translated at the rate ruling at that

date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange

rate at the date of the transaction. Foreign exchange gains or losses are recognised in the Statement of Financial Performance, except when

deferred in equity as qualifying cash flow hedges and qualifying net investment hedges.

Group companies

The results and financial position of all group entities that have a functional currency different from the presentation currency are translated into

the presentation currency as follows:

(a) assets and liabilities for each Statement of Financial Position presented are translated at the closing rate at the date of that Statement

of Financial Position;

(b) income and expenses for each Statement of Financial Performance are translated at exchange rates approximating those ruling at

transaction date; and

(c) all resulting exchange differences are recognised as a separate component of equity and in Other Comprehensive Income (within Foreign

Currency Translation Reserve).

On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and of borrowings and other currency

instruments designated as hedges of such investments, are taken to equity.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and

translated at the closing rate.

Impairment

Non-financial assets are reviewed at each reporting date to determine whether there are any indicators that the carrying amount may not be

recoverable. If any such indicators exist, the asset’s recoverable amount is estimated. The recoverable amount is the higher of an asset’s fair value

less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a discount

rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognised in

the Statement of Financial Performance for the amount by which the asset’s carrying amount exceeds its recoverable amount. For the purposes of

assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows (cash-generating units).

Financial assets carried at amortised cost are assessed each reporting date for impairment. If there is objective evidence of impairment, the

difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original

effective interest rate, where appropriate, is recognised in the Statement of Financial Performance.

10
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS

For the year to 30 June 2018

1. Revenue Recognition and Segmental Information

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be

reliably measured, regardless of when payment is made. Revenue is measured at the fair value of the consideration received or

receivable. Specific accounting policies are as follows:

Passenger and cargo revenue

Passenger and cargo sales revenue is recognised in revenue in advance at the fair value of the consideration received. Amounts

are transferred to revenue in the Statement of Financial Performance when the actual carriage is performed. Unused tickets are

recognised as revenue using estimates regarding the timing of recognition based on the terms and conditions of the ticket and

historical trends.

The Group operates various code share and alliance arrangements. Revenue under these arrangements is recognised when the

Group performs the carriage or otherwise fulfils all relevant contractual commitments.

Loyalty programmes

The fair value of revenues associated with the award of Airpoints Dollars to Airpoints members as part of the initial sales transaction

is deferred to revenue in advance, net of estimated expiry (non-redeemed Airpoints Dollars), until such time as the Airpoints member

has redeemed their points. The fair value of consideration received in respect of sales of Airpoints Dollars to third parties is deferred

to revenue in advance, net of estimated expiry, until such time as the Airpoints member has redeemed their points. The estimate of

expiry is based upon historical experience and is recognised in net passenger revenue at the time of the initial sales transaction.

Contract services revenue

Where contract related services are performed over a contractually agreed period, and the amount of revenue, related costs and

stage of completion of the contract can be reliably measured, revenue is recognised by reference to the stage of completion of the

contract at balance date. Other contract related revenue is recognised as services are performed.

Other revenue

Other revenue includes lounge revenue, Koru membership subscriptions, commissions and fees and is recognised at the time the

service is provided. Dividend revenue is recognised when the right to receive payment is established.

Finance income

Interest revenue from investments and fixed deposits is recognised as it accrues, using the effective interest method where appropriate.

Segmental information

Air New Zealand operates predominantly in one segment, its primary business being the transportation of passengers and cargo on an integrated

network of scheduled airline services to, from and within New Zealand. Resource allocation decisions across the network are made to optimise the

consolidated Group’s financial result.

2018

$M

2017

$M

Analysis of revenue by geographical region of original sale

New Zealand

Australia and Pacific Islands

United Kingdom and Europe

Asia

America

3,267

695

2 74

476

773

3 , 0 41

621

278

440

729

Total operating revenue

5,4855 ,10 9

The principal non-current assets of the Group are the aircraft fleet which is registered in New Zealand and employed across the worldwide

network. Accordingly, there is no reasonable basis for allocating the assets to geographical segments.

11
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the year to and as at 30 June 2018

2. Expenses

Additional information in respect of expenses included within the Statement of Financial Performance is as follows:

2018

$M

2017

$M

Superannuation expense

Audit and review of financial statements*

Fair value movement on divestment of Virgin Australia**

Legal settlements (included within Other expenses)***

51

1

-

3

47

1

(22)

16

* Other fees were paid for assurance engagements including Greenhouse Gas inventory review of $18k (30 June 2017: $21k), student fee

protection audit of $5k (30 June 2017: $5k) and a US Passenger Facility Charge audit of $46k (30 June 2017: $77k). Non-assurance

fees were paid for tax compliance work undertaken for the Corporate Taxpayers Group of $17k (30 June 2017: $13k), sustainability

reporting of $16k (30 June 2017: $20k), global workforce research database of $88k (30 June 2017: nil) and other services of $5k

(30 June 2017: employee speak-up line service of $20k).

** As at 30 June 2016 the Group held a 2.5% shareholding in Virgin Australia Holdings Limited (Virgin Australia) which was classified as

an ‘Investment in quoted equity instruments’ and stated at fair value with changes in fair value being recognised through profit or loss.

On 4 August 2016 the Group participated in a Virgin Australia one for one pro-rata rights issue for a cost of $23 million. The investment

was fully disposed by October 2016 for $68 million. The fair value movement (net of disposal costs) from 30 June 2016 to the date of

disposal of $22 million was recognised through the Statement of Financial Performance within ‘Other expenses’.

*** Legal settlements include court penalties (A$15 million) and costs (A$2 million) related to allegations of anti-competitive conduct in

the air cargo business in Hong Kong and Singapore which were the subject of proceedings by the Australian Competition and Consumer

Commission (ACCC). The amount was fully provided for within the financial statements and was paid on 23 July 2018 (refer Note 21 for

further details).

3. Taxation

Current and deferred taxation are calculated on the basis of tax rates enacted or substantively enacted at reporting date, and are

recognised in the income statement except when the tax relates to items charged or credited to other comprehensive income, in

which case the tax is also recognised in other comprehensive income.

Deferred income taxation is recognised in respect of temporary differences arising between the tax bases of assets and liabilities

and their carrying amounts in the financial statements.

Deferred income tax assets and unused tax losses are only recognised to the extent that it is probable that future taxable amounts

will be available against which to utilise those temporary differences and losses.

Judgements are required about the application of income tax legislation. These judgements and assumptions are subject to risk

and uncertainty, hence there is a possibility that changes in circumstances will alter expectations, which may impact the amount of

current and deferred tax assets and liabilities recognised in the Statement of Financial Position and the amount of other tax losses

and temporary differences not yet recognised. In such circumstances, some or all of the carrying amounts of recognised tax assets

and liabilities may require adjustment, resulting in a corresponding credit or charge to the Statement of Financial Performance.

2018

$M

2017

$M

Current taxation expense

Current year

(56) (121)


Deferred taxation expense

Origination of temporary differences

(56)

(94)

(121)

(24)

Total taxation expense recognised in earnings

(150 )(14 5)


Reconciliation of effective tax rate

Earnings before taxation

540 527

Taxation at 28%

Adjustments

Non-deductible expenses

Virgin Australia

Non-taxable income

Equity settlements of long-term incentive obligations

Over provided in prior periods

Foreign tax paid

(151)

(4)

-

-

5

1

(1)

(14 8 )

(6)

6

1

5

-

(3)

Taxation expense

(150 )(14 5)

The Group has $225 million of imputation credits as at 30 June 2018 (30 June 2017: $265 million).

12
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the year to and as at 30 June 2018

3. Taxation (continued)

Deferred taxation

Deferred tax assets and liabilities are attributable to the following:

NON-AIRCRAFT

ASSETS

$M

AIRCRAFT

REL ATED

$M

PROVISIONS

AND

ACCRUALS

$M

FINANCIAL

INSTRUMENTS

$M

PENSION

OBLIGATIONS

$M

TOTAL

$M

As at 1 July 2016

Amounts recognised in Other Comprehensive Income

Amounts recognised in earnings

13

-

2

285

-

17

(126 )

-

5

(3)

6

-

(5)

(1)

-

164

5

24

As at 30 June 2017

15 302 (121) 3 (6)193

Amounts recognised in Other Comprehensive Income

Reclassification*

Amounts recognised in earnings

-

-

-

-

(68)

91

-

68

3

21

-

-

-

-

-

21

-

94

As at 30 June 2018

15325(50)24(6)308

* Reclassification relates to a change in taxation legislation in relation to engine maintenance.

Deferred tax assets and liabilities are offset on the face of the Statement of Financial Position where they relate to entities within the same

taxation authority.

There are no unused tax losses available to carry forward against future taxable profits (30 June 2017: Nil).

4. Earnings per Share

Basic earnings per share is calculated by dividing the profit attributable to shareholders of the company by the weighted average

number of ordinary shares on issue during the year, excluding shares held as treasury stock. Diluted earnings per share assumes

conversion of all dilutive potential ordinary shares in determining the denominator.

2018

$M

2017

$M

Earnings for the purpose of basic and diluted earnings per share:

Net profit attributable to shareholders

390 382


Weighted average number of shares (in millions of shares)

Weighted average number of Ordinary Shares for basic earnings per share

Effect of dilutive ordinary shares:

- Performance rights and share options

1,123

11

1,123

17

Weighted average number of Ordinary Shares for diluted earnings per share

1,1341,14 0


Basic earnings per share

Diluted earnings per share

34.7

34.4

34.0

33.5

13
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

5. Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, demand deposits, current accounts in banks net of overdrafts and other

short-term highly liquid investments that are readily convertible to known amounts of cash and which are subject to an

insignificant risk of changes in value.

Cash flows are included in the Statement of Cash Flows net of Goods and Services Tax.

Cash and cash equivalents, as stated in the Statement of Cash Flows, are reconciled to the Bank and short-term deposits balance in the

Statement of Financial Position as follows:

2018

$M

2017

$M

Cash balances

Other short-term deposits and short-term bills

61

1,282

33

1,336

Total cash and cash equivalents

1,343 1,369


Reconciliation of Net Profit Attributable to Shareholders to Net Cash Flows from Operating Activities:

Net profit attributable to shareholders

Plus/(less) non-cash items:

Depreciation and amortisation

Loss/(gain) on disposal of property, plant and equipment, intangibles and assets held for resale

Impairment on property, plant and equipment, intangibles and assets held for resale

Share of earnings of associates

Changes in fair value of investments in quoted equity instruments

Movement on fuel derivatives

Foreign exchange losses/(gains)

Other non-cash items

390

525

4

3

(33)

-

8

2

13

382

493

(3)

8

(26)

(23)

(5)

(5)

12


Net working capital movements:

Assets

Revenue in advance

Liabilities

912

(185)

14 6

158

833

(52)

89

34

11971

Net cash flow from operating activities

1,031904

6. Trade and Other Receivables

Trade and other receivables are recognised at cost less any provision for impairment. Bad debts are written-off when they are

considered to have become uncollectable.

2018

$M

2017

$M

Current

Trade and other receivables

Prepayments


424

152


295

91

576386


Non-current

Other receivables

Prepayments

-

77

2

118

77120

14
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

2018

$M

2017

$M

Current

Amounts owing from associates

Contract work in progress

Interest-bearing assets

Assets held for resale

Other assets


1

45

7

1

14


1

10

-

11

5

6827


Non-current

Interest-bearing assets

Assets held for resale

Other assets

175

1

15

164

1

10

191175

In the prior year the Group entered into sale and purchase agreements for six Beech 1900D aircraft which were disposed by the end of

the 2018 financial year. An impairment loss of $2 million was recognised in relation to these aircraft for the year ended 30 June 2018

(30 June 2017: $8 million). Spares related to exited fleets are being marketed for sale and it is expected that proceeds will be received over

the next three years. The carrying value of the assets held for resale reflects the lower of their previous carrying value at the date of transfer

or external market assessments of the fair value, less costs to sell.

Current interest-bearing assets include registered transferable certificates of deposit (RTDs). Non-current Interest-bearing assets include

floating rate medium term notes (MTN) that mature in September 2020 and floating rate Certificates of Deposit with no fixed maturity date.

The RTDs and MTNs have been provided as security over credit card obligations incurred by Air New Zealand. These are subject to potential

offsetting under master netting arrangements.

7. Inventories

Inventories are measured at the lower of cost and net realisable value. Cost is determined using the first-in, first-out (FIFO)

cost method. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable

selling expenses.

2018

$M

2017

$M

Engineering expendables

Consumable stores

59

16

70

16

7586


Held at cost


Held initially at cost

Less provision for inventory obsolescence

63

68

(56)

68

74

(56)

Held at net realisable value 12 18

7586

8. Other Assets

Amounts owing from related parties

Amounts owing from related parties are recognised at cost less any provision for impairment.

Contract work in progress

Contract work in progress is stated at cost plus the profit recognised to date, using the percentage of completion method, less

any amounts invoiced to customers. Cost includes all expenses directly related to specific contracts and an allocation of direct

production overhead expenses incurred.

Interest-bearing assets

Interest-bearing assets are measured at amortised cost using the effective interest method, less any impairment.

Assets held for resale

Non-current assets are classified as held for resale if their carrying amount will be recovered through a sale transaction rather

than through continuing use. The sale must be highly probable and the asset available for immediate sale in its present condition.

Non-current assets held for resale are measured at the lower of the asset’s previous carrying amount and its fair value less

costs to sell.

15
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

9. Property, Plant and Equipment

Owned assets

Items of property, plant and equipment are stated at cost or deemed cost less accumulated depreciation and accumulated impairment

losses. Cost includes expenditure that is directly attributable to the acquisition of the item and in bringing the asset to the location

and working condition for its intended use. Cost may also include transfers from equity of any gains or losses on qualifying cash flow

hedges of foreign currency purchases of property, plant and equipment.

Where significant parts of an item of property, plant and equipment have different useful lives, they are accounted for separately. A

portion of the cost of an acquired aircraft is attributed to its service potential (reflecting the maintenance condition of its engines) and

is depreciated over the shorter of the period to the next major inspection event, overhaul, or the remaining life of the asset. The cost of

major engine overhauls for aircraft owned by the Group is capitalised and depreciated over the period to the next expected inspection

or overhaul.

Capital work in progress includes the cost of materials, services, labour and direct production overheads.

Finance leased assets

Leases under which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. All other

leases are classified as operating leases. Upon initial recognition, assets held under finance leases are measured at amounts equal to

the lower of their fair value and the present value of the minimum lease payments at inception of the lease. A corresponding liability is

also established. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to

that asset.

Manufacturing credits

Where the Group receives credits and other contributions from manufacturers in connection with the acquisition of certain aircraft

and engines, these are either recorded as a reduction to the cost of the related aircraft and engines, or offset against the associated

operating expense, according to the reason for which they were received.

Depreciation

Depreciation is calculated to write down the cost of assets on a straight line basis to an estimated residual value over their economic

lives as follows:

Airframes 18 years

Engines 6 – 15 years

Engine overhauls period to next overhaul

Aircraft specific plant and equipment (including simulators and spares) 10 – 25 years

Buildings 50 – 100 years

Non-aircraft specific leasehold improvements, plant, equipment, furniture and vehicles 2 – 10 years

AIRFRAMES,

ENGINES AND

SIMULATORS

$M

SPARES

$M

PLANT AND

EQUIPMENT

$M

LAND AND

BUILDINGS

$M

CAPITAL WORK

IN PROGRESS

$M

TOTAL

$M

2018

Carrying value as at 1 July 2017

4,244


83132219 674 ,74 5

Additions

Disposals

Depreciation

Transfers

Transfer to assets held for resale

Foreign exchange differences (refer Note 22)

487

(24)

(410 )

195

-

57

14

(10 )

(7)

-

(1)

-

7

-

(32)

33

-

-

5

-

(37)

14

-

-

241

-

-

(242)

-

-

754

(34)

(486)

-

(1)

57

Carrying value as at 30 June 2018

Represented by:

Cost

Accumulated depreciation

Provision for impairment

4,549

6,606

(2,057)

-

79

147

(68)

-

14 0

448

(308)

-

201

455

(236)

(18)

66

66

-

-

5,035

7,722

(2,669)

(18)

Carrying value as at 30 June 2018

4,5497914 0201665,035

16
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

9. Property, Plant and Equipment (continued)

AIRFRAMES,

ENGINES AND

SIMULATORS

$M

SPARES

$M

PLANT AND

EQUIPMENT

$M

LAND AND

BUILDINGS

$M

CAPITAL WORK

IN PROGRESS

$M

TOTAL

$M

2017

Cost

Accumulated depreciation

Provision for impairment

5,789

(1,802)

-


200

(103)

-

404

(275)

-

409

(180 )

(18)

61

-

-

6,863

(2,360)

(18)

Carrying value as at 1 July 2016

Additions

Disposals

Depreciation

Transfers

Transfer to assets held for resale

Foreign exchange differences (refer Note 22)

3,987

578

(30)

(390)

128

(9)

(20)

97

13

(17)

(9)

-

(1)

-

12 9

3

(1)

(31)

32

-

-

2 11

4

-

(31)

35

-

-

61

201

-

-

(195)

-

-

4,485

799

(48)

(461)

-

(10 )

(20)

Carrying value as at 30 June 2017

Represented by:

Cost

Accumulated depreciation

Provision for impairment

4,244

6,076

(1, 832)

-

83

166

(83)

-

132

420

(288)

-

219

442

(205)

(18)

67

67

-

-

4 ,74 5

7,171

(2,408)

(18)

Carrying value as at 30 June 2017

4,24483132219674 ,74 5

2018

$M

2017

$M

Airframes, engines and simulators comprise:

Finance leased airframes and engines

Owned airframes, engines and simulators

Progress payments

1, 413

2, 871

265

1, 614

2,300

330

4,5494,244

Land and buildings comprise:

Leasehold properties

Freehold properties

188

13

204

15

201219

Certain aircraft and aircraft related assets with a carrying value of $3,373 million as at 30 June 2018 (30 June 2017: $3,213 million)

are pledged as security over secured borrowings and finance lease obligations.

Impairment

Air New Zealand Gas Turbines (ANZGT) provides overhaul services to aero derivative engines that are applied to energy production

and marine industries. Over recent years a down turn in the market has resulted in a decline in activity and profitability of the

business. Impairment provisions of $18 million have been recognised against the land and building assets of the business in previous

years. During the year ended 30 June 2018 the assets were assessed for impairment based on a value in use discounted cash flow

valuation. Cash flow projections were sourced from the 2019 financial year plan and extrapolated into the future using a 2% growth

rate and adjusted for any one-off transactions. Key assumptions include exchange rates, customer demand, market supply and

terminal values. These assumptions have been based on historical data and current market information. The cash flow projections

are particularly sensitive to fluctuations in exchange rates and economic demand. The cash flow projections are discounted using

a 9% discount rate. The impaired carrying value was found to be appropriate as at 30 June 2018 and 30 June 2017.

Residual values

Estimates and judgements are applied by management to determine the expected useful life of aircraft related assets. The useful

lives are determined based on the expected service potential of the asset and lease term. The residual value, at the expected date

of disposal, is estimated by reference to external projected values and are influenced by external changes to economic conditions,

demand, competition and new technology. Residual values are denominated in United States dollars and are therefore sensitive to

exchange fluctuations as well as movements in projected values. Residual values and useful lives are reviewed each year to ensure

they remain appropriate. During the year ended 30 June 2018 the residual values of the aircraft were reassessed and depreciation

expense was reduced by $6 million (30 June 2017: increased by $4 million).

17
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

10. Intangible Assets

Computer software acquired, which is not an integral part of a related hardware item, is recognised as an intangible asset. The costs

incurred internally in developing computer software are also recognised as intangible assets where the Group has a legal right to use

the software and the ability to obtain future economic benefits from that software. Acquired software licences are capitalised on the

basis of the costs incurred to acquire and bring to use the specific software. These assets have a finite life and are amortised on a

straight-line basis over their estimated useful lives of three to six years.

I NTE R N A LLY

DEVELOPED

SOFTWARE

$M

E X TE R N A LLY

PURCHASED

SOFTWARE

$M

CAPITAL

WORK IN

PROGRESS

$M

OTHER

$M

TOTAL

$M

2018

Carrying value as at 1 July 2017


119 4


25 1


14 9

Additions

Acquisitions from business combinations

Amortisation

Impairment

Transfers

-

-

(37)

-

69

-

-

(2)

-

-

60

-

-

-

(69)

-

1

-

(1)

-

60

1

(39)

(1)

-

Carrying value as at 30 June 2018

Represented by:

Cost

Accumulated depreciation

Provision for impairment

151

391

(240)

-

2

152

(150 )

-

16

16

-

-

1

2

-

(1)

170

561

(390)

(1)

Carrying value as at 30 June 2018

1512161170

2017

Cost

Accumulated depreciation

273

(179 )

158

(153 )

27

-

1

-

459

(332)

Carrying value as at 1 July 2016

Additions

Amortisation

Transfers

94

-

(30)

55

5

-

(2)

1

27

54

-

(56)

1

-

-

-

127

54

(32)

-

Carrying value as at 30 June 2017

Represented by:

Cost

Accumulated depreciation

119

326

(207)

4

158

(154)

25

25

-

1

1

-

14 9

510

(361)

Carrying value as at 30 June 2017

119425114 9

18
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

11. Investment in Other Entities

2018

$M

2017

$M

Investments in associates

Investments in joint ventures

Investments in other entities

117

-

1

92

2

1

11895

Subsidiaries

Significant subsidiaries comprise:

NAME PRINCIPAL ACTIVITY COUNTRY OF INCORPORATION

Air Nelson Limited Aviation New Zealand

Air New Zealand Aircraft Holdings Limited Aircraft leasing and financing New Zealand

Air New Zealand Associated Companies Limited Investment New Zealand

Air New Zealand Regional Maintenance Limited Engineering services New Zealand

Mount Cook Airline Limited Aviation New Zealand

TEAL Insurance Limited Captive insurer New Zealand

All subsidiary entities above have a balance date of 30 June and are 100 percent owned.

Associates and Joint Ventures

Significant associates and joint ventures comprise:

NAME RELATIONSHIP % OWNED PRINCIPAL ACTIVITY COUNTRY OF BALANCE DATE

INCORPORATION

Christchurch Engine Centre (CEC) Associate 49 Engineering services New Zealand 31 December

ANZGT Field Services LLC Joint Venture 51 Engineering services United States 30 June

Prior to 29 September 2017, the Group accounted for the investment in 11Ants Analytics Group Limited as a joint venture. On this date the

Group acquired the remaining 50% interest for $85k and accounted for the entity as a wholly owned subsidiary.

Investments in associates and joint ventures are accounted for using the equity method and are measured in the Statement of

Financial Position at cost plus post-acquisition changes in the Group’s share of net assets, less dividends. Goodwill relating to

associates and joint ventures is included in the carrying amount of the investment.

If the carrying amount of the equity accounted investment exceeds its recoverable amount, it is written down to the latter. When

the Group’s share of accumulated losses in an associate or joint venture equals or exceeds its carrying value, the Group does not

recognise further losses, unless it has incurred obligations or made payments on behalf of the associate or joint venture.

19
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the year to and as at 30 June 2018

11. Investment in Other Entities (continued)

Summary financial information of associates

2018

$M

2017

$M

Assets and liabilities of associates are as follows:

Current assets

Non-current assets

Current liabilities

Non-current liabilities


353

44

(132)

(26)


268

40

(97)

(24)

Net identifiable assets

239187

Group share of net identifiable assets11792

Carrying value of investment in associates

11792

Results of associates

Revenue

Earnings after taxation

935

68

687

54

Total comprehensive income

6854

Group share of net earnings after taxation

33 26

Group share of total comprehensive income

3326

20
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

12. Revenue in Advance

Transportation sales in advance includes consideration received in respect of passenger and cargo sales for which the actual

carriage has not yet been performed.

Loyalty programme revenue in advance includes revenues associated with both the award of Airpoints Dollars to Airpoints

members as part of the initial sales transaction and with sales of Airpoints Dollars to third parties, net of estimated expiry

(non-redeemed Airpoints Dollars), in respect of which the Airpoints member has not yet redeemed their points.

Other revenue in advance includes membership subscriptions and contract related services revenue which relate to future periods.

2018

$M

2017

$M

Current

Transportation sales in advance

Loyalty programme

Other

1,137

163

22

1,021

136

20

1,322 1,177


Non-current

Loyalty programme

Other

180

5

180

4

185184

13. Interest-Bearing Liabilities

Borrowings, bonds and finance lease obligations are initially recognised at fair value, net of transaction costs incurred. They are

subsequently stated at amortised cost using the effective interest rate method, where appropriate. Borrowings, bonds and finance

lease obligations are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability

for more than 12 months after the balance date.

2018

$M

2017

$M

Current

Secured borrowings

Finance lease liabilities

165

266

132

185

431 317

Non-current

Secured borrowings

Unsecured bonds

Finance lease liabilities

1,398

50

855

1,111

50

1,036

2,3032,197

Interest rates basis:

Fixed rate

Floating rate

711

2,023

720

1,794

At amortised cost

2,7342 , 514

At fair value

2,7092,458

Non-cash movements in interest-bearing liabilities during the year ended 30 June 2018 included foreign exchange losses of $197 million

(30 June 2017: gains of $87 million) and capitalised interest of $5 million (30 June 2017: $7 million).

The fair value of interest-bearing liabilities for disclosure purposes is calculated based on the present value of future principal and interest

cash flows, discounted at the market rate of interest for similar liabilities at reporting date.

Secured borrowings are secured over aircraft and are subject to both fixed and floating interest rates. Fixed interest rates were 1.0 percent

(30 June 2017: 1.0 percent).

The unsecured, unsubordinated fixed rate bonds have a maturity date of 28 October 2022 and an interest rate of 4.25% payable semi-annually.

21
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

13. Interest-Bearing Liabilities (continued)

Finance lease liabilities

Payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability.

The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the

remaining balance of the liability.

2018

$M

2017

$M

Repayable as follows:

Not later than 1 year

Later than 1 year and not later than 5 years

Later than 5 years

291

657

278

206

711

411


Less future finance costs

1,226

(105)

1,328

(107)

Present value of future rentals

1,1211,221

Repayable as follows:

Not later than 1 year

Later than 1 year and not later than 5 years

Later than 5 years

266

596

259

185

650

386

1,1211,221

Finance lease liabilities are secured over aircraft and are subject to both fixed and floating interest rates. Fixed interest rates ranged from

0.7 percent to 3.4 percent (30 June 2017: 0.7 percent to 3.4 percent). Purchase options are available on expiry or, if applicable under the

lease agreement, on early termination of the finance leases.

14. Provisions

A provision is recognised when the Group has a present legal or constructive obligation as a result of a past event, it is probable

that an outflow of economic benefits will be required to settle the obligation, and the provision can be reliably measured.

AIRCRAFT

LEASE

RETURN COSTS

$M

RESTRUCTURING

$M

OTHER

$M

TOTAL

$M

Balance as at 1 July 2017

Amount provided

Amount utilised and released

Foreign exchange differences

266

86

(97)

10

2

2

(3)

-

2

4

(4)

-

270

92

(104)

10

Balance as at 30 June 2018

26512268

Represented by:

Current

Non-current

114

151

1

-

2

-

117

151

Balance as at 30 June 2018

26512268

22
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

14. Provisions (continued)

Nature and purpose of provisions

Aircraft lease return costs

Where a commitment exists to maintain aircraft held under operating lease arrangements, a provision is made during the lease

term for the lease return obligations specified within those lease agreements. The provision is calculated taking into account a

number of variables and assumptions including the number of future hours or cycles expected to be operated, the expected cost

of maintenance and the lifespan of limited life parts. It is based upon historical experience, manufacturers’ advice and, where

appropriate, contractual obligations in determining the present value of the estimated future costs of major airframe inspections

and engine overhauls by making appropriate charges to the Statement of Financial Performance, calculated by reference to the

number of hours or cycles operated during the year. The provision is expected to be utilised at the next inspection or overhaul.

Restructuring

Restructuring provisions are recognised when the Group is demonstrably committed, without realistic possibility of withdrawal,

to a formal detailed plan to terminate employment before the normal retirement date. Costs relating to ongoing activities are not

provided for.

Other

Other provisions include insurance and warranty provisions. Insurance provisions are expected to be utilised within 12 months and

are based on historical claim experience. Warranty provisions represent an estimate of potential liability for future rectification

work in respect of past engineering services performed.

15. Other Liabilities

Employee entitlements

Liabilities in respect of employee entitlements are recognised in exchange for services rendered during the accounting period, but

which have not yet been compensated as at reporting date. These include annual leave, long service leave, retirement leave and

accrued compensation.

Defined pension

Air New Zealand’s net obligation in respect of defined benefit pension plans is calculated by an independent actuary, by estimating

the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting

the fair value of the plan’s assets. The discount rate reflects the yield on government bonds that have maturity dates approximating

the terms of Air New Zealand’s obligations.

When the calculation results in an asset, the value of the asset is limited to the present value of economic benefits available in the

form of any future refunds from the plan or reductions in future contributions from the plan.

2018

$M

2017

$M

Current

Employee entitlements

Amounts owing to associates

Other liabilities (including defined benefit liabilities)


236

22

5

234

23

4

263261


Non-current

Employee entitlements

Other liabilities

12

15

14

9

2723

The Group operates two defined benefit plans for qualifying employees in New Zealand and overseas. A net liability was recognised of

$1 million (30 June 2017: nil) in respect of the New Zealand plan and nil in respect of the overseas plan (30 June 2017: net liability of

$1 million). The New Zealand plan is now closed to new members. The plans provide a benefit on retirement or resignation based upon

the employee’s length of membership and final average salary. Each year an actuarial calculation is undertaken using the Projected Unit

Credit Method to calculate the present value of the defined benefit obligation and the related current service cost. The current service cost

recognised through earnings was $2 million (30 June 2017: $2 million).

23
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

16. Distributions to Owners

2018

$M

2017

$M

Distributions recognised

Final dividend on Ordinary Shares

Special dividend on Ordinary Shares

Interim dividend on Ordinary Shares

124

-

124

112

281

112

248505


Distributions paid

Final dividend on Ordinary Shares

Special dividend on Ordinary Shares

Interim dividend on Ordinary Shares

130

-

130

118

294

118


260530

On 22 August 2018, the Board of Directors declared a final dividend for the 2018 financial year of 11.0 cents per Ordinary Share, payable

on 19 September 2018 to registered shareholders at 7 September 2018. The total dividend payable will be $124 million. Imputation credits

will be attached and supplementary dividends paid to non-resident shareholders. The dividend has not been recognised in the June 2018

financial statements.

A 2018 interim dividend of 11.0 cents per Ordinary Share was paid on 16 March 2018 (2017 interim dividend: 10.0 cents per Ordinary Share

paid on 17 March 2017). Imputation credits were attached and supplementary dividends paid to non-resident shareholders.

A final dividend in respect of the 2017 financial year of 11.0 cents per Ordinary Share was paid on 18 September 2017 (2016 financial year

10.0 cents per Ordinary Share final dividend and 25.0 cents per Ordinary Share special dividend was paid on 19 September 2016). Imputation

credits were attached and supplementary dividends paid to non-resident shareholders.

The dividend reinvestment plan is currently suspended.

17. Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares, rights or options are

shown in equity as a deduction, net of taxation, from the proceeds.

When shares are acquired by a member of the Group, the amount of consideration paid is recognised directly in equity. Acquired

shares are classified as treasury stock and presented as a deduction from share capital. When treasury stock is subsequently

sold or reissued pursuant to equity compensation plans, the cost of treasury stock is reversed and the realised gain or loss on

sale or reissue, net of any directly attributable incremental transaction costs, is recognised within Share Capital.

Where the Group funds the on-market purchase of shares to settle obligations under long-term incentive plans the total cost of

the purchase (including transaction costs) is deducted from Share Capital.

2018

$M

2017

$M

Share capital comprises:

Authorised, issued and fully paid in capital

Equity-settled share-based payments

2,216

10

2,228

10

2,2262,238

Balance at the beginning of the year

Equity settlements of long-term incentive obligations*

Equity-settled share-based payments

2,238

(17)

5

2,252

(19)

5

Balance at the end of the year

2,2262,238

* During the year ended 30 June 2018 the Group funded the purchase on-market of 4,932,709 shares (30 June 2017: 8,297,311). The shares

were used to settle obligations under employee share-based compensation plans.


Number of Ordinary Shares authorised, fully paid and on issue

Balance at the beginning of the year

2018

1,122,844,227

2017

1,122,844,227

Balance at the end of the year**

1,122,844,2271,122,844,227

** Includes treasury stock of 34,183 shares (30 June 2017: 34,183 shares).

24
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

17. Share Capital (continued)

Kiwi Share

One fully paid special rights convertible share (the Kiwi Share) is held by the Crown. While the Kiwi Share does not carry any general Voting Rights,

the consent of the Crown as holder is required for certain prescribed actions of the Company as specified in the Constitution.

Non New Zealand nationals are restricted from holding or having an interest in 10 percent or more of voting shares unless the prior written consent

of the Kiwi Shareholder is obtained. In addition, any person that owns or operates an airline business is restricted from holding any shares in the

Company without the Kiwi Shareholder’s prior written consent.

Voting rights

On a show of hands or by a vote of voices, each holder of Ordinary Shares has one vote. On a poll, each holder of Ordinary Shares has one vote for

each fully paid share.

All Ordinary Shares carry equal rights to dividends and equal distribution rights on wind up.

Application of treasury stock method

Share repurchase

The Group utilises treasury stock acquired under a buy-back programme to fulfil obligations under employee share-based compensation plans.

No treasury stock was utilised in the 2018 financial year (30 June 2017: Nil). Total treasury stock held as at 30 June 2018 is 34,090 shares

(30 June 2017: 34,090 shares).

Staff Share Scheme

Unallocated shares of the Air New Zealand Staff Share Schemes are accounted for under the Treasury Stock method, and deducted from Ordinary

Share capital on consolidation. The number of unallocated shares as at 30 June 2018 was 93 (30 June 2017: 93).

Equity-Settled Share-Based Payments

The fair value (at grant date) of share rights and options granted to employees is recognised as an expense, within the Statement of

Financial Performance, over the vesting period of the rights and options, with a corresponding entry to ‘Share Capital’. The amount

recognised as an expense is adjusted at each reporting date to reflect the extent to which the vesting period has expired and

management’s best estimate of the number of rights and share options that will ultimately vest.

Share rights and options over ordinary shares

Performance share rights have been offered to a number of senior executives on attainment of predetermined performance objectives, and

restricted share rights have been offered to the CEO subject to remaining in employment over the vesting period. Prior to the 2015 financial year,

share options were granted to a number of senior executives on attainment of predetermined performance objectives.

The total expense recognised in the year ended 30 June 2018 in respect of equity-settled share-based payment transactions was $5 million

(30 June 2017: $5 million).

PERFORMANCE

SHARE

RIGHTS

2018

LONG-TERM

INCENTIVE

PLAN

2018

CEO

RESTRICTED

SHARE RIGHTS

2018

PERFORMANCE

SHARE

RIGHTS

2017

LONG-TERM

INCENTIVE

PLAN

2017

CEO

RESTRICTED

SHARE RIGHTS

2017

CFO

OPTION

PLAN*

2017

Number outstanding

Outstanding at beginning of the year

Granted during year

Exercised during year

Forfeited during year


13,807,858

3,096,055

(4,257,053)

(410 , 479 )


900,764

-

(485,029)

-

659,715

216,954

(365,861)

-


9,269,896

5,961,948

-

(1,423, 986 )


19 ,741,14 6

-

(18 , 840, 382)

-


292,398

367,317

-

-


1,256,281

-

(1,256,281)

-

Outstanding at the end of the year**

12, 236 , 381 415 ,73 5 510 , 8 0 8 13,807,858 900,764 659,715 -


Exercisable as at end of the year

Weighted average exercise price:

-

exercisable as at the end of the year ($)

- exercised during the year ($)

Weighted average:

- Share price at the date options

exercised ($)

- Remaining period of options to

contractual maturity (years)


Fair value of rights granted in year ($M)

Unamortised grant date fair value ($M)

-

-

-

-


-

5.3

6 .1

415 ,73 5

1.23

1.23

3 . 41


0.2

-

-

-

-

-

-

-

0.7

0.5

-

-

-

-


-

5.4

5.8

900,764

1.23

1.28

2.18


1.2


-

-

-

-

-

-


-


0.6

0.5

-

-

1.18

2.13


-


-

-

* The CFO Option Plan was part of the former Chief Financial Officer’s total remuneration.

** The People Remuneration and Diversity Committee of the Board will adjust share-based arrangement terms, if necessary, to ensure that the

impact of share issues, share offers or share structure changes is value neutral as between participants and shareholders.

25
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

17. Share Capital (continued)

Key inputs and assumptions

The general principles underlying the Black Scholes pricing model have been used to value these rights and options using a Monte Carlo simulation

approach, with the exception of the CEO Restricted Share Rights Plan for which a simplified approach was applied given the exercise price was

fixed at issue date. The key inputs for rights and options granted in the relevant year were as follows:

Performance share rights

WEIGHTED

AVERAGE

SHARE PRICE

(CENTS)

EXPECTED

VOLATILITY OF

SHARE PRICE

(%)

EXPECTED

VOLATILITY OF

PERFORMANCE

BENCHMARK

INDEX

(%)

CORRELATION

OF VOLATILITY

INDICES

CONTRACTUAL

LIFE

(YEARS)

RISK FREE

R ATE

(%)

EXPECTED

DIVIDEND

YIELD

(%)

201834830130.533.52.025.8

2 01720030150.533.51.959.0

201623928130.403.52.537.1

201520526140.343.54.005.3

CEO Restricted Share Rights Plan

WEIGHTED

AVERAGE

SHARE PRICE

(CENTS)EQUIT Y BETA

MARKET RISK

PREMIUM

(%)

COST OF

EQUITY

(%)

CONTRACTUAL

LIFE

(YEARS)

RISK FREE

R ATE

(%)

EXPECTED

DIVIDEND

YIELD

(%)

2018 Tranche 1

2018 Tranche 2

348

348

1.10

1.10

7. 5 0

7. 5 0

9.6

9.6

1.3

2.3

1.84

1.94

5.9

5.4

2017 Tranche 1

2017 Tranche 2

194

194

1.30

1.30

7. 5 0

7. 5 0

11.1

11.1

1.3

2.3

1.90

1.90

6.7

7. 2

2016 239 1.25 7. 5 0 11.1 2.3 2.50 6.3

Options

WEIGHTED

AVERAGE

SHARE

PRICE

(CENTS)

EXPECTED

VOLATILITY OF

SHARE PRICE

(%)

EXPECTED

VOLATILITY OF

PERFORMANCE

BENCHMARK

INDEX

(%)

CORRELATION

OF VOLATILITY

INDICES

CONTRACTUAL

LIFE

(YEARS)

RISK FREE

R ATE

(%)

EXPECTED

DIVIDEND

YIELD

(%)

DISCOUNT

TO REFLECT

NEGOTIABILITY

RESTRICTIONS

(%)

Long-Term Incentive Plan

1

2 014

2013 (1)

139

112

27

30

15

15

0.25

0.20

5.0

5.0

4.40

3 .10

5.8

4.9

25

25

CFO Option Plan

2


2013 Tranche 2

112 30 20 0.20 6.0 3.30 4.9 25

1

Volatility and correlation estimates were derived using historical data over past 3-5 years; Risk free rate was based on the 5 year zero coupon bond yield.

2

Volatility and correlation estimates were derived using historical data over past 4 years; Risk free rate was based on 6 year zero coupon bond yields.

26
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

17. Share Capital (continued)

SHARE RIGHTS SCHEMES

(a) Performance Share Rights

The Group has undertaken a stock settled share rights scheme. Performance share rights for a specified value are granted at no cost to the holder.

For each performance share right that vests, one share will be issued. The number granted is determined by an independent valuation of the fair

value at the date of issue. Vesting of performance share rights is subject to the holder remaining an employee and vesting conditions relating to the

Air New Zealand share price being achieved. If vesting is not achieved on the third anniversary of the issue date, 50 percent of performance rights

will lapse. For the remaining 50 percent, there will be a further 6 month opportunity for the performance rights to vest. If they have not vested at the

end of this period they will lapse.

In order to vest the Air New Zealand share price adjusted for distributions made over the period must outperform a comparison index over a period

of three years (or up to a maximum of three and a half years) after the issue date. The index is made up of 50:50 of the NZX All Gross Index and the

Bloomberg World Airline Total Return Index (adjusted for dividends).

(b) CEO Restricted Share Rights Plan

The Group has undertaken a stock settled share rights scheme. Restricted share rights for a specified value are granted at no cost to the holder.

For each restricted share right that vests, one share will be issued. The number granted is determined by an independent valuation of the fair value

at the date of issue. Vesting of restricted share rights is subject to the holder remaining an employee. The restricted share rights vest between 31

December 2018 and 31 December 2019 and if they have not vested on a specified date they will lapse.

OPTIONS

The Group previously undertook a stock settled share appreciation rights scheme whereby shares are issued equating to the delta between the

market price and the exercise price. The exercise price has been modelled as a stochastic variable, using the volatility, correlation, dividend yield and

risk free rate assumptions provided.

The volatility and correlation estimates were derived from measuring these parameters using historical data. The risk free rate was based on the

zero coupon bond yield implied from short to medium term yields for government bonds.

The expected life used in calculating the value of options was determined by analysis of the attrition rates and early exercise behaviour of staff in

long-term incentive programmes in similar large corporates.

(a) Long-Term Incentive Plan (LTIP)

The options may be exercised at any time between three and five years after the date of issue (subject to compliance with insider trading restrictions

and the rules of the scheme). The exercise price was set three years after issue, and was based on Air New Zealand’s share price at the issue date

increased or decreased by the percentage movement in a specified index over the three years, and decreased by any distributions made over the

same period. The specified index comprised the total shareholder return for the NZX All Gross Index and the Bloomberg World Airline Total Return

Index (adjusted for dividends) in 50:50 proportions.

(b) CFO Option Plan

The Group undertook a stock settled share appreciation rights scheme approach whereby shares are issued equating to the delta between the

market price and the exercise price. The options were exercisable at any time between four to six years after the date of issue for the CFO Option

Plan (subject to compliance with insider trading restrictions and the rules of the scheme). All options under the plan have been exercised. The

exercise price was set four years after issue, and was based on Air New Zealand’s share price at the issue date increased or decreased by the

percentage movement in a specified index over the vesting period, and decreased by any distributions made over the same period. The specified

index comprised the total shareholder return for the NZX All Gross Index and the Bloomberg World Airline Total Return Index (adjusted for

dividends) in 50:50 proportions.

27
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the year to and as at 30 June 2018

18. Reserves

The Group’s reserves, together with the equity accounted share of associates’ reserves as at the reporting date are set out below:

2018

$M

2017

$M

Cash flow hedge reserve

Costs of hedging reserve

70

(4)

22

(13 )

Hedge reserves

Foreign currency translation reserve

General reserves

66

(13 )

(103)

9

(16 )

(245)

Total Reserves

(50)(252)

The nature and purpose of reserves is set out below:

HEDGE RESERVES

Cash flow hedge reserve

The cash flow hedge reserve contains the effective portion of the cumulative net change in the fair value of cash flow hedging instruments related

to hedged transactions that have not yet occurred.

Costs of hedging reserve

The costs of hedging reserve contains the cumulative net change in the fair value of time value on fuel options which are excluded from hedge

designations of fuel price risk.

Foreign currency translation reserve

The foreign currency translation reserve contains foreign exchange differences arising on consolidation of foreign operations together with the

translation of foreign currency borrowings designated as a hedge of net investments in those foreign operations.

General reserves

General reserves include the retained deficit net of dividends recognised, remeasurements in respect of the net defined benefit assets and liabilities

and the Group’s share of equity accounted associates’ reserves.

19. Operating Leases

Leases under which a significant proportion of the risks and rewards of ownership are retained by the lessor are classified

as operating leases. Payments made under operating leases (net of any incentives received) are recognised as an expense in the

Statement of Financial Performance on a straight-line basis over the term of the lease.

2018

$M

2017

$M

Rental and lease expenses recognised in earnings

Aircraft

Property


170

57


178

52

227230

Future operating lease commitments

Aircraft leases payable*

Not later than 1 year**

Later than 1 year and not later than 5 years

Later than 5 years


194

489

224


160

433

192

907785

Property leases payable

Not later than 1 year

Later than 1 year and not later than 5 years

Later than 5 years

50

144

100

43

109

70

294222

* Includes lease commitments for five Airbus A320/321 NEO aircraft due to be delivered in the 2019 and 2020 financial years and two

Boeing 787-9 aircraft due to be delivered in the 2019 and 2020 financial years.

** Aircraft leases payable less than 1 year includes $18 million of commitments for short-term leases which provide cover for Boeing

787-9 engine issues.

Subject to negotiation, certain aircraft operating leases give the Group the right to renew the lease.

28
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

20. Capital Commitments

Commitments shown are for those asset purchases authorised and contracted for as at reporting date but not provided for in the

financial statements, converted at the year end exchange rate.

