SkyCity Entertainment Group Limited logo

ANNUAL REPORT FOR THE YEAR ENDED 30 JUNE 2018

Full Year Results17 September 2018SKCConsumer Discretionary

18 September 2018


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AUSTRALIA



RE: SKYCITY ENTERTAINMENT GROUP LIMITED (SKC)

ANNUAL REPORT FOR THE YEAR ENDED 30 JUNE 2018



Attached is a copy of SKYCITY Entertainment Group Limited’s Annual Report for

the year ended 30 June 2018, which will be made available in the Investor Centre of

the company’s website at www.skycityentertainmentgroup.com

today.


Also attached are copies of the following documents relating to the Annual Report,

which will be sent to security holders today:


1. Letter to security holders advising the availability of the Annual Report (for the

purposes of Regulation 61E of the Financial Markets Conduct Regulations

2014); and


2. Email to security holders who have elected to receive electronic

communications advising the availability of the Annual Report.



Yours faithfully




Jo Wong

Company Secretary

---

YEAR ENDED 30 JUNE 2018
A N N U A L

REPORT

RECORD FINANCIAL
PERFORMANCE

NORMALISED

NET PROFIT

AFTER TAX

(NPAT) UP 10.4%

NORMALISED EARNINGS

BEFORE INTEREST, TAX,

DEPRECIATION AND

AMORTISATION (EBITDA)

UP 5.5% TO $338.2 MILLION

NEW CHAIRMAN

AND SENIOR

MANAGEMENT

TEAM ONBOARD

COMMITTED TO A MINIMUM

WAGE IN NZ OF $20 BY 2020

BECAME A SIGNATORY

TO THE CLIMATE

LEADERS COALITION

WITH A COMMITMENT

TO BE CARBON

NEUTRAL BY 2050

POSITIVE

MOMENTUM ON

THE NEW ZEALAND

INTERNATIONAL

CONVENTION

CENTRE AND

HORIZON HOTEL

PROJECT

COMMENCED

THE MAIN

CONSTRUCTION

WORKS FOR

OUR ADELAIDE

CASINO

EXPANSION

PROJECT

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 2

INTERNATIONAL BUSINESS
TURNOVER UP 39.2% TO

$11.9 BILLION AND

NORMALISED EBITDA UP 71.2%

TO A RECORD $32.6 MILLION

IMPROVED OPERATIONAL

PERFORMANCE ACROSS

ALL OUR PROPERTIES

COMPLETED

A REFRESH OF

OUR GROUP

STRATEGIC

PLAN

SUCCESSFULLY PROGRESSED

KEY STRATEGIC INITIATIVES

TOTAL FY18 DIVIDEND OF

20 CENTS PER SHARE

$4 MILLION

AWARDED TO

NEW ZEALAND

COMMUNITIES

VIA OUR SKYCITY

COMMUNITY TRUSTS

LAUNCHED

AUSTRALASIA’S FIRST

DIRECT-TO-TELEVISION

ESPORTS STUDIO IN

THE SKY TOWER

ANNOUNCED THE

OPENING OF THE

ALL BLACKS

EXPERIENCE AT

SKYCITY AUCKLAND

FROM 2020

SIGNIFICANT

ONGOING

INVESTMENT IN

THE COMPANY’S

ICT AND DIGITAL

CAPABILITY

3SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

Unless otherwise stated, all dollar amounts in this annual report are expressed in New Zealand dollars. An electronic copy of this annual report
is available in the Investor Centre section of the company’s website at www.skycityentertainmentgroup.com.

This annual report is dated 18 September 2018 and is signed on behalf of the Board of directors of SKYCITY Entertainment Group Limited by:
Rob Campbell Bruce Carter

Chairman Deputy Chairman

ANNUAL MEETING

The 2018 annual meeting of SKYCITY Entertainment Group Limited will be held on Friday 19 October 2018 in the SKYCITY Theatre, Level 3,

SKYCITY Auckland, Corner of Wellesley and Hobson Streets, Auckland, commencing at 10.00am (New Zealand time).

GENERAL

Our FY18 Highlights 2

About SKYCITY 6

Our Business 8

Our Numbers 10

Our Risk Profile and Management 11

Chairman’s Review 14

Our Board 16

Our Senior Leadership Team 20

Management’s Review 24

CORPORATE SOCIAL RESPONSIBILITY

Our Sustainability 31

Our Corporate Social Responsibility Pillars 34

Our People 34

Our Customers 42

Our Communities 44

Our Environment 47

Our Suppliers 53

Independent Limited Assurance Statement 56

CORPORATE GOVERNANCE STATEMENT

AND OTHER DISCLOSURES

Corporate Governance Statement 59

Director and Employee Remuneration 68

Shareholder and Bondholder Information 80

Directors’ Disclosures 82

Company Disclosures 84

FINANCIAL STATEMENTS

Independent Auditor’s Report 88

Income Statement 92

Statement of Comprehensive Income 93

Balance Sheet 94

Statement of Changes in Equity 95

Statement of Cash Flows 96

Notes to the Financial Statements 97

Reconciliation of Normalised Results

to Reported Results 125

GRI CONTENT INDEX 126

DIRECTORY 130


5SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

SKYCITY Queenstown
and SKYCITY Wharf

SKYCITY Auckland

SKYCITY Darwin

Adelaide Casino

SKYCITY Hamilton

SKYCITY Entertainment Group Limited is New Zealand’s largest tourism, leisure and entertainment company and is listed in both New Zealand

and Australia.

As one of three major publicly listed casino operators in Australasia, we operate integrated entertainment complexes in New Zealand (in Auckland,

Hamilton and Queenstown) and Australia (in Adelaide and Darwin). In addition to our casino gaming facilities at each of our complexes, we also

offer premium restaurants, bars and conference facilities which appeal to both domestic and international visitors alike. Additionally, we also

offer award-winning hotel accommodation in Auckland and Darwin.

We employ nearly 6,000 employees across our operations in New Zealand and Australia, with around 3,500 of those employees based at our

flagship property in Auckland across 200+ job types. Upon completion of the New Zealand International Convention Centre and Horizon Hotel

projects in Auckland (due for completion late 2019) and our A$330 million expansion project in Adelaide (due for completion in 2020), our

workforce will significantly increase in size.

SKYCITY Entertainment Group Limited (SKYCITY or the company and, together with its subsidiaries, the Group) is committed to continually

improving its statutory reporting documents to make them more accessible to a wider range of people and evolving its approach to increased

environmental and social governance measures in its reporting. Therefore, in addition to containing a review of SKYCITY’s financial

performance for the financial year ended 30 June 2018, this annual report also contains, for the first time, a review of SKYCITY’s economic,

social and environmental performance for the financial year ended 30 June 2018. A separate corporate social responsibility report for 2018

will not be prepared by SKYCITY as it has done in previous years. Where appropriate, information is also provided in relation to activities that

have occurred after 30 June 2018, but prior to publication of this annual report.

The non-financial information in this annual report has been informed by the principles and disclosures of the Global Reporting Initiative’s (GRI)

Sustainability Reporting Standards. Ernst & Young has undertaken limited assurance (in accordance with the International Standard on Assurance

Engagements (New Zealand)) over disclosures associated with selected performance data included in the Corporate Social Responsibility section

included in this annual report. A GRI reference index based on the GRI Sustainability Reporting Standards is included on pages 126 to 129 of this

annual report.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 6

PROPERTYGENERAL MANAGEROPENED/ACQUIRED
CASINO VENUE LICENCE/

LICENSING AGREEMENT

RUNS UNTIL

ENTERTAINMENT

ACTIVITIES

FY18 REVENUE (INCLUDING

GAMING GST AND

NORMALISED INTERNATIONAL

BUSINESS)

SKYCITY

AUCKLAND

Michael Ahearne

Chief Operating

Officer (with direct

responsibility for

SKYCITY Auckland)

Opened in 19962048*• Gaming

• Hotels

• Food and beverage

• Entertainment

• Conventions

• Out-catering

• Car parking

• Sky Tower

• Theatre

$696 million

SKYCITY

HAMILTON

Michelle Baillie

General Manager

SKYCITY Hamilton

Opened in 2002

Increased ownership

from 70% to 100% in

2005

2027*• Gaming

• Food and beverage

• Entertainment

• Conventions

• Car parking

• Tenpin bowling

$61 million

SKYCITY

QUEENSTOWN

AND SKYCITY

WHARF

Jonathan Browne

General Manager

SKYCITY

Queenstown/

SKYCITY Wharf

Opened Queenstown

in 2000

Increased ownership

of Queenstown from

60% to 100% in 2012

Acquired Wharf

in 2013

2025* (Queenstown)

2024* (Wharf)

• Gaming

• Food and beverage

• Entertainment

• Conventions

$27 million

ADELAIDE CASINOLuke Walker

General Manager

Adelaide Casino

Acquired in 20002085• Gaming

• Food and beverage

• Entertainment

A$174 million

SKYCITY DARWINDavid Christian

General Manager

SKYCITY Darwin

Acquired in 20042036• Gaming

• Hotels

• Food and beverage

• Entertainment

• Conventions

• Car parking

A$118 million

* Each New Zealand casino venue licence can be renewed for a further period of 15 years pursuant to sections 134–138 of the New Zealand Gambling Act 2003.

ABOUT SKYCITY

SKYCITY is committed to continually improving and evolving our approach to increased environmental and social

governance measures in our reporting. We are therefore immensely proud to have been recognised for our

environmental, social and governance practices and reporting.

In July 2018, following its June 2018 index review, FTSE Russell (the trading name of FTSE International Limited and

Frank Russell Company) confirmed that SKYCITY had been independently assessed according to the FTSE4Good

criteria, and had satisfied the requirements to become a constituent of the FTSE4Good Index Series.

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

demonstrating strong Environmental, Social and Governance (ESG) practices. The FTSE4Good indices are used by a wide variety of market

participants to create and assess responsible investment funds and other products.

7SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

ANNUAL VISITATION AND NORMALISED REVENUE (INCLUDING GAMING GST) IN FY18
GAMING

CONFERENCESSKY TOWERPARKING

RESTAURANTS & BARSHOTELS

HOTEL ROOMS

OCCUPIED

RESTAURANT AND BAR COVERS

SIGNATURE RESTAURANTS^

ELECTRONIC GAMING MACHINES^

TABLES^

OTHER RESTAURANTS^

BARS^

CARS PARKED

VISITS FROM LOYALTY

CARD MEMBERS**

HOTEL ROOMS^

CONFERENCE DELEGATES

SKY TOWER VISITS

SQUARE METRES OF

CONFERENCE ROOMS^

PARKING BAYS^

240,000

787

170,000

560,000

7,5003,600

6.2 MILLION

13

4,095

349

14

18

2.2 MILLION

2.8 MILLION

$

113

MILLION

$

18

MILLION

$

868

MILLION*

$

27

MILLION

$

58

MILLION

$

7

MILLION

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 8

OUR BUSINESS
OPERATING EARNINGS BY PROPERTY

REVENUE BY BUSINESS ACTIVITY

DISTRIBUTIONS TO OUR STAKEHOLDERS IN FY18

IN TAXES

AUCKLAND

70%

DARWIN

7%

INTERNATIONAL

BUSINESS

9%

IN SALARIES AND WAGES

IN COMMUNITY CONTRIBUTIONS,

LEVIES AND SPONSORSHIPS

IN PAYMENTS TO SUPPLIERS

OF CAPITAL INVESTED

IN INTEREST PAID

GOVERNMENTS

EMPLOYEES

COMMUNITIES

SUPPLIERS

LENDERS

$

170 MILLION

$

323 MILLION

$

271 M I L L I O N

$

20 MILLION

$

261 M I L L I O N

$

35 MILLION

OF DIVIDENDS DECLARED IN

RELATION TO THE FY18 PERIOD

SHAREHOLDERS

$

135 MILLION

*Total gaming revenues, including carded and non-carded play.

** Calculated by reference to customers who used their SKYCITY Premier Rewards cards to game, where one visit records a customer's patronage on a day irrespective of how many

times they used their card on that day.

^As at 1 September 2018.

HAMILTON

7%

QUEENSTOWN

1%

ADELAIDE

6%

LOCAL

GAMING

64%

OTHER

3%

FOOD AND

BEVERAGE

13%

HOTELS

5%

INTERNATIONAL

BUSINESS

15%

9SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

1,200
1,000

800

600

400

200

0

FY15FY16FY17FY18

NZ$ million

30.0

EARNINGS PER SHARE AND DIVIDEND PER SHARE

25.0

20.0

15.0

10.0

5.0

0.0

FY14FY14FY15FY15FY16FY16FY17FY17FY18FY18

Cents per share

300

350

400

GROUP EBITDA

250

200

150

100

50

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

0

FY14FY15FY16FY17FY18

NZ$ million

NZ$ million

FY14

927

1,008 1,009

GROUP REVENUE (INCLUDING GAMING GST)

1,084

1,1011,101

1,097

1,029

1,022

903

1,200

1,000

800

600

400

200

0

FY15FY16FY17FY18

NZ$ million

30.0

EARNINGS PER SHARE AND DIVIDEND PER SHARE

25.0

20.0

15.0

10.0

5.0

0.0

FY14FY14FY15FY15FY16FY16FY17FY17FY18FY18

Cents per share

300

350

400

GROUP EBITDA

250

200

150

100

50

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

0

FY14FY15FY16FY17FY18

NZ$ million

NZ$ million

FY14

GROUP EBITDA

288

257

305 304

330

334

320

307

338339

1,200

1,000

800

600

400

200

0

FY15FY16FY17FY18

NZ$ million

30.0

EARNINGS PER SHARE AND DIVIDEND PER SHARE

25.0

20.0

15.0

10.0

5.0

0.0

FY14FY14FY15FY15FY16FY16FY17FY17FY18FY18

Cents per share

300

350

400

GROUP EBITDA

250

200

150

100

50

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

0

FY14FY15FY16FY17FY18

NZ$ million

NZ$ million

FY14

EARNINGS PER SHARE AND DIVIDEND PER SHARE

21.3

20.020.0

21.0

20.020.0

25.425.5

22.9

23.4

REPORTEDNORMALISED

REPORTEDNORMALISED

DECLARED EPSNORMALISED EPS

1,200

1,000

800

600

400

200

0

FY15FY16FY17FY18

NZ$ million

30.0

EARNINGS PER SHARE AND DIVIDEND PER SHARE

25.0

20.0

15.0

10.0

5.0

0.0

FY14FY14FY15FY15FY16FY16FY17FY17FY18FY18

Cents per share

300

350

400

GROUP EBITDA

250

200

150

100

50

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

0

FY14FY15FY16FY17FY18

NZ$ million

NZ$ million

FY14

EQUITY VALUE

(1)

NET DEBT

(2)

2,317

2,467

3,009

2,723

2,749

672

643

348

349

447

(1) Based on the share price and number of

shares on issue as at 30 June in each

financial year.

(2) Gross hedged debt less cash at bank as

at 30 June in each financial year.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 10

ENTERPRISE VALUE

The SKYCITY Board is ultimately responsible for the governance of the Group’s risk management, which includes formulating the Group’s
risk appetite and setting and monitoring risk tolerance.

The company maintains a risk management framework for the identification, assessment, monitoring and management of risk to the company’s

business. As part of this framework, SKYCITY maintains an independent, centrally-managed Group Risk function which evaluates and reports

on risks and controls across the Group. The Group Risk team collates, assesses and monitors the risks the Group faces by way of a Top Risk

Profile, which is updated regularly. The Top Risk Profile is a current view of the most significant emerging, or potential risks facing the Group,

as well as a summary of how those risks are being mitigated or prepared for, and is a critical input to strategic planning, insurance renewal,

investment and resource prioritisation, and assurance planning. Management reports to the Audit and Risk Committee and SKYCITY Board

on the effectiveness of the company’s management of its material business risks at least annually.

SKYCITY operates in a dynamic and challenging environment with risks and opportunities both locally and internationally. SKYCITY’s ability to

create and preserve value for its shareholders requires the successful execution of its business strategy. Risks influencing its ability to do this,

including SKYCITY’s material exposure to economic, environmental and social sustainability risks, if any, and how it manages or intends to manage

those risks, are outlined below.

HIGHLY REGULATED INDUSTRY

SKYCITY operates in industries (in particular, the casino industry) which are highly regulated. The regulatory framework is subject to changes from

time to time, which may impact the environment in which SKYCITY operates and the costs of operating its business. Potential examples of such

changes include unfavourable changes to gaming and/or smoking legislation and regulations, licence conditions and gaming taxes and levies.

The risk of regulatory change is mitigated by maintaining frequent engagement with the governments and regulators in each jurisdiction in which

SKYCITY operates and with industry stakeholders. Targeted initiatives are undertaken as and when required based on the likelihood of the risk

occurring and the impact it would have on SKYCITY’s business.

SUSPENSION, CANCELLATION OR EXPIRY OF AUCKLAND CASINO LICENCE

SKYCITY’s Auckland property contributes a significant portion of SKYCITY’s EBITDA. This concentration of earnings means that the performance

of SKYCITY is heavily dependent upon the Auckland property. A significant disruption to SKYCITY’s Auckland operations, which may arise through

the suspension, cancellation or expiry of the Auckland casino licence, would have a significant negative impact on SKYCITY. The suspension,

cancellation or expiry of any of SKYCITY’s other casino licences would also have a negative impact on SKYCITY.

SKYCITY has mitigated this risk by securing an extension of the Auckland casino licence to 30 June 2048 and an extension of the Darwin casino

licence to 30 June 2036. The Adelaide casino licence currently runs until 30 June 2085. Extensions to the Hamilton and Queenstown casino

licences are intended to be sought in accordance with the renewal provisions of the Gambling Act 2003 (New Zealand) in due course. In addition,

SKYCITY mitigates the risk by maintaining a robust compliance culture and framework to ensure compliance with licence conditions and gaming

legislation and regulations, and maintaining engagement with the governments and regulators, in each jurisdiction in which SKYCITY operates.

ECONOMIC AND BUSINESS VOLATILITY

The general economic conditions in the markets that SKYCITY operates in, in addition to volatility in certain parts of the business, can significantly

influence the financial performance of the company.

To mitigate these risks, SKYCITY continually monitors its external environment, including the geo-political and global economic landscape, and has

a robust liquidity management framework. SKYCITY also continually reviews the optimal mix for its business activities to ensure it has a balanced

portfolio reflecting its risk appetite.

11SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CUSTOMER AND INNOVATION RISK
SKYCITY recognises that it is important to consider evolving customer demographics and preferences in both our gaming and non-gaming

operations, including new offerings, technologies and innovation.

To ensure SKYCITY remains relevant to our customers, key strategic projects are currently being progressed, with a focus on emerging industry

trends and opportunities for leveraging new technology and demographic changes, as more fully outlined in Management’s Review on pages

24 to 29 of this annual report.

TECHNOLOGY RISK

Technology represents a critical platform to SKYCITY’s business - not only for facilitating/enabling our operations, but also mitigating cyber-threats

and ensuring compliance with regulatory and licence requirements.

To mitigate technology risk, SKYCITY is investing in a significant programme over the medium-term to improve technology systems, infrastructure,

capability and data management, and to improve cyber-resilience. In addition, there is also significant focus on technology project governance,

risk management and assurance.

DEVELOPMENT AND PROJECT RISK

With two significant growth projects underway, the New Zealand International Convention Centre and Horizon Hotel development in Auckland

and the Adelaide Casino expansion, as well as master planning across the Group, SKYCITY recognises that robust project management is critical to

successful delivery of these projects. Accordingly, SKYCITY has established strong governance and oversight frameworks for both current and

future major growth projects.

HEALTH AND SAFETY RISK

SKYCITY has Health and Safety Risk Registers in place that identify risks into two key categories - high consequence/low frequency (being critical

risks) and low consequence/high frequency risks.

To mitigate our critical risks (which include working at heights, confined spaces, electrical, moving plant, fire and explosion), we have in place

extensive safe systems of work to effectively control the potential for an incident. Our ongoing safety assurance activities seek to test these

controls and, where appropriate, strengthen our critical risk controls ensuring we keep our people and visitors safe.

Due to the hospitality and retail focus of our business, a high percentage of our health and safety risk falls into the low consequence/high

frequency category, which includes risks such as slips/trips and cuts from manual tasks. We have in place harm prevention programmes aimed at

reducing minor injuries and promoting wellness amongst our employees and contractors.

Our New Zealand properties are tertiary accredited under the Accident Compensation Corporation (ACC) Accredited Employers Programme and

our Adelaide site is a registered self-insured employer. We undertake assurance activities to maintain certifications and continually improve our

health and safety performance.

A staff member working at height in Auckland

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 12

OUR RISK PROFILE AND MANAGEMENT

Artist's impressions of the Adelaide Casino expansion
13SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

OUR RISK PROFILE AND MANAGEMENT

Rob Campbell
The SKYCITY Board and management team work effectively together

and will continue to improve the size, scope and quality of the business.

So far as the Board is concerned, the directors’ focus is on ensuring that:

• the full range of positive and negative risks is considered properly

in major decisions;

• the capital of the business is invested efficiently and effectively;

• all compliance requirements are consistently met;

• social expectations of our business are embraced and achieved;

and

• management, staff and the Board are aligned around the business

objectives.

These are all matters for ongoing review and improvement. Currently,

we are making good progress.

In our core gaming business, there is intense competition for the

engagement of customers with many options available to them. We aim

to offer the unique experience of casino gaming in each of our venues

with responsible hosting integral to the experience. This experience

requires ongoing renewal and refreshment of the gaming facilities and

ancillary services suited to each venue. As an entertainment business

we must provide high quality and engaging experiences to a wide range

of people.

In each of the locations we operate, we are significant employers. It is

central to our performance that we have engaged, skilled and rewarded

staff. Our people come from many different cultures and it is a

consistent aim of the Board and management that we recognise and

value the contributions from all. There is a range of activities to deliver

on this aim, such as the SKYCITY Quest for the Best awards,

an employee recognition programme which recognises employees who

live SKYCITY’s values and consistently achieve outstanding customer

service levels, and the various employee leadership development

programmes, including ‘Tahuna te Ahi’ – a new tailored programme

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 14

providing accelerated leadership development specifically for our
M�ori employees. The Board takes an active interest in these activities.

The economic and social context in which we operate demands a high

level of corporate responsibility. Through the work of the various

SKYCITY Board committees and at full Board meetings, we examine

the trends and challenges, establish new pathways and practices, and

monitor performance. We are rigorous in our self-examination, open to

improvement and welcome constructive external proposals.

We have major development activity underway in Auckland and

Adelaide. Governance of these projects (again through both specialist

Board committee and full Board meetings) is rigorous in terms of

planning, contracting and monitoring. We anticipate that substantive

scale development activity on current and future projects will be an

ongoing feature of the business and are structuring Board and

management accordingly.

The New Zealand International Convention Centre is a project of

national significance, as reflected in the partnership with the

New Zealand Government. The completion of the project and effective

management of the centre will be an important presentation of

New Zealand to the world. We are intent on this being a facility of

which the country can be proud. While there have been delays in

the construction phase, the full attention of the business and our

contracting partners is devoted to that end, while planning,

booking and preparation for the first events are well advanced.

As advised to the market previously, we plan to increase our hotel

business both in existing and new locations. This is a core part of the

entertainment, gaming and conference business. The SKYCITY Board

and management are directing attention to the best capital structure for

this part of the business and we are identifying appropriate partners in

terms of capital, branding and operation. Looking forward, we anticipate

an increased level of activity in this area.

At our flagship Auckland property, there is great potential to add value

through development of the precinct and the addition of a wider

range of entertainment options complementing the existing offers.

Our approach to this is to work with quality partners, sharing expertise

and capital to best effect.

The most important role of the Board is the allocation of capital. We are

placing emphasis on ensuring that capital is not locked into or stranded

within low value enhancing assets or activities. There are attractive

options around our core business and our consistent aim is to deliver

better allocation to grow the value of our business. There will be

ongoing activity reflecting this view with care but pace.

ROB CAMPBELL

Chairman

15SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CHAIRMAN'S REVIEW

From left to right:
MURRAY JORDAN

Director

SUE SUCKLING

Director

BRENT HARMAN

Director

RICHARD DIDSBURY

Director

ROB CAMPBELL

Chairman

JENNIFER OWEN

Director

BRUCE CARTER

Deputy Chairman

16

17

ROB CAMPBELL – Chairman
Member of the Audit and Risk Committee

Member of the Remuneration and Human Resources Committee

Member of the Corporate Social Responsibility Committee

Chair of the Governance and Nominations Committee

Appointed a director of SKYCITY in June 2017

Rob Campbell was appointed Chairman of the SKYCITY Board

effective from 1 January 2018 following Chris Moller’s retirement

from the Board.

Rob is currently the Chair of Summerset Group Holdings Limited,

Tourism Holdings Limited and WEL Networks Limited and a director

of Precinct Properties New Zealand Limited. Rob has over 30 years’

experience in capital markets and is a director of or advisor to a range

of investment fund and private equity groups in New Zealand, Australia,

Hong Kong and the United States of America.

Rob holds a Bachelor of Arts with First Class Honours in Economic

History and Political Science and a Masters of Philosophy in Economics.

BRUCE CARTER – Deputy Chairman

Chair of the Audit and Risk Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in October 2010

Based in Adelaide, Australia, Bruce Carter is a Consultant to Ferrier

Hodgson in Adelaide and was one of the founding partners of the

Adelaide practice in 1992. He was formerly a partner at Ernst & Young

and has more than 30 years’ experience in corporate restructuring and

insolvency.

Bruce is currently Chairman of ASC Pty Limited (Australian Submarine

Corporation) and Aventus Capital Limited and a director of Bank of

Queensland Limited and Genesee and Wyoming Inc (US) as well as a

number of private companies and government bodies. He is a Fellow

of Chartered Accountants Australia and New Zealand.

BRENT HARMAN – Director

Member of the Remuneration and Human Resources Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in December 2008

Brent Harman’s governance experience of more than 25 years includes

executive directorships of two London-based FTSE-listed companies,

executive and non-executive directorships of two ASX-listed companies

and directorships of a number of listed and unlisted New Zealand

companies. His previous governance roles include being Chair of

Mediaworks NZ Limited and a director of Metlifecare Limited.

Brent’s previous career in management in New Zealand included

developing and launching the Newstalk radio format as General

Manager of Newstalk ZB and after that as Chief Executive Officer

of TVNZ. He is a Chartered Member of the New Zealand Institute

of Directors.

As previously announced to the market in September 2018, Brent will

retire from the Board at SKYCITY’s upcoming annual meeting of

shareholders on 19 October 2018.

SUE SUCKLING – Director

Chair of the Corporate Social Responsibility Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in May 2011

Sue Suckling is an independent director and consultant with over

25 years in commercial corporate governance. She is recognised for

her leadership in the technology innovation space and her deep

governance experience.

Sue is currently the Chair of the New Zealand Qualifications Authority,

Insurance & Financial Services Ombudsman Scheme Commission,

Jacobsen Holdings Limited, Blinc Innovation Limited, ECL Group

Limited and Jade Software Corporation Limited. Previous governance

roles include chairing NIWA, AgriQuality Limited, and as a director of

Restaurant Brands Limited, Westpac Investments Limited and the

New Zealand Dairy Board. She holds an OBE for her contribution to

New Zealand business. Sue is a Chartered Fellow of the New Zealand

Institute of Directors and a Companion of the Royal Society of

New Zealand.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 18

RICHARD DIDSBURY – Director
Member of the Corporate Social Responsibility Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in July 2012

Richard Didsbury graduated as an Engineer from Auckland University

and has enjoyed a distinguished career in property investment

and development.

Richard founded, and is currently a director of, Kiwi Property Group

Limited, which is now the largest property vehicle listed on the NZX.

He is Chairman of NX2 (the private sector consortium involved in the

Puhoi to Warkworth motorway project, a Private Public Partnership).

He is well known for his work as a past president of the Property

Council of New Zealand and was previously Chairman of Committee

for Auckland Limited. His previous governance roles include being a

director of Infrastructure Auckland and Tourism Auckland.

JENNIFER OWEN – Director

Member of the Audit and Risk Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in December 2016

Jennifer Owen is a Principal of Owen Gaming Research, an

independent research firm specialising in the gaming and wagering

markets. She has more than 30 years’ experience in the areas of

accountancy, audit, finance, treasury and equities research.

Jennifer has specific specialist knowledge of the New Zealand and

Australian gaming and entertainment sectors through her roles as

Director of Equities Research at Citigroup Global Markets, with a

specialist focus on the Australasian gaming sector, and as Equities

Research Analyst at Macquarie Group focussing on the tourism/leisure

sector. She has been engaged in research, analysis, and more recently,

consulting in the sector since 1996, and has a wide network within the

gaming industry and a strong understanding of industry and investor

issues. Her previous governance roles include serving on the Board of

Racing NSW and the Investment Committee of the Salvation Army.

Jennifer holds a Bachelor of Business from the Queensland Institute

of Technology and a Masters in Business Administration from the

University of Queensland, is a graduate of the Australian Institute of

Company Directors’ Diploma course and is a member of Chartered

Accountants Australia and New Zealand.

MURRAY JORDAN – Director

Chair of the Remuneration and Human Resources Committee

Member of the Governance and Nominations Committee

Appointed a director of SKYCITY in December 2016

Murray Jordan is currently a director of Chorus Limited and Metcash

Limited, an ASX listed wholesale distributor specialising in food, grocery

and hardware based in Australia, a director of Stevenson Group

Limited, a family owned New Zealand business specialising in building

products and quarrying, and a trustee of the Starship Foundation.

Prior to embarking on a governance career in 2015, he held various

senior management roles at Foodstuffs Limited from 2004 to 2015,

including Managing Director of Foodstuffs North Island and

Managing Director and General Manager Retail, Sales and Performance

of Foodstuffs Auckland Limited. In 2013, he led the merger of the

Auckland and Wellington businesses of Foodstuffs to create what is

now known as Foodstuffs North Island and established and oversaw

the integration programme.

His early career was in the property sector, including as General

Manager of Telecom NZ’s property business and General Manager

of AMP Capital Investors NZ Limited’s property portfolio. Murray has

a Masters degree in Property Administration from the University

of Auckland.

19SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

OUR BOARD

From left to right:
SIMON JAMIESON

General Manager NZICC

GRAEME STEPHENS

Chief Executive Officer

LIZA MCNALLY

Chief Marketing Officer

JO WONG (seated)

General Counsel

and Company Secretary

ROB HAMILTON

Chief Financial Officer

MICHAEL AHEARNE (seated)

Chief Operating Officer

GLEN MCLATCHIE

Chief Information Officer

CLAIRE WALKER

General Manager

Human Resources

20

21

GRAEME STEPHENS
Chief Executive Officer

Graeme joined SKYCITY as Chief Executive Officer in May 2017,

bringing with him significant expertise in the gaming, hospitality, and

leisure industries.

Prior to joining SKYCITY, Graeme was Chief Executive Officer of

Sun International, a casino, resorts and entertainment company listed

on the Johannesburg Stock Exchange. Under his leadership, the

company rebalanced its portfolio, diversified into growth areas in

both South Africa and Latin America, redeveloped its flagship resort

in Sun City and built a new casino resort near Pretoria.

An accountant by profession and with more than 10 years’ experience

in banking and corporate finance, Graeme was appointed Senior

Vice President of New Business Development at Kerzner International

in 2003 and was responsible for a number of global hospitality projects

before joining Sun International in 2011.

ROB HAMILTON

Chief Financial Officer

Rob joined SKYCITY as Chief Financial Officer in October 2014 and

is responsible for the financial management of SKYCITY, including

reporting, treasury, risk management and corporate development.

He also oversees SKYCITY’s International Business and ICT function

and helps to drive the strategic direction of the SKYCITY Group.

Rob is a respected member of the finance community with more than

20 years’ experience at First NZ Capital, where he led the investment

banking team.

Rob holds Bachelor degrees in Commerce and Science and is on the

Board of Trustees for Auckland Grammar School.

MICHAEL AHEARNE

Chief Operating Officer

Michael joined SKYCITY in December 2017 as Chief Operating Officer

and is responsible for overseeing the operations and driving value

across SKYCITY's six properties in New Zealand and Australia.

Prior to joining SKYCITY, Michael held a number of senior operational

and product leadership roles at Paddy Power Betfair, one of the world’s

leaders in sports betting and gaming. Prior to this, Michael enjoyed a

13-year career in the Australasian gaming and entertainment sector –

ten years of which were spent at The Star Casino, Sydney, where he

held a variety of senior management positions and, following that,

three years as Chief Operating Officer for Aristocrat in the Australia

and New Zealand regions.

Michael is a qualified accountant and holds a Master of Business

Administration from the University of Technology, Sydney.

CLAIRE WALKER

General Manager Human Resources

Claire was appointed General Manager Human Resources in

August 2016 and is responsible for leading the development and

implementation of best practice human resource strategy across

SKYCITY. She also has executive responsibility for corporate social

responsibility at SKYCITY.

Prior to her appointment as General Manager Human Resources, Claire

was Chief People Officer at Sanford Limited where she established the

human resources function and led the sustainability and integrated

reporting activities for the organisation. Prior to this, Claire led the

human resources and employee relations function for the SKYCITY

Auckland business. Claire has also held senior human resource roles

with Carter Holt Harvey and Downer after several years working in the

education sector.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 22

JO WONG
General Counsel and Company Secretary

Jo joined SKYCITY as Senior Legal Counsel in January 2009 and

was subsequently appointed as Deputy General Counsel before

being appointed as General Counsel and Company Secretary in

September 2016. As General Counsel and Company Secretary, Jo is

responsible for SKYCITY’s legal, company secretarial, regulatory affairs

and anti-money laundering functions.

Jo has nearly 20 years’ experience in both private practice and in-house

legal roles. Before joining SKYCITY in 2009, she held General Counsel

and Group Corporate Counsel roles in the New Zealand financial

services industry and was a Senior Solicitor at Russell McVeagh, one of

the leading law firms in New Zealand.

Jo was a participant in the 2017 Global Women Breakthrough Leaders

Programme, is a member of New Zealand Asian Leaders and holds a

Bachelor of Laws and a Bachelor of Arts (Criminology and Japanese)

from Victoria University of Wellington.