2018

$M

2017

$M


Aircraft and engines

Other property, plant and equipment and intangible assets

1,526

4

1,637

10

1,5301,647

Commitments as at reporting date include one Boeing 787-9 aircraft (delivery in the 2019 financial year), eleven Airbus A321 NEOs and four

Airbus A320 NEOs (delivery from 2019 to 2024 financial years) and ten ATR72-600s (delivery from 2019 to 2020 financial years). In August

2018 the Group agreed to convert two Airbus A320 NEOs to A321 NEOs and also convert two purchase rights to A321 NEO firm orders

which are reflected in the above table.

21. Contingent Liabilities

Contingent liabilities are subject to uncertainty or cannot be reliably measured and are not provided for. Disclosures as to the

nature of any contingent liabilities are set out below. Judgements and estimates are applied to determine the probability that an

outflow of resources will be required to settle an obligation. These are made based on a review of the facts and circumstances

surrounding the event and advice from both internal and external parties.

2018

$M

2017

$M

Letters of credit and performance bonds3232

All significant legal disputes involving probable loss that can be reliably estimated have been provided for in the financial statements. There are

no contingent liabilities for which it is practicable to estimate the financial effect.

Allegations of anti-competitive conduct in the air cargo business in Hong Kong and Singapore were the subject of proceedings by the

Australian Competition and Consumer Commission (ACCC). Following two appeals of an initial judgment finding in favour of Air New Zealand,

the High Court released its judgment on 14 June 2017 finding in favour of the ACCC. The level of penalty was referred to the Federal Court

for determination, which on 27 June 2018 approved an in principle settlement agreed between the ACCC and Air New Zealand of a A$15m

penalty and A$2m contribution to the ACCC’s costs. This amount was paid by Air New Zealand on 23 July 2018. The amount was fully provided

for within the financial statements.

No other significant contingent liability claims are outstanding at balance date.

The Group has a partnership agreement with Pratt and Whitney in relation to the Christchurch Engine Centre (CEC) (Note 11). By the nature of

the agreement, joint and several liability exists between the two parties. Total liabilities of the CEC are $158 million (30 June 2017: $121 million).

22. Financial Risk Management

Air New Zealand is subject to credit, foreign currency, interest rate and fuel price risks. These risks are managed with various financial instruments,

using a set of policies approved by the Board of Directors. Compliance with these policies is reviewed and reported monthly to the Board and is

included as part of the internal audit programme. Group policy is not to enter, issue or hold financial instruments for speculative purposes.

CREDIT RISK

Credit risk is the potential loss from a transaction in the event of default by a counterparty during the term of the transaction or on settlement

of the transaction. Air New Zealand incurs credit risk in respect of trade receivable transactions and other financial instruments in the normal

course of business. The maximum exposure to credit risk is represented by the carrying value of financial assets.

Air New Zealand places cash, short-term deposits and derivative financial instruments with good credit quality counterparties, having a minimum

Standard and Poors’ credit rating of A- or minimum Moodys’ credit rating of A3. Limits are placed on the exposure to any one financial institution.

Credit evaluations are performed on all customers requiring direct credit. Air New Zealand is not exposed to any concentrations of credit risk

within receivables, other assets and derivatives. Air New Zealand does not require collateral or other security to support financial instruments

with credit risk. A significant proportion of receivables are settled through the International Air Transport Association (IATA) clearing mechanism

which undertakes its own credit review of members. Over 91% of trade and other receivables are current, with less than 1% falling due after

more than 90 days.

29
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

MARKET RISK

Foreign Currency Risk

Foreign currency risk is the risk of loss to Air New Zealand arising from adverse fluctuations in exchange rates.

Air New Zealand has exposure to foreign exchange risk as a result of transactions denominated in foreign currencies, arising from normal trading

activities, foreign currency borrowings and foreign currency capital commitments, purchases and sales. The documented risk management approach

(as approved by the Board of Directors) is to manage both forecast foreign currency operating revenues and expenditure and foreign currency

denominated balance sheet items. Hedges of foreign currency capital transactions are only undertaken if there is a large volume of forecast capital

transactions over a short period of time.

Air New Zealand enters into foreign exchange contracts to manage the economic exposure arising due to fluctuations in foreign exchange rates

affecting both highly probable forecast operating cash flows and foreign currency denominated liabilities. Any exposure to gains or losses on these

contracts is offset by a related loss or gain on the item being hedged.

Forecast operating transactions

Foreign currency operating cash inflows are primarily denominated in Australian Dollars, European Community Euro, Japanese Yen, Chinese

Renminbi, United Kingdom Pounds and United States Dollars. Foreign currency operating cash outflows are primarily denominated in United States

Dollars. The Group’s treasury risk management policy is to hedge between 60% and 90% of forecast net operating cash flows for the first 6

months, with progressive reductions in percentages hedged over the next 6 to 12 months. Forward points are excluded from the hedge designation

in respect of operating revenue and expenditure transactions and are marked to market through earnings. The underlying forecast revenue and

expenditure transactions in respect of foreign currency cash flow hedges in place at reporting date, are expected to occur over the next 12 months.

Japanese Yen and Euro denominated interest-bearing liabilities are designated as the hedging instrument in qualifying cash flow hedges of highly

probable forecast Japanese Yen and Euro revenues, respectively.

Balance sheet exposures

Certain United States Dollar denominated interest-bearing liabilities are designated as the hedging instrument in fair value hedges of underlying

United States Dollar aircraft values. A further proportion of United States Dollar denominated interest-bearing liabilities remains unhedged to provide

an offset to foreign currency movements within depreciation expense, resulting from revisions made to aircraft residual values during the year.

The Group has investments in foreign operations, whose net assets are exposed to foreign currency translation risk. Currency exposure arising on

the net assets of certain Group foreign operations is managed primarily through borrowings denominated in the relevant foreign currencies.

Where changes in the fair value of a derivative provide an offset to the underlying hedged item as it impacts earnings, hedge accounting is not

applied. Foreign currency translation gains or losses on lease return provisions and the remaining non-hedge accounted United States Dollar,

Japanese Yen and Euro denominated interest-bearing liabilities are recognised in the Statement of Financial Performance within ‘Foreign exchange

losses’. Marked to market gains or losses on non-hedge accounted foreign currency derivatives provide an offset to these foreign exchange

movements, and are also recognised within ‘Foreign exchange losses’.

With the exception of foreign currency denominated working capital balances, which together are immaterial to foreign currency fluctuations,

Air New Zealand’s exposure to foreign exchange risk arising on items recognised in the Statement of Financial Position at reporting date is

summarised below. This risk is translation risk before hedging activities, which is then managed through a number of different hedging strategies in

which the items identified below may be designated either as the hedged item or the hedging instrument depending on the most efficient and cost

effective strategy.

Derivative financial instruments are excluded from this table as they are specifically used to manage risk and do not create an initial exposure.

The impact of derivative financial instruments in terms of managing identified risks is detailed over the following pages.

Forecast foreign currency revenue and expenditure transactions occur in the future and are not included below. The effect of foreign currency risk

arising on forecast transactions and how this is managed is detailed over the following pages.



30
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Foreign currency exposure of items recognised at reporting date, before hedging

NZD

$M

USD

$M

AUD

$M

EUR

$M

JPY

$M

TOTAL

$M


As at 30 June 2018

Investments in other entities

Interest-bearing assets

Interest-bearing liabilities

Provisions


-

147

(173 )

(59)


118

-

(1,608)

(209)


-

35

-

-


-

-

(163)

-


-

-

(790)

-


118

182

(2,734)

(268)

(85)(1,699)35(163)(790)(2,702)


As at 30 June 2017

Investments in other entities

Interest-bearing assets

Interest-bearing liabilities

Provisions


2

130

(248)

(55)


93

-

(1,625)

(215)


-

34

-

-


-

-

(167)

-


-

-

(474 )

-


95

164

( 2 , 514 )

(270)

(171)(1,747 )34(167)(474 )(2,525)

Hedging foreign currency risk

Derivative financial instruments

Derivative financial instruments, other than those designated as hedging instruments in a qualifying cash flow hedge, are classified

as held for trading. Subsequent to initial recognition, derivative financial instruments in this category are stated at fair value.

The gain or loss on remeasurement to fair value is recognised immediately in the Statement of Financial Performance.

Hedge accounted financial instruments

Where financial instruments qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the

hedging relationship, as follows:

Cash flow hedges

Changes in the fair value of hedging instruments designated as cash flow hedges are recognised within Other Comprehensive

Income and accumulated within equity to the extent that the hedges are deemed effective in accordance with NZ IFRS 9 -

Financial Instruments. To the extent that the hedges are ineffective for accounting, changes in fair value are recognised in the

Statement of Financial Performance.

If a hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, then hedge

accounting is discontinued. The cumulative gain or loss previously recognised in the cash flow hedge reserve remains there until

the forecast transaction occurs. If the underlying hedged transaction is no longer expected to occur, the cumulative, unrealised

gain or loss recognised in the cash flow hedge reserve with respect to the hedging instrument is recognised immediately in the

Statement of Financial Performance.

Where the hedge relationship continues throughout its designated term, the amount recognised in the cash flow hedge reserve

is transferred to the Statement of Financial Performance in the same period that the hedged item is recorded in the Statement of

Financial Performance, or, when the hedged item is a non-financial asset, the amount recognised in the cash flow hedge reserve

is transferred to the carrying amount of the asset when it is recognised.

Fair value hedges

Changes in the fair value of hedging instruments designated as fair value hedges are recognised in the Statement of Financial

Performance. The hedged item is adjusted to reflect changes in its fair value in respect of the risk being hedged. The resulting gain

or loss is also recognised in the Statement of Financial Performance with an adjustment to the carrying amount of the hedged item.

Net investment hedge

Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any gain or loss on the hedging

instrument relating to the effective portion of the hedge is recognised in Other Comprehensive Income and accumulated in the

foreign currency translation reserve within equity. The gain or loss relating to the ineffective portion of the hedge is recognised

immediately in the Statement of Financial Performance.

31
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Impact of hedging foreign currency risk

The impact of the foreign currency hedging strategies (both hedge accounted and non-hedge accounted) on the financial statements during the

year is set out below, by type of hedge.

CASH FLOW HEDGES OF FOREIGN CURRENCY RISK

Forecast operating revenue and expenditure transactions are not recognised in the financial statements until the transactions occur. The amounts

designated as the hedged item in qualifying cash flow hedges mirror the amounts designated as hedging instruments as set out below. All hedges

are of spot foreign exchange risk.

The following foreign currency derivatives were recognised within ‘Derivative financial instruments’ on the Statement of Financial Position as at

reporting date and were designated as the hedging instrument in qualifying cash flow hedges of highly probable forecast operating revenue and

expenditure transactions. All derivatives mature within 12 months (30 June 2017: 12 months).

2018

NZ$M

2017

NZ$M

Hedging instruments used

Derivative financial instruments

NZD

USD

AUD

EUR

JPY

CNH

GBP

Other

(385)

1,127

(287)

(65)

(68)

(61)

(106)

(102)

(399)

847

(193)

(44)

(49)

(43)

(64)

(73)

Hedge accounted foreign currency derivatives

53(18)

The following interest-bearing liabilities were recognised within ‘Interest-bearing liabilities’ on the Statement of Financial Position as at reporting date

and were designated as the hedging instrument in qualifying cash flow hedges of highly probable forecast JPY and EUR operating revenue expected

to occur in the time periods shown.

< 1 YEAR

NZ$M

1-2 YEARS

NZ$M

2-5 YEARS

NZ$M

5+ YEARS

NZ$M

TOTAL

NZ$M

Interest-bearing liabilities

As at 30 June 2018

EUR

JPY

(6)

(48)

(6)

(52)

(20)

(158)

(20)

(256)

(52)

(514)

As at 30 June 2017

EUR

JPY

(6)

(43)

(6)

(41)

(18)

(133)

(24)

(257)

(54)

(474)

32
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

The effective portion of changes in the fair value of foreign currency hedging instruments which were deferred to the cash flow hedge reserve

(within hedge reserves) during the year are set out below, together with transfers to either earnings or the asset carrying value, as appropriate,

when the underlying hedged item occurs.

2018

$M

2017

$M

Recognised in Statement of Changes in Equity

Hedge reserves

Balance at the beginning of the year

Change in fair value*

Transfers to foreign exchange losses

Taxation on reserve movements

17

1

11

(3)

(30)

57

9

(19)

Balance at the end of the year

Represented by:

Forecast operating revenue/expense

Tax effect

26

38

(12)

17

26

(9)

Balance at the end of the year2617

* The change in fair value of the hedging instrument is that used for the purpose of assessing hedge effectiveness. No ineffectiveness arose on

cash flow hedges of foreign currency transactions during the year (30 June 2017: Nil). Forward points excluded from the hedge designation of

$1 million were recognised in ‘Finance costs’ during the year (30 June 2017: $6 million).

The weighted average contract rates of hedge accounted foreign currency derivatives outstanding as at reporting date are set out below:

20182017

USD

AUD

EUR

JPY

CNH

GBP

0.7148

0.9217

0.5937

78.25

4.60

0.5241

0.7163

0.9480

0.6548

78.80

4.89

0.5678

NET INVESTMENT HEDGE

Investments designated in a net investment hedge are included within ‘Investments in other entities’ on the Statement of Financial Position.

The hedging instrument is included within ‘Interest-bearing liabilities’.

2018

NZ$M

2017

NZ$M

Hedged amount of United States Dollar investment

Hedged by: United States Dollar interest-bearing liabilities

99

(99)

77

(77)

The effective portion of changes in fair value of both the hedged item and the hedging instrument are recognised in the foreign currency

translation reserve, as set out below.

Foreign currency translation reserve

Balance at the beginning of the year

Translation gains/(losses) on hedged investment**

Translation (losses)/gains on hedging instrument**

Translation gains on unhedged investments

Taxation on reserve movements

(16)

6

(6)

2

1

(15)

(2)

2

-

(1)

Balance at the end of the year(13 )(16 )

** Translation gains/losses are those used for the purpose of assessing hedge effectiveness. No ineffectiveness arose on net investment hedges

during the year (30 June 2017: Nil).

FAIR VALUE HEDGES

Underlying currency movements on aircraft designated in a fair value hedge are included within ‘Property, plant and equipment’ on the Statement of

Financial Position. The hedging instrument is included within ‘Interest-bearing liabilities’.

33
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

2018

NZ$M

2017

NZ$M

Underlying United States Dollar aircraft fair values

Hedged by: United States Dollar interest-bearing liabilities

721

(721)

732

(732)

The effective portion of changes in the fair value of both the hedged item and the hedging instrument are offset within ‘Foreign exchange

losses’ within the Statement of Financial Performance, as set out below:

Changes in fair value*** on hedged item

Changes in fair value*** on hedging instrument

57

(57)

(20)

20

--

*** The change in fair value is that used for the purpose of assessing hedge effectiveness. No ineffectiveness arose on fair value hedges during the

year (30 June 2017: Nil).

HEDGED, BUT NOT HEDGE ACCOUNTED

Where changes in the fair value of a derivative provide an offset to the underlying hedged item as it impacts earnings, hedge accounting is not

applied. The following items recognised within the line item shown in the Statement of Financial Position are denominated in a foreign currency

and give rise to foreign exchange risk.

2018

NZ$M

2017

NZ$M

Interest-bearing liabilities

Interest-bearing liabilities

Interest-bearing liabilities

Provisions

Interest-bearing assets

USD

JPY

EUR

USD

AUD

(788)

(276)

(111)

(209)

35

(816 )

-

(113 )

(215)

34

The following foreign currency derivatives were recognised within ‘Derivative financial instruments’ on the Statement of Financial Position as

at reporting date.

Hedging instruments

Derivative financial instruments

NZD

USD

AUD

EUR

JPY

Other

(1, 232)

917

(20)

111

272

7

(1,136 )

997

(24)

115

-

6

Not hedge accounted foreign currency derivatives

55(42)

The changes in fair value of hedged items and hedging instruments during the year offset within ‘Foreign exchange losses’ within the Statement

of Financial Performance, as set out below:

Foreign currency gains/(losses) on:

Interest-bearing liabilities

Provisions

Interest-bearing assets

Derivative financial instruments

(88)

(10 )

1

98

8

5

-

(13 )

1-

Forward points on non-hedge accounted foreign currency derivatives of $12 million were recognised in ‘Finance costs’ during the year

(30 June 2017: $17 million).

Sensitivity analysis

The sensitivity analyses which follow are hypothetical and should not be considered predictive of future performance. They only include financial

instruments (derivative and non-derivative) and do not include the future forecast hedged transactions or the underlying fair value of hedged

non-financial assets. As the sensitivities are only on financial instruments, the sensitivities ignore the offsetting impact on future forecast

transactions which many of the derivatives are hedging and the offsetting impact on underlying United States Dollar non-financial asset values,

which are hedged by debt instruments. Changes in fair value can generally not be extrapolated because the relationship of change in assumption

to change in fair value may not be linear. In addition, for the purposes of the below analyses, the effect of a variation in a particular assumption is

calculated independently of any change in another assumption. In reality, changes in one factor may contribute to changes in another, which may

magnify or counteract the sensitivities. Furthermore, sensitivities to specific events or circumstances will be counteracted as far as possible through

strategic management actions. The estimated fair values as disclosed should not be considered indicative of future earnings on these contracts.

34
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Foreign currency sensitivity on financial instruments

The following table demonstrates the sensitivity of financial instruments at reporting date to a reasonably possible appreciation/depreciation in the

United States Dollar against the New Zealand Dollar. Other currencies are evaluated by converting first to United States Dollars and then applying

the above change against the New Zealand Dollar. All other variables are held constant. This analysis does not include future forecast hedged

operating or capital transactions.

Appreciation/depreciation (US cents):

2018

NZ$M

+5c

2018

NZ$M

-5c

2017

NZ$M

+5c

2017

NZ$M

-5c

Impact on profit before taxation:

USD

AUD

55

(1)

(63)

1

49

(1)

(56)

1

The above would be offset in earnings through either the fair value hedge mechanism or through the impact of foreign currency on depreciation.

Impact on equity:

USD

AUD

EUR

JPY

CNH

GBP

Other

(85)

20

8

40

4

8

7

99

(23)

(9)

(47)

(5)

(9)

(8)

(57)

12

6

34

3

4

5

65

(14)

(7)

(39)

(3)

(5)

(5)

The above would be deferred within equity and then offset by the foreign currency impact of the hedged item when it occurs.

20182017

Significant foreign exchange rates used at balance date for one New Zealand Dollar are:

USD

AUD

CNY

EUR

JPY

GBP

0.6750

0. 9180

4.48

0.5840

74 . 6 0

0 . 516 0

0.7300

0 . 9 510

4.96

0.6380

81.80

0.5620

FUEL PRICE RISK

Fuel price risk is the risk of loss to Air New Zealand arising from adverse fluctuations in fuel prices.

Air New Zealand enters into fuel swap and option agreements to reduce the impact of price changes on fuel costs in accordance with the policy

approved by the Board of Directors. Uplift in the first four months is hedged between 50% and 80% with the maximum falling to 20% in the

twelfth month.

The price risk of jet fuel purchases includes a crude oil price risk component, despite crude oil not being specified in any contractual

arrangement. Based on an evaluation of the market structure and refining process, this risk component is separately identifiable and

reliably measurable even though it is not contractually specified. The relationship of the crude oil component to jet fuel as a whole

varies in line with the published crude oil and jet fuel price indices. Crude oil hedging instruments are designated as a hedge of the

price risk in the crude oil component of highly probable jet fuel purchases. There is a 1:1 hedging ratio of the hedging instrument to

the crude oil component identified as the hedged item.

Some components of hedge accounted derivatives are excluded from the designated risk. Cash flow hedges in respect of fuel

derivatives include only the intrinsic value of fuel options. Time value on fuel options is excluded from the hedge designation and

is marked to market through Other Comprehensive Income and accumulated within a separate component of equity (the ‘Costs of

Hedging Reserve’ within ‘Hedge Reserves’), until such time as the related hedge accounted cash flows affect profit or loss. At this

stage the cumulative amount is reclassified to profit or loss within ‘Fuel’.

Ineffectiveness is only expected to arise where the index of the hedging instrument differs to that of the underlying hedged item.

35
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Impact of hedging fuel price risk

Weighted average strike prices of fuel derivatives

2018

Brent

USD

2017

Brent

USD

Weighted average collar ceiling (adjusted for call spreads)

Weighted average collar floor

Swap strike price

Barrels hedged (millions of barrels)

70

55

N/A

5.3

51

44

49

6.6

CASH FLOW HEDGES OF FUEL PRICE RISK

Forecast fuel purchase transactions are not recognised in the financial statements until the transactions occur. The number of barrels hedged is set

out in the previous table. All fuel derivative contracts mature within 12 months of reporting date.

Fuel derivatives were recognised within ‘Derivative financial instruments’ on the Statement of Financial Position as at reporting date and were

designated as the hedging instrument in qualifying cash flow hedges.

Statement of Financial Position

2018

$M

2017

$M

Derivative financial assets 7714

The effective portion of changes in the fair value of fuel hedging instruments which were deferred to the cash flow hedge reserve (within hedge

reserves) during the year are set out below, together with transfers to earnings, when the underlying hedged item occurs.

Hedge reserves

Balance at the beginning of the year

Change in fair value*

Transfers to fuel

Changes in cost of hedging reserve

Taxation on reserve movements

(8)

155

(103)

12

(18)

25

4

(42)

(8)

13

Balance at the end of the year

38(8)

* The change in fair value recognised in the cash flow hedge reserve excludes ineffectiveness which is recognised through earnings. No ineffectiveness

arose on cash flow hedges of fuel price risk during the year (30 June 2017: Nil)

Fuel price sensitivity on financial instruments

The sensitivity of the fair value of these derivatives as at reporting date to a reasonably possible change in the price per barrel of crude oil is shown

below. This analysis assumes that all other variables remain constant and the respective impacts on profit before taxation and equity are dictated

by the proportion of effective/ineffective hedges. In practice, these elements would vary independently. This analysis does not include the future

forecast hedged fuel transactions.

Price movement per barrel:

2018

$M

+USD 20

2018

$M

-USD 20

2017

$M

+USD 20

2017

$M

-USD 20

Impact on cash flow hedge reserve (within equity) 126 (85) 147 (136 )

The above would be deferred within equity and then offset by the fuel price impact of the hedged item when it occurs.

36
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

INTEREST RATE RISK

Interest rate risk is the risk of loss to Air New Zealand arising from adverse fluctuations in interest rates.

Air New Zealand has exposure to interest rate risk as a result of the long-term borrowing activities which are used to fund ongoing activities. It is the

Group’s policy to ensure the interest rate exposure is maintained to minimise the impact of changes in interest rates on its net floating rate long-term

borrowings. The Group’s policy is to fix between 70% to 100% of its exposure to interest rates, including fixed interest operating leases, in the next

12 months. Interest rate swaps are used to achieve an appropriate mix of fixed and floating rate exposure if the volume of fixed rate loans or fixed

rate operating leases is insufficient.

Impact of hedging interest rate risk

20182017

Interest rate derivatives

Volume (USD M)

Weighted average contract rate (%)

Weighted average contract maturities (years)

150

1.7

1.4

150

1.7

2.4

CASH FLOW HEDGES OF INTEREST RATE RISK

The impact of changes in floating interest rates is recognised in the financial statements when the transactions occur. The volume of the floating

rate interest-bearing liabilities hedged, together with contract rates and maturities are set out above.

Interest rate derivatives were recognised within ‘Derivative financial instruments’ on the Statement of Financial Position as at reporting date and

were designated as the hedging instrument in qualifying cash flow hedges.

2018

$M

2017

$M

Statement of Financial Position

Derivative financial liabilities

3 -

The effective portion of changes in the fair value of interest rate hedging instruments which were deferred to the cash flow hedge reserve

(within hedge reserves) during the year are set out below, together with transfers to earnings, when the underlying hedged item occurred.

Hedge reserves

Balance at the beginning of the year

Change in fair value*

Transfers to finance costs

Taxation on reserve movements

-

3

-

(1)

(4)

4

1

(1)

Balance at the end of the year2-

*The change in fair value recognised in the cash flow hedge reserve is the effective portion. No ineffectiveness arose on cash flow hedges of

interest rates during the year (30 June 2017: Nil).

Interest rate sensitivity on financial instruments

Earnings are sensitive to changes in interest rates on the floating rate element of borrowings and finance lease obligations and the fair value of

interest rate swaps. Their sensitivity to a reasonably possible change in interest rates with all other variables held constant, is set out over the page.

This analysis assumes that the amount and mix of fixed and floating rate debt, including finance lease obligations, remains unchanged from that

in place at reporting date, and that the change in interest rates is effective from the beginning of the year. In reality, the fixed/floating rate mix will

fluctuate over the year and interest rates will change continually.

Interest rate change:

2018

$M

+50 bp*

2018

$M

-50 bp*

2017

$M

+50 bp*

2017

$M

-50 bp*

Impact on profit before taxation

Impact on cash flow hedge reserve (within equity)

(10 )

(1)

10

1

(9)

(1)

9

1

*bp = basis points

The impact on equity as shown above would be offset by the hedged floating interest rate exposure as it occurs.

37
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Liquidity risk

Liquidity risk is the risk that the Group will be unable to meet its obligations as they fall due. Air New Zealand manages the risk by targeting a

minimum liquidity level, ensuring long-term commitments are managed with respect to forecast available cash inflow and managing maturity

profiles. Air New Zealand holds significant cash reserves to enable it to meet its liabilities as they fall due and to sustain operations in the event of

unanticipated external factors or events.

The following table sets out the contractual, undiscounted cash flows for non-derivative financial liabilities and derivative financial instruments:

STATEMENT

OF FINANCIAL

POSITION

$M

CONTRACTUAL

CASH FLOWS

$M

< 1 YEAR

$M

1-2 YEARS

$M

2-5 YEARS

$M

5+ YEARS

$M

As at 30 June 2018

Trade and other payables

Secured borrowings

Unsecured bonds

Finance lease obligations

Amounts owing to associates

562

1,563

50

1,121

22

562

1,720

60

1,226

22

562

196

2

291

22

-

169

2

168

-

-

554

56

489

-

-

801

-

278

-

Total non-derivative financial liabilities

3, 318 3,590 1,073 339 1,099 1,079

Foreign exchange derivatives

– Inflow

– Outflow

2,635

(2,527)

2,635

(2,527)

-

-

-

-

-

-

Fuel derivatives

Interest rate derivatives

108

77

3

108

64

5

108

64

2

-

-

2

-

-

1

-

-

-

Total derivative financial instruments

188 177 174 2 1 -

STATEMENT

OF FINANCIAL

POSITION

$M

CONTRACTUAL

CASH FLOWS

$M

< 1 YEAR

$M

1-2 YEARS

$M

2-5 YEARS

$M

5+ YEARS

$M

As at 30 June 2017

Trade and other payables

Secured borrowings

Unsecured bonds

Finance lease obligations

Amounts owing to associates

462

1,243

50

1,221

23

462

1,362

62

1,328

23

462

154

2

206

23

-

14 4

2

268

-

-

384

6

443

-

-

680

52

411

-

Total non-derivative financial liabilities

2,999 3,237 847 414 833 1,14 3

Foreign exchange derivatives

– Inflow

– Outflow

2,10 3

(2,165)

2,10 3

(2,165)

-

-

-

-

-

-

Fuel derivatives

(60)

14

(62)

5

(62)

5

-

-

-

-

-

-

Total derivative financial instruments

(46) (57) (57) - - -

FAIR VALUE ESTIMATION

All financial instruments for which fair value is recognised or disclosed are categorised within the fair value hierarchy as described

below. All financial instruments are either carried at fair value or amounts approximating fair value, with the exception of interest-

bearing liabilities, for which the fair value is disclosed in Note 13 Interest-bearing liabilities. This equates to “Level 2” of the fair value

hierarchy defined within NZ IFRS 13 - Fair Value Measurement. The fair value of derivative financial instruments is based on published

market prices for similar assets or liabilities or market observable inputs to valuation at balance date (“Level 2” of the fair value

hierarchy). The fair value of foreign currency forward contracts is determined using forward exchange rates at reporting date. The

fair value of fuel swap and option agreements is determined using forward fuel prices at reporting date. The fair value of interest rate

swaps is determined using forward interest rates as at reporting date.

38
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

As at 30 June 2018

22. Financial Risk Management (continued)

Capital risk management

The Group’s objectives when managing capital are to safeguard the company’s ability to continue as a going concern and to continue to generate

shareholder value and benefits for other stakeholders, and to provide an acceptable return for shareholders by removing complexity, reducing costs

and pricing our services commensurately with the level of risk. The Group is not subject to any externally imposed capital requirements.

The Group’s capital structure is managed in the light of economic conditions, future capital expenditure profiles and the risk characteristics of the

underlying assets. The Group’s capital structure may be modified by adjusting the amount of dividends paid to shareholders, initiating dividend

reinvestment opportunities, returning capital to shareholders, issuing new shares or selling assets to reduce debt. The capital management policies

and guidelines are regularly reviewed by the Board of Directors.

The Group monitors capital on the basis of gearing ratios. These ratios are calculated as net debt including capitalised aircraft operating leases

over net debt plus equity. Net debt is calculated as total borrowings, bonds and finance lease obligations (including net open derivatives on these

instruments) less cash and cash equivalents and interest-bearing assets. Capital comprises all components of equity. These ratios and their

calculation are disclosed in the Five Year Statistical Review.

23. Offsetting Financial Assets and Financial Liabilities

Financial assets and financial liabilities are offset and the net amount reported in the Statement of Financial Position when there is

a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and

settle the liability simultaneously.

Amounts subject to potential offset

For financial instruments subject to enforceable master netting arrangements, each agreement allows the parties to elect net settlement of the

relevant financial assets and liabilities. In the absence of such election, settlement occurs on a gross basis, however each party will have the option

to settle on a net basis in the event of default of the other party.

The following table shows the gross amounts of financial assets and financial liabilities which are subject to enforceable master netting arrangements

and similar agreements, as recognised in the Statement of Financial Position. It also shows the potential net amounts if offset were to occur.

STATEMENT

OF FINANCIAL

POSITION

2018

$M

AMOUNTS

NOT OFFSET

2018

$M

NET

AMOUNTS

IF OFFSET

2018

$M

STATEMENT

OF FINANCIAL

POSITION

2017

$M

AMOUNTS

NOT OFFSET

2017

$M

NET

AMOUNTS

IF OFFSET

2017

$M

Financial assets

Bank and short-term deposits

Derivative financial assets

1,343

189

-

(1)

1,343

188

1,369

19

(41)

(6)

1,328

13

Financial liabilities

Derivative financial liabilities

(1) 1 -(65) 47 (18)

Letters of credit and performance bonds are also subject to master netting arrangements. The amounts are disclosed in Note 21

Contingent Liabilities.

39
AIR NEW ZEALAND GROUP

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the year to and as at 30 June 2018

24. Related Parties

Crown

The Crown, the major shareholder of the Company, owns 52 percent of the issued capital of the Company (30 June 2017: 52 percent). The balance

is owned by the public.

Air New Zealand enters into numerous transactions with Government Departments, Crown Agencies and State Owned Enterprises on an arm’s

length basis. All transactions are entered into in the normal course of business.

Key management personnel

Compensation of key management personnel (including directors) was as follows:

2018

$M

2017

$M

Short-term employee costs

Directors’ fees

Share-based payments

16

1

3

16

1

3

20 20

Certain key management personnel (including directors) have relevant interests in a number of companies (including non-executive directorships)

to which Air New Zealand provides aircraft related services in the normal course of business, on standard commercial terms.

Staff share purchase schemes and Executive share option and performance rights plans

Shares held by the Staff Share Purchase scheme and Executive share option and performance rights plans are detailed in Note 17.

Bank set-off arrangements

The Group has a set-off arrangement on certain Bank of New Zealand balances, allowing the offset of overdraft amounts against in-fund amounts.

The following entities are included in the set-off arrangement:

Air Nelson Limited

Air New Zealand Limited

Air New Zealand Regional Maintenance Limited

Mount Cook Airlines Limited

Associated companies

Transactions between the Group and associated companies are conducted on normal terms and conditions.

The Christchurch Engine Centre (CEC) provides maintenance services to the Group on certain V2500 engines. The Group receives revenue for

contract and administration services performed for the CEC.

2018

$M

2017

$M

During the year, there have been transactions between Air New Zealand and its associated companies as follows:

Operating revenue

Operating expenditure

4

(65)

3

(57)


Balances outstanding at the end of the year are unsecured and on normal trading terms:

Amounts owing from associates

Amounts owing to associates

1

22

1

23

During the year CEC paid total distributions to the Group of $16 million (30 June 2017: $8 million).

Other related party disclosures

Other balances and transactions with related parties are not considered material to Air New Zealand and are entered into in the normal course of

business on standard commercial terms. There have been no related party debts forgiven during the year.

INDEPENDENT AUDITOR’S REPORT
TO THE SHAREHOLDERS OF AIR NEW ZEALAND LIMITED

Report on the Audit of the Group Financial Statements

Auditor-General

The Auditor-General is the auditor of Air New Zealand Limited and its subsidiaries (the

Group). The Auditor-General has appointed me, Peter Gulliver, using the staff and resources

of Deloitte Limited, to carry out the audit of the consolidated financial statements of the

Group on his behalf.

Opinion

We have audited the consolidated financial statements of the Group on pages 2 to 39, that

comprise the Statement of Financial Position as at 30 June 2018, the Statement of Financial

Performance, Statement of Comprehensive Income, Statement of Changes in Equity and

Statement of Cash Flows for the year ended on that date and the notes to the financial

statements that include accounting policies and other explanatory information.

In our opinion the consolidated financial statements present fairly, in all material respects the

financial position of the Group as at 30 June 2018, and its financial performance and its cash

flows for the year then ended in accordance with New Zealand Equivalents to International

Financial Reporting Standards and International Financial Reporting Standards.

Our audit was completed on 23 August 2018. This is the date at which our opinion is expressed.

The basis for our opinion is explained below. In addition, we outline the responsibilities of the

Board of Directors and our responsibilities relating to the consolidated financial statements,

we comment on other information, and we explain our independence.

Basis for opinion

We conducted our audit in accordance with the Auditor-General’s Auditing Standards, which

incorporate the Professional and Ethical Standards and the International Standards on

Auditing (New Zealand) issued by the New Zealand Auditing and Assurance Standards Board.

Our responsibilities under those standards are further described in the Responsibilities of the

auditor for the audit of the consolidated financial statements section of our report.

We have fulfilled our responsibilities in accordance with the Auditor-General’s

Auditing Standards.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide

a basis for our opinion.

Audit materiality

We consider materiality primarily in terms of the magnitude of misstatement in the

consolidated financial statements of the Group that in our judgement would make it probable

that the economic decisions of a reasonably knowledgeable person would be changed or

influenced (the ‘quantitative’ materiality). In addition, we also assess whether other matters

that come to our attention during the audit would in our judgement change or influence the

decisions of such a person (the ‘qualitative’ materiality). We use materiality both in planning

the scope of our audit work and in evaluating the results of our work.

We determined materiality for the consolidated financial statements as a whole to be $30m

which was determined with reference to a number of factors and taking into account the

cyclical nature of the airline industry. $30m represents 6% of profit before tax, 1% of total

equity and 1% of operating revenue.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most

significance in our audit of the consolidated financial statements for the current period.

These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on these matters.

40

INDEPENDENT AUDITOR’S REPORT
(CONTINUED)

41

Key audit matter How our audit addressed the key audit matter

and the results of our work

Revenue recognition

The Group’s revenue primarily consists of passenger revenue which

totalled $4,679 million in the year to 30 June 2018.

Passenger revenue is complex due to the various fare rules that may

apply to a transaction, and as tickets are typically sold prior to the day

of flight. Complex IT systems and processes are required to correctly

record these sales as transportation sales in advance and then as

revenue when flights occur.

We have included revenue recognition as a key audit matter due to

the significance of revenue to the consolidated financial statements

and the substantial dependence on complex IT systems.

In performing our procedures we:

• evaluated the systems, processes and controls in place over

passenger revenue in advance and key account reconciliation

processes;

• tested the IT environment in which passenger sales occur and

interfaces with other relevant systems;

• assessed the quality of information produced by these systems

and tested the accuracy and completeness of reports generated by

these systems and used to recognise or defer passenger revenue;

and

• performed an analysis of passenger revenue and passenger

revenue in advance and created expectations of revenue based

on our knowledge of the Group, the industry and key performance

measures, including airline capacity and revenue per available

seat kilometre. We have compared this to the Group’s revenue and

obtained appropriate explanations for significant differences.

We are satisfied revenue has been appropriately recognised.

Aircraft lease return costs

Certain aircraft under operating leases are required to be returned

to the lessor at the expiry of the lease term in a specified condition.

The Group estimates the cost of returning the aircraft to the

specified condition and has made provision for this in the current

period of $265 million as explained further in note 14.

This is a key audit matter due to the size of the balance and the level

of judgement required by the Group in determining the estimate.

The provision is calculated taking into account a number of

variables and assumptions including the number of future hours or

cycles expected to be operated, the expected cost of maintenance

and the lifespan of life-limited parts. It is based on the Group’s

historical experience, manufacturers’ advice and contractual

obligations in determining the present value of the estimated future

costs of major airframe inspections and engine overhauls required

under the lease conditions.

In performing our procedures we:

• assessed the terms and conditions of new or updated lease

agreements to understand the return conditions and ensuring that

the calculation had been updated for changes in contractual terms;

• assessed the key assumptions and challenged the Group as to

their reasonableness by reviewing internal and external source

documentation such as operating cycle history, supplier costs for

various components, consumables and labour, maintenance plans

and market data such as exchange rates;

• challenged changes in assumptions from prior periods and

reviewed the history of provisions made against actual costs

incurred on the return of aircraft under lease agreements and

when an overhaul occurs; and

• tested the arithmetical accuracy of the calculation and evaluated

the sensitivity of the calculation to changes in the key variables

and assumptions.

We found the assumptions and resulting estimates to be reasonable.

Aircraft – residual values and useful lives

Group aircraft and related assets total $4,549 million at 30 June

2018 as outlined in note 9.

The useful lives and residual values of aircraft may be influenced

by external changes to economic conditions, demand, competition

and new technology. The Group considers these changes when

reassessing the useful lives and residual values of aircraft to

determine the appropriate depreciation rates. Residual values are

denominated in US$ and are sensitive to exchange rate fluctuations

as well as projected values.

This is a key audit matter due to the level of judgement required by

the Group in determining fleet lives and residual values which impacts

carrying values and the depreciation charge.

In performing our procedures we:

• challenged the Group’s assumptions underpinning the calculation

of residual values by making a comparison to external information

such as third party sales prices, industry data and period end

exchange rates;

• updated our assessment of the historical accuracy of assumptions

around residual values when aircraft are disposed of;

• evaluated the controls in place over the calculation of depreciation,

in particular around the initial input of, or changes to, residual

values and useful life information; and

• undertook analytical procedures to test the depreciation calculation.

We consider the Group’s assessment of the residual values and useful

lives of aircraft for use in calculating depreciation to be reasonable.

42
Responsibilities of the Board of

Directors for the consolidated

financial statements

The Board of Directors is responsible on behalf of the Group for preparing consolidated

financial statements that are fairly presented in accordance with New Zealand

Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

The Board of Directors is responsible on behalf of the Group for such internal control as it

determines is necessary to enable it to prepare consolidated financial statements that are

free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Board of Directors is responsible on

behalf of the Group for assessing the Group’s ability to continue as a going concern. The

Board of Directors is also responsible for disclosing, as applicable, matters related to going

concern and using the going concern basis of accounting unless there is an intention to

liquidate the Group or to cease operations, or there is no realistic alternative but to do so.

The Board of Director’s responsibilities arise from the Financial Markets Conduct Act 2013.

Responsibilities of the auditor

for the audit of the consolidated

financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial

statements as a whole, are free from material misstatement, whether due to fraud or error,

and to issue an auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance, but is not a guarantee that an audit

carried out in accordance with the Auditor-General’s Auditing Standards will always detect

a material misstatement when it exists. Misstatements are differences or omissions of

amounts or disclosures, and can arise from fraud or error. Misstatements are considered

material if, individually or in the aggregate, they could reasonably be expected to influence

the decisions of shareholders taken on the basis of these consolidated financial statements.

We did not evaluate the security and controls over the electronic publication of the

consolidated financial statements.

As part of an audit in accordance with the Auditor-General’s Auditing Standards, we exercise

professional judgement and maintain professional scepticism throughout the audit. Also:

• We identify and assess the risks of material misstatement of the consolidated financial

statements, whether due to fraud or error, design and perform audit procedures

responsive to those risks, and obtain audit evidence that is sufficient and appropriate to

provide a basis for our opinion. The risk of not detecting a material misstatement resulting

from fraud is higher than for one resulting from error, as fraud may involve collusion,

forgery, intentional omissions, misrepresentations, or the override of internal control.

• We obtain an understanding of internal control relevant to the audit in order to design

audit procedures that are appropriate in the circumstances, but not for the purpose of

expressing an opinion on the effectiveness of the Group’s internal control.

• We evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by the Board of Directors.

• We conclude on the appropriateness of the use of the going concern basis of accounting

by the Board of Directors and, based on the audit evidence obtained, whether a material

uncertainty exists related to events or conditions that may cast significant doubt on the

Group’s ability to continue as a going concern. If we conclude that a material uncertainty

exists, we are required to draw attention in our auditor’s report to the related disclosures

in the consolidated financial statements or, if such disclosures are inadequate, to modify

our opinion. Our conclusions are based on the audit evidence obtained up to the date of

our auditor’s report. However, future events or conditions may cause the Group to cease

to continue as a going concern.

• We evaluate the overall presentation, structure and content of the consolidated

financial statements, including the disclosures, and whether the consolidated financial

statements represent the underlying transactions and events in a manner that achieves

fair presentation.

• We obtain sufficient appropriate audit evidence regarding the financial information of the

entities or business activities within the Group to express an opinion on the consolidated

financial statements. We are responsible for the direction, supervision and performance of

the Group audit. We remain solely responsible for our audit opinion.

INDEPENDENT AUDITOR’S REPORT

(CONTINUED)

43
Responsibilities of the auditor

for the audit of the consolidated

financial statements (continued)

We communicate with the Board of Directors regarding, among other matters, the planned

scope and timing of the audit and significant audit findings, including any significant

deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical

requirements regarding independence, and communicate with them all relationships and

other matters that may reasonably be thought to bear on our independence, and where

applicable, related safeguards.

From the matters communicated with the Board of Directors, we determine those matters

that were of most significance in the audit of the consolidated financial statements of

the current period and are therefore the key audit matters. We describe these matters

in our auditor’s report unless law or regulation precludes public disclosure about the

matter or when, in extremely rare circumstances, we determine that a matter should not

be communicated in our report because the adverse consequences of doing so would

reasonably be expected to outweigh the public interest benefits of such communication.

Our responsibility arises from section 15 of the Public Audit Act 2001.

Other information

The Board of Directors is responsible on behalf of the Group for all other information. The

other information includes the Annual Shareholder Review and the information included with

the consolidated financial statements and audit report in the Annual Financial Results. Our

opinion on the consolidated financial statements does not cover the other information and

we do not express any form of audit opinion or assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility

is to read the other information. In doing so, we consider whether the other information is

materially inconsistent with the consolidated financial statements or our knowledge obtained

in the audit, or otherwise appears to be materially misstated. If, based on our work, we

conclude that there is a material misstatement of this other information, we are required to

report that fact. We have nothing to report in this regard.

Independence

We are independent of the Group in accordance with the independence requirements of the

Auditor-General’s Auditing Standards which incorporate the independence requirements of

Professional and Ethical Standard 1 (Revised): Code of Ethics for Assurance Practitioners

issued by the New Zealand Auditing and Assurance Standards Board and we have fulfilled

our other ethical responsibilities in accordance with these requirements.

In addition to the audit we have carried out engagements in the areas of review of the interim

financial statements and other assurance and non-assurance services, which are compatible

with those independence requirements. In addition to these engagements, principals and

employees of our firm deal with the Group on normal terms within the ordinary course of

trading activities of the Group. These engagements and trading activities have not impaired

our independence as auditor of the Group. Other than the audit and these engagements and

trading activities, we have no relationship with, or interests in the Group.

Peter Gulliver

for Deloitte Limited

On behalf of the Auditor-General

Auckland, New Zealand

INDEPENDENT AUDITOR’S REPORT

(CONTINUED)

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018
44

2018

$M

2017

$M

2016

$M

2015

$M

2014

$M

Operating Revenue

Passenger revenue

Cargo

Contract services

Other revenue

4,679

370

193

243

4,376

335

164

234

4,481

349

172

229


4 ,113

317

258

237

3 , 8 51

287

277

237


Operating Expenditure

Labour

Fuel

Maintenance

Aircraft operations

Passenger services

Sales and marketing

Foreign exchange (losses)/gains

Other expenses

5,485

(1, 294)

(987)

(352)

( 6 11)

(295)

(357)

(19)

(278)

5 ,10 9

(1, 261)

(827)

(321)

(556)

(266)

(352)

(6)

(252)

5,231

(1,225)

(846)

(350)

(531)

(246)

(348)

112

(398)

4,925

(1,193 )

(1,089)

(320)

(466)

(220)

(303)

79

(252)

4,652

(1,151)

(1,120 )

(285)

(424)

(212)

(280)

45

(222)

(4 ,193 ) ( 3 , 8 41) (3,832) (3,764) (3,649)

Operating Earnings (excluding items below)

Depreciation and amortisation

Rental and lease expenses

1,292

(525)

(227)

1,268

(493)

(230)

1,399

(465)

(244)

1,161

(402)

( 2 11)

1,003

(436)

(174 )

Earnings Before Finance Costs, Associates and Taxation

Finance income

Finance costs

Share of earnings of associates (net of taxation)

540

40

(73)

33

545

43

(87)

26

690

53

(100 )

20

548

56

(108)

(22)

393

44

(90)

11

Earnings Before Taxation

Taxation expense

540

(150 )

527

(145)

663

(200)

474

(147)

358

(95)

Net Profit Attributable to Shareholders of Parent Company

390 382 463 327 263

Certain comparatives within the five year statistical review have been reclassified for comparative purposes, to ensure consistency with the current

year. Comparatives previously held within ‘Other significant items’ of $3 million and $143 million have been reclassified to ‘Other expenses’ for

the 2017 and 2016 financial years respectively. The Group adopted NZ IFRS 9 (2010) - Financial Instruments and NZ IFRS 9 (2013) - Hedge

Accounting and amendments to NZ IFRS 9, NZ IFRS 7 and NZ IAS 39 on 1 July 2014. Comparatives have been restated for the 2014 financial

year in respect of the adopted standards.

HISTORICAL SUMMARY OF FINANCIAL PERFORMANCE

Five Year Statistical Review

For the year to 30 June

AIR NEW ZEALAND GROUP
45

2018

$M

2017

$M

2016

$M

2015

$M

2014

$M

Current Assets

Bank and short-term deposits

Other current assets


1,343

910


1,369

518


1,594

74 5

1,321

661

1,234

593

Total Current Assets

2,253 1,887 2,339 1,982 1,827

Non-Current Assets

Property, plant and equipment

Other non-current assets

5,035

558

4 ,74 5

539

4,485

427

4,061

732

3,279

74 4

Total Non-Current Assets

5,593 5,284 4 , 912 4,793 4,023

Total Assets

7, 8 4 6 7,171 7, 251 6,775 5,850

Current Liabilities

Debt

1

Other current liabilities

431

2,265

317

2,088

464

2,007

253

1,875

190

1,682

Total Current Liabilities

2,696 2,405 2,471 2,128 1,872

Non-Current Liabilities

Debt

1

Other non-current liabilities

2,303

671

2,197

583

2,10 3

569

2,069

613

1,543

563

Total Non-Current Liabilities

2 , 9 74 2,780 2,672 2,682 2,10 6

Total Liabilities

5,670 5 ,18 5 5 ,14 3 4,810 3,978

Net Assets

2,176 1,986 2,10 8 1,965 1,872

Total Equity

2,176 1,986 2,10 8 1,965 1,872

1. Debt is comprised of secured borrowings, bonds and finance lease liabilities.

2018

$M

2017

$M

2016

$M

2015

$M

2014

$M

Cash flow from operating activities

Cash flow from investing activities

Cash flow from financing activities

1,031

(778)

(279)

904

(616 )

( 513 )

1, 0 74

(797)

(4)

1,10 0

(1,066 )

53

730

(727)

81

(Decrease)/increase in cash holding

(26) (225) 273 87 84

Total cash and cash equivalents

1,343 1,369 1,594 1,321 1,234

Certain comparatives within the five year statistical review have been reclassified for comparative purposes, to ensure consistency with the current

year. The Group adopted NZ IFRS 9 (2010) - Financial Instruments and NZ IFRS 9 (2013) - Hedge Accounting and amendments to NZ IFRS 9,

NZ IFRS 7 and NZ IAS 39 on 1 July 2014. Comparatives have been restated for the 2014 financial year in respect of the adopted standards.

HISTORICAL SUMMARY OF FINANCIAL POSITION

Five Year Statistical Review

As at 30 June

HISTORICAL SUMMARY OF CASH FLOWS

Five Year Statistical Review

For the year to 30 June

AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018
46

20182017201620152014

Profitability and Capital Management

EBIT

1

/Operating Revenue

EBITDRA

2

/Operating Revenue

Passenger Revenue per Revenue Passenger Kilometre (Yield)

Passenger Revenue per Available Seat Kilometre (RASK)


Cost per Available Seat Kilometre (CASK)

3

Return on Invested Capital Pre-tax (ROIC)

4

Liquidity ratio

5

Gearing (incl. net capitalised aircraft operating leases)

6

%

%

cents

cents

cents

%

%

%

9.8

23.6

12. 8

10.6

9.5

14 . 5

24.5

52.4

10.6

24.8

12.6

10.4

9.1

15 . 3

26.8

51. 8

15 . 9

29.5

13.5

11 . 3

9.3

18 . 8

3 3 .1

48.6

11 .1

23.6

13 .7

11 . 6

10.6

15 .6

26.8

52.4

8.4

21.6

13 .7

11 . 5

10. 9

14 . 3

26.5

42.9

Shareholder Value

Basic Earnings per Share

7

Operating Cash Flow per Share

7

Ordinary Dividends Declared per Share

7

Special Dividends Declared per Share

7

Net Tangible Assets per Share

7

Closing Share Price 30 June

Weighted Average Number of Ordinary Shares

Total Number of Ordinary Shares

Total Market Capitalisation

Total Shareholder Returns

8

cps

cps

cps

cps

$

$

m

m

$m

%

34.7

91.8

22.0

-

1.79

3 .18

1,123

1,123

3,565

26.7

34.0

80.5

21.0

-

1.64

3.26

1,123

1,123

3,660

41. 5

41. 3

95.6

20.0

25.0

1.76

2.10

1,122

1,123

2,352

20.0

29.2

98 .1

16 .0

-

1.66

2.55

1 ,118

1,122

2,861

25.6

23.9

65.5

10.0

10.0

1.60

2.08

1,101

1 ,114

2, 318

24.0

1. Earnings before interest and taxation (EBIT) excluding share of earnings of associates (net of taxation) and other significant items (refer footnote

under Historical Summary of Financial Performance)

2. EBITDRA excludes share of earnings of associates (net of taxation) and other significant items (refer footnote under Historical Summary of

Financial Performance)

3. Operating expenditure (excluding other significant items) per ASK (refer footnote under Historical Summary of Financial Performance)

4. (EBIT plus interest component of aircraft operating leases)/average capital employed (Net Debt plus Equity) over the period

5. (Bank and short-term deposits and interest-bearing assets (excluding restricted cash))/Operating Revenue

6. Net Debt (including capitalised aircraft operating leases)/(Net Debt plus Equity)

7. Per-share measures based upon Ordinary Shares

8. Return over five years including the change in share price and dividends received (assuming dividends are reinvested in shares on ex dividend date)

Certain comparatives within the five year statistical review have been reclassified for comparative purposes, to ensure consistency with the current

year. The Group adopted NZ IFRS 9 (2010) - Financial Instruments and NZ IFRS 9 (2013) - Hedge Accounting and amendments to NZ IFRS 9,

NZ IFRS 7 and NZ IAS 39 on 1 July 2014. Comparatives have been restated for the 2014 financial year in respect of the adopted standards.

2018

$M

2017

$M

2016

$M

2015

$M

2014

$M

Debt

Secured borrowings

Unsecured bonds

Finance lease liabilities

1,563

50

1,121

1,243

50

1,221

930

150

1,487

512

150

1,660

213

150

1,370

Bank and short-term deposits

Net open derivatives held in relation to interest-bearing liabilities

1

Interest-bearing assets (included within Other assets)

2,734

1,343

42

182

2 , 514

1,369

(32)

164

2,567

1,594

(17)

288

2,322

1,321

24

141

1,733

1,234

(10 )

125

Net Debt

1,167 1,013 702 836 384

Net aircraft operating lease commitments

2

1,232 1,120 1,288 1,323 1,022

Net Debt (including off Balance Sheet)

2,399 2,13 3 1,990 2,159 1,406

1. Unrealised gains/losses on open debt derivatives

2. Net aircraft operating lease commitments for the next twelve months, multiplied by a factor of seven (excluding short-term leases in 2018, which

provide cover for Boeing 787-9 engine issues)

KEY FINANCIAL METRICS

Five Year Statistical Review

HISTORICAL SUMMARY OF DEBT

Five Year Statistical Review

As at 30 June

AIR NEW ZEALAND GROUP
47

20182017201620152014

Passengers Carried (000)

Domestic

11 , 0 8 9 10,379 9,725 9,246 8,920

International

Australia and Pacific Islands

Asia

America and Europe

3,798

837

1,242

3,561

814

1,198

3,507

791

1,138

3,388

642

1,021

3,277

517

1,005

Tot al 5,877 5,573 5,436 5 , 0 51 4,799

Tot al Group 16 , 966 15, 952 15 ,161 14 , 2 97 13 ,719

Available Seat Kilometres (M)

Domestic

6,905 6,597 6,065 5,592 5,385

International

Australia and Pacific Islands

Asia

America and Europe

12, 96 3

9,16 9

15, 237

12,039

8 , 918

14 , 615

11 , 4 3 8

8,349

13 , 8 32

10,888

7,022

12,0 9 9

10,622

5,656

11 , 7 3 3

Tot al 37, 36 9 35,572 33,619 30,009 2 8 , 011

Tot al Group 44,274 42,16 9 39,684 35,601 33,396

Revenue Passenger Kilometres (M)

Domestic

5,719 5 , 311 4,887 4,561 4,370

International

Australia and Pacific Islands

Asia

America and Europe

10,584

7,4 67

12,892

9,784

7,270

12,449

9,532

7,070

11,734

9,18 4

5,784

10,405

8,858

4,630

10,220

Tot al 30,943 29,503 28,336 25,373 23,708

Tot al Group 36,662 34,814 33,223 29,934 28,078

Passenger Load Factor (%)

Domestic

82.8 80.5 80.6 81.6 81.1

International

Australia and Pacific Islands

Asia

America and Europe

81.6

81.4

84.6

81.3

81.5

85.2

83.3

84.7

84.8

84.4

82.4

86.0

83.4

81.9

87.1

Tot al 83.4 83.8 84.3 84.6 84.7

Tot al Group 82.8 82.6 83.7 8 4 .1 8 4 .1

GROUP EMPLOYEE NUMBERS (Full Time Equivalents)

11,074 10,890 10,527 10 ,19 6 10,546

New Zealand, Australia and Pacific Islands represent short-haul operations. Asia, America and Europe represent long-haul operations.

KEY OPERATING STATISTICS

Five Year Statistical Review

For the year to 30 June

48
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

The Board of Air New Zealand considers strong corporate governance to be a critical component of the overall performance of the Company,

and a contributor to superior performance and achieving best outcomes for its shareholders, customers, employees and the wider community.

Accordingly, policies and processes are in place to establish, shape and maintain appropriate governance standards and behaviours throughout

the Company, consistent with this philosophy.

The Board has had regard to a number of corporate governance statements, including the Institute of Directors’ Code of Practice and the

New Zealand Corporate Governance Forum’s Guidelines. While Air New Zealand no longer has a requirement to report against the ASX’s Corporate

Governance Principles and Recommendations, these continue to inform the Board’s approach to governance. The NZX Listing Rules require the

Company to report against the NZX Corporate Governance Code.

This Corporate Governance Statement follows the structure of the NZX Corporate Governance Code and addresses its Recommendations.

The Board considers its governance practices to be consistent with the Code’s Principles.

This Corporate Governance Statement was approved by the Board on 22 August 2018 and is current as at that date.

Code of Ethical Behaviour

“Directors should set high standards of ethical behaviour, model this behaviour and hold

management accountable for these standards being followed throughout the organisation.”

Air New Zealand is committed to the highest standards of social and environmental responsibility and ethical conduct. This is good for our

customers, our shareholders, our wider community and our Company. The Board acknowledges it as a whole, and each director individually,

has a role to play in guiding and modelling the high ethical standards that we want to pervade the whole organisation. It is recognised that

codification of ethical principles, whether in a Code of Conduct, policies or elsewhere, is only a baseline, and tools like the brand values and

leadership behaviours help to create an ingrained ethical culture.

Code of Conduct

Air New Zealand has published a Code of Conduct, as a statement of our guiding principles of ethical and legal conduct. The Code of Conduct

applies to everyone working at or for Air New Zealand – directors, executives, employees, contractors and agents.

The Code of Conduct forms part of the induction process for all new employees, and is available online. Employees must provide

acknowledgement that they have read and understood the content. On an annual basis, employees are required to re-confirm their understanding

of the Code of Conduct through an online course.

The Code of Conduct is high-level in nature, and provides clear guidance, supported by practical examples, across a range of ethical and legal

matters, including:

• Health, safety and well-being

• People, diversity and inclusion

• Airline security and business

disruption management

• Gifts and entertainment

• External communications

• Use of business resources

• Personal information and privacy

• Sustainability and sponsorship

• Conflicts of interest

• Inducements and bribes

• Continuous disclosure

• Insider trading

Mechanisms are provided for the safe reporting of breaches of the Code or other policies or laws, and the consequences of non-compliance

are made explicit.

Related Documents

The Code of Conduct is supplemented by a number of other documents, including the Board Charter and specific policies on key matters.

As a whole these documents address all the matters specified in the NZX Corporate Governance Code.

In addition to the high-level guidance in the Code of Conduct, specific policies provide a further layer of management, particularly in more

technical areas. For example, Air New Zealand has a Securities Trading Policy, which identifies behaviours that are illegal, unacceptable or

risky in relation to dealings in Air New Zealand’s securities by directors, employees or their associated persons. Without taking away ultimate

responsibility of the individuals for their trading activities, the policy provides a framework that reduces the potential for insider trading.

Training is provided to staff on the policy, and no policy breaches have been identified during the 2018 reporting period.

The ethical approach adopted within the Group is complemented by a Supplier Code of Conduct, outlining the minimum standards and

expectations applicable to all suppliers of goods and services to Air New Zealand. The Supplier Code addresses labour and human rights,

health and safety, environmental sustainability, ethical business, security, information security, risk management and commercial sustainability.

Initiatives and metrics on a range of sustainability matters relating to social, environmental and economic factors are reported in

Air New Zealand’s Sustainability Report.

CORPORATE GOVERNANCE STATEMENT

49
AIR NEW ZEALAND GROUP

Air New Zealand makes these documents, and other significant governance documents tabulated below, available on its website.

Constitution/ChartersPolicies

• Constitution

• Board Charter

• Audit Committee Charter

• Funding Committee Charter

• Health, Safety and Security Committee Charter

• People Remuneration and Diversity Committee Charter

• Anti-bribery and corruption policy

• Audit independence policy

• Continuous disclosure policy

• Distribution policy

• Equality, diversity and inclusion policy

• Group compliance policy

• Risk management policy

• Securities trading policy

Codes of ConductOther Documents

• Employee Code of Conduct

• Supplier Code of Conduct

• Sustainability Report

• Palm oil position statement

• Slavery and human trafficking statement

Board Composition and Performance

“To ensure an effective Board, there should be a balance of

independence, skills, knowledge, experience and perspectives.”

Responsibilities of the Board

The Board has responsibility for taking appropriate steps to protect and enhance the value

of the assets of Air New Zealand in the best interests of the Company and its shareholders.

The Board has adopted a formal Board Charter detailing its authority, responsibilities,

membership and operation which is published on Air New Zealand’s website.

Management Delegation

The business and affairs of Air New Zealand are managed under the direction of the Board.

The Board is responsible for guiding the corporate strategy and direction of Air New Zealand

and has overall responsibility for decision making. The Board delegates to the Chief Executive

Officer responsibility for implementing the Board’s strategy and for managing the operations

of Air New Zealand. The Chief Executive Officer has Board approved levels of authority and

the Chief Executive Officer in turn sub-delegates authority to the Chief Financial Officer, the

Executive management team and senior management. These delegated authorisation levels are

subject to Board approval, internal and external audit.

Chairman

Tony Carter has been Chairman of Air New Zealand since 27 September 2013. Jan Dawson

was appointed Deputy Chairman on 27 September 2013. The Chairman’s role includes ensuring

the Board is well informed and effective, acting as the link between the Board and the Chief

Executive Officer and ensuring effective communication with shareholders.

The Board Charter makes explicit that the Chairman and the Chief Executive Officer roles

are separate.

Tony Carter will be resigning as Chairman after the 2019 Annual Shareholder Meeting.

Dame Therese Walsh has been elected by the Board to succeed him.

Company Secretary

Under the Board Charter, the General Counsel and Company Secretary is secretary to the Board and accountable directly to the Board,

through the Chairman, on all matters to do with the proper functioning of the Board.

Director Independence

The Board has identified criteria in its Charter, against which it evaluates the independence of directors. These are designed to ensure directors

are not unduly influenced in their decisions and activities by any personal, family or business interests.

All directors have been determined to be Independent Directors under these criteria, and for the purposes of the NZX Listing Rules. Directors

are required to inform the Board of all relevant information which may affect their independence and the Board reconfirms the independence

status of its members annually.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

Board Cadence

7 physical Board meetings

4 teleconference meetings

15 committee meetings

1 offshore market visit

1 regional visit

4 strategy/deep dive sessions

1 evaluation exercise

Recent Focus Areas

• Sustainability/Carbon Pricing

• Airport Pricing/Regulation

• Megatrends

• Strategic Alliances and Routes

• Future fleet

• Long-haul products/cabin experience

• Digital vision

• Fuel price/continuity of supply

• Boeing 787 Engine

• Risk Management Framework

50
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

Board Structure, Skills and Composition

The role of the Board in the governance of Air New Zealand requires its members to bring a range of skills and experience to the table, to be

able to challenge, support, monitor, mentor, guide and inspire management, and to ensure Air New Zealand is and continues to be a business

that its owners, customers, employees and the wider public, can be proud of.

The skills and experience represented on the Board are summarised in the diagram below:

Executive Leadership


Financial


Tourism


Engineering/Safety


Digital/Technology


Governance


International Business


Government & Stakeholder


Customer Experience


Details of each director’s experience, independence, and interests are published on the Air New Zealand website.

Strategic Competencies

The Board has reviewed and restated the competencies and attributes it considers appropriate to support the Company’s strategic direction, and

assessed the extent to which these exist across the current membership. The Board evaluation process, undertaken with an external consultant,

assisted in this exercise. The competencies form an important part of the criteria used in the review and development of existing directors, and in

the recruitment of new directors. As the Company itself develops, the specific strategic competencies will change and be addressed as the Board

refreshes itself, and some gap between the identified strategic competencies and a snapshot of current capability is usually to be expected.

The Board works to ensure these competencies are adequately addressed in its membership, and notes it is generally not necessary or practical

for every director to individually demonstrate these: competency depth may be as relevant as breadth.

The specific qualifications, skills and experience of current directors are separately discussed in the biographies of each director.

Diversity and Inclusion

The Board is committed to a culture that values diversity and inclusion throughout the Group. It recognises the importance of fostering a diverse

workforce which leads to better innovation, stronger customer connections and better business outcomes.

Air New Zealand is making strides in delivering the diversity and inclusion objectives defined in the Diversity & Inclusion Strategy to 2020.

The four strategic Diversity & Inclusion objectives are:

• Attract and recruit diverse talent

• Develop our diverse workforce

• Create a culture where everybody thrives

• Future-proof (retention and transition)

Attract and recruit diverse talent

In the 2018 financial year the talent attraction and selection processes were refined to attract diverse talent and ensure they were more inclusive by:

• No longer asking candidates for current salary to minimise bias and risk of inheriting the gender pay gap from other organisations, as well as

no longer sharing historical salary data with hiring managers

• Ensuring at least one female on every Senior Leadership Team role shortlist

• Encouraging gender balanced interview panels

• A guide for recruiters and managers to create a fair, consistent and inclusive recruitment process

Air New Zealand continued to be a principal sponsor of Champions for Change: “TupuToa Ma

-

ori and Pasifika Corporate Pathways Programme”

(an internship programme to promote and encourage young Ma

-

ori and Pasifika into corporate careers). The intake of interns from the previous

financial year was tripled, welcoming 10 interns into corporate roles within Air New Zealand.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

51
AIR NEW ZEALAND GROUP

Develop our diverse workforce

The focus continues to be on gender equality and gaining greater female representation on the Senior Leadership Team level, and within groups

such as Pilots, Engineering and Maintenance and Digital. The previous 40% target has been increased to 50% representation of women in

the Senior Leadership Team by 2020. As illustrated in the graph below, as of 30 June 2018, the SLT female representation is 39% , which

demonstrates a sustained result throughout the year.

Board

45%

40%

35%

30%

25%

20%

15 %

10 %

5%

0

OtherSenior Leadership Team

(including Officers)

Workforce Gender Representation (% female)

F Y2016

F Y2015

F Y2 014

F Y2013

F Y2 017

22

26

33

30

14

25

29

4343

37

38

40

41

42

39

43

42

39

F Y2018

Developing women is an area that has had significant gains in the 2018 financial year, and in August 2017 Air New Zealand won the Diversity

Works NZ Empowerment Award recognising our work in developing and empowering women. Since the start of the Women in Leadership

programme in 2014, 34 women have completed this development initiative. In the 2018 financial year, 7 of the 15 SLT appointments were

women, with 67% of all internal promotions being female.

Additionally, we have sustained 43% female representation on the Board for three consecutive years.

AS AT 30 JUNE201320142015201620172018

No. of Board (female:male)1: 62:62:53:43:43:4

No. of Executive Team (female:male)1:71:71:71: 81: 91: 9*

No. of Senior Leadership Team (female:male)15 : 5218 : 5126:5424: 5734:5334:53

No. of Other (female:male)4 ,075 : 6 , 9124,299: 6,9794 , 4 3 3 : 6 ,7424,656:6,6354,879:6,8104, 913 : 6 , 8 38

* Announced changes to the Executive Team since 30 June 2018 will result in a female:male ratio of 2:8 by the end of September 2018.

There has also been significant progress with the cultural fluency initiatives and advancing the Ma

-

ori employee strategy. This has included

Ma

-

ori and Pasifika appointments to SLT, and embedding inclusivity and cultural fluency as a key part of all leadership touchpoints through the

following initiatives:

• Weaving Ma

-

ori cultural competency through leadership programmes

• Providing coaching on cultural protocols and Te Reo for senior leaders

• Running a deep immersion residential Ma

-

ori fluency wananga for key leaders in partnership with Department of Conservation at Te Papa Atawhai

• Setting the expectation that cultural fluency in our brand and the Koru is a core capability for all Air New Zealanders through our

induction programme

We will continue to focus on cultural initiatives and collect ethnicity data to create a baseline and identify where we have underrepresented

groups such as Ma

-

ori, Pasifika and Asian.

Definitions:

Executive Team: The Chief Executive Officer and direct reports. The members of the Executive Team are defined as Officers of the Company.

Senior Leadership Team (SLT): Executive Team, direct reports to the Executive Team and other selected senior managers.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

52
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

50-59 : 4

Male : 4

Create a culture where everybody thrives

Air New Zealand has a wide range of employees from diverse backgrounds. The employee networks play a pivotal role in creating an inclusive

culture. The Company supports five employee networks: Women’s Network, Young Professionals (Yopro), Ma

-

ori and Pasifika (Manu), Pride

(LGBTQI) and the Kiwi Asia (KASIA) employee network launched in March 2018. Alongside these networks, to address the under representation

of women in male dominated teams, we have supported groups such as Women Inspiring the Next Generation of Female Pilots (WINGS),

Women in Engineering and Maintenance and Women in Digital.

In the 2018 financial year, the networks hosted 39 employee network events attended by over 2,000 people.

Air New Zealand is committed to ensuring that our leaders and key decision makers have the tools to mitigate the effects of unconscious

knowledge and bias and we are putting programmes in place for 2019.

The impact of diversity and inclusion activity is measured through an engagement survey. There has been an increase against all three Diversity

& Inclusion questions in the 2018 financial year.

• Overall perceptions increased by 14 percentage points. 80% say Air New Zealand is open to and accepts differences – up 22% .

• 77% of people say their direct manager has an inclusive leadership style and values diverse cultures, backgrounds and ideas of

employees – up 9% .

• 76% of people say that Air New Zealand values and makes the most of their unique differences – up 11% .

Future-proof (retention and transition)

Air New Zealand is looking ahead at the future of work, and we are committed to creating an empowering and engaging environment for

a multi-generational workforce.

We are investing in a comprehensive needs analysis and investigation process to gain a deeper understanding of the needs of the ageing

workforce. We will develop a detailed strategy in the 2019 financial year.

Board Evaluation

The Board Charter provides for regular performance reviews of the Board as a whole and its Committees. Individual director views and

the views of some members of the Executive Team are sought on Board process, efficiency, and effectiveness, and are discussed by the

Board as a whole. In conjunction with this process, those directors retiring annually by rotation who are standing for re-election have their

performance evaluated by their fellow directors in a process co-ordinated by the Chairman, (or by the Deputy Chairman to review the

Chairman) with individual feedback to each director as their evaluation is completed. This performance evaluation process has been applied

in respect of the 2018 financial year.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

Diversity on the Board

The Board’s ability to contribute

is enhanced by the diversity of its

members. This diversity may be

demonstrated through a number

of criteria, such as those discussed

or depicted below. The range of

experience of directors, recorded in

the biographies on pages 61-62, is

another important source of diversity.

Achieving gender balance has

been a strong diversity focus,

but the Board is also interested

in other dimensions of its diversity

including structural factors of

tenure and age. The size of the

Board is a constraining factor in

formulating meaningful numeric

targets for Board diversity, but

the Board is diligent in recognising

and encouraging an expansive

approach to diversity in its own

membership as well as in the

wider Company, and in the ongoing

consideration of measures or targets.

GENDERRESIDENCE

AGETENURE

Female

43%

Average

57. 7

Average

4.5yrs

Female : 3

Auckland : 4

Regional : 1

Other main

centre : 1

Offshore : 1

40-49 : 1

60-69 : 23-6 : 3

0-3 : 2

6-9 : 2

53
AIR NEW ZEALAND GROUP

Director Appointments and Induction

The Board as a whole considers the requirement for additional or replacement directors, subject to the Constitutional limitation of the number

of directors. In so doing, it has regard to the skills, experience and diversity on the Board, and the skills that are necessary or desirable for the

Board to fulfil its governance role and contribute to the long-term strategic direction of the Company. The Board may engage consultants to

assist in the identification, recruitment and appointment of suitable candidates.

When appointing new directors, the Board ensures that the Constitutional requirements in respect of directors will continue to be satisfied. There

must be between five and eight directors, at least three of whom are resident in New Zealand. The majority of directors must be New Zealand

citizens and, for a Board of seven members as is currently the case, at least two must be independent.

The Constitution provides that all Non-Executive Directors are elected by Shareholders. Directors may be appointed by the Board to fill vacancies,

but they are then subject to re-election at the next annual Shareholder meeting. In addition to directors retiring by rotation, and eligible for

re-election, nominations may be made by Shareholders.

Each Non-Executive Director receives a letter formalising their appointment. That letter outlines the key terms and conditions of their appointment

and is required to be countersigned confirming agreement.

The Board introduces new directors to Senior Executives and the business through specifically tailored induction programmes. The programme

includes one-on-one meetings with members of the Executive Team together with visits to key operational business areas.

Director Development

All directors are regularly updated on current industry and company issues by presentations and briefings from Senior Executives. The Board

expects all directors to undertake continuous education so that they can effectively perform their duties and progress on this forms part of the

Board evaluation process.

Training highlights in the past year include a study tour to China, and participation in the New Zealand Institute of Directors’ Leadership Conference.

Board Committees

“The Board should use committees where this will enhance its effectiveness in key areas,

while still retaining board responsibility.”

The Board has established committees where these can assist in the efficient performance of the Board’s functions, and the achievement

of appropriate governance outcomes. All committees operate under written Charters, which define the role, authority and operations of the

committee. Committee Charters are available on the Air New Zealand website.

Current standing committees are outlined below.

CommitteeComposition and RolesMembers

Audit3-7 non-executive directors. A majority, including the Chairman, must be

independent. A majority of the members should be financially literate and

at least 1 member must have an accounting or financial background.

The Chair may not be the Chairman of the Board.

Advises and assists the Board in discharging its responsibilities with

respect to financial reporting, compliance and risk management practices

of Air New Zealand.

Jan Dawson (Chair)

Tony Carter

Jonathan Mason

Dame Therese Walsh

People Remuneration and

Diversity (“PRDC”)

2-7 non-executive directors. A majority, including the Chairman, must

be independent.

Advises and assists the Board in discharging its responsibilities with

respect to oversight of the People Strategy of Air New Zealand.

Jonathan Mason (Chair)

Tony Carter

Jan Dawson

Sir John Key

Health, Safety and Security

(“HSSC”)

At least 3 non-executive directors. A majority, including the Chairman,

must be independent.

Advises and assists the Board in discharging its responsibilities with

respect to health, safety and security matters arising out of activities within

and by Air New Zealand.

Rob Jager (Chair)

Tony Carter

Linda Jenkinson

Funding3-4 directors. The Chairman of the Board will be the Chairman.

Advises and assists the Board in discharging its responsibilities with respect

to funding transactions and associated matters.

Tony Carter (Chair)

Jan Dawson

Rob Jager

Attendance at meetings of employees or other persons is at the invitation and discretion of the respective Committee, through its Chair.

As noted above, the Board as a whole considers the requirement for additional or replacement directors, and has not established a nomination

committee or similar for this purpose.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

54
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

The table below reports attendance of members at Board and Board Committee meetings during the 2018 reporting period.

Board/Committee Meetings 1 July 2017 – 30 June 2018

BoardAudit CommitteePeople Remuneration and

Diversity Committee

Health, Safety and

Security Committee

Meetings

1

AttendedMeetings

1

AttendedMeetings

1

AttendedMeetings

1

Attended

Tony Carter1111447744

Jan Dawson11114477

Paul Bingham

2

3311

Rob Jager111144

Linda Jenkinson111144

Sir John Key

3

99

Jonathan Mason11114477

Dame Therese Walsh111143

1. The number of meetings for which the director was a member.

2. Paul Bingham resigned from the Board on 28 September 2017.

3. The Rt Hon Sir John Key was appointed to the Board on 1 September 2017, and to the People Remuneration and Diversity Committee on

28 June 2018.

The Funding Committee generally satisfies its responsibilities through electronic communication and written resolution, to ensure efficient

processing of funding and related transactions. No physical meetings of this Committee were held in the year, and no additional fees are paid

in respect of this Committee.

Reporting and Disclosure

“The Board should demand integrity in financial and non-financial reporting, and in the timeliness

and balance of corporate disclosures.”

The Board is committed to timely, accurate and meaningful reporting of financial and non-financial information.

As a listed company there is an imperative to ensure the market is informed, and the listed securities are being fairly valued by the market. In

addition to statutory disclosures, the Company provides ongoing updates of its operations, as well as presentations to the investment community.

This material is made publicly available through releases to the NZX and ASX, in accordance with the Listing Rules.

Initiatives are pursued to inform all stakeholders of the Company’s performance against broader objectives, including responsibilities to our

communities, people, environment and economy. The Company’s Sustainability Report reports on activities and achievements in these areas.

Air New Zealand has a Continuous Disclosure Policy, available on the Air New Zealand website. The purpose of this policy is to:

• Ensure that Air New Zealand complies with its continuous disclosure obligations;

• Ensure timely, accurate and complete information is provided to all shareholders and market participants; and

• Outline mandatory requirements and responsibilities in relation to the identification, reporting, review and disclosure of Material Information

relevant to Air New Zealand.

This policy establishes a Disclosure Committee to facilitate the provision of timely and appropriate market disclosure.

The Board receives assurances from the Chief Executive Officer and Chief Financial Officer that the financial statements are prepared in

accordance with International Financial Reporting Standards (IFRS) and NZ IFRS, based on a sound system of risk management and internal

control that is operating effectively in all material respects in relation to financial reporting risks.

In addition to the published financial statements, Air New Zealand’s Sustainability Report provides information and insight into the Company’s

approach and performance on a number of non-financial matters, including social, environmental and economic measures.

Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”

In accordance with the Constitution, shareholder approval is sought for any increase in the pool available to pay directors’ fees. Approval was last

sought in 2015, when the pool limit was set at $1,100,000 per annum.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

55
AIR NEW ZEALAND GROUP

Where the pool permits, the Board may amend the actual fees paid to reflect market conditions or other relevant factors.

The Board has determined the following allocation of the pool.

PositionFees (Per Annum)

To 30 June 2018From 1 July 2018

Board of DirectorsChairman

1

$270,000$270,000

Deputy Chairman$ 111 , 0 0 0$114,000

Member$ 97, 5 0 0$100,000

Audit CommitteeChair$40,000$40,000

Member$20,000$20,000

Health Safety and Security CommitteeChair$40,000$40,000

Member$20,000$20,000

People Remuneration and Diversity CommitteeChair$20,000$20,000

Member$10,000$10,000

1. The Chairman receives no additional committee fees.

The Board approved an increase in base director fees for the Deputy Chairman of $3,000 per annum and directors of $2,500 per annum, with

effect from 1 July 2018. This is accommodated within the shareholder-approved pool for director remuneration.

Air New Zealand’s Independent Non-Executive Directors do not participate in any executive remuneration scheme or employee share schemes;

nor do they receive options, bonus payments or any incentive-based remuneration. Directors are entitled to be reimbursed by Air New Zealand for

reasonable travelling, accommodation and other expenses they may incur whilst travelling to and from meetings of the directors or committees.

Remuneration of directors in the reporting period is tabulated below.

Board

Fees

Audit

Committee

HSSCPRDCTotal

Fees

Value

of Travel

Entitlement

1

Tony Carter (Chairman)

2

$270,000---$270,000$56,082

Jan Dawson (Deputy Chairman)$ 111 , 0 0 0$40,000

(Chair)

-$10,000$161,000$ 2 8 , 414

Paul Bingham

3

$24,375-$5,000-$29,375$22,620

Rob Jager$ 97, 5 0 0-$40,000

(Chair)

-$137, 5 0 0$40,500

Linda Jenkinson$ 97, 5 0 0-$20,000-$ 117, 5 0 0$ 5 0 ,74 6

Sir John Key

4

$ 81,250---$ 81,250$64,545

Jonathan Mason$ 97, 5 0 0$20,000-$20,000

(Chair)

$137, 5 0 0$ 67,732

Dame Therese Walsh$ 97, 5 0 0$20,000--$ 117, 5 0 0$ 49,19 0

Total$ 876,625$80,000$65,000$30,000$1,051,625$379,829

Amounts stated as GST exclusive where applicable.

1. Includes value of travel benefits for related parties and benefits accrued in prior years utilised in current year.

2. No committee fees are paid to the Chairman.

3. Paul Bingham resigned from the Board on 28 September 2017.

4. The Rt Hon Sir John Key was appointed to the Board on 1 September 2017, and to the People Remuneration and Diversity Committee

on 28 June 2018.

In addition to the director remuneration provisions above, Air New Zealand’s employee remuneration policy, including the components of

remuneration, is reflected in the philosophies and principles discussed in the remuneration report.

The remuneration of the Chief Executive Officer is disclosed in the remuneration report.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

56
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

Risk Management

“Directors should have a sound understanding of the material risks faced by the issuer and

how to manage them. The Board should regularly verify that the issuer has appropriate

processes that identify and manage potential and material risks.”

Risk to Air New Zealand is any threat, lost opportunity or circumstance that could compromise safety and security of our customers and staff,

or affect the financial stability of the Group or the strength of our Brand. The Board recognises that risk is inherent in our business environment.

Risks need to be systematically identified and managed to meet legal, regulatory and governance obligations, while still allowing the Company to

operate sustainably as a commercial airline.

Risk management is an important part of our corporate governance. The Board, supported by the Audit Committee has overall responsibility

for oversight of risk and for maintaining a robust risk management and internal controls system. Under its Charter, the Board is responsible for

ensuring that effective risk management and compliance systems are in place to protect the Company’s assets and that the Company does not

operate beyond its risk appetite.

The Board ensures that it as a whole, and each director individually, receives appropriate information on key risks and the management of these.

To achieve this, the Board receives a Group Risk Profile representing the most significant organisational risks as identified by management on a

six-monthly basis in accordance with the Group Risk Management Policy. The reports enable the Board to gain assurance that it has undertaken

a robust assessment of key risks facing the Company and to form an overall assessment of the effectiveness of Air New Zealand’s system of

internal controls for managing risk.

The Board’s Health, Safety and Security Committee provides oversight of Air New Zealand’s health, safety and security risk management

framework including processes, policies and performance, and monitoring the effectiveness of internal control assurance. This process includes

site visits to observe treatment of operational and safety risks, as well as presentations on risk management practices and targeted deep dives

to obtain assurance that risks receive the right focus from management.

The Executive Team, under the leadership of the Chief Executive Officer, implements the strategy, culture, people, processes and structures that

encompass the Enterprise Risk Management Framework.

Enterprise Risk Management Framework

In the 2018 financial year, the Board, led by the Audit Committee, has worked with management to develop and implement a comprehensive

Enterprise Risk Management Framework (ERMF) designed to provide a consistent approach to risk identification, management and reporting.

The scope of the ERMF includes a consideration of Strategic, Operational, Financial and Legal/Regulatory risks, both short-term and long-term,

across all critical business functions across the Air New Zealand Group. It is built on a set of interdependent elements including principles,

organisational design, governance, and process, methodology and tools.

As the Framework becomes more embedded, it will provide better information on risks and enhance the management of these.

ESTABLISH CONTEXT

What are we trying

to achieve?

1

IDENTIFY RISK

What could threaten

our ability to achieve

our objective?

2

ANALYSE AND

ASSESS RISKS

How likely are these

outcomes and what are

the consequences given

existing controls?

4

TREAT RISKS

What is our action plan

to better manage these

outcomes?

5

MONITOR,

REVIEW

AND REPORT

What has

changed and

who should


be informed?

6

IDENTIFY

AND ASSESS

EXISTING

CONTROLS

What do we rely

on to manage

these outcomes

and how


effective are

these controls?

3

C

O

M

M

U

N

I

C

A

T

E


A

N

D


C

O

N

S

U

L

T

W

H

O


S

H

O

U

L

D


B

E


I

N

V

O

L

V

E

D

/

I

N

F

O

R

M

E

D

?

Minor

CONSEQUENCE

Critical

Very likely

LIKELIHOOD

Very unlikely

57
AIR NEW ZEALAND GROUP

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

Enterprise Risk Management Process

This includes a simple, seven-step risk management process, aligned to the ISO 31000 standard, that is progressively being embedded in

the business.

Individual risks are assessed and prioritised against a risk matrix of likelihood and consequence. Particular attention is paid to any Medium,

High or Very High risks, with mitigation measures generally required to reduce these risks to an acceptable level.

A taxonomy of risk types is maintained to assist in the identification of risks, and facilitate a comprehensive consistent approach.

Risks identified at a business unit level are rolled up to divisional and group levels, with ownership clearly assigned to senior managers.

Accountability – Three Lines of Defence

Air New Zealand’s risk management structure aims to align with the Three Lines of Defence model, involving the Executive, Audit Committee

and Board oversight of risk management and assurance. Each Line has a set of core accountabilities:

Third Line: Independent Assurance

Internal Audit is a key component of our assurance framework, underpinning the risk management programme by providing an independent

appraisal of the adequacy and effectiveness of internal controls.

• Independent challenge, verification and review of business management of risk; and

• Identify opportunities for improved business performance.

Second Line: Risk Management Governance

• Develop, maintain and oversee implementation of the ERMF, including Risk Management Policy and supporting tools;

• Provide regular aggregated risk information to the Audit Committee; and

• Provide support, training and advice to the business to promote risk awareness and culture and facilitate risk management activities.

First Line: Risk Ownership

Risk management is primarily a line management responsibility since risk is inextricably linked with operational activity and the achievement

of business objectives.

• Identify, own, monitor and manage risks within their areas of operation; and

• Comply with risk management policies.

BUSINESS UNITS

3

2

1

RISK AND COMPLIANCE

AUDIT

Executive

Audit Committee

and Board

Line 3

Line 2

Line 1

58
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

Risk Themes

The initial benefit for the Board from the refreshed ERMF has been the capture of individual risks into Risk Themes. Risk Themes recognise

common or systemic threads between risks identified to drive more collaborative analysis and action by business areas that are most impacted.

Examples of these Risk Themes are given below.

Risk ThemeRepresentative RisksInsights

Operational Safety & Integrity:

Operational Safety of flight implications

associated with aircraft operation.

• Malicious intent

• Safety culture

• Fragile infrastructure

• Supply chain failures

• Geopolitical uncertainty

• Operational safety incident

Ongoing attention is needed in key areas of emerging

safety risk, such as drones in controlled airspace

and carriage of lithium batteries. This may require

appropriate engagement with regulators to ensure that

such threats to safety are addressed.

People Safety & Wellbeing:

Risks that have implications on the

safety and wellbeing of staff, contractors

and customers.

• Ageing workforce

• Safety culture

• Fragile infrastructure

• Stress and fatigue

Our people are essential to our success and the

strength of our brand. The impact of significant and

ongoing events, such as the Boeing 787 engine

issues, the regional schedule changes and the

growing frequency and severity of weather-related

disrupts, overlaid against the significant pace of

business change, place significant pressure on our

workforce requiring focus to be maintained on people

safety and wellbeing.

Constrained Growth:

Growth pressures that may impact

achievement of the strategic objective

related to profitable growth and returns

to shareholders, which may include

factors within the macro-environment in

which the airline operates.

• Changing demographics

• Economic volatility

• Regulatory change

• Skilled labour shortage

• Competitive pressures

Growth without strategic investment in resource and

infrastructure, requires careful management to ensure

that the customer experience, brand health, and

staff engagement are not adversely impacted. Focus

is required on advancing all three aspects of the

commercial/customer/culture model that is key to our

success in advancing from “good to great”.

Business Resilience:

Threats to our ability to quickly adapt to

disruptions while continuing to maintain

business operations and safeguarding

people, assets and overall brand equity.

• Climate change

• Supply chain failures

• Fragile infrastructure

• Natural disasters

Effectively anticipating the unexpected is key to

ensuring that our business is prepared for adverse

events, and to improving the quality of business

continuity planning with greater focus on end-to-end

processes and cross-functional scenarios.

Digital Challenges/Disruption:

Disruption to our business in an

environment of rapid automation and

increasing digital activity as our pace of

technological innovation and adoption

increases. It includes challenges relating

to ageing technology infrastructure.

• Digital constraints

• Fragile infrastructure

• Regulatory change

Reliance on an ageing digital infrastructure has

the potential to have an impact on realising growth

aspirations and delivering on customer experience

goals. A balance is required between allocating scarce

resources to the maintenance of ageing systems, many

of which remain operationally critical, and investing in

innovative new technology.

Degradation of Customer Experience:

Threats to our ability to embed and

deliver an unparalleled value proposition

and superior customer experience.

• Operational delivery capability

• Workforce constraints

• Digital transformation

• Supply chain failure

Management of the delivery of an outstanding customer

experience on a consistent basis, and across the entire

end-to-end customer interaction, is critical to brand

strength and reputation. There is ongoing potential,

including through effective collaboration, to enhance

the long-term health of the brand and improve the

consistency of the customer experience.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

59
AIR NEW ZEALAND GROUP

The other Risk Themes are:

Information Governance: Risks to our ability to balance the use and security of corporate and personal information while achieving compliance,

operational transparency and cost control.

Delivering Sustainability: Risks that can jeopardise our commitment to help supercharge New Zealand’s success socially, environmentally and

economically in accordance with our Sustainability Framework and aspirations.

Fleet Risk: Long-term complexities and uncertainties pertaining to our fleet choices which relate to optimising financial and operational outcomes.

Organisational Culture: Factors that impede our ability to embed a high performance, high engagement corporate culture, in particular those

relating to organisational model, lack of cross-functional alignment/collaboration and non-conformance to standard operating procedures.

People Risk: Human resource constraints such as labour shortage, training limitations, ageing workforce and industrial relations that hinder our

ability to compete, innovate or grow.

Regulatory Landscape: Risks to our ability to meet the demands of a complex and dynamic regulatory landscape both domestically and globally.

Business Partner Dependency: Risk of interruptions in the availability of products and services, which could adversely affect our

operational performance.

Ethical Misconduct: Cultural factors that threaten our ability to safeguard our brand equity.

Climate Change

To some extent, climate related risks are considered and captured within one or more of the risk themes. However it is explicitly recognised

that the Company has specific exposures in this area as an emerging risk; as a contributor due to the nature of its operations, and as both

a user of goods and services, and reliant on customers, that may be impacted by the effects of climate change.

Examples of the types of impact on our business include the effect of rising sea levels on airport infrastructure and access; the effect of

rising temperature on efficiency and operations, including congestion and scheduling impacts; changes to the jet stream characteristics

affecting flight times, range and comfort; increased costs of fuel, and regulatory measures; and extreme weather events creating more

frequent disruptions to travel.