SIMON JAMIESON

General Manager NZICC

Since joining SKYCITY in September 2007, Simon has held a number of

roles, including General Manager SKYCITY Adelaide, General Manager

Hotels SKYCITY Auckland and Acting General Manager SKYCITY

Auckland. As General Manager NZICC, Simon oversees the

development of SKYCITY’s New Zealand International Convention

Centre and Horizon Hotel project in Auckland. He is also responsible

for health and safety at SKYCITY.

With more than 30 years’ experience in large-scale hospitality

businesses, Simon brings a wealth of commercial experience and

tourism know-how to the SKYCITY business.

LIZA MCNALLY

Chief Marketing Officer

Liza joined SKYCITY in January 2018 as Chief Marketing Officer,

bringing with her over 20 years of marketing expertise.

Hailing from Australia, Liza's experience includes senior positions in

both Sydney and Auckland with a number of senior marketing and sales

positions within media, entertainment and telecommunications

organisations. These include News Corp Australia, Telecom/Spark

New Zealand and New Zealand Media & Entertainment (NZME) as well

as a period of time running her own consulting firm.

With her broad marketing background, Liza brings holistic thinking to

our marketing efforts with particular focus on our brand, digital,

customer and loyalty.

GLEN MCLATCHIE

Chief Information Officer

Glen joined SKYCITY in 2016 as Chief Information Officer and is

responsible for lifting the digital capability of the organisation to be

able to respond to future innovation initiatives and growth strategies.

Prior to joining SKYCITY, Glen was General Manager ICT with Meridian

Energy where he transformed and modernised their aging technology

footprint and digital capability. He has 25 years of technology

experience from across several industries globally, having worked in and

out of the UK, France, USA, Australia, Malaysia, India, China and the

Middle East.

Glen holds a Master of Information Systems from Swinburne University

of Technology, Australia, and a Bachelor of Business Studies from

Massey University, New Zealand.

23SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

OUR SENIOR LEADERSHIP TEAM

The year under review is my first full year as Chief Executive and it has therefore
been a period where, in addition to the “normal” focus on operating results, my focus

has been on a few areas that needed to be addressed early on in my tenure.

These included:

• completing my learning curve on the underlying business and portfolio;

• meeting with the majority of our shareholders and understanding their rationale

for investment into SKYCITY and expectations of the medium-term strategy for

the company;

• identifying, promoting and employing the members of my Senior Leadership Team;

• formulating the strategic parameters, framework and objectives for the next

3–5 years;

• working with the SKYCITY Board to prioritise strategic objectives and

commencing with implementation; and

• commencement of a process to align senior management and the wider

employee base with the strategic direction of the company.

I am pleased with where we have finished the year in relation to the above

objectives and, as regards the operating results, these were slightly ahead of

expectation with full credit going to Michael Ahearne and his team.

I am confident that with our new Chairman, Rob Campbell, and the new SKYCITY

Senior Leadership Team now onboard and settled in, we can continue to deliver

on our key strategic initiatives and major projects over the coming year.

Our refreshed Group strategy has a clear focus on the creation of both sustainable

shareholder returns and enhanced social and sustainability initiatives critical to the

long term viability and success of the company.

Thank you to the SKYCITY Board for their ongoing support of the Senior

Leadership Team and thank you to my executive and all our SKYCITY staff members

who work so tirelessly to deliver a safe, but fun, entertainment and hospitality

experience for our customers. All of us at SKYCITY have chosen a career in the

hospitality industry because we are passionate about the business. It’s an industry

that demands long hours and we are busiest at times of the day, week or year when

others are relaxing. But we love it because it’s a fun place to be. Our customers give

us the thing that is most precious to all of us, their leisure time. They trust us with

that precious time and we understand that our current performance and future

relevance depends on us consistently creating exceptional experiences for them.

GRAEME STEPHENS

Chief Executive Officer

Graeme Stephens

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 24

This review provides a summary of SKYCITY’s strategic positioning and
performance for the 2018 financial year and our priorities for the

year ahead.

RESULTS

SKYCITY’s FY18 full-year result delivered a record year for the

company both in terms of earnings and net profit, with a strong rebound

in International Business, solid performance in New Zealand and a

return to earnings growth in Adelaide and Darwin on a like-for-like basis.

The key features of the result were:

• normalised net profit after tax (NPAT) up 10.4% to $169.9 million

and normalised earnings before interest, tax, depreciation and

amortisation (EBITDA) up 5.5% to $338.2 million;

• reported NPAT up 277.9% due to A$95 million impairment of

SKYCITY Darwin’s goodwill the previous year;

• improved operational performance across all properties, led by

International Business with turnover up 39.2% to $11.9 billion and

normalised EBITDA up 71.2% to a record $32.6 million; and

• fully-imputed final dividend of 10 cents per share bringing total

FY18 dividends to 20 cents per share in line with existing

dividend policy.

Despite the disruption in the CBD from the City Rail Link development

and the New Zealand International Convention Centre/Horizon Hotel

project, SKYCITY Auckland achieved record EBITDA of $260.7 million,

up 3.7%. Gaming revenue was up 2.6%, while non-gaming revenue rose

4.6% on the back of another strong performance from the SKYCITY

Hotel and SKYCITY Grand Hotel, with occupancy rates of approximately

90%. A good performance across food and beverage was bolstered by

the opening of our premium Chinese restaurant, Huami, in July 2017 and

our South-East Asian outlet, Spice Alley, in January 2018.

SKYCITY Hamilton achieved record earnings in FY18, up 4.3% to

$26.9 million, including good growth in non-gaming revenue from our

bowling facility, Bowl & Social, and effective cost management.

Our combined Queenstown properties grew earnings by 56.5% to

$2.1 million, driven by higher visitation and efficiencies from reduced

operating hours at Wharf Casino.

Adelaide Casino achieved EBITDA growth of 12.5% to $A22.5 million,

assisted by improved gaming machine market share in the latter part of

the year, an increase in premium gaming activity, and effective cost

management. This was despite considerable disruption caused by

building works around the property, including SKYCITY’s $A330 million

expansion project which commenced in June this year.

SKYCITY Darwin’s performance stabilised over the year, with visitation

up in response to broadening on-site entertainment. EBITDA fell 5.3%

to A$25.1 million as a consequence of our Keno customers being

exceptionally lucky. Adjusting for the higher-than-average number of

Keno 10-spot jackpot wins at the property (three in FY18 compared to

none in the prior year) would see Darwin earnings up 6.7% on the

previous year.

SKYCITY’s international VIP business has recovered strongly from a

challenging FY17, achieving turnover of $11.9 billion, up 39.2%, and

record normalised EBITDA of $32.6 million, up 71.2%, with a win rate

very close to the long term theoretical. This result reflects both the

recovery of the sector across Asia-Pacific and the performance of our

restructured International Business team, led by our new President of

International Business, Stewart Neish. This is the standout feature of

our results and with this performance our International Business

became our second largest contributor to earnings (after Auckland).

PROGRESS ON OUR KEY STRATEGIC INITIATIVES

This year, in conjunction with the SKYCITY Senior Leadership Team,

the SKYCITY Board approved a refreshed Group strategy. Key

considerations when setting the medium-term strategy were:

• the profitability of our business is roughly 80% from New Zealand

and 20% from Australia. Shareholders are comfortable with the

relatively low country risk and regulatory environments that these

jurisdictions offer and we are likely to remain focussed on this

region for the foreseeable future;

• our business is predominantly gaming-led, with roughly 80%

currently coming from the casino component. The long term,

exclusive nature of our casino licences provides a solid underpin to

the risk profile of the business. We have strategically evaluated our

existing casino licences to ensure we are maximising the potential

within them and have identified further opportunity for growth in

the premium market as well as our Queenstown licences;

• there are unlikely to be many (if any) new land-based casino licence

opportunities in our jurisdictions of operation, so growth (other

than organic growth) will have to come from other lines of business.

The balance of our business essentially derives from hotels and

restaurants. Our restaurants are relatively low margin and exist

primarily to service our gaming, hotel and conventions customers

and to ensure that our destinations remain relevant in their

25SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

MANAGEMENT'S REVIEW

communities. Our hotels are higher margin businesses and there is
an opportunity to scale up our portfolio and expertise – initially on

our precincts, but also on a stand-alone basis;

• we are cognisant of a strategic need to remain abreast of

developments in the online and digital space and, where

appropriate, to ensure that we take up opportunities that will

ensure we continue to offer a relevant form of entertainment;

• a review of our existing precincts to ensure that we are maximising

opportunities has highlighted areas of potential investment into

premium gaming spaces, hotels (as highlighted above) and

entertainment to ensure our destinations remain relevant to

customer demand. Where necessary, we are prepared to acquire

property to ensure we are future proofed;

• we have two major projects currently underway that have

committed us to circa $1 billion of debt over the next few years.

While we are very comfortable with our ability to service and repay

this level of gearing, it does not leave us with any significant debt

capacity for other expansionary projects or initiatives in the short

term. Any funding requirements for new initiatives will be raised

through sale of non-core assets and/or partnering using a “capital

lighter” approach; and

• the relatively high dividend yield that SKYCITY offers is valued by

shareholders and should be preserved and recognised when

looking at any future funding requirements.

Improve our Operating Performance

During the financial year, we successfully implemented a number of

initiatives to improve our operating performance, including new events

and more effective marketing driving visitation growth at all properties

(with a greater focus on data analytics), investment in new gaming

product across the Group, a focus on growing our International

Business and premium gaming markets, significant ongoing investment

in the company’s ICT and digital capability and a strong operating cost

focus driving margin growth at all properties.

In International Business, we have seen more visits from our major

customers and an increased use of third party junket operators, which

led to a record six-month turnover in the second half of the financial

year. We also managed to increase our margins due to operating

efficiencies and low bad debts.

We continue to make good progress on investment in ICT systems and

platforms. Part of the investment to date has been replacing end-of-life

systems, but we are getting to a point where we can start to focus on

initiatives to improve customer experiences – such as loyalty/CRM

systems. Our ICT costs were higher and contributed to higher

corporate costs during FY18.

Optimise our Existing Portfolio

We have progressed a number of key initiatives to optimise our existing

portfolio, including acquiring a number of properties around our

Auckland precinct as part of a broader master planning programme,

Improve our operating performance

To be the leader in gaming, entertainment and hospitality in our communities

CHARACTER & CULTURE GOALS

BUSINESS GOALS

VISION

Offer a great and safe place to work

Optimise our existing portfolio

Always put customers first

Grow and diversify our business

Be responsible leaders in

our communities

OUR REFRESHED GROUP STRATEGY

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 26

MANAGEMENT'S REVIEW

developing plans to enhance our International Business and premium
gaming offerings in Auckland, continuing to evaluate master planning

opportunities in Hamilton and exploring options to create an improved

VIP/premium facility in Queenstown.

SKYCITY’s master plan for the Federal Street precinct is starting to

take shape, with most of the property acquisitions needed now

completed, including a majority interest in the AA Centre on the

corner of Victoria and Albert Streets, which is likely to become the

Group’s new headquarters. This will allow the existing head office site,

Federal House, to become part of the broader precinct development.

With the consolidation of our ownership of the Federal Street precinct,

we are looking to develop new, non-gaming, family-oriented

entertainment offerings that will ensure we remain a relevant precinct

in the context of all the other development in Auckland. Ultimately,

we would like to see Federal Street closed to through traffic so that

we can achieve our goal of a precinct for people, not vehicles.

Within SKYCITY’s existing portfolio, the two key projects currently

underway – the New Zealand International Convention Centre/Horizon

Hotel project and the Adelaide Casino expansion project - are

transformational in nature.

The New Zealand International Convention Centre (NZICC) and

Horizon Hotel project is continuing to benefit from positive momentum

over recent months and SKYCITY is actively working with Fletcher

Construction to assist it to achieve its target completion date of

December 2019. There continues to be good progress made on-site,

with the roof of the NZICC currently being installed and the first of the

glass panels, designed by Sara Hughes, due to be lifted into place in the

coming month. Pleasingly, we have secured several major conventions

for the NZICC for 2020 and we continue to pursue a strong pipeline

of leads.

In Adelaide, we have appointed Hansen Yuncken as the main

construction contractor for the expansion project. Work is well

underway and the project is currently on-track for completion in the

third quarter of calendar 2020. The expansion will deliver a new casino

floor as well as a luxury hotel, wellness centre, signature bars and

restaurants, and conference facilities. The project will help secure the

future of our Adelaide business and deliver jobs and tourists into

South Australia.

Our Hamilton casino continues to achieve growth and we are exploring

further development opportunities to leverage the positive economic

and tourism outlook in the Waikato region. We own undeveloped

freehold land adjacent to our casino and would benefit from having a

hotel on premise. Our decision to proceed with development plans is,

to some extent, linked to our potential to raise capital from non-core

assets and our potential hotel strategy.

The Queenstown Wharf Casino is not meeting the full potential of its

licence and we are actively assessing options to provide an enhanced

customer experience. We have a particular focus on the potential to

increase our International Business, given the popularity of the

Queenstown region and the general resurgence of

International Business.

In our quest for a “capital-lighter” approach to enhance returns on our

balance sheet, we have concluded the sale of our Federal Street car

park in Auckland for $40 million and are commencing a marketing

process for the potential monetisation of the main site car parks in

Auckland. We have sought expressions of interest from potential buyers

of our Darwin property and this process is nearing conclusion, with a

final decision to be taken within the next few months.

Grow and Diversify our Business

Potential Hotel Strategy

In Auckland, we currently have two operational hotels and one near

completion, with potential for a fourth as part of our master plan for the

precinct. In Adelaide, we have one hotel under construction and see

potential for a second hotel near our precinct. We also see potential to

develop hotels in Hamilton and Queenstown.

We believe we can deliver an attractive portfolio to a passive investor

looking for exposure to this asset class and we are actively engaging

with potential partners who will provide funding to assist further growth

in this sector, on a “capital-lighter” basis.

Online Gaming

SKYCITY is developing an online gaming strategy as a logical extension

of our land-based casino operations. Online delivery of goods and

services is increasingly the norm across many industries and ours is no

exception.

It is currently permissible for offshore-based online casinos to offer

gaming to New Zealand customers and we are currently losing business

to these offshore-based operators. In response, we are advancing a

partnership-based strategy that would enable us to start operating in

this space from offshore.

It seems reasonable to anticipate that at some point in the future online

gaming will be regulated within New Zealand and we also need to be

ready to participate in that opportunity should it arise. We are

extremely respectful of the good relationship that we have built with

the New Zealand regulatory bodies and are mindful of that relationship

in any initiative we might pursue in the online space.

Other Forms of Entertainment

As an entertainment and hospitality provider, we are challenged to

ensure we continue to offer relevant forms of entertainment and

hospitality to customers increasingly spoilt for choice and with

increasingly divergent interests. We have therefore taken steps over

the last financial year to broaden our entertainment offering beyond

traditional gaming and entertainment to attract new customers and

ensure long term relevance.

We acquired an interest in Let’s Play Live Media (LPL), New Zealand’s

leading broadcaster and operator of esports, and in conjunction with

them launched Australasia’s first direct-to-television esports studio in

the Sky Tower.

In addition, the All Blacks Experience - a joint venture between the

New Zealand Rugby and Ng�i Tahu Tourism – will open in the existing

27SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

MANAGEMENT'S REVIEW

SKYCITY Auckland Convention Centre site from 2020 and provide
visitors with a state-of-the-art, interactive experience that will showcase

the All Blacks. Through the use of innovation and technology, it will

provide a full sensory, interactive, and immersive experience for all

New Zealanders and visitors to celebrate New Zealand’s rugby heritage,

achievements and culture - bringing together the stories of our rugby

legends, the drama and excitement of Test match rugby, and the

mastery and legacy of the All Blacks.

We are also discussing other interactive entertainment possibilities for

the remaining areas of the existing SKYCITY Auckland Convention

Centre site and hope to announce details of the new offerings in the

near future.

Character and Culture Goals

Our vision sets out the “what” is SKYCITY aiming to be, and the

business goals above detail some of the initiatives that will determine

“how” we get there. We also put a lot of emphasis and focus on “who”

is SKYCITY – our character and culture.

In particular, we need to continually focus on our social licence to

operate – as in the casino industry we have to try harder than most to

justify our place in society. Furthermore, because we have exclusive

casino licences (ie. no other casino nearby), we automatically have a

community that is ours to look after if we expect to be in business on a

sustainable basis – our customers, employees and suppliers are “locals”

often with long term relationships.

Our corporate social responsibility initiatives are also best focussed on

doing good for our community and it is obviously critical to ensure that

we don’t create harm to our community. Our objective is to ensure that

our strategic decisions strengthen the communities we operate in and

provide environments and opportunities for our customers, suppliers

and staff to enjoy, to be entertained and to be safe.

We are also committed to providing safe environments for our

customers, suppliers and staff to enjoy and be entertained in. With a

renewed focus, we have this year adopted a new Group Health and

Safety Strategy for 2019-2021 which centres around the mission

“Prevent Harm and Build Wellness” and four goals:

• Industry leading safety culture – we will create a positive safety

culture for our workers and guests with a strong emphasis on

genuine and visible leadership and active engagement of

our workers;

• Effective risk management – we will focus on our critical risks

ensuring we have sufficient risk mitigation strategies in place to

prevent fatal or serious harm;

• Sustainable systems and processes – we will create a

contemporary and resilient approach to the management and

improvement of health and safety; and

• Health and wellbeing – we will adopt a risk-based approach to

health and wellbeing including programmes to reduce physical and

psychosocial risks to our workers.

The new strategy also addresses the New Zealand Government’s key

goals of its draft NZ Health and Safety at Work Strategy 2018-2028.

LPL esports studio in the Sky Tower

Artist's impression of the All Blacks Experience

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 28

MANAGEMENT'S REVIEW

At SKYCITY, we are proud of our culture of compliance – a fundamentally positive culture with people focussed on doing the right thing and with a
genuine care for our customers. However, such a culture cannot be taken for granted, and requires ongoing conscious attention to be maintained

and to keep complacency at bay. We are cognisant of the recent Australian Royal Commission into Misconduct in the Banking, Superannuation and

Financial Services Industry, the Bazely Report in New Zealand and the Victorian Commission for Gambling and Liquor Regulation’s review of

Crown Melbourne and are committed to taking the lessons learned from those reviews to uplift the risk culture at SKYCITY.

In that context, this year we sought an external review of SKYCITY’s corporate social responsibility framework to ascertain how we could further

improve our corporate social responsibility activities. After a lengthy consultative process involving interviews with key internal and external

stakeholders, we adopted an enhanced set of corporate social responsibility goals, priorities and targets in August 2018, which are directly aligned

to our most material issues, what really matters, and will allow us to measure our progress in a transparent way going forward. An outline of

SKYCITY’s revised corporate social responsibility framework, the activities undertaken to support our corporate social responsibility strategy, and

achievement against the goals, priorities and metrics for the financial year ended 30 June 2018 are set out on pages 31 to 55 of this annual report.

Earnings growth and diversification

Attractive and

sustainable


shareholder returns

Increase casino, entertainment

and hospitality revenue

Allocate capital to higher


returning assets and businesses

Develop new, complementary business

Maintain efficient capital structure


and distribution policy

Protect and enhance


‘social licence to operate’

Efficient capital allocation

Long term sustainability

A

%

Achieve operating leverage and

efficiencies across the Group

Introduce investment partners to


drive growth and enhance returns

Evolve with changing customer


preferences and technology

B

C

$

Be a responsible corporate citizen

VALUE CREATION MATRIX

In summary, the table below depicts how we see ourselves creating shareholder value through the convergence of the various initiatives to

increase and diversify earnings, in a capital efficient manner, and with a focus on long term sustainability:

OUTLOOK FOR FY19

Consistent with FY18, SKYCITY is expected to achieve modest growth in group normalised EBITDA in FY19, with key drivers expected to be

further growth in International Business and Auckland, offset by higher corporate costs. There is much debate (nationally and internationally)

around the macro-economic environments within which we operate and the prevailing mood seems to be that business confidence is falling and

economic tailwinds are slowing. We believe that regardless of any potential economic slow-down, there is still enough that we can do to improve

our own performance that we can reasonably anticipate growth in our business.

Trading in early FY19 is in-line with expectations following a positive finish to FY18 and we plan to continue our existing dividend policy with a

minimum annual dividend of 20 cents per share.

With the Senior Leadership Team now settled in and our strategic focus approved by the Board, we see the phase ahead as one where we should

make good progress in implementing our strategy. In addition to the key strategic initiatives identified above, there are a large number of other

smaller initiatives that are clustered under the various business and character and culture goals.

29SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

MANAGEMENT'S REVIEW

SKYCITY is committed to maintaining the highest levels of corporate social responsibility objectives and practices, with priority given to
minimising the impacts associated with problem gambling as an area of primary focus.

The SKYCITY Board is supported by a dedicated Board committee on matters relating to corporate social responsibility. The role,

responsibilities, composition, structure and membership of the Corporate Social Responsibility Committee are set out in the Corporate Social

Responsibility Charter (available in the Governance section of the company’s website at www.skycityentertainmentgroup.com), which is

reviewed and approved by the Board on an annual basis. The guiding principles that underpin SKYCITY’s corporate social responsibility

activities are also set out in the Charter. Sue Suckling is the current Chair of the Corporate Social Responsibility Committee.

The objectives of the Corporate Social Responsibility Committee are to assist the Board to contribute to SKYCITY’s vision and strategic plan

by ensuring that the company’s corporate social responsibility strategy is best practice and supports the highest level of corporate social

responsibility objectives, with priority given to minimising the impacts associated with problem gambling as an area of primary focus.

The responsibilities of the Committee include reviewing and recommending to the Board the corporate social responsibility strategy, principles,

policies and practices of the company to ensure alignment with the company’s strategic objectives and performance and reviewing and

reporting to the Board on the company’s impacts associated with SKYCITY’s five corporate social responsibility pillars.

The Board and the Corporate Social Responsibility Committee maintain operational supervision of SKYCITY’s corporate social responsibility

activities through clearly defined policy and effective management. Claire Walker, SKYCITY’s General Manager Human Resources,

has executive responsibility for SKYCITY’s corporate social responsibility activities with key operational personnel within the business having

day-to-day responsibility for the activities.

WHAT MATTERS

At SKYCITY, we recognise that corporate social responsibility is critical

to all levels of our business and operations. Part of being a responsible

business is understanding the impacts arising from our operations.

The aim of this understanding is to enable positive impacts to be

fostered and negative impacts to be at the very least mitigated and

ideally abated. This is particularly true when there is potential for harm

to either people or the environment.

In December 2016, after undertaking research with both internal and

external stakeholders on which sustainability issues were most relevant

to our business, SKYCITY adopted its first set of corporate social

responsibility goals, priority actions and targets, centred around

five corporate social responsibility pillars – Responsible Gaming,

The Environment, Community Development and Investment,

Fair Operating Practices and Labour Practices and Human Rights -

and developed its first materiality matrix, which highlighted a set of

priority impact areas and issues for our business. Since adopting that

framework, we have worked hard to embed those five corporate social

responsibility pillars into all levels of our organisation and in the way we

operate. The material issues have become the focus for managing our

risks and have heavily influenced our corporate social responsibility

strategy and priorities, which underpin our reporting on our

non-financial performance.

However, the corporate social responsibility landscape has evolved

quickly since that time and, in mid-2018, we engaged Ernst & Young

to review SKYCITY’s corporate social responsibility framework to help

us identify how we could further improve our framework.

As part of this review, Ernst & Young conducted interviews with key

internal and external stakeholders to canvas their views of SKYCITY’s

corporate social responsibility framework, including shareholders, trade

unions, community partners and grant recipients, SKYCITY’s Chief

Executive Officer and Board members and staff within the Human

Resources, Security, Host Responsibility and Procurement teams.

The insights from those interviews enabled us to refine our materiality

matrix and corporate social responsibility goals, priorities and targets in

August 2018, which are directly aligned to our most material issues and

what really matters, and will allow us to continue to measure our

progress in a transparent way.

The process of refreshing our corporate social responsibility framework

has helped to strengthen relationships with our stakeholders and

prioritise and communicate our activities strategically. The review has also

ensured that we incorporate global trends and local market conditions in

our approach to, and assessment of, risks and opportunities.

In undertaking our analysis, we have plotted the issues identified as

most material on a matrix and allocated those issues to the revised

corporate social responsibility pillars as set out in the following diagram.

Unsurprisingly, again, the most material issue to all stakeholders, internal

and external, is responsible gaming. This is front and centre for the

SKYCITY Board and management as well.

31SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

OUR CORPORATE SOCIAL RESPONSIBILITY MISSION
As a cornerstone enterprise in our communities, SKYCITY contributes positively to these communities and enables them to thrive.

Impact on Business

high

highlow

Importance to Stakeholders

5

6

1

2

7

4

11

12

10

9

8

13

3

inspire our

people

1

Career development

and progression

2

Health, safety

and wellbeing

3

Employee engagement

4

Diversity, inclusion

and belonging

host

responsibility

5

Host responsibility

6

Customer experience

and engagement

develop and

contribute to

our communities

7

Community

partnerships and

outcomes

8

Economic contribution

9

Transport and housing

conserve the

environment

10

Climate change

and emissions

11

Water usage

12

Waste

Source ethically

and responsibly

13

Ethical and sustainable

procurement

MATERIALITY MATRIX

OUR COMMUNITIES

Develop and Contribute to our Communities - Serving a social purpose by investing in the local economies

and communities in which we operate

Our People

Inspire our People - A great place to work where our people are empowered to grow and achieve

OUR SUPPLIERS

Source Ethically and Responsibly - Sourcing responsibly and locally

OUR CUSTOMERS

Host Responsibly - Ensuring safe and enjoyable experiences for our customers, staff and our communities

OUR ENVIRONMENT

Conserve the Environment - Reducing our environmental footprint

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 32

CORPORATE SOCIAL RESPONSIBILITY

In recent years, SKYCITY has participated in the Dow Jones Sustainability Index assessment to benchmark our position on economic,
environmental and social factors relative to others from within our industry. The index is a globally recognised independent third party rating for

corporate social responsibility, which is assessed by RobecoSam each year. Despite making progress in several areas within the index, we have

decided not to participate in 2018. We believe it is more meaningful and useful to instead focus our resources and efforts on our internal

corporate social responsibility priorities and reporting on our progress against these.

SUSTAINABLE DEVELOPMENT GOALS

In 2015, the countries of the United Nations adopted

the 2030 Agenda for Sustainable Development and its

seventeen Sustainable Development Goals - a set of

goals to end poverty, protect the planet, and ensure

prosperity for all as part of a new sustainable

development agenda. Each goal has specific targets to

be achieved. SKYCITY recognises that, for the goals to

be achieved, everyone needs to do their part and

business and industry play an important role. We are

committed to playing our part in helping to achieve

the goals.

OUR PILLARS

The following pages outline SKYCITY’s goals, priorities and metrics for

each of the five corporate social responsibility pillars, outline the activities

undertaken to support our corporate social responsibility strategy, and

provide a summary of our achievement against the goals, priorities and

metrics for the financial year ended 30 June 2018 (as set out in SKYCITY’s

2017 annual report).

The areas identified as priority issues are those considered highly material

for SKYCITY’s business and for our stakeholders. Our priorities and

metrics set out what we intend to do both in our business and our

communities. They are intended to challenge the business and staff and

provide a dedicated framework for measuring progress over the coming

years. We are committed to measuring performance on each goal, through

specific key performance indicators, which will ensure the business strives

to keep pace with internal and external expectations.

We look forward to reporting against the revised corporate social

responsibility framework - identifying where we are as a business and how

we can further improve strategically and practically. We are committed to

continual refinement and improvement.

Whilst we are immensely proud of our progress to date, we recognise that

some areas require more focus and attention to achieve our objectives.

We welcome all feedback and questions in relation to our corporate social

responsibility framework - please contact SKYCITY at csr@skycity.co.nz in

this regard.

Our priorities and

metrics set out what

we intend to do both

in our business and

our communities

33SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

PRIORITY ISSUES
• Employee engagement, learning and development and careers

• Diversity, inclusion and belonging

• Health, safety and wellbeing

METRICS/DISCLOSURES

• Diversity and gender statistics including gender equality of pay, management and governance

representation

• Internal promotions, career paths and employment opportunities for youth

• Total recordable incident frequency rate, hazard reporting and safety improvement plans

• Health and safety engagement activities such as leadership safety walks and Health and Safety

Committee engagement

Our People

Inspire our People - A great place to work where our people are empowered to grow and achieve

As a major employer with nearly 6,000 staff and growing, we know that taking care of our people is the key to creating a great place to work.

We aim to create an environment where people are at the centre and ensure that our employees can work safely, are motivated to work hard,

progress in their careers, and have the tools and knowledge they need to look after both themselves and our customers.

In March 2018, SKYCITY announced its intention to pay its New Zealand-based staff at least $20 an hour by 2020, an initiative that will

significantly increase the take-home pay of around 1,750 people in Auckland, Hamilton and Queenstown - nearly half (46%) of all SKYCITY staff in

New Zealand. This initiative will be phased in over the next three years and will see the hourly rate of SKYCITY’s lowest-paid employees increase

by 21% over the period - an average of 7% every year between now and 2020, compared to the statutory minimum wage of $16.50 as of

1 April 2018. SKYCITY is the first major listed New Zealand company to commit to a $20 an hour minimum wage, which the New Zealand

Government has signalled it plans to adopt by 2021.

Prem Joseph, Driver Services Manager at SKYCITY Auckland

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 34

CORPORATE SOCIAL RESPONSIBILITY

With a large and diverse workforce, SKYCITY is recognised for taking a lead in staff development and care. We have an advanced set of priorities
and programmes in place across our sites to achieve our goal of being a great place to work where our people are empowered to grow and to

achieve. We are committed to providing our employees with sustainable career paths at SKYCITY and we want our staff to grow their careers

with us.

SNAPSHOT OF DIVERSITY AT SKYCITY

EMPLOYEES

EMPLOYEES

WOMEN IN LEADERSHIP

AGE

DISABILITIES

GENDER SPLITLGBTTI+ COMMUNITY

ETHNICITIES

WE HAVE

(full-time, part-time and casual)

Chinese 20%

16%

13%

13%

9%

7%

6%

6%

2%

2%

OUR TOP 10 ETHNICITIES EMPLOYEES IDENTIFY WITH:

OUR TOP 3

NON-ENGLISH

LANGUAGES:

Australian

Indian

New Zealander

M�ori

Filipino

Other Asian

Other European

Samoan

English

OF LEADERSHIP ROLES

HELD BY WOMEN

IDENTIFY AS HAVING

A DISABILITY

DIFFERENT

LANGUAGES

EMPLOYEES

SPEAK/WRITE IN

IDENTIFY AS BEING

A MEMBER OF THE

LGBTTI+

COMMUNITY

48.3%

WOMEN

Chinese (Cantonese)

Filipino (Tagalog)

Hindi

0.1%

GENDER DIVERSE

36 YEARS

AVERAGE AGE OF

OUR WORKFORCE

82 YEARS

AGE OF OUR

OLDEST EMPLOYEE

60%

OF OUR WORKFORCE

ARE 36 YEARS OLD

AND UNDER

51.6%

MEN

5,690

36%

1.3%

54

6%

VS

Generation Y

Millennials 41.7%

Generation X 28.3%

Generation Z 18.2%

Baby Boomers 11.7%

Veterans 0.1%

In April 2018, we asked our employees across the SKYCITY Group to participate in a survey to help us build a better workplace where we

celebrate diversity and promote inclusion. Around 50% of our employees participated and the valuable information collated will help us to

continue to build relevant programmes, tailored to the needs of all our employees. The following graphic illustrates the diverse make up of our

workforce as at April 2018:

35SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

At SKYCITY, we have a strong representation of minority groups who are often underrepresented in the wider workforce. Encouraging diversity of
thought in our workforce allows us to strategically reflect our diverse customer base and draw people with different backgrounds to our business.

We believe this diversity of thought offers an opportunity to enhance SKYCITY’s competitive advantage and provide long term sustainable

business success. We value and respect the contributions, ideas and experiences of people from all backgrounds and are committed to an inclusive

workplace that enhances and promotes workplace diversity across the business. We are committed to providing opportunities and initiatives that

assist all to reach their potential on merit, unhindered by other individual differences, and regularly benchmark and report on our diversity position,

policy and objectives.

This year, SKYCITY participated in the Deloitte Inclusion Survey and pleasingly we achieved a score of 4.9 (compared to 4.5 for the overall survey

population), which is indicative of an organisation that has a strong foundation for inclusion and is on a journey to becoming a highly inclusive workplace.

SKYCITY has a Diversity and Inclusion Policy (available in the Governance section of the company’s website at www.skycityentertainmentgroup.

com) that provides a framework for the company’s current and future diversity and inclusion initiatives. Each year, the SKYCITY Board sets

measurable objectives to promote diversity and inclusion. The measurable objectives set by the Board for the financial year ending 30 June 2019

are to:

• continue to ensure strong female candidates are identified in the recruitment process for all Board and senior executive roles;

• maintain a gender balance across the population of employees who make up the top four levels of the organisation hierarchy;

• continue to review gender pay equality and deliver an organisation-wide programme that removes any risk of bias or inequality;

• leverage diverse talent pools to develop a more ethnically diverse leadership population;

• maintain Rainbow Tick certification for all our New Zealand sites and partner with Pride in Diversity Australia to reiterate our commitment to

our lesbian, gay, bi-sexual, intersex, takatapui and trans-sexual staff;

• build the capability of all leaders in understanding and leveraging diversity of thought through ensuring appropriate learning and

development solutions are delivered; and

• continue to provide support and education to employees and managers to promote mental health awareness.

SKYCITY’s performance against the measurable objectives set by the Board to promote diversity and inclusion for the year ended 30 June 2018

(as reported in the company’s 2017 annual report) is outlined on pages 63 and 64 of this annual report.