Air New Zealand notes the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) for disclosing clear,

comparable and consistent information about the risks and opportunities presented by climate change. Work is underway to identify,

measure and model the significant climate-related effects on the Company at a more detailed level, as well as at a more general sector

level where additional guidance on relevant reporting metrics is anticipated. The Board will continue to monitor these developments and

incorporate appropriate additional reporting metrics into its future public reports.

Auditors

“The Board should ensure the quality and independence of the external audit process.”

External Audit

As a Public Entity, Air New Zealand is subject to the Public Audit Act 2001. The Auditor-General is the auditor, but may appoint an independent

auditor to conduct the audit process. Deloitte has been appointed in this respect.

The Audit Committee liaises with the Auditor-General on the appointment and re-appointment of the external auditors, to ensure the

independence of the external auditor is maintained, and to approve the performance of any non-audit services in accordance with the Audit

Independence Policy.

Air New Zealand requires the external auditor to rotate its lead audit partner at least every five years, with suitable succession planning to

ensure consistency.

On a regular basis the Audit Committee meets with the external auditor to discuss any matters that either party believes should be discussed

confidentially. The Chair of the Audit Committee will call a meeting of that Committee if so requested by the external auditor.

The appointed external auditor, Deloitte, has historically attended the Annual Shareholders’ Meeting, and the lead audit partner is available to

answer relevant questions from shareholders at that meeting.

Internal Audit

Internal Auditing is an independent and objective assurance and consulting activity that is guided by a philosophy of adding value to improve the

operations of Air New Zealand. The Company’s Head of Internal Audit reports functionally to the Audit Committee and administratively to the

Chief Financial Officer. The internal auditors’ responsibilities are defined by the Audit Committee as part of their oversight role, and the Head of

Internal Audit has unfettered access to the Audit Committee or its Chair.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

60
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

Shareholder Rights and Relations

“The Board should respect the rights of shareholders and foster constructive relationships with

shareholders that encourage them to engage with the issuer.”

The Board recognises the rights of shareholders and is committed to engaging with them positively on significant matters.

Air New Zealand’s shareholder relations programme is designed to ensure effective, two-way communication between shareholders and

Air New Zealand. Relevant information is provided to the investment community as quickly and efficiently as possible as part of Air New Zealand’s

compliance with continuous disclosure.

In addition to providing disclosures to the market, Air New Zealand engages with shareholders in a number of ways, including:

• Investor Centre Website

Air New Zealand maintains a dedicated investor website airnewzealand.co.nz/investor-centre. This website contains financial information,

current and historical annual reports and investor presentations, dividend history, notices of shareholder meetings, frequently asked questions

and other relevant information pertaining to Air New Zealand. The website is freely accessible to the public.

• Electronic Communications

Air New Zealand provides an Investor Relations email address whereby shareholders are welcome to communicate electronically with

Air New Zealand on any matters relating to their investment or other dealings with the Company. All shareholder-related enquiries are

provided with a response within a reasonable timeframe.

• Hybrid Annual Shareholder Meetings

Beginning in 2016, Air New Zealand has offered shareholders the ability to attend the Annual Shareholders’ Meeting in either a physical or

digital capacity. For shareholders who are unable to travel, the online option of participating in the Annual Shareholders’ Meeting allows all

shareholders the ability to engage with the Board of Directors and Executive. In 2017, Air New Zealand had more than 140 online participants

who asked 15 questions using the virtual tool. Resolutions at shareholder meetings are usually by way of a poll, where each shareholder has

one vote per share. Air New Zealand encourages shareholders to ask questions in advance of the meeting, to encourage further engagement

with the Company and provide management with a view of the concerns of the Company’s shareholders.

• Investor Day Briefings

On a periodic basis, Air New Zealand holds investor briefings to provide an update on the Company’s strategy and financial framework, as

well as provide shareholders with an in-depth discussion on a particular topic. To ensure all shareholders and prospective investors have the

opportunity to view the content of Investor Day briefing, Air New Zealand also provides webcast access and transcripts of the event on the

Air New Zealand website.

• Webcasting Interim and Annual Results Presentations

Air New Zealand webcasts its earnings announcements on a semi-annual basis over its website to provide investors with timely information

pertaining to the business, strategy and financial performance. A replay of the webcast and transcript of the event are made available on the

Air New Zealand website.

In accordance with the Companies Act, Constitution and Listing Rules, Air New Zealand refers any significant matters to shareholders for

approval at a shareholder meeting.

Air New Zealand posts any Notices of Shareholder Meetings on its website as soon as these are available. The general practice is to make

these available not less than four weeks prior to the shareholder meeting.

Differences in Practice to NZX Code

The Board has not established protocols setting out procedures to be followed in the event of a takeover offer. This is because the Board

considers receipt of a takeover offer to be an extremely unlikely event in light of the Crown’s majority shareholding in the Company and the other

shareholding restrictions that apply to Air New Zealand. In addition, Air New Zealand would have adequate time to implement such protocols

and procedures, and communicate those to shareholders, should circumstances change. Accordingly, and having regard to the supporting

commentary in the NZX Corporate Governance Code, the Board considers that it is reasonable and appropriate for Air New Zealand not to

follow Recommendation 3.6 of the Code at this time. Notwithstanding this, the Board agrees with the principles behind this recommendation,

being good communication with shareholders and independent directors leading matters that require appropriate independence.

CORPORATE GOVERNANCE STATEMENT (CONTINUED)

61
AIR NEW ZEALAND GROUP

The following directors held office as at 30 June 2018:

Antony (Tony) Carter BE (Hons), ME, MPhil

Chairman

Independent Non-Executive Director – Appointed 1 December 2010

Mr Carter is Chairman of Fisher & Paykel Healthcare Limited, a director of Fletcher Building Limited and ANZ Bank New Zealand Limited and

Independent Chairman of Blues LLP.

He attended the University of Canterbury where he studied chemical engineering, graduating with a Bachelor in Engineering with honours and

a Masters in Engineering in 1980. He then went on to study at Loughborough University of Technology in the United Kingdom and graduated

in 1982 with a Master of Philosophy degree.

Mr Carter worked for his family company, Carter Group Limited, in Christchurch until 1986 when he purchased a Mitre 10 hardware store, also

eventually serving as a director of Mitre 10 New Zealand Limited and becoming Chairman of Mitre 10 New Zealand Limited in 1993.

In 1994 Mr Carter was appointed General Manager and Chief Executive designate of Foodstuffs (South Island) Limited. In 1995 he was

appointed Chief Executive of Foodstuffs (South Island) Limited and in 2001 was appointed Managing Director of Foodstuffs (Auckland) Limited

and Managing Director of Foodstuffs (New Zealand) Limited, until he retired in December 2010. The Foodstuffs Group is New Zealand’s largest

retail organisation.

Janice (Jan) Dawson CNZM, BCom, FCA

Deputy Chairman

Independent Non-Executive Director – Appointed 1 April 2011

Ms Dawson is Chairman of Westpac New Zealand Limited and a director of AIG Insurance New Zealand Limited, Beca Group Limited, Fulbright

New Zealand, Meridian Energy Limited and World Sailing. Ms Dawson is Pro-Chancellor and a member of the University of Auckland Council

and the Capital Investment Committee of the National Health Board.

Ms Dawson was a partner of KPMG for 30 years, specialising in audit and risk advisory, and the Chair and Chief Executive of KPMG New Zealand

from 2006 until 2011.

Ms Dawson holds a Bachelor of Commerce from the University of Auckland. She is a Fellow of the New Zealand Institute of Chartered

Accountants, a Fellow of the Institute of Directors in New Zealand, a Paul Harris Fellow and a North Shore Business Hall of Fame Laureate

(2010). Ms Dawson was named Chartered Accountant of the Year in 2011 by the New Zealand Institute of Chartered Accountants.

Robert (Rob) Jager ONZM, BE (Hons), MBA

Independent Non-Executive Director – Appointed 1 April 2013

Mr Jager is Chairman of the Shell Companies in New Zealand and VPNZ and General Manager of Shell Taranaki Limited.

Mr Jager’s career in Shell spans more than 40 years, both in New Zealand and overseas, and in roles ranging from engineering, governance

to project and general management. He joined Shell in New Zealand in 1978 as an engineering cadet, completing his Bachelor of Engineering

degree with 1st Class Honours and later gaining an MBA with Distinction. He has held his current roles in New Zealand since October 2005.

Mr Jager is well known for his health and safety leadership in New Zealand and chairs the New Zealand Business Leaders’ Health and Safety

Forum. He was recognised for his commitment to safety nationally when he chaired an independent Government taskforce on workplace health

and safety in 2012.

Mr Jager is a director and past chair of the Petroleum Exploration and Production Association of New Zealand (PEPANZ), and an advisor to a

major conservation project working towards the ecological restoration of New Zealand’s iconic Mount Taranaki. In addition, he is on the board of

Sustainable Seas which is responsible for approving large scale research and business planning as part of the National Science Challenge.

In 2013, Mr Jager received the Energy Executive of the Year Award at the New Zealand Deloitte Energy Excellence Awards for his “standout

performance in the New Zealand energy sector”. He was elected a fellow of the Institute of Professional Engineers in 2015 for his contribution

to the advancement of engineering practice and leadership in the profession, and recognised with a Safeguard Life-time Achievement Award in

2017. Mr Jager was appointed an Officer of New Zealand Order of Merit (ONZM) in 2018 for his services to Business and Health and Safety.

DIRECTORS’ PROFILES

62
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

DIRECTORS’ PROFILES (CONTINUED)

Linda Jenkinson MBA, BBS

Independent Non-Executive Director – Appointed 1 June 2014

Ms Jenkinson is a proven global entrepreneur who has started three multi-national companies, one of which listed on the NASDAQ. Most

recently she was the co-founder of John Paul, a global concierge services and digital solutions company that services some of the world’s

leading customer facing businesses.

Ms Jenkinson is currently a director of Guild Group Holdings and the Eclipz Group (ECX) in Australia, a director of Harbour Asset Management

and the director and secretary of the Massey Foundation in New Zealand and the United States.

Previously Ms Jenkinson was a partner at A.T. Kearney in their Global Financial Services Practice and was a leader in A.T. Kearney Global

Sourcing Practice. Ms Jenkinson holds a Master of Business Administration from The Wharton School, University of Pennsylvania and a Bachelor

of Business Studies from Massey University.

In 2016, Ms Jenkinson was named a World Class New Zealander by Kea and was named as one of the most influential women in the Bay Area for

2014 by the San Francisco Business Times. In 2014 Ms Jenkinson was a recipient of Massey University’s Sir Geoffrey Peren Award, which recognises

a graduate who has reached the highest level of achievement or who has been of significant service to the university, community or nation.

Rt Hon Sir John Key GNZM, AC

Independent Non-Executive Director – Appointed 1 September 2017

Sir John was Prime Minister of New Zealand from 2008 to 2016. He successfully led the country through the aftermath of the global

financial crisis and a series of devastating earthquakes in New Zealand’s second-biggest city, Christchurch. Among his portfolios, Sir John

was Minister for Tourism. In this role he promoted New Zealand offshore and oversaw substantial growth in New Zealand’s tourism industry.

He retains a strong interest in the best that our country has to offer both local and international tourists.

Sir John is well respected in international affairs. He chaired the International Democrat Union between November 2014 and February 2018

and chaired the United Nations Security Council in 2016. Sir John, who was knighted in the 2017 Queen’s Birthday Honours, has also been

appointed an Honorary Companion of the Order of Australia.

Sir John’s current business activities include a role advising a $200 billion United States corporation on its investments in China as well as an

advisory role with a New York fund manager.

Sir John worked in investment banking for 20 years primarily for Bankers Trust in New Zealand and Merrill Lynch in Singapore, London and

Sydney. His positions included heading Merrill Lynch’s global foreign exchange business along with responsibility for European derivative trading

and E. Commerce. He was a member of the Foreign Exchange Committee of the Federal Reserve Bank of New York (1999-2001).

Jonathan Mason BA, MA, MBA

Independent Non-Executive Director – Appointed 1 March 2014

Mr Mason has more than 30 years’ experience in the financial sector, with an emphasis on emerging markets.

Prior to joining Air New Zealand’s Board in March 2014, he was Fonterra Co-operative Group’s Chief Financial Officer.

He joined Fonterra in 2009 from US-based chemicals company Cabot Corporation where he was Executive Vice-President and Chief Financial

Officer. Prior to this he was employed as the Chief Financial Officer at forest products company Carter Holt Harvey Limited and also served in

senior financial management positions at US based International Paper Company.

Mr Mason has had governance experience for organisations in both New Zealand and the US. His current directorships include Vector Limited,

Westpac New Zealand Limited and Zespri Group Limited. Mr. Mason also serves as an Adjunct Professor of Management at the University of

Auckland, specialising in international finance.

Dame Therese Walsh DNZM, BCA, FCA

Independent Non-Executive Director – Appointed 1 May 2016

Chairman-elect

Dame Therese is currently Chairman of TVNZ Limited, a director of ASB Bank Limited and Contact Energy Limited, a Trustee of Wellington

Regional Stadium and Pro Chancellor at Victoria University.

Previously she was the Head of New Zealand for ICC Cricket World Cup 2015 Limited, and the Chief Operating Officer for Rugby New Zealand

2011 Limited. She has also been a director of NZX Limited, NZ Cricket and Save the Children NZ, Chief Financial Officer at the New Zealand

Rugby Union and part of the team that worked on the winning bid to host RWC 2011. Prior to this she was an auditor with KPMG.

Dame Therese is a Fellow of the New Zealand Institute of Chartered Accountants and a commerce graduate from Victoria University. In 2013,

she was named the inaugural supreme winner of the Women of Influence Awards and was awarded a Sir Peter Blake Trust Leadership Award

in 2014. She became a Dame Companion of the New Zealand Order of Merit in June 2015.

Dame Therese will succeed Mr Carter as Chairman of Air New Zealand following the 2019 Annual Shareholder Meeting.

Changes to Board Membership

The Rt Hon Sir John Key was appointed to the Board on 1 September 2017, as an Independent, Non-Executive Director. Mr Paul Bingham

retired from the Board at the conclusion of the 2017 Annual Shareholders’ Meeting on 28 September 2017.

63
AIR NEW ZEALAND GROUP

INTERESTS REGISTER

No disclosures were made of interests in transactions under s140(1) of the Companies Act 1993.

Directors have made general disclosures of interests in accordance with s140(2) of the Companies Act. Current interests, and those which

ceased during the year, are tabulated below. New disclosures advised since 1 July 2017 are italicised.

Tony CarterANZ Bank New Zealand Limited

Blues LLP

Capital Training Limited

Fisher & Paykel Healthcare Corporation Limited

Fletcher Building Limited

Fonterra Independent Director Selection Panel

Foodstuffs Auckland Protection Trust

Maurice Carter Charitable Trust

Director

Chairman

Advisory Board Member

Chairman

Director

Member

Trustee

Trustee

Jan DawsonAIG Insurance New Zealand Limited

Beca Group Limited

Fulbright New Zealand

Jan Dawson Limited

Meridian Energy Limited

National Health Board Capital Investment Committee

New Zealand Maritime Museum – resignation advised 24 April 2018

University of Auckland Council

Westpac New Zealand Limited

World Sailing

Director

Director

Director

Director

Director

Member

Trustee

Pro Chancellor

Chairman

Director

Rob JagerMaui Development Limited

Petroleum Exploration & Production Associate New Zealand (PEPANZ)

Shell Energy Asia Limited

Shell Exploration NZ Limited

Shell Investments NZ Limited

Shell New Zealand (2011) Limited

Sustainable Seas National Science Challenge

Director

Director

Chairman

Chairman

Chairman

Chairman

Director

Linda Jenkinson

Eclipx Group Limited

Guild Group Holdings Limited

Guild Insurance Limited

Guild Superannuation Services Limited

Guild Trustee Services Limited

Harbour Asset Management Limited

John Paul Inc – resignation advised 23 May 2018

Les Concierges (Australia) – resignation advised 23 May 2018

Les Concierges (Canada)

Les Concierges (US)

Massey University Foundation

Massey University US Foundation

Te Auaha Limited

Director

Director

Director

Director

Director

Director

Officer

Director

Director

Director

Trustee

Director and Secretary

Director

Sir John Key

ANZ Banking New Zealand Limited

Australia & New Zealand Banking Group Limited (Australia)

BP International Advisory Board

Caxton (Hedge Fund)

Comcast Corporation

Handa Foundation

Thirty Eight JK Limited

Chairman

Director

Member

Consultant/Advisory Board Member

Consultant

Consultant

Director

Jonathan MasonBeloit College (USA) Board of Trustees

New Zealand Assets Management Limited

University of Auckland Endowment Fund

Vector Limited

Westpac New Zealand Limited

Zespri Group Limited

Trustee

Director

Trustee

Director

Director

Director

64
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

INTERESTS REGISTER (CONTINUED)

Dame Therese Walsh

Antarctica NZ

ASB Bank Limited

DPMC Strategic Risk and Resilience Panel – resignation advised 23 November 2017

Freeview Television Limited – ceased 29 March 2018

MBIE Major Events Investment Panel

NZOOM Limited – ceased 29 March 2018

NZX Limited – ceased 13 April 2018

On Being Bold Limited

Television New Zealand Limited

Therese Walsh Consulting Limited

TVNZ International Limited – ceased 29 March 2018

TVNZ Investments Limited – ceased 29 March 2018

Victoria University

Wellington Homeless Women’s Trust

Wellington Regional Stadium Trust

Director

Director

Member

Director

Member

Director

Director

Director

Chairman

Director

Director

Director

Pro-Chancellor

Ambassador

Trustee

There have been no interest register entries in respect of use of company information by directors.

DIRECTORS’ INTERESTS IN

AIR NEW ZEALAND SECURITIES

Directors had relevant interests in shares as at 30 June 2018 as below:

InterestShares

Tony CarterBeneficial

1

2 07,18 9

2

Jan DawsonBeneficial20,000

Rob JagerBeneficial24,500

Linda JenkinsonBeneficial22,000

Sir John KeyBeneficial20,000

Jonathan MasonBeneficial29,000

Dame Therese WalshBeneficial45,000

1. Held by Loughborough Investments Limited, an associated person of Tony Carter.

2. Tony Carter also has a beneficial interest (through Loughborough Investments Limited) in 30,000 Bonds.

There was no trading activity in shares of the Company by directors during the year. Sir John Key disclosed an interest in 20,000 shares

held at the date of his appointment as a director.

INDEMNITIES AND INSURANCE

Pursuant to section 162 of the Companies Act 1993 and the Constitution, Air New Zealand has entered into deeds of access, insurance and

indemnity with the directors of the Group to indemnify them to the maximum extent permitted by law, against all liabilities which they may

incur in the performance of their duties as directors of any company within the Group. Insurance cover extends to directors and officers for

the expenses of defending legal proceedings and the cost of damages incurred. Specifically excluded are proven criminal liability and fines

and penalties other than those pecuniary penalties which are legally insurable. In accordance with commercial practice, the insurance contract

prohibits further disclosure of the terms of the policy. All directors who voted in favour of authorising the insurance certified that in their opinion,

the cost of the insurance is fair to the Company.

65
AIR NEW ZEALAND GROUP

EMPLOYEE REMUNERATION

Remuneration paid in FY18 including base for FY18, and incentive payments including performance

rights issued under the LTI scheme that relate to FY17 performance and paid in FY18

New Zealand managementAircrew, engineering, overseas and others

100,000 - 110,000 160 497

110,000 - 120,000 161 357

120,000 - 130,000 157 297

130,000 - 140,000 14 0 225

140,000 - 150,000 88 202

150,000 - 160,000 59 206

160,000 - 170,000 41 176

170,000 - 180,000 62 153

180,000 - 190,000 55 113

190,000 - 200,000 38 65

200,000 - 210,000 26 69

210,000 - 220,000 34 58

220,000 - 230,000 32 52

230,000 - 240,000 19 31

240,000 - 250,000 13 22

250,000 - 260,000 10 44

260,000 - 270,000 5 72

270,000 - 280,000 9 45

280,000 - 290,000 9 31

290,000 - 300,000 4 37

300,000 - 310,000 4 29

310,000 - 320,000 4 16

320,000 - 330,000 1 9

330,000 - 340,000 3 24

340,000 - 350,000 2 23

350,000 - 360,000 2 20

360,000 - 370,000 2 16

370,000 - 380,000 2 7

380,000 - 390,000 2 8

390,000 - 400,000 2 9

400,000 - 410,000 3 13

410,000 - 420,000 1 15

420,000 - 430,000 3 17

430,000 - 440,000 2 32

440,000 - 450,000 2 13

450,000 - 460,000 4 6

460,000 - 470,000 1 4

470,000 - 480,000 3 6

480,000 - 490,000 1 8

490,000 - 500,000 1 7

500,000 - 510,000 - 5

510,000 - 520,000 1 3

520,000 - 530,000 - 2

530,000 - 540,000 1 2

540,000 - 550,000 - 1

550,000 - 560,000 2 1

600,000 - 610,000 2 -

620,000 - 630,000 1 -

630,000 - 640,000 1 -

640,000 - 650,000 2 -

730,000 - 740,000 1 -

740,000 - 750,000 1 -

780,000 - 790,000 - 1

790,000 - 800,000 1 1

810,000 - 820,000 1 -

840,000 - 850,000 1 -

850,000 - 860,000 1 -

890,000 - 900,000 - 1

970,000 - 980,000 1 -

1,220,000 - 1,230,000 1 -

1,230,000 - 1,240,000 1 -

1,290,000 - 1,300,000 1 -

1,420,000 - 1,430,000 1 -

1,620,000 - 1,630,000 1 -

1,800,000 - 1,810,000 1 -

1,980,000 - 1,990,000 1 -

2,800,000 - 2,810,000 1 -

4,780,000 - 4,790,000 1 -

Total 1,193 3,051

66
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

EMPLOYEE REMUNERATION (CONTINUED)

Remuneration philosophy

In order to attract and retain talented individuals, Air New Zealand’s performance and reward strategy is aligned with both the recruitment

philosophy – to source talented people, and the Company’s capability development agenda – to develop future leaders and provide succession

pipelines into key roles. The key objectives of the strategy are attracting high performing individuals, providing rich developmental opportunities

and recognising achievement through targeted performance and reward initiatives.

Air New Zealand’s remuneration strategy is underpinned by a pay for performance philosophy and uses annual performance incentives to create

opportunities for everyone to achieve market competitive remuneration levels and in the case of superior performance, total remuneration in

excess of market.

Executive remuneration

The CEO and Executive remuneration packages are made up of three components:

• Fixed Remuneration;

• Annual performance incentive; and

• Long term incentive.

Air New Zealand’s People Remuneration and Diversity Committee is kept appraised of relevant market information and best practice, obtaining

advice from external advisors when necessary. Remuneration levels are reviewed annually for market competitiveness and alignment with

strategic and performance priorities.

The People Remuneration and Diversity Committee commissioned EY to provide remuneration benchmark data for the CEO and other Executive

roles during the 2017 financial year. EY benchmarked a selection of the Executive positions against New Zealand/Australian comparator groups

with the primary comparator group comprising companies within 50% and 200% of Air New Zealand’s revenue for functional roles and an

industry comparator group comprising companies within the Industrial or Materials GICS Sector for operational positions. The analysis showed

Air New Zealand Executive remuneration broadly remains aligned with market pay levels.

Fixed remuneration

Air New Zealand’s philosophy is to set fixed remuneration at 90 percent of the market median for Executives who are fully competent in their role.

Short-term performance incentives

The annual performance incentive component is delivered through the Air New Zealand Short Term Incentive Scheme (STI). The measures used

in determining the quantum of the STI are set annually. Targets relate to both Company financial performance and individual targets. For the

CEO the STI is set at 55% of annual fixed salary at target (Achieving) performance and the weighting is based 60% on Company financial

performance and 40% on individual performance against specific targets. For all other employees the weighting is 50% Company financial

performance and 50% individual performance. Participation in the plan is by annual invitation at the discretion of the company.

Company Component

At the start of the 2018 financial year the Board confirmed a financial target for the Company for incentive payments which was set 10% above

the average Earnings before Taxation achieved by the Company over the previous five year period.

The Company must achieve greater than 50% of the financial target before any company component is paid out. The maximum company

component is 200% , achieved when the Company reaches and exceeds 150% of the financial target.

The Board has discretion to eliminate significant positive or negative one-off adjustments to profit.

Individual Component

The main factors for the assessment of individual performance for the 2018 financial year were:

Performance DescriptionPerformance Measures

Business performance• Delivery of business plan

• Brand profile and trust

Strategy development and delivery• Progress against key strategic initiatives and plan as set by the Board

• Key external relationships

Leadership• Customer experience

• Health and safety performance

People and culture• Employee engagement

• Compliance with regulatory environment

Payments for the individual component are made according to an overall performance rating taking into account the employee’s

performance across the range of individual measures and demonstration of Air New Zealand’s leadership behaviours.

Performance RatingIndividual STI Percentage

Unsatisfactory0%

Developing60%

Achieving100 %

High130 %

Outstanding200%

Payments for the individual component are made according to an overall performance rating taking into account the employee’s performance

across the range of individual measures and demonstration of Air New Zealand’s leadership behaviours.

67
AIR NEW ZEALAND GROUP

EMPLOYEE REMUNERATION (CONTINUED)

Long-term performance incentives

Air New Zealand’s long-term incentive plan arrangements are designed to align the interests of the CEO and Executives with those of our

shareholders and to incentivise participants in the plan to enhance long term shareholder value. In the 2018 financial year the plan available to

Executives was the Air New Zealand Long-Term Incentive Performance Rights Plan (LTIP). Participation in any year is by annual invitation at the

discretion of the Board.

In addition, the CEO has access to the Air New Zealand CEO Restricted Share Rights Plan (CRSRP). The CRSRP was established as a further

incentive in recognition of the commercial importance of retaining the services of the CEO for an extended period.

Long-Term Incentive Plan (LTIP)

There are two main elements to the LTIP:

Performance Rights

LTIP participants are eligible to receive a grant of performance rights. Any grant of performance rights is at the discretion of the People

Remuneration and Diversity Committee of the Board of Directors but, in the normal course of events, is expected to equate to a value of 55%

of fixed remuneration for the CEO, and between 20% and 40% of fixed remuneration for Executives depending on their seniority. The number

of performance rights to be allocated will be determined by an independent valuation of the performance rights carried out each year at the

time of issue.

In three years’ time, if the Air New Zealand share price has outperformed the performance hurdle, a proportion of the performance rights will

convert to shares. The performance hurdle comprises of an index made up of the NZSX All Gross Index and the Bloomberg World Airline Total

Return Index in equal proportions.

The proportion of performance rights that convert to shares will depend on to what extent the Air New Zealand share price has outperformed

the index. In particular:

Performance against indexPercent of Rights Vesting

<100 %nil

100 %50%

101% – 119%Addition 2.5% vesting per 1% increment

120 %100% (maximum)

If vesting is not achieved on the third anniversary of the issue date, 50 percent of performance rights will lapse. For the remaining 50 percent

there will be a further 6 month opportunity for the performance rights to vest.

Unless Air New Zealand’s share price outperforms the index as outlined above, no value will accrue to the participating Executive.

Mandatory Shareholding

Participants are required to commit to investing a specified amount to purchase shares in the Company. The amount is set at a value of 55% of

fixed remuneration for the CEO, and between 20% and 40% of fixed remuneration for Executives depending on their seniority.

Until participants have attained this target, any shares issued to them from vested performance rights must be retained as part of the mandatory

shareholding. This holding must be maintained while continuing to participate in the LTIP.

CEO Restricted Share Rights Plan (CRSRP)

The CRSRP scheme commenced in the 2016 financial year and the issue of rights will cease in the 2021 financial year. Each year, at the

absolute discretion of the Board, and on condition of the CEO achieving the performance hurdles set for the previous financial year, restricted

share rights can be issued to the CEO based on 50% of the CEO’s fixed remuneration.

Share rights issued under this scheme are not earned nor do they vest unless the CEO remains employed by Air New Zealand at vesting

milestones across the period from 2017 to 2021. If this condition is met a proportion of the rights will immediately vest to the CEO on this date.

Chief Executive Officer Remuneration

CEO Target Remuneration Summary

Financial

Year

Salary

$

Benefits

1


$

STI

2


$

LTIP

3


$

CRSRP

4


$

Summary

$

181,550,00016 6 ,171852,500852,500755,0004 ,176 ,171

171,510,000147, 9 3 0830,500830,500735,0004,053,930


Based on remuneration components outlined earlier, CEO target remuneration is as follows:

1. Benefits include superannuation (KoruSaver scheme) and travel. The CEO is a member of Air New Zealand’s group superannuation scheme,

KoruSaver. As a member of the scheme the CEO is eligible to contribute and receive a matching Company contribution up to 4% of gross taxable

earnings (including STI). The CEO and eligible beneficiaries are entitled to a number of trips for personal purposes at no cost to the individual.

2. STI target entitlement is 55% of Salary.

3. The Long-Term Incentive Plan remains at risk. In three years’ time, if the Air New Zealand share price has outperformed the performance

hurdle, a proportion of the performance rights will convert to shares. The performance hurdle comprises of an index made up of the NZSX

All Gross Index and the Bloomberg World Airline Total Return Index in equal proportions. Should Air New Zealand’s share price not perform

better than a comparison index the granted share rights will lapse.

68
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

EMPLOYEE REMUNERATION (CONTINUED)

4. The CEO will receive restricted share rights conditional upon reaching service milestones. Share rights are issued annually with each issue

being split into two tranches with different vesting dates. For FY18, 40% of rights granted will vest during December 2018 and the balance

of 60% in December 2019. Share rights will only vest if the CEO remains employed by the company on the relevant vesting date.

CEO Realised Remuneration 2018 Financial Year

Rights Vested

Salary

1


$

Benefits

2


$

STI

3


$

LTIP

4

#

CRSRP

5

#

1,550,00016 6 ,1711, 2 74 ,72 6749,027365,861

Comments to the table:

1. Salary includes all cash paid to, or received by, the CEO in respect of the financial period.

2. Benefits include superannuation (KoruSaver scheme) and travel. The CEO is a member of Air New Zealand’s group superannuation scheme,

KoruSaver. As a member of the scheme the CEO is eligible to contribute and receive a matching Company contribution up to 4% of gross taxable

earnings (including STI). The CEO and eligible beneficiaries are entitled to a number of trips for personal purposes at no cost to the individual.

3. STI in the reporting period reflects the cash value of amounts received where entitlement is determined by the achievement of performance

measures, both Company and Individual, that relate to the current period and is not the result of an award made in a previous period.

4. LTIP includes the number of shares issued to the CEO on conversion of the Performance Share Rights, where the Air New Zealand share

price has outperformed the performance hurdle. The performance hurdle comprises of an index made up of the NZSX All Gross Index and

the Bloomberg World Airline Total Return Index in equal proportions.

5. CRSRP includes the number of restricted shares rights that have been converted to shares as a result of the achievement of service milestones.

CEO Share Rights Granted 2018 Financial Year

Share Rights Granted

LTIP

1

#

CRSRP

2

#

494,203216,954

Comments to the table:

1. LTIP includes the number of Performance Share Rights granted in September 2017 (FY18) based on an above target achievement of

over 120% . The Long-Term Incentive Plan remains at risk. In three years’ time, if the Air New Zealand share price has outperformed the

performance hurdle, a proportion of the performance rights will convert to shares. The performance hurdle comprises of an index made up of

the NZSX All Gross Index and the Bloomberg World Airline Total Return Index in equal proportions. Should Air New Zealand’s share price not

perform better than a comparison index the granted share rights will lapse.

2. CRSRP includes the number of restricted shares rights granted in September 2017 that will vest in December 2018 and December 2019

respectively, based on the achievement of service milestones. The share rights are issued annually with each issue being split into two tranches

with different vesting dates. For FY18, 40% of rights granted will vest during December 2018 and the balance of 60% in December 2019.

Share rights will only vest if the CEO remains employed by the company on the relevant vesting date.

CEO Pay for Performance Calculation

SchemeDescriptionPerformance measuresPercentage/

Rating achieved

STISTI is set at 55% of fixed remuneration and is

based on a combination of Company performance

and Individual performance measures.

60% on Company financial performance

(earnings before taxation). The Company must

achieve at least 50% above the financial target

before any STI for company performance is

payable, and the maximum contribution of

200% is achieved when the Company achieves

150% or more of the financial target.

116 %

40% on individual performance.200%

LTIPAward of share rights under the Long-Term

Incentive Performance Rights Plan is set at 55%

of fixed remuneration.

Performance rights vest based on an index made

of the NZSX All Gross Index and the Bloomberg

World Airline Total Return Index in equal proportions.

100 %

CRSRPAward of shares under the CEO Restricted Share

Rights Plan is set at 50% of the preceding

year’s fixed remuneration, dependent on the CEO

achieving a performance rating of ‘Achieving’ or

above with respect to all the individual objectives

set for that financial year.

Restricted rights vest upon the CEO achieving

service milestones.

100 %

69
AIR NEW ZEALAND GROUP

SUBSIDIARY AND JOINT VENTURE COMPANIES

The following people were directors of Air New Zealand’s subsidiary and joint venture companies in the financial year to 30 June 2018. Those

who resigned during the year are signified by (R). These companies are New Zealand incorporated companies except where otherwise indicated.

No director of any subsidiary received beneficially any director’s fees or other benefits except as an employee.

11Ants Analytics Group Limited

Glen Bond

Mark Street

Marc Allsop (R)

Joshua Chandler (R)

Jeffrey McDowall (R)

Richard Peake (R)

Hamish Rumbold (R)

Paul Smitton (R)

ADP (New Zealand) Limited

Karen Clayton

Sarah Williamson

Brian Wilson

Air Nelson Limited

Glen Bond

Kelvin Duff

John Whittaker

Michael Williams

Carrie Hurihanganui (R)

Jeffrey McDowall (R)

Bruce Parton (R)

Air New Zealand Aircraft

Holdings Limited

Karen Clayton

Stephan Deschamps

Jeffrey McDowall

Rob McDonald (R)

Air New Zealand Associated

Companies Limited

Karen Clayton

Stephan Deschamps

Jeffrey McDowall

Rob McDonald (R)

Air New Zealand Associated

Companies (Australia) Limited

Karen Clayton

Jeffrey McDowall

Rob McDonald (R)

Air New Zealand Express Limited

Karen Clayton

Jeffrey McDowall

Rob McDonald (R)

Air New Zealand Regional

Maintenance Limited

Adam McMillan

Bruce Parton

Shehan Sinnaduray

Craig Tolley (R)

Air New Zealand Travel

Business Limited

Karen Clayton

Jeffrey McDowall

Rob McDonald (R)

ANNZES Engines Christchurch Limited

Karen Clayton

Jeffrey McDowall

Rob McDonald (R)

Ansett Australia & Air New Zealand

Engineering Services Limited

Karen Clayton

Jeffrey McDowall

Rob McDonald (R)

Eagle Airways Limited

Glen Bond

Karen Clayton

Michael Williams

Jeffrey McDowall (R)

Mount Cook Airline Limited

Glen Bond

Kelvin Duff

John Whittaker

Michael Williams

Carrie Hurihanganui (R)

Jeffrey McDowall (R)

Bruce Parton (R)

TEAL Insurance Limited

Michelle Redington

Hannah Ringland

Rob McDonald (R)

Air New Zealand (Australia) Pty Limited

(incorporated in Australia)

Karen Clayton

Kathryn Robertson

ANZGT Field Services LLC

(Joint Venture, incorporated in Del., USA)

Greg Bobrow

Trevor Hughes

Adam McMillan

Todd Witwer

70
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

OTHER DISCLOSURES

Donations

The Air New Zealand Group has made donations totalling $114,405 in the financial year to 30 June 2018. No donations were made to any

political party. It is Air New Zealand’s policy not to make donations, in cash or in kind, or to provide free of charge travel to political parties.

Substantial product holders

The following information is provided in compliance with Section 293 of the Financial Markets Conduct Act 2013 and is stated as at

30 June 2018. The total number of listed Ordinary shares of Air New Zealand Limited at that date was 1,122,844,227.

Substantial Product Holder Quoted voting products in the Company in which a relevant interest is held

Her Majesty the Queen in Right of New Zealand588,887,282* ordinary shares

In 1989, the Crown issued a Notice that arises through its holding of special rights Convertible Share, the “Kiwi Share” and the power of the

Kiwi Shareholder under the Constitution. Full details of the rights pertaining to these shares are set out in the Company’s Constitution. The Kiwi

Share does not confer any right on its holder to vote at a shareholders’ meeting unless the Kiwi Share has been converted into an Ordinary

Share by its holder. The Kiwi Share is not listed on any stock exchange.

*Relevant interests held as follows:

As reported in its most recent Substantial Security Holder notice dated 6 July 2015, held by Her Majesty the Queen in Right of New Zealand

acting by and through her Minister of Finance (582,854,593 Ordinary shares) and New Zealand Superannuation Fund (6,032,689 Ordinary

shares) being property of Her Majesty the Queen in Right of New Zealand and managed by the Guardians of New Zealand Superannuation.

71
AIR NEW ZEALAND GROUP

SECURITIES STATISTICS

Top Twenty Shareholders – as at 1 August 2018

Investor NameNumber of Ordinary Shares% of Ordinary Shares

Her Majesty The Queen In Right Of New Zealand acting

by and through her Minister of Finance

582,854,593 51. 91

HSBC Nominees (New Zealand) Limited 10 9 , 597, 018 9.76

JPMORGAN Chase Bank 90,030,384 8.02

HSBC Nominees (New Zealand) Limited 80,294,200 7.15

Citibank Nominees (NZ) Ltd 51, 6 42 , 2 8 8 4.60

Accident Compensation Corporation 20,790,938 1.85

Citicorp Nominees Pty Limited 10,493,832 0.93

National Nominees New Zealand Limited 7, 3 31, 6 0 3 0.65

New Zealand Superannuation Fund Nominees Limited 6 , 915 ,167 0.62

HSBC Custody Nominees (Australia) Limited 5,656,470 0.50

TEA Custodians Limited 5, 571,703 0.50

New Zealand Depository Nominee Limited 5 ,191, 8 6 3 0.46

Cogent Nominees Limited 5,031,322 0.45

BNP Paribas Nominees NZ Limited 4,896,343 0.44

Premier Nominees Limited 4,328,858 0.39

Christopher Luxon 3,896,966 0.35

BNP Paribas Nominees NZ Limited 3,570,622 0.32

J P Morgan Nominees Australia Limited 3,206,005 0.29

Garth Barfoot 2,250,000 0.20

FNZ Custodians Limited 2,131, 936 0 .19

Total 1, 0 0 5 , 6 8 2 ,111 89.58

Shareholder Statistics – as at 1 August 2018

Size of HoldingInvestors% InvestorsShares% Issued

1-1,000 14 , 6 6 8 5 7.11 5,960,066 0.53

1,001-5,000 7, 36 0 28.65 18,207,377 1.62

5,001-10,000 1,943 7. 57 14 , 818 ,112 1.32

10,001-100,000 1,596 6.21 4 0 ,142, 9 3 4 3.58

100,001 and Over 118 0.46 1,043,715,738 92.95

Total 25,685 100.00 1,122,844,227 100.00

Bondholder Statistics – as at 1 August 2018

Size of HoldingHolders% HoldersBonds% Issued

1-1,000 - - - -

1,001-5,000 43 6.96 215,000 0.43

5,001-10,000 14 8 23.95 1,453,000 2.91

10,001-100,000 398 64.40 13,293,000 26.58

100,001 and Over 29 4.69 35,039,000 70.08

Total618100.00 50,000,000 100.00

Current on-market share buybacks

There is no current share buyback in the market.

72
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

OPERATING FLEET STATISTICS

As at 30 June 2018*

Boeing 777-300ER

Number: 7

Average Age: 6.2 years

Maximum Passengers: 342

Cruising Speed: 910 km/hr

Average Daily Utilisation: 14:52

Boeing 777-200ER

Number: 8

Average Age: 12.2 years

Maximum Passengers: 312

Cruising Speed: 910 km/hr

Average Daily Utilisation: 13:11

Boeing 787-9 Dreamliner

Number: 11

Average Age: 2.4 years

Maximum Passengers: 302 or 275

Cruising Speed: 910 km/hr

Average Daily Utilisation: 13:30

Airbus A320-200

Number: 30

Average Age: 13.9 years short-haul, or

4.4 years domestic

Maximum Passengers: 168 short-haul, or

171 domestic

Cruising Speed: 850 km/hr

Average Daily Utilisation: 9:28 short-haul, or

8:12 domestic

ATR 72-500 / ATR 72-600

Number: 27

Average Age: 17.2 years ATR 72-500, or

2.7 years ATR 72-600

Maximum Passengers: 68

Cruising Speed: 518 km/hr

Average Daily Utilisation: 5:49 ATR 72-500, or

6:52 ATR 72-600

Bombardier Q300

Number: 23

Average Age: 11.4 years

Maximum Passengers: 50

Cruising Speed: 520 km/hr

Average Daily Utilisation: 6:26

*The fleet statistics do not include short-term leased capacity to cover Boeing 787-9 engine issues.

73
AIR NEW ZEALAND GROUP

GENERAL INFORMATION

Stock exchange listings

Air New Zealand’s Ordinary Shares have been listed on the NZX Main Board (ticker code AIR) since 24 October 1989. It also has bonds listed

on the NZX Debt Market (ticker code AIR020).

Air New Zealand’s Ordinary Shares are listed on ASX (ticker code AIZ) as a Foreign Exempt Listing. The Foreign Exempt Listing means that

Air New Zealand is expected to comply primarily with the Listing Rules of the NZX Main Board (being the rules of its home exchange) and is

exempt from complying with most of ASX’s Listing Rules.

Neither NZX nor ASX has taken any disciplinary action against the Company during the financial year ended 30 June 2018. In particular there

was no exercise of powers by NZX under NZX Listing Rule 5.4.2, (relating to powers to cancel, suspend or censure an issuer) with respect to

Air New Zealand during the reporting period.

On 20 July 2017, Air New Zealand launched a sponsored Level 1 American Depositary Receipt (ADR) programme. Air New Zealand’s American

Depositary Shares, each representing five Ordinary Air New Zealand shares and evidenced by ADRs, are traded over-the-counter in the United

States (ticker code ANZLY).

Place of incorporation

New Zealand

In New Zealand, the Company’s Ordinary Shares are listed with a “non-standard” (NS) designation. This is due to particular provisions of the

Company’s Constitution, including the rights attaching to the Kiwi Share

1

held by the Crown and requirements regulating ownership and transfer

of Ordinary Shares.

New Zealand Exchange

Waivers:

An ongoing waiver granted to all companies dual listed on the NZX and the ASX from Listing Rules 11.1.1 and 11.1.4 to enable dual listed

issuers to comply with the ASX Listing Rules relating to the restrictions on transfer of restricted (vendor) securities during an escrow period.

The following waivers from the NZX Main Board Listing Rules were granted to the Company or relied upon by the Company during the financial

year ended 30 June 2018:

1. A waiver from NZX Listing Rule 8.1.7(b) to enable the issue of Long-Term Incentive Scheme Options to be adjusted following a capital

restructure such as a rights issue, in accordance with an approach suggested by PricewaterhouseCoopers.

The decision by NZXR of 3 December 2007 noted that an independent expert’s opinion had confirmed that the approach suggested by

PricewaterhouseCoopers would create economic neutrality for the option holders and all other Air New Zealand shareholders.

2. A waiver from NZX Listing Rule 8.1.7 to allow Air New Zealand to amend the terms of the Long-Term Incentive Plan and Chief Executive

Officer Option Incentive Plan to provide that instead of purchasing/issuing a share for each option exercised, Air New Zealand would only

purchase/issue a number of shares with a value (based on current market prices) equal to the delta between the aggregate of the market

share price and the exercise price of the options exercised.

The decision by NZXMS of 31 August 2012 noted that the amendment will not affect the economic position of either the participant or

Air New Zealand and will reduce the dilutionary effect on shareholders of the exercise of options.

3. Air New Zealand and the Crown (acting through the Ministry of Business, Innovation and Employment) have agreed terms under which

Air New Zealand will provide government agencies with discounted fares. This agreement is likely to be a “Material Transaction” under the

rule 9.2.2(e) of the NZX Listing Rules. Given the Crown is a 51.91% shareholder of Air New Zealand, Air New Zealand sought (and was

provided with) a waiver to enter into the transaction without the requirement to obtain shareholder approval. This waiver was granted subject

to two independent directors of the board certifying that: (i) the agreement has been negotiated on arm’s length commercial terms; (ii) entry

into the agreement is in the best interests of all shareholders (other than the Crown); and (iii) the Crown, as the majority shareholder in

Air New Zealand, has not influenced the board of directors of Air New Zealand, to enter into the agreement. Two independent directors must

confirm those same matters listed above, in any extension or renewal of the agreement.

Compliance with Listing Rules:

For the purposes of ASX Listing Rule 1.15.3, Air New Zealand Limited confirms the Company continues to comply with the NZX Listing Rules.

1. In 1989, the Crown issued a Notice that arises through its holding of special rights Convertible Share, the “Kiwi Share” and the power of the Kiwi Shareholder

under the Constitution. Full details of the rights pertaining to these shares are set out in the Company’s Constitution. The Kiwi Share does not confer any right

on its holder to vote at a shareholder’s meeting unless the Kiwi Share has been converted into an Ordinary Share by its holder. The Kiwi Share is not listed on

any stock exchange.

74
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

Australian Stock Exchange

When Air New Zealand fully listed on the ASX in July 2002, it undertook to include the following information in its Annual Report.

Limitations on the Acquisition of Securities

Constitution

The limitations on the acquisition of securities imposed by the Company’s Constitution are summarised below (capitalised terms are defined

either in the Constitution or the Takeovers Code

2

):

1. Under clause 3.3 of the Constitution any person that owns or operates an airline business and any of its Associated Persons may not hold

or have an Interest in any Equity Security unless the prior written consent of the Kiwi Shareholder has been obtained.

2. Under clause 3.4 of the Constitution any non-New Zealand National must obtain the prior written consent of the Kiwi Shareholder to hold

or have an interest in 10 percent or more of the total Voting Rights in the Company.

3. The Board must decline to register a transfer of Equity Securities if it is aware that the Equity Securities have been transferred in

contravention of the provisions referred to in (1) or (2) above.

4. The Board has other powers to decline to register a transfer of Shares, including in cases where the Board is of the opinion that the Shares

would become, or be capable of being treated as, Affected Equity Securities.

5. Section 10 of the Company’s Constitution confers powers on the Board (and the Kiwi Shareholder) to treat Equity Securities as Affected Equity

Securities in certain circumstances. In general terms those powers arise if the Board considers that it is necessary to treat any Equity Securities

as Affected Equity Securities to protect the Company’s international airline operating rights. Where Equity Securities are treated as Affected

Equity Securities the Voting Rights attaching to them may be suspended and the registered holder may be required to dispose of them.

The Takeovers Code

The powers of the Board outlined above in relation to limiting acquisitions of its securities are in addition to the requirements of the New Zealand

Takeovers Code. The Takeovers Code contains the following rules regulating acquisitions of substantial holdings.

The Takeovers Code creates a general rule under which the acquisition of more than 20 percent of the voting rights in the Company or the

increase of an existing holding of 20 percent or more of the voting rights in the Company can only occur in certain permitted ways. These

include a full takeover offer in accordance with the Takeovers Code, a partial takeover offer in accordance with the Takeovers Code, an

acquisition approved by an ordinary resolution, an allotment approved by an ordinary resolution, a creeping acquisition (in certain circumstances)

or compulsory acquisition if a shareholder holds 90% or more of the voting rights in the Company.

Corporations Act 2001 (Australia)

The Company is not subject to Chapters 6, 6A, 6B and 6C of the Corporations Act dealing with the acquisition of shares (such as substantial

holdings and takeovers).

GENERAL INFORMATION (CONTINUED)

2. The Takeovers Code approved by the Takeovers Code Approval Order 2000 (SR2000/210).

75
AIR NEW ZEALAND GROUP

SHAREHOLDER DIRECTORY

New Zealand

Link Market Services Limited

Level 11, Deloitte Centre

80 Queen Street, Auckland 1010

PO Box 91976, Auckland 1142

New Zealand

Investor Enquiries:

Phone: (64 9) 375 5998

Fax: (64 9) 375 5990

Email: enquiries@linkmarketservices.co.nz

Australia

Link Market Services Limited

Level 12, 680 George Street

Sydney 2000, Australia

Locked Bag A14, Sydney South

NSW 1235, Australia

Investor Enquiries:

Phone: (61) 1300 554 474

Fax: (61 2) 9287 0303

Investor Relations

Investor Relations Office

Private Bag 92007, Auckland 1142

New Zealand

Phone: 0800 22 22 18 (New Zealand)

(64 9) 336 2607 (Overseas)

Fax: (64 9) 336 2664

Email: investor@airnz.co.nz

Website: airnzinvestor.com

Annual Meeting

Date: 26 September 2018

Time: 2:00 pm

Venue: The Piano

156 Armagh Street

Christchurch

Current Credit Rating

Moody’s rate Air New Zealand Baa2

Auditor

Deloitte Limited (on behalf of the Auditor-General)

Deloitte Centre

80 Queen Street, Auckland Central

PO Box 115033, Shortland Street

Auckland 1140, New Zealand

Registered Office

New Zealand

Air New Zealand Limited

Air New Zealand House

185 Fanshawe Street

Auckland 1010

Postal: Private Bag 92007

Auckland 1142, New Zealand

Phone: (64 9) 336 2400

Fax: (64 9) 336 2401

NZBN 9429040402543

Australia

Level 12

7 Macquarie Place

Sydney

Postal: GPO 3923, Sydney

NSW 2000, Australia

Phone: (61 2) 8235 9999

Fax: (61 2) 8235 9946

ABN 70 000 312 685

Board of Directors

Tony Carter – Chairman

Jan Dawson – Deputy Chairman

Rob Jager

Linda Jenkinson

Sir John Key

Jonathan Mason

Dame Therese Walsh

Chief Executive Officer

Christopher Luxon

Chief Financial Officer

Jeff McDowall

General Counsel and Company Secretary

Karen Clayton

76
AIR NEW ZEALAND ANNUAL FINANCIAL RESULTS 2018

AIR NEW ZEALAND GROUP
77

---

Name of Listed Issuer:AIR NEW ZEALAND LIMITED
Reporting Period12 months to 30 June 2018

Previous Reporting Period12 months to 30 June 2017

Revenue from ordinary activities (including finance income)5,525 7%

Profit from ordinary activities after tax attributable to security holders390 2%

Net profit attributable to security holders390 2%

Dividends

(NZ cents)

Interim dividend11.0 4.28

Final dividend*11.0 4.28

Details of final dividend

Record Date for Final Dividend7-Sep-18

Pa

yment Date for Final Dividend19-Sep-18

Comments:

* The final dividend was declared on 22 August 2018

Results for announcement to the market

Amount per

security

Imputed amount

per security

Amount $NZ'm Percentage change

Air New Zealand Limited
Preliminary Full Year Results

23 August 2018

NZX Appendix 7

CONTENTS

NZX Appendix 1, pursuant to NZX Listing Rule 10.3.2

Air New Zealand Limited

NZX Preliminary Final Report

PRELIMINARY FULL YEAR REPORT ANNOUNCEMENT
AIR NEW ZEALAND LIMITED

Full Year Ended 30 June 2018 (referred to in this report as the "current full year")

1.1 Details of the reporting period and the previous reporting period

1.2 Information prescribed by NZX

Refer to Results for announcement to the market.

(a) A Statement of Financial Performance

Refer to the Financial Statements.

(b) A Statement of Financial Position

Refer to the Financial Statements.

(c) A Statement of Cash Flows

Refer to the Financial Statements.

$NZ'm*

NZ Cents Per

Share

Distributions recognised

Final dividend for 2017 financial year on Ordinary Shares12411.0

Interim dividend for 2018 financial year on Ordinary Shares12411.0

Distributions paid

Final dividend for 2017 financial year on Ordinary Shares13011.0

Interim dividend for 2018 financial year on Ordinary Shares13011.0

*The difference between distributions recognised and paid relates to supplementary dividends.

(f) A Statement of Movements in Equity

Refer to the Financial Statements.

The reporting period is for the year ended 30 June 2018 with the comparative period being for the year ended 30 June 2017.

(d) Details of individual and total dividends or distributions and dividend or distribution payments. The details must include the date

on which each dividend or distribution is payable and (if known) the amount per security of foreign sourced dividends or

distributions.

1.3 The following information, which may be presented in whatever way the Issuer considers is the most clear and helpful to users

e.g. combined with notes to the financial statements or set out separately.

The dividend reinvestment plan is currently suspended.

(e) Details of any dividend or distribution reinvestment plans in operation and the last date for the receipt of an election notice for

participation in any dividend or distribution reinvestment plan.

A final dividend in respect of the 2017 financial year of 11.0 cents per Ordinary Share was paid on 18 September 2017. Imputation credits

were attached and supplementary dividends paid to non-resident shareholders.

An interim dividend of 11.0 cents per Ordinary Share was paid on 16 March 2018. Imputation credits were attached and supplementary

dividends paid to non-resident shareholders.

On 22 August 2018, the Board of Directors declared a final dividend for the 2018 financial year of 11.0 cents per Ordinary Share, payable on

19 September 2018 to registered shareholders at 7 September 2018. The total dividend payable will be $124 million. Imputation credits will be

attached and supplementary dividends paid to non-resident shareholders. The dividend has not been recognised in the June 2018 financial

statements.

Page 1

Air New Zealand Limited

NZX Preliminary Final Report

PRELIMINARY FULL YEAR REPORT ANNOUNCEMENT
AIR NEW ZEALAND LIMITED

Full Year Ended 30 June 2018 (referred to in this report as the "current full year")

Ordinary Shares179164

(h) Details of entities over which control has been gained or lost during the period

Parts (i) to (iii)

Entities over which control has been gained

Date of control

11Ants Analytics Group Limited29-Sep-17

(i) Details of associates and joint ventures:

Parts (i) to (iii)

Name

% Held

Current Year

% Held

Previous Year

$NZ'm$NZ'm

Associate

Christchurch Engine Centre (CEC)*49%49%33 26

* CEC is operated in partnership with Pratt and Whitney.

Name

Joint Venture

ANZGT Field Services LLC51%51%

11Ants Analytics Group Limited* N/A50%

MeasurementCurrent YearPrevious Year% Change

Passengers Carried00016,966 15,952 6.4%

Revenue Passenger Kilometresm36,662 34,814 5.3%

Available Seat Kilometres m44,274 42,169 5.0%

Passenger Load Factor %82.8 82.6 0.2% pts

(j) Any other significant information needed by an investor to make an informed assessment of the entity's financial performance

and financial position

Contribution to

Net Profit Current

Year

Contribution to

Net Profit

Previous Year

(g) Net tangible assets per security with the comparative figure for the previous corresponding period

(NZ Cents Per Share)Previous YearCurrent Year

% Held

Current Year

% Held

Previous Year

Entity Name

* The Group gained control of 11Ants Analytics Group Limited on 29 September 2017 and accounted for the entity as a wholly owned

subsidiary from that date.

Page 2

Air New Zealand Limited

NZX Preliminary Final Report

PRELIMINARY FULL YEAR REPORT ANNOUNCEMENT
AIR NEW ZEALAND LIMITED

Full Year Ended 30 June 2018 (referred to in this report as the "current full year")

(k) Commentary on the results

MeasurementCurrent Year Previous Year

(i)

Basic earnings per shareNZ cents per share34.7 34.0

Diluted earnings per shareNZ cents per share34.4 33.5

(ii)

Returns to shareholders (see also section (d) above)

Final dividend on Ordinary Shares*$NZ'm124 112

Special dividend on Ordinary Shares*$NZ'm- 281

Interim dividend on Ordinary Shares$NZ'm124 112

(iii) Significant features of operating performance:

(iv) Segmental results:

Industry segment

Geographical segment

Current YearPrevious Year

$NZ'm$NZ'm

New Zealand3,267 3,041

Australia and Pacific Islands695 621

United Kingdom and Europe274 278

Asia476 440

America773 729

Total operating revenue5,485 5,109

(v) Discussion of trends in performance:

(vi)

(l) Audit of financial statements

(m) Major changes in trends in the business subsequent to the end of the financial year

* Reflects the final dividends for the 2016 and 2017 financial years and the special dividend for the 2016 financial year. Details on the

final dividend for the 2018 financial year is provided in the first paragraph of section (d) above.

Air New Zealand operates predominantly in one segment, its primary business being the transportation of passengers and cargo on an

integrated network of scheduled airline services to, from and within New Zealand. Resource allocation decisions across the network are

made to optimise the consolidated Group's financial result.

The principal non-current assets of the Group are the aircraft fleet which is registered in New Zealand and employed across the

worldwide network. Accordingly, there is no reasonable basis for allocating the assets to geographical segments.

Analysis of revenue by geographical region

of original sale

Any other factors which have or are likely to affect the results, including those where the effect could not be

quantified:

Refer to the media release.

Refer to the media release.

This report is based on accounts which have been audited. The audit opinion has been attached to the back of the financial statements and

contains no qualifications.

Refer to the media release.

An analysis of revenue by geographic region of original sale is provided below.

Refer to the media release.

Page 3

Air New Zealand Limited

NZX Preliminary Final Report

PRELIMINARY FULL YEAR REPORT ANNOUNCEMENT
AIR NEW ZEALAND LIMITED

Full Year Ended 30 June 2018 (referred to in this report as the "current full year")

Nil

3.1 Basis of preparation

3.2 Accounting policies

Refer to the Statement of Accounting Policies and Notes in the financial statements.

3.3 Changes in accounting policies

3.4 Audit Report

A copy of the audit report is attached at the back of the financial statements.

3.5 Additional information

Not applicable.

This full year report was approved by the Board of Directors on 23 August 2018.

Tony Carter

Chairman

(n) Unrealised gains resulting from the revaluation of assets of the parent, any subsidiaries or any associated

company

This report is compiled in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”). NZ GAAP consists of New

Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable financial reporting standards as

appropriate to profit-oriented entities.

There have not been any accounting policy changes during the year.

Page 4

Air New Zealand Limited

NZX Preliminary Final Report

APPENDIX 7 – NZSX Listing Rules
Number of pages including this one

(Please provide any other relevant

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10.details on additional pages)

For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.

Full name

of Issue

r

Name of officer authorised to

Authority for event,

make this notice

e.g. Directors' resolution

Contact phone

Contact fax

numbernumberDate

Nature of event

BonusIf ticked,Rights Issue

Tick as appropriateIssuestate whether:Taxable/ Non TaxableConversionInterestRenouncable

Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

X

whether:

InterimYear

X

SpecialDRP Applies

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per securityPayment

(does not include any excluded income

Excluded income per security

(only applicable to listed PIEs)

SupplementaryAmount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credit

issue state strike priceWithholdin

g Tax(Give details)

Foreign

FDP Credits

Withholdin

g Tax(Give details)

Timing

(Refer Appendix 8 in the NZSX Listing Rules)

Record Date 5pmApplication Date

For calculation of entitlements -Also, Call Payable, Dividend /

Interest Payable, Exercise Date,

Conversion Date.

Notice DateAllotment Date

Entitlement letters, call notices,For the issue of new securities.

conversion notices mailedMust be within 5 business days

of application closing date.

OFFICE USE ONLY

Ex Date:

Commence Quoting RightsSecurity Code:

Cease Quoting Rights 5pm:

Commence Quoting New Securities:Security Code:

Cease Quoting Old Security 5pm:

EMAIL: announce@nzx.com

Notice of event affecting securities

Air New Zealand Limited

Karen ClaytonDirectors' Resolution

64 21 046 846964 9 336 266722 082018

Ordinary SharesNZAIRE0001S2

In dollars and cents

$0.110

Enter N/A if not

applicable

N/A$0.007639$0.042778

NZ Dollars$0.019412

$123.5 million

Date Payable

19 September 2018

7 September 201819 September 2018

N/AN/A

=== IR PAGE TRANSCRIPT: 2018 Annual results Analyst Call Transcript ===

Annual Results Investor Briefing
23 August 2018



Page 1 of 19

Start of Transcript

Operator: Thank you for standing by, and welcome to the Air New Zealand 2018 annual

results call. All participants are in a listen only mode. There will be a presentation followed

by a question and answer session. If you wish to ask a question you will need to press the

star key followed the number one your telephone keypad.

I would now like to hand the conference over to Air New Zealand's Head of Investor

Relations, Leila Peters. Please go ahead.

Leila Peters: Thank you, and good morning, everyone. Today's call is being recorded and

will be accessible for future playback on our investor centre website, which you can find at

www.airnewzealand.co.nz\investorcentre. Also on the website you can find our annual

results presentation, shareholder review, financial report, media release and relevant

Stock Exchange disclosures.

Speaking on the call today will be Chief Executive Officer, Christopher Luxon, and Chief

Financial Officer, Jeff McDowall. I would like to remind you that our comments today will

include certain forward-looking statements regarding our future expectations which may

differ from actual results. We ask that you read through the forward-looking cautionary

statement provided on slide 2 of the presentation.

This morning Christopher will provide a business update on the 2018 financial year, then

Jeff will provide more details into the financial results, fleet plan and hedging profile.

Christopher will then provide some insights on expectations for 2019 before we open up

the call for questions.

In the appendix of the presentation are a number of slide that we will not be specifically

speaking to which provide key financial and operational details. We recommend that you

take the time to review that information.

With that, I will turn the call over to Christopher.

Christopher Luxon: Thank you, Leila. [Inaudible – Microphone Inaccessible] and good

morning, everyone, and thanks so much for joining us on this call.

Before I go into the financial highlights of 2018, which were, once again, incredibly strong,

I do want to acknowledge the operational challenges that we have faced this year. While

there hasn’t been a material financial impact from this in our 2018 results, we do know

that these operational disruptions have had an impact on some of our customers, and I


Annual Results Investor Briefing

23 August 2018



Page 2 of 19

would like to personally thank them for their patience and for their loyalty as we work

through these issues.

I also want to thank our people at Air New Zealand here for their resiliency (sic) and their

dedication as they’ve put in tremendous effort to get our schedule on track and to keep

our customers moving throughout it all.

This is another example of how important our culture is to our organisation because when

you have people who are focussed on delivering the bet customer experience possible in a

variety of situations, that is what drives customer loyalty and a sustainable business that

then can absorb challenges in the market like those that we've seen this year.

As we look forward we continue to see good demand across our key markets. Despite the

higher fuel price, that growth is expected to be profitable and it is aligned with our

philosophy that all routes have to perform on their own merits. We have some great

opportunities to execute on this year in launching new destinations such as Chicago and

Taipei, as well as new fuel efficient aircraft that will be arriving very shortly.

Beyond our fleet we will continue to invest in the customer proposition with enhancements

to our in-flight and ground experience, as well as digital channels. It is those investments

that we have made historically that have helped us maintain a strong position as we

compete against larger global airlines, even now, as we experience the impact of increased

fuel and the operating costs on the business.

We continue to work closely with Rolls Royce to limit the impact of the global Trent 1000

engine issues, but we do recognise that we need to deliver greater schedule certainty for

our customers going forward. Therefore, we are proactively making adjustments to our

schedule which will limit the impact of this issue on our overall network. I'll go into some

detail on how that will work later on.

As always we continue to be laser focussed on our operating costs, and you will see that in

the results this morning.

Finally, our strong balance sheet has helped us to deliver sustainable ordinary dividends to

our shareholders.

Moving to slide 6, I'll briefly touch on the headline financial results before Jeff goes a bit

deeper into the details. Our operating revenues were $5.5 billion, which was a record for

the airline. Driven by that strength we delivered the second highest profit in Air New

Zealand's history, with earnings before taxation of $540 million, up 2.5% from the prior


Annual Results Investor Briefing

23 August 2018



Page 3 of 19

year.

Net profit after tax grew 2.1% to $390 million, and operating cash flow growth was very

strong at 14% to deliver $1 billion. The $540 million profit is in line with guidance that

we've provided going all the way back to last August where we said we were expecting this

year's earnings to exceed the $527 million level from 2017.

What makes me especially proud is that we were able to achieve this despite a $135

million impact from increased fuel prices in the year. That $135 million was driven by $198

million, or a 25% increase, in the average price of jet fuel in the year, from $60 to $75 per

barrel, which was then partially offset by $63 million in gains from our fuel hedging

program. If we were to look at our 2018 versus 2017 earnings on a comparable fuel basis

we'd actually delivered a 38% increase, which was driven by very strong revenue

performance.

Finally, as we stated at our interim result in February, the unscheduled engine

maintenance for some of our Boeing 787-9 aircraft has not had a material impact on

earnings in the year.

To briefly wrap up my observation about this year's performance, 2018 was most certainly

a challenging year with regard to operational disruptions and our efforts to mitigate these

issues for our customers. However, these types of issues can arise in an airline, and we

know it can be a tough business and that things can happen. It is how we go about

managing and absorbing the unexpected issues when they arise that is fundamentally

important. There is no doubt that our ability to respond quickly and effectively allowed us

to persevere and to deliver our second highest result.

I'll now hand it over to Jeff to discuss the details of the result.

Jeff McDowall: Thanks, Christopher, and kia ora to everyone on the call. If we take a look

at the key drivers of the result passenger revenue increased 6.7%, reflecting growth and

strong demand, as well the stabilisation of competition in some of our key markets.

Demand was up 5.3% on capacity growth of 5%, and RASK grew strongly by 1.6%. Our

cargo business also delivered very strong yields and volume growth, resulting in a 9.6%

increase in revenues.

Supporting the positive growth in our revenue base was another solid unit cost

performance. While reported unit costs grew 4% in the year underlying unit costs

improved 0.5%. Once again, efficiencies driven by various cost initiatives and economies of


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scale more than offset the impact of price increase and contributed $104 million overall.

Now I'll briefly touch on some of the key movements which affected our performance

during the year. To better understand the dynamics of each component we've isolated the

impact of foreign exchange. I won't go into the details of every line item, but a detailed

profitability waterfall and commentary can be found in the annual shareholder review on

the investor centre website.

I've already discussed the strong passenger and cargo revenue performance, but also

included in the $362 million revenue growth is $38 million in other revenue, largely from

third party maintenance work on US Navy gas turbine engines, some of which is expected

to carry over into 2019 as well.

Labour costs continue to show productivity benefits, increasing by only 2.5%, and head

count increasing by only 1.7%, which are both much lower than the rate of capacity

growth, which is an excellent result.

Christopher has already touched on the movements in fuel costs, and there's a detailed

waterfall in the appendix that shows the breakdown of each component contributing to the

overall $165 million net impact. It's worth noting that our investment in fleet continues to

demonstrate good fuel efficiency, with volume consumption up 3.6% compared to 5% ASK

growth.

Maintenance, aircraft operations and passenger services costs increased by $113 million.

Increased capacity, passenger numbers and price increases drove the additional costs in

our aircraft operations and passenger services. Maintenance expenditure increases were

driven by approximately $16 million and third party maintenance activity, as well as higher

jet fleet engine costs and growth in the fleet.

Sales and marketing and other expenses increased by $30 million due to higher loyalty

activity, commissions and higher property and digital spend, which was partially offset by

lower advertising costs.

The net impact of all these movements is an incremental increase in earnings before

taxation of $13 million.

Our passenger revenue performance is very strong for the year, with overall positive

[unclear] despite the increase in capacity growth to 6.6% in the second half of the year.

As you can see in the table on the right side of the slide, demand in Domestic was

particularly strong, exceeding our earlier expectations of performance, with revenue


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growth of 8% and RASK growth of 3.5%. This was driven by robust business traffic and

continued leisure demand across the network.

The Tasman was another market that saw substantial revenue improvement, which was

driven by the exit of a competitor from the Auckland market as well as strong underlying

growth with point-to-point traffic. Revenue grew 10%, and RASK grew in the mid to high

single digits.

We discussed back in February our plan to increase capacity to the Pacific Islands,

specifically in the fourth quarter, with overall capacity growth of almost 20%, driven by

increased utilisation of aircraft during our low season. That high rate of growth led to a low

single digit decline in RASK for that market, but the longer sector flying to destination such

as Honolulu and Bali also drove efficiencies on the cost side.

Moving to Asia, both Shanghai and Singapore saw moderate RASK improvement, thanks to

an improving competitive environment from the prior year. Our capacity was slightly

reduced in the year, which is largely the result of less double-daily flying to Shanghai

during Chinese New Year. Hong Kong RASK remained under pressure, declining in the low

single digits due to a significant increase in competitor capacity over the peak season.

As discussed in the interim result, we grew our Japan capacity by 13% in the year, which

was driven by obtaining access to flights at Haneda Airport in Tokyo in addition to our

Narita service. As expected, the new service drove a decline in RASK for the year, which

was primarily seen during the low season, while the peak months were stable.

As Christopher will mention later on, we've seen good forward bookings for Japan for both

inbound and outbound traffic into the coming peak season, and will continue working on

growing demand into this important market over the next 12 months.

Lastly, our North America RASK result met our expectations this year, driven by both

strong demand and a stabilised competitive environment with our competitor adjusting to

a seasonal service. Houston in particular saw really good momentum, as new demand

continues to come from strong connecting traffic to the Mid-West, South, and Eastern

parts of the US.

Turning to Cargo, which delivered another strong revenue improvement this year. Cargo

revenue increased 9.6% driven by very strong volume growth of 6.3% as well as yield

growth of 3.3%. The volume growth was driven by increased capacity to North America

and the Pacific Islands, improved runway conditions at Los Angeles Airport which had an


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adverse impact in the prior year, and strong yields driven by higher density cargo.

I would also add that we're continuing to see value from our Alliance partnerships in the

cargo space, with increasing connectivity to more destinations, allowing exporters to send

their products beyond our traditional network.

Turning now to our operating costs; CASK adjusted for the impact of fuel price, FX and

third-party maintenance improved by 0.5%. $104 million of cost efficiencies related to the

benefits of fleet simplification, economies of scale and other cost-saving initiatives more

than offset the impact of price increases.

As we mentioned at our interim result, we incurred about $5 million of cost from the fuel

pipeline disruption in September last year, but we haven't isolated those for the purposes

of this chart. Reported CASK increased 4% which was driven by average fuel price

increases of 16%.

To provide better clarity on the underlying business we've broken out the increase in third

party maintenance costs which are not driven by ASKs and are more than offset by

revenue growth.

We've starting getting more questions from investors regarding the Christchurch Engine

Centre, which is the only business reflected in the share of earnings from associates in our

P&L. This joint venture was formed with Pratt & Whitney back in 2001, and it's a fantastic

collaboration. We own 49% of the business, which handles maintenance, repair and

overhauls for V2500 engines, which power the majority of Airbus's narrow-body aircraft,

including our own.

That business has steadily grown, which is reflected in our share of earnings over recent

years. What drives that growth is essentially volume, with the facility currently set up to

handle approximately 120 engines in a year. The significant growth you see this year has

primarily come from more engines.

Looking ahead to this year, we would expect to see a moderate growth from the

Christchurch Engine Centre, albeit it at a lower rate than the 27% we saw last year. That

slower rate of growth is due to the facility being near its capacity, although we're currently

reviewing options to increase that capacity going forward.

We generated significant operating cash flows of $1 billion in the period, which is an

increase of 14%. The increase reflects strong cash operating earnings and in increase in

working capital cashflow. Additionally, we had lower cash tax payments related to a


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transition tax timing change on the treatment of engine maintenance. The reduction in

cash taxes reflects a catch-up as the legislative tax rule went into effect. We entered the

period with net cash on hand of $1.3 billion.

As I mentioned in the interim results earnings call, we've updated our liquidity target to be

in the range of $700 million to $1 billion, and we'll transition to that level over time. Our

plan to start reducing the cash level will be primarily through the purchasing of narrow-

body aircraft, some of which will occur this year.

Our gearing at the end of the period was 52.4%, a small increase of 0.6 percentage points

from last June, which is well within our target range of 45% to 55%. The increase was

largely due to foreign exchange movements in the purchase of new aircraft, partially offset

by strong operating earnings.

We continue to maintain a credit rating of Baa2 from Moody's, with a stable outlook.

As the result of a positive medium-term outlook, the airline's financial strengths and

capital commitments over the next few years, as well as the current trading environment,

the Board was pleased to announce a fully imputed final dividend of $0.11 per share,

which brings the total fully imputed dividend declared for the year to $0.22 per share, an

increase of 4.8%.

If I move now to our fleet; this month we entered into a commitment with Airbus to

purchase A321 NEO aircraft for our domestic network. This is separate from the existing

order of NEOs that will be arriving shortly for deployment on the Trans-Tasman and Pacific

Island networks. As I discussed at our recent investor day this past June, we've been

growing our domestic business very strongly over the past five years. We currently have

17 aircraft operating on our larger domestic routes, consisting of A320 CEOs that were

delivered between 2011 and 2016.

Since 2016, we've grown the network almost 20% driven by increased utilisation of our

aircraft. To grow further though, we'll be using a phased approach that efficiently and

moderately increases the network capacity.

As the new A321 and A320 NEO aircrafts come into our short haul international fleet over

the next two years, we'll take some of the freed-up aircraft and deploy them on domestic

routes. From 2020 these older leased aircrafts will be replaced on a one-for-one swap with

the large A321 NEOs, which will provide efficient grace to up gauging and deliver cost

efficiencies as well.


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As you can see illustrated on slide 17, this fleet plan will initially grow our domestic jet

fleet to 20 aircraft, and then remain at that level but with considerably more seat growth

into the network as the proportion of A321s increases. Ultimately through this phased

replacement plan, our domestic fleet of 20 aircraft will include seven A321 NEOs by 2024.

In the chart on slide 18, you can see the phasing of our updated aircraft capital

expenditures through to 2022, which total approximately $1.5 billion based on exchange

rate of $0.66. This figure includes new commitments for the domestic A321 NEOs, but

does not include any assumptions on CapEx related to the Boeing 777-200 replacement

program, as the aircraft selection is currently in progress and won't be decided until some

time in the first half of the next calendar year.

One additional change from the previous forecast disclosed last February is a delivery date

for one of the Trans-Tasman NEOs, which has been pushed out now from the 2020

financial year to 2022, reflecting opportunities to increase utilisation of the existing fleet.

Finally turning to the fuel outlook; assuming jet fuel at US $85, the higher price of fuel will

be a headwind of approximately $220 million over last year, net of hedging, with a fuel

cost of approximately $1.35 billion. To be helpful, we've provided an outlook of estimated

fuel costs based on an assumption of jet fuel price in US dollars per barrel. The dotted line

represents the unhedged impact of rising or decreasing fuel costs. Based on the make-up

of our hedges, we've also provided an approximation of how movement up or down of fuel

price would impact our fuel cost to NZ dollars. I would note that while this estimate

assumes an FX rate of $0.66, movements in the exchange rate would have a relatively

small impact on our bottom line as those movements are offset by FX hedging.

Our largest currency exposure is the US dollar, and we currently have approximately 80%

of our 2019 exposure hedged at a rate of 0.7105.

Now, let me turn the call back to Christopher to discuss the outlook for the rest of the

year.

Christopher Luxon: Well thanks Jeff, and turning to Slide 21, I'll briefly provide some

perspective on the dynamics we're currently seeing across our major market.

While our July operating statistics reflected a tough comparator with the benefits from last

year's Lions tour, our forward booking for the rest of the first quarter and certainly leading

up to the summer peak season, are developing very well, particularly from the US market.

Now, looking at Domestic first, we're targeting growth to be in line with demand, which is


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supported by a strong economic climate which includes robust business traffic as well as

domestic leisure travel. Offshore demand for domestic travel has also been growing

strongly as we continue to benefit from inbound tourists moving throughout the network.

Moving to the Pacific Islands, after a year of incredibly strong expansion we will see the

annualisation impact from last year's capacity growth in the first half, which will then

actually moderate to a more typical level in the second half of the year. We're still seeing

good outbound demand from New Zealand to these markets, but we note that overall

market capacity is expected to increase approximately 10%.

Shifting to the Trans-Tasman market, which has seen significant change last year as the

result of a competitor exit, we continue to see strong point-to-point traffic, specifically

leisure travel. It is too early to gauge the impact of market capacity growth that will

commence in November, but we remain very confident in our strong customer proposition

on the Tasman, and we are excited about the growth opportunities including new routes to

Brisbane from Wellington and Queenstown.

Then looking to our long-haul network, I'll first touch on Asia where the forward bookings

for our new service to Taipei are shaping up well. We will also be launching a second daily

service to Singapore, which we'll operate beginning in April, into our fourth quarter.

While our Hong Kong service experienced a strong competitive environment last year, we

see stabilising market capacity going into the summer peak.

As Jeff mentioned earlier, Japan, which is our second-largest long-haul market after the

US, is performing very well with good inbound and outbound demand.

Touching briefly on Europe, our Los Angeles to London service was under pressure last

year from strong Trans-Atlantic competition, and we expect this to continue this year and

against the backdrop of Brexit, we would expect some of the softness to continue.

As always, our strategy for this route is based on strong point-to-point traffic between the

US and London, but we can utilise indirect flows to and from New Zealand to support

demand if needed. This service is also extremely efficient from an aircraft utilisation

perspective.

Now in South America, we are seeing some impact on inbound demand from Buenos Aires,

due to the weaker peso as the US dollar has strengthened. However, there is still good

connected traffic from Brazil, and the outbound demand from both Australia and New

Zealand remain strong.


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Lastly, turning to North America, we are seeing strong early demand trends going into the

summer peak season. Bookings for our new Chicago route are performing really well, and

this new destination will provide great stimulation of both point-to-point and connecting

traffic between the US and New Zealand.

Vancouver also continues to perform well, following on from last year's strong

performance.

Overall, looking across all of our markets, the demand dynamics in most of our key

markets appear robust, the competitive environment generally has stabilised, and we are

optimistic about the revenue performance this coming year.

Now many of you will be familiar with the issues we've faced since December last year with

the Rolls-Royce Trent 1000 engines on some of our Boeing 787-9 aircraft. Over the past

nine months we've been working closely with Rolls-Royce as some of these engines have

needed to undergo preventative maintenance. To cover for the impacted aircraft, we

deployed wet least aircraft over the past summer peak season, as well as in May and June,

as we were determined to keep our customers moving.

Now, going forward, we're introducing three dry leased aircraft as a temporary measure to

support our network, while we continue to work through the engine maintenance schedule.

However, we were recently notified that there is likely to be a delay in getting some of our

engines back. Just to be clear, the delay is not in relation to any new technical issues,

rather it is because the timing of the engine maintenance program has shifted. We have

therefore taken proactive steps to modify our schedule to give greater schedule reliability

to our customers.

Our customers have already experienced a series of delays, rescheduled flights and

cancellations, largely attributable to the impact of aircraft availability across the wider

network. These disruptions do not meet the high standards we set for ourselves and we

have determined that going forward we will free up the equivalent of two wide bodied

aircraft in order to provide more resilience and certainty to our schedule and for our

customers, in addition to the three dry leased aircraft. The schedule adjustments will

include frequency reductions on our Taipei and Buenos Aires services, as well as seeking to

retime some of our flights to Haneda. There will also be resulting flow on impacts on some

of our short haul routes and we estimate these actions will impact our 2019 profit by about

$30 million to 40 million.

Now on Slide 23 we have provided our current capacity plans for the year which are fairly


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self-explanatory. We have provided some commentary explaining the key capacity drives

in each major market and overall growth is expected to be between 4% and 6% for the

year, which will be predominantly driven by growth in the Tasman and international long

haul networks.

Turning now to the outlook for the year. Based upon current market conditions and

assuming an average jet fuel price of $85 per barrel, 2019 underlying earnings before

taxation is expected to be in the range of $425 million to $525 million. This excludes an

estimated $30 million to $40 million impact from scheduled changes prompted by the

global Rolls-Royce engine issues.

So thank you for listening and now operator, please open up the line for any questions.

Operator: Thank you. If you wish to ask a question, please press star one on your

telephone and wait for your name to be announced. If you wish to cancel your request

please press star two. If you are on a speaker phone please pick up the handset to ask

your question. Your first question comes from Andy Bowley with Forsyth Barr. Please go

ahead.

Andy Bowley: (Forsyth Barr, Analyst) Thanks moderator and good morning Christopher,

Jeff and Leila. I have got a couple of questions, the first of which relates to some of your

comments around demand Christopher. You referred demand dynamics are robust across

the portfolio. More specifically the New Zealand consumer is where I am interested and

there has been a lot said and written about the health and future health of the New

Zealand consumer in recent times. What are your forward bookings telling you about New

Zealand consumer, particularly outbound long haul across the network which I guess

where the lead time is bigger? Then more specifically within the domestic business to the

regional components of the network.

Christopher Luxon: Morning Andy, good to hear from you. Look, the bottom line is that we

are seeing really good underlying demand dynamics in the business and so whether I look

at New Zealand outbound which was up 7%, whether I look at what's happening in

regional New Zealand which is going tremendously quickly, probably double GDP growth,

the bottom line as we look out in the next six months we have got a really strong booking

profile across all our network to be honest, so that's domestic New Zealand, short haul and

long haul. I appreciate there's lots of commentary in the market around business

confidence. We see it often early and fast but we are not seeing it.

Andy Bowley: (Forsyth Barr, Analyst) Is there any - in terms of the next six months is


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there any difference to the last six months or just very much the same?

Christopher Luxon: No, no, it's just continued strength really, so we haven't seen any

change.

Andy Bowley: (Forsyth Barr, Analyst) Great. A second question then. Thanks for that. A

second question around the cargo business. So [unclear] numbers show freight has

slowed through 2018 year to date and I recognise your revenues have been pretty strong

in cargo in both first and second half, albeit volumes have come off a little bit in the

second half. What are you seeing on a month by month basis in the cargo business? Can

you give us a little bit more input in terms of the changes between volume and yield in

particular?

Jeff McDowall: Yes, hi Andy, it's Jeff. As you said we have seen really strong growth in

cargo in the past year as well, close to 10% and that was - the biggest single factor there

was Pacific long haul where we have seen both volume growth, but we have also been able

to tap into markets that we didn't previously access that much including higher density

cargo going between Asia and the US, transiting through Auckland, which kind of gets to

the point that we can tap into pockets which allow us to grow in a way that's not purely

dependent on the underlying kind of level of demand growth.

As we look forward, as I look at August for example, it's a similar picture. The cargo

revenue is looking pretty strong. I mean if we think of FY19 as a total we would expect

cargo to continue to grow. Whether you would see 10% again is another question but we

would expect to continue to see solid growth and our forward profile is showing that.

Andy Bowley: (Forsyth Barr, Analyst) Great. Thanks Jeff, thanks Christopher.

Christopher Luxon: Thanks Andy.

Operator: Your next question comes from Andrew Steele with First NZ Capital.

Andrew Steele: (First NZ Capital, Analyst) Good morning. I guess just the first one is a

point of clarification following on from Andy's question. You commented on the demand

profile being strong. How does the forward pricing or yield environment look?

Jeff McDowall: Hi Andrew, Jeff again. Yes, good, is the short answer. If you look at

domestic in particular, for example, we increased fares there in May and we are seeing

both a strong booking profile but also seeing positive yield momentum as well look

forward. We are also seeing that across the reset of our short haul business, Tasman in

particular, so yes, a positive picture there.


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Andrew Steele: (First NZ Capital, Analyst) How does that look in long haul as well?

Jeff McDowall: Yes, so also good. I mean it's a more mixed set of points of sale, so it's a

demand picture as well as a yield picture, but yield is looking stable and demand is looking

really strong. Actually if I think about our peak season, it is early in the booking curve for

that, but the bookings we are seeing, if anything, a little better than we expected and the

forward revenue as well, looking at the bookings multiplied by the yield. That's a little bit

better than we expected. I mean it's early in the period, like I say, so you can't really

bank that yet but we are very positive and optimistic about that period.

Andrew Steele: (First NZ Capital, Analyst) That's great, thank you.

Christopher Luxon: The only thing I would add Andrew is that we have seen a much more

stabilised competitive environment and whether that has been some of our competitors

from North America only operating over the summer peak, we are starting to see some of

the Asian Chinese carriers moderate capacity as well and certainly on the Tasman and

even in domestic New Zealand a little bit with our competitor there. So I think the upshot

is that as we go forward and across all those sells in all those markets we are actually

feeling that we are in a good position.

Andrew Steele: (First NZ Capital, Analyst) That's great, thank you. Just on Rolls-Royce

issues, I mean you have had to take on new leasing and there has been I guess

maintenance disruption. How should we think about the evolution of lease costs going into

FY19 and maintenance on a unit cost basis? I guess also more broadly, if you can tell us,

are there sort of any offsets you have with Rolls-Royce for compensation?

Jeff McDowall: Yes, hi Andrew. The relationship with Rolls-Royce, as we have sort of said

before is very positive and very supportive. We are not in the position, as I have kind of

talked about before, to give you any commercial details of that but the consequence that

you saw in FY18 was that there was no material impact. As you look forward there has

been some, as you say, we have got three dry leased aircraft in our fleet, or about to be in

our fleet, so the cost of that we don't expect to be material. There is a small component of

that in the guidance range that we have given for the period to $40 million impact but that

is a relatively small component. There is also, as you kind of alluded to, a 777-200 dry

lease, for example, has got a higher operating cost base than a 787, so you will see that

flow through, but again it is relatively minor.

Andrew Steele: (First NZ Capital, Analyst) That's excellent. That's all from me. Thank you

very much.


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Operator: Your next question comes from Marcus Curley with UBS Investment Bank.

Marcus Curley: (UBS Investment Bank, Analyst) Good morning team. Just a few from me.

Could you just talk to what drives the range in the FY19 earnings? I suppose the only

thing I picked up Christopher was your comments around the uncertainty around Tasman

yields, but anything else that you would highlight which creates the $100 million range

outside of normal business volatility.

Jeff McDowall: Yes, you're right Marcus, it's Jeff. It is - revenue by far is the most volatile,

well I hesitate to use the word volatile, variable proportion of our P&L, so it's really

revenue performance that would drive that range. If we see strong continued demand we

would be aiming to be towards the top end of that range but that is really the variable.

Marcus Curley: (UBS Investment Bank, Analyst) On the downside, is Tasman the only

thing you would highlight as a key risk at this stage?

Christopher Luxon: Well the other piece is probably Pacific Islands where we have had

competition. But otherwise I mean the Tasman, yes, we have got post the Virgin alliance,

we have got more capacity going in. A lot of the Tasman growth actually is really around

our A321 Neos coming in. There is about two points out of the seven to nine in the

Tasman PI sell and we have got some extra growth coming in for Brisbane from

Wellington, Queenstown, et cetera. But the bottom line really is when we look at all those

sells really it's PI and the level of competition, but the demand is strong in general across

our sells.

Marcus Curley: (UBS Investment Bank, Analyst) Okay and then just on the Rolls-Royce

estimated costs. It sounds like the majority of the $30 million to $40 million is lost

revenue by default.

Jeff McDowall: Yes, that's right. So essentially what we have done is we have designed a

series of schedule changes which collectively will free up essentially two aircraft, two lines

of flying and we have valued each of those. As you alluded the bulk of the cost there is

revenue, so for the flights where, the sectors where we are reducing frequency, it's the

revenue that we lose less the cost production from not doing the flying. Then there's a

combination of gauge changes as well, particularly on the short haul network, which have

both a cost and a revenue implication.

Marcus Curley: (UBS Investment Bank, Analyst) What confidence do you have that this

would only be isolated to FY19?


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Christopher Luxon: I think based on what we know today Marcus, we expect that we will

be able to get our engines through the shops in the next 12 months.

Marcus Curley: (UBS Investment Bank, Analyst) Okay. Then just moving on to the CapEx.

I know you are still to make a decision on the 777-200 replacement. Could you just talk a

little bit about when the first of those aircraft are likely to turn up? Specifically when you

have obviously put your first CapEx guidance out for 2022 one would assume that that's

going to be subject to some of those aircraft arriving in that year or potentially earlier.

Jeff McDowall: In the financial year, so Andy it will 2023, the plan at the moment has the

first - sorry Marcus - has the first aircraft arriving in late calendar 2022, so FY23. We

haven't signed the contract yet, we haven't made a decision yet, but normally there would

be some pre-delivery payments so you would expect those to start to flow through

between now and then.

Marcus Curley: (UBS Investment Bank, Analyst) Great and then lastly, are you willing and

able to provide any comments on dividends for 2019 if you hit the midpoint of your

earnings guidance?

Jeff McDowall: Well we are not really in a position to provide dividend guidance. I mean

we would sort of reiterate our policy of providing our consistent and sustainable dividends.

As you know we are getting towards a period, or getting closer to the period, where we

have got a lower level of CapEx and an elevated level of free cashflow, so we continue to

see that the Board will have an opportunity there to consider further distributions.

Marcus Curley: (UBS Investment Bank, Analyst) Great, thank you.

Operator: Your next question comes from with Joseph Horbec Goldman Sachs.

Joseph Horbec: (Goldman Sachs, Analyst) Thanks moderator. Just two quick questions.

The first one, the team mentioned that there would be no material impact of the Rolls-

Royce engine issue in FY18. Could you specify why that's the case and potentially how

much it was?

Christopher Luxon: The short answer is no. They are commercial terms and considerations

that we have with Rolls-Royce and I think we have been quite consistent around that.

Jeff McDowall: [Unclear], exactly right.

Joseph Horbec: (Goldman Sachs, Analyst) Sure, but the issue has been around for a while

so have those costs been taken into FY19 instead of FY18?


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Jeff McDowall: I mean what we are providing in terms of the guidance that relates to Rolls-

Royce specifically is purely about the impact that we expect to see for FY19. There is

nothing in there that relates to the prior year.