FY18 PERFORMANCE

A summary of our achievement against the goals, priorities and metrics for this pillar for the financial year ended 30 June 2018 (as set out in

SKYCITY’s 2017 annual report) is outlined in the table below:

PRIORITYRESULTS

Increased investment in staff development

Achieved – several new staff development initiatives were deployed which supported staff

from underrepresented groups to thrive and develop their potential at SKYCITY, including:

• ‘Winning Women’, an internal professional development series in New Zealand

• Tahuna te Ahi, an internal M�ori leadership programme in New Zealand

• three Pasifika employees participated in the external Niu Pasifika leadership programme

in New Zealand

In addition:

• in New Zealand, one senior woman participated in the Global Women Breakthrough

Leaders Programme and five women participated in the Global Women Activate

Leaders Programme

• we continued to run our internal leadership development programmes across the

SKYCITY Group for selected employees

Growth in internal promotion rates

Achieved – internal promotions across the Group have increased year on year from 33%

of hires to 37% of hires

Rainbow Tick certification maintained

Achieved – Rainbow Tick maintained for each of our Auckland, Hamilton and

Queenstown sites

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 36

CORPORATE SOCIAL RESPONSIBILITY

PRIORITYRESULTS
Develop an approach to supporting

underrepresented minorities in employment

and career development

Achieved - the framework and supporting structure for a Diversity and Inclusion Council was

developed as a pilot in New Zealand and several employee resource groups have been

established, including SKYCITY Pride, Tahuna te Ahi, Women in Technology and

Winning Women

Continued focus on gender pay equality

and unconscious bias

Achieved

• Continued to monitor and report on remuneration outcomes by gender to ensure pay

equality across the SKYCITY Group

• Our annual salary review saw an average increase for female salaried employees of 2.22%

and an average increase for male salaried employees of 2.19% across the SKYCITY Group

• An analysis of remuneration across the managerial hierarchy and vertically through a

function within the organisation identified no indications of gender bias operating across

like positions across the SKYCITY Group

• While there is no evidence of a gender driven pay gap across like positions, we remain

focussed on increasing the representation of women in senior roles across the business

through a gender balanced talent pipeline

• The SKYCITY Board and members of the Senior Leadership Team participated in

unconscious bias training

• The Senior Leadership Team and other New Zealand-based senior managers participated

in Rainbow Tick training

• SKYCITY participated in the Deloitte Inclusion Survey conducted in partnership with

Global Women

Growth in near miss reporting, employee

participation in wellness initiatives and safety

committees

Achieved

• 23% increase in near miss reporting across the Group

• 6% increase in total incident reporting across the Group

• 37 health and safety representatives from across the Group participated in a specialised

training course to improve health and safety engagement and participation

• Increased focus on health and safety, leading to the adoption of a new Group Health and

Safety Strategy for 2019-2021

• Workshops delivered to coincide with Mental Health Awareness Week across our

New Zealand sites

• Development of a Healthy Minds programme in Adelaide

HIGHLIGHTS

Health and Safety

Our employees and contractors are the heart and soul of our

operations, and ensuring their health and wellbeing is central to our

performance as a business and as an employer of choice.

During the past financial year, we have reinforced our commitment to

preventing harm and building wellness through assurance activities and

improvement initiatives. Of particular focus has been the considerable

effort applied to improving the management of our critical risks and

contractor management. We redefined our health and safety

improvement journey with the development of a SKYCITY Group

Health and Safety Strategy for 2019–2021. The strategy outlines our

health and safety goals as being industry leading safety culture, effective

risk management, contemporary and sustainable systems and processes

and improving health and wellbeing. Our key health and safety success

factors have been identified as zero fatalities or serious injuries,

reducing low consequence and high frequency injuries, keeping our

guests safe whilst visiting our properties and enhancing the health and

wellbeing of our workforce.

All of our New Zealand properties are Accident Compensation

Corporation (ACC) Partnership Programme certified at a tertiary level

and our Adelaide site is a registered self-insured employer.

Each property within the SKYCITY Group must demonstrate

compliance with our Group Health and Safety policy and standards

for safety. We conduct internal audits annually and external audits as

required for registration and certification. Findings from these audits

are monitored and tracked for continuous improvement.

37SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

Employee Wellbeing
SKYCITY’s wellness programme continues to be strongly supported by

our staff. The programme aims to encourage healthier behaviours and

personal responsibility for health outcomes by providing support,

information and skills training. The programme goals include improving

staff health habits, increasing physical activity, reducing absenteeism

and improving productivity.

Acknowledging that the hospitality industry is overrepresented in mental

health statistics, this year we launched the “SKYCITY Korero”

in partnership with comedian Mike King and the Key to Life Charitable

Trust and coinciding with Mental Health Week in New Zealand.

115 New Zealand-based employees attended a series of workshops

designed to encourage and normalise conversation about mental health.

The feedback received was extremely positive with some employees

commenting that the korero allowed people to talk more openly about

problems and safely ask questions about mental health that they may

previously have been too afraid to ask.

The Adelaide site has developed a Healthy Minds programme which

launched in 2018. Healthy Minds augments SKYCITY’s existing processes

(such as offering an Employee Assistance Programme) to incorporate

prevention and wellbeing enhancement as a core focus. By becoming an

accredited Healthy Minds workplace, Adelaide Casino will enable a baseline

level of mental health and wellbeing education accessible to all employees,

encouraging openness and communication about staff wellbeing.

All staff will be offered training in the concept of wellbeing (which

incorporates mental health) to establish the link between wellbeing and

work performance. It is hoped that wellbeing conversations will become a

part of management practices ensuring both early intervention when

problems arise and a focus on individuals’ self-management of their

personal wellbeing.

Staff Support Programmes

SKYCITY has a range of services designed to assist employees who may

need a helping hand. At our Auckland and Hamilton sites, the Connect

Centre offers confidential help and advice for SKYCITY employees – for

work issues and situations outside of work. They offer advice about

practical and effective ways to handle difficult or sensitive issues. Where

needed, they can also assist employees in working with agencies outside

of SKYCITY who may be able to help. The Group-wide Employee

Assistance Programme (EAP) is a supportive and confidential programme

designed to assist SKYCITY employees who may have problems that

affect them at work - advice and support is available 24 hours a day,

seven days a week, from trained professional counsellors who can help

staff with their problems. SKYCITY also provides emergency financial

assistance for employees suffering financial hardship. This help can

include budgeting advice, and last resort financial help through a 'SMILE'

loan to New Zealand-based staff who qualify for support.

Healthcare

SKYCITY understands that healthcare can be expensive and sometimes

difficult to access for members of the workforce. We therefore offer

permanent, full-time employees in our New Zealand sites health

insurance via our healthcare provider Southern Cross Healthcare.

SKYCITY fully subsidises the RegularCare plan, which provides shared

cover for surgical treatment, recovery, support, imaging and diagnostic

tests and day-to-day treatment. Employees are also able to add their

family members to the insurance plan at an additional cost.

As part of our wellness programme, all SKYCITY employees across the

Group are also invited to get their flu vaccinations at work for free.

This service is offered annually to employees on-site at the beginning of

the flu season to ensure all staff have easy access to the vaccinations.

Bringing our ‘Whole Selves’ to Work

We are immensely proud to have maintained a Rainbow Tick for our

Auckland, Hamilton and Queenstown properties in 2018 and have

committed to continually improving and working with the feedback we

receive from Rainbow Tick to find ways we can further support our

SKYCITY rainbow community. Being a Rainbow Tick employer means

SKYCITY has been acknowledged as being a safe, supportive and

SKYCITY staff celebrate the Auckland Pride Parade

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 38

CORPORATE SOCIAL RESPONSIBILITY

welcoming workplace where employees can bring their whole selves to
work without fear of discrimination or disadvantage – no matter what

their gender identity or sexual orientation.

Our Adelaide and Darwin sites participated in the Australian Pride in

Diversity programme, which reiterates our commitment to our lesbian,

gay, bi-sexual, trans-sexual and intersex Australian-based staff.

SKYCITY Queenstown has been a supporter of the Winter Pride event

in Queenstown for many years and signed up to the Pride Pledge in June

2018. The Pride Pledge was started in Queenstown to raise the visibility

of safe spaces within the Queenstown community after the Winter Pride

festival organisers realised that, although the town had an inclusive heart,

it was very difficult for the rainbow community to see any visible signs

that they were welcome and included.

Employees from our Hamilton and Auckland sites participated for the

first time in the Auckland Pride Parade in February 2018 – alongside

a colourful float featuring a mirror tiled Sky Tower surrounded by

a cityscape.

Women’s Refuge Endorsement of SKYCITY’s White Ribbon

Policy

In March 2018, SKYCITY received Workplace Refuge Endorsement from

the Women’s Refuge, which recognises the company’s achievements in

the family violence space. To achieve endorsement, an organisation must

show that family violence is prevented, victims and perpetrators of family

violence are helped, communication and networking are increased, family

violence initiatives are prioritised, and leadership in driving change is

demonstrated.

SKYCITY’s White Ribbon family violence policy, developed in

conjunction with Women’s Refuge, was introduced in March 2017 in our

New Zealand sites. Since then, SKYCITY has completed more than

385 hours of White Ribbon training for more than 250 managers across

its business on how to recognise the signs of family violence, respond

accordingly and refer to the appropriate organisations. SKYCITY

Auckland has also established a Family Violence Committee that will,

alongside the long established Connect Centre (an employee support

service), be a point of contact for staff.

New Partnerships

In March 2018, on the eve of International Women’s Day, SKYCITY

announced its new partnership with Global Women. As an important

step in our ongoing commitment to diversity and inclusion, the

partnership sees SKYCITY become a principal partner of Global

Women, an organisation that aims to change the face of business to be as

diverse as New Zealand itself. The partnership allows us to continue to

actively support our pipeline of talented women into senior leadership

roles with professional development programmes, such as the Global

Women Breakthrough Leaders programme.

SKYCITY has also renewed its commitment, for a further three years, as a

Major Sponsor of Tupu Toa, a New Zealand corporate pathways

internship programme for M�ori and Pasifika which is producing a

powerful, national network of M�ori and Pasifika business leaders through

internships with New Zealand’s best-known companies.

Tahuna te Ahi – Ignite the Fire

One of the ways we deliver on our commitment to an inclusive workplace

that enhances and promotes diversity is with targeted programmes which

support employees from underrepresented groups to thrive. As a large

New Zealand employer, we feel a particular responsibility to ensure we

provide our M�ori employees (9% of our employees identify as M�ori)

with every opportunity to progress.

Recognising the special standing of M�ori as tangata whenua and the

indigenous people of Aotearoa, this year, for the first time, we offered

a tailored programme for our New Zealand-based employees providing

accelerated leadership development specifically for M�ori employees in

addition to implementing initiatives which elevate the standing of M�ori at

SKYCITY more broadly. The programme is designed to ensure the voice

of M�ori is heard and that the M�ori world view, values, and leadership

behaviours contribute to our competitive advantage. A core element of

the programme saw the participants working in small groups on business

related roopu projects such as the inclusion of M�ori values in our

corporate value statements, a cultural advisory group to support the

strengthening of M�ori culture within the business and a series of

authentic M�ori experiences for our customers.

Providing Career Paths for Talented Young People

In February 2018, SKYCITY welcomed 15 promising young chefs into its

2018 intake of the SKYCITY Auckland Chef Apprenticeship Programme.

Over the three-year programme, the apprentices will work within more

than 20 different kitchen environments at SKYCITY Auckland, including

award-winning restaurants and with celebrity chefs Sean Connolly, Nic

Watt, Al Brown and Peter Gordon, and gain an internationally recognised

City and Guilds Food Preparation and Culinary Arts qualification. Upon

completion, graduates are equipped with a wide skill set, having mastered

a range of cuisines, and experienced a variety of kitchen environments – a

breadth of experience not offered in many other places.

The apprentice chef programme is a part of SKYCITY’s focus on youth

employment, giving talented young people opportunities to gain

qualifications and develop careers in the hospitality industry.

39SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

Continuing to Contribute
For our employees approaching retirement age in New Zealand, we offer a Work Choices planned retirement programme — a voluntary and

individualised support programme for employees contemplating retirement. Family members are invited to be part of the planning process —

the outcomes of which may include phased reduction in hours and/or workload, flexible working arrangements, or redeployment as the employee

transitions into retirement. Employees are also provided with some ongoing support services for a period following retirement as well as the continuity

of employee discounts at SKYCITY.

While the programme has seen three of our more senior employees transition into retirement during the last financial year, Trevor Philbert at age 82

remains proudly SKYCITY’s eldest employee. Trevor enjoys being part of the SKYCITY Auckland Security team, manning the staff entry and passing

on the benefit of his 22 years’ service with SKYCITY, contributing to the business and to his colleagues.

Dine Academy

A new partnership for SKYCITY in 2018 has been with the Dine Academy, a social enterprise that supports the training and transition to employment

of secondary school students passionate about entering a career in the hospitality industry. It offers senior high school students, community groups,

vulnerable youth and long term unemployed jobseekers a pre-employment training programme that starts as a boot camp run over one week.

The intensive week-long boot camp includes a day of hands-on practical training and assessment with the Front of House team at the SKYCITY

Auckland Convention Centre and culminates with trainees preparing to ‘go live’ onto a shift. SKYCITY was delighted with the calibre of the students

this year and offered 18 of them employment in the SKYCITY Auckland Convention Centre.

CHALLENGES

SKYCITY has developed a variety of programmes and partnerships to support career development and progression across our sites. Our challenge is

to ensure that these programmes and partnerships remain effective and relevant. To this end, SKYCITY regularly discontinues programmes that have

not achieved interest or sustained impact, and develops and trials new offerings. In some cases, we have programmes we believe are effective, but

participation has dropped for various reasons. We continue to review our programmes and partnerships and seek advice from staff on how to remove

barriers to participation (such as release time) and introduce better incentives.

OUR STAFF NUMBERS

The following is a summary of staff and workforce data for SKYCITY Entertainment Group as at 1 July 2018:

Worked Full-Time Equivalent

(FTE)* by site (%)

SITENO. OF FTE EMPLOYEES%

Adelaide

618 17%

Auckland

2,354 66%

Darwin

2828%

Hamilton

2487%

Queenstown

742%

Total3,576100%

* The FTE calculation is based on contracted hours worked by staff, not actual hours.

Total Headcount

for Group (%)

SITENO. OF EMPLOYEES%

Adelaide

1,083 19%

Auckland

3,518 61%

Darwin

671 12%

Hamilton

3286%

Queenstown

902%

Total5,690100%

Employment Contract Type

for Group (%)

CONTRACT TYPENO. OF EMPLOYEES%

Permanent

5,201 91%

Temporary

4899%

Total5,690100%

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 40

CORPORATE SOCIAL RESPONSIBILITY

Employment Contract Type by Gender (%)
CONTRACT TYPEFEMALEGENDER DIVERSEMALEGROUP TOTAL

Permanent91%100%91%91%

Temporary9%0%9%9%

Employment Contract Type by Site (%)

CONTRACT TYPEADELAIDEAUCKLANDDARWINHAMILTONQUEENSTOWN

Permanent70%98%88%100%100%

Temporary30%2%12%0%0%

Employment Type by Gender (%)

CONTRACT TYPEFEMALEGENDER DIVERSEMALEGROUP TOTAL

Full-Time49%40%61%55%

Part-Time25%20%17%21%

Casual26%40%22%24%

Employees in Collective Agreements by Site (%)

CONTRACT TYPEADELAIDEAUCKLANDDARWINHAMILTONQUEENSTOWNGROUP TOTAL*

Yes78%26%83%8%0%41%

No22%74%17%92%100%59%

*Group total %’s are weighted proportionately based on site Worked FTE.

Employee Absenteeism as a Percentage of Scheduled Days (%)

CONTRACT TYPEADELAIDEAUCKLANDDARWINHAMILTONQUEENSTOWNGROUP TOTAL*

Absenteeism3.77%4.01%2.65%3.38%1.96%3.63%

*Group total %s are weighted proportionately based on site worked FTE.

Safe and enjoyable casino experiences

41SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

PRIORITY ISSUES
• Leading and best practice host responsibility

• Customer experience and engagement

• Community knowledge

METRICS/DISCLOSURES

• Customer offerings, service and engagement

• Host Responsibility Programme performance and problem gambling indicators, such as preventative

customer service encounters and engagement practices

• Employee training completion rates

• Public policy and compliance, including transparent reporting of regulator audit findings

• Benchmarking of SKYCITY’s Host Responsibility Programme against industry

• Increase in community knowledge and understanding of SKYCITY’s harm minimisation practices

OUR CUSTOMERS

Host Responsibly - Ensuring safe and enjoyable experiences for our customers, staff and

our communities

At our core, SKYCITY is a provider of casino entertainment.

The promotion of responsible gaming and safe consumption of alcohol

are topics at the heart of our business. When done responsibly,

gambling can be a harmless entertainment activity, however it can also

have harmful effects on some individuals, their families and their

communities. Our challenge is therefore to ensure that our business

provides entertaining and profitable, yet safe and responsible,

experiences and environments for our customers and staff.

We take our responsibilities to minimise risk and harm from problem

gambling very seriously - SKYCITY has a robust Host Responsibility

Programme in place at each of its sites to prevent and minimise harm

from problem gaming, all SKYCITY staff receive training in problem

gaming indicators, and we employ a dedicated team of host

responsibility specialists at each of our sites. In addition, at our largest

and busiest Auckland site, a team of Customer Service Ambassadors

are trained to interact with customers and report any concerns to our

Security and Host Responsibility specialist teams so preventative action

can be taken. An outline of our commitment to host responsibility

and detailed individual site-related information can be found at

www.skycityentertainmentgroup.com/our-commitment/

responsible-gambling.

Given that the most material issue to all stakeholders, internal and

external, is responsible gaming, we aim to foster good relationships with

problem gambling stakeholders. As part of this approach, we provide

tours of our facilities and literature to treatment providers to assist them

in understanding our Host Responsibility Programmes. The objective is

to improve information sharing and collaboration between stakeholders

in order to advance SKYCITY’s harm minimisation approach.

This collaborative approach ensures that knowledge about problem

gambling is shared between SKYCITY and the relevant stakeholders,

who will work together to minimise harm.

In late 2016, the New Zealand Department of Internal Affairs

conducted a ‘mystery shopping’ exercise across all casinos and

120 pubs and clubs (Class 4 venues) around New Zealand. SKYCITY’s

four casinos in Auckland, Hamilton and Queenstown came out top in

the exercise. The Department reported that “the results from SKYCITY

casinos show what can be done when more dedicated resource is

directed at minimising harmful gambling within a culture that puts a

clear focus on a high standard of harm minimisation practice” and that

“the overall results also show that SKYCITY casinos have cultivated a

culture of care within their casinos”. We are immensely proud of the

culture of care we have developed within our casinos and continue to

focus on ways to ensure that this culture of care is maintained, including

through regular internal ‘mystery shopping’ exercises.

We are immensely

proud of the culture

of care we have

developed

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 42

CORPORATE SOCIAL RESPONSIBILITY

FY18 PERFORMANCE
A summary of our achievement against the goals, priorities and metrics for this pillar for the financial year ended 30 June 2018 (as set out in

SKYCITY’s 2017 annual report) is outlined in the table below:

PRIORITYRESULTS

100% rating in “Promoting Responsible

Gaming” on the Dow Jones Sustainability

Index (DJSI)

Achieved – maintained a rating of 100% in “Promoting Responsible Gaming” for the second

year in the DJSI assessment (results released in September 2017)

100% regulatory compliance in

host responsibility and positive

trend/improvement in regulator audits

Achieved – no issues identified by regulators

Achieve independent evaluation of host

responsibility programmes and training

resources at all sites

In progress – in November 2016, an independent review was carried out by KPMG of the

Auckland Host Responsibility Programme. Additional reviews were planned for the following

12 months, beginning with Adelaide Casino, using the model followed by KPMG but conducted

by our own Group Risk and Assurance team as part of our Business Self-Assurance programme

as that team has significant understanding of the issues and risks related to preventing gambling

harm. The Group Risk team commenced audits of the Darwin and Adelaide sites in June 2018,

which are in the process of being finalised as at the date of this annual report

Maintain or improve on our 2017 financial

year baseline for staff rating as a

‘responsible host’ in the employee

engagement survey

In progress – SKYCITY has moved to bi-annual employee engagement surveys and has

therefore not had the opportunity to ask staff for their views in 2018

HIGHLIGHTS

SKYCITY improved year on year with a score of 67 points (up four

points) in the Dow Jones Sustainability Index assessment in 2017 — just

four points below the Australian index score of 71 points required for

listing on the index. This result shows continuous improvement being

made across many key areas, particularly host responsibility where

SKYCITY was ranked 5th out of a total of 21 casino and gaming

companies who participated. Pleasingly, we maintained our 100% rating

in “Promoting Responsible Gaming”.

During the 2018 financial year, a new Group-wide SKYCITY Host

Responsibility Governance Group was convened where members of

our Operations, Risk, Legal and Host Responsibility teams meet

quarterly to discuss host responsibility related incidents and initiatives

and to ensure progress against our objective to maintain a leading host

responsibility programme is achieved.

SKYCITY Darwin has been involved, together with clubs and pubs

throughout the Northern Territory, in Amity Community Services’ multi

venue self-exclusion pilot programme as a way of contributing to a

collaborative, multi-property approach to minimising harm.

CHALLENGES

Maintaining Best Practice

A key focus for SKYCITY is to maintain the high standard of host

responsibility best practice recognised by the New Zealand

Department of Internal Affairs through its ‘mystery shopping’ exercise in

late 2016. We continue to focus on ways to maintain the high standard,

including through our regular internal ‘mystery shopping’ exercises.

In a dynamic casino environment, maintaining effectiveness, relevancy

and consistency in harm minimisation best practice is an ongoing

challenge. In response to that challenge, SKYCITY continues to explore

available technology solutions (such as trialling facial recognition

technology), seek expert advice, consult stakeholder groups and source

a range of research material. We anticipate that an effective technology

solution will become available in the future.

Managing Exclusions

Another challenge that we deal with frequently is our ability to

effectively manage and prevent breaches of customer exclusion orders.

SKYCITY customers can choose to exclude themselves from all

SKYCITY premises in New Zealand, for a period of up to two years.

In some cases, SKYCITY itself makes the decision to exclude a

customer as a means to prevent risk of harm occurring, or as a means to

stop further harm through a customer’s gaming at a SKYCITY casino.

Such exclusions result in an exclusion order. Unfortunately, some

customers attempt to re-enter the casino and breach their exclusion

orders. With the size of our customer base and premises, it can be a

challenge to identify these persons immediately. At times excluded

customers do enter the casino with the intention of gaming. We do all

we can to prevent this from happening, and all casino supervisors and

43SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

OUR COMMUNITIES
Develop and Contribute to our Communities - Serving a social purpose by investing in the local

economies and communities in which we operate

PRIORITY ISSUES

• Economic contribution

• Partnerships

• Community outcomes strategy and progress

• Investing in our communities through the SKYCITY Community Trusts in New Zealand and through

meaningful charity partnerships

• Developing deeper connections with iwi and predominant ethnicities in the communities in which we

operate

METRICS/DISCLOSURES

• Measure and evaluate SKYCITY’s economic contribution to the communities in which we operate,

including local procurement spend

• Narrative and case studies on partnerships including indigenous/iwi partnerships

• Reporting of community outcomes through narrative and case studies accompanied by

quantitative results

Our aim is to create value in our business and in the communities in which we operate. We understand that to do this we need to engage

meaningfully with our communities, listen to their critical needs and expectations, and respond through developing meaningful community

partnerships and by taking action to address key issues in our operations. Engaging our stakeholders helps us to understand community attitudes

toward SKYCITY, the communities’ expectations of us, and how stakeholders believe SKYCITY should create value.

SKYCITY engages with stakeholders in a variety of ways, both formal and informal, in each of the communities in which it operates. These actions

range from legally required engagement with regulators and problem gaming service providers for example, to less formal feedback mechanisms

such as social media, customer surveys and public perception monitoring.

floor security staff are provided with up-to-date information on customers that have been excluded. SKYCITY keeps photographs of all excluded

patrons, and we share our database across our sites so that these excluded individuals cannot enter our other premises. We rely on our casino

staff, security and surveillance teams using photographs to recognise these excluded people. Unfortunately, this system is open to error, which

can result in some individuals re-entering the casino. Effective technology solutions will, once available to SKYCITY, assist to recognise

excluded people.

Consistency of Responsible Gaming Culture and Practice

The alignment of excellent host responsibility and harm minimisation practice and culture across the SKYCITY Group is challenging due to

differences from site to site, such as size, scale and staffing structure. There are also market and customer differences that impact our approach

to staff training and programme design, in addition to unique cultural distinctions to consider. Furthermore, our sites across New Zealand,

South Australia and the Northern Territory each have different regulatory environments in which to operate.

These differences mean that while the Host Responsibility Programmes have similarities, they are often carried out quite differently. However,

problem gaming as an addiction and the possibility of harm from this type of behaviour manifests itself the same regardless of jurisdiction or

location. That is why SKYCITY endeavours to lead in this area and employ best practice prevention methods across the business. A key strategic

focus across the SKYCITY Group for minimising gambling harm is prevention. Robust prevention initiatives can be developed and implemented

across the Group with few or no regulatory or local procedural constraints. By adopting a prevention approach, we can increase our ability to

identify and respond early to new or emerging concerns that may lead to problem gambling related issues for our customers.

We are also committed to carrying out regular reviews of each of our Host Responsibility Programmes to ensure alignment of our practices across

our sites.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 44

CORPORATE SOCIAL RESPONSIBILITY

FY18 PERFORMANCE
A summary of our achievement against the goals, priorities and metrics for this pillar for the financial year ended 30 June 2018 (as set out in

SKYCITY’s 2017 annual report) is outlined in the table below:

PRIORITYRESULTS

Improve community perception of SKYCITY

as a valuable cornerstone enterprise –

measured through regular perception insights,

research and community engagement

feedback

Partially achieved – a 2018 UMR survey in New Zealand showed an improvement in the

public’s perception of SKYCITY’s contribution to the economy and employing a lot of

people, but scores related to being a good employer and being trusted to do what is right

decreased against the prior year’s survey

Improve level of staff awareness of, and pride

in, SKYCITY being a responsible part of the

community

Achieved – the employee-led Corporate Social Responsibility Committee in Auckland has

made excellent progress in driving employee involvement and awareness through their

regular meetings and through pillar showcase events

HIGHLIGHTS

A New Strategy - Building Communities by Developing People

In 2017 and 2018, we spent time engaging with our communities to look

more closely at our community development and investment activities

and see how we could deliver more impact in partnership with the

community. As part of this process, SKYCITY held a series of focus

groups with employees from across the SKYCITY Group and

community representatives, including the youth development, family

support and financial capability sectors – the purpose of which was to

determine what social issues the community sector considered to be

most credible and aligned to SKYCITY, given our unique set of

resources and assets. What was heard overwhelmingly from this

process was that SKYCITY had the ability to be a game changer in the

community investment space, that SKYCITY could lead the way with

innovative and transformative community development goals and that,

with strategic collaboration, SKYCITY had the platform as a large

organisation to create sustained social impact.

Through this engagement and analysis process it became evident that

SKYCITY, as somewhat of a microcosm of the wider community, should

be focussing on young people and their access to liberating

opportunities for personal development, lifelong learning and

employment. In this context, a thematic approach of “Building

Communities by Developing People” has become the foundation for

what SKYCITY stands for and the overarching theme for SKYCITY’s

community investment and development across all of our sites. With the

benefit of the feedback gained through engaging with our stakeholders,

SKYCITY has developed a new community development and

investment strategy that has a spirit of partnership at its heart. What

SKYCITY brings to the table is employment opportunity for unskilled,

unemployed and at-risk youth within each of the communities within

which we operate. We can provide employment, training and a career

path. This is a powerful contribution and we will partner with other

philanthropic trusts, community groups, corporate and government

agencies to provide the wrap-around support these young people need

to get into sustainable employment.

Over the coming year, we will finalise the operational strategy across

the SKYCITY Group to deliver this new strategy, which will result in

a significant realignment of our existing community activities. We will

also work in partnership with our communities and stakeholders to

co-design a job and life skills programme that has the power to

transform the lives of disadvantaged young people. We will achieve

greater social impact and business value by better focussing our

community investment, charity partnership, cause marketing and

sponsorship resources toward this core theme, allowing for local

diversity in developing genuine community partnership.

Through collaboration with the SKYCITY Auckland Community Trust,

there is opportunity to achieve even greater social impact in the areas

of youth development and wellbeing through the Trust’s prioritisation of

youth development and its identification of the following key areas for

funding - youth development, including mentoring and transition

support; youth wellbeing, including mental health; work readiness

and work-related skills and training; and initiatives that support

educational achievement.

Underpinning SKYCITY’s community development and investment

strategy is an opportunity for SKYCITY staff to take their knowledge

and skills out into their communities through a volunteer programme

and involvement in the delivery of youth development programmes.

SKYCITY Community Trusts

Over the past financial year, our four SKYCITY Community Trusts

awarded a total of $4 million to communities in the Auckland, Waikato

and Queenstown Lakes regions.

Established to provide funds for community and charitable purposes,

the SKYCITY Community Trusts are one of the vehicles we use to ‘put

something back’ into the local community. The independent trusts aim

to help local and regional organisations carry out community assistance

and development work, focussing on supporting families to thrive and

communities to prosper. Since establishing the SKYCITY Auckland

Community Trust in 1996, we have awarded over $55 million to more

than 4,700 community groups and organisations, large and small,

through our four SKYCITY Community Trusts.

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BACS Good Business Egg Awards
In April 2018, SKYCITY was awarded the Community Empowerment

Award at the BACS Good Business Egg Awards 2018. BACS (Business

and Community Shares) is a trusted partner in facilitating the sharing

of skills, knowledge, resources and wisdom between community

organisations and businesses to tackle issues in New Zealand society to

better enable communities to thrive. BACS host an annual awards event

to showcase good corporate social responsibility by New Zealand

businesses that invest in people sustainability.

The awards are judged by a panel of community leaders (which, this

year, included the Women’s Refuge, White Ribbon and YWCA) and

businesses are not able to nominate themselves. The judges noted

that SKYCITY is a well-developed company that has quietly advanced

into leadership in New Zealand social responsibility through its

strategic planning.

Variety – The Children’s Charity

In May 2018, SKYCITY’s 18-year partnership with Variety –

The Children’s Charity was recognised by the award of a Variety

International Presidential Award presented to SKYCITY at the Variety

World Conference held in Adelaide. The award is presented to

companies that show outstanding commitment to Variety and those

who have, over many years, assisted Variety’s mission of improving the

lives of disadvantaged kids.

We are proud of the partnership we have with Variety and the support

we have provided to continue the important work they do in our

communities, raising more than $3.6 million through fundraising, grants

and in-kind sponsorship over the past 18 years.

Free Admission to the Sky Tower

In August 2017, we celebrated the Sky Tower’s 20th birthday with a

programme of celebratory activities throughout the month, including a

day where Aucklanders enjoyed free entry to the Sky Tower to thank

them for having so enthusiastically supported the Sky Tower since it

opened in 1997. Over 7,600 visitors took up the opportunity to visit the

Sky Tower for free on that day. New Zealand residents can also enjoy

free entry to the Sky Tower on their birthday with photo ID and proof

of residential address.

In May 2018, the Sky Tower was voted the number one activity in

Auckland on TripAdvisor, the world's largest travel website.

Leukaemia & Blood Cancer New Zealand

Nearly 1,000 firefighters from communities across New Zealand joined

forces to raise more than $1.5 million for Leukaemia & Blood Cancer

New Zealand (the national charity dedicated to supporting patients and

their families living with blood cancers and related blood conditions) for

the 14th Firefighter Sky Tower Stair Challenge in May 2018, with each

participant climbing the 1,103 steps of the Sky Tower wearing

25 kilograms of gear. The annual event for SKYCITY’s charity partner

reached its $1 million fundraising target three days ahead of the event.

SKYCITY Auckland first hosted the Firefighter Sky Tower Stair

Challenge in 2004 and the event has gone from strength to strength

every year since. SKYCITY is proud to have Leukaemia & Blood Cancer

New Zealand as a charity partner and to have worked together to raise

more than $9.75 million through three annual events - the Firefighter

Sky Tower Stair Challenge, Step Up Sky Tower Stair Challenge and

SKYCITY Dining for a Difference.

Volunteering and Donations

SKYCITY Queenstown staff volunteered on a regular basis throughout

the year to support the Wakatipu Reforestation Trust planting days.

During the financial year, SKYCITY Auckland employees volunteered

their time to help prepare meals using rescued food, much of which

comes from SKYCITY’s partnership with Kiwi Harvest (a food rescue

programme), for Everybody Eats, an ambitious social enterprise offering

both those hungry and in need and those looking for a unique dining

experience a nutritious three-course dinner on a "pay as you feel" basis

in Auckland City's Karangahape Road. SKYCITY Auckland Executive

Chef Fiona Ruane is the driving force behind SKYCITY’s involvement in

Everybody Eats and says “tables are shared with people from all walks

of life enjoying a unique experience. Those who are underprivileged sit

with a broad range of people and are not judged on their appearance

or their circumstances and everyone gets to experience a wonderful

three-course meal”.

In line with our commitment to reducing waste, SKYCITY Hamilton

donated surplus furniture from their office refurbishment project to

local charities. The drama department at a local school along with

theatres across New Zealand benefited from the donation of surplus

uniforms following a change in uniform for our Hamilton employees –

with no uniforms having ended up in landfill.

CHALLENGES

SKYCITY is a major cornerstone of the community. We understand that

our scope for influence and change is huge, and SKYCITY invests in and

works to develop our communities in a variety of ways.

Whilst it is easy for organisations to talk about inputs and outputs, such

as how much money or ‘in-kind’ contributions are given to charity, the

number of charities receiving support, or how many hours staff spend

on volunteering for community projects, it is a more challenging exercise

to determine the outcomes and impact of those activities. We want to

ensure that there is genuine and measurable social impact from our

SKYCITY Community Trusts and other charitable giving. In this regard,

our refreshed community development approach of “Building

Communities by Developing People” has become the foundation for

what SKYCITY stands for and the overarching theme for our “Develop

and Contribute to Our Communities” pillar. We are enormously proud

of this new direction for SKYCITY’s community development and

investment strategy and look forward to sharing our progress with our

stakeholders over the coming year.