Joseph Horbec: (Goldman Sachs, Analyst) Okay. Just the second question, I've been

looking at the short-haul and long-haul monthly RASK that the company produces in its

operating statistics, it looks like the short-haul is turning negative year-on-year, while the

long-haul is turning positive in terms of growth year-on-year. What would be the reasons

behind that?

Jeff McDowall: The real reason, to be honest Joseph, is that we had a travelling rugby

team with us last year from Britain, the Lions, which was a wonderful rugby series and

match, and we don't actually have that in this comparative for July that’s just completed.

So we’re actually lapping the Lions’ traffic that came through New Zealand in July last

year, and wasn’t present this year.

Joseph Horbec: (Goldman Sachs, Analyst) In terms of the positive long-haul growth?

Jeff McDowall: Oh just strong underlying demand, as we’ve talked about before.

Leila Peters: Yes, hi Joseph, it’s Leila. Also yes, it’s the lapping of improved competitive

environment from last year as well. What I would point out on the short-haul that’s

important to note, Christopher touched on the Lions, so that really impacted, we saw that

very strongly in the first half of July, the year-on-year [is tough to] compare, but then as

we moved into the second half we were right back into the strong RASK growth in that

10% range. So right back to where we were in May, June, and looking forward still a

consistent dynamic, so it really is a one-off, but yes, it definitely skewed the short-haul

numbers for July.

Joseph Horbec: (Goldman Sachs, Analyst) Okay, thanks a lot, guys.

Operator: Once again, if you wish to ask a question, please press star one on your

telephone and wait for your name to be announced. Your next question comes from Nick

Mar, with Macquarie Group.

Nick Mar: (Macquarie, Analyst) Morning guys. Just within the guidance, are you able to

elaborate on what your assumptions are around CASK improvement? You previously

signalled a low single-digit for FY19.

Jeff McDowall: Yes, that’s right. So we’re still seeing positive CASK opportunities in FY19.

We’ve got the economies of scales will come from the growth, which is actually a little


Annual Results Investor Briefing

23 August 2018



Page 17 of 19

higher than in FY18. We’ve also got the A320 and A321 NEOs coming in, which will provide

a CASK improvement.

Nick Mar: (Macquarie, Analyst) Is there any offset with the disruption and the changes to

the schedule that you’re having to put through, that may drag on some of that

improvement?

Jeff McDowall: The replacement, for example, of a line of flying down by a 777-200 leased

aircraft versus a 787, will have some cost impact, but when you see that roll up into a

CASK number at the end of the year, it will be relatively small.

Jeff McDowall: Yes, the underlying trend continues from what we’ve talked about, Nick, in

the last few years, to be honest.

Nick Mar: (Macquarie, Analyst) Yes, that’s great. Thanks, guys.

Jeff McDowall: Thanks, Nick.

Operator: Your next question comes from Wade Gardiner, with Craigs Investment

Partners.

Wade Gardiner: (Craigs Investment Partners, Analyst) Hi guys. A lot of what I was going

to ask has been asked, but just a couple of questions. On slide 17, when you talk about

the CapEx, can you just clarify what the change is relative to what you disclosed at the

June Investor Day? Or is there is no change from that? The other questions were the Rolls-

Royce issues, you seemed to imply just before that you had an update around where you

were in the slot for the maintenance, can you give an update on timing of when you expect

that to all be resolved?

Finally, you mentioned earlier some revenue from I think it was US Navy contract that was

in FY18, and moving into FY19, can you put some numbers around that, what are we going

to see in FY18 versus FY19?

Jeff McDowall: Hi Wade. So your first question about slide 17, which is the one that

describes the domestic growth from A321, that is the picture as we presented it at the

Investor Day in June. We’ve just made it a bit more explicit, but it’s exactly the same

decision, it’s the same number of aircraft.

[Inaudible – Multiple Speakers]

Wade Gardiner: (Craigs Investment Partners, Analyst) Yes, so the CapEx forecast hasn't

changed.


Annual Results Investor Briefing

23 August 2018



Page 18 of 19

Christopher Luxon: Missed that, sorry.

Wade Gardiner: (Craigs Investment Partners, Analyst) So the CapEx forecast really hasn’t

changed from what we had in June?

Christopher Luxon: That’s right. Well, two changes. One is that we’ve gone out an extra

year, so we’re showing 2022 now. Previously we’ve shown up until 2021. The other is

there’s a little change because of the currency assumption.

Wade Gardiner: (Craigs Investment Partners, Analyst) Okay.

Christopher Luxon: Then just on the Rolls-Royce piece, essentially what’s happening is that

you’ve got a global production and parts backlog as obviously this is [unclear] affecting a

global fleet, and as Rolls-Royce deal with that through their production facilities, they’ve

got a throughput issue and challenge, and so when we send the engines up there for their

maintenance checks and servicing, it’s taking longer for them to get through the shop.

That’s ultimately what’s leading us to reset now to say, right, we’ve got three dry leased

aircraft coming in, and we’re going to free up two wide-bodies of flying, through making

some schedule changes. That’s an order to actually acknowledge the fact that it has been

operationally incredibly challenging this last nine months for our customers, and we want

to get back to a really strong schedule as a result.

So we still come back to the idea that based on everything that we know today, and the

guidance that we’re giving, we expect to be able to get those engines through those shops

in the next 12 months.

Jeff McDowall: Sorry, just on your third question, Wade, about the US Navy contract, I

can't tell you specific commercial details of that arrangement, but it’s a reasonably

significant step up from the past year, from FY17, and as we said in the presentation, it

delivered a positive margin. So there’s more than the cost [unclear] offset by the revenue.

As we look forward to ’19, it’ll be a similar thing, if anything a little bit more, so you’ll see

a little bit more cost, a little bit more revenue.

Wade Gardiner: (Craigs Investment Partners, Analyst) Okay.

Operator: Your next question comes from Jason Familton, with Accident Compensation

Corporation.

Jason Familton: (Accident Compensation Corporation, Analyst) Morning guys. Just a couple

for me, and related - I've just got off the NZR call and they’re talking about a return to the


Annual Results Investor Briefing

23 August 2018



Page 19 of 19

golden age of refining, just wondering about your chart set to be showing exposure to jet

fuel price, and how that reflects the changes that may or may not happen to crack spread.

Christopher Luxon: Hi Jason. Yes, so we do still hedge in crude rather than in the refined

product, so there isn’t exposure there. It’s been pretty stable over the past several years.

It is something though that we are actively looking at, particularly as you think about the

IMO regulation coming in from early 2020, so that is a topic that we’re actively engaged in

at the moment.

Jason Familton: (Accident Compensation Corporation, Analyst) The other one is clearly we

had the pipeline outage in the last 12 months, and there’s been a bit of investment at the

refinery around jet fuel, tankage and some of the jet fuel suppliers have been talking

about trying to recoup some of those costs from airlines. So how is that being reflected, I

guess the in-plane costs of putting jet fuel into the planes, and the guidance as well?

Christopher Luxon: Yes, there’s impact to that in the guidance. We’ve got really strong

relationships with the oil companies, and we’ve been working constructively with them. So

yes, there’s not a story there really.

Jason Familton: (Accident Compensation Corporation, Analyst) Okay cool, thank you.

Christopher Luxon: Thanks, Jason.

Operator: There are no further questions at this time. I’ll now hand back to Mr Luxon.

Christopher Luxon: Well listen guys, can I just say thanks again for listening to us on the

call. Thanks for your time and also actually just thank you also for your patience with us

over the last nine months as we’ve dealt with some of these operational challenges. We

are working really hard at it.

I am really proud of the result, it’s a great financial performance to power through the fuel

as we’ve done, it’s certainly been a big challenge operationally as we’ve dealt with the

Rolls-Royce issue, and I'm pleased and very proud of how the team handled that.

What I’d say is if you’ve got any further questions, or any more detailed questions in

particular, please don't hesitate to pick up the phone and reach out to Leila and Kim in our

Investor Relations team. Thanks again for your time, have a great day.

End of Transcript

=== IR PAGE TRANSCRIPT: 2019 Investor Day transcript ===

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EDITED TRANSCRIPT

AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

EVENT DATE/TIME: MAY 27, 2019 / 1:30AM GMT

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CORPORATE PARTICIPANTS

Cam Wallace Air New Zealand Limited - Chief Revenue Officer

Carrie Hurihanganui Air New Zealand Limited - Chief Ground Operations Officer

Christopher Mark Luxon Air New Zealand Limited - CEO

Jeff McDowall Air New Zealand Limited - CFO

Leila Peters Air New Zealand Limited - Head of IR & Financial Planning

Nick Judd Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

CONFERENCE CALL PARTICIPANTS

Andrew James Bowley Forsyth Barr Group Ltd., Research Division - Head of Research

Anthony Moulder CLSA Limited, Research Division - Analyst

Craig Brown ANZ New Zealand Investments Limited - Portfolio Manager of Australasian Equities

John Middleton

Marcus Curley UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Nick Mar Macquarie Research - Analyst

Shane Solly Harbour Asset Management Limited - Director & Portfolio Manager

Stuart Williams Nikko Asset Management New Zealand Limited - Head of Equities

Wade Gardiner Craigs Investment Partners Limited, Research Division - Senior Research Analyst

PRESENTATION

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Good afternoon, everyone. Welcome to Air New Zealand's 2019 Investor Day. Thank you for those of you joining us here in Auckland, and a very

big thank you to those of you joining us online on our live webcast. So my name is Leila Peters, and I'm the Head of Investor Relations and Financial

Planning here at Air New Zealand.

Before we get started, safety first. Emergency exits are located to my left, your right as well as behind you down the hallway over there, and

bathrooms can also be found down the back. As we're always trying to improve our sustainability, this year, we do not have presentation packs

printed out. However, you can download today's content on Air New Zealand's Investor centre website right now. You can also find it on the NZX

and the ASX website.

As always, I would like to remind you that our comments today will include forward-looking statements regarding our future expectations, which

may differ from actual results. This afternoon, you're going to hear from 5 members of our executive team. You will be able to find more information

on them in the biography section towards the back of the slide deck.

Okay. So the way we've structured this afternoon is as follows: Christopher will provide a business update, and then you'll hear about our network

and revenue growth opportunities from Nick Judd and Cam Wallace. Following that, we will have a brief Q&A section -- session for those speakers

before taking a short break for refreshments. Afterwards, we'll come back, and we'll hear about the opportunities on driving sustainable cost

improvement as well as our financial framework from -- and we'll hear from Carrie Hurihanganui and Jeff McDowall. Then we'll have a final Q&A

session with those speakers as well as Christopher joining us back on the stage.

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As always, we'll be taking questions from the audience in both sessions as well as through our online tool called Slido, where you can use your

smartphones and submit questions throughout the session. At each of your tables is information on the website and the meeting number, so that

you can log in and submit your question. There's also WiFi information for logging in on the table as well. We do hope that some of you are brave

enough to ask questions in person, otherwise, it will not be a fun afternoon. And we will conclude the event with some refreshments and some of

our fine Air New Zealand wines for those of you that are able to stay.

So before I invite our Chief Executive Officer, Christopher Luxon, to the stage, I'd like to play a brief video.

(presentation)

Christopher Mark Luxon - Air New Zealand Limited - CEO

Okay. Well, good afternoon, everyone, and thank you so much for joining us here this afternoon. As you can imagine, already, it's been quite an

exciting morning for us because we've ended up announcing that we're going Boeing 787-10 and GE GEnx engines. I think it might've been one

of the worst-kept secrets in the history of mankind or aviation, I suspect, over the last week or so, but awesome to have it confirmed and a really

great set up and a great configuration as we'll talk about later on into our future growth as we go forward.

We really do, however, look forward to these Investor Days. These are really important days in our calendar because it's a chance for us just to go

that little bit deeper with you to unpack some of the thinking that we have around how we manage this business, which is incredibly exciting but

incredibly complex, and you get some big deeper, richer insights around that, and obviously than we can do in our one-on-one sessions. It's

awesome today alongside Jeff later and myself to have Cam, Nick and Carrie with us, who'll be able to unpack some of these things a little bit more

as well.

However, the 4 big things I really want you to take away are these: The first is that I think we have built an incredibly agile and adaptable business.

When we think about what we have achieved and built over the time, we have demonstrated even again in the last 12 to 18 months that we can

adjust to changing circumstances incredibly well and incredibly quickly. The second big thing is that our team is really focused on regaining earnings

growth, and you're going to hear a lot more about that and get a sense of that through the course of the afternoon. But we've already implemented

some of those key metrics or measures or actions, whether that's been deferring some of our CapEx, freeing up $750 million worth of cash flow,

or whether it's some of the cost programs that we've got going on and revenue-enhancing initiatives, we think we're on a great track pathway to

be able to upgrade and improve on our earnings growth.

And thirdly, we really are, despite doing all of that, we want to make sure that we are doing or achieving results in a really high-quality way, and

that's why you'll continue to hear us talk about the importance of customer, cultural and commercial excellence, not just one of those 3 but all 3

together. We want to achieve great results, but we want to do it in a high-quality way, not just doing whatever it takes to crash and burn and

maximize our profit and loss. We want to build a really great world-class business here in New Zealand.

And then lastly, you'll hear from Jeff a little bit around how we build on the strong financial foundation that we've got. How do we fundamentally

withstand the changes and the challenge that we've got within our environment. But importantly, how do we work on our revenue and cost

initiatives to drive that strong free cash flow that we want to see continue to emerge in the business going forward. So they're the big 4 messages,

the big 4 takeaways that I hope that you will get out of this session this afternoon, and with that, I'll carry on.

The thing I'll say is that the business now after 79 years in existence, in April next year, it'll be 80 years that we've been going strong, has really built

itself into a very strong business. And it doesn't matter which dimension you look through. I think we should be incredibly proud of those results.

When you think about it now, it's a business that goes to 52 destinations in New Zealand and all around the world. We have 12,500 employees. We

have been the #1 corporate reputation now in New Zealand for 5 years. We've been the #1 corporate reputation company in Australia now for 3

years. I still love that. It still doesn't get old. It's just awesome, as I've said before, rocking into those Australian politicians and giving them a dirty,

great, big model of an Air New Zealand plane. And I'll continue to do that for as long as we possibly can.

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And then we're being delivering consistently good commercial results. For a small airline from this part of the world, we have some really awesome

structural competitive advantages that have enabled us to build out, I think, a really enviable track record of commercial success now over a long,

long period of time.

In terms of our Go Beyond strategy, that is still unchanged. That has been the mantra. It has been the organizing force that has helped us link our

stakeholders and our people together and unify them around a common mission and understanding of what this company is all about.

There are the 3 components to it: Firstly, what we call our purpose. That is all about how we supercharge New Zealand's success economically,

socially and environmentally. It's not just a bumper sticker. It's the reality of our business. We need New Zealand to be strong, and New Zealand

actually needs a very prosperous and successful Air New Zealand to support it as well. And so our 2 futures are inextricably linked. If we do that

job well, Air New Zealand will be just fine at the end of the day.

Our promise, which is about how we connect New Zealanders to the world and bring the world to us. We are 5 million people on 2 rocks in the

South Pacific Ocean, trying to link into 195 countries and 7.6 billion other people. And so the airline is the bloodstream of New Zealand and how

we connect to the world and bring the world to us.

And then finally, the objective is that we're not interested in being a world-famous give-it-a-go, Kiwi-battling company. We have an ambition to

be world-class New Zealand, and that means that we want to build cultural excellence, commercial excellence and customer excellence along the

way.

So that's why we get involved in a range of things. That's why we've got involved with things like the QR -- Queenstown Resort College, and where

we're trying to build talent that comes into the tourism industry straight out of high school amongst multi-Pacific students. That's why we get

involved in the Dryland Carbon initiative that we've got involved with, which has involved Z and Genesis and other companies as we think about

how we can manage our carbon emissions. But that's what leads us into those decisions is really very much our mission and our future.

And what I'd say about that is I know you've heard it all before, but we keep talking about it inside our business because every year, we have new

employees join us, and we want people to understand the mission and purpose and to get it into their DNA as well. And when eventually I go to

my retiree function at the ASB showgrounds in 30 years' time, I want to hear the then future of Air New -- CEO of Air New Zealand stand up, he or

she, and actually express that the mission and purpose of this company has remained unchanged as it has for the last 79 years, as it will for the

next 79 years.

So if I can take each of the 3 components. As I said, we really want equality of result. That's why we talk about the 3 Cs inside our business of

customer, commercial, culture. I know all of you sort of understand this, but these 3 aspects are often a tension within a business. You can hit your

commercial results by digging up your customer experience and saving money there, not investing on your people. But equally if we don't -- and

we can invest in the people and not face up to legacy commercial challenges that we've got as well. And so we have learned that our finances

enable us to invest in our customer and cultural experience. Investing in our people leads to customer experience and often, the commercial results

as well.

So if I can just take the customer component of it, what I'd say is that my observation from my past life has been that businesses that are in turnaround

mode have lost the voice of the customer, and that businesses always get into trouble when they lose the voice of the customer, particularly at

the top of management and with the top team. So for us, everything starts with the customer, and we're measuring our customer satisfaction

constantly. Mike Tod and his team probably talk to 4,000 customers a month in some form or another, and we can -- we have got everything

dashboard. We've got a powerful set of data analytics that can tell us right down to our lounge in a regional port what that level of customer

satisfaction looks like right through to the quality of a seat on a narrow-body plane flying to Kallaroo. So there's a dearth of information we get

around customer satisfaction. And that's useful because as we try and invest in that customer proposition, we're able to see what's working and

what's not working, what's a good investment, what's a good return on our money.

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Over the last 12 months, despite all the challenges that we've had operationally over that period of time, what's been amazing to see is that our

customer satisfaction has remained at record-high levels. Importantly, as I said, we've become the #1 company still in Australia and New Zealand

and be able to maintain that in what has been a challenging operational year has been really fantastic.

And importantly, our Net Promoter Score, which is a measure of customer satisfaction, an externally benchmarked industry comparator, has been

really exceptionally high and has continued to grow. And just to put it into a little bit of context, Air New Zealand's Net Promoter Score is probably

6x the global industry average. It's 3x the average for the average Star Alliance airline across the 28 airlines that are within the Star Alliance network.

So we know we have probably the highest Net Promoter Score of any airline on earth, and with that comes tremendous satisfaction, obviously, for

our customers, but with it also comes tremendous expectations. And that is that thing that actually propels us forward because our customers are

incredibly demanding of what they expect of Air New Zealand in the standard that they actually hold us to.

If I can think about our people, if I move to the cultural piece, we have 12,500 Air New Zealanders. It is, as we've said before, a business that's all

about flying people, not planes. And therefore, we know we have to have fired up and engaged people. We do that by investing in leaders. If we

invest in our leaders, we believe we build a better culture, we get high levels of engagement, and then we get differential effort. And if you want

to see an example of that over the last 12 to 18 months, the differential effort that's come in from Air New Zealanders across the whole of our

system has been profound, and that only happens because of the culture that we have built over subsequent years, and that people are actually

so attached to the organization, they want to go above and beyond than the same person doing the same job at one of our competitors. And so

with that differential effort comes really great levels of customer satisfaction. With that, in turn, comes really incredible levels of commercial

performance. And so for us, we will keep investing in our culture. It's not something that we do qualitatively. It's not something that we think of as

a nice-to-do on a Friday afternoon. It's actually a must-do for us, as important as the other 2 aspects of the 3 Cs, as we call them. And I know Jodie

spoke a lot more about that last year, to give you a little bit of a sense of how we build great leaders and great culture from within the organization.

But it's a good place to be. Air New Zealand is New Zealand's most attractive employer. It's a lovely named designation. I'm not quite sure. I think

that just means people like working here. But since 2011, it's been New Zealand's most attractive employer. We had 45,000 people apply for 3,000

jobs in the last year, and 60% of Kiwis say they want to work here. So we have a huge responsibility to make it a really special place, and clearly,

that's happening by evidence of the low levels of staff turnover that we actually have within the company as well.

So there's a lot more for us to do. We want to keep building this culture. We want to keep improving it and perfecting it over the coming years

together. And if I just think about 2 things, the first is we made a very big commitment this year to make sure that our parental leave policy was

the best that we could possibly build and probably the best in New Zealand. And we've been able to launch that out into our staff, into our market.

Even on a tough year, it's the right thing to do by our people, and we won't shy away from doing that.

The second thing is that the focus on the future of work is something that we're really starting to get our heads around. We are facing this fourth

industrial revolution and this big technological revolution, and with that comes tremendous amounts of change, great opportunity for New Zealand

and Air New Zealand, but great challenges as well around that. And we want to make sure that our people are set up to manage their transition

to a world of greater levels of automation. And so we have committed to what we call the future of work reskilling pledge, which is that by 2025,

we will have doubled the number of hours that we spend reskilling and retraining our people, so that they can make those adjustments as we

bring automation into the business and we can retrain our employees.

Why do we do that? It's because it's much easier for us. It's 2.5x cheaper for us to take an existing employee and retrain them for a new skill that

emerges within the business than actually to exit that employee, go out and hire a new one and bring the new employee with those skills into the

business. And so that's the sort of thing that we're committed to doing in order to build the culture.

I talked about this before but -- and I've talked about it in past years as well, but many times people will say Air New Zealand and global aviation

-- and I'll go to IATA in Seoul at the end of the week, and I'll meet with 150 airline CEOs that are represented there. And many of them often say,

"It's amazing how your airline does so well coming from your part of the world. You have a low level of commercial customers. You don't fly through

New Zealand to go to many places. You can fly for 4 or 5 hours and maybe hit some Australians on a good day." And the upshot is that we have

built really powerful, compelling and incredibly strong competitive advantages. When you look at our brand, our service, our culture we know that,

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that is so important to us. We have to know New Zealand. Air New Zealand is better than anyone else on earth, and we're going to keep improving

on that.

We have a great customer Loyalty Programme, which Cam and his team are leading, and we're getting people into the ecosystem of New Zealand,

Air New Zealand within New Zealand. We've got an alliance-driven network, which has given us huge access and derisked a lot of our growth over

the recent years. And finally, we've got this simplified, efficient fleet that we've talked about and reinforced again today with the decision that

we've made around fleet.

And our job, as I've said before, is we're just putting armor plate on top of armor plate on top of armor plate on those 4 dimensions. And we're

going to keep improving them, reinventing them, improving them, reinventing them because they are really strong differentiators and very strong

competitive advantages for us.

Importantly, for you guys and for our investors, those competitive advantages are really translating into very strong commercial success. And it

doesn't matter, they serve us well in a range of different environments and through different phases of the aviation cycle. And you can see here in

terms of total shareholder return, how being an airline, we've actually outperformed many of the indices across our region but certainly, other Asia

Pacific airline results. We're very, very proud of what we've achieved now for over 10 years, and we're going to remain very, very focused on making

sure we build strong, sustainable shareholder returns for our shareholders going forward.

Now having said that, no doubt about it, we've had some real challenges over the course of the last year. There's 2 big components to that. The

first is really the Rolls-Royce engine issue, which I know we've spoken at length about through the half year and at the reset in the beginning of

the year. But it has had a huge impact on our customers over the last 12, 18 months. And many of you will have been impacted and affected by

that yourselves.

Secondarily, it's had a huge impact on our staff because all the people involved in load planning and rostering and scheduling of aircraft. When

we have 3,600 aircraft flights a week, often each week, we've had to replan quite dynamically as we've dealt with up to 5 aircraft on the ground in

the first half of this year. The good news is that, that situation is improving. We've gone from 5 on the ground to 2 to 1 on the ground. Eventually,

we hope to come out the other side of it and through the -- as we head into FY '20.

And then the second piece is, as we talked about at the beginning of the year, is that we've seen a slowdown in the moderation of growth, and

that's really due to the slowing inbound tourism market that we're starting to see, which has gone from 8% growth over the last 5 years now down

to about 2% to 3% growth. And of course, every international visitor takes up to 2 flights domestically on our network as well. So that would be

the 2 big challenges that we've been dealing with, but our mission and our purpose has still served us well through those in-the-year challenges.

And more importantly, when I look at the 2019 outlook, our outlook has not substantially changed over our expectations that we talked to you

about back on March 28 when we did our business review announcement. At that time, we had assumed a range of $340 million to $400 million

based on an expectation of fuel being at $75 per barrel for the second half of the year. That fuel price has come up a little higher, and that's resulted

in a $25 million headwind. And despite that impact, we are updating our outlook for 2019 for earnings before taxation, which we now expect to

exceed $340 million.

I think what I'd say is we are still, however, not clearly very pleased with this level of earnings, and we have, I think, shown tremendous agility. We've

been very quick to respond to the changing environment that we've seen, and we've talked a lot about certainly over the January, February, March

period. And I appreciate that for many of you in the room, you thought that we were being overly pessimistic with our view -- our forward outlook

and our view. But I have to say since January, February, March, April, May, that view has been validated, and it certainly has held over that period

of time. And I think for some of you covering other organizations, you will have sensed that others are now starting to talk about the slowdown

and see the slowdown that we were referencing and talking about.

What's important to me is that we actually face up to our reality in the year, and we make the adjustments we need to make. And we do that

intelligently to rightsize our business to the growth that we've got going forward. Otherwise, what happens, and many of you who cover airlines

will understand this, you get cumulative challenges that just build up and not addressed and not dealt with, and they just build up over time until

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more fundamental restructuring and change is needed. And that's not the way that Air New Zealand rolls. We deal with what we have to face with

in year whether they're operational, revenue or cost challenges. We'll make the adjustments in year, deal with what we've got to deal with and

make sure the business is always on point and is in as good a shape as it possibly can be. And Carrie will talk a little bit more about some of that

drive around our efficiency base later on.

So if you remember back in March, we took 4 sort of decisive actions around our network, our fleet, our cost base and our customers. And I wanted

to touch base, touch quickly on each of those 4 components. And the first was really around our network. We've talked about moving from an

environment that was 5% to 7% growth over the next 3 years to one that narrows about 3% to 5% growth. And as you look at our projection going

into 2020, we expect capacity growth in the order of about 5%. Now it's quite important to strip it out because there is quite a big message in here

that I really want you to understand.

The first is that what we have done here is, if you look at our existing long-haul routes, you'll see that there is very little capacity growth at all, if any

at all. And really, all of our growth in our long-haul network comes from the new markets of Chicago and Taipei, which we originally launched as

3-times-a-week frequencies that will build at times in the year up to 5 times as we expand that. We are finding that there is profitable, new sources

of growth from these new markets and that they can be very attractive even over existing markets. And so we'll continue to grow Taipei, Chicago,

the third bank to Singapore, that's the driving of the new long-haul route growth that we're talking about. Otherwise, rest of the long-haul network,

essentially flat.

If you move to the blue bar, the Tasman & Pacific Islands. The Tasman has some growth but a function of sort of growth coming out of Brisbane to

Wellington, Brisbane to Queenstown. But importantly, the A321neo aircraft, being larger units, are coming into that network. Very little growth on

the Pacific Islands and in fact, a pullback of capacity out of Honolulu, so that helps keep that pretty flat, but most of it's Tasman-related growth.

And the key thing really is that our domestic capacity will be slightly down around 1% in the coming year as we make frequency adjustments into

Queenstown, Christchurch and Wellington. And the reason for that is that we've had phenomenal growth into those markets over recent years,

and it's really important that we actually now digest that growth incredibly well and actually -- and adjust to that. We'll have some growth, obviously,

with our jet services going from Auckland to Invercargill, but net-net, our total domestic network, we expect capacity to be down about 1%.

And so the focus is really on existing markets, will be about RASK improvement and strengthening in what will be a constrained capacity environment.

And that's the key message that I wanted you to understand and take away from our capacity growth assumptions as we go forward.

The second big challenge was really around our network. As we've talked about, we have deferred up to 6 aircraft in our narrow-body and our

wide-body fleets, resulting in about $750 million worth of CapEx deferral. And I think we have now got our -- the CapEx proposal and our fleet

plans incredibly well aligned for this lower level of 3% to 5% growth, and I absolutely stand by that decision. I think we made a good call. And again,

the growth is tracking in line with what we talked about when we made the call to defer the aircraft.

We are expecting tourism to be continuing to grow but maybe at a slower rate. As I alluded to before, the previous 5 years, tourism's averaged

about 8% growth. Currently, it's somewhere between around about 2% for the 12 months ending last month, but it will be somewhere in the 2%

to 3% and be themselves sort of -- project that it'll be around about 4% growth and a down tourism as they go forward.

But regardless of all of that, what's most important is that Air New Zealand builds in tremendous amounts of flexibility and agility. That's the reason

we have been able to survive. If the market takes off, we've got a great ability with the growth options that we put into the deal with Boeing and

GE today to be able to participate in upside growth. And equally with an ability to substitute those aircraft for smaller -9s, our ability to go to early

termination. And the fact that we have a lot of unencumbered aircraft with low ownership costs means that in a down -- if there is a slowing -- a

further slowing, we can adjust just as quickly and just as well. And that's been a hallmark of Air New Zealand's success over the last 7 or 8 years. We

want to have that maximum amounts of flexibility to be able to get to our business as quickly as possible and certainly quicker than our competitors.

The last bit or one of the big bits has been really around cost, and I want to spend a little bit unpacking this because I just want to be clear about

what we're talking about. So it's that every year, we focus on generating around about $50 million worth of cost savings, and we do that because

we've had an ambition for the last 5 years to offset the inflation price increases we see across the business. We know that's a pretty ambitious

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challenge, and I have to say that Carrie and her team largely have to deal with that challenge in the supply chain and throughout our operations.

It's a really tough challenge each and every year, but as we've demonstrated hopefully over the last 5 years, we are really good at cost control. And

we've built that discipline as daily religion and practice into our business.

We talked about the Rolls-Royce inefficiencies. We really want to get as much of those into the FY '20 year as possible. There is an emerging issue

on these TEN engine issues. It's not the same magnitude of what we've been dealing with on the Package C engines. And we think we've got good

visibility over -- and with a lot of time and a lot of experience over the last 12 to 18 months, we think we can handle that pretty effectively. But it

may be that some of those inefficiencies recovery actually spill over into 2021 as well.

The third bucket around the operations review is still very much work in progress, and so we won't be talking about that today per se, but we will

definitely do so into the future. But the second area around this 5% overhead cost reduction is the area that I wanted to focus on a little bit here.

Because the sum of these 3 things, we want to generate an additional $60 million over 2 years in addition to the regular annual $50 million cost

out to offset inflation piece.

And what we're doing here on this overhead reduction is this isn't going to be a classic sort of brutal cost out program that I've observed happen

across many New Zealand-based companies in the last 2 or 3 years. We want this to be a really intelligent piece of work that actually helps us

reimagine what's the right processes, removing of duplication that we need in our business to set it up for the next 5, 10, 15 years.

And with that in mind, we've brought onboard Oliver Wyman, who are a great global consultancy. They can help us benchmark our cost. We've

got a good visibility over it, but we want some more visibility relative to other airlines and certainly relative to other industries outside of airlines

as well. And together, we want to sort of intelligently go through identifying better ways of working, smarter ways of working, remove the duplication

and find operating efficiencies in a really clever, sharp way.

It's not an organizational-wide review because we're not in that kind of situation, but we are looking to be able to generate about $40 million of

savings over the next 2 -- over that 2-year period or about 5% of our overheads. So that work's just kicked off in recent weeks, and we'll keep you

informed as to how that's progressing. But hopefully, you get a sense of the 3 big pieces that we're driving around the cost, particularly the overhead

cost reduction piece.

Finally, as I said, we are not going to do -- we don't have an -- we're not going nickel and dime and trash the customer experience. We fundamentally

believe a lot of our success in the last 5 to 7 years has been making sure that we have a big investment in customer experience, whether it be a

modern, efficient fleet, whether it be a big investment in lounges, whether it be continued investment in our digital tools and processes. And the

reason we do that is because it all builds to justify the revenue premium that Cam and his team can extract from the market. And so we're going

to stay really invested in our digital app. We're going to stay very invested around refreshing and building out our lounges. I think in the next 2 to

3 years, we've got 9 more lounges to refresh and refurbish. WiFi, we've talked about that being rolled out onto our aircraft over the next coming

years, but being free and available to all our customers. And we certainly talked about a range of aircraft interior refreshes that start at the end of

this year and obviously go through to 2022 when we bring in a whole reinvention of all the cabins associated with the entry of the 787-10. So it's

really important that we continue to stay super, super invested in our customer experience, which drives such a good revenue premium for us.

And then today, as I talked about earlier this morning with media, a lot of what we've been doing is that commitment to purchase 8 787-10

Dreamliners with GEnx GE engines. We think we've made a really good decision there around our fleet again. We think it's the perfect aircraft and

perfect combination for where we want to go, and Nick will talk about some of our network growth opportunities as we go forward.

But these aircraft had been -- we think it's just setting us up really well for the next 20 years or so. And I want to say a big thank you to Baden Smith

in particular, and Jeff McDowall, who have led their business and the Board and the executive team through a big decision like this. It's not every

day you get to make -- spend billions of dollars on -- and sort of shaping the business out to 2030 and beyond by virtue of a decision like this. But

we think we've made the right call around mission performance. We think the operating economics are really outstanding. Certainly, the sustainability

benefits are fantastic. 25% more fuel-efficient than a 777-200, 190,000 tonnes of carbon avoided each and every year on this fleet versus the one

that it's replacing. It gives us huge flexibility across crew, parts and maintenance. You think about pilots that can operate -9s and -10s. If you think

about 95% of the components being common between our -9 and our -10 fleet, it's pretty special in terms of that. And finally, it also just gives us

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some supplier diversity, particularly given the growth in our fleet that we can now -- we've got critical mass and scale benefits out of our subfleets,

but it just also gives us the right level of diversity as we go forward.

So I hope that sort of helps sort of have a little bit of context for what you're going to hear from the rest of the day. There's -- with Nick here, we're

going to talk a little bit more about network growth. With Cam, we'll talk about some of the initiatives that we've got to power up our revenue and

to optimize and maximize our revenue. With Carrie, we've obviously got quite a lot of levers to pull around maximizing and optimizing operational

performance but certainly controls. Carrie controls a lot of the cost base of the business. And then finally, Jeff will talk about how we want to

maintain a really disciplined approach to capital deployment and obviously make sure we continue to invest and make sure we deliver you strong

shareholder returns.

So with that, I'll pass off to Nick. Thank you very much.

Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

Thank you. Great to be back in front of you again. I'm going to talk about 4 main areas in my presentation today. I'm going to start by touching on

the competitive dynamic and the changes that we've seen over the last 12 months. I want to reiterate how we evaluate our network, and how we

review that, and the action plans we put in place in regards to that. And then I want to touch on in a bit of detail the 3 principles that will underpin

our network management in the medium term and over the next 3 years. Finally, I just want to briefly touch on obviously our alliance partnerships,

the strength we have in those and on the Tasman post the Virgin Australia breakup.

So the map that you see ahead of you is a very familiar map, I'm sure. I think in every network presentation we probably done for the last 10 years,

it has been there. But it's a very familiar slide, and it shows how we've built out our network over the last 10 years. What it shows is our network as

it stands today and going into FY '20, and so there has been some changes in the last 12 months, and there's obviously a few new additions coming

on during the year.

Our network has evolved significantly over the last 8 years, particularly as we've put in place our alliance structures to help support our long-haul

growth. But we're still incredibly focused on the Pacific Rim and building out our network in both the domestic sense, Tasman & Pacific Islands,

and on a long-haul basis, and that was actually solidified when we went through the business review process most recently, in which Christopher

announced the results over a couple of months ago. We still see significant opportunities for profitable growth, and we'll be looking to enact those

in the next 3 years.

I think this time last year or maybe a couple of months earlier, I sat and talked to you about how when we see fuel prices rise, we see this natural

tipping point in competition leaving New Zealand, and that's exactly what we've seen play out over the last 12 months. So not only have fuel prices

stayed at a relatively high level, we've seen global macro uncertainty out in the global stage, and we've also seen a strengthening U.S. dollar that

has kind of caused issues for the airline industry in general. And so globally, we've seen a number of airlines go into redundancy. We've seen the

airline landscape change, and that's actually played out in New Zealand as well, where in addition to that and connected to that, we've seen a

slowing of inbound tourism, as Christopher talked about.

So what we know is that when we see these dynamics play out, we see a changing landscape in the competitive environment in New Zealand, and

so those competitive -- competitors of ours with the wrong strategy, the wrong product offering or the wrong cost structure leave the market.

We've seen in the last 12 months some signs of real rationality out of Asia. So we saw Hong Kong Airlines leave this month. We've seen AirAsia

come off the Tasman with their wide-body that they had on Coolangatta to Auckland. And in the last 2 weeks, we've seen China Southern announce

that they're cutting services from 10 per week down to 7 starting in July through to October.

So some really positive signs out of Asia in terms of how the capacity's changing, and that's actually flowed into the Tasman as well. So Virgin

Australia has just announced some cuts to both their Auckland and Christchurch services, and we've seen LATAM drop down from flying 7 times

per week to 4 times per week later this year. And that obviously has a dual benefit for us on our South American services as well as across the

Tasman as well.

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We have seen Air Canada into the market, and I'll touch a little bit more in detail on this under our alliance and code-share partnerships, but they're

coming in at 3 per week in the middle of peak season. We know there's strong demand there. They're a good home market carrier and a Star Alliance

partner and certainly, they've come into the market in a very rational way.

What this slide underpins is that to succeed in that New Zealand market, you absolutely have to have the right tools, and we're really confident in

our ability to defend our own home turf. We think that that's playing out. And while it hasn't been a surprise to us what we've seen in the competition

dynamic over the last 12 months, it's definitely been incredibly pleasing, and we hope to see more signs of this come through.

Again, this will be a very familiar slide to you, and I spent some time talking through this model 12 months ago. But I just want to reiterate that we

are ruthlessly focused on driving profitable outcomes from all of our routes and making sure that we get the best commercial return from our fleet.

In addition to our monthly network reporting, we regularly evaluate our routes on a quarterly basis with both the Board and the executive doing

deep dives on that. For routes that are not performing, we have action plans in place, and this is a process that we make fundamental decisions

on how we drive the best commercial outcomes from the fleet that we have at our disposal.

In addition to that process, we also have strong fleet utilization reporting, and we target to make sure that for all of our fleet types, we're at the top

end of the range of utilization versus our peers in the industry. So both of them run in parallel with one another. Both are very strong focuses for

the executive and the Board as well.

As I mentioned, the bottom left-hand quadrant is the review quadrant. And when we have routes that sit in that space, both our revenue management,

our commercial, our market development teams spend a lot of time working through how we get them back into a better quadrant on the grid.

And a good example of this is the Vietnam route that we exited earlier this year. We tried for 3 seasons to get that to where we wanted it to be. We

had really strong targets for that route, that we wanted it to continue to grow in profitability. We tried a number of tactics, including increasing

our marketing spend, working with the trade on new and innovative ways to sell the product. We put a different aircraft type on that. But when

that action plan ran out of time and the time line was expired, we made the tough call to pull out of that route. Not something we wanted to do.

We don't like taking network spots off the map, but it was something that was actually had to be done in order to get a better return from that

aircraft. So we're well up for making those decisions when we have to.

The other element that I want to leave with you from this slide today is it's not actually only about profitability that drives our focus and our

decision-making. A key focus for us is the relative profitability compared to other parts of the network. And so one of things that we do, and I think

we do really well is that we have a look at routes that are performing really well, and we try to understand the dynamics that make that perform

well, and then we look to copy those tactics and tell us the routes that aren't performing as well.

And a good example of this is actually Japan. Japan doesn't sit in that review quadrant, but we knew that we could drive better profitability from

that route. And so our [RN] team have done a great job in the last 12 months of actually cutting down the number of sales that we have in that

market. They've dropped the lead-in fare and as a result, we've seen a big stimulation of traffic from New Zealand end and an overall much stronger

commercial and revenue result.

The second example that I want to touch on is Buenos Aires. Completely different market, completely different dynamics, and it has been a bit of

a challenge for us, particularly with the economic environment that we've seen over there in the last 9 months: a lot of political uncertainty, the

peso has significantly devalued against the U.S. dollar, there's elections coming up later this year with Macri seeking reelection. That means the

whole environment is quite uncertain there. We've also had to fly our 777-200 there when we want to fly 787 because of some of the Rolls-Royce

issues we've had. And so that market has been challenging over the last 12 months, but our teams have worked together on that. We've made the

capacity adjustment we've had to by trimming some schedules and shortening the peak season. And we've actually built our sales in markets like

Brazil and Australia to help counter some of the slowdown that we've seen out of Argentina. So a good example of a route that we're managing

on a real day-to-day basis at the moment to try and improve performance.

When we announced our business review results a couple of months ago, one of the big changes that we made was moving Hong Kong from an

overnight service out of Auckland to a daytime service. And you might sort of say, "Why does that matter? It doesn't sound like a big deal." But it's

a good example of how we've driven much better utilization through that business review process and how it continues to be a focus for us.

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And so I just want to jump into a little bit of detail as an example to give you the context around this. So it previously operated as an overnight

flight out of Auckland. It flew up to Hong Kong. The plane sat on the tarmac for around 11 hours, and then it would turn around and come back to

New Zealand. By retiming that flight to a daytime flight, it now means that we have that aircraft only sitting on the tarmac for 2 hours a day, and

it's actually enabled us to go launch a whole new route in Seoul or to add more reliability into our schedule without the capital investment that

comes with buying a whole new plane. So it gives us better crew efficiency. It gives us more flexibility and adaptability in our network. Yes, there's

some customer challenges in terms of moving from a nighttime flight to a daytime flight. But actually, we hit different banks in Hong Kong, which

means that the customer mix changes slightly. And we're confident that within 12 months, we'll be back to the same connectivity traffic that we

had previously.

I use this as an example because I think it highlights the confidence that you should have in us to continue to be flexible and adept as we face a

lower-growth environment and a changing global economic environment. We are prepared to chop and change as we need to. We won't stick to

the current network plans. And probably the only certainty is that with uncertainty, we will continue to look to change our network and make sure

we deliver the best customer and commercial returns over the next 36 months.

Christopher touched on the fact that over the next 3 years, we're looking to grow between 3% to 5%. And that compares with what we talked

about last year, which is originally, we were going to grow between 5% and 7%. When we spoke about that last year, we talked about the fact that

we were going to grow a lot of our existing routes in addition to launching new routes, and that's probably the biggest change that we're standing

up here to talk to you about today. We are not looking to grow a whole lot of frequency into existing destinations. Some of the new markets, we

will certainly try to get to daily. But actually, a lot of our growth as we go forward over the next 3 years and certainly in the next 12 months will

come from us launching new markets.

It's important to remember within that context that we are actually going to be growing. So it's not a complete slowdown. We're not going

backwards. The overall network will continue to grow, and there's 3 principles that will underpin that growth.

The first is that we're aiming to stimulate new markets, and you would have seen the announcement around Seoul, which we brought forward,

and I'll touch on in a bit more detail. But in addition, we've also launched Chicago, Taipei. We have Christchurch, Singapore launching later this

year, Seoul obviously later this year, and we've landed the third bank of services with Singapore, which started in Northern Summer.

The second element is that we're going to obviously continue to upgauging our aircraft, which is the introduction of the new A321s and the cost

reductions we see with the A320s. And then thirdly, and just as important, but this is where the change has come, is that elsewhere within the

network, we're actually looking to maintain or constrain capacity to make sure that we improve our RASK in line with some of the CASK increases

we've seen as fuel prices have escalated.

As I mentioned, we expect to continue to be nimble and flexible over that 36 months, and we're certainly going to focus on making sure that we're

delivering both customer and commercial outcomes through that period. So just to unpack those principles a little bit more, I want to start with

our new growth.

As Christopher showed in his graph, the majority of our capacity growth, around 4.5% next year, comes from long-haul new route growth. We're

entering Seoul in November, and we think that, that will be a highly profitable market for us. We've landed a bunch of new capacity with Singapore,

and we've annualized our Chicago and Taipei services, which were launched in November last year.

For the first time in a long time, we're launching a new jet route with Auckland, Invercargill and there's already a really well-established market on

that route. We're trimming our capacity on Christchurch to Invercargill to make sure that, that route lands successfully. But based on the demand

we see, we think that, that will go really well. And it's a good example, when you link back to that fleet utilization piece, where we have used some

off-peak flying to provide a customer benefit and that the customers down there can get a full day of business done up in Auckland, along with

the commercial benefit, because it will drive really strong returns for us.

We heard Christopher talk about a 3% to 5% growth rate over the next 3 years. You can expect obviously to be at the upper end of that next year.

And then for the following 2 years, we're more likely to sit at around that 3% mark, particularly if market conditions persist as they are today.

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So why Seoul? And why now? Seoul is a really interesting market for us and one that we've had on the radar for quite a while with our network

planning team. As a result of the business review, we actually brought this forward by a year in terms of our network plans to launch. But what we

know about this market is that it's a really strong, existing market that actually has really strong links to New Zealand already. We have a GSA based

up there that's been selling a large number of passengers on our Japan services. There's over 90,000 visitors a year that travel down from Korea to

New Zealand already. And actually, if you step back to before the Asia bubble -- dot-com crisis, this market used to be around 150,000 to 180,000

visitors a year. So it's had a history of being in the top 2 of New Zealand visitor arrivals.