We continue to look at our community investments and partnerships in

a more holistic and strategic way, to ensure that they are aligned to our

unique business assets and are ultimately delivering both social and

business value.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 46

CORPORATE SOCIAL RESPONSIBILITY

PRIORITY ISSUES
• Climate change and emissions

• Reducing waste

METRICS/DISCLOSURES

• Emissions and emission intensity including energy efficiency and reduction

• Measuring and reporting our carbon footprint

• Reduction of waste and diversion from landfill

SKYCITY is dedicated to growing in a sustainable manner with a commitment to environmental sustainability as a foundation for successful

economic, social and cultural development. Working within the limits of the natural environment will allow current and future generations to benefit

from its resources to ensure continual economic and social prosperity, which we believe results in business continuity and positive impacts on staff

and stakeholder wellbeing.

Although SKYCITY is not a major emitter of greenhouse gases, we recognise the role that we need to play in reducing our impacts and have

committed to the setting of internationally accredited science-based targets to reduce our emissions, which will be set by the end of FY19 through

Science Based Targets, a joint initiative of CDP, the United Nations Global Compact (UNGC), the World Resources Institute (WRI) and the World

Wildlife Fund (WWF).

We take climate change seriously and have already taken significant steps to reduce our environmental impact, with a focus on the two key areas of

reducing energy consumption and reducing waste. SKYCITY has already made steps towards climate action, including a 14% and 17% reduction in

carbon from gas and electricity respectively per dollar revenue during the period from FY15 to FY18.

In July 2018, a group of 60 New Zealand business leaders, including SKYCITY’s Chief Executive Officer Graeme Stephens, joined forces to tackle

the issue of climate change by forming the Climate Leaders Coalition. Together, the members of the Climate Leaders Coalition represent a variety

of businesses from different industries, which contribute to nearly half of New Zealand’s emissions. The group’s goal is to help New Zealand

transition to a low emissions economy and, in doing so, create a

positive future for New Zealanders, business and the economy.

Members of the Climate Leaders Coalition have signed a joint

Climate Change Statement, which commits their companies to

action and is the group’s first step in their drive for positive change.

By signing the statement, each of the business leaders have

committed to:

• measuring their greenhouse gas emissions and publicly

reporting on them;

• setting a public emissions reduction target consistent with

keeping within 2 degrees of warming;

• working with their suppliers to reduce their greenhouse gas

emissions;

• supporting the Paris Agreement and New Zealand’s

commitment to it; and

• supporting the introduction of a climate commission and

carbon budgets enshrined in law.

The Climate Leaders Coalition recognises the role that business

can play in bringing about change and demonstrates the significant

leadership direction being taken by businesses on the issue of

climate change.

OUR ENVIRONMENT

Conserve the Environment - Reducing our environmental footprint

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CORPORATE SOCIAL RESPONSIBILITY

As part of our commitment to climate action, SKYCITY is also working towards achieving certification by the Certified Emissions Measurement and
Reduction Scheme (CEMARS) run by Enviro-Mark Solutions, a government-owned environmental certifications body in New Zealand. As part of

this process, SKYCITY is measuring, managing and formalising a reduction plan for our carbon emissions with the objective of keeping global

temperatures within 2 degrees of warming. This plan will be independently audited and verified under the CEMARS programme. As recommended

by the Task Force on Climate-related Financial Disclosures, we are also preparing disclosures on climate risks pending direction from the

publication of the Carbon Bill by the New Zealand Government in April 2019.

FY18 PERFORMANCE

A summary of our achievement against the goals, priorities and metrics for this pillar for the financial year ending 30 June 2018 (as set out in

SKYCITY’s 2017 annual report) is outlined in the table below, noting that:

• in 2018, we adopted the CEMARS programme to calculate our carbon footprint for the 2018 financial year and recalculate our carbon

footprint for the previous 2015–2017 financial years, with the following resulting changes in methodology and restatement of results:

o for our Queenstown sites, we used supplier measured data rather than estimated data for gas usage;

o for our Darwin site, different conversion factors for gas were used and gas data usage may change once supplier measured data for FY15–17

is received (which will replace estimated data); and

• our environmental data is measured per million dollars of revenue, excluding revenue from International Business.

PRIORITYRESULTS

General

Measure and establish baseline data for the

2015–2018 financial years for emissions,

energy, waste and water

Achieved – baseline data for emissions, energy, waste and water for FY15 - FY18 is set out

on page 50 of this annual report

Improve employee perception of SKYCITY

as being responsible with respect to the

environment

Achieved

• Improved staff awareness across the Auckland site around SKYCITY’s environmental

initiatives via our internal staff newsletter and intranet, including our waste management

initiatives (to coincide with Recycling Week in New Zealand), alternative transport options

and SKYCITY’s involvement in the Moo2Shampoo Recycling Project

• Opened a bike cage in the SKYCITY Auckland car park for staff (who cycle to work) to

securely store their bicycles – as part of the launch, cycling safety gear, backpack covers

and bells were given away to staff

• SKYCITY Auckland staff were offered an Auckland Transport HOP card to enable them

to enjoy free public transport for two weeks within Auckland

• Increased focus on carbon emissions and climate change action across all New Zealand

sites as a consequence of SKYCITY signing up to the Climate Leaders Coalition in

New Zealand

Carbon

Measure carbon footprint (scope 1 and 2)

by the end of FY18

Achieved

Measure carbon footprint (scope 3) by the

end of FY20

Achieved – our carbon footprint will be audited by CEMARS in FY19

10% reduction in scope 1 and 2 emissions

by the end of FY18

Achieved – 16% reduction in gas and electricity from FY15 baseline

30% reduction in total emissions by the end

of FY25

In progress

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 48

CORPORATE SOCIAL RESPONSIBILITY

PRIORITYRESULTS
Energy

3% energy reduction per year per dollar

revenue (from FY15 baseline)

Achieved – Electricity: 3% reduction each year from FY17 to FY18, FY16 to FY17 and

FY15 to FY16

Partially achieved – Gas: 1% reduction from FY17 to FY18, 5% reduction from FY16 to FY17

and 9% reduction from FY15 to FY16

Waste

40% reduction of waste to landfill by end of

FY25 (from FY15 baseline)

In progress

7% reduction per year in waste to landfill

per year per dollar revenue

Partially achieved – 13% reduction from FY17 to FY18, 6% reduction from FY16 to FY17

and 1% reduction from FY15 to FY16

Zero waste by end of FY30

In progress

Water

3% water use reduction per year per dollar

revenue

Partially achieved – 10% reduction from FY17 to FY18, 2% reduction from FY16 to FY17

and 9% increase from FY15 to FY16

HIGHLIGHTS

Moo2Shampoo Recycling Project – A New Zealand First

SKYCITY and Fonterra have partnered on a product stewardship

scheme that sees Anchor ‘light proof’ milk bottles which are used at

SKYCITY Auckland’s Sky Café recycled locally to produce the Puriri

amenities range for the SKYCITY Grand Hotel and SKYCITY Hotel in

Auckland. Product stewardship is a concept where whoever designs,

produces, sells or uses a product takes responsibility for minimising the

product’s environmental impact throughout all stages of the product’s

life cycle.

The empty Anchor milk bottles used at Sky Café are collected by

Anchor and delivered to Auckland-based plastics recyclers, Astron

Sustainability. There, the bottles are ground down to plastic beads which

are delivered to HealthPak to manufacture the Puriri bottles for

SKYCITY’s hotel amenities range. Once discarded by hotel guests, the

empty Puriri bottles are collected and recycled back into the cycle,

creating a continuous recycling loop – and life – for the Anchor

milk bottles.

The first batch of recycled Puriri bottles was presented to our customers

in November 2017. In its infancy, this is the first product stewardship

initiative of its kind between two New Zealand companies and will see

35,000 milk bottles recycled locally per annum. This innovative

partnership shows the possibility and power of businesses working

together to create shared solutions that reduce environmental impact.

Both SKYCITY and Fonterra are working towards Moo2Shampoo

achieving registration as a product stewardship scheme and

endorsement from the Ministry for Environment.

49SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

Food Redirection and Recovery
SKYCITY’s Auckland and Hamilton sites have implemented a robust

food waste redirection and recovery programme. We have partnered

with both Kiwi Harvest and Kaivolution to donate food in accordance

with the Food Act 2014. This has resulted in the donation of 700kg of

food to charities through Kiwi Harvest since the programme began in

June 2016 and 2,250kg of food donated through Kaivolution since

March 2015.

Food that cannot be donated is collected from all SKYCITY Auckland

kitchens and commercially composted offsite to be used on

New Zealand soils to aid the horticulture industry. During the 2018

financial year, through the efforts of our kitchen teams, SKYCITY sent

500 tonnes of food waste to be commercially composted. This has led

to the implementation of compostable coffee cups and lids in all of our

Auckland outlets in addition to the phasing out of plastic straws to those

of compostable material where straws are required.

SKYCITY has presented and given tours to businesses interested in

their own food waste journey.

Playing Cards

Our playing cards, previously going to landfill, can now be recycled

through our waste service partners. This initiative will be rolled out

across all our sites during the coming year and will equate to 170 tonnes

of playing cards being recycled per annum.

SKYCITY Auckland's Executive Chef, Fiona Ruane, and her team take pride in SKYCITY's waste management initiatives

TOTAL CARBON FOOTPRINT (UNAUDITED)

Including Scope 1, Scope 2 and Scope 3 (per million dollar revenue)

34

35

36

37

38

39

40

33

32

31

30

29

28

FY15FY16FY17FY18

Total tCO2e per Million Dollar Revenue

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 50

CORPORATE SOCIAL RESPONSIBILITY

FY18 CARBON FOOTPRINT INVENTORY (UNAUDITED)
ELECTRICITY

67%

OTHER

1%

AIR TRAVEL

9%

WASTE

7%

NATURAL GAS

15%

LPG

1%

ENERGY

Electricity (kWh per million dollar revenue)

ELECTRICITY KWH

PER DOLLAR REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN

SKYCITY

GROUP

FY1583,159.82 110,939.85 42,855.98 74,215.03 121,223.52 88,315.12

FY16

78,158.29 107,768.05 31,899.73 77,157.74 125,359.27

85,664.30

FY1774,119.97 95,339.35 33,906.67 79,603.09 131,359.68 83,510.27

FY1873,795.90 85,453.30 25,944.78 73,266.51 125,755.39 80,596.77

% change FY15 to FY1811% decrease23% decrease39% decrease1% decrease4% increase9% decrease

Gas (kWh per million dollar revenue)

GAS KWH

PER DOLLAR REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN*

SKYCITY

GROUP

FY15 40,547.40 37,619.40 46,964.90 22,175.26 7,702.63 31,963.84

FY1635,204.18 37,983.55 47,579.36 21,322.23

8,211.80

29,198.18

FY17 32,190.98 30,690.76 58,599.21 22,465.88 8,786.38 27,629.49

FY18 32,381.34 27,539.59 57,854.38 20,757.29 9,630.46 27,416.80

% change FY15 to FY1820% decrease27% decrease23% increase 6% decrease25% increase14% decrease

*Gas data usage for FY15–17 is based on estimated data and not supplier measured data.

The following tables summarise our key environmental performance data for FY15 to FY18. In 2017, we undertook external assurance for the first

time of our FY17 environmental performance data (covering electricity and waste to landfill). In 2018, our FY18 performance data for Scope 1

GHG emissions from gas, Scope 2 GHG emissions from electricity and waste to landfill volume were audited. To help ensure our data systems and

targets are robust, in the coming year we are also preparing to have our baseline FY15 to FY17 data independently audited.

51SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

EMISSIONS
Scope 1 Emissions from Gas

TCO2E (GWP) PER MILLION

DOLLAR REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN*

SKYCITY

GROUP

FY157.877.319.124.111.736.21

FY166.847.389.243.961.845.67

FY176.255.9611.384.171.975.37

FY186.295.3511.244.032.165.36

% change FY15 to FY1820% decrease27% decrease23% increase 2% decrease25% increase14% decrease

*Gas data usage for FY15–17 is based on estimated data and not supplier measured data.

Scope 2 Emissions from Electricity

TCO2E (GWP) PER MILLION

DOLLAR REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN

SKYCITY

GROUP

FY1511.5315.405.8839.3381.2227.60

FY1610.1313.944.1440.8983.9926.28

FY178.8511.394.0540.5886.0724.73

FY188.8210.213.1035.9080.4822.93

% change FY15 to FY1824% decrease34% decrease 47% decrease9% decrease1% decrease17% decrease

WATER

KL PER MILLION DOLLAR REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN

SKYCITY

GROUP

FY15513.39502.68Data not available311.841382.27608.90

FY16

519.24450.89Data not available337.861777.73

661.35

FY17531.29374.93Data not available354.001690.06646.01

FY18505.81354.27Data not available314.781379.52578.47

% change FY15 to FY181% decrease30% decreaseData not available1% increase0% 5% decrease

WASTE TO LANDFILL

TONNES PER MILLION DOLLAR

REVENUE

SKYCITY

AUCKLAND

SKYCITY

HAMILTON*

SKYCITY

QUEENSTOWN

ADELAIDE

CASINO

SKYCITY

DARWIN

SKYCITY

GROUP

FY153.881.89Data not available Data not available4.303.82

FY16

3.762.83Data not available Data not available4.22

3.77

FY173.502.54Data not availableData excluded4.173.53

FY182.872.50Data not availableData excluded4.323.08

% change FY15 to FY1826% decrease32% increaseData not availableData excluded1% increase19% decrease

*Increased waste from December 2015 to September 2016 and from December 2016 to February 2017 due to on-site refurbishments.

Scope Definitions

Through the CEMARS programme, SKYCITY must report all Scope 1, Scope 2 and Scope 3 emissions (unless deemed de minimis), where:

• Scope 1 emissions are direct emissions from sources owned or controlled by SKYCITY - for example, gas

(LPG and natural), fuel combustion from company vehicles, rental cars and leased fleet, and refrigerant and air conditioning systems;

• Scope 2 emissions are indirect emissions from electricity purchased by SKYCITY; and

• Scope 3 emissions are indirect emissions from sources not owned or controlled by SKYCITY but resulting from SKYCITY’s activities -

for example, travel (including short and long-haul air travel), waste sent to landfill and freight/couriers (for items exceeding 2kg).

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 52

CORPORATE SOCIAL RESPONSIBILITY

PRIORITY ISSUES
• Ethical and sustainable sourcing practices

• Supply chain transparency and traceability

• Local suppliers

METRICS/DISCLOSURES

• Responsible procurement strategy and performance

• Procurement activity supports the objectives of the Conserve the Environment pillar

• Reporting of adherence, audit results and outcomes

• Local vs international procurement spend

• Case studies on local suppliers and tangible community benefits

• Disclosure of risk relating to human rights and forced labour issues in supply chain

OUR SUPPLIERS

Source Ethically and Responsibly - Sourcing responsibly and locally

This pillar concerns the way SKYCITY leverages its relationships with other organisations to promote positive outcomes in areas of impact such

as anti-corruption, responsible political advocacy, fair competition and promoting social and environmental responsibility in our supply chain.

Positive outcomes can be achieved by providing leadership and promoting the adoption of social responsibility more broadly through the

organisation’s sphere of influence.

SKYCITY has approximately 4,030 key on-going suppliers across the Group, with a significant number of these being in the food and beverage

sector. As a major purchaser of goods and services (we spent over $271 million with a vast array of suppliers of goods and services in the financial

year ended 30 June 2018), SKYCITY has a significant opportunity to use its purchasing power to drive sustainability. Our approach is to focus on

the areas in which we can have the biggest impact in terms of minimising our carbon footprint and with respect to key vendors at high ongoing

expenditure levels. These areas include food, beverage, property and marketing portfolios in particular.

We adopted an Ethical Sourcing Code in 2016 to improve our indirect impact on society and the environment by carefully selecting and working

with our suppliers to ensure sustainable procurement. The Code outlines our alignment with the ten principles of the United Nations Global

Compact. It is not a compliance measure in itself, but asks that vendors provide voluntary acknowledgement of our commitment to the principles

of the Code. Through distribution of the Code, we hope to encourage our suppliers to improve their practices and to assist them in doing so,

hence improving the quality of life of the people we touch indirectly and contributing to the protection of the environment. In the past financial

year, we have continued to advance our leadership in supply chain sustainability by rolling out the Ethical Sourcing Code to current and new

suppliers across our sites via the onboarding process for new vendors.

FY18 PERFORMANCE

A summary of our achievement against the goals, priorities and metrics for this pillar for the financial year ended 30 June 2018 (as set out in

SKYCITY’s 2017 annual report and refined in SKYCITY’s 2017 Corporate Sustainability Report) is outlined in the table below:

PRIORITYRESULTS

Increased Dow Jones Sustainability Index

(DJSI) rating for “Supply Chain Management”

year on year

Achieved – rating increased to 58% in “Supply Chain Management” (up from 51%) in the DJSI

assessment (results released in September 2017)

By the end of FY18, all new vendors and

existing vendors across the Group have

received a copy of, and acknowledge their

voluntary commitment to support the

principles of, SKYCITY’s Ethical Sourcing

Code

Partially achieved - all new vendors are made aware of the Code at the time of onboarding

and SKYCITY has regularly communicated with all suppliers to reinforce the Code. As part

of a technology upgrade to our purchasing system in late 2018, all suppliers will be asked to

acknowledge their commitment to support the principles of the Code

53SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

PRIORITYRESULTS
By the end of FY18, the vendor sustainability

assessment and auditing process will be

agreed across all SKYCITY sites

Achieved – the EcoVadis assessment and auditing process (as outlined below) was selected

By the end of FY18, vendors covering 70% of

New Zealand spend in key categories (food

and beverage, property and marketing) will

have undertaken the chosen sustainability

assessment and audit process

Partially achieved – of the 129 suppliers initially invited to undertake the EcoVadis

assessment/audit, 45 New Zealand-based suppliers (representing over $22 million or

approximately 60% of our annual food and beverage procurement spend in New Zealand)

have completed the process. Over the coming year, incorporating learnings from the initial

pilot, the assessment/audit will be extended to cover additional New Zealand suppliers and

our Australian suppliers

By the end of FY19, vendors covering 70% of

Group spend in key categories (food and

beverage, property and marketing) will have

undertaken the chosen sustainability

assessment and audit process

In progress - the EcoVadis assessment/audit will be extended to cover additional

New Zealand suppliers and our Australian suppliers

HIGHLIGHTS

Group Procurement Policy

At SKYCITY, we actively seek out ways to incorporate sustainability

criteria into our supply chain. During the last financial year, we launched

a Group-wide procurement policy to incorporate the key governing

principles of shareholder value, superlative experiences, community

benefit and corporate sustainability. Our intention is to source and

procure locally made and supplied products from Australasian owned

and operated businesses as a preference wherever possible. The new

policy drives greater rigour in the onboarding of new suppliers and

has an emphasis on supplier consolidation and ethical sourcing with

SKYCITY choosing the best mix of suppliers to meet its

business requirements.

Sustainable Supply Chain

In September 2017, we commenced a sustainable supply chain

assessment pilot initiative with 129 of our key suppliers in New Zealand.

As part of this, we engaged an external provider, EcoVadis, to audit and

rate our suppliers against an industry-tailored set of environmental,

social and governance criteria and our suppliers were invited to fill out

an online questionnaire and provide evidence to support their actions

and policies across each criterion. A supplier who completes the

assessment receives a rating scorecard that shows areas where they are

achieving good practice and areas where they may need to improve.

We can therefore identify critical risks and begin a dialogue with our

suppliers with a view to improving sustainability performance over time.

As noted earlier, 45 suppliers have completed the assessment/audit

and we will continue to roll out the process to suppliers across the

SKYCITY Group.


Tuna Supplier Review

During the financial year, SKYCITY completed an investigation of tuna

suppliers for its New Zealand operations and established that all

suppliers were operating in accordance with laws within their local

jurisdictions, under strict licences and quotas, with most product being

line caught aside from a small percentage (6% of our total tuna supply)

which is farmed.

SKYCITY sources tuna from New Zealand, Fiji and Mexico and has a

stringent approach to selecting suppliers, many of whom are long term,

trusted partners to our business who have been subject to the careful

due diligence of our procurement team, with ethical sourcing being an

important consideration.

Corporate Social Responsibility Committee Showcase

Throughout the year, at our Auckland site, the employee-led Corporate

Social Responsibility Committee held a series of events highlighting the

objectives sitting behind each pillar of SKYCITY’s corporate social

responsibility framework and outlining ways in which employees could

get involved and support initiatives.

Our procurement, purchasing and supply chain areas have a strong

focus on corporate social responsibility as they are the first point of

contact with the suppliers that provide the products and services

purchased on behalf of SKYCITY.

During the week-long event in Auckland, the SKYCITY Procurement

team was encouraged by the level of interest from employees in

understanding where we procure from and that the SKYCITY Ethical

Sourcing Code is a fundamental part of the procurement and supply

chain at SKYCITY.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 54

CORPORATE SOCIAL RESPONSIBILITY

CHALLENGES
Our current procurement system does not categorise country of origin

by each product line. As part of a major information technology

upgrade project, we will be able to categorise items in more detail,

including country of origin, from late 2018. In the interim, the SKYCITY

Procurement team has identified ways to manually capture this

information, allowing us to modify procurement practices where

required to support our new Group Procurement Policy.

We continue to focus on obtaining a clearer picture of our suppliers’

supply chains to ensure they align with our Ethical Sourcing Code and

new suppliers are asked about their supply practices prior to becoming

an approved supplier of the company. However, the scope and

geographic spread of our supply chain, and also the wide variety of

suppliers we engage with, creates challenges for embedding the Ethical

Sourcing Code and ensuring our suppliers are doing more than

acknowledging their commitments. Our suppliers are very diverse,

ranging from small localised family businesses to global multinationals.

In some cases, our suppliers are very small operators and they have few

resources to provide detailed information about their policies and

sustainability and governance approaches. In other cases, we have had

long-standing agreements with suppliers, but have never engaged them

before on sustainability issues. As we manage these issues more closely,

we will have the opportunity to deepen our engagement with our

suppliers on the Ethical Sourcing Code. A key way that we will do that into

the future is to undertake supplier sustainability assessments and audits.

Whilst we have made good progress in our supply chain practices to date,

we recognise that more focus and attention is required to achieve our

objectives. We are committed to increasing the clarity around our goals,

priorities and metrics for this pillar.

A living wall at SKYCITY Auckland

55SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE SOCIAL RESPONSIBILITY

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 56
INDEPENDENT LIMITED ASSURANCE STATEMENT

Robert Alvarez and Maluatai Ale from the SKYCITY Auckland Property Services Team
57SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

FOR THE YEAR ENDED 30 JUNE 2018

SKYCITY Entertainment Group Limited is committed to maintaining the
highest standards of corporate behaviour and responsibility and has

adopted governance policies and procedures reflecting this.

In establishing its governance policies and procedures, the SKYCITY

Board has adopted eleven governance parameters as the cornerstone

principles of its corporate governance charter as set out in the

company’s Board Charter (available in the Governance section of the

company’s website at www.skycityentertainmentgroup.com).

As a New Zealand company listed on the Australian and New Zealand

stock exchanges, these cornerstone principles, detailed below and

on the following pages, reflect the Listing Rules and Corporate

Governance Code of NZX Limited (NZX), the Listing Rules of ASX

Limited (ASX), the Corporate Governance Principles and

Recommendations (Third Edition) of the ASX Corporate Governance

Council, and the New Zealand Financial Markets Authority’s Corporate

Governance Principles and Guidelines.

SKYCITY is listed as a ‘Foreign Exempt Listing’ on the ASX. The ASX

Foreign Exempt Listing category is based on a principle of substituted

compliance recognising that, for secondary listings, the primary

regulatory role and oversight rest with the home exchange and the

supervisory regulator in that jurisdiction. As a company with ASX

Foreign Exempt Listing status, SKYCITY is not required to comply

with ASX Listing Rule 4.10, which requires entities to include certain

prescribed information in their annual reports, or the Corporate

Governance Principles and Recommendations (Third Edition) of the

ASX Corporate Governance Council. Notwithstanding, SKYCITY has

included all the information required under ASX Listing Rule 4.10 in this

annual report and followed a majority of the recommendations set by

the ASX Corporate Governance Council, in addition to all the

corporate governance principles set out in the NZX’s Corporate

Governance Code, during the financial year ended 30 June 2018.

In addition, as mentioned above, the cornerstone principles set out in

SKYCITY’s Board Charter (available in the Governance section of the

company’s website at www.skycityentertainmentgroup.com) continue

to reflect the principles in the Corporate Governance Principles and

Recommendations (Third Edition) of the ASX Corporate

Governance Council.

1. ROLES AND RESPONSIBILITIES OF THE BOARD AND

MANAGEMENT

SKYCITY’s procedures are designed to:

• enable the Board to provide strategic guidance for the company

and effective oversight of management;

• clarify the respective roles and responsibilities of Board members

and senior executives in order to facilitate Board and management

accountability to both the company and its shareholders; and

• ensure a balance of authority so that no single individual has

unfettered powers.

The Board Charter details the Board’s role and responsibilities.

The Board establishes the company’s objectives, the major strategies

for achieving those objectives and the overall policy framework within

which the business of the company is conducted, and monitors

management’s performance with respect to these matters.

The Board is also responsible for ensuring that the company’s assets

are maintained under effective stewardship, that decision-making

authorities within the organisation are clearly defined, that the letter

and intent of all applicable company and casino laws and regulations

are complied with, and that the company is well managed for the

benefit of its shareholders and other stakeholders.

Specific responsibilities of the Board include:

• oversight of the company, including its control and accountability

procedures and systems;

• appointment, performance, and removal of the Chief Executive

Officer;

• confirmation of the appointment and removal of the senior

executive group (being the direct reports to the Chief Executive

Officer);

• setting the remuneration of the Chief Executive Officer and

approval of the remuneration of the senior executive group;

• approval of the corporate strategy and objectives and oversight of

the adequacy of the company’s resources required to achieve the

strategic objectives;

• approval of, and monitoring of actual results against, the annual

business plan and budget (including the capital expenditure plan);

• review and ratification of the company’s systems of risk

management and internal compliance and control, codes of

conduct and legal compliance; and

• approval and monitoring of the progress of capital expenditures,

capital management initiatives, acquisitions and divestments.

The Board has responsibility for the affairs and activities of the

company, which in practice is achieved through delegation to the Chief

Executive Officer and others (including SKYCITY appointed directors

on subsidiary company boards) who are charged with the day-to-day

leadership and management of the company. The Board maintains a

formal set of delegated authorities that details the extent to which

employees can commit the company. These delegated authorities are

approved by the Board and are subject to annual review by the Board.

The Chief Executive Officer also has the responsibility to manage and

oversee the interfaces between the company and the public and to act

as the principal representative of the company.

Each director and senior executive has a written agreement with the

company setting out their terms of appointment and responsibilities.

2. STRUCTURE THE BOARD TO ADD VALUE

Board effectiveness requires the efficient discharge of the duties

imposed on the directors by law and the addition of value to

the company.

59SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE GOVERNANCE STATEMENT

To achieve this, the SKYCITY Board is structured to:
• have a sound understanding of, and competence to deal with,

the current and emerging issues of the business;

• effectively review and challenge the performance of management

and exercise independent judgement; and

• assist in the selection of candidates to stand for election by

shareholders at annual meetings.

Board Composition and Skills Matrix

As at 30 June 2018, the Board comprised seven non-executive

directors. Biographical details of individual directors are set out on

pages 18 and 19 of this annual report.

The Board ensures that it is of an effective composition and size to

adequately discharge its responsibilities and duties and to add value to

the company’s decision-making.

In order to meet these requirements, the Board membership comprises

a range of skills and experience to ensure that it has a proper

understanding of and competence to deal with the current and

emerging issues of the business, to effectively review and challenge the

performance of management, and to exercise independent judgement.

The areas of expertise and experience determined by the Board as

being the key competencies required to meet these objectives were

most recently agreed by the Board in May 2018 and include:

• gaming industry experience and understanding;

• understanding of Asia and Asian consumers;

• local market knowledge of Auckland;

• local market knowledge of Adelaide;

• local market knowledge of Darwin;

• government relations;

• public relations and communications;

• investment banking;

• property and real estate acumen;

• hospitality industry experience and understanding;

• legal;

• finance and accounting;

• mathematical fluency;

• human resources;

• occupational health and safety;

• marketing;

• digital capability and exposure;

• corporate social responsibility; and

• millennial understanding.

In June 2018, Board members completed a self-assessment survey to

identify the Board’s overall competency in relation to the above areas of

expertise and experience. The results of the survey are set out in the

table below – where 1 indicates low competency and 5 indicates high

competency. Details of individual expertise and experience of the

directors are set out on pages 18 and 19 of this annual report.

Appointment

The Board has established the Governance and Nominations

Committee to:

• identify and recommend to the Board suitable persons for

nomination as members of the Board and its committees (taking

into account such factors as experience, qualifications, judgement,

and the ability to work with other directors);

3.29

3.00

2.86

3.71

3.14

3.71

3.43

3.57

2.86

2.86

2.71

3.71

3.71

3.86

3.57

3.14

4.00

3.86

3.71

3.57

0.000.501.001.502.002.503.003.504.004.505.00

Gaming

Digital

Asian Consumers

Hospitality/Tourism

Millennials

CSR

Marketing

Auckland

Hamilton

Adelaide

Darwin

Govt Relations

PR & Comms

Investment Banking

Property

Law

Accounting

Mathematical Fluency

Human Resources

Health & Safety

Average Rating

DIRECTOR COMPETENCIES

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 60

CORPORATE GOVERNANCE STATEMENT

• annually review the overall composition and structure of the Board
and its committee memberships and, if appropriate, the removal of

a director from the Board and/or its committees;

• monitor the succession and rotation of Board and committee

members;

• monitor the outside directorships and other business interests of

directors with a view to ensuring independence/no conflicts of

interest, and director capability and time availability to effectively

undertake the requirements of their SKYCITY Board and

committee positions;

• monitor related parties, conflicts of interest, and independence

issues;

• ensure that potential candidates understand the role of the Board

and the time commitment involved when acting as a member of

the Board;

• oversee the evaluation of the Board; and

• review the Board’s succession planning.

External consultants are engaged to access a wide base of potential

candidates and to review the suitability of candidates for appointment.

The procedures for the appointment and removal of directors are

prescribed in the company’s constitution, which, amongst other things,

requires all potential directors to have satisfied the extensive probity

requirements of each jurisdiction in which the company holds

gaming licences.

Subject to satisfaction of the probity requirements, the Board may

appoint directors to fill casual vacancies that occur or to add persons to

the Board up to the maximum number (currently 10) prescribed by the

constitution. If the Board appoints a new director during the year, that

person will stand for election by shareholders at the next annual

meeting. Shareholders are provided with relevant information on any

candidate standing for election in the company’s notice of meeting.

Directors are appointed under the company’s Terms of Appointment

and Reference for Directors and Board Charter (both available

in the Governance section of the company’s website at

www.skycityentertainmentgroup.com) for a term of three years and

subject to re-election by shareholders in accordance with the

rotation requirements of NZX and ASX and as prescribed in the

company’s constitution.

Director Independence

The Board Charter and the company’s constitution require that the

Board contains a majority of its number who are independent directors.

SKYCITY also supports the separation of the role of Board chairperson

from the Chief Executive Officer position. The Board Charter requires

the Board chairperson and (where appointed) deputy chairperson to be

independent directors and prohibits the company’s Chief Executive

Officer from filling either of these roles.

Directors are required to ensure all relationships and appointments

bearing on their independence are disclosed to the Governance and

Nominations Committee on a timely basis. In determining the

independence of directors, the Board has adopted the definition of

independence set out in the NZX Main Board Listing Rules and has

taken into account the independence guidelines as recommended in

the ASX Corporate Governance Council’s Corporate Governance

Principles and Recommendations (Third Edition) (ASX Independence

Guidelines).

At its June 2018 meeting, the Board reviewed the status of each

director in accordance with the definition of independence set out in

the NZX Main Board Listing Rules and taking into account the ASX

Independence Guidelines and determined that all current

non-executive directors were independent at the balance date.

Access to Information and Advice

New directors participate in an individual induction programme,

tailored to meet their particular information requirements.

Directors receive regular reports and comprehensive information on

the company’s operations before each Board and committee meeting

and have unrestricted access to any other information they require.

Senior management is also available at and outside each meeting to

address queries.

Directors are expected to maintain an up-to-date knowledge of the

company’s business operations and of the industry sectors within which

the company operates. Directors are provided with updates on industry

developments and undertake training and regular visits to the

company’s key operations. The Board also undertakes periodic

educational trips to observe and receive briefings from other

companies in the gaming and entertainment industries.

Directors are entitled to obtain independent professional advice (at the

expense of the company) on any matter relating to their responsibilities

as a director or with respect to any aspect of the company’s affairs,

provided they have previously notified the Board chairperson of their

intention to do so.

Indemnities and Insurance

The company provides a deed of indemnity in favour of each director

and member of senior management and provides professional

indemnity insurance cover for directors and executives acting in good

faith in the conduct of the company’s affairs.

Board Committees

The Board has four formally appointed standing committees – the Audit

and Risk Committee, Governance and Nominations Committee,

Remuneration and Human Resources Committee and Corporate Social

Responsibility Committee.

The members of each of these committees are non-executive directors

and the non-executive directors of the Board appoint the chairperson

of each committee.

The current members and chairperson of each of these committees,

and their respective qualifications and experience, are set out on pages

18 and 19 of this annual report and in the People section of the

company’s website at www.skycityentertainmentgroup.com.

61SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE GOVERNANCE STATEMENT

Each of these committees operates under a formal charter document as agreed by the Board. Each charter sets out the role and responsibilities
of the relevant committee and is available in the Governance section of the company’s website at www.skycityentertainmentgroup.com.

Each committee charter and the performance of each committee are subject to formal review by the Board on an annual basis.

Meeting Attendance

The following table shows attendances at Board and committee meetings by directors during the financial year ended 30 June 2018, during which

seven Board meetings were scheduled:

APPOINTMENT

TO OFFICE

BOARD

SCHEDULED

BOARD

UNSCHEDULED

BOARD

TOTAL

AUDIT AND

RISK

(1)

REMUNERATION

AND HUMAN

RESOURCES

GOVERNANCE

AND

NOMINATIONS

CORPORATE

SOCIAL

RESPONSIBILITY

NUMBER OF MEETINGS HELD 7 3 10 5 8 1 3

Rob Campbell 25 June 2017 7 3 10 5 8 1 3

Bruce Carter 12 October 2010 7 3 10 4 1 1 –

Brent Harman 18 December 2008 7 3 10 – 8 1 –

Sue Suckling 9 May 2011 7 2 9 2 3 1 3

Richard Didsbury 20 July 2012 7 3 10 – 1 1 3

Jennifer Owen 5 December 2016 7 3 10 5 1 1 –

Murray Jordan 5 December 2016 7 2 9 – 8 1 –

Chris Moller

(2)

18 December 2008 3 2 5 3 4 1 1

(1) The Audit and Financial Risk Committee was renamed the Audit and Risk Committee on 8 February 2018.

(2) Chris Moller retired as a director effective 31 December 2017.

3. INTEGRITY, ETHICAL BEHAVIOUR AND DIVERSITY

For SKYCITY, it is important to be a good corporate citizen, whilst

operating a sustainable and successful business model. SKYCITY expects

its Board, management and employees to act in accordance with the

company’s values, policies and legal obligations and actively promotes

ethical and responsible behaviour and decision-making by:

• clarifying and promoting observance of its guiding values; and

• clarifying the standards of ethical behaviour required of company

directors and key executives (that is, officers and employees who have

the opportunity to materially influence the integrity, strategy and

operations of the business and its financial performance) and

encouraging the observance of those standards.

Training and information on the company’s values, policies and legal

obligations are provided to all employees on induction and continually

throughout their time at SKYCITY.

Corporate Social Responsibility

To help the company define its responsibilities and the effectiveness of its

activities, SKYCITY maintains operational supervision of its Corporate

Social Responsibility (CSR) activities through management as well as

governance-level oversight through the Board’s Corporate Social

Responsibility Committee. This Committee directs all the company’s

commitment to care activities and is responsible for developing and

maintaining SKYCITY’s CSR policies.

The Corporate Social Responsibility Committee focusses on the five

pillars of the company’s CSR strategy, which are described in further

detail on pages 31 to 55 of this annual report together with details

of SKYCITY’s CSR activities.

Code of Business Practice

The Corporate Social Responsibility Committee is responsible for

monitoring the organisational integrity of business operations to ensure

the maintenance of a high standard of ethical behaviour. This includes

ensuring that SKYCITY operates in compliance with its Code of Business

Practice (available in the Governance section of the company’s website at

www.skycityentertainmentgroup.com), which sets out the guiding

principles of its relationships with stakeholder groups such as regulators,

shareholders, suppliers, customers, community groups and employees.

Compliance with the Code of Business Practice is monitored through

education and notification by individuals who become aware of any

breach. In addition, all senior managers are required annually to provide a

confirmation to the company that to the best of their knowledge all

business matters undertaken within their areas of responsibility have

been conducted in accordance with the Code of Business Practice.

Trading in Securities

The company maintains a Securities Trading Policy (available on

the company’s website at www.skycityentertainmentgroup.com) for

directors and employees that sets out guidelines in respect of trading

in, or giving recommendations concerning, the company’s securities,

including derivatives of such listed securities.

Details of any securities trading by directors or executives who are

subject to the company’s Securities Trading Policy are notified to the

Board. In addition, directors and officers of the company must comply

with the disclosure obligations under subpart 6 of the New Zealand

Financial Markets Conduct Act 2013 and the NZX Main Board Listing

Rules and formally disclose their SKYCITY shareholdings and other

securities holdings to the NZX and, consequently, ASX within

prescribed timeframes.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 62

CORPORATE GOVERNANCE STATEMENT

Conflicts of Interest
SKYCITY expects its directors and employees to avoid conflicts of interest in their decisions and to avoid any direct or indirect interest, investment,

association, or relationship which is likely to, or appears to, interfere with the exercise of their independent judgement.

Where conflicts of interest may arise (or where potential conflicts of interest may arise), directors must formally advise the company or, in the case

of an employee, their manager about any matter relating to that conflict (or potential conflict) of interest.

Gaming Prohibition

Directors and employees are not permitted to participate in any gaming or wagering activity at SKYCITY operated properties.

Diversity and Inclusion

Each year, SKYCITY’s Board sets measurable objectives to promote diversity and inclusion. At the end of each financial year, these objectives are

reviewed along with the company’s progress in achieving them. SKYCITY performed well against the measurable objectives set by the Board for

the year ended 30 June 2018 (as reported in the company’s 2017 annual report) as follows:

OBJECTIVEPROGRESS MADE

Continue to strive to ensure strong female

candidates are identified in the recruitment

process for all Board and senior executive

roles

Recruitment briefs for the Board recruitment process during the past financial year explicitly

specified that SKYCITY required female candidates to be identified wherever possible.

Recruitment briefs for senior leadership recruitment process explicitly specified that SKYCITY

require female candidates to be identified wherever possible.

In the past financial year, two female senior executive appointments have been made to the

positions of Chief Marketing Officer and General Counsel and Company Secretary, each

reporting to the Chief Executive Officer.

Continue to review gender pay equality and

deliver an organisation-wide programme that

removes any risk of bias or inequality

SKYCITY continues to monitor and report on remuneration outcomes by gender to ensure pay

equality. The annual salary review resulted in an average increase for female salaried employees

of 2.22% and an average increase for male salaried employees of 2.19%.

SKYCITY also conducted analysis of remuneration across the managerial hierarchy and

vertically through a function within the organisation. The analysis identified that there are no

indications of gender bias operating across like positions.

While our analysis has identified no evidence of a gender driven pay gap across like positions,

we remain focussed on increasing the representation of women in senior roles across the

business through a gender balanced talent pipeline.

Maintain Rainbow Tick certification for our

New Zealand sites and membership of Pride

in Diversity in Australia to reiterate our

commitment to our lesbian, gay, bi-sexual,

transgender, takatapui and intersex

employees

Rainbow Tick certification was achieved for each of our Auckland, Hamilton and Queenstown sites.

Our Adelaide and Darwin sites have maintained Pride in Diversity membership and collaborated

to develop a training programme on LGBTI inclusion to be delivered to the Senior Leadership

Team during the 2019 financial year.

Monitor the participation of under-

represented groups in our leadership training

and talent programmes

During the past financial year, 193 staff attended one or more of the internal leadership

development modules - 45% of whom were female and 55% of whom were male.

In addition, 48% of participants in the internal talent management programme were female.

SKYCITY continues to achieve strong Asian, M�ori and Pasifika representation in its internal

leadership development modules with 50% of participants in the emerging leaders programme

identifying as Asian and 17% identifying as either M�ori or Pasifika.

Of the participants in SKYCITY’s middle management leadership development programme,

37% identified as Asian and 13% identified as either M�ori or Pasifika.

63SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE GOVERNANCE STATEMENT

OBJECTIVEPROGRESS MADE
Deliver talent and development programmes

that assist under-represented groups to

maximise their potential

Several programmes were delivered during the past financial year which supported staff from

underrepresented groups to thrive and develop their potential at SKYCITY:

• the ‘Winning Women’ professional development series was launched in March 2018;

• one senior woman participated in the Global Women Breakthrough Leadership

Programme and five women participated in the Activate Leadership programme;

• in partnership with Indigenous Growth Limited, SKYCITY launched Tahuna te Ahi,

its M�ori leadership programme;

• three Pasifika employees commenced in the Niu Pasifika leadership programme; and

• SKYCITY continued its sponsorship of the New Zealand Asian Leaders Forum.

SKYCITY also continued to offer its Work Choices planned retirement programme which

provided support to three employees who transitioned into retirement in 2018.

Establish a diversity council structure and

encourage the formation of a range of diverse

communities who may identify areas of

opportunity or need and develop appropriate

solutions to support such communities

The framework and supporting structure for a Diversity and Inclusion Council was developed

during the past financial year.

Several employee resource groups have been established, including SKYCITY Pride, Tahuna te

Ahi, Women in Technology and Winning Women.

Undertake a programme of cultural

intelligence assessment and training for senior

executives and senior managers and provide

unconscious bias training for directors and

senior executives

The SKYCITY Board and members of the Senior Leadership Team participated in unconscious

bias training during the past financial year. The Senior Leadership Team and other senior

managers also participated in Rainbow Tick training.

SKYCITY participated in the Deloitte Inclusion Survey which was conducted in partnership with

Global Women.

Deliver a programme which educates

employees and management in supporting

mental health awareness

Workshops were delivered to coincide with Mental Health Awareness Week, which have

assisted in encouraging conversation about issues associated with mental health.

Gender Breakdown

The gender composition of the company’s directors, officers, senior executives and total workforce as at 30 June 2018 and 30 June 2017 was

as follows:

FEMALEMALETOTAL

2018

NUMBER%NUMBER%

Directors229%571%7

Officers343%457%7

Senior Executives 440%660%10

Total Workforce2,73748% 2,95052% 5,691

FEMALEMALETOTAL

2017

NUMBER%NUMBER%

Directors225%675%8

Officers233%467%6

Senior Executives 330%770%10

Total Workforce2,73048% 2,95652% 5,686


In the above tables:

• ‘officers’ are the Chief Executive Officer and those directly reporting to the Chief Executive Officer, other than the Executive Assistant;

• ‘senior executives’ are those directly reporting to the Chief Executive Officer, other than the Executive Assistant, and those who are a site

General Manager; and

• the ‘total workforce’ number does not specify those who identify as gender diverse.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 64

CORPORATE GOVERNANCE STATEMENT

4. SAFEGUARD THE INTEGRITY OF THE COMPANY’S
FINANCIAL REPORTING

The Board is responsible for ensuring that effective policies and

procedures are in place to provide confidence in the integrity of the

company’s financial reporting.

The Audit and Risk Committee has responsibility for oversight of the

quality, reliability, and accuracy of the company’s internal and external

financial statements, the quality of the company’s external result

presentations, its internal control environment and risk management

programmes, and for its relationships with its internal and

external auditors.

The Audit and Risk Committee and the Board undertake sufficient

inquiry of the company’s management and the company’s internal and

external auditors in order to enable them to be satisfied as to the

validity and accuracy of the company’s financial reporting. The Chief

Executive Officer and the Chief Financial Officer are required to

confirm in writing that the annual and interim financial statements

present a true and fair view of the company’s financial condition and

results of operations, and comply with relevant accounting standards.

The Audit and Risk Committee oversees the independence of the

company’s internal and external auditors and monitors the scope and

quantum of work undertaken and fees paid to the auditors for non-audit

services. The Committee has adopted an External Audit Independence

Policy that sets out the framework for assessing and maintaining

audit independence.

The Committee has formally reviewed the independence status of

PricewaterhouseCoopers and is satisfied that its objectivity and

independence is not compromised as a consequence of non-audit work

undertaken for the company.

PricewaterhouseCoopers has confirmed to the Committee that it is not

aware of any matters that could affect its independence in performing

its duties as auditor of the company.

Fees paid to PricewaterhouseCoopers during the financial year ended

30 June 2018 are set out in note 5 to the financial statements. Fees for

audit and tax compliance work for the financial year ended

30 June 2018 represent 59% of total PricewaterhouseCoopers fees.

5. TIMELY AND BALANCED DISCLOSURE

The Board is committed to ensuring timely and balanced disclosure of

all material matters concerning the company to ensure compliance with

the letter and intent of the NZX and ASX Listing Rules such that:

• all investors have equal and timely access to material information

concerning the company, including its financial situation,

performance, ownership and governance; and

• company announcements are factual and comprehensive.

SKYCITY believes high standards of reporting and disclosure are

essential for proper accountability between SKYCITY and its investors,

employees and stakeholders.

The company is committed to promoting investor confidence by

providing timely and balanced disclosure of all material matters relating

to SKYCITY and its subsidiaries (SKYCITY Group). The company

maintains a Market Disclosure Policy (available in the Governance

section of the company’s website at www.skycityentertainmentgroup.

com) for directors and employees that sets out guidelines in respect of

the company’s continuous disclosure obligations. The Policy is designed

to ensure that SKYCITY:

• satisfies the requirements of the New Zealand Financial Markets

Conduct Act 2013, Australian Corporations Act 2001, NZX Main

Board Listing Rules and ASX Listing Rules;

• meets its disclosure obligations in a way that allows all interested

parties equal opportunity to access information;

• meets stakeholders’ expectations for equal, timely, balanced and

meaningful disclosure; and

• provides guidance on the processes to ensure compliance.

The company is also committed to presenting its financial and key

operational performance results in a clear, effective, balanced and

timely manner to the stock exchanges on which the company’s

securities are listed, and to its shareholders, analysts and other market

commentators, and ensures that such information is available on the

company’s website.

Jo Wong, General Counsel, is Company Secretary and the Disclosure

Officer for SKYCITY Entertainment Group Limited and is responsible

for bringing to the attention of the Board any matter relevant to the

company’s disclosure obligations. The Company Secretary is also

accountable directly to the Board, through the chairperson of the

Board, on all matters to do with the proper functioning of the Board.

6. RESPECT AND FACILITATE THE RIGHTS OF

SHAREHOLDERS

The company’s shareholder communications strategy is designed to

facilitate the effective exercise of shareholder rights by:

• communicating effectively with shareholders;

• providing shareholders with ready access to balanced and

understandable information about the company and corporate

proposals; and

• facilitating participation by shareholders in general meetings of

the company.

The company achieves this by:

• ensuring that information about the company (including its

corporate governance framework, media releases, current and past

annual reports, dividend histories and notices of meeting) is

available to all shareholders in the Investor Centre section of the

company’s website at www.skycityentertainmentgroup.com;

• posting stock exchange announcements in the Investor Centre

section of the company’s website promptly after they have been

disclosed to the market;

65SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE GOVERNANCE STATEMENT

• giving shareholders the option to receive communications from,
and send communications to, the company and its security registry,

Computershare, electronically;

• engaging in a programme of regular interactions with institutional

investors, shareholder associations and proxy advisers;

• promoting two-way interaction with shareholders, by encouraging

shareholders to attend general meetings of the company and

making appropriate time available at such meetings for

shareholders to ask questions of directors and management.

Each year, in the company’s notice of meeting, shareholders are

invited to submit questions to the company prior to the annual

meeting to enable the company to aggregate the main themes of

the questions asked and respond to them at the annual meeting.

Representatives of the company’s external auditors are also invited

to attend the company’s annual meeting to answer any shareholder

questions concerning their audit and external audit report; and

• ensuring that continuous disclosure obligations are understood and

complied with throughout the SKYCITY Group.

7. RECOGNISE AND MANAGE RISK

The company maintains a risk management framework for the

identification, assessment, monitoring and management of risk to the

company’s business.

SKYCITY maintains an independent, centrally-managed Group Risk

function which evaluates and reports on risks and controls across the

Group. Management is required to report to the Audit and Risk

Committee and Board on the effectiveness of the company’s

management of its material business risks at least annually.

The Audit and Risk Committee approves the assurance plan, with

results and performance of the organisation’s risk and controls regularly

reviewed by both the Committee and the external auditors. The Chief

Executive Officer and the Chief Financial Officer are required to

confirm in writing to the Audit and Risk Committee at least annually that

the statement in respect of the integrity of the company’s financial

statements referred to above is founded on a sound system of risk

management and internal control which aligns to the policies of the

Board, and that the company’s risk management and internal control

systems are operating efficiently and effectively in all material respects.

The most recent confirmations were provided by the Chief Executive

Officer and Chief Financial Officer in August 2018.

The company maintains business continuity, material damage and

liability insurance cover to ensure that the earnings of the business are

well protected from adverse circumstances.

SKYCITY’s ability to create and preserve value for its shareholders

requires the successful execution of its business strategy. Risks

influencing its ability to do this, including SKYCITY’s material exposure

to economic, environmental and social sustainability risks, if any, and

how it manages or intends to manage those risks, are outlined on pages

11 to 13 of this annual repor t .

8. PERFORMANCE EVALUATION

Evaluation of the Board and its Committees

The Board and committee charters require an evaluation of the Board

and its committees’ performance on an annual basis. The Governance

and Nominations Committee determines and oversees the process for

evaluation, which includes assessment of the role and responsibilities,

performance, composition, structure, training and membership

requirements of the Board and its committees.

A self-evaluation questionnaire was completed by each of the directors

and select management in December 2017 for the purpose of

evaluating the Board’s performance. The findings of the review were

discussed at the Board’s February 2018 meeting.

Evaluation of Senior Management

The Board undertakes the performance review of the Chief Executive

Officer and reviews the performance outcomes of those reporting

directly to that position in accordance with the company’s performance

review procedures. In the case of the Chief Executive Officer, the

review generally involves a formal response/feedback process at both

the half year and full year. In the case of each senior executive, the

review involves a formal response/feedback process between the

Chief Executive Officer and each senior executive.

9. REMUNERATE FAIRLY AND RESPONSIBLY

Remuneration Governance

The Remuneration and Human Resources Committee is the main

governing body for setting remuneration policy across the SKYCITY

Group and develops the remuneration framework and policies for

Board approval.

The responsibilities of the Remuneration and Human Resources

Committee are outlined in the Remuneration and Human Resources

Committee Charter (available in the Governance section of the

company’s website at www.skycityentertainmentgroup.com), which is

reviewed annually by the Board.

The Remuneration and Human Resources Committee oversees the

management of the human resources activities of the company, the

senior management structure, senior executive performance,

remuneration and incentive plans, and succession planning. It also seeks

to assist the Board to ensure that the company’s remuneration policies

and practices reward fairly and responsibly with a clear link to the

company’s strategic objectives and corporate and individual

performance. The Remuneration and Human Resources Committee is

also responsible for annually reviewing non-executive director fees.

The Board-approved Remuneration and Human Resources Policy

Statement (available in the Governance section of the company’s

website at www.skycityentertainmentgroup.com) recognises that to

achieve its business objectives SKYCITY needs high quality, committed

people. The aim of the Policy is, therefore, to attract, retain and

motivate high-calibre executives capable of achieving the objectives

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 66

CORPORATE GOVERNANCE STATEMENT

of the company and encourage superior performance and creation of
shareholder value.

The guiding principles that underpin SKYCITY’s remuneration policies

are to:

• be market competitive at all levels to ensure the company can

attract and retain the best available talent;

• be performance-oriented so that remuneration practices recognise

and reward high levels of performance and to avoid an entitlement

culture;

• provide a significant at-risk component of total remuneration which

drives performance to achieve company goals and strategy;

• manage remuneration within levels of cost efficiency and

affordability; and

• align remuneration for senior managers with the interests of

shareholders.

A range of market data and specific benchmarking reports are used to

ensure market relativity of senior executive positions, including research

and reports from independent remuneration consultants. Each year, the

Remuneration and Human Resources Committee reviews changes in

remuneration laws and practices and market trends to ensure the

company’s practices are appropriately aligned.

During the financial year ended 30 June 2018, there were two material

changes to SKYCITY’s remuneration policies:

• the Policy on Non-Executive Director Remuneration was amended

to allow the company to seek shareholder approval for increases

to the total non-executive director fee pool on an annual basis.

In previous years, the company has sought shareholder approval

for increases to the non-executive director fee pool on an ad-hoc

basis. However, going forward, the company intends to seek

shareholder approval for increases to the fee pool on an annual

basis to more closely align non-executive director remuneration

with market movements, with the intention of benchmarking

SKYCITY’s non-executive director remuneration against a

comprehensive comparator group every three years to ensure

market competitiveness to attract and retain qualified, highly

capable directors; and

• a transitional short term incentive plan was implemented in respect

of the financial year ended 30 June 2018 for employees holding

group executive and senior management positions in substitution

of previous short term incentive cash arrangements to better align

those employees’ interests with the short term performance goals

of the company and the interests of shareholders, as well as

provide them with the opportunity to share in the success of the

company. Further details of the transitional short term incentive

plan are outlined on pages 70, 71 and 75 of this annual report.

SKYCITY’s remuneration strategy and policies are based on a “pay for

performance” philosophy. The Board has reviewed the structure of

SKYCITY’s incentive schemes for the financial year ending

30 June 2019 to ensure they are competitive and effective to enable

the company to attract and retain the leadership and talent required to

drive business strategy and financial performance in the interests of

shareholders. Any subsequent change to the company’s remuneration

strategy and/or policies will continue to reflect SKYCITY’s “pay for

performance” philosophy and drive shareholder value.

67SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

CORPORATE GOVERNANCE STATEMENT

REMUNERATION OF SKYCITY NON-EXECUTIVE DIRECTORS AND GROUP EXECUTIVES
This section details the company’s approach to remuneration frameworks,

outcomes and performance for the following non-executive directors and

group executives for the financial year ended 30 June 2018:

NAMEPOSITIONTERM

Non-Executive Directors

Rob CampbellChairman

Director

Part Year

Full Year

Bruce Carter Deputy ChairmanFull Year

Richard DidsburyDirector Full Year

Brent Harman Director Full Year

Sue Suckling Director Full Year

Jennifer OwenDirectorFull Year

Murray JordanDirectorFull Year

Former Non-Executive Director

Chris Moller Chairman Part Year

Group Executives

Graeme StephensChief Executive OfficerFull Year

Michael AhearneChief Operating Officer Part Year

Rob Hamilton Chief Financial Officer Full Year

Claire WalkerGeneral Manager

Human Resources

Full Year

Liza McNallyChief Marketing OfficerPart Year

Simon JamiesonGeneral Manager NZICCFull Year

Glen McLatchieChief Information Officer Full Year

Jo WongGeneral Counsel and

Company Secretary

Full Year

Former Group Executives

John MortensenGroup Chief Operating

Officer

Part Year

Sonya CrosbyChief Innovation Officer Part Year

Peter TreacyGroup General Manager

Corporate Services and

Chief Risk Officer

Part Year

The following key changes to the Board and group executive team

occurred during the financial year ended 30 June 2018:

Non-Executives Directors

Chris MollerRetired as Board Chairman and a

director effective from 1 January 2018

Rob Campbell Appointed as Chairman effective from

1 January 2018

Group Executives

Michael AhearneAppointed as Chief Operating Officer effective

from 11 December 2017

John MortensenResigned as Group Chief Operating Officer

effective from 1 January 2018

Sonya CrosbyResigned as Chief Innovation Officer effective

from 6 January 2018

Simon JamiesonAppointed as a direct report to the Chief

Executive Officer and assumed responsibility for

the company’s health and safety function effective

from 17 January 2018

Jo Wong Appointed as a direct report to the Chief

Executive Officer and assumed responsibility for

the company’s regulatory affairs and anti-money

laundering functions effective from 19 January

2018

Liza McNallyAppointed as Chief Marketing Officer effective

from 22 January 2018

Peter Treacy Resigned as Group General Manager Corporate

Affairs and Chief Risk Officer effective from

20 April 2018

Non-Executive Directors

Shareholders at the annual meeting determine the total remuneration

available to the company’s non-executive directors. At the 2014 annual

meeting, shareholders approved, effective from 1 July 2014, a total

remuneration amount for non-executive directors of $1,365,000 per

annum (plus GST, if any).

The following table outlines the non-executive directors’ fees (exclusive

of GST, if any) for the Board and its committees as at 30 June 2018:

POSITION

FEES (PER

FINANCIAL YEAR)

BoardChairperson

Deputy Chairperson

Non-Executive

Director

$275,000

$157,500

$126,000

Audit and Risk CommitteeChairperson

Member

$35,000

$15,000

Remuneration and Human

Resources Committee

Chairperson

Member

$35,000

$15,000

Corporate Social

Responsibility Committee

Chairperson

Member

$25,000

$15,000

All non-executive directors are members of the Governance and

Nominations Committee and receive no additional fees for this

Committee.

The Board Chairman does not receive separate fees for the Board

committees that he sits on.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 68

DIRECTOR AND EMPLOYEE REMUNERATION

The company’s Policy on Non-Executive Director Remuneration
(available in the Governance section of the company’s website at

www.skycityentertainmentgroup.com) sets out a framework for

SKYCITY to attract and retain qualified, highly capable directors from a

pan-Australasian talent pool for the purpose of driving value and

maintaining the highest standards of corporate governance on behalf of

shareholders. The Policy is reviewed annually to take account of

changing market, industry and economic circumstances as well as

developing organisational requirements. The guiding principles that

underpin the Policy are that:

• non-executive director remuneration will be regularly

benchmarked against external comparator markets to ensure it is

broadly in line with that payable in other large publicly-listed

companies in Australasia; and

• the incremental accountability and commitment that accompanies

specific roles will be recognised in the company’s non-executive

director remuneration structure.

The Remuneration and Human Resources Committee is responsible for

making recommendations to the Board annually on non-executive

director remuneration changes. The Board seeks shareholder approval

for any proposed increase to the total remuneration pool under the

Policy on Non-Executive Director Remuneration.

In accordance with practice, at its May 2018 meeting, the Board

reviewed SKYCITY’s current total non-executive director remuneration

pool and Board and committee fees against a comparator group and

available data on board fee movements in both New Zealand and

Australia. Given comparable director fees have increased over the

last four years since the last shareholder approved increase to the

company’s total non-executive director remuneration pool in 2014,

the Board resolved to seek shareholder approval at the company’s

upcoming 2018 annual meeting of shareholders on 19 October 2018

for a 5% increase to the total remuneration pool for the financial year

ending 30 June 2019 to allow for targeted fee increases to the

Chairman, Deputy Chairman, non-executive director and Chair of the

Corporate Social Responsibility Committee roles, as well as the

appointment of an additional non-executive director – full details of

which are set out in the company’s 2018 Notice of Meeting.

As part of the Board’s review process, Ernst & Young was engaged

to benchmark the market positioning of SKYCITY’s Board and

committee fees and provide recommendations on changes to fees.

An executive summary of Ernst & Young’s findings is available in

the Governance section of the company’s website at

www.skycityentertainmentgroup.com.

In addition to directors’ fees, non-executive directors may also receive

remuneration for additional services provided to the company outside

of their capacities as directors of the company at the discretion of the

Board and subject to the maximum remuneration amount which has

been approved by the shareholders of the company.

REMUNERATION OF DIRECTORS

Remuneration paid to, and other benefits received by, non-executive

directors for services in their capacity as directors of the company

during the financial year ended 30 June 2018 are as listed below:


The figures shown are gross amounts and exclude GST where applicable.

(1) Chris Moller retired as a director effective 31 December 2017.

(2) Rob Campbell was appointed as Chairman of the Board effective 1 January 2018.

(3) Brent Harman retired as Chairman of the Remuneration and Human Resources

Committee effective 31 December 2017.

(4) Murray Jordan was appointed Chairman of the Remuneration and Human Resources

Committee effective 1 January 2018.

(5) Being premiums paid to SKYCITY’s health insurance provider during the

period for the relevant director, who received the benefit of a health insurance plan

that SKYCITY offers to all of its employees (either at no cost or at a discounted rate).

In addition to remuneration paid for services in their capacity as

directors of the company, SKYCITY:

• meets the expenses incurred by directors in relation to company

matters, which are incidental to the performance of their duties,

including travel;

• paid a total of $13,200.00 (plus GST) to Richard Didsbury during

the financial year ended 30 June 2018 in connection with

consultancy services provided by him in relation to the New

Zealand International Convention Centre development and

Adelaide Casino redevelopment projects, which were provided

as additional services outside of his capacity as a director of the

company; and

• paid a total of $13,200.00 (plus GST) to Murray Jordan during

the financial year ended 30 June 2018 in connection with

consultancy services provided by him in relation to the New

Zealand International Convention Centre development and

Adelaide Casino redevelopment projects, which were provided

as additional services outside of his capacity as a director of the

company.

BOARD AND

COMMITTEE FEES OTHER

Chris Moller

(1)

$137,500.00

Rob Campbell

(2)

$208,000.00

Bruce Carter $192,500.00

Brent Harman

(3)

$151,000.00 $4,120.86

(5)

Sue Suckling $151,000.00 $2,060.60

(5)

Richard Didsbury $141,000.00

Jennifer Owen $141,000.00

Murray Jordan

(4)

$151,000.00

69SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTOR AND EMPLOYEE REMUNERATION

Group Executives
Remuneration components are offered in the context of a total

remuneration package, measured on a “total cost to the company”

basis. The remuneration arrangements for each group executive

comprise both fixed and variable remuneration where the fixed

portion comprises a base salary, a KiwiSaver/superannuation

contribution and a limited number of other benefits and the variable

portion comprises both short term incentive at-risk remuneration

(STI) and long term incentive at-risk remuneration (LTI). The Board

determines appropriate levels of fixed remuneration taking into

account recommendations from the Remuneration and Human

Resources Committee. The STI component is based on performance

against both key financial and non-financial measures and all STI

bonuses are at the ultimate discretion of the Board.

In previous years, the company has disclosed remuneration actually

paid to group executives during a particular financial year rather than

remuneration attributable or payable in relation to that financial year.

The disclosures on the following pages of this annual report reflect the

total rewards earned by, although not necessarily paid to, group

executives for the financial year ended 30 June 2018 as the Board

believes this approach more appropriately describes executive pay

and performance. Accordingly, the following disclosures include the

STI and LTI components earned by group executives in respect of the

financial year ended 30 June 2018 notwithstanding that the Board

approved STI awards were granted in September 2018.

Fixed Remuneration

The company endeavours to set fixed remuneration at levels that are

relative to similar positions in the broader Australasian market and,

for “casino-specific” positions, account is taken of salaries within the

sector.

To assist the Remuneration and Human Resources Committee in its

salary deliberations, PricewaterhouseCoopers is commissioned on a

regular basis to survey remuneration against external comparator

markets as relevant and appropriate (e.g. industry and geography).

Fixed remuneration is reviewed annually for each group executive

and, when appropriate, the Remuneration and Human Resources

Committee approves remuneration increases for group executives.

Short Term Incentive Remuneration

In response to the forecast trading conditions which were anticipated

in the company’s operating budget for the financial year ended

30 June 2018, a transitional STI plan, referred to as the Restricted

Share Rights Plan, was implemented for that financial year for

employees holding group executive and senior management positions

in substitution of previous STI cash arrangements to better align those

employees’ interests with the short term performance goals of the

company and the interests of shareholders, as well as provide them

with the opportunity to share in the success of the company.

The Restricted Share Rights Plan provides for the offer of restricted

share rights to selected employees of the Company, the number of

which is calculated based on an employee’s achievement against

agreed financial and non-financial measures for the financial year

ended 30 June 2018. Each restricted share right granted under the

Restricted Share Rights Plan is a right to receive one ordinary share in

the company, which only vests if the relevant employee remains

employed by the company (or a company within the SKYCITY Group)

on 1 July 2020, being two years after completion of the company’s

2018 financial year.

The following table shows how the STI component was calculated for

the group executives for the financial year ended 30 June 2018 under

the Restricted Share Rights Plan:


Calculation of STI for Group Executives

70% of each group executive’s STI was based on the company’s

financial performance where eligibility for this component was

determined by achievement of the company’s budgeted NPAT

(normalised net profit after tax) for the financial year ended 30 June

2018 (ie. a gateway hurdle).

The remaining 30% was based on achievement of a small number of

non-financial goals that were agreed with each group executive at the

commencement of the 2018 financial year. In the case of the Chief

Executive Officer, these were aligned to the strategic priorities of the

company as determined by the Board to be critical indicators of

performance and drivers of shareholder value. The non-financial

goals for each other group executive were aligned to those set for

the Chief Executive Officer, but included specific personal

objectives.

In response to the forecast trading conditions which were anticipated

in the company’s operating budget for the financial year ended 30

June 2018, the multiplier for both the financial and non-financial

components of the STI was also reduced by up to 50% for each

group executive. The STI outcome was then multiplied by 150% to

compensate each participant for the two-year deferral in vesting of

their restricted share rights.

The number of restricted shares rights granted to a group executive

under the Restricted Share Rights Plan was then determined by

dividing the relevant STI outcome by the volume-weighted average

sale price of SKYCITY shares on the NZX Main Board designated as

price-setting trades by NZX Limited over the ten-business day

period immediately preceding 1 July 2018.

Combining both financial

and non-financial

components results in

the STI outcome for

a participant

Financial Component

Base Salary

X

X

X

X

=

Non-Financial Component

At-risk %

Business Unit Multiplier

Financial Outcome

STI Outcome

Base Salary

Non-Financial

Component %

Financial

Component %

X

X

X

==

=

At-risk %

Performance Multiplier

Non-Financial Outcome

+=

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 70

DIRECTOR AND EMPLOYEE REMUNERATION

Base Salary
STI Outcome*

LTI Awarded

* capped at 70% of base salary

FY18 Actual

39%

27%

34%39%

27%

34%

Target

39%

27%

34%

Maximum

Fixed Annual Remuneration

Mr Stephens’ fixed annual remuneration consisted of a base salary (delivered in cash), KiwiSaver contributions and health care benefits. His base

salary throughout the financial year ended 30 June 2018 was $1,450,000.

In determining Mr Stephens’ base salary, the Board refers to external market data, including comparable positions in other listed New Zealand

companies and companies within the casino industry.

Pay Gap

Mr Stephens’ base salary remuneration ratio to the median annualised employee base salary is 29:1.

On 11 September 2018, a total of 1,898,564 restricted share rights were issued under the Restricted Share Rights Plan to 104 participants,

including the Chief Executive Officer and other group executives.

The transitional STI plan was a catalyst for a broader review of the company’s variable remuneration structure for group executives and senior

managers and led to the introduction of new performance incentive arrangements for the financial year ending 30 June 2019 as more fully

described later in this section.

Long Term Incentive Remuneration

The company operated two LTI plans during the financial year ended 30 June 2018 for the company’s most senior executives, including the

group executives. Details of the SKYCITY Senior Executive LTI Plan and SKYCITY Executive Cash Award Plan are included on pages 74 and 75

of this annual report.

Chief Executive Officer's Remuneration

The total remuneration earned by Mr Stephens for duties relating to the Chief Executive Officer position for the year ended 30 June 2018 was

as follows:

FIXED ANNUAL REMUNERATIONPAY FOR PERFORMANCE

BASE SALARYKIWISAVER

OTHER

BENEFITSSUB TOTAL

STI

OUTCOME

LTI

GRANTSUB TOTAL

NON-RECURRING

PAYMENTS

TOTAL

REMUNERATION

$1,450,000$43,500$5,302 $1,498,802 $1,015,000

(1)

$1,250,000

(2)

$2,265,0000$3,763,802

(1) Calculated on the basis of 251,238 restricted share rights granted to Mr Stephens under the Restricted Share Rights Plan in September 2018.