It's the third-largest Asian market currently, and over 50% of those 90,000 people come via one-stop options today. So there's a captive market

there for us to go into in addition to the stimulation that we expect to be able to drive.

There's really good yields on this market. There is a competitor there that's already -- that has been constraining that route for a number of years,

and we are really confident that we can go head-to-head with them, and both of us will sustainably succeed.

One of the things that was most pleasing to me was that when I down at TRENZ 2 weeks ago and just walking the floors, the number of people

that came up to me from the industry and said they were just absolutely overjoyed that we've gone back into Korea. And they said that they've

been up investing obviously in their sales teams and their sales presence in that market, they were really confident that there was much more

demand to be built out of that market, and they were also really confident then -- or they were telling me that they are actually planning on investing

more into that market this year to help make sure our services were a success and that, that market grew from where it was today. And so in

conjunction with Tourism New Zealand and the tourism industry, we're really confident that, that market will go very, very well for us and continue

to build.

I think this slide is very straightforward in terms of in relation to the benefits that the neos give to us in the coming year and years to come. A321,

27% more seats, small marginal cost increase on the plane, obviously lowers our CASK, lowers our cost per seat and as importantly, lowers our

carbon footprint. A321, considerably lower cost per seat and cost per trip -- sorry, the A320neo. And so we will see the full benefits of this coming

through in FY '20. We only saw a part-year benefit come through because obviously they were delayed during FY '19 and the rollouts come through,

and so we'll get a full year benefit of this that will come through with another delivery to come.

Cam will talk a little bit more to our domestic network and revenue management philosophy in his presentation. But I did want to touch on the

domestic network and the changes we've made there because I'm sure that stood out to you in Christopher's graph. We've seen really good

stimulation from the low fares that we put out there 3 or 4 months ago. We've seen good demand, but we've also balancing this with a slowing

inbound tourism market, and so that has led to us trimming domestic capacity.

We've made some targeted changes to our network, and we've actually taken out flights which were at the lower end of the profitability spectrum.

And we expect that, that will drive increased RASK across our network and particularly our domestic network. We've had success with this in the

last 12 months, and we've been using this in the PI and some long-haul routes. A good example, which Christopher has already alluded to, is in

Honolulu, where we've trimmed some capacity over the last 12 months. We've pulled back our growth ambitions for future years, and we're driving

better RASK results out of that market. So a good example where we've given this -- or used this tool to effect, and we believe that this will be a

really good tool for us to continue to match our RASK with our CASK expectations for FY '20.

Airline structure, as I mentioned, has helped underpin our long-haul growth, and I might be biased because I look after alliances, but I can certainly

say they are in great shape at the moment. The Singapore relationship is one that we continue to grow. And as I've touched on a couple of times,

we're launching the Christchurch, Singapore service in November. We have the third Auckland, Singapore service, which we're sharing, which is

pretty much unheard of in JV relationships around the world. So Singapore flew the Northern Winter season. That went really well. We're flying the

Northern Summer season, and we couldn't be happier with how bookings are going. So a really strong focus in that alliance on growth, and we're

landing that growth really successfully.

And then aligned with that with our United partnership, we obviously launched Chicago last year. We took some very minimal cuts to other

destinations in America to enable that to happen, and that's obviously gone successfully for us with the partnership as well. So that whole market

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strength of 2 carriers at either end helping support JV services has worked really well and, hence, why we feel confident in adding capacity to that

service later this year.

I want to touch on a couple of our code share partners that are represented up there, and the first being Air Canada. So as I mentioned, they're

coming to New Zealand later this year in November in a 3-per-week service just seasonally. We've had some really positive joint venture discussions

with them, and they're progressing well. We certainly believe that there's good customer benefits that will materialize if we can enter a joint venture

relationship with them. We obviously have to convince the regulators of that, which we'll be attempting to do later this year.

And then the other one, which -- since we caught up, which might have surprised a few of you hopefully, it's not often you get in a surprise in the

industry, but I think we managed to get that one through, was the Qantas partnership. And we had an exec-to-exec catch-up a few weeks ago.

That relationship is working very well. We're extremely happy with the customer side of things in terms of the way that their customer journey is

linked between Qantas and Air New Zealand, and we're looking at ways in noncompetitive areas that don't require regulatory approval that we

can continue to build synergies between those companies. And so an example of this is in the sustainability field. We're looking at biofuel areas

we can work together. We're looking through plastic and waste initiatives, et cetera, that the 2 companies can work together and either further

the agenda for the industry or actually bring better benefits to bear for both companies and the environment.

This time last year, we had just announced pulling out of the Virgin Australia alliance, and I think what we would say, without a doubt, is that we're

very happy with the way that, that has played out. It has played out the way we expected. Post the original flurry of capacity that was announced

when we pulled out of that alliance, we've actually seen very rational behavior from all competitors. As I touched on, there's been some recent

changes from Virgin to their structure. We've seen our market share and our capacity share grow through that alliance. And when we look at publicly

available data, we see that both Qantas and ourselves have very similar load factors to what we've had last year from the November to February

period, which is available. What we have seen is that Virgin's struggling in terms of -- so their February performance was a 66% load factor on the

Tasman.

And so we -- it didn't come as too much as a surprise to us again that they made those changes to Auckland and Christchurch. They have announced

that they are undertaking a network review, and we would expect that there would be some potential Tasman schedule changes that are likely to

come out of whatever announcements come from there. But there will be a bit of a wait-and-see for us.

So just to wrap up and in summary. What you can expect from us over the next 3 years is market -- or capacity growth in that range of 3% to 5%,

weighted slightly higher to the front end and dropping down closer to the 3% for FY '21 and '22. We will focus on these 3 principles of network

management, which -- that we're going to launch new markets to stimulate growth and we'll land the markets that we've announced in FY '20.

We'll continue to upgauge our aircraft obviously where we can to drive better CASK benefits and make sure that, that delivers a bit of a margin

return for us. We will be looking to maintain or constrain routes to make sure that RASK is increasing in line with some of the CASK increases we've

seen.

But overall I think, as I said previously, the one thing that you can take from this today is that we'll continue to be very nimble and flexible in our

approach to the network, and we will respond to conditions as they play out and as they have done over the last 12 months. Thank you.

I'd like to invite Cam Wallace, Chief Revenue Officer, to the stage.

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Thanks, Nick. Okay. I'm third cap off the ranks, so that's always a bit challenging. A gap after me. Well done, Nick, thank you.

Now following on from Nick's presentation, I hope you have observed how well the network is configured for the next 12 months to give my team,

the revenue team, the best possible opportunity to deploy the tactics to get the maximum profitable revenue growth. And as you'd expect, we

have tremendous collaboration and communication between the networks team and the revenue team.

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So what I want to talk to you about today is some of the strategies and some of the tactics and some of the tools that we use to maintain our

market-leading position. And I want to talk to you about the future and some of the potential new opportunities for us to drive even greater revenue

performance. And I want to dig deeper into our domestic business, which is a source of huge value for us.

So firstly, our domestic business. Nick talked a bit about this. 82% is a great number, it's a really, really compelling and commanding number. But

actually the numbers that we are more focused on is our share of the revenue pool. Now share of the revenue pool is close to 90% in New Zealand,

and then even greater important to us is the share of the profit pool. And Air New Zealand's share of the industry profit pool in domestic New

Zealand is 100%. So that's a very, very compelling number and it's something that we are very, very proud of.

Now as we scan the world and look at other network carriers in Europe, in the U.S.A. and in Australasia and even in Asia, we can't find another airline

that has 90% revenue share. So it's a huge source of competitive advantage for us and it underpins our business, the domestic market. Quite clearly,

we have considerable resources deployed in this market, so it's incredibly important that we convert and extract the revenue premium from all of

our customers.

Now I'm going to dig a lot deeper into the domestic market. And the way we look at the domestic market is in 3 segments. Firstly, the domestic

business market, and I'll talk about that a little bit later. But we spend a lot of time, effort and resources in maintaining our market-leading position

there. Second is inbound tourism. And to give you some sense of scale, half of the tourists that come to New Zealand end up connecting on to an

Air New Zealand plane. But doesn't matter if it's a Star Alliance or JV partner, it can be American Airlines or China Southern, we still connect them

to Invercargill in the future or Dunedin or Queenstown.

Our domestic tourism is another big part of what we call local traffic. And local traffic is the likes of yourselves traveling from Auckland to Dunedin

or Auckland to Queenstown. It's New Zealanders traveling for visiting friends and relatives or for events or for tourism activities. That's a big part

of what we do at the moment.

So if you look at the relative growth of all those sectors, business travel still growing at about 6.5%, so pretty robust. And then inbound tourism

and domestic tourism growing just over 4%. And obviously we've seen a bit of a slowdown in the last 3 or 4 months in those 2 segments, and that's

why we reorganized the domestic fee structure to restimulate that elastic travel at the bottom end. And that's been really, really successful for us.

So I haven't spent much time talking to you -- or Leila doesn't really let me talk to you. But talking to you about domestic business traffic. This is

about half of our market, so the market is about $1.5 billion, and half -- around half of it's business. And the way we think about business travel is

we have 3 sub-segments. So obviously, SMEs in the New Zealand context make up about 90% of businesses. And for us, we have about 87% share

of the SME business in New Zealand. And we facilitate SMEs through 2 products. One is Airpoints for Business and one is Above Beyond and what

those are is business-linked Airpoints schemes so we can reinvest in products and services for our customers. And that's a really, really successful

way to manage that part of the business. We also have account managers, phone account managers, who facilitate the relationship.

In our corporate segment, this is about 250 customers who spend over $150,000 a year on corporate travel up to $12 million, so between $150,000

up to $12 million, and those are facilitated by dedicated account managers. So we have people who tailor a solution for an individual corporate

account. There will be discounts, there will be soft benefits like koru memberships. There will be market share targets, there will be revenue targets.

So we spend an awful lot of time, money and effort tailoring a solution to an individual corporate customer, and the length and term of those

contracts are anything up to 5 years. So we try and establish a long-term partnership with corporate New Zealand, the big end of town, right up

to a very, very, very small number of the CEOs of the largest-spending organizations get a personal invitation from Christopher to join Elite Priority

One.

Our third segment is government, and government is facilitated through MBIE in what's called our all of government contract. That's a big part of

what we do. It's a very profitable part of our business. And whilst the AoG is an important contract, the overarching deal, the most important part

of that relationship is what we call service supplements. So our government team based in Wellington have service supplements for 50 of the

largest-spending government organizations. That will be government departments like education, like MBIE themselves, like economic development;

but importantly, organizations like defense and New Zealand police.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

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These organizations have unique requirements that only Air New Zealand can deliver them. So whether it's a special tactics unit, whether it's the

dogs, whether it's, say, the dive squad needing to get to events and issues around the country, we have a number of contracts right across the

government segment which means our moving average market share as part of government New Zealand and government expenditure is 97%.

We also facilitate and offer booking channels for all these different segments of the business travel services market. So for the SME market, they

can book online, on Grabaseat or via a travel agent, same for the corporate market. But in the corporate market and in the government market, we

also participate in the travel services market by owning a company called Tandem Travel. Tandem Travel is a wholly owned subsidiary of Air New

Zealand; it represents 21% of the travel distribution services market. So we carry the customers onboard, we service them in the lounges, but we

also book their travel. So that acts as another -- as what Christopher would say, another armor plate around our business travel.

And we've spent a lot of time, a lot of effort and a lot of focus, because we're in the middle of it, looking at the way Virgin attempted to integrate

themselves up that hierarchy of value in the Australian domestic market. Spent a lot of time on that analyzing what Qantas did and what Virgin

did. So we're absolutely fixated on ensuring that no one moves up the value chain in New Zealand.

If I pivot now a bit to our international market, and Nick talked about market development offshore. And Air New Zealand is a really unique carrier

in the global scenes. One is we're small and two is we carry a disproportionate amount of inbound leisure tourists. So when we open up a new

market, there's a couple of things which are different to an organization like United or American. One is we do a small amount of new market entry,

so usually 1 a year. Secondly, we don't have a mass amount of business or corporate traffic. So when United started a new market, a lot of their

traffic will come from existing large corporates. We don't have a lot of -- or hardly any multinational organizations based in New Zealand, so we

don't have a lot of corporate traffic.

So what we need to do is participate up the funnel. So we participate with Tourism New Zealand and our alliance partners at the dreaming phase.

So the first thing we do is stimulate the demand, not for Air New Zealand, but for New Zealand as a country because we're competing with Canada

and with Europe. So we try and bring to life the proposition of New Zealand, then we try to convert our customers to travel on Air New Zealand.

So we're using our alliance partners, we use regional tourism organizations but obviously we work in a really collaborative way with Tourism New

Zealand. That's been a deeply successful thing for us because we now have, when we go to Korea, we had it when we went to Houston and we

certainly had it when we went to Chicago, our transferable model. So the model was set in place and we just deploy it.

So this is an example, a case study of Chicago. So few of you might have lived in Chicago, but there's not a great awareness of Air New Zealand or

New Zealand in Chicago. So we ran a series of events. We drilled into the data which airlines partner United gave us in terms of the frequent flyers

and what we call the active considerers, people who have Googled New Zealand or had been on Facebook and were researching New Zealand.

What they call in Tourism New Zealand active considerers: Who has the propensity or need or will to travel to New Zealand? We had trade events

with our travel agency partners, we had consumer events with United.

So we spent a tremendous amount of energy and effort making sure we built to life the proposition of New Zealand. And then we started up our

services in Chicago, they have been exceptionally successful. And in fact, when we did the analysis in terms of where the traffic would come from,

we thought it would be about 35% from the local Chicago area, it's actually up to 70%. And that's a by-product of really great stimulation of demand.

So like most organizations, we're spending a lot of effort, a lot of time on our market segmentation. And the market segmentation for my part of

the business is really fixated on doing 2 things; one is stimulating demand and the other really important thing is selling the right-priced seats to

the right passengers. So over time, we want to make sure that we're targeting the right customers, and if you look at on the top right, the way-of-lifers.

Those individuals are a small percentage of our customers but they present a large percentage of our EBIT because they participate on the ground

buying Air New Zealand products and services, participating in our Airpoints scheme, but also flying in premium cabins. So we're dealing with

them in a very, very different way.

And you'll see in the future, you'll get less communication from Air New Zealand because it will be more targeted, and this is our first step towards

what we call hyper-personalization. We've been trialing it for the last 6 months, and it's working. We are communicating in a much more strategic

way.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

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So I want to talk about products and how we see the market. So the Tasman is an incredibly important market for Air New Zealand. Nick talks about

the relative performance of participants on the Tasman, about 21% of our seats from the Tasman. And we've had a high-profile event today with

seeing the new aircraft. We will talk about Hangar 22 and the new seats. But in the last decade, one of the best -- or in my belief, the best product

innovation in our business has been Seats to Suit. Because Seats to Suit has been transformational in terms of making sure that Tasman is secure

and is profitable. And if you look at our market share on the Tasman post Seats to Suit, it's gone up. If you look at the percentage of customers who

are buying the seat and seat and bag product, it's 44%. So customers are telling us through their purchasing habits that they want a hybrid product.

Now if I give you some reference points, the Trans-Tasman about 2 to 4 hours in terms of the stage length, the journey length. That is a market ripe

for low-cost carriers. In the U.S.A., that would be about 30% of a journey of that length with your low-cost carrier. In Europe, it would be about 50%

of the seats on a journey between 2 or 3 hours. On the Trans-Tasman, because of a high taxation as well as our product, only 10% of the seats are

captured by low-cost carriers, and that's because Seats to Suit. So we've -- since we launched Seats to Suit, Jetstar have not increased their capacity.

It hasn't gone up at all. So the market dynamics are different, but we believe that, that product has been quite transformational for our business.

So we talk about disaggregation of our product in economy class. And we say, "Okay, what kind of innovation could we, should we bring to our

long-haul economy product?" Because at the moment, other than Skycouch, economy is the same product.

And we looked at it through the lens firstly of, there was a growing trend emerging a couple of years ago about long-haul, low-cost carriers. And

fundamentally for us, we think there's a low probability or likelihood of any low-cost carrier coming long haul -- coming to New Zealand on long-haul

routes. And that's because we're on a unity ticket with United Airlines in this. Nick and I believe the business model for long-haul, low-cost is flawed.

It doesn't work. The aircraft are really, really expensive to buy, as we've seen this morning. Widebody is a very expensive to purchase. And without

the premium seats to offset the yield, the business model is flawed, it doesn't work.

So our view is we don't actually face an imminent threat from ultra low haul -- long-haul, low-cost carriers. But what we wanted to do was look at

our model and say could we make it more flexible? Could we take into advantage this growing premium desire for customers? So we will be

launching a product and we will start selling it in the first quarter of next year. I don't have a name for the product, but I've named it economy plus

or economy comfort or economy something else. Anyway, it will be in the front of our economy cabin. You will have more personal space and

there will be soft products. And we believe there's going to be a significant market for that. We think it's the right way to go in terms of how it fits

into our brand. So we're very excited about that product innovation we'll bring to the market next year.

And I'll talk to you about premium traffic. And we are seeing this move towards premium. The move is happening, I suppose, because people are

living longer through health benefits, they've got more discretionary income and they're traveling longer and travel experiences are becoming

more and more part of everyday life. So that's shaping our thinking as we look at the layout of passenger amenities, for one, our existing planes,

but obviously in the future for the 787-10, the new planes as well.

And when we think about hard product, we think about 2 things. Firstly is making some incremental changes to our business seat at the moment.

So we're making some small changes to enable our customers to see they have more personal space and more storage. And then in the medium

to long term, what we're seeing is this integration between digital and the physical environment. So we believe we have the best sleep in the sky

and what we want to do is to retain the best sleep in the sky but then focus on personalization, creativity, making sure as you approach the seat,

your phone triggers a digital enactment and making sure all your preferences from your Airpoints actually connect to your seat. So there's a lot of

work going on at Hangar 22 to transform the business class experience of the future.

Okay. I want to talk a little bit about a real source of competitive advantage that exists. Now I talked a little bit about our domestic business, and

this is our loyalty business. So as Christopher and I travel around a bit, quite a few people, as he said, talk about how does Air New Zealand succeed.

How does it thrive? Why you win business? And they ask us, what is the recipe, or what is the ingredient for our ongoing commercial success.

And if you're looking for a special sauce that exists at Air New Zealand, that is it. It's our Airpoints loyalty scheme. This is a fantastic scheme, an

unbelievable product in terms of driving extraordinary attachment to the brand and our products and services. A lot of big decisions are made at

Air New Zealand which have long-lasting impacts. Once again, the one we've made today is a big impact that Jeff and the team have made.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

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But 15 years ago, a small team of people talked to literally thousands of customers about our loyalty program, in those days, our Airpoints program.

And they talked about what was good about it and what was bad about it. And ultimately, what Jeff and that small team of individuals went for is

they each chose transparency over confusion and they went for Airpoints Dollars.

And Airpoints Dollars is the source of competitive advantage of this loyalty program. It is driving tremendous attachment. We've got 3.2 members,

90% of all the Airpoints Dollars are actually used on the flight's purchases. And it is driving great engagement. Our customers love the product.

And for us, it's about the 4 Fs. It's about fuel, it's about financial services, it's about food. But some of you today, some of you today, would have

left your house and that house would have been purchased or sold by a real estate organization where you could accrue Airpoints Dollars. You

would have jumped in a car which could have been purchased from a car dealer and accrued Airpoints Dollars. You would have stopped at Z Energy

and filled up that car and accrued Airpoints Dollars. You would have then got to work, done a couple of hours of work, gone to the optometrist,

accrued Airpoints Dollars. Had a couple more hours of work, flexible working at Air New Zealand, we're big into it. 2 hours at work and then gone

to the dentist, accrued points on your fillings. Gone home, stopped at a New World, accrued Airpoints Dollars. And when you got home, booked

a trip away with your partner using either Grabaseat or airnewzealand.co.nz, and you would have been able to gain any seat on any flight at any

time. And that is a really compelling offer, of which our customers love.

So we have been issuing more and more Airpoints Dollars in the marketplace. We have market-leading partners with us in terms of food, in terms

of fuel and financial services and we believe there's tremendous potential for growth in this project -- program.

So lastly, what I'll say about Airpoints is it's also, as you'd expect, driving our premium cabins as well. So as people are moving up the hierarchy

from silver to gold to gold elite, as you expect, they're actually flowing into the premier cabins of our aircraft. So all components of this proposition

really excite us, and it means that we've got some great opportunities in the future.

This is a less high-profile part of our business but really super important. Direct ancillary flows straight to our bottom line. We do over $100 million

of direct ancillary. And obviously the cost to produce that product is very, very low. So fare families, our seat select, more and more airlines we

focusing on ancillary revenue and you can see the growth there. But we think there's further growth to come. Some of that will be enable direct

with our websites, but in the future, there's an IATA-based digital program rolling out called new distribution technology. And that would give us

the capability to sell more and more ancillary products, not only through our own websites and our own digital channels, but also through the

third-party travel agents.

And this is my last slide, and it's one I get quite excited about, actually. Now this is our revenue management. So revenue management is the engine

that supports the airline. It's the way we price the 500 flights we have every single day.

And revenue management has been facilitated historically through algorithms and software, global programs which look at historic demand

patents and then forecast forward what we believe the market will do. Now in the future, this is ripe for a disruption, and we've been working with

a company called Fusion RM based in the states. And they will take all that historic data, but they will also look at polling data from the GDSs which

travel agencies use, our websites and all other websites to actually give us a much greater understanding of future demand. So there's some really,

really exciting pieces of work which are going to drive our thinking in terms of revenue management and how we can extract better returns using

the capital and the assets that we have.

And this will mean real dynamic pricing. So instead of our fares being layered and laddered using letters in the alphabet, we will have a different

price point for every different customer, for our Airpoints members for our golds, for our gold elites. So that's a tremendous opportunity for us and

something that we will start a proof of concept on a couple of city pairs by the end of this calendar year.

So hopefully, that's given you a bit of clarity on some of the structural advantages that Air New Zealand has, particularly in our home market, and

also given you a bit of an opportunity to understand what opportunities exist for us to enhance our revenue performance in the medium to long

term and how confident we are about the future, the digital tools and the competitive advantages we have in the New Zealand market.

Okay. Questions, is it? Goes downstage.

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Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Thank you so much, Cam. If I can invite Christopher and Nick to join Cam on the stage. Now is the time for the first set of Q&A from you all. So just

as a reminder, because we are webcasting live, if you could please wait for a microphone to come to you. And before you ask your question, if you

could please state your name and organization before you ask the question. Thank you. And of course, the first question goes to Andy Bowley.

QUESTIONS AND ANSWERS

Andrew James Bowley - Forsyth Barr Group Ltd., Research Division - Head of Research

The first question here is for you, Cam.

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Oh, great.

Andrew James Bowley - Forsyth Barr Group Ltd., Research Division - Head of Research

You mentioned that you are absolutely fixated that nobody moves up the value chain in New Zealand. Can you kind of talk around how you see

the broader competitive backdrop and the potential for anyone to do so?

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Yes. It's really a great question. I mean, if you look at our domestic competitor, their capacity has been rolling back over the last 12 months, so they

have what we would refer to as lazy aircraft. So their utilization is down. And actually, they attempted to move up the value chain by configuring

their network would start aircraft around Wellington. That was an attempt to get into the corporate and government market which is based in

Wellington. They've pulled back from that strategy, so they reduced the capacity of their network and their frequency, and most of the aircraft now

have start operations from Auckland, which is more the leisure travel. And they travel or fly at times of the day which are more relevant to leisure

passengers rather than business.

Obviously for us, koru is a huge level of investment. We've got a great attachment to that program as well, over 60,000 people in that program. So

we keep a really, really close eye on the operating performance, what they're doing with their schedule in the network and what they're doing

around the marketplace. But our fixation is always to have long-term agreements with our corporate and government customers and to make sure

we're not leaking passengers to our competitors. So through -- whether it's SME, whether it's corporate, whether it's government, we are all over

it. Christopher is involved in it, we're all involved in it. And I -- what I was trying to get across is we have our large team who are working across all

the different segments to ensure that we have it solid.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Any other questions? Hold on one second. Marcus?

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Marcus Curley from UBS. I got 2 questions, one's sort of long. With the aircraft decision today, just wondered if you can give a little more color on

where you thought you got a good deal on the price, just under $2 billion, I think if added this up right, for 8 aircraft, given the issues that Boeing

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have had. Yes. Secondly, can you give us a little bit of feel in terms of where you can take those aircraft, to what countries in the future? And then

finally, what sort of growth -- network growth does it provide you from a long-haul perspective, stretching out that sort of 2023 to 2026 time

horizon?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Marcus, why don't I answer the first 2 and then I'll get Nick to answer the last one. From our perspective, we're relatively a small airline globally but

I think one of our real sources of competitive advantage over the last 10, 15 years, certainly with Jeff and Rob before him, is I think we've negotiated

at really exceptional deals. And I think our strong financial position, the strong investment-grade rating, just our position in the market and the

way that a lot of these partners want to work with us has been really important.

The last 2 years has been all about creating maximum contestability between Airbus, Rolls, GE and Boeing. And for us making sure that in that

process, we can work our way through to get a good deal. So personally, from what we do around benchmarking and getting a sense of what we

think others are paying for it, we think we've done exceptionally well in getting this deal signed up and across the line. I do want to give a big

thanks to Baden, as I've said publicly, because he and his team, we've got some real rocket scientists on that because it's a bit -- you have to digest

a lot of information from all suppliers and actually then determine what we want to do with the aircraft in a mission sense and an operating economic

sense and really form our own views around that.

And so, one, as I think we're buying well; two, it gives us tremendous flexibility obviously to get into Asia. But we also believe that we can fly the

missions that we can fly with the 777-200 with that aircraft as well. And so that therefore enables us to get into the West Coast as well.

As to Nick, what it means for long-haul capacity growth and how we're thinking about that.

Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

Yes. So the majority of the order, obviously straight replacements for the 777-200. So it's an 8-for-8 basis. But we do have flexibility in that order to

be able to bring more aircraft in. And so that is the great thing about that order, is not only does it give us flexibility in the number of aircraft that

we can buy, it gives us flexibility in the type as well. So we can buy -9s or -10s. Obviously, the bulk of the order, as we detailed today, will be -10s

which we're mainly phasing into Asia. Good aircraft, perfectly placed for slot-constrained airports in Asia. But we have enormous flexibility with

that. So if the world goes through the same sort of growth period like it has over the last 6 years, we're incredibly well placed actually to get new

orders, buy a new aircraft and actually build out our long-haul network off that basis.

So if you look back I guess 10 years ago and what our long-haul network looks like now, it's a big call to say what it will look like in 10 years' time.

And so that's why we need that flexibility in that order because we know things can change quite dramatically. And we're really well set up now

with a really good aircraft type that's the most fuel-efficient aircraft type in its range, that opens up ultra long-haul destinations if it's a -9 or mid-haul

-- mid-to long-haul destinations if it's -10 in slot-constrained airports. So perfect order for that.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Jeff will get into some preliminary CapEx projections related to the program -- the new program when he comes up on the stage.

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Does that mean you've sort of moved away from South America and more focused on Asia when it comes to new destinations, long haul?

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

No. So we continue to look at the Pacific Rim in terms of -- and so we've made no secret that in the longer-term horizon, we would love to have

Sao Paulo on the map. But there is some challenges getting there, into a market that has both technical challenges in terms of the runway and

how it works, and it's obviously got some of the same economic challenges that we see at varying times from Argentina. So there's no commitment

in terms of going towards South America, but we haven't ruled it out as a destination. And we will continue. My team and the network strategy

team have anywhere from 8 to 10 destinations that they're constantly monitoring. Some will never launch, some will launch in the next few years

and some will launch in 7 or 8 years time. But we're constantly monitoring them and they are collected through South America, North America and

Asia.

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Second question. When you look at...

Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

Fourth question, mate. But that's fine.

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

When you look at the capacity withdrawals from your competitors, how does that feature into next year's sort of view around growing profit? Is

there a reasonable component to think that long haul or international yields are going to start heating up again for yourselves?

Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

We certainly hope so. Andy (sic) [Marcus], look, I think that there's been some speculation in the Australian media over the last week to that effect

in terms of lev. It's not just a New Zealand thing we're seeing. It is an Australasian change. And actually, there's a global change going on. And so

you saw a high watermark probably in terms of around 2017, when you look through industry data, about the level of growth that was coming in.

With increased fuel prices, with the U.S. dollar where you see it now, it's not surprising that you're seeing the competitive tide come back. We've

had -- all as an airline industry, we've had a significant increase in CASK, and so all airlines will be trying to increase RASK to offset that. And they

haven't done it through -- so much for FY '19, and so it will continue to be a focus for the industry through FY '20, I'm sure.

Christopher Mark Luxon - Air New Zealand Limited - CEO

I think what you got -- what do you got a sense from Nick around was that we are seeing much more rational competition. So we're seeing, if you

think about the different theaters of war that we're engaged in, whether it be in Asia, China, Middle East, Australasia, the Americas, we're seeing

increasingly rational behavior, and that's a good thing for the industry, it's a good thing for Air New Zealand obviously.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

I'd like to move to a question that we received online. This one, I'm going to...

Christopher Mark Luxon - Air New Zealand Limited - CEO

Marcus says we've got a sixth question.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Well, he can -- we can absolutely come back to Marcus. We'd like everyone to have all their questions answered, Christopher.

So for Cam. I'm going to direct this to you, Cam. What's does moving from GDS to new distribution system mean? And when is this likely to be

implemented? I think it's a really fair question for those of you that are not necessarily living and breathing airlines every day.

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Yes. So the GDSs are what -- there's 3 large GDSs generally around...

Christopher Mark Luxon - Air New Zealand Limited - CEO

Global distribution...

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Global distribution systems. And they drive the engine that travel agencies use, whether it's an online travel agency, a travel management company

or just a retail travel agent.

And they have set prices for airlines. So we put our inventory into a GDS and then they distribute it to literally tens of thousands of travel agents.

And that's been quite frustrating in terms of being able to get the right price of GDSs over time but also to get the quality of product distributed.

Because actually, if you walk into a travel agency in San Francisco and they're putting an availability display to Air New Zealand, you don't see what

you see on the Air New Zealand website. You see a whole bunch of leaders and a whole bunch of numbers and they actually extract out a price.

And what more airlines are wanting to do is actually show ancillary products like Skycouch or economy comfort or economy plus or our Business

Premier product. So in the future, we'll be able to direct connect between ourselves and the travel agent through API links which will mean they

will get rich content.

Now some of that will be done through GDSs and some of that will be done direct. But ultimately in the next 18 months to 24 months, you'll see

a world where Air New Zealand will negotiate what we call override payments to travel agency groups, we'll have some commissions in the

marketplace, we'll have some net fares in the marketplace. But the biggest single thing that will change is we'll be our negotiating on content. So

we have some content that we have via our APIs via travel agents, some content that goes to our travel agency partners through GDS and some

content that we have directly on our own websites. And this will be the single-biggest structural change in travel distribution services market in

decades.

It's taking some time because there's a level of resistance from GDSs because as you'd expect, there's been this tripartite relationship where airlines

have paid GDSs for access, GDSs have been paid travel agencies, and so have airlines. So it'll take a while to structurally break that down but this

is a transformation which is happening. And we are participating, at one, through differential pricing; but two, through creating API links with

ultimately the end users which are, for us, an offshore markets travel agent. So a lot of work to go, but quite an exciting opportunity to increase

our ancillary products and reduce our costs.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

One more question from online. And if any of you have any questions that you'd like to give in person, please think about them now before we

move to a break.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Once you make a decision to leave a route, how quickly can you reallocate resources?

I'm going to give that to Nick, but I think Christopher and Cam, if you want to jump in, because it is an executive decision overarching, so please

feel free.

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Well, certainly in the case of Vietnam, it was immediately because we had a small 787 issue that meant we were looking for as many planes as we

could get. But actually, it is pretty much immediately because we work on 2 seasons, Northern Summer and Northern Winter. And so you don't

normally pull out of a route in the middle of a season. Depending on how it operates, when we fly seasonal routes, they're normally there for a

reason because they're profitable seasonally. And so normally, you tie it into the start of a Northern Summer, Northern Winter changeover or vice

versa. And so that means not only have you been tracking the performance of that route, but you're working out -- worked out what your options

are so that when you come out with the announcement that you're pulling it and you make that decision, then you pretty much have it lined up

for the next season coming off the back of it, that you'll reallocate that resource.

In the industry, we get a bit of time because you don't -- and while it's very, very rare, anyway, that you announce that you're coming out and 1

month later you're out of that route because of the lead time for sales and everything else that goes on. So normally, we announce up to 6 months

before we're coming out of a route that it's going to happen, which gives us the ability to reallocate that asset.

Christopher Mark Luxon - Air New Zealand Limited - CEO

I'd say that's one of the things I think we've got really good at over the last 7 years. I mean, I've seen airlines sit there with market conditions that

have changed in Japan, whether it was someone watching the yen fall and rising fuel prices and nobody changed their configuration to Japan at

all. And you'll hear of cumulated losses for years, decades where people have stayed in a market, just carrying on doing the same thing. And we

are just going to be ruthless commercial animals and have been because we'll take those aircraft and that mobile capital asset and we're going to

deploy it to where we can make the most amount of money.

And so for us as Nick said, we do a quarterly review. He and his team provoke us; he and Kate would sort of challenge us around that network and

then we can sit there as an executive team representing all the different functions across the business and we all hold hands and we say, "Right,

let's go do it." And we'll take that aircraft and point it to somewhere we can make more money.

And that would be the thing I think Nick was alluding to a little bit as we go through this part of the next 3 years, is that you should expect to see

us try new things. And if it's not working, we're going to bug out at a moment's notice and ho do something else, and likewise. So just expect there

will be a little bit more trying to find new sources of growth and us moving that network around in order to do that as we go forward.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

One question from the floor. Wade?

Wade Gardiner - Craigs Investment Partners Limited, Research Division - Senior Research Analyst

Yes. Just elaborate on Andy's question. Given you've got 100% of the domestic profitability, what do you...

Christopher Mark Luxon - Air New Zealand Limited - CEO

Slightly more than that.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Wade Gardiner - Craigs Investment Partners Limited, Research Division - Senior Research Analyst

Slightly more than that. Well, what's your sense of their sort of desire to stay in this market, then, given -- particularly given your deal with Qantas?

Christopher Mark Luxon - Air New Zealand Limited - CEO

I mean, Cam, you can talk about it, too. But I mean, my sense is that they are committed to this market. I think it plays an important role for their

brand presence in this market. You've got to remember in the context of their total result, I suspect it's something that they can live with and are

living with. But I think it feeds into the Trans-Tasman proposition, the Australasian proposition in general. So I think our working assumption is that

they will be in the market in some form, albeit with capacity adjustments. But we don't get a sense that there's a desire to leave the market. Would

that be our view? I don't know. What would you say, Cam?

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Yes. I mean, I think because it's an adjacent market, given their scale and competitiveness with Virgin's boosting on the Tasman, I think they perceive

it as a good part of their overall value proposition. And if you look at the markets they are participating in, those are the larger markets. So they're

probably -- if you look at their network, they're configured around those markets where there's a level of density and traffic that they can get an

amount of business. So we haven't seen anything that would lead us to believe they want to double down on the business, but the reality is we

haven't seen anything conversely say they're getting out of it either.

Nick Judd - Air New Zealand Limited - Chief Strategy, Networks & Alliances Officer

And sorry, the other point I'd add to that is that they obviously have a network mentality, as you'd expect, in regards to this. So when we talk about

domestic, we talk about it in isolation. It's incredibly important for us, but they will see network value in having Jetstar and the Qantas brand here

and what that feeds into their long-haul network onto Asia and to other places as well. So different -- not different measures, but just in terms of

different ways of looking at it, and when it's our home market, we need to make sure that domestic stands on its own 2 legs. I've got a slightly

different metric and measurement for what success potentially looks like.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Any other questions? Anthony.

Anthony Moulder - CLSA Limited, Research Division - Analyst

Anthony Moulder from CLSA. How's the customer changing? Because we've seen adjustments to your capacity, Virgin, I think last week or the week

before. Is the customer becoming harder to read as far as their desire to travel?

Christopher Mark Luxon - Air New Zealand Limited - CEO

No, I don't think so. I mean, I think we're seeing still tremendous consumption of air travel all around the world. It's been a great democratizer of

-- we've had 800 million people reach the middle class in the last 10 years. I mean, it's been a phenomenal thing, and I think we still see that. Certainly

in our case, we see a more discerning customer with higher expectations for sure than what we saw 7 years ago. I think there is a rising consciousness

around sustainability, which is why our drive into more fuel-efficient fleets and starting to think about how we will ultimately address the 2% to

4% of global greenhouse gas emissions. And that's a difficult thing to wrestle with, and we don't have any obvious solutions, but we are wrestling

with it. We are engaged with it. We are supportive of net 0 carbon legislation coming through and have been for a number of years. So we got to

keep working with that. But fundamentally, no, I think the customer is still this huge demand for what we're saying. What would you say?

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Yes, and we're -- I mean seasonality is a big part of our business, inbound, outbound. And we -- it's been great to embrace things like flexible work

not only in our business but in other business because that ultimately gives people more personal freedom and time to take more trips. So big

changes for us over the last decade. There have been things like 4 terms in terms of the school years, which gives us more opportunity. If you have

a 4-day working week, some people taking more trips more often.

I think there is a move to our people wanting to purchase segmented products. So they're actually asking us for disaggregated product, which is

leading us to the disaggregation of our long-haul economy products. So we are seeing people pick and choose more often and they're becoming

more sophisticated in terms of Airpoints and loyalty, understanding what unlocks the value, where they should purchase, what credit cards they

should use on their everyday travel to get either Status Points and/or enough dollars to go somewhere. So a lot of our Airpoints members, as an

example, are accruing a lot of Airpoints but then buying the lowest possible fare as well. Which we're happy with because that feeds this kind of

unbelievable ecosystem.

So yes, we're just seeing customers ultimately getting a lot smarter about their purchase happens -- habits, where they use travel agents vs. where

they use our online tool. So yes, it's becoming more and more sophisticated in terms of purchasing habits.

Anthony Moulder - CLSA Limited, Research Division - Analyst

[And we get a lot of you] you're capturing a lot of that data through Airpoints. Is that the key distribution channel that you're getting that data set

from?

Christopher Mark Luxon - Air New Zealand Limited - CEO

35%.

Cam Wallace - Air New Zealand Limited - Chief Revenue Officer

Yes, a combination of our coalition partners. So the coalition of the willing. And as well as our credit card partners, our retail partners as well as our

core Airpoints. So we have -- own a data analytics company. And more and more, we are diving deeper into that data which feeds our customer

segmentation, which then feeds the way we hyper-personalize and market to people in the future. So you'll see us get more active in that space.

We probably had too much data historically, now we've seen that, yes, this is how we operationalize the data, this is how we get a bit of sales. So

we'll be communicating more frequently with a smaller number of passengers with very, very bespoke offers. So we've made giant strides in the

last 6 months because we've had the labor focused on it. So you'll see a lot of different things coming out from Air New Zealand.

Christopher Mark Luxon - Air New Zealand Limited - CEO

I think I'll just say Jennifer Sepull, who's joined our team. It's week 4 for Jennifer. Do put your hand up, Jennifer. Joined us from the states as our

Chief Digital Officer. And under Jennifer, one of her major direct report teams is the data and analytics team. And we've got a great data scientist

and it's been transformational even in the last 12 months. Because if you go back 5 years ago, we didn't actually know you as a person, as a whole

person. We knew you as a series of transactions that have taken place. And now we can actually thread you together as an individual and actually

have one view of you as a customer. And so that data, again to that point, has been a major achievement with a bunch of legacy systems underneath

supporting all of that. But it's actually the insights that we're getting out of it that actually help us on the customer revenue side. But actually more

importantly also help to simplify our operations. And so we're trying to use the data analytics piece to really get into streamlining our operations,

removing duplication, improving processes, which gets back to some of the cost challenges that we've got going forward as well. So I think that

is -- that's the way of the future. If you think 5, 10 years out from now, digitally transforming this business so that we can maximize revenue and

outcome, simplify the operations and improve the commercial outcomes, I think it's critical in terms of how we can do it.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Anthony Moulder - CLSA Limited, Research Division - Analyst

Last one around fleet, the 787-10s. How do you think about those relative to an ultra-long-range aircraft, obviously that Project Sunrise, within that

sort of time frame of fuel delivery for these. But obviously not waiting for an ultra-long-range product.

Christopher Mark Luxon - Air New Zealand Limited - CEO

Yes, I think -- I mean, Jeff can talk more about that decision and reach out to him and Baden over the break. But I mean for us -- and Cam alluded

to it. It's really we feel we've made the perfect fleet decision. And now it's all about getting that configured perfectly and then it's also about

optimizing the route and network choices that we use it for.

As you think about something like New York, which we want to do, from Auckland to New York, we can do that with an existing 787-9 today. It just

has to be reconfigured. And that's where this drive to premium is really important because the weight of the fuel, the weight of the cargo, the

weight of the passengers and the sheer number of passengers that drive that weight is actually what limits our ability to make that destination or

not make that destination.

Our segmentation and our sales and marketing excellence, so then when we get to New York, as we have in Chicago and Houston and Buenos

Aires, is to unearth wealthy high-value customers. We don't just want anybody on that seat, we want a high-value customer on that seat. Because

when we bring them here, we bring 45% of the visitors in and out of the country. With our partners, we need to be able to make sure we're then

creating that value downstream for the rest of the tourism industry.

So to be honest, yes, a lot of airlines have gotten aircraft fleet decisions wrong, and that's been a real problem for 10 to 15 to 20 years. I think we've

got this decision perfect, and it's a really good one that will set us up well. The challenge now is to get the configuration right, get the premium

mix right, and have confidence that we can get the high-value customer that we want out of those longer-haul destinations. So it sort of becomes

less of an issue, we can work with the fleet that we've got currently and what we've signed up for today, I think, really well.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Great. So with that, we're going to take a 10-minute break. There's refreshments in the back. We are also really lucky today, we have quite a number

of senior leaders from Air New Zealand here, so feel free to mingle with them and chat with them. They come from all different aspects of the

organization. And we'll come back here in about 10 minutes. Thank you.

(Break)

PRESENTATION

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Okay. We're back. Thank you. I'm glad there was so much good conversation going on during the break.

Next up, we'll hear from our Chief Ground Operations Officer, Carrie Hurihanganui. But before she comes to the stage, we wouldn't be Air New

Zealand if we didn't play a short video for you.

(presentation)

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
Carrie Hurihanganui - Air New Zealand Limited - Chief Ground Operations Officer

(foreign language) It's great to be with you this afternoon. In particular, this is the first opportunity I've had since joining in the role of Chief Ground

Operations Officer to present to you, so I thought I'd start with giving a very brief overview of my background.

So I know the cliché's overused that time flies by, but next month for me is actually 20 years with Air New Zealand, so a very apt description of that

time. And I actually joined Air New Zealand as international cabin crew in the very beginning while I was in university study. And so after spending

time in the front line, I had the opportunity to go through a number of roles across Air New Zealand and ultimately to a lead through a majority of

our operational areas across the business, including global airport operations, our international cabin crew here in Auckland and offshore, our 3

regional airline businesses and also have the opportunity to work alongside Mike Tod as part of the customer experience transformation agenda.

So operational excellence and customer excellence are ingrained in my experience, what I do and very much ingrained in Air New Zealand.

So what I want to do today is talk about that link between operational excellence and customer excellence and how that plays through to strong

unit cost performance. So as we look at this, there's 3 key elements that have historically and will continue to drive CASK improvement that fits in

the realm of efficiencies, economies of scale and productivity.

But first I want to touch on cost control. And over the past few years, we've been very focused in regards to our unit cost performance. That 5%

when you look at that, that's directly. That underlying savings goes directly to our CASK -- sorry, the underlying CASK then that goes directly to our

bottom line. And so getting and keeping those efficiencies is key for us in regards to the impact it has on our profit.

Now ways that we've achieved that over recent years has been the efficiencies that we've gained through exiting our older and smaller fleet. So if

you think back to the 767 and the Beech 1900 and replacing that with larger, more modern aircraft. And we've seen substantial improvement come

across in regards to fuel burn and cost per trip.

From scale economies. As you've seen our network grown over that period by 30% through increasing our breadth across key Pacific Rim markets,

by entering into new markets in Asia and Americas as well increasing or building the depth that we have by increasing the number of weekly

services.

And finally in productivity. What we have seen by virtue, we've leveraged the upside of that by being really vigilant in regards to our support cost

as we've seen that growth. And that continues very much on a day-to-day basis. Just recently or earlier this year, we were able to agree with our

unionized workforces in airports around making some changes to their rosters and hours of work because they have that demand within the

airports. We were finding that we were driving significant overtime. By getting that agreement -- or variation to that agreement, that meant we

had facilitated over 9,500 hours at ordinary time rather than overtime. So those are the key things that we will continue to track down and create

those opportunities.

Now looking forward, we see a good pathway in our underlying unit cost performance. Now given the slightly lower network growth in the medium

term that we've talked about, we will see a slightly flatter indicative curve to what we've seen in previous years as well as 2 headwinds that we're

currently working through.