(2) Calculated on the basis of 320,883 SKYCITY shares allocated to Mr Stephens under the SKYCITY Senior Executive LTI Plan in August 2017.

The graph below shows the mix of remuneration that was earned by Mr Stephens for his performance over the financial year ended 30 June 2018:

71SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTOR AND EMPLOYEE REMUNERATION

Base Salary
$1,450,000

Base Salary

$1,450,000

Financial Component

X

X

X

X

X

X

X

=

=

=

Non-Financial Component

At-risk %

70%

At-risk %

70%

Financial

Component %

70%

Non-Financial

Component %

30%

Financial

Multiplier

120%

Performance

Multiplier

50%

Financial

Outcome

$852,600

Non-Financial

Outcome

$152,250

Final

STI Outcome

$1,507,275

Capped

STI Outcome

$1,015,000

STI Outcome

$1,004,850

STI Outcome

$1,004,850

150%*

*To compensate for the two-year deferral in vesting of restricted share rights under the Restricted Share Rights Plan.

Conversion to Restricted Share Rights

251,238

Restricted

Share Rights

STI Outcome

The following table shows how the STI component was calculated for Mr Stephens for the financial year ended 30 June 2018 under the

Restricted Share Rights Plan:

Calculation of STI for Chief Executive Officer

Mr Stephens’ at-risk STI component for the 2018 financial year was set at 70% of his base salary, contingent on his achievement of specific

financial and non-financial goals. Eligibility for his STI component was based on improvement on the previous financial year’s normalised Group

NPAT (net profit after tax) performance. 70% of Mr Stephens’ STI was measured against the company’s achievement of normalised Group NPAT

and the remaining 30% was based on a small number of agreed key non-financial goals.

The company’s FY18 financial performance exceeded the budgeted normalised Group NPAT target and, accordingly, the multiplier that was

applied to Mr Stephens’ financial component was 120% as per the terms of the Restricted Share Rights Plan. The Board assessed Mr Stephens

as having achieved 100% performance against his non-financial goals (which related to certain strategic initiatives, the company’s business plan,

people, stakeholder relations, health and safety and risk management), however the multiplier applied to Mr Stephens’ non-financial/personal

component was reduced to 50% as per the terms of the Restricted Share Rights Plan.

Consequently, the STI outcome for Mr Stephens for the year ended 30 June 2018 was $1,015,000 (capped at 70% of his base salary), which

resulted in 251,238 restricted shares rights being granted to Mr Stephens in September 2018 under the Restricted Share Rights Plan.

LTI Outcome

Mr Stephens received an allocation of 320,883 shares in the company equal to $1,250,000 under the SKYCITY Senior Executive LTI Plan in

August 2017. Details of the SKYCITY Senior Executive LTI Plan are included on page 74 of this annual report.

Employment Agreement

Mr Stephens’ employment agreement (a copy of which is available on the company’s website at www.skycityentertainmentgroup.com) is dated

4 November 2016 and reflects standard conditions that are appropriate for a senior executive of a listed Australasian company. Mr Stephens’

employment agreement may be terminated by:

• either Mr Stephens or the company by giving six months' notice in writing;

• the company without notice in the case of serious misconduct, serious breach (including substantial non-performance) or other cause

justifying summary dismissal; or

• the company immediately if the SKYCITY Board forms the view that substantial incompatibility and/or irreconcilable differences have

developed with Mr Stephens or the Board otherwise wishes to terminate his employment when he is not at fault (including a redundancy

situation or medical incapacity).

All entitlements payable to Mr Stephens on termination of his employment are outlined in his employment agreement (a copy of which is available

on the company’s website at www.skycityentertainmentgroup.com).

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 72

DIRECTOR AND EMPLOYEE REMUNERATION

Other Group Executives’ Remuneration
The following information relates to the remuneration earned by the group executives (both current and former) for the financial year ended

30 June 2018, but excluding the Chief Executive Officer whose remuneration is detailed separately on pages 71 and 72.

The total remuneration earned by the group executives for the financial year ended 30 June 2018 was as follows:

FIXED ANNUAL REMUNERATIONPAY FOR PERFORMANCE

BASE SALARYKIWISAVER

OTHER

BENEFITSSUB TOTAL

STI

OUTCOME

LTI

GRANTSUB TOTAL

NON-RECURRING

PAYMENTS

TOTAL

REMUNERATION

$4,385,097 $183,348

(1)

$35,664 $4,604,109 $2,002,012

(2)

$1,246,560

(3)

$3,248,572 $1,471,096

(4)

$9,323,778

(1) Includes KiwiSaver payments paid on applicable non-recurring payments.

(2) Includes cash and the value of 457,800 restricted share rights granted to group executives under the Restricted Share Rights Plan in September 2018.

(3) Calculated on the basis of 320,000 SKYCITY shares allocated to group executives under the SKYCITY Senior Executive LTI Plan in August 2017.

(4) Non-recurring payments include payments for retention (for the purpose of ensuring continuity during the period following the resignation of the former Chief Executive Officer and prior to the

appointment of Mr Stephens), redundancy and sign on (for the purpose of buying out existing entitlements with a former employer).

Fixed Annual Remuneration

Fixed annual remuneration for each group executive consisted of a base salary (delivered in cash), KiwiSaver contributions and health care benefits.

In determining base salaries for the group executives, the Board refers to external market data, including comparable positions in other listed New

Zealand companies and companies within the casino industry.

STI Outcome

Each group executive’s at-risk STI component for the 2018 financial year was set at 40% of their base salary, contingent on individual achievement

of specific financial and non-financial goals. Eligibility for their STI component was based on improvement on the previous financial year's normalised

Group NPAT performance. 70% of each group executive’s STI was measured against the company’s achievement of normalised Group NPAT and

the remaining 30% was based on a small number of agreed key non-financial goals.

The company’s FY18 financial performance exceeded the budgeted normalised Group NPAT target and, accordingly, the multiplier that was

applied to each group executive’s financial component was 120% as per the terms of the Restricted Share Rights Plan. Based on the Board’s

assessment of the group executives’ performance against their non-financial goals (relating to certain strategic initiatives, the company’s business

plan, people, stakeholder relations, health and safety and risk management), the group executives combined received 75% of their non-financial

component.

The combined STI outcome for the group executives for the year ended 30 June 2018 was $2,002,012, which includes a cash payment to a former

group executive and the value of the 457,800 restricted shares rights granted to group executives in September 2018 under the Restricted Share

Rights Plan.

LTI Outcome

The combined LTI outcome for the group executives for the year ended 30 June 2018 was $1,246,560, which represents the 320,000 SKYCITY

shares allocated to the group executives under the SKYCITY Senior Executive LTI Plan in August 2017. Details of the SKYCITY Senior Executive LTI

Plan are included on page 74 of this annual report.

73SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTOR AND EMPLOYEE REMUNERATION

REMUNERATION OF SKYCITY EMPLOYEES
All salaried roles within SKYCITY are sized using a recognised

methodology to measure the impact, accountability and complexity of

each role as it contributes to the organisation. Remuneration data is

obtained from several sources to determine remuneration ranges by job

band or level to ensure competitiveness at both base salary and total

remuneration levels.

Individual remuneration is set within the appropriate range considering

such matters as individual performance, scarcity/availability of

resource/skill, internal relativities and specific business needs. This

process ensures internal equity between roles and allows comparison

with the overall market. Remuneration ranges are reviewed annually to

reflect market movements.

SKYCITY Senior Executive LTI Plan

Under the SKYCITY Senior Executive LTI Plan introduced in 2009,

selected senior executives are provided with financial assistance by way

of an interest-free loan by a subsidiary of the company to acquire shares

in the company. A trustee holds legal title to the relevant shares on

behalf of those senior executives for a restrictive period of at least

three years until certain performance hurdles are met. The performance

hurdles involve comparison of the total shareholder return (TSR)

achieved by SKYCITY against the shareholder returns achieved by

a group of comparable Australasian companies (comparator group),

and by the companies whose securities are in the NZX 50 index

(index group).

For LTI shares issued before and including 2013 to vest in a participant

under the SKYCITY Senior Executive LTI Plan, the company must

achieve a TSR equal to or greater than the average of the comparator

and index groups’ median TSRs. The number of shares that will vest

depend on where the SKYCITY TSR is relative to the average median

TSR (at which point 50% of the shares vest) and the average of the TSRs

representing the 75th percentiles of the TSRs achieved by the

comparator group and the index group (at which point 100% of the

shares vest). In addition, the Board has discretion to determine that up

to 25% of the shares will vest if the company’s TSR for the relevant

period does not exceed the average median TSR but exceeds one or

other of the TSRs representing the 50th percentile of TSRs of the

members of the comparator group and of the index group.

For LTI shares issued in 2014 and thereafter, 50% of the shares are

allocated to a peer comparator group tranche and 50% of the shares

are allocated to an index comparator group tranche. The number of

shares that will vest depend on where the SKYCITY TSR is relative to

the median TSR of each of the peer comparator group and index

comparator group separately and the TSRs representing the 75th

percentiles of the TSRs achieved by each of the peer comparator group

and the index group separately. Each tranche will be tested separately.

If SKYCITY’s TSR is at the median TSR of a group, 50% of a tranche will

vest. If SKYCITY’s TSR is at the 75th percentile of a group, 100% of a

tranche will vest.

Performance is assessed three years after the issue of the shares and

(provided the shares have not lapsed and all performance hurdles have

not been satisfied) after a further six and twelve months. Special

assessment may occur in the event of a takeover offer, amalgamation or

scheme of arrangement involving the company. In the event a takeover

offer for the acquisition of SKYCITY’s ordinary shares is formally made,

or an amalgamation or scheme of arrangement involving SKYCITY’s

ordinary shares is formally proposed, which will result in a change in

control of SKYCITY if it is successful:

• the SKYCITY Board will determine a date (TO Calculation Date)

prior to the final date on which holders of SKYCITY’s ordinary

shares may participate in the takeover offer, amalgamation or

scheme of arrangement (as applicable); and

• the TSR achieved by SKYCITY, and the members of the

comparator group and the index group will be calculated, and the

change in the TSR index will be determined, for the period from

the date the shares were issued to the TO Calculation Date,

provided that the SKYCITY Board may determine that the performance

calculation referred to above will not occur if it considers participants

will have the opportunity to participate in the takeover offer,

amalgamation or scheme of arrangement on terms that are fair and

reasonable as between participants and holders of other classes of

SKYCITY securities or there are no reasonable grounds to believe

that the takeover offer, amalgamation or scheme of arrangement will

be successful.

Shares which have not previously been vested will lapse to the extent

performance hurdles have not been fully satisfied in respect of the

period to the fourth anniversary of the issue date.

During the financial year ended 30 June 2018, the following vesting

calculations were completed:

• August 2013 LTI: The third (and final) test was completed, with no

further shares vesting to executives. To date, 25% of shares have

vested to executives in respect of the 2013 allocation. All unvested

shares were accordingly forfeited in accordance with the terms of

the SKYCITY Senior Executive LTI Plan; and

• August 2014 LTI: The first and second tests were completed.

To date, no shares have vested to executives in respect of the

2014 allocation. The third (and final) test will be completed during

September 2018 and any shares that do not vest at that time will

be forfeited in accordance with the terms of the SKYCITY

Senior Executive LTI Plan.

As at 1 September 2018, a total of 2,245,883 shares were issued

under the SKYCITY Senior Executive LTI Plan and held by Public Trust

on behalf of 22 participants. The shares vest in a participant only when

performance hurdles set by the Board of directors are met.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 74

DIRECTOR AND EMPLOYEE REMUNERATION

From time to time as directed by SKYCITY, the Public Trust acquires
shares in the company on-market for the purposes of the company’s

long term incentive employee plans, including the SKYCITY Senior

Executive LTI Plan. As at 1 September 2018, the Public Trust held a

total of 5,515,841 shares - 2,679,918 of which were allocated and held

on behalf of eligible participants and 2,835,923 of which were

unallocated and held on behalf of future participants.

SKYCITY Executive Cash Award Plan

In February 2016, the company established the SKYCITY Executive

Cash Award Plan in Australia. The objectives of the Plan are to promote

the retention of the company’s most senior executives in Australia

and drive longer term performance and alignment of incentives of

participants with the interests of the company’s shareholders.

Grants made under the Plan support these objectives by conferring on

selected senior executives the right to receive a cash amount (based on

the market value of shares in SKYCITY) on the achievement of

performance hurdles, which mirror the performance hurdles for

the SKYCITY Senior Executive LTI Plan.

As at 1 September 2018, there were three participants in the SKYCITY

Executive Cash Award Plan.

Other Plans for Salaried Employees

To drive outstanding company and individual performance, during the

year under review, SKYCITY operated an STI plan for selected senior

salaried employees and those with operational accountability for a

department or business unit (Salaried STI Plan). For each individual,

70% of their STI target was linked to the achievement of minimum

financial targets with the remaining percentage dependent on the

achievement of individual, role-specific non-financial targets.

Payments under the Salaried STI Plan had a performance gateway

based on company and business unit financial targets and increased

according to the degree by which the company performed relative to

these financial targets.

As outlined on page 70, the most senior eligible salaried employees

received their STI in restricted share rights under the Restricted Share

Rights Plan in September 2018. The remaining eligible salaried

employees received their STI in cash in August 2018 following

completion of the external audit of the company’s year-end results.

For the financial year ended 30 June 2018, 452 salaried staff (excluding

the Chief Executive Officer and other group executives) participated in

the Salaried STI Plan. Based on achievement of individual and financial

targets, 398 staff received an average STI outcome of 14% of their

fixed salary.

All other permanent salaried employees who were not eligible to

participate in the Salaried STI Plan participated in a discretionary bonus

plan known as the Individual Bonus Plan. Under the Individual Bonus

Plan, bonuses were awarded to those outstanding staff that consistently

exceeded the key performance indicators that were set for them at the

commencement of the financial year.

In total, in respect of the financial year ended 30 June 2018, 582

SKYCITY salaried personnel (excluding the Chief Executive Officer and

other group executives) were paid or granted incentives totalling

approximately $9.9 million under the Individual Bonus Plan and Salaried

STI Plan.

New Performance Incentive Arrangements for FY19

As part of a review of the company’s variable remuneration structure,

the Board approved new incentive arrangements during the past

financial year for the Chief Executive Officer, other group executives

and senior managers for the financial year beginning 1 July 2018.

The new incentive arrangements recognise and reward short and longer

term performance by providing participants an opportunity to be

further aligned with shareholders’ interests by earning, subject to the

company achieving its financial performance gateway, an incentive

award which is delivered in cash and deferred equity awards (in the

form of restricted share rights in the company).

(i) Performance Incentive Plan

The Performance Incentive Plan (PIP) provides selected employees the

opportunity to earn a cash payment under a STI scheme and acquire

restricted share rights under a deferred STI scheme. Each restricted

share right granted under the PIP is a right to receive one ordinary

share in the company, which only vests if the relevant employee satisfies

the specified vesting criteria.

For the 2019 financial year, 437 employees were invited in September

2018 to participate in the PIP for the opportunity to earn a cash

payment under the STI scheme – 111 of whom also have the

opportunity to acquire restricted share rights under the deferred STI

scheme (an additional 81 employees relative to participation in the

SKYCITY Senior Executive LTI Plan).

STI Scheme Component of PIP

In respect of the financial year beginning 1 July 2018, 70% of each

participant’s STI target award will be determined based on the

company’s financial performance and the remaining 30% will be

determined based on a small number of personal goals which are

aligned to the strategic priorities of the company.

STI awards will be delivered in cash at the end of the financial year

following the completion of the external audit of the company’s year

end results, where the maximum award under the STI is 150% of the

target award.

Deferred STI Scheme Component of PIP

The deferred STI scheme under the PIP offers participants, subject to

the relevant STI performance conditions being met, the opportunity to

acquire restricted share rights of an amount equivalent to between 10%

and 50% of their base salary. Restricted share rights (if any) issued to a

participant on a STI cash payment date (Declaration Date) will only vest

if that participant remains an employee up and until:

• the first anniversary of the Declaration Date in respect of 50% of

the restricted share rights; and

• the second anniversary of the Declaration Date in respect of the

remaining 50% of the restricted share rights.

75SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTOR AND EMPLOYEE REMUNERATION

DIRECTOR AND EMPLOYEE REMUNERATION

However, if a participant’s deferred STI entitlement in any financial year
is to restricted share rights having a value of $10,000 or less (calculated

using the volume-weighted average sale price of SKYCITY shares used

to determine the number of restricted share rights to be issued to the

participant), the restricted share rights will not be split out equally into

two separate tranches, but will instead comprise one tranche and

(subject to the vesting criteria being satisfied) vest to the participant

on the first anniversary of the Declaration Date.

Upon vesting, a participant will be allocated one ordinary share in

the company for each restricted share right that vests as soon as

practicable after the relevant anniversary of the Declaration Date.

Subject to complying with the Company’s Securities Trading Policy

and Code of Business Practice, participants are free to sell, transfer or

otherwise deal with shares issued to them under the PIP (subject to

minimum shareholding requirements for the Chief Executive Officer

and other group executives).

The intention of the deferred STI component under the PIP is to act

both as a retention and an engagement tool. The maximum award under

the deferred STI scheme is 150% of the target award.

Any unvested restricted share rights will be forfeited if a participant

ceases to be employed by SKYCITY (or a company in the SKYCITY

Group) before the relevant Declaration Date, although the Board has

discretion to determine otherwise such as where a participant ceases to

be an employee due to injury, permanent disability, ill health or

redundancy or dies. In the case of a group executive however, if he/she

ceases employment for any reason (other than as a result of the

termination of their employment by SKYCITY for cause, including for

serious misconduct) prior to vesting of any restricted share rights, and

they have been employed by SKYCITY for at least three years as at the

date of cessation of his/her employment, then he/she will continue to

be eligible to have shares transferred to him/her on the first and second

anniversaries (as applicable) of the Declaration Date as if their

employment had not ceased, unless the Board determines otherwise.

As a rule, a group executive will not be eligible to the extent they are

terminated for cause, breach the terms of their employment agreement

or for underperformance.

In the event that a genuine error is made by, or on behalf of, the Board

or the company in determining any entitlement under the PIP, including

where the company’s financial statements are subsequently required to

be restated, the Board may seek to recover from a participant the value

of any benefits erroneously awarded to a participant under the PIP.

Restricted share rights issued under the PIP may not be transferred,

assigned or disposed of and participants may not create any interest in

favour of any third party over the restricted share rights (except with

Board approval).

(ii) Long Term Incentive Plan

The new 2018 SKYCITY Executive Long Term Incentive Plan is

substantially similar to the earlier SKYCITY Senior Executive LTI Plan

(in relation to LTI shares issued in 2014 and thereafter) except for the

following material enhancements to align remuneration with the creation

of shareholder value over the long term:

• 50% of the shares are allocated to an absolute total shareholder

return (TSR) tranche;

• the remaining 50% of the shares are allocated equally to each of an

NZX comparator group tranche, an ASX comparator group tranche

and a competitor comparator group tranche; and

• performance is assessed three years after the issue of the shares,

with no retesting dates in the event the performance hurdles are

not satisfied as at that date.

In order to determine whether any shares will vest in a participant

following the three-year restrictive period for those shares, each

tranche is measured against the performance hurdle for that tranche on

the performance testing date for those shares, where the performance

hurdle for each of the tranches is:

• for the absolute TSR tranche, a comparison of SKYCITY’s TSR over

the restrictive period against the cost of equity for the SKYCITY

Group over the restrictive period as determined by the Board;

• for the NZX comparator group tranche, a comparison of

SKYCITY’s TSR over the restrictive period against the TSR of each

of the constituent entities of the NZX 50 index (as at the grant

date, other than SKYCITY) over the same period;

• for the ASX comparator group tranche, a comparison of SKYCITY’s

TSR over the restrictive period against the TSR of each of the

constituent entities of the ASX 200 index (as at the grant date,

other than SKYCITY) over the same period; and

• for the competitor comparator group tranche, a comparison of

SKYCITY’s TSR over the restrictive period against the TSR of each

of Crown Resorts Limited and The Star Entertainment Group

Limited over the same period.

The Chief Executive Officer and other group executives were invited to

participate in the 2018 SKYCITY Executive Long Term Incentive Plan

(2018 LTI Plan) for the 2019 financial year. Consequently, 246,726

SKYCITY shares were acquired by the Chief Executive Officer in

August 2018 under the 2018 LTI Plan by way of an interest-free loan by

a subsidiary of the company, equivalent to 70% of his base salary for the

2019 financial year. A total of 187,309 SKYCITY shares were similarly

acquired by the other group executives in August 2018.

As at 1 September 2018, a total of 434,035 shares were issued under

the 2018 LTI Plan and held by Public Trust on behalf of 8 participants.

The shares vest in a participant only when performance hurdles set by

the Board of directors are met.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 76

DIRECTOR AND EMPLOYEE REMUNERATION

The maximum award under the 2018 LTI Plan is 100% of the
relevant grant allocation.

The transfer of shares to participants at the end of the three-year

restrictive period is dependent on satisfaction of the performance

conditions and continued employment with SKYCITY. If a

participant resigns or is dismissed for misconduct or poor

performance before the end of the restrictive period, any unvested

shares will be forfeited, unless SKYCITY terminates the

employment of a group executive without cause, a group executive

ceases employment as a result of a material change to the terms

and conditions of his/her employment which results in a diminution

of that group executive’s role, status and responsibility in the

period of 12 months immediately preceding a performance testing

date or a group executive dies or ceases to be an employee due to

medical incapacity or permanent disability.

However, to support long term decision-making, execution of

strategy and to encourage strong succession planning by the Chief

Executive Officer, the Chief Executive Officer will continue to be

eligible to have shares transferred to him if he ceases employment

with SKYCITY for any reason (other than as a result of the

termination of employment by SKYCITY for cause, including for

serious misconduct) during the restrictive period and the

performance conditions are satisfied – in this situation, the

performance conditions will be tested on the performance testing

date as if his employment had not ceased.

As in the case of the PIP, in the event that a genuine error is made

by, or on behalf of, the Board or the company in determining a

participant’s entitlement under the 2018 LTI Plan, including where

the company’s or a third party’s financial statements are

subsequently required to be restated, the Board may seek to

recover from a participant the value of any shares erroneously

determined to have vested to that participant.

Until the restrictive period for the relevant shares has ended and

the relevant loan on those shares is repaid, a participant may not

sell those shares or use them as security for another loan.

The PIP and 2018 LTI Plan design was reviewed by Ernst & Young,

who confirmed the new plans aligned with SKYCITY’s business and

remuneration strategic goals.

To further align the group executives’ interests with those of

shareholders, each group executive is encouraged, over a period of

five years, to build up and retain shares in the company (acquired

under the PIP and/or 2018 LTI Share Plan) equivalent to at least

one year of their base salary.

The Chief Executive Officer’s employment agreement has been

amended to reflect his participation in the PIP and 2018 LTI Plan

and is available on the company’s website at www.

skycityentertainmentgroup.com.

GROUP EXECUTIVE REMUNERATION STRUCTURE

FIXED REMUNERATIONAT-RISK REMUNERATION

Fixed Annual Remuneration

Base salary, medical insurance and KiwiSaver

STI and Deferred STI under PIP

Reward for strong personal and business

financial performance during the performance

period

2018 LTI Plan

Reward for longer term company performance

VALUE DETERMINED BY

Individual skills, performance, experience and

contribution to the Group's performance

Consideration is also given to both internal

and external relativities to ensure that the level

of fixed remuneration is both competitive yet

appropriate for the organisation

Achievement of both financial (70%) and

non-financial (30%) performance based on:

(i) Group targets set by the Board and/or

business unit targets set by the Chief

Executive Officer; and

(ii) individual targets set by the Chief

Executive Officer

Tranche 1: Absolute TSR measure comparing

SKYCITY’s performance relative to cost of

equity

Tranche 2: Relative TSR measure comparing

SKYCITY’s performance against three equally

weighted tranches - NZX 50 index, ASX 200

index and Crown/Star

DELIVERED AS

Cash, provision of medical insurance and

KiwiSaver contributions

STI - cash

Deferred STI - restricted share rights, which

(subject to continued employment) vest in two

tranches - 12 and 24 months after STI cash

payment date

Shares, which (subject to continued

employment) vest 36 months after acquisition

AS CONSIDERATION FOR

To provide competitive remuneration in

recognition of the day-to-day accountabilities

of the position

To recognise and reward individual

performance and support the delivery of

annual targets of strategic objectives

The deferral into equity supports ongoing

performance and aligns the interests of

executives and shareholders

To reward performance over a multi-year

timeframe and align executive interests with

shareholders, ensuring executives act/behave

and control/manage in a way that adds

shareholder value in the longer term

77SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTOR AND EMPLOYEE REMUNERATION

EMPLOYEES ELIGIBLE TO PARTICIPATE IN THE PIP AND 2018 LTI PLAN
STI Scheme under PIPChief Executive Officer, other group executives, senior managers and managers

Deferred STI Scheme under PIPChief Executive Officer, other group executives and senior managers

LTI PlanChief Executive Officer and other group executives

DELIVERY TIMEFRAME OF THE PIP AND 2018 LTI PLAN

PERFORMANCE YEARBASE SALARYSTI CASH

1

DEFERRED STI (EQUITY)LTI (EQUITY)

FY2019FY19 BaseFY19 STI Cash

FY2020FY20 BaseFY20 STI CashFY19 Tranche 1

FY2021FY21 BaseFY21 STI CashFY20 Tranche 1FY19 Tranche 2

FY2022FY22 BaseFY22 STI CashFY21 Tranche 1FY20 Tranche 2FY19 LTI Vest

FY2023FY23 BaseFY23 STI CashFY22 Tranche 1FY21 Tranche 2FY20 LTI Vest

FY2024FY24 BaseFY24 STI CashFY23 Tranche 1FY22 Tranche 2FY21 LTI Vest

FY2025FY25 BaseFY25 STI CashFY24 Tranche 1FY23 Tranche 2FY22 LTI Vest

(1) STI cash payments are paid shortly after the end of the relevant financial year following completion of the external audit of the company’s year-end results.

REMUNERATION MIX FOR GROUP EXECUTIVES UNDER THE PIP AND 2018 LTI PLAN

The graph below shows the changes to the remuneration mix for the group executives at target. Under the new incentive arrangements, group

executives will be remunerated with a greater equity component than that which was delivered via the previous remuneration structure.

The new incentive arrangements introduce a change to the maximum outcomes achievable. Under the previous STI arrangements:

• the 150% maximum multiplier for the financial component is reached at 105% of budgeted performance – however, under the PIP, the

multiplier for the financial component (70% of the overall calculation) will remain at 150%, but the maximum will now only be reached at

or greater than 110% of budgeted performance; and

• the non-financial component (30% of the overall calculation) had a maximum multiplier of 125% - however, under the PIP, the non-financial

component will have a maximum multiplier of 150% for exceptional levels of personal performance.

Base Salary

(Cash)

STI (Cash)

DSTI (Equity)

LTI (Equity)

0%25%50%75%100%

REMUNERATION MIX AT TARGET

Chief Executive Officer - Former Scheme at Target

39%27%34%

Chief Executive Officer - New Scheme at Target

39%15%19%27%

Other Group Executives - Former Scheme at Target

55%22%23%

Other Group Executives - New Scheme at Target

57%17%14% 12%

Cash

Equity

0%25%50%75%100%

REMUNERATION MIX AT TARGET - CASH VS EQUITY

Chief Executive Officer - Former Scheme

66%34%

Chief Executive Officer - New Scheme

54%46%

Other Group Executives - Former Scheme

77%23%

Other Group Executives - New Scheme

75%25%

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 78

DIRECTOR AND EMPLOYEE REMUNERATION

79SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM
EMPLOYEE REMUNERATION

The numbers of employees or former employees of the company and its subsidiaries, not being directors of the company, who received

remuneration and other benefits in their capacity as employees, the value of which was in excess of $100,000 and was paid to those

employees during the financial year ended 30 June 2018, are listed below. Remuneration includes salary, short term cash bonuses and,

where applicable, health insurance premiums, sign on payments and the value of share rights and shares expensed (including PAYE and

PAYG on vested share rights but excluding accrued PAYE and PAYG on unvested share rights) during the financial year ended 30 June

2018. Remuneration shown below also includes settlement payments and payments in lieu of notice with respect to certain employees

upon their departure from the company.

REMUNERATION NUMBER OF EMPLOYEES

$100,000–$109,999 76

$110,000–$119,999 48

$120,000–$129,999 33

$130,000–$139,999 34

$140,000–$149,999 17

$150,000–$159,999 16

$160,000–$169,999 10

$170,000–$179,999 13

$180,000–$189,999 9

$190,000–$199,999 11

$200,000–$209,999 5

$210,000–$219,999 4

$220,000–$229,999 7

$230,000–$239,999 3

$240,000–$249,999 3

$250,000–$259,999 4

$260,000–$269,999 1

$280,000–$289,999 2

$300,000–$309,000 2

$320,000–$329,999 2

$330,000–$339,999 1

$340,000–$349,999 1

$350,000–$359,999 1

$370,000–$379,999 1

$380,000–$389,999 3

$420,000–$429,999 1

$460,000–$469,999 1

$480,000–$489,999 1

$490,000–$499,999 1

$500,000–$509,999 2

$510,000–$519,999 1

$550,000–$559,999 3

$580,000–$589,999 1

$620,000–$629,999 2

$810,000–$819,999 1

$850,000–$859,999 1

$890,000–$899,999 1

$1,050,000–$1,059,999 1

$1,550,000–$1,559,999 1

$2,220,000–$2,229,999 1

Total 326

DIRECTOR AND EMPLOYEE REMUNERATION

TWENTY LARGEST REGISTERED SHAREHOLDERS AS AT 1 SEPTEMBER 2018
NUMBER OF SHARES% OF SHARES

1. HSBC Custody Nominees (Australia) Limited 126,399,532 18.58%

2. HSBC Nominees (New Zealand) Limited - NZCSD 72,534,655 10.66%

3. HSBC Nominees (New Zealand) Limited A/C State Street - NZCSD 57,781,409 8.49%

4. JP Morgan Nominees Australia Limited 57,207,677 8.41%

5. Citibank Nominees (New Zealand) Limited - NZCSD 39,946,581 5.87%

6. Citicorp Nominees Pty Limited 23,475,006 3.45%

7. Accident Compensation Corporation - NZCSD 22,322,158 3.28%

8. JPMorgan Chase Bank NA NZ Branch - Segregated Clients Acct - NZCSD 20,774,867 3.05%

9. BNP Paribas Noms Pty Limited 17,238,972 2.53%

10. JPMorgan Nominees Australia Limited 15,291,185 2.25%

11. BNP Paribas Nominees (NZ) Limited - NZCSD 12,648,774 1.86%

12. ANZ Custodial Services New Zealand Limited - NZCSD 12,116,288 1.78%

13. National Nominees Limited 9,904,168 1.46%

14. Citicorp Nominees Pty Limited 9,314,839 1.37%

15. ANZ Wholesale Australasian Share Fund - NZCSD 7,287,952 1.07%

16. UBS Nominees Pty Limited 5,866,251 0.86%

17. New Zealand Depository Nominee Limited 5,657,127 0.83%

18. HSBC Nominees A/C NZ Superannuation Fund Nominees Limited - NZCSD 5,375,676 0.79%

19. BNP Paribas Nominees (NZ) Limited - NZCSD 5,222,610 0.77%

20. BNP Paribas Nominees Pty Limited 5,191,192 0.76%

Total 531,556,919 78.12%

Total ordinary shares on issue as at 1 September 2018 were 680,342,108 of which 5,515,841 were held in aggregate by Public Trust on behalf

of eligible and future participants pursuant to the SKYCITY Senior Executive Long Term Incentive Plan and 2018 SKYCITY Executive Long

Term Incentive Plan.

The ordinary shares are quoted on both the NZX Main Board and ASX under the ticker code ‘SKC’.

No shares were held by the company directly as treasury stock.

DISTRIBUTION OF ORDINARY SHARES AND REGISTERED SHAREHOLDINGS AS AT 1 SEPTEMBER 2018

NUMBER OF SHAREHOLDERS NUMBER OF SHARES

1–1,000 3,841 1,432,447

1,001–5,000 6,564 17,959,585

5,001–10,000 2,511 17,652,047

10,001–100,000 2,298 53,655,844

>100,000 132 589,642,185

Total 15,346 680,342,108

As at 1 September 2018, there were 1,158 shareholders (with a total of 58,887 shares) holding less than a marketable parcel of shares under

the ASX Listing Rules, based on the closing share price of A$3.72. The ASX Listing Rules define a marketable parcel of shares as a parcel of

shares of not less than A$500.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 80

SHAREHOLDER AND BONDHOLDER INFORMATION

SUBSTANTIAL SECURITY HOLDERS
The following persons had given notice as at 30 June 2018, in accordance with subpart 5 of Part 5 of the New Zealand Financial Markets

Conduct Act 2013, that they were substantial security holders in the company and held a relevant interest in the number of ordinary shares

shown below. The total number of listed voting securities of SKYCITY Entertainment Group Limited as at 30 June 2018 was 680,342,108.

Substantial security holder notices received since 30 June 2018 can be viewed at www.nzx.com/companies/SKC/announcements.

DATE OF

SUBSTANTIAL

SECURITY

NOTICE

RELEVANT

INTEREST IN

NUMBER OF

SHARES

% OF SHARES

HELD AT

DATE OF

NOTICE

Perpetual Limited 30 June 2017 46,999,542 7.20%

Commonwealth Bank of Australia 1 September 2017 47,028,632 7.047%

Lazard Asset Management Pacific Co 12 September 2017 50,152,982 7.515%

Investors Mutual Limited 5 December 2017 48,485,763 7.43%

BlackRock, Inc 20 March 2018 41,695,222 6.129%

Sumitomo Mitsui Trust Holdings, Inc 11 May 2018 34,738,762 5.15%

BONDS

On 28 September 2015, the company issued 125 million unsubordinated, unsecured, redeemable, fixed rate, seven year bonds at an issue

price of $1 per bond. The bonds pay a fixed rate of interest of 4.65% per annum until the maturity date and are quoted on the NZX Debt

Market under the ticker code ‘SKC040’.

TWENTY LARGEST REGISTERED BONDHOLDERS AS AT 1 SEPTEMBER 2018

NUMBER OF BONDS% OF BONDS

1. Investment Custodial Services Limited 13,778,000 11.02%

2. FNZ Custodians Limited 13,640,000 10.91%

3. Forsyth Barr Custodians Limited 11,682,000 9.35%

4. Custodial Services Limited 10,486,000 8.39%

5. ANZ Custodial Services New Zealand Limited - NZCSD 8,111,000 6.49%

6. Custodial Services Limited 5,486,000 4.39%

7. Custodial Services Limited 5,475,000 4.38%

8. Custodial Services Limited 2,809,000 2.25%

9. Tea Custodians Limited Client Property Trust Account - NZCSD 2,100,000 1.68%

10. Lynette Therese Erceg, Darryl Edward Gregory & Catherine Agnes Quinn 2,000,000 1.60%

11. Tappenden Holdings Limited 2,000,000 1.60%

12. Citibank Nominees (New Zealand) Limited - NZCSD 1,800,000 1.44%

13. Custodial Services Limited 1,792,000 1.43%

14. Custodial Services Limited 1,775,000 1.42%

15. BNP Paribas Nominees (NZ) Limited - NZCSD 1,275,000 1.02%

16. Forsyth Barr Custodians Limited 1,118,000 0.89%

17. JBWere (NZ) Nominees Limited 963,000 0.77%

18. Investment Custodial Services Limited 800,000 0.64%

19. BNP Paribas Nominees (NZ) Limited - NZCSD 755,000 0.60%

20. BGS Trustee Limited 750,000 0.60%

Total 88,595,000 70.87%

DISTRIBUTION OF BONDS AND REGISTERED HOLDINGS AS AT 1 SEPTEMBER 2018

NUMBER OF BONDHOLDERSNUMBER OF BONDS

1,001–5,000 79 395,000

5,001–10,000 203 1,961,000

10,001–100,000 685 24,033,000

>100,000 67 98,611,000

Total 1,034 125,000,000

81SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

SHAREHOLDER AND BONDHOLDER INFORMATION

INTERESTS REGISTER
Disclosure of Directors’ Interests

Section 140(1) of the New Zealand Companies Act 1993 requires a director of a company to disclose certain interests. Under subsection (2) a director

can make disclosure by giving a general notice in writing to the company of a position held by a director in another named company or entity.

The following are particulars included in the company’s Interests Register as at 30 June 2018 (notices given by directors during the financial year

ended 30 June 2018 are marked with an asterisk):

Rob Campbell

King Tide Asset Management Limited Director and

Shareholder

Precinct Properties New Zealand Limited Director and

Shareholder

RC Custodian Limited Director

Summerset Group Holdings Limited Chair and

Shareholder

Tourism Holdings Limited Chair and

Shareholder

Tutanekai Investments Limited Director and

Shareholder

WEL Networks Limited Chair

Bruce Carter

ASC Pty Limited Chair

Aventus Capital Limited Chair

Badge Management Pty Limited Director

Bank of Queensland Limited Director

Cobbadah Pty Limited Director

Eudunda Farmers Limited Director

Ferrier Hodgson Consultant

Genesee & Wyoming Australia Pty Limited Director

Genesee and Wyoming Inc (US) Director*

Brent Harman

Harman Investments Limited Director and

Shareholder

Sue Suckling

ECL Group Limited Chair

Insurance & Financial Services

Ombudsman Scheme Commission Chair*

Jacobsen Holdings Limited Chair

Jade Software Corporation Limited Chair

Lincoln Hub Establishment Board Chair

New Zealand Qualifications Authority Chair

Sue Suckling Holdings Limited Managing

Director

Richard Didsbury

Brick Bay Wines Limited Director

Brick Bay Development Trust Trustee

Brick Bay Investments Trust Trustee

Brick Bay Trustee Limited Director

Kiwi Property Group Limited Director

NX2 GP Limited Chair

NX2 Hold GP Limited Chair

Whisper Cove Heights Limited Director

Jennifer Owen

Aspire Child Care (Mascot) Pty Ltd Director

Owen Gaming Research Principal

Murray Jordan

Chorus Limited Director

Metcash Limited Director

Real Clarity Limited Director and

Shareholder

Starship Foundation Trustee

Stevenson Group Limited Director

The following details included in the Interests Register as at 30 June 2017, or entered during the financial year ended 30 June 2018, have been

removed during the financial year ended 30 June 2018:

• Rob Campbell is no longer a director of Committee for Auckland Limited;

• Bruce Carter is no longer a director of certain subsidiaries of Bank of Queensland Limited;

• Sue Suckling is no longer the chair of Callaghan Innovation Research Limited; and

• Richard Didsbury is no longer a director of Auckland International Airport Limited.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 82

DIRECTORS' DISCLOSURES

DIRECTORS’ AND SENIOR MANAGERS’ INDEMNITIES
Indemnities have been given to directors and senior managers of the company and its subsidiaries to cover acts or omissions of those persons in

carrying out their duties and responsibilities as directors and senior managers.

DISCLOSURE OF DIRECTORS’ INTERESTS IN SHARE TRANSACTIONS

Directors disclosed, pursuant to section 148 of the New Zealand Companies Act 1993, the following acquisitions and disposals of relevant interests

in SKYCITY shares during the period to 30 June 2018:

DATE OF

ACQUISITION/

DISPOSAL

DURING PERIOD

CONSIDERATION

SHARES

ACQUIRED/

(DISPOSED)

Rob Campbell 10 August 2017 $3.95 per share 25,000

(1)

15 September 2017 $3.6782 per share

(2)

1,265

(1)

16 March 2018 $3.7726 per share

(2)

1,265

(1)

Sue Suckling 15 September 2017 $3.6782 per share

(2)

940

(3)

16 March 2018 $3.7726 per share

(2)

940

(3)

Richard Didsbury 15 September 2017 $3.6782 per share

(2)

907

16 March 2018 $3.7726 per share

(2)

907

Jennifer Owen 15 September 2017 A$3.4200 per share 20,000

(4)

Murray Jordan 8 September 2017 $3.7829 per share 8,000

(5)

15 September 2017 $3.6782 per share

(2)

325

(5)

16 March 2018 $3.7726 per share

(2)

522

(5)

Chris Moller

(6)

15 September 2017 $3.6782 per share

(2)

1,896

(1) Shares held by FNZ Custodians Limited on behalf of Tutanekai Investments Limited.

(2) Shares issued under the SKYCITY Dividend Reinvestment Plan.

(3) Shares held by the trustees of The Sue Suckling Family Trust.

(4) Shares held by the trustees of the Owen & Paull Retirement Fund.

(5) Shares held by the trustees of Endeavour Trust.

(6) Chris Moller retired as a director effective 31 December 2017.

DISCLOSURE OF DIRECTORS’ INTERESTS IN SHARES

Directors disclosed the following relevant interests in SKYCITY shares as at 30 June 2018:

SHARES

BENEFICIALLY HELD

Rob Campbell 52,530

(1)

Bruce Carter 64,618

(2)

Brent Harman 49,808

(3)

Sue Suckling 39,051

(4)

Richard Didsbury 37,660

Jennifer Owen 35,000

(5)

Murray Jordan 21,700

(6)

(1) Shares held by FNZ Custodians Limited on behalf of Tutanekai Investments Limited.

(2) Shares held by Tarquay Pty Limited on trust for Tarquay Superannuation Fund.

(3) Shares held by Forbar Nominees Limited.

(4) Shares held by the trustees of The Sue Suckling Family Trust.

(5) Shares held by the trustees of the Owen & Paull Retirement Fund.

(6) Shares held by the trustees of Endeavour Trust.

83

SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

DIRECTORS' DISCLOSURES

STOCK EXCHANGE LISTINGS
SKYCITY Entertainment Group Limited is a listed issuer with ordinary

shares quoted on both the NZX Main Board and ASX (in each case,

under the ticker code ‘SKC’) and bonds quoted on the NZX Debt

Market (under the ticker code ‘SKC040’).

SKYCITY Entertainment Group Limited has been designated as ‘Non-

Standard’ by the NZX due to the nature of the company’s constitution.

In particular, the constitution places restrictions on the transfer of

shares in the company in certain circumstances and provides that votes

and other rights attached to shares may be disregarded and shares may

be sold if these restrictions are breached, as more particularly

described on page 85 of this annual report.

SKYCITY is listed as a ‘Foreign Exempt Listing’ on the ASX.

SKYCITY ENTERTAINMENT GROUP LIMITED

The following persons held office as directors of SKYCITY

Entertainment Group Limited as at 30 June 2018:

Rob Campbell (Chairman) Bruce Carter (Deputy Chairman)

Brent Harman Sue Suckling

Richard Didsbury Jennifer Owen

Murray Jordan

SUBSIDIARY COMPANIES

Subsidiary Company Directorships

The following persons held office as directors of subsidiaries of

SKYCITY Entertainment Group Limited as at 30 June 2018:

New Zealand Subsidiaries

DirectorsGraeme Stephens, Jo Wong

CompaniesNew Zealand International Convention Centre

Limited

Otago Casinos Limited

Queenstown Casinos Limited

SKYCITY Action Management Limited

SKYCITY Auckland Holdings Limited

SKYCITY Auckland Limited

SKYCITY Casino Management Limited

SKYCITY Hamilton Limited

SKYCITY International Holdings Limited

SKYCITY Investments Australia Limited

SKYCITY Investments Queenstown Limited

SKYCITY Management Limited

SKYCITY Wellington Limited

Sky Tower Limited

Overseas Subsidiaries

DirectorsGraeme Stephens, Jo Wong

CompaniesHorizon Tourism Limited

SKYCITY Investment Holdings Limited

DirectorsGraeme Stephens, Jo Wong, Bruce Carter,

David Christian

CompaniesSKYCITY Adelaide Pty Limited

SKYCITY Australia Finance Pty Limited

SKYCITY Australia Pty Limited

SKYCITY Darwin Pty Limited

SKYCITY Treasury Australia Pty Limited

Rob Hamilton and Peter Treacy ceased to be directors of Horizon

Tourism Limited and SKYCITY Investment Holdings Limited on

31 August 2017.

Non-wholly Owned Company Directorships

As at 30 June 2018, SKYCITY also had an interest in, and was

represented by a SKYCITY representative on the boards of, the

New Zealand companies listed below:

RepresentativeStacey Dutton

CompaniesLets Play Live Media Limited

TNZ Esports Limited

Sonya Crosby ceased to be a director of Lets Play Live Media Limited

and TNZ Esports Limited on 26 January 2018.

WAIVERS FROM THE NEW ZEALAND AND AUSTRALIAN

STOCK EXCHANGES

The following waivers from the NZX and ASX Listing Rules were either

granted and published by NZX or ASX (as the case may be) within, or

relied upon by the company during, the 12-month period preceding the

balance date:

• on 9 February 2011, NZX granted SKYCITY a waiver from NZX

Listing Rule 7.11.1 (which requires allotment to occur within five

business days following the latest date on which applications for

securities close) in relation to the allotment of shares pursuant to

the company’s Dividend Reinvestment Plan

All other waivers granted prior to the 12-month period preceding the

balance date had ceased to have effect or were not relied upon during

the period.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 84

COMPANY DISCLOSURES

VOTING RIGHTS ATTACHED TO SECURITIES
Each share gives the holder a right to attend and vote at a meeting of

shareholders. Holders have the right to cast one vote per share on a

poll of any resolution put to the shareholders.

There are no voting rights attached to SKYCITY’s debt securities.

However, bond holders are welcome to attend the annual meeting

of shareholders.

LIMITATIONS ON ACQUISITIONS OF ORDINARY

SHARES

The company’s constitution contains various provisions which are

included to take into account the application of the:

• Gambling Act 2003 (New Zealand);

• Casino Act 1997 (South Australia);

• Gaming Control Act (Northern Territory); and

• legislation providing for the establishment, operation and

regulation of casinos in any other jurisdiction in which SKYCITY or

any of its subsidiaries may hold a casino licence.

SKYCITY needs to ensure when it participates in gaming activities that:

• it has the power under its constitution to take such action as may

be necessary to ensure that its suitability to do so in a particular

jurisdiction is not affected by the identity or actions (including

share dealings) of a shareholder; and

• there are appropriate protections to ensure that persons do not

gain positions of significant influence or control over SKYCITY or

its business activities without obtaining any necessary statutory or

regulatory approvals in those jurisdictions.

Accordingly, the constitution contains the following provisions

restricting the acquisition of shares in the company to achieve this.

Clause 12.11 of the constitution provides that if a transfer of shares

results in the transferee, and the persons associated with that

transferee:

• holding more than 5% of the shares in SKYCITY; or

• increasing their combined holding further beyond 5% if:

– they already hold more than 5% of the shares in SKYCITY; and

– the transferee has not been approved by the relevant regulatory

authority as an associated casino person of any casino licence

holder,

then the votes attaching to all shares held by the transferee and the

persons associated with that transferee are suspended unless and until

either:

• each regulatory authority advises that approval is not needed; or

• any regulatory authority which determines that its approval is

required approves the transferee, together with the persons

associated with that transferee, as an associated casino person of

any applicable casino licence holder; or

• the Board of the company is satisfied that registration of the

proposed transfer will not prejudice any casino licence; or

• the transferee and the persons associated with that transferee

dispose of such number of SKYCITY shares as will result in their

combined holding falling below 5% or, if the regulatory authorities

approve in respect of the transferee and the persons associated

with that transferee a higher percentage, the lowest such

percentage approved by the regulatory authorities.

If a regulatory authority does not grant its approval to the proposed

transfer, SKYCITY may sell such number of the shares held by the

transferee and by any persons associated with that transferee, as may

be necessary to reduce their combined shareholding to a level that will

not result in the transferee and the persons associated with that

transferee being an associated person of that casino licence holder.

The power of sale can only be exercised if SKYCITY has given one

month’s notice to the transferee of its intention to exercise that power

and the transferee has not, during that one month period, transferred

the requisite number of shares in SKYCITY to a person who is not

associated with the transferees.

During the financial year ended 30 June 2018, the Board considered all

such transfers and was satisfied in each case that the registration of the

relevant transfer would not prejudice any casino licence.

DONATIONS

Donations of $57,563.50 were made by the company during the

financial year ended 30 June 2018 ($27,171 during the financial year

ended 30 June 2017).

REVIEW OF OPERATIONS AND ACTIVITIES

A detailed review of the operations and activities of the company for

the financial year ended 30 June 2018 is set out in the Chairman’s

Review on pages 14 and 15 of this annual report and Management’s

Review on pages 24 to 29 of this annual report.

OTHER LEGISLATION AND REQUIREMENTS

General limitations on the acquisition of securities imposed by the

jurisdiction in which SKYCITY is incorporated (ie. New Zealand law) are

outlined in the following paragraphs.

Other than the provisions included in the company's constitution, the

only significant restrictions or limitations in relation to the acquisition of

securities are those imposed by New Zealand laws relating to takeover,

overseas investment and competition.

The New Zealand Takeovers Code creates a general rule under which

the acquisition of more than 20% of the voting rights in SKYCITY, or the

increase of an existing holding of 20% or more of the voting rights in

SKYCITY, 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

shares in the company.

85SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

COMPANY DISCLOSURES

The New Zealand Overseas Investment Act 2005 and the Overseas
Investment Regulations 2005 regulate certain investments in

New Zealand by overseas persons. In general terms, the consent of the

New Zealand Overseas Investment Office is likely to be required when

an ‘overseas person’ acquires shares or an interest in shares in

SKYCITY Entertainment Group Limited that amount to 25% or more

of the shares issued by the company or, if the overseas person already

holds 25% or more, the acquisition increases that holding.

The New Zealand Commerce Act 1986 is likely to prevent a person

from acquiring shares in SKYCITY if the acquisition would have, or

would be likely to have, the effect of substantially lessening competition

in a market.

ESCROW AND BUY-BACK ARRANGEMENTS

SKYCITY Entertainment Group Limited has no securities subject to an

escrow arrangement.

From time to time, the Public Trust acquires shares in the company

on-market for the purposes of the company's long term incentive

employee plans as detailed in the Director and Employee Remuneration

section in this annual report. In addition, SKYCITY (or a nominee or

agent of SKYCITY) may, from time to time, acquire existing shares in the

company to satisfy its obligations to participating shareholders under

the company’s Dividend Reinvestment Plan established in February

2011. As at the date of this annual report, the company does not have in

place an on-market share buy-back programme.

CREDIT RATING

As at the date of this annual report, SKYCITY Entertainment Group

Limited has a Standard & Poor’s BBB– rating with a stable outlook.

FINAL DIVIDEND

In respect of the financial year ended 30 June 2018, a final dividend of

10 cents per share was paid on 14 September 2018 to all shareholders

on the company’s register at the close of business on 31 August 2018.

The company’s Dividend Reinvestment Plan (established in February

2011) was applied to this final dividend with no discount. Full details of

the company’s Dividend Reinvestment Plan are available in the Investor

Centre section of the company’s website at

www.skycityentertainmentgroup.com.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 86

COMPANY DISCLOSURES

FOR THE YEAR ENDED 30 JUNE 2018
These financial statements were signed on 7 August 2018

on behalf of the Board of directors of SKYCITY Entertainment Group Limited by:

Rob Campbell Bruce Carter

Chairman Deputy Chairman and Chairman of the

Audit and Risk Committee

INDEPENDENT AUDITOR’S REPORT
To the shareholders of SKYCITY Entertainment Group Limited

The financial statements comprise:

• the balance sheet as at 30 June 2018;

• the income statement for the year then ended;

• the statement of comprehensive income for the year then ended;

• the statement of changes in equity for the year then ended;

• the statement of cash flows for the year then ended; and

• the notes to the financial statements, which include a summary of significant accounting policies.

OUR OPINION

In our opinion, the financial statements of SKYCITY Entertainment Group Limited (the Company), including its subsidiaries (the Group), present

fairly, in all material respects, the financial position of the Group as at 30 June 2018, its financial performance and its cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards (IFRS).

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs NZ) and International Standards on Auditing

(ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements

section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for Assurance Practitioners

(PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code

of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of tax compliance, tax advisory, accounting assistance and executive benchmarking

assistance. The provision of these other services has not impaired our independence as auditor of the Group.

OUR AUDIT APPROACH

Overview

An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.

Overall Group materiality: $11.6 million, which represents 5% of profit before tax.

We chose profit before tax as the benchmark because, in our view, it is the benchmark against which the performance of

the Group is most commonly measured by users, and is a generally accepted benchmark.

We have determined that there are two key audit matters:

• Consideration of the carrying value of goodwill and casino licence intangible assets

• Accounting for liquidated damages.

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group materiality for the

financial statements as a whole as set out above. These, together with qualitative considerations, helped us to determine the scope of our audit,

the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and in aggregate on the financial

statements as a whole.

Our audit approach

Overview

An audit is designed to obtain reasonableassurance whether the financial

statements are free from material misstatement.

Overall group materiality: $9.7 million, which represents 5% of profit before

tax, excluding the impact of the impairment charge of $99.5 million made in

relation to Darwin goodwill.

We chose profit before tax as the benchmark because, inourview,itisthe

benchmark against which the performance of the Group is mostcommonly

measured by users, and isagen

erallyaccepted benchmark. The impact of the

impairment charge was excluded from our materiality assessment asaone-off,

non-cash expense which does not impact the underlying performance of the

Group and therefore would not beconsidered by users inmeasuring the

performance of the Group.

Materiality

Audit Scope

Key Audit

matters

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 88

INDEPENDENT AUDITOR'S REPORT

Audit scope
We designed our audit by assessing the risks of material misstatement in the financial statements and our application of materiality. As in all of our

audits, we also addressed the risk of management override of internal controls including among other matters, consideration of whether there was

evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole,

taking into account the structure of the Group, the accounting processes and controls, and the industry in which the Group operates.

The structure of the Group means the majority of the audit work for the Group is performed by the New Zealand Group audit team. We also utilise

audit teams in Australia for specified procedures, as directed by the New Zealand Group audit team where local knowledge of the trading

environment or the legal and regulatory environment is required.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the

current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon,

and we do not provide a separate opinion on these matters.

Key audit matterHow our audit addressed the key audit matter

Consideration of the carrying value of goodwill and

casino licence intangible assets

The Group has goodwill and casino licence intangible assets

totalling $799.4 million.

As noted in note 16 to the financial statements an

assessment of the value in use of the goodwill and indefinite

life casino licence intangible assets was made using

discounted cash flow forecasts (DCF) for each cash

generating unit (CGU).

In preparing the DCFs management have made a number of

judgements that can influence the value. The most significant

of these judgements are disclosed within note 16 to the

financial statements.

In addition, as disclosed within note 16 of the financial

statements an impairment assessment was also performed in

relation to the Adelaide CGU which includes a definite life

casino licence intangible asset using a DCF model.

The assessments performed resulted in a conclusion that

there was no impairment associated with any goodwill and

casino licence intangible assets.


We performed our own assessment of the DCF models used in the impairment

assessment.

In relation to the forecast cash flows we performed the following procedures:

• compared the forecast cash flows used to the Board approved business

plan;

• understood the processes undertaken, controls over and basis for preparing

the forecasts;

• considered key assumptions, in particular the estimated future growth rates,

by comparing expectations of underlying inflation;

• engaged our valuation expert to assist in our assessment of the discount

rates and the terminal growth rates used in the model;

• compared historical performance against budget, investigated material

differences and considered the impact on future cash flow forecasts; and

• performed a sensitivity analysis on the forecast cash flows to determine

whether a reasonably possible change in assumptions could lead to a

conclusion the intangible asset is impaired.

In relation to the Adelaide forecast we also understood and assessed the

commercial prospects of achieving future plans by agreeing these to detailed

supporting analyses prepared by management and comparing these against

historic information for the Adelaide casino and industry.

We also considered the appropriateness of disclosures in relation to the valuation

of intangible assets and associated impairment testing performed.

As a result of our procedures, we did not propose any adjustments.

89SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

INDEPENDENT AUDITOR'S REPORT

Key audit matterHow our audit addressed the key audit matter
Accounting for liquidated damages

The Group has withheld liquidated damages from progress

claims owing to Fletcher Construction Company Limited

(FCC) under the contract to build the New Zealand

International Convention Centre (NZICC). As disclosed in

note 27 (b) to the financial statements, as at 30 June 2018,

the Group has withheld amounts totalling $26.9 million.

The amount withheld is recognised as a liability in the

balance sheet.

The Group has withheld these amounts as it considers that it

has the right to these funds under the liquidated damages

provisions in the construction contract with FCC.

The accounting treatment of liquidated damages requires

judgement. The critical judgment made by the Directors is

whether the recovery of the liquidated damages is probable

or virtually certain.

At 30 June 2018, the Directors have concluded that the

recovery is probable but not virtually certain as FCC have

notified SKYCITY that they dispute SKYCITY’s right to these

liquidated damages. Therefore the liquidated damages have

been disclosed as a contingent asset in note 27 (b) of the

financial statements and have not been recognised as

income in the income statement.

We reviewed the contract for the construction of the NZICC, noting a number

of separate delivery milestones and the right to liquidated damages if certain

milestones are not met.

We reviewed management's paper summarising the current status of the

liquidated damages, supporting invoices and progress claims. We challenged

management’s rationale behind the judgment applied in terms of meeting the

probable threshold and not the virtually certain threshold. In particular, we

considered the contract terms for the build and the fact that SKYCITY’s right to

retain these liquidated damages is disputed by FCC.

We reviewed the disclosure in the financial statements to ensure that this is

compliant with the requirements of the New Zealand accounting standards.

As a result of these procedures, we have concluded that the accounting

treatment is appropriate and appropriate disclosures have been made in

Note 27 (b).

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT

The Directors are responsible for the annual report. Our opinion on the financial statements does not cover the other information included in the

annual report and we do not, and will not express any form of assurance conclusion on the other information. At the time of our audit, there was no

other information available to us.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the

other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be

materially misstated. If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report,

we conclude that there is a material misstatement of this other information, we are required to report that fact.

RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL STATEMENTS

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in accordance with

NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are

free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as

applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the

Group or to cease operations, or have no realistic alternative but to do so.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 90

INDEPENDENT AUDITOR'S REPORT

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the 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 conducted in accordance with ISAs NZ and ISAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to

influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/auditreport-1/

This description forms part of our auditor’s report.

WHO WE REPORT TO

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might state those matters

which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or

assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our audit work, for this report or for the

opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Leopino Foliaki.

For and on behalf of:

Chartered Accountants Auckland

7 August 2018

91SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

INDEPENDENT AUDITOR'S REPORT

CONSOLIDATED
FOR THE YEAR ENDED 30 JUNE 2018NOTES

2018

$’000

2017

$’000

Gaming win plus non-gaming revenue 3 1,094,566 1,021,259

Less gaming GST 3 (99,987) (93,959)

Revenue

3 994,579 927,300

Other income 4 2,608 767

Share of losses from associates (347) –

Employee benefits expense (322,563) (306,513)

Other expenses 5 (172,806) (152,486)

Directors fees (1,273) (1,161)

Gaming taxes (41,950) (41,860)

Direct consumables (70,787) (69,155)

Marketing and communications (27,839) (29,453)

Community contributions, levies and sponsorships (20,095) (20,429)

Fair value adjustment to investment property 11 (799) –

Earnings Before Interest, Taxes, Depreciation and Amortisation Expenses (EBITDA) 338,728 307,010

Depreciation and amortisation expense 5 (94,377) (95,049)

Impairment of goodwill 16 – (99,486)

Earnings Before Interest and Tax (EBIT)

244,351 112,475

Net finance costs 8 (12,458) (16,712)

Profit Before Income Tax

231,893 95,763

Income tax expense 12 (62,374) (50,901)

Profit for the Year Attributable to Shareholders of the Company 169,519 44,862

Earnings per share for Profit Attributable

to the Shareholders of the Company

CENTSCENTS

Attributable to continuing operations:

Basic earnings per share 6 25.3 6.8

Diluted earnings per share 6 25.3 6.7

The above income statement should be read in conjunction with the accompanying notes.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 92

INCOME STATEMENT

CONSOLIDATED
FOR THE YEAR ENDED 30 JUNE 2018

2018

$’000

2017

$’000

Profit for the Year 169,519 44,862

Other Comprehensive Income

Items that may be Reclassified Subsequently to Profit or Loss

Exchange differences on translation of overseas subsidiaries 8,436 2,154

Cash Flow Hedge Reserve

Cash flow hedges – revaluations (18,241) (11,092)

Cash flow hedges – transfer to finance costs 8,376 10,952

Cash flow hedges – income tax 2,855 89

Cost of Hedging Reserve

Cost of hedging reserve – costs incurred (2,757) –

Cost of hedging reserve – income tax 772 –

Other Comprehensive (Loss) for the Year, Net of Tax (559) 2,103

Total Comprehensive Income for the Year Attributable to Shareholders of the Company 168,960 46,965

The above statement of comprehensive income should be read in conjunction with the accompanying notes.

93SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED
AS AT 30 JUNE 2018NOTES

2018

$’000

2017

$’000

ASSETS

Current Assets

Cash and bank balances 18 75,955 56,727

Receivables and prepayments 17 23,379 17,363

Derivative financial instruments 22 – 8,097

Inventories 7,570 7,037

Current tax receivables 4,799 2,068

Non-current assets classified as held for sale 19 22,175 –

Total current assets 133,878 91,292

Non-current Assets

Property, plant and equipment 15 1,498,610 1,324,577

Intangible assets 16 831,833 819,025

Investment properties 11 35,300 –

Investments accounted for using the equity method 2,290 –

Derivative financial instruments 22 42,597 43,417

Total non-current assets 2,410,630 2,187,019

Total Assets 2,544,508 2,278,311

LIABILITIES

Current Liabilities

Payables 20 192,679 136,570

Interest bearing liabilities 9 – 102,375

Current tax liabilities 7,376 13,741

Derivative financial instruments 22 534 2,554

Total current liabilities 200,589 255,240

Non-current Liabilities

Interest bearing liabilities 10 508,453 289,404

Provisions 3,288 2,943

Derivative financial instruments 22 28,770 24,307

Deferred tax liabilities 13 84,547 80,021

Deferred licence value 16 560,835 555,459

Total non-current liabilities 1,185,893 952,134

Total Liabilities 1,386,482 1,207,374

Net Assets 1,158,026 1,070,937

EQUITY

Share capital 21 1,152,260 1,100,792

Reserves (63,929) (63,370)

Retained earnings 69,695 33,515

Total Equity 1,158,026 1,070,937

The above balance sheet should be read in conjunction with the accompanying notes.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 94

BALANCE SHEET

FOR THE YEAR ENDED 30 JUNE 2018NOTES
SHARE

CAPITAL

$’000

HEDGING

RESERVE

$’000

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$’000

COST OF

HEDGING

RESERVE

$’000

RETAINED

EARNINGS

$’000

TOTAL

EQUITY

$’000

CONSOLIDATED

Balance as at 1 July 2016 1,055,737 (14,430) (51,043) – 122,778 1,113,042

Total comprehensive income/(expense) – (51) 2,154 – 44,862 46,965

Dividends provided for or paid 7 – – – – (134,125) (134,125)

Shares issued under

dividend reinvestment plan 21 44,511 – – – – 44,511

Share rights issued for employee service 21 736 – – – – 736

Net purchase of treasury shares 21 (192) – – – – (192)

Balance as at 30 June 2017 1,100,792 (14,481) (48,889) – 33,515 1,070,937

Balance as at 1 July 2017 1,100,792 (14,481) (48,889) – 33,515 1,070,937

Total comprehensive income/(expense) – (7,010) 8,436 (1,985) 169,519 168,960

Dividends provided for or paid 7 – – – – (133,339) (133,339)

Shares issued under

dividend reinvestment plan 21 48,257 – – – – 48,257

Share rights issued for employee service 21 2,983 – – – – 2,983

Net purchase of treasury shares 21 228 – – – – 228

Balance as at 30 June 2018 1,152,260 (21,491) (40,453) (1,985) 69,695 1,158,026

The above statement of changes in equity should be read in conjunction with the accompanying notes.

95SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

STATEMENT OF CHANGES IN EQUITY

CONSOLIDATED
FOR THE YEAR ENDED 30 JUNE 2018NOTES

2018

$’000

2017

$’000

Cash Flows from Operating Activities

Receipts from customers 988,412 938,820

Payments to suppliers and employees (577,390) (567,951)

411,022 370,869

Gaming taxes and levies paid (59,189) (60,933)

Income taxes paid (62,744) (30,412)

Net Cash Inflow from Operating Activities 29 289,089 279,524

Cash Flows from Investing Activities

Purchase of/proceeds from property, plant and equipment (206,466) (154,617)

Payments for investment property (36,099) –

Payments for associates (2,637) –

Payments for intangible assets (8,589) (3,970)

Net Cash Outflow from Investing Activities (253,791) (158,587)

Cash Flows from Financing Activities

Cash flows associated with derivatives 22 9,736 (5,028)

New borrowings 10 206,956 10,000

Repayment of borrowings 10 (112,459) (38,972)

Net purchase of treasury shares 21 228 (192)

Dividends paid to company shareholders 7 (85,082) (89,614)

Interest paid (35,449) (30,713)

Net Cash Outflow from Financing Activities (16,070) (154,519)

Net Increase/(Decrease) in Cash and Bank Balances 19,228 (33,582)

Cash and bank balances at the beginning of the year 56,727 90,309

Cash and Cash Equivalents at End of Year 18 75,955 56,727

The above statement of cash flows should be read in conjunction with the accompanying notes.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 96

STATEMENT OF CASH FLOWS

1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SKYCITY Entertainment Group Limited (SKYCITY or the company and its subsidiaries or the Group) operates in the gaming, entertainment,

hotel, convention, hospitality, recreation, and tourism sectors. The Group has operations in New Zealand and Australia.

SKYCITY is a limited liability company incorporated and domiciled in New Zealand. The address of its registered office is Federal House,

86 Federal Street, Auckland. The company is dual-listed on the New Zealand and Australian stock exchanges.

These consolidated financial statements were approved for issue by the Board of directors on 7 August 2018.

In preparing these financial statements SKYCITY has adopted 'streamlined' reporting. Streamlined reporting aims to present the financial

statements in a more logical manner and eliminate unnecessary information. This approach is supported by the New Zealand Financial

Markets Authority.

(a) Basis of Preparation

The financial statements of the Group have been prepared in accordance with Generally Accepted Accounting Practice ('GAAP'). They comply

with New Zealand Equivalents to International Financial Reporting Standards (‘NZ IFRS’) and other applicable Financial Reporting Standards,

as applicable for-profit entities. The financial statements also comply with International Financial Reporting Standards (‘IFRS’).

The Group has a negative working capital balance. The Group has significant available undrawn committed banking facilities totalling $625 million

as at 30 June 2018 (refer to note 10) and has the ability to fully pay all debts as they fall due.

The Group is designated as a for-profit entity for financial reporting purposes.

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of the Group as at 30 June 2018 and the results of

all subsidiaries for the year then ended.

Statutory Base

SKYCITY Entertainment Group Limited is a company registered under the Companies Act 1993 and is an FMC reporting entity under Part 7 of

the Financial Markets Conduct Act 2013. The financial statements of the Group have been prepared in accordance with the requirements of Part 7

of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

Measurement Basis

These financial statements have been prepared under the historical cost convention, as modified by the revaluation of financial assets and liabilities

and investment properties (including derivative instruments) at fair value through profit or loss.

Critical Accounting Estimates and Judgements

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

judgement in the process of applying the Group’s accounting policies. Judgement is used in the determination of recoverable amount (or value

in use) of goodwill and indefinite useful life casino licences.

The Group tests annually whether goodwill and indefinite useful life licences have suffered any impairment, in accordance with the accounting

policy stated in note 16. The recoverable amounts of cash-generating units have been determined based on value in use calculations.