Those headwinds, the first being labor agreements. So no surprise to many of you that, that's a heightened environment that we're currently

operating in. And we still have very strong relationships with our unionized workforce and our partners. We still believe in HPE, or high-performance

engagement. And very much, that roster and hours of work that I was just talk to about, that was off the back of an HPE project that we did together.

But we are cognizant of it, we recognize that as we go forward.

The second area is around price increases. And what we are seeing is that our suppliers are facing rising cost environments of their own. Now

whether that be through the pass-through of minimum wage, changing regulations. And we're also seeing some key changes in the areas that we

would normally sit outside our addressable spend bucket. So that sets some things like AVSEC charges, or aviation security charges, and also landing

charges. So we have an environment in the Airports Authorities Act that allow airports to price as they see fit.

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MAY 27, 2019 / 1:30AM, AIR.NZ - Air New Zealand Ltd Corporate Analyst Meeting

Client Id: 77
So while we're cognizant of these headwinds, we're also very confident. We know how to drive cost improvement in difficult environments. And

if I think about my time in Air New Zealand in operational leadership roles, there is a strong discipline in regards to that daily diet of ongoing cost

and annual improvements that we continue to look at.

Now historically, we have focused on incremental cost improvements. And by no means am I saying incremental cost improvements are a bad

thing; we will continue to unabashedly chase those. Every cent counts, and we know that. But we are looking to step-change by virtue of thinking

the model and how we want to operate and do better business going forward. And as Christopher mentioned earlier, we will be bringing in external

consultants to support with that as we go forward.

So there's 3 -- the 3 main components I've talked about driving CASK improvement before, which is efficiencies, economies of scale and productivity,

I just want to call out that, actually, the contribution of these aren't necessarily going to be equal or consistent from one year to another and it's

very much because they are influenced by the environment we are operating in. So you'll see that come to life as we go through this presentation.

But first, I want to talk about efficiencies. As you can imagine, every year, we have numerous projects underway within the business to drive out

inefficiencies from the business, very much what I would call bread-and-butter of operational excellence or even a ticket to the game, some might

say. But with that, we have strategic multiyear projects that my team is working on to say how do we continue to build on that momentum that

we've had to date. And so what I want to talk to you about, in particular, right now, is the work that we're doing in supply chain and in fuel

optimization.

So overall, our supply chain organization has proven that it can deliver against our performance goals and do so against high-risk exposure and

also against the back of complex global logistics. With a $1.3 billion addressable spend bucket each year, supply chain is wide and varied and

touches all facets of our operation. It is literally pens to planes in regard to what sits in that space.

Now with 4,200 suppliers, interesting enough, that's dropped down just a couple of years. We were well in excess of 6,000 suppliers, so there's

been some good simplification and consolidation over that time. But we believe there is plenty more that we need to pursue across that supply

chain going forward.

So that $1.3 billion in addressable spend that I talked about, that's significant. And I've said, supply chain has delivered well, but we are looking to

step change how we run that business by virtue of ensuring that we have end-to-end integration.

We -- look, we know that we have some silo activities across the value chain, so we're moving to a center of excellence, which we did earlier this

year, provides us to ensure that we can make more rapid decision-making and that we are getting that end-to-end integration that I am talking

about in real time. And along with it, we're looking and we've really focused in on leveraging the strategic partnerships we have with our suppliers.

We think there's opportunity for not only improved efficiencies, but also better sustainability. And interestingly enough, and Nick, I know, has these

conversations a lot, they're often positioned as mutually exclusive topics. Now our view is that's not necessarily the case, but we do need to structure

ourselves, so that we can maximize the performance in those together.

If we talk about the supply relationships, obviously, there's all sorts of good reasons that we build those strategic partnerships with our suppliers.

But in particular of interest is innovation, and the reason I say that is if we have the right relationships and the depths on it, we can pursue innovation

that provides better outcomes for our customers and it also provides the opportunity to drive efficiencies. And a piece that I'm really excited about

at the moment is we're working alongside ST Engineering Aerospace in Singapore. So they currently undertake the heavy checks on our wide-body

aircraft, and we're trialing drone technology. So as part of those heavy maintenance checks, we have a specially designed drone. It has a particular

path that's been mapped out, the circuit that it needs to follow. It has high-definition video in it and takes and sends through to the engineer who's

analyzing that in real time.

Now there's all sorts of benefits that actually that drone technology can provide us. You think about things like health and safety and that our

engineers are in a position when they have go up higher to do that. It takes care of that. But a particular interest for me is also the time saving. So

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we're looking at those inspections are being done in 1 to 2 hours as opposed to up to 6 hours depending on the aircraft type for that same inspection

under traditional means. And so really exciting space there and something we will continue to pursue.

The other element in regards to working with our suppliers and the role of supply chain obviously is to mitigate risk. Now that's not only supply

risk. It's also in terms of our sustainability goals and our positioning on key objectives that we have in that space. So if we think about waste, one

of our key goals is to reduce waste. We kicked off a project in 2017 called Project Green. And what that enabled, and some very exciting stuff that

we could reclassify, 35 in-flight products to non-biosecurity risk. And at face value, you think 35 items, wow, that's exciting. That's actually equated

since the launch of that to 20 million items that we've been able to recover and reuse. So we are now looking to roll that out across Wellington,

Christchurch and Queenstown. And we expect in the next 12 months that we'll see another 2.5 million to 3 million units that we can recover and

reuse. That equates to 57,000 kilograms being diverted away from immediate disposal and 50 ton of glass bottles being recycled. So some great

stuff in that space. So if we look at supply chain, we will be continuing to push through that end-to-end integration that I'm talking about, alongside

the opportunity to leverage more strategic relationships with our suppliers.

Efficiency. So we've been talking about efficiencies within the supply chain. As we move into a fuel perspective, clearly, a key focus for us is we

have invested in more modern and fuel-efficient fleet over the years that's clearly demonstrated results. As you can see here, as fuel efficiency, as

estimated by virtue of ASKs per barrel on jet fuel, there's been a 13% improvement over that 9-year period, which is a great result. And as we look

to continue to have the NEO continue to roll out into 2020, we will continue to see those efficiencies. Although we will see, over time, a slightly

lower rate as opposed to the period when we transitioned from the 767s to the 787s over that previous period.

But I really want to call out that, whilst we love multibillion-dollar investments in fleets, as announced this morning, there are other ways that we

will absolutely be tracking and hunting down opportunities for fuel burn optimization. And the first phase comes in regards to flight planning. So

we've initiated -- recently initiated a project to replace our flight planning tools and platform that we use, and that's very clearly in regards to

planning our flight routes with reduced fuel burn in mind. And not only are we confident that we'll get further fuel savings from that, we also think

there's upside in regards to productivity as we'll decentralize all of our flight planning across all of our fleet. That means we're taking time out of

the cockpit and, ultimately, the ability to reduce duty time.

Another area is around weight reduction, and we are constantly looking for opportunities to take weight off the aircraft by virtue of the impact it

has on fuel burn and our sustainability agenda. A couple of areas that we've looked at, obviously, as we're transitioning from paper-based manual

systems in the cockpit through to electronic versions, we will continue to see the efficiencies of that come through, but also virtually continuous

improvement mindset. Captain Dave Morgan and his team are working alongside my operations team as we look at opportunities to reduce across

the network. And in December last year, we looked at, again, another very exciting topic, potable water. But actually, you'd be amazed across

Tasman, when we looked at the amount of water we're carrying, what we needed to carry and the data we had, we had the ability to reduce that

by 25%. That goes straight to fuel burn. So we will continue to track and hunt these opportunities out.

And the final is ground power unit, if we think GPU as opposed to the APU. The aircraft has the auxiliary power unit which, in essence, keeps the

lights on when it's not plugged in. By simple SOP, change for us by virtue of saying, actually, at the soonest possible opportunity you plug in and

at the last possible opportunity you unplug has seen, over the last 12 months, 2,500 ton of fuel savings and 7,900 ton of CO2 emissions reduction.

So that's in Auckland alone. So we will continue to revise and refine those processes in Auckland, but look to also roll it out to Australian ports,

starting with Sydney and then also looking to use that in Chicago.

So we move from efficiencies into economies of scale, and there's been lots of conversation that we've had on that already in regards to what's

been a significant driver for us in the past few years is that network has grown considerably. Now during that time, we've been really focused to

ensure that our support costs remained flat. Now if you look at the chart on the right, what that's saying is if you actually assess and adjust it in

inflation terms, it's actually a 25% reduction in costs. Now for us, that contribution benefit we get from economies of scale is obviously directly

relevant in any given year in regards to how much growth that we have. Now next year, we're looking to grow at around 5% and much of that in

the longer sectors. So as we move forward into 2021 and 2022, that's likely to reduce off the back of, obviously, Nick talking earlier. But going

forward, we're likely to be closer to moderating to about 3%.

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So as I said before, these 3 levers are not equal or consistent every year. We have made the most of those economies of scale. We will continue to

do so where possible, but it means also our focus in regards those opportunities will tip to efficiencies and productivity as we go forward.

And finally, as we talk about productivity, there's some really exciting things happening in the space as -- if you think about -- and they were talking

in the question-and-answer session around data and analytics. If you think about our ability of how we can use that going forward, if you think

about things like mobility tools, automation in regards to RPA and artificial intelligence, we've got tremendous opportunity to not only enhance

the customer experience, but also look to shift the dial and release opportunities in the productivity space.

So I'll start by talking about the customer-facing element, and we know that technology is a key enabler for us to not only enhance that experience,

but it's something we've invested considerable time and resource to continue to build out at Air New Zealand. Anyone here I don't know, just by

chance, ever had a disruption or a canceled flight? I'm thinking you're going to say, "No way." So as you know, the process when that happens from

a customer's perspective is, a, draw out that anxiety that you get since the customer gets concerned saying, "Hey, am I going to get to my meeting?

What's happening? What is my alternative flight?" They lose control by virtue that they are waiting for the outcomes. And what we're trying, actually

behind the scenes, and what you wouldn't necessarily see or know, that it also drives increased manual processes and manual interventions for us

to be able to get that network back on track. So we introduced a tool that provides an algorithm in the cases of mass disruption or cancellations.

And what that meant is it goes around, looks at all the possible combinations, spits out the preferred options you would have in that rebooking

process. What that has allowed us to do is reduce that anxiety by letting our customers know sooner where they're going, what their alternative

option is. But unfortunately, it hasn't reduced the manual process behind the scene. So a step in the right direction, but we still have more work

to do. And what we have seen, although it is a step in the right direction, is that we have reduced staff hours by 12,500 hours since we commenced

using that tool. And we, also since the 1st of July last year, had over 90,000 passengers that we've rebooked using that.

So that's today, improving, on the right track, but quite frankly, I'm more interested in tomorrow. And tomorrow, as we look at the next phase, is

to say that we're using -- we're planning to use artificial intelligence to not only take those options, and let's take that disrupt example as one

example, that will come up with the flight options that it will have. It will serve it up to the customer directly in regards to fast, easy and personalized

options. What does that do from a customer's perspective? It goes back and says, "You reduce my anxiety. You put the control back into my hands

by giving me choice." Now the additional benefit of that is by driving that decision channel for the customers through the app, that also reduces

manual interventions, manual processes, ultimately freeing up call center and airport staff.

So this is a multiyear journey. So sorry to say it's not going to be done in 2 months, but we do have a roadmap by virtue over the next 2 to 3 years

of what that will look like, starting with digital front-end development, obviously, in regards to our customers, but really critical and we recognize

the holistic solution as saying that we have a cohesive, integrated solution behind the scenes for our customer-facing and operational staff.

Good segue as we move into that integrated solution, which is to say we want to link that customer strategy that we've been talking about into

an operations mobility strategy. That will allow our crew, our airport staff and engineering and maintenance to have real-time, relevant and

contextual information. That means an integrated and proactive operational delivery becomes a reality, which is better for our customers and

better for our people. And also having a conversation with a couple of you before we started today around the importance of culture and that's a

key piece, our tools -- our customers -- our staff, sorry, having the right tools to do the job.

And I want to talk to you by mobilizing staff, and actually, if we think future state allows them to largely undertake their roles wherever they are.

If they've got the right information, they can make better decisions. What does that mean? That means reduced training costs, reduced labor costs,

reduced paper-based systems and all the related costs that go with that.

And the example I'll talk you through would be the hangar. So take an engineer that has to come into work and has a chip they need to do that

evening. Yes, all the paperwork is done in advance. They've got their work package. They go to undertake that work. The reality is, hangar 2 in

Auckland is in excess of 10,000 square meters. So even the most organized paper-based system is saying they're still going to have to go to the

dock office. They're still going to have to move forward to look at manuals and processes. They're going to have to go to the central-based computer

system to do that work. You think about the view that we put an iPad in the hands of all of our maintenance engineers that have update -- updated

information in regards to manuals, processes, they can submit their reports and close that work card, the time and distance in the hangar alone of

what that will provide.

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So similar here, we had a journey over the next 2 to 3 years that we will line that up, and it's one that we're really confident will not only deliver

across airports, crew and engineering and enhance customer experience, it will also drive sustainable productivity benefits.

So in summary, we have a great track record of cost improvement and we will continue to do so. We see a number of great opportunities across

the airline that we cannot only continue to improve that cost performance through operational excellence, but also continue to enhance the

customer experience through customer excellence.

So thank you. Really appreciate your time today, and I look forward to catching up with a number of you are at the end of the event today. But in

the meantime, I would like to hand over to our Chief Financial Officer, Jeff McDowall.

Jeff McDowall - Air New Zealand Limited - CFO

Thank you, Carrie. And as you've heard from Carrie, but also one of my other colleague today, we're all really super focused on returning to sustainable

earnings growth. But I'm going to change the subject a little bit from that and talk about capital management, how we think about our capital

management framework. And although a bunch of this stuff will be somewhat familiar to you, we have, over the past few months, reviews --

reviewed and refreshed our capital management, primarily, for a couple of reasons.

Firstly, I've been the CFO 18 months or so now. And during that time, I spent a lot of time talking to investors, including many of you in the room

here, but also investors overseas. And pretty much, every time I get a question about how we think about capital management and, particularly,

actually, as we contemplate the period where our CapEx will be lower over the next 3 years or so.

So we thought, well, again, while the questions would be good to make a bit more clear, a bit more explicit and set it out in a framework that is a

bit more open. So we're doing that. The other motivation actually is that, as you know, IFRS 16, the new accounting standard, is taking effect for

us in FY '20 and that will have an impact on our gearing. And the way that will work is that when we work out gearing at the moment, we put our

aircraft on there at 7x the annual lease rate. With IFRS 16, they'll go on at a lower rate, so our gearing will come back a bit. So we needed to think

about how we would change the framework, if we did change the framework knowing that was coming.

So with those 2 thoughts in mind, when we think about -- just take a step back, when you think about how we communicate capital management

today, we do 2 things. We talk about gearing. And for a long time, we've talked about 45% to 55% being our target gearing range. And secondly,

we publish a distribution policy on our website, which communicates our commitment to paying consistent and sustainable dividend. So those

are the 2 ways in which we communicate it formally today.

So what we're sharing now is a somewhat more explicit framework, which reaffirms those elements, but takes it a little bit further and has these 3

components: firstly, ensuring long-term resilience; secondly, investing wisely; and thirdly, returning excess cash. And you can take about -- you

can think about those as a hierarchy. So the foundation of it all, as you can imagine, is ensuring resilience and the other 2 sit on top of that. Where

this will end up is that we will publish a capital management framework incorporating these elements and that will replace and supersede the

distribution policy that's on the website today.

So just touch a little bit on each of these 3 uses of structure for the comment I'll make this afternoon. So firstly, resilience, the most important part.

This -- I guess, 2 things I want to call out here that we're changing. Although one is we're now explicitly recognizing in our framework our focus on

maintaining an investment grade credit rating. And in support of that, we are articulating a debt ratio, which supports that investment-grade credit

rating. So you could kind of reasonably argue that the way our balance sheet is funded doesn't rely heavily on unsecured debt. So you could say,

"Well, why are you focused on having an investment-grade credit rating?" And if you look on the chart on the right there, a bunch of our peers,

high-quality businesses don't have an investment grade credit rating.

But for us, it's important for 2 reasons. One is it gives us diversity of access to funding sources. So if we want to access unsecured credit, we can.

And secondly, given the criticality of resilience, and that being the foundation of our framework, an investment grade credit rating provides a really

good independent metric to demonstrate resilience.

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The other component of our resilience is the gearing range. And as I see it, that is about what we've communicated in the past and that's been the

sort of foundation of how we've talked about our balance sheet strength. We talked about 45% to 55% as a target, known as a straitjacket, and

we've talked about how, at the peak of our CapEx cycle, with the tail end of the peak of our CapEx cycle, we'd be happy to be a bit above that. And

actually -- and that's what you see there with 56% at the end of December. That's a little bit above the range, actually a little bit above it by a smaller

amount than we had expected. So that -- we're completely comfortable with that as we look forward, and you'll see in the shaded graph there, it

does come down quite a bit.

So the question is, though, what do you do with IFRS 16. So IFRS 16 will reduce our gearing by around 3 points initially. The amount will vary a bit

as time carries on, but initially about 3 points. So what do you do about that? Well, so we sort of went back to first principles and said, "So what

should our gearing level be?" And you can make actually quite a good argument that if our gearing level was 60%, we would still have an investment

grade credit rating and we'd have a lot of cost of capital. So you could say, "Well, maybe it should be 60%." But where we got to is while we did

have gearing at 60% and you have some kind of internal shock, I know, yes, a classic example would be a unilateral reduction on the New Zealand

dollar value or an increase in the U.S. dollar strength. That would drive up the value of our debt in New Zealand dollars and push us above the

range. And when you're above 60 -- 60 is fine, but when you get far beyond 60, that investment grade credit rating, or the metrics that support it,

get a bit stretched. So if you want to have a target that has a bit of -- that's a target on a straitjacket, then it needs to be a bit lower. And focus --

our focus on resilience and prudency is it should be a bit lower, so they got us to sticking to the 45% to 55%.

But having gone through that thought process and knowing that IFRS is coming along and it's going to reduce the reported gearing a bit, we

thought actually be very comfortable explicitly not changing the gearing ratio. So in other words, allowing IFRS 16 to give us a de facto increase

in gearing by 3 points or so initially. It reduces over time. And we're very comfortable with that given our capital management framework.

So moving on to the composition of our data, I mean, the only point I want to make here really is that we have a really low cost of debt, and that's

supported by a highly competitive and diverse portfolio of lenders and the longstanding presence that we have in offshore financial markets.

As you well -- the first things I did when I took on the role as group GM, corporate finance back in 2017 was to meet a bunch of our lenders,

particularly in Japan, actually, where they have an enormous attraction to Air New Zealand's credit. So you sit down with a bunch of bankers in

Japan and it's just immediately apparent how drawn they are to our credit. And I think there's a number of reasons for that. The brand itself is

attractive to them. The investment grade credit rating is attractive to them, particularly since if you're in the aircraft financing market, there's not

that many airlines that have that.

And thirdly, our strategic position is really resilient. I mean Cam talked a lot about our domestic business. And yes, you have to go a long way. I'm

not sure that there is any way you go where you find an airline with a stronger domestic market position than we have, which gives you a level of

strategic resilience that's attractive to a lender, I think, in the same way as it's attractive to an equity investor.

So the consequence of all of that, we get some very, very good credit margins. And as many of you were at the INFINZ Awards last week, you would

have seen us being nominated for a -- the best deal of the year, didn't win it unfortunately, but nominated nonetheless. And that, yes, we're getting

some super good deals at the moment. And yes, the same we did last year was an example of that and we have opportunities to do that again.

So moving on to cash flow. At the interims last year, so a little over a year ago, we did a conversation around our liquidity level. And back then, I

think we had about $1.4 billion in cash. And we've done some work to say, well, what is the right amount of cash to have and communicated that

we were targeting a range of $700 million to $1 billion. And we talked about that in a bit more detail at this event last year. We've since been

transitioning to that, and that's been going well. We're just a fraction above $1 billion today. And the way in which we've been doing that is paying

cash for the narrow-body aircraft that we've been receiving. And that's been going really well. We are taking a balanced approach to this. However,

in that almost INFINZ winning deal that I talked about a second ago gives us an opportunity to fund the next couple of narrow-bodies that come

in and say given the super low cost of that debt, that just seems like a sensible, balanced thing to do. So we've got 2 coming in, in the next few

months and we'll be debt financing those.

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So the other point to note that I just -- I would point out is that as the guys have been talking about earlier today, yes, we are in a changing demand

environment. And so in the interest of resilience, we will be targeting the -- something closer to the upper end of that range than the lower end

of that range.

So the final element of resilience is hedging. And the main thing I'm saying here is, actually, I'm not really saying anything, which is that our position

isn't changing. Yes, we are focused on buying ourselves time to adjust. We're not focusing on speculating on the price of oil. So we are following

our policy, which provides an immediate level of hedging and a decline as you go into the future as we expect the business can respond to a

different environment. So we're quite fully hedged for the next quarter and then it tapers off to -- until you get to about 42% hedged in the third

quarter.

The thing we have changed and we lived this previously is that we are now hedging, for a period of time at least, our budgeted jet fuel itself rather

than crude through our Singapore jet hedges and crack spreads. And that's because with IMO 2020 coming in at the end of this calendar year, that

has a risk, at least, of significant volatility in the crack spread. So having a hedge for that is, we think, prudent.

So moving on to the second hurdle, which is around investing wisely, as you know, our investment profile, our spending -- investment spending

profile, rather, is diminishing quite considerably as you get into FY '20. So the gray bars there, the narrow-body fleet deliveries we essentially have

during that period, so significantly less that you -- than you have seen. I would point out just before I move off this slide that there will be some

predelivery payments for the wide-bodies. I'll show you the details of that in a minute. That's not shown on the slide. This is just the narrow-bodies.

We utilize a considerable reduction spend and it's also been smoothed a bit as we -- and pushed out as a consequence of the deferrals that we

announced back in March.

So the 787 -- this will be about the 15th time you've heard about the 787-10 today, but still we can't help talk about it. We're just so excited about

this deal. It's a fantastic deal for us. This -- I won't dwell on that because others have. But 2 points I would make. One is the business case is really

compelling. I mean when you look at the efficiency of the aircraft, they're 25% more fuel-efficient than the aircraft it replaces, which means the

business case for replacing it is compelling. And it's not just that you have to replace it because the old aircraft are getting old. It's -- the business

case is compelling to replace, irrespective of the age of the aircraft.

The other point I'd make is this is a really kind of simple and flexible order. Simple in the sense that the capability that we have with the 787-10 that

we've ordered, very similar to the 777-200s that we'll be replacing. So we can put it straight into the network in the same way as we operate that

fleet today.

The other element of simplicity is that it's pretty much the same from an operational perspective as the 787-9s. So it doesn't add any operational

complexity at all. So it's a simple order and the flexible nature of it is, as others have talked about, we can exchange some 10s for 9s if we choose

to. And we can bring some planes early and later if we choose to. And as Christopher was talking about in the Q&A, I think that's one of the things

that has differentiated us as an airline over the past 7 or 8 years or really since the GFC, which is that we can move nimbly when circumstances

change. And a critical component of this order was continuing that.

So what does that look like in CapEx? So this sort of sets out the CapEx for the wide-body program. The first aircraft arrives in calendar '22 --

September '22, so that's our FY '23. You see some predelivery payments there creeping in mainly in 2022. The couple of things to point out here.

Now that we've made the deferral announcements, which we did back in March, there's no more than 2 aircraft in any 1 year. So the peak of this

is substantially less. The 2 bars on the right are kind of a good way of illustrating that, which is the blue-y one is the average spend during this

period and the black one is the average spend that we've had over the past 5 years. So you can see it's considerably less. One caveat, this doesn't

include some small number of narrow-bodies in this period of time. There's 2 NEOs coming in FY '24, but this is the vast bulk of it.

So what you get from that is a sense that if and when we're in the middle of this fleet replacement program, the amount that we will be spending

on aircraft CapEx is almost the maintenance level of CapEx. This is not a peak level of CapEx, even though we're doing a fleet replacement program.

So the consequence of that, we don't expect that to put any pressure on our gearing.

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And then finally, on the invest wisely elements of the framework, I would just like to reaffirm our commitment to ROIC as one of our key metrics.

It's very well embedded in our organization. At the moment, as you've heard today, we're all very committed to delivering stronger ROIC. And as

people have a great understanding of this internally now partly because, as I think I mentioned to you this time last year, we have changed our

short-term incentive scheme with a company proportion of someone's bonus as dependent on the company's ROIC performance. So that gets

people really, really focused on it, really focused, including Cam. And so -- and which means people ask questions about it, which means they

understand it better, which means that they're focused on improving our performance against it. And actually, it's hitting home right now because

as people contemplated the guidance -- the earnings guidance that we provided in January and that we reaffirmed today, people are saying, "That

means my bonus for this year is way less than it was last year." So we'll say, "Okay. We'll want to -- we need to work together to solve this. We'll

need to work together to get to earnings growth." So it's having the desired effect.

So notwithstanding the earnings per share, we are reaffirming this -- both this framework and these targets, the targets being that we think our

cost of capital is around 10%, so we want to exceed that. But actually, we want to deliver excellent returns, not just good returns, so that means

15%.

So then the third element is around distributions. So first thing to note is we remain committed to consistently paying a sustainable level of ordinary

dividend. And we're really proud that we have been able to pay $2.2 billion in dividends over the past 14 years. The thing I wanted to point out,

though, is that when we talk to investors, and I talked about that at the beginning, particularly offshore investors, they sort of want to know what

we mean by consistent and sustainable. So when we publish this new framework, we will actually conclude definitions of those terms.

So firstly, by consistently pay, we mean -- what we mean by that is simply that we seek to pay a dividend every year. By sustainable, what we mean

by that is that the amount of that dividend is not a short-term focus thing. It's looking at our medium-term financial projections of earnings, CapEx

and gearing. And so it's not based on a payout ratio of the earnings in a given year.

The second element of our returning cash is you would've seen on the first slide, but repeated here, is that when we have excess cash or where

our gearing is much lower than it needs to be that we're not just going to sit on that cash. So we could go and engage in a bunch of M&A transactions

and go and buy another airline in Australia, but we can't afford that. So we won't be doing that. So if not doing a bunch of M&A transactions, we're

not just going to sit on the cash. That means that we will be looking to return excess cash to shareholders. And we're calling that out explicitly now

in the framework. And the manner in which we could do that would be determined at the time based on our market conditions, including the

share price. That could be either share buyback. It could be a special dividend. We have an agreement in place now with the Crown, which enables

us to undertake a buyback in a way that keeps the Crown's investment constant.

So I hope that provides you with a bit of an insight both in terms of how we're thinking about capital management, how the new framework

essentially reaffirms the existing elements and make some of that a little more explicit.

So I'm more happy to take more questions on that when we get to the Q&A. But in the meantime, I'll just had over to Christopher. Christopher, do

you want to wrap up?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Well, thank you, Jeff. And can I just say I hope you got a sense just from the 4 executive members that you've heard present today, 3 of which

actually have come through the executive in the last 12 to 18 months, that we have a really brilliant executive team. And the renewal and the

transition that's taken place over the last 2 years has worked incredibly well. And I think you're seeing that we've got really smart, intelligent, highly

capable leaders that understand this business really well and can keep rolling it forward as we've been doing.

I just wanted to close out where I started, really, which is to say, again, I hope that you take away the 4 key messages that they really are, first and

foremost, we are a business that has built tremendous nimbleness and agility into what we're doing. We're going to continue to do it that way. It's

the -- we want to be able to survive in a global aviation world, and we're going to continue to do exactly that.

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The second thing is that we are really focused on improving earnings growth in the coming years and hope you got a good sense about how Jeff

and all of us are conceiving of doing just that.

Thirdly, we're going to make sure the quality of the result stays, thereby building excellence in a customer, cultural and commercial sense.

And finally, as Jeff alluded to, we really want to make sure we deliver and build upon the strong financial foundation that we've got, improving

earnings growth, certainly building out our revenue and cost initiatives and making sure we deliver free cash flow.

So you've -- I think those are things that are really big markers, coupled with these last 4 competitive advantages. And as I said, we will continue

to be just ruthless at making sure there is no way anyone gets through those competitive advantages, and that we build them out and we make

them stronger and better as we've been doing for the last 7 years, and that's what we'll continue to do going forward.

So with that, I think we'll open it up for some Q&A with Carrie and Jeff as well.

QUESTIONS AND ANSWERS

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Thanks so much. So we'll do our second part of Q&A right now. Carrie and Jeff are going to join us on stage with Christopher, but Nick and Cam

are not off the hook. If anyone has questions for them, they'll be able to answer. They're more than happy to. Again, we'll be taking questions from

the floor as well as through Slido. I think our first question is from Nick Mar. And if you don't mind, again, please state your name and organization.

Nick Mar - Macquarie Research - Analyst

Cool. Nick Mar from Macquarie. Just first one on the CapEx. With the new wide-body aircraft, you're now retrofitting the older aircraft with the same

cabins. And is there quite a cost associated with that?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Jeff, you go.

Jeff McDowall - Air New Zealand Limited - CFO

The -- we talked about the program to create a new premium experience a while ago. The process of installing that, we still need to work through.

But the aircraft need a cabin refresh at some point in their life. Typically, if you have a wide-body for 18 years, say, that cabin will be refreshed at

some point around the midpoint of its life. So that would be the target, is that you -- it needs -- it need to be refreshed at some point and that's

when you put the new product in there.

Christopher Mark Luxon - Air New Zealand Limited - CEO

And to give you a feel for it when they're coming, when we refreshed the 777-200s, it was 8 aircraft and it was about $120 million to completely

rebuild those 8 aircraft. And so once we get the new product in place from 2022, we'll roll it out across the rest of the fleet. It's quite an efficient, I

think, a really good fast payback kind of investment for us to do. And we probably have realized we've always been great at not and we've been

running older aircraft out, actually not having refreshed it earlier. And so Jeff's right. We'll try and look at the midpoint of the life of the aircraft as

we go forward.

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Nick Mar - Macquarie Research - Analyst

That was great. And the second one just on the business overall. How do you guys feel about how your competitors are going on things like you've

discussed around customer proposition, cost base or if you hit recovery, reducing CASK and your ability to stay ahead of that to make sure you

hold on to those benefits rather than being competed away in the market?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Yes. I mean I don't think that's any different than it's been over the last 7 years, right? That's all a relative game in terms of our cost versus our

competitors, our product and service offering versus our competitors. And so part of why we're going again and actually with these new aircraft

and with these new interiors and work at Hangar 22, as Mike Tod and his team who are very aware of what's happening with our competitors are

also improving their products quite significantly, and it's time for us to go again and make sure that we maintain that head space over our competitors

to justify that revenue premium. So yes, you -- we're benchmarking a lot. We're traveling on other airlines. We see our competitors' products. We're

well aware of what's going on. And it's partly why we want to stay really invested in that customer experience to keep stepping it up.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

We have a question from online, asking how should domestic customers feel about Air New Zealand having about 100% of the domestic profit

pool. Should you manage some of that profit away?

Christopher Mark Luxon - Air New Zealand Limited - CEO

It says sorry for a prickly question as well, which is so Kiwi, isn't it? I mean it's so typically polite. Look, I mean, I think the bottom line is from a

customer point of view, we're really clear, and I would say, Jeff, jump in, that I think if I even look at L.A. and our services to America over the last 7

years, again, the same on the domestic, we're really conscious of making sure we're doing the right thing by the customer for the long run. And so

I can look at our domestic network offering of regional services and the scope of those cities and towns that we fly to, and I think the customer in

New Zealand is getting an outstanding deal. And so I think we're using our market position in a really appropriate way with our customers. We're

making sure we're passing on the benefits to our customers, go back as I said in Hamilton last Thursday, what's the price of milk 7 years -- 10 years

ago, what's the price of a house, what's the price of a Toyota Camry, and I think the value that actually Air New Zealand's had would offer its

customers is really superb, while also obviously managing our commercials in a way that means that we can reinvest. So I get the sentiment, but

I actually think we've been very mature and very responsible with the way that we've been going about building the position in New Zealand.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Any questions from the floor? Marcus? Hold on.

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Marcus Curley, UBS. Just 2 questions.

Christopher Mark Luxon - Air New Zealand Limited - CEO

Are you sure it's 2 or another 6?

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Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

Positive, positive. First one is on labor. Could you just -- you touched on a more challenging backdrop at the moment. Could you give us a little

feel in terms of, if you can, expectations or recent deals, what sort of levels are currently being agreed or sought after?

Carrie Hurihanganui - Air New Zealand Limited - Chief Ground Operations Officer

Yes, absolutely. I mean as I mentioned, we are seeing increasing pressure in that space and a heightened environment. We have seen an increase

just recently in regards to probably our latest deal has 3% in the first year, but lower in the second. As we continue to work through those relationships,

there's been a number of meetings that I've had, and in fact, Christopher and I have also had with union organizers, to understand kind of HPE and

that -- the relationship going forward by virtue of we share the environment that we're in and been pretty open about the need for us to continue

to build into organizing drive change in the business. So it's been a very transparent kind of conversation piece that we've had going forward.

Christopher Mark Luxon - Air New Zealand Limited - CEO

I think there's no doubt about it. If you look at labor relations in the country, it's been quite agitated by the public sector positions and expectations

that have been sitting there. Having said all that, you've got to remember, we used to -- we've probably driven 30% of the industrial relations law

of this country through the precedence over the previous 30 years. And we've had a really benign and very constructive labor agreements and

arrangements over the last 7 or 8 years. Despite all of that, what we're really observing in the unions is 2 things. One is within unions is often splits

between delegates and the management of those unions and tensions within a union. There's often competition between unions. And then you

get to the company interaction. And so as Carrie said, yes, it's manifesting itself in deals that we're managing to get away around 3%. We've just

signed off our long-haul cabin crew agreement, which was ratified at 77% on Saturday night, which is now 1,000 workers on contract. So yes, there's

pressure there, but we've got a good sense to manage that. And importantly, by virtue of the relationship with the unions, they understand the

realities of the business. And therefore, their expectations, I think, are appropriate.

Marcus Curley - UBS Investment Bank, Research Division - Executive Director and Head of New Zealand Research

And secondly, Jeff, could you give us a little bit of color, if you can, about how you made your surplus capital, so the difference between how you're

going to measure the amount that possibly will exist in the future over and above what you think you need?

Jeff McDowall - Air New Zealand Limited - CFO

Yes. Sure. I mean it will be more of an art than a science. But essentially, it's looking at the -- where we sit from a gearing perspective rather than a

cash perspective through the next investment cycle. So as we -- if you asked the -- me that a year ago, we're contemplating the fleet replacement

before we smoothed it. We would be saying that we need to get gearing below the range so that it stays within the range as we go through that

phase. Now that we've stretched it out a bit, it will put less pressure on gearing, very little pressure on gearing. So that effectively, it's reduced the

bar in terms of how much gearing we need to get through that. So I can't tell you the precise sense, but the thinking is, is that we want to make

sure that we own it fully, possibly in the 45% to 55% range as we contemplate the next CapEx cycle.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

We have another question from online before we go to John. What is the biggest operational, I think, function to sustainably reduce CAS? Is what

I'm guessing the question is meant to be. Carrie, maybe I'll hand that to you.

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Carrie Hurihanganui - Air New Zealand Limited - Chief Ground Operations Officer

It's [American] if we're looking very much as I was talking about before, fuel burn, optimization and we achieved that through all sorts of things,

whether it be waste, weight and those other elements, but that is overwhelmingly our largest agenda item. But there is the opportunity in that

waste space and a good diversion from landfill, the opportunity from supply chain and what we're investing in, but those would be the 2 primary

areas that we're focused in as far as driving reduced CASK.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

John?

John Middleton

John Middleton from Mint Asset Management. Can you talk a little bit about pilots? A lot of what we've been focusing on is being rank and file

clause changes. But I was just wondering 2 things really. One, if moving to a 787 fleet benefits in terms of pilot cost. And then two, are the pilots

sharing in the cost reduction programs? Or are they slightly sort of apart from the rest of the business?

Jeff McDowall - Air New Zealand Limited - CFO

So well, in terms of 787, it certainly increases the efficiency of the pilot the way we can use the pilot folks who have become essentially use the

same pool as we use for the -9s. The other thing we talked about, when John Whittaker was here, a multiyear agreement that we have with pilots,

which has a 3-year agreement, but with an MOU that extends that for a further 3 terms, which we think as a great, both the reflection of the maturity

of the relationship, but also the arrangement that provides some certainty to both and provide some sharing of benefits and some sharing of

guidance. So it kind of locks in a rate that has some inflation indexing, but then it's got some mechanisms around productivity gearing.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

And John, our Chief Pilot, Captain Dave Morgan, is in the back, so you might want to check with him during the wine part -- portion of the event,

and he can give you some more details.

Christopher Mark Luxon - Air New Zealand Limited - CEO

He's just a fascinating guy to talk to on any occasions, on any subjects. I'd just do that anyway.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Other questions? Stuart in the back. Right behind you.

Stuart Williams - Nikko Asset Management New Zealand Limited - Head of Equities

Stuart Williams, Nikko Asset Management. The reference to external consultant for the cost-out program, I'm just interested in how you're going

to remunerate them. Obviously, you've seen some real shockers in the New Zealand market in terms of $2 for you and $1 for me sort of thing. So

maybe you could just talk about...

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Christopher Mark Luxon - Air New Zealand Limited - CEO

It's not that model.

Stuart Williams - Nikko Asset Management New Zealand Limited - Head of Equities

Yes. I appreciate it. Just to get your attention. Just how wide the agreement is, when it starts. Yes.

Jeff McDowall - Air New Zealand Limited - CFO

I mean I couldn't agree with you more. So we have got a very simple fee-for-service model for this arrangement. And in terms of the scope of it, it's

what we'd call wider support, which essentially is the functions that aren't operational. So it could be my team, HR, it's -- there was marketing. It's

any -- it's digital. It's any of those support functions that aren't frontline operational. And really, what we're looking for the consultants to do is to

bring some benchmarks, to bring some experiences from other organizations, to look at the organization in an independent way to see how we

can make the operating model more efficient. And given, I think Carrie showed the graph that showed our overhead cost trend, which just shows

that in nominal terms, it's pretty flat and capacity-adjusted terms, it's actually down 25%. So we don't have a fat overhead base, which is why we're

looking to inject a bit of an independent set of tools. But it's also why the target isn't a mix of focus in reduction in overhead, that says it's a decent

amount of money. It can be managed without significant organizational change. It's attrition-type level of change, but we think it -- it's important

and valuable and goes straight to the bottom line.

Christopher Mark Luxon - Air New Zealand Limited - CEO

It is a pretty big philosophy of ours, which is we don't use consultants. And so I think this is the second occasion in my 7 or 8 years that I've been

here that we've done so. The trick is we come with a really ruthless and tight brief about what they're here to help us with. It's time bounded. And

more importantly, we steal what they do with great pride and their processes as an approach to it and actually educate our own people, so that

we can build that capability into how we go about it. I agree with you. I think some of the involvement of consultants has been just obtuse and

not very smart at all. And we know how to do a lot of the basic cost-out stuff. What we're looking here is for a smarter, more intelligent provocation

to us about how we could potentially organize on global best practice. And so very tight brace, well managed. Nick Judd and Dave Page from our

strategy team are just excellent at just making sure there's no mission creep. And the kind of people we want to work with want to get -- fit with

us culturally and also have to be prepared to share the way they think about things, so that we can understand and build our own education.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Shane?

Shane Solly - Harbour Asset Management Limited - Director & Portfolio Manager

Shane Solly from Harbor Asset Management. Just wondering whether you could talk about your relationship with the government as your major

shareholder and just picking up on a comment about the ability to return capital, while you're maintaining the shareholding and how that works.

So just how are you going with your relationship?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Why don't I talk relationship and I'll let Jeff talk about the share buyback piece. On the relationship front, it's actually been very, very constructive.

I know you hear a bit of stuff in the news. And there's some politics that sort of is populist at times and designed for different reasons. But the reality

is, from our perspective, we found that a very constructive relationship. And so our relationship with the shareholder, Minister Grant Robinson, our

relationship with the other Ministers, which is our normal -- we don't -- we're not seeing any influence over the operations of the business and the

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way someone could comment on in-flight safety videos. We tend to think they're just -- the controversy is fantastic for us in a marketing sense, so

the more the merrier. But apart from that, I mean, it's been a very reasonable transition and as we've expected. And frankly, as we manage with

Helen Clark's government and John Key's government and now Jacinda Ardern's government. So I think it's been a pretty seamless sort of transition

and process. Did you want to talk about the shareholder?

Jeff McDowall - Air New Zealand Limited - CFO

Yes. So just briefly, the agreement's actually published and it's the same one that's in place with the mix management model of companies. And

so the mechanism is described there. Actually, [Aaron Gill] from Treasury is here, so he can take you through it. But the -- but essentially, the Crown

just sells into a buyback, so that their proportional few holding remains the same.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Andy?

Andrew James Bowley - Forsyth Barr Group Ltd., Research Division - Head of Research

Andy Bowley from Forsyth Barr. So Carrie, you mentioned the airports authorities and the fact that airports can set charges as they see fit. Now the

government, in light of the last question I thought I'd bring this up, have proposed changes to the airport authorities act in terms of removing that

component. How do you think that's going to change the relationship between you and the airports and the broader consultation process for

them to set charges?

Carrie Hurihanganui - Air New Zealand Limited - Chief Ground Operations Officer

Great question. Thank you, Andy. First, I think there's 2 things. One is obviously as far as what's proposed, we're working through and providing

feedback on what's the process. We actually worked very hard in regards to having a collaborative relationship on an ongoing basis because the

-- if you look at the infrastructure and the impact that has across our network, we need to get that right. So we will continue with that collaborative

approach. But obviously, the dynamics would change if that was successful by virtue of how we engage and how they think about future infrastructure,

how that's planned out over the price increase and otherwise. So we're fascinated to see over the next couple of months how that continues and

rolls out. But I would say that we've taken a collaborative approach and we will continue to do so.

Andrew James Bowley - Forsyth Barr Group Ltd., Research Division - Head of Research

Does it realistically give you any -- does it give you more power in terms of that price setting process?

Christopher Mark Luxon - Air New Zealand Limited - CEO

Well, I think, I mean from my perspective, I mean the new civil aviation bill, it's in draft format, we'll get feedback by July 6 on that. But clearly,

removing that anomaly, which was for airports to set prices as they see fit with the airport authorities, which actually this replaces, for us, that's all

a good thing. And it's the direction that we've been wanting things to move into for some time, as you well know. I think it just leads -- ultimately,

we're very clear we want that, the airport authorities, that clause removed. The [axe] is going to be dismantled and put into the civil aviation bill.

Secondarily, we know we won't negotiate arbitrating and just be able to have a conversation in a commercial basis. And as Carrie said, we have a

number of mechanisms. I talked to top meetings between our Boards and our executive teams. Carrie manages the relationship directly with Adrian

Littlewood and see Auckland Airport, meets regularly with him to understand the infrastructure challenges. So we -- we're able to -- in our world,

we're able to compartmentalize the operational challenges around the infrastructure from the regulatory pieces around what's the right framework

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to get the right incentives in place to drive future investment going forward. So I feel we've got that balance right. Obviously, airports might have

a different view.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Any other questions? Craig?

Craig Brown - ANZ New Zealand Investments Limited - Portfolio Manager of Australasian Equities

Craig Brown from ANZ. Jeff, the flexibility you get in the new aircraft purchases, how much does that cost? And how do you weight up? I understand

you need that flexibility and it's a great thing, but the cost of not having it, I mean, would it be a material difference?

Jeff McDowall - Air New Zealand Limited - CFO

It was for pilots. It's hard to say what the [comp effect] to us because we negotiate that as part of the deal. I don't think it's a material cost as long

as you set up the deal in that way in the first place. So the -- I mean, we think -- there are actually other -- and Christopher touched on it on his

presentation, there's other mechanisms we can use to get flexibility as well, including the leased aircraft that we have. So we didn't have to rely

just on this fleet replacement to create the flexibility, but it's a valuable thing to have, so -- and very, very little practical cost.

Leila Peters - Air New Zealand Limited - Head of IR & Financial Planning

Thank you, Craig. Any final questions before we move to the refreshments? No?

Okay. So with that, I think that wraps up the day for us. I do want to say thank you for spending a good amount of your time, beginning of the week,

invested in Air New Zealand and our management team and allowing us to tell some of the stories that we have to tell you. I acknowledge that

you're all very busy, and so we really do thank you for letting us spend this amount of time with you.

On a personal note, we're always looking for feedback on how we can improve these sessions and our interactions with investors, analysts and our

banking partners, so please feel free to let me know.

And as always, if any of you would like to schedule any follow-up meetings or calls, please contact myself or my colleague, Kim, in the back, and

we'll definitely set that up. As a reminder, we have a number of senior leadership -- members of our senior leadership teams here across strategy,

sustainability, revenue, network, so please feel free to mix and mingle with them.

And with that, that concludes our 2019 Investor Day. Thank you.

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