These calculations require the use of estimates.

There is sufficient headroom between the value in use calculations and the carrying value of the remaining assets that significant changes in the

assumptions used would not require an impairment.

Judgement has been used in determining the appropriate accounting for liquidated damages, as outlined in note 27.

(b) Principles of Consolidation

Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is

exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over

the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date

that control ceases.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also

eliminated. When necessary, amounts reported by subsidiaries have been adjusted to conform with the Group's accounting policies.

97SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(c) Foreign Currency Translation
(i) Functional and Presentation Currency

Items included in the financial statements of each of the company's operations are measured using the currency that best reflects the economic

substance of the underlying events and circumstances relevant to that operation (functional currency). The consolidated financial statements are

presented in New Zealand dollars which is the Group's presentation currency.

(ii) Transactions and Balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.

Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of

monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement, except when deferred in other

comprehensive income as qualifying cash flow hedges and qualifying net investment hedges.

Translation differences on financial assets and liabilities carried at fair value through profit and loss are recognised in profit or loss as part of the fair

value gain or loss. Translation differences on non-monetary financial assets such as equity classified at fair value through other comprehensive

income are included in other comprehensive income.

(iii) Foreign Operations

The results and financial position of foreign entities (none of which has the currency of a hyperinflationary economy) that have a functional currency

different from the presentation currency are translated into the presentation currency as outlined below:

• assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;

• income and expenses for each income statement are translated at average exchange rates; and

• all resulting exchange differences are recognised in other comprehensive income.

Exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other currency instruments

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

At 30 June 2018, there was a $19.8 million debit balance in the Foreign Currency Translation Reserve associated with SKYCITY Darwin.

(d) Goods and Services Tax (GST)

The Income Statement, Statement of Cash Flows and Statement of Changes in Equity have been prepared so that all components are stated

exclusive of GST. All items in the Balance Sheet are stated net of GST, with the exception of receivables and payables, which include GST invoiced.

(e) Statement of Cash Flows

Cash flows associated with derivatives that are part of a hedging relationship are off-set against cash flows associated with the hedged item.

(f) New Accounting Standards Adopted in the Year

There have been no significant changes in accounting policies during the current year. Accounting policies have been applied on a basis consistent

with prior year.

(g) Standards, Amendments and Interpretations to Existing Standards that are not yet Effective

Certain new standards, amendments and interpretations to existing standards have been published that are mandatory for the Group’s accounting

periods beginning on or after 1 July 2018 or later periods, but which the Group has not early adopted. The significant items are:

• NZ IFRS 15, Revenue from Contracts with Customers

(Effective date: periods beginning on or after 1 January 2018). NZ IFRS 15, 'Revenue from Contracts with Customers', deals with revenue

recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and

uncertainty of revenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains

control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces

NZ IAS 18 'Revenue' and NZ IAS 11 'Construction contracts' and related interpretations. The standard is effective for annual periods beginning

on or after 1 January 2018 and earlier application is permitted. The Group intends to adopt NZ IFRS 15 from 1 July 2018.

The Group has assessed the impact of NZ IFRS 15. Work focussed on segregating the different revenue streams that exist within the business.

The majority of revenue relates to non-complex transactions where there is no material impact on the adoption of NZ IFRS 15. Had the Group

adopted this standard effective 1 July 2017, liabilities for loyalty points would have increased by approximately $1m. The Group intends to use

the full retrospective approach to applying the new standard.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 98

NOTES TO THE FINANCIAL STATEMENTS

As part of the assessment of the impact of adopting IFRS 15 and considering current and developing industry practice, the Group is also
assessing how certain arrangements with International Business customers should be treated, with the impact being revenue and expenses

which are currently disclosed separately being netted against each other.

The Group intends to use the full retrospective approach to applying the new standard.

• NZ IFRS 16: Leases

(Effective date: periods beginning on or after 1 January 2019). NZ IFRS 16, ‘Leases’, replaces the current guidance in NZ IAS 17.

Under NZ IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time

in exchange for consideration. Under NZ IAS 17, a lessee was required to make a distinction between a finance lease (on balance sheet) and an

operating lease (off balance sheet). NZ IFRS 16 now requires a lessee to recognise a lease liability reflecting future lease payments and a

‘right-of-use asset’ for virtually all lease contracts. Included is an optional exemption for certain short-term leases and leases of low-value assets.

This standard will affect the accounting for the Group's operating leases. As at the reporting date, the Group has non-cancellable operating

leases commitments of $347.2 million (refer note 28).

Management is completing an initial analysis of the impact on the Group's consolidated balance sheet and income statement of NZ IFRS 16.

This requires significant judgement on the incremental borrowing rate used to discount lease assets and liabilities. Given the long term nature of

the Group's lease commitments the discount rate has a significant impact on the quantum of change. Indicatively management expects the

recognition of a right of use asset and a lease liability of between $30 million and $45 million depending on the final discount rate used.

This excludes the impact of the future lease commitments that are not yet effective identified in note 28. The impact on the income statement

will be to:

• reduce operating expenses;

• increase depreciation; and

• increase finance costs.

The overall impact on Net Profit After Taxation is not expected to be significant.

The above impacts have no cash effect to the Group and the changes are for financial reporting purposes only.

The Group currently intends to adopt the simplified transition approach under NZ IFRS 16 in the year ending 30 June 2020 and will not restate

comparative amounts for the year prior to first adoption.

2 SEGMENT INFORMATION

Accounting Policy

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief

operating decision maker has been identified as the Chief Executive Officer.

99SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(a) Primary Reporting Format — Business Segments
SKYCITY

AUCKLAND

$’000

REST OF

NEW ZEALAND

$’000


ADELAIDE

CASINO

$’000

SKYCITY

DARWIN

$’000

INTER-

NATIONAL

BUSINESS

$’000

CORPORATE/

GROUP

$’000

TOTAL

$’000

2018

Revenue from external customers and other income 531,028 65,348 149,396 112,398 139,017 – 997,187

Shares of net profits/(losses) of associates – (347) – – – – (347)

Expenses (270,319) (36,315) (124,971) (85,020) (105,834) (35,653) (658,112)

Depreciation and amortisation (50,385) (5,401) (18,287) (13,515) – (6,789) (94,377)

Segment profit/EBIT 210,324 23,285 6,138 13,863 33,183 (42,442) 244,351

Net finance costs (12,458)

Profit before income tax 231,893

Segment assets 1,167,809 97,075 515,746 231,801 – 532,077 2,544,508

Net additions to non-current assets

(other than financial assets and deferred tax) 96,894 6,582 43,925 10,664 – 158,038 316,103

2017

Revenue from external customers and other income 514,642 63,056 144,832 110,712 94,825 – 928,067

Expenses (263,349) (37,884) (123,691) (82,646) (89,164) (24,323) (621,057)

Impairment of goodwill – – – (99,486) – – (99,486)

Depreciation and amortisation (50,817) (5,690) (17,809) (13,809) – (6,924) (95,049)

Segment profit/EBIT 200,476 19,482 3,332 (85,229) 5,661 (31,247) 112,475

Net finance costs (16,712)

Profit before income tax 95,763

Segment assets 1,119,935 56,632 475,169 229,461 – 397,114 2,278,311

Net additions to non-current assets

(other than financial assets and deferred tax) 48,130 5,028 23,042 7,890 – 105,127 189,217

(b) Secondary Reporting Format — Geographical Segments

SEGMENT REVENUES

NON-CURRENT ASSETS

EXCLUDING FINANCIAL

INSTRUMENTS

2018

$’000

2017

$’000

2018

$’000

2017

$’000

New Zealand 661,770 656,928 1,658,548 1,480,510

Australia 332,809 270,372 709,485 663,092

994,579 927,300 2,368,033 2,143,602

(c) Description of Segments

Management has determined the operating segments based on the reports reviewed by the Chief Executive Officer that are used to assess

performance and allocate resources.

The Group is organised into the following main operating segments:

SKYCITY Auckland

SKYCITY Auckland includes casino operations, hotels and convention, food and beverage, car parking, Sky Tower, investment properties and

a number of other related activities, and excludes International Business customers.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 100

NOTES TO THE FINANCIAL STATEMENTS

Rest of New Zealand
Rest of New Zealand includes the Group's operations at SKYCITY Hamilton, SKYCITY Queenstown, SKYCITY Wharf and Associates, and

excludes International Business customers.

Adelaide Casino

Adelaide Casino includes casino operations and food and beverage, and excludes International Business customers.

SKYCITY Darwin

SKYCITY Darwin includes casino operations, food and beverage and hotel, and excludes International Business customers.

International Business

The International Business segment is made up of international customers sourced mainly from Asia. The revenue is generated at SKYCITY’s

Auckland, Darwin, Adelaide, Queenstown and Hamilton locations. The results of the segment includes commission and complimentary play.

Corporate/Group

Head office and group-wide functions including legal and regulatory, group finance, human resources, information technology, innovation, the

Chief Executive Officer's office and directors. The Group's interest in the New Zealand International Convention Centre is also included here.

3 REVENUE

Accounting Policy

Revenues include gaming, hotel and conventions, food and beverage, Sky Tower, car parking and other revenues. Gaming revenues represent the net

win to the casino from gaming activities, being the difference between amounts wagered and amounts won by casino patrons.

Revenues exclude the retail value of hotel rooms, food, beverage and other promotional allowances provided on a complimentary basis to customers.

2018

$’000

2017

$’000

Gaming win plus non-gaming revenue 1,094,566 1,021,259

Less gaming GST (99,987) (93,959)

Total revenue 994,579 927,300

Gaming 763,141 704,854

Non-gaming 231,438 222,446

Total revenue 994,579 927,300

Gaming win represents the gross cash inflows associated with gaming activities and includes GST. “Gaming win plus non-gaming revenue” does not

represent revenue as defined by NZ IFRS. The Group has decided to disclose this amount as it gives shareholders and interested parties a better

appreciation for the scope of the Group’s gaming activities and is consistent with industry practice adopted by casino operations in Australia.

101SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

4 OTHER INCOME
2018

$’000

2017

$’000

Net gain on disposal of property, plant and equipment 1,071 762

Dividend income 6 5

Rental income from investment properties 1,531 –

2,608 767

5 EXPENSES

2018

$’000

2017

$’000

Other Expenses Includes:

Utilities, insurance and rates 25,506 23,584

Other property expenses 14,302 15,039

Other items (including International Business commissions) 126,440 101,616

Minimum lease payments relating to operating leases 4,870 4,587

Provision for bad and doubtful debts 1,688 7,660

172,806 152,486

Depreciation and Amortisation

Depreciation 82,127 82,766

Casino licence amortisation (Adelaide) 5,786 5,533

Computer software amortisation 6,464 6,750

94,377 95,049

Auditor's Fees

During the year the following fees were paid or are payable for services provided by the auditor of the parent entity and its related practices.

The Group employs PricewaterhouseCoopers on assignments additional to their statutory audit duties where PricewaterhouseCoopers’ expertise

and experience with the Group are important and auditor independence is not impaired. These assignments are principally tax advice and tax

compliance. For other work, the company's External Audit Independence Policy requires that advisers other than PricewaterhouseCoopers should

be engaged wherever practical. Other assurance services are defined by the Group where PricewaterhouseCoopers provide assistance with the

Group's internal compliance or risk activities.

Tax advisory services relates to ad hoc queries covering a range of tax related matters.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 102

NOTES TO THE FINANCIAL STATEMENTS

2018
$’000

2017

$’000

(a) Assurance Services

Audit Services

Group Audit 690 837

Total remuneration for audit services 690 837

Other Assurance Services

Accounting assistance 27 27

IT risk review – 48

Tax compliance services 100 100

Total remuneration for other assurance services 127 175

Total remuneration for assurance services 817 1,012

(b) Other Services

Taxation advisory services 406 322

Executive benchmarking assistance 121 72

Total remuneration for other services 527 394

Total fees expense 1,344 1,406

6 EARNINGS PER SHARE

Accounting Policy

(i) Basic Earnings per Share

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

ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year.

(ii) Diluted Earnings per Share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect

of interest and other financing costs associated with dilutive potential ordinary shares, and the weighted average number of shares assumed to have

been issued for no consideration in relation to dilutive potential ordinary shares.

2018

$’000

2017

$’000

Basic Earnings per Share

Profit attributable to the ordinary equity holders of the company

used in calculating basic earnings per share 169,519 44,862

Diluted Earnings per Share

Profit attributable to the ordinary equity holders of the company

used in calculating diluted earnings per share 170,186 44,500

103SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

2018
NUMBER

2017

NUMBER

Weighted average number of ordinary shares in issue 669,112,499 656,691,523

Adjustments for Calculation of Diluted Earnings per Share:

Share rights 2,605,883 2,623,124

Weighted average number of ordinary shares for diluted earnings per share 671,718,382 659,314,647

7 DIVIDENDS

Accounting Policy

Provision is made for the amount of any dividend declared on or before the end of the financial year but not distributed at balance date.

2018

$’000

2017

$’000

Prior year final dividend 66,210 68,457

Current year interim dividend 67,129 65,668

Total dividends provided for or paid 133,339 134,125

Cents per share

Prior year final dividend (per share) 10.0 10.5

Current year interim dividend (per share) 10.0 10.0

On 7 August 2018, the directors resolved to declare a final dividend of 10.0 cents per share in respect of the year ended 30 June 2018 (refer to

note 30 for further details).

8 NET FINANCE COSTS

2018

$’000

2017

$’000

Finance costs 35,915 32,303

Exchange (gains)/losses (136) (534)

Interest income (422) (1,187)

Capitalised interest (refer Property, Plant and Equipment note 15) (22,899) (13,870)

Total finance costs 12,458 16,712

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 104

NOTES TO THE FINANCIAL STATEMENTS

9 CURRENT LIABILITIES — INTEREST BEARING LIABILITIES
Accounting Policy

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months

after the balance sheet date.

2018

$’000

2017

$’000

United States private placement notes – 102,375

Refer note 10(a) for details concerning the US private placement notes.

10 NON-CURRENT LIABILITIES — INTEREST BEARING LIABILITIES

Accounting Policy

Interest bearing liabilities are recognised initially at fair value, net of transaction costs incurred. Apart from US dollar denominated USPP debt

issued in March 2018, interest bearing liabilities are subsequently carried at amortised cost and any difference between the proceeds (net of

transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest

method. The interest margin on the US dollar denominated USPP debt issued in March 2018 is accounted under IFRS9 as a fair value hedge.

Therefore the carrying value of this debt is carried at fair value for the interest rate risk.

2018

$’000

2017

$’000

Unsecured

United States private placement notes 386,658 157,627

Syndicated bank facility – 10,000

New Zealand bonds 125,000 125,000

Deferred funding expenses (3,205) (3,223)

Total non-current interest bearing liabilities 508,453 289,404

(a) United States Private Placement (USPP) Notes

As at 30 June 2018, SKYCITY had US$200.0 million, A$65.4 million and NZ$21.1 million of USPP notes outstanding:

• NZ$21.1 million maturing 15 March 2020

• US$100.0 million maturing 15 March 2021

• US$100.0 million maturing 15 March 2025

• A$65.4 million maturing 15 March 2028

Movements in the outstanding balance in the current year relate to repayment of US$75.0 million and issuance of US$100.0 million and

A$65.4 million of USPP notes in March 2018, foreign exchange rate movements of $24.5 million and fair value adjustments of -$2.4 million in

relation to fair value hedges.

The US dollar USPP notes have been hedged to NZ dollars or Australian dollars by way of cross currency interest rate swaps to eliminate foreign

exchange exposure to the US dollar. The offsetting changes in the value of the cross currency interest rate swaps are included within derivative

financial instruments in note 22.

Fair value of USPP debt is estimated at NZ$398.0 million compared to a carrying value of NZ$386.7 million. Fair value has been calculated based

on the present value of future principal and interest cash flows, using market interest rates and credit margins at balance date. Fair value is

calculated using inputs other than quoted prices that are observable for the liability, either directly (that is, as prices) or indirectly (that is, derived

from prices). This is a level 2 valuation.

105SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(b) Syndicated Bank Facility
The syndicated banking facility is provided by ANZ (New Zealand and Australia), Commonwealth Bank of Australia, Bank of New Zealand,

National Australia Bank and Westpac (New Zealand and Australia).

As at 30 June 2018, SKYCITY had in place revolving credit facilities of:

• NZ$200.0 million maturing 30 June 2020

• NZ$120.0 million maturing 15 March 2021

• A$280.0 million maturing 31 March 2022.

(c) New Zealand Bond

$125 million of unsubordinated, unsecured, redeemable fixed rate bonds were issued on 28 September 2015 with a maturity of seven years.

The bonds are quoted on the NZDX. As at 30 June 2018, the closing price was $1.03385 per $1 bond. The bonds are carried at amortised cost.

The total fair value is $129.2 million and is a level 1 valuation as they are listed securities.

(d) Negative Pledge Deeds

A negative pledge deed has been executed in relation to each of the funding facilities - bank, USPP and New Zealand bonds. In each deed are

requirements for minimum guarantee group participation as well as financial covenants. All requirements of the negative pledge deeds have been

met as at 30 June 2018.

(e) Weighted Average Interest Rate as at 30 June

20182017

% $’000%$’000

Interest bearing liabilities* 6.21% 511,658 6.70% 395,002

*The weighted average debt interest rate includes the impact of interest rate hedging.

(f) Net Debt Reconciliation

2018

$’000

2017

$’000

Net debt

Cash at bank 27,198 11,526

Cash in house 48,757 45,201

Borrowings - repayable within one year (including overdraft) – (102,375)

Borrowings - repayable after one year (511,658) (292,627)

Net debt (435,703) (338,275)

Cash at bank and in house 75,955 56,727

Gross debt - fixed interest rates (490,531) (363,875)

Gross debt - variable interest rates (21,127) (31,127)

Net debt (435,703) (338,275)

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 106

NOTES TO THE FINANCIAL STATEMENTS

11 NON-CURRENT ASSETS — INVESTMENT PROPERTIES
Accounting Policy

Investment property, principally comprising freehold office buildings, is held for long-term rental yields and is not occupied by the Group.

Investment property is carried at fair value, which is based on active market prices, adjusted, if necessary, for any difference in the nature, location

or condition of the specific asset. If this information is not available, the Group uses alternative valuation methods such as recent prices in less

active markets or discounted cash flow projections. These valuations are reviewed annually by a member of the New Zealand Property Institute.

Changes in fair values are recorded in the income statement.

2018

$’000

2017

$’000

At fair value

Balance at the beginning of the year – –

Acquisitions 36,099 –

Net (loss) from fair value adjustment (799) –

Closing balance at 30 June 35,300 –

(a) Amounts Recognised in Profit and Loss for Investment Property

2018

$’000

2017

$’000

Rental income 1,531 –

Direct operating expenses from property that generated rental income (467) –

Net (loss) from fair value adjustment (799) –

265 –

(b) Valuation Basis

Investment properties purchased during the year were valued on 30 June 2018 by Bower Valuations Limited and Extensory Advisory Limited,

Registered Valuers, Members of the New Zealand Institute of Valuers and the Property Institute of New Zealand, at a total value of $29.2 million.

The valuers have recent experience in the location and category of the investment being valued. The basis of the valuation of investment properties

is fair value being the amounts for which the properties could be exchanged between willing parties in an arm’s length transaction, based on

current prices in an active market for similar properties in the same location and condition and subject to similar leases. The $6.1 million purchase

price of Investment Properties purchased on 29 June 2018 has been deemed to be fair value.

12 INCOME TAX EXPENSE

Accounting Policy

The income tax expense for the year is the tax payable on the current year’s taxable income, based on the income tax rate for each jurisdiction.

This is then adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and

liabilities and their carrying amounts in the financial statements, and changes in unused tax losses.

Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and

their carrying amounts in the financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of

goodwill. Deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business

combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax

rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred

income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the

temporary differences can be utilised.

107SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

2018
$’000

2017

$’000

(a) Income Tax Expense

Current tax 54,175 49,467

Deferred tax 8,199 1,434

Income tax expense 62,374 50,901

(b) Numerical Reconciliation of Income Tax Expense to Prima Facie Tax Payable

Profit from continuing operations before income tax expense 231,893 95,763

Prima facie income tax @ 28% 64,930 26,814

Tax effects of:

Expenses not deductible for tax purposes 2,118 2,687

Foreign exchange rate differences (88)

(433)

Share of partnership expenditure (6,399) (6,213)

Differences in overseas tax rates 828 (2,023)

Asset held for sale 999 –

Impairment of goodwill – 30,083

Other (14) (14)

Income tax expense 62,374 50,901

The weighted average applicable tax rate was 26.9% (2017: 53.2%).

13 DEFERRED TAX LIABILITIES

2018

$’000

2017

$’000

The balance comprises temporary differences attributable to:

Provisions and accruals (14,537) (14,378)

Depreciation 108,611 106,282

Foreign exchange variances 141 521

Tax losses (Australian operations) – (6,476)

Cash flow hedges (9,217) (5,542)

Other (451) (386)

Net deferred tax liabilities 84,547 80,021

Movements:

Balance at the beginning of the year 80,021 78,688

Charged to the income statement (note 12) 8,199 1,434

Debited to equity reserves (3,627) (89)

Foreign exchange differences (46) (12)

Closing balance at 30 June 84,547 80,021

14 IMPUTATION AND FRANKING CREDITS

2018

$’000

2017

$’000

Balances available for use in subsequent reporting periods

Imputation credit account (New Zealand) 47,254 52,034

Franking credit account (Australia) 3,476 3,870

As required by relevant tax legislation, the imputation credit account had a credit balance as at 31 March 2018.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 108

NOTES TO THE FINANCIAL STATEMENTS

15 PROPERTY, PLANT AND EQUIPMENT
Accounting Policy

Property, plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the

acquisition of the items. Cost may also include transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency

purchases of property, plant and equipment.

Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their cost, net of their residual values,

over their estimated useful lives, as below:

Buildings and fitout 5–75 years

Plant, equipment and motor vehicles 2–75 years

Fixtures and fittings 3–20 years

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated

recoverable amount.

LAND

$’000

BUILDINGS

AND FITOUT

$’000

PLANT,

EQUIPMENT

AND MOTOR

VEHICLES

$’000

FIXTURES AND

FITTINGS

$’000

CAPITAL

WORK IN

PROGRESS

$’000

TOTAL

$’000

At 1 July 2016

Cost 189,771 962,623 384,212 121,093 178,487 1,836,186

Accumulated depreciation – (293,948) (249,401) (69,775) – (613,124)

Net book amount 189,771 668,675 134,811 51,318 178,487 1,223,062

Year Ended 30 June 2017

Opening net book amount 189,771 668,675 134,811 51,318 178,487 1,223,062

Exchange differences 89 589 146 42 158 1,024

Net additions/transfers 16 13,541 35,411 8,171 126,118 183,257

Depreciation charge (note 5) – (27,014) (43,752) (12,000) – (82,766)

Closing net book amount 189,876 655,791 126,616 47,531 304,763 1,324,577

At 30 June 2017

Cost 189,876 976,690 412,569 128,629 304,763 2,012,527

Accumulated depreciation – (320,899) (285,953) (81,098) – (687,950)

Net book amount 189,876 655,791 126,616 47,531 304,763 1,324,577

Year ended 30 June 2018

Opening net book amount 189,876 655,791 126,616 47,531 304,763 1,324,577

Exchange differences 948 6,074 1,509 424 2,183 11,138

Net additions/transfers - 15,982 37,444 8,725 205,046 267,197

Assets classified as held for sale and other disposals (9,850) (12,292) (31) (2) – (22,175)

Depreciation charge (note 5) – (28,675) (41,458) (11,994) – (82,127)

Closing net book amount 180,974 636,880 124,080 44,684 511,992 1,498,610

At 30 June 2018

Cost 180,974 985,155 443,233 137,689 511,992 2,259,043

Accumulated depreciation – (348,275) (319,153) (93,005) – (760,433)

Net book amount 180,974 636,880 124,080 44,684 511,992 1,498,610

109SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(a) Capitalised Borrowing Costs
Borrowing costs of $22,898,838 have been capitalised in the current year relating to capital projects (2017: $13,869,753) using the Group's

weighted average cost of debt of 6.27% (2017: 6.98%).

(b) Capital Commitments

Capital expenditure contracted for at the reporting date but not recognised as liabilities was $490.5 million (2017: $390.9 million). The majority of

the 2018 capital commitment relates to the construction of the New Zealand International Convention Centre, the Horizon Hotel, the Adelaide

expansion and the purchase of the strata title interests in the AA Centre in Auckland.

(c) Encumbrances

A memorandum of encumbrance is registered against the title of land for the Auckland casino in favour of Auckland Council. Auckland Council

requires prior written consent before any transfer, assignment or disposition of the land. The intent of the covenant is to protect the Council's rights

under the resource consent, relating to the provision of the bus terminus, public car park and public footpaths around the complex.

A further encumbrance records the Council's interest in relation to the sub soil areas under Federal and Hobson Streets used by SKYCITY as

car parking and a vehicle tunnel. The encumbrance is to notify any transferee of the Council's interest as lessor of the sub soil areas.

There are four encumbrances relating to the NZICC site land. One encumbrance protects the rights of the Crown under the NZICC Project and

Licensing Agreement, two relate to firewalls between buildings that have now been demolished and the final encumbrance protects the underground

vehicle entrance to the car park on the main Auckland casino site. The NZICC site land is also subject to a covenant in favour of the Crown which

restricts the subdivision and use of the site to that permitted under the NZICC Project and Licensing Agreement.

16 INTANGIBLE ASSETS

Accounting Policy

(i) Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired

business at the date of acquisition. Goodwill on acquisitions of businesses is included in Intangible Assets. Goodwill acquired in business

combinations is not amortised. Instead, goodwill is tested for impairment annually or more frequently if events or changes in circumstances indicate

that it might be impaired, and is carried at cost less accumulated impairment losses.

Goodwill is allocated to cash generating units for the purpose of impairment testing.

Goodwill impairment reviews are undertaken annually or more frequently if events or changes in circumstances indicate a potential impairment.

The carrying value of goodwill is compared to the recoverable amount, which is the higher of value in use and the fair value less costs to sell.

Any impairment is recognised immediately as an expense and is not subsequently reversed.

(ii) Casino Licences

The Group's casino licences that have a finite useful life are carried at cost less accumulated amortisation. Amortisation of these casino licences is

calculated on a straight line basis so as to expense the cost of the licences over their legal life.

The casino licences that have been determined to have an indefinite useful life for amortisation purposes are not amortised but are reviewed for

impairment on an annual basis.

Judgement is exercised in determining whether a casino licence has a finite or indefinite useful life. Consideration is given to the terms and

conditions of the relevant licence and in particular the renewal terms.

(iii) Regulatory Reforms Associated with Casino Licences

Regulatory reforms granted which are specific to the Group are initially recognised at their fair value where there is a reasonable assurance that

the reforms will be received and the Group will comply with all conditions attached.

Regulatory reforms are recognised as an intangible asset and included within the value of casino licences. Where a regulatory reform is related

to property, plant and equipment, once constructed the carrying value of that property, plant and equipment is reduced by the value of the

regulatory reforms. Prior to construction of the related property, plant and equipment, the value of the regulatory reforms is accounted for

as deferred licence value.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 110

NOTES TO THE FINANCIAL STATEMENTS

(iv) Acquired Software
Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring to use the specific software.

These costs are amortised over their estimated useful life (three to seven years) on a straight line basis.

GOODWILL

$’000

CASINO

LICENCES

$’000

COMPUTER

SOFTWARE

$’000

TOTAL

$’000

At 1 July 2016

Cost 134,938 805,818 86,670 1,027,426

Accumulated amortisation – (44,477) (59,692) (104,169)

Net book amount 134,938 761,341 26,978 923,257

Movements in the Year Ended 30 June 2017

Exchange differences 334 1,226 17 1,577

Additions – – 5,960 5,960

Impairment charge (99,486) – – (99,486)

Amortisation charge – (5,533) (6,750) (12,283)

Closing net book amount 35,786 757,034 26,205 819,025

At 30 June 2017

Cost 35,786 807,152 92,829 935,767

Accumulated amortisation – (50,118) (66,624) (116,742)

Net book amount 35,786 757,034 26,205 819,025

Movements in the Year Ended 30 June 2018

Exchange differences – 12,411 133 12,544

Additions – – 12,514 12,514

Amortisation charge – (5,786) (6,464) (12,250)

Closing net book amount 35,786 763,659 32,388 831,833

At 30 June 2018

Cost 35,786 821,364 102,842 959,992

Accumulated amortisation – (57,705) (70,454) (128,159)

Net book amount 35,786 763,659 32,388 831,833

111SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

Casino LicenceContract Term
SKYCITY Auckland

Casino (indefinite

useful life)

SKYCITY Auckland Limited holds a Casino Premises Licence for the Auckland premises.

The initial licence was granted in 1996 for nil consideration, and hence there was no associated initial carrying value.

Pursuant to the terms of the New Zealand International Convention Centre Project and Licensing Agreement between

Her Majesty the Queen in Right of New Zealand and the Company dated 5 July 2013 (NZICC Agreement), the initial

term of the licence was extended to 30 June 2048.

The licence can be renewed for further periods of 15 years pursuant to section 138 of the Gambling Act 2003 (NZ).

In addition to the licence extension, the Casino Premises Licence was amended to (a) permit the implementation of

account based cashless gaming and ticket in ticket out (TITO) gaming systems; (b) permit an increase in the number of

gaming machines, gaming tables and automated table games; and (c) implement various other operational improvements.

Under the NZICC Agreement, the Company has agreed to construct the NZICC for a total cost of at least $430 million.

The reforms (a to c above) are exclusive to the Group and were recorded at fair value based on the estimated

incremental benefit over the life of the reforms. The fair value was determined using a discounted cashflow model falling

within level 3 of the fair value hierarchy over the life of the reforms.

The asset will not be amortised but will be reviewed for impairment annually.

The carrying amount of the casino licence is $405 million (FY17: $405 million).

Adelaide Casino

(finite useful life)

The casino and associated operations are carried out by SKYCITY Adelaide Pty Limited under a casino licence (the

Approved Licensing Agreement (ALA)) dated October 1999 (as amended). Unless terminated earlier, the expiry date

of the ALA is 30 June 2085. The term of the ALA can be renewed for a further fixed term pursuant to section 9 of the

Casino Act 1997 (SA). The carrying value of the casino licence is amortised over the life of the ALA.

The casino licence and associated regulatory reforms asset is amortised over 20 years or 71 years depending on

whether the incremental benefit is associated with the exclusivity period or the full licence period.

The carrying value of the casino licence is A$293.5 million (FY17: A$298.8 million).

SKYCITY Darwin

Casino (indefinite

useful life)

The casino and associated operations are carried out by SKYCITY Darwin Pty Limited under a casino licence/operator

agreement (the Casino Operator's Agreement) with the Northern Territory Government. The current licence term was

extended in 2018 and now expires on 30 June 2036. The Casino Operator's Agreement is subject to extension for a

further five years once its period to maturity reaches 15 years. These licence extensions apply on a continuing five year

basis so that, subject to certain criteria being met, the licence period is never less than 15 years. The carrying value of

the casino licence is A$31.7 million (FY17: A$31.7 million).

SKYCITY Hamilton

Casino (indefinite

useful life)

SKYCITY Hamilton Limited holds a Casino Premises Licence for the Hamilton premises. The Casino Premises Licence

is for an initial 25 year term from 19 September 2002. The licence can be renewed for further periods of 15 years

pursuant to section 138 of the Gambling Act 2003 (NZ). As the licence was initially granted for nil consideration, there

is no associated carrying value.

SKYCITY

Queenstown Casino

(indefinite useful life)

Queenstown Casinos Limited holds a Casino Premises Licence for these Queenstown premises. The Casino Premises

Licence is for an initial 25 year term from 7 December 2000. The licence can be renewed for further periods of

15 years pursuant to section 138 of the Gambling Act 2003 (NZ). As the licence was initially granted for nil

consideration, there is no associated carrying value.

SKYCITY Wharf

Casino (Queenstown)

(indefinite useful life)

Otago Casinos Limited holds a Casino Premises Licence for these Queenstown premises. The Casino Premises Licence

is for an initial 25 year term from 11 September 1999. The licence can be renewed for further periods of 15 years

pursuant to section 138 of the Gambling Act 2003 (NZ). The carrying value of the casino licence which arose on

SKYCITY's acquisition of Otago Casinos Limited is $4.4 million (FY17: $4.4 million).

The asset is not amortised but will be reviewed for impairment annually.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 112

NOTES TO THE FINANCIAL STATEMENTS

The deferred licence value relating to Auckland ($405.0 million) and Adelaide (NZ$155.8 million, 2017: NZ$150.5 million) included within
non-current liabilities will be transferred and offset against property, plant and equipment when the New Zealand International Convention Centre

and Adelaide redevelopment, respectively, have been completed.

(a) Impairment Tests for Intangibles with Indefinite Lives


SKYCITY

AUCKLAND

$’000

OTAGO CASINOS

LIMITED*

$’000

SKYCITY

HAMILTON*

$’000

SKYCITY

DARWIN

$’000

TOTAL

$’000

201 8

Goodwill – – 35,786 – 35,786

Casino Licence 405,000 4,391 – 34,566 443,957

Total 405,000 4,391 35,786 34,566 479,743

2017

Goodwill – – 35,786 – 35,786

Casino Licence 405,000 4,391 – 33,374 442,765

Total 405,000 4,391 35,786 33,374 478,551

The recoverable amount of a cash generating unit is determined based on value in use calculations. These calculations use cash flow projections

approved by directors which include cash flows in relation to International Business where those cash flows relate to the relevant Cash Generating

Unit. There is a surplus between the calculated value in use and the carrying value for each asset.

*SKYCITY Hamilton and Otago Casinos Limited are included within the "Rest of New Zealand" segment in note 2.

The movement in goodwill is as follows:

2018

$’000

2017

$’000

Balance at 1 July 35,786 134,938

Impairment charge – (99,486)

Exchange differences – 334

Balance at 30 June 35,786 35,786

(b) Key Assumptions used for Value in Use Calculations of Cash Generating Units

EBITDA MARGINGROWTH RATEDISCOUNT RATE

2018

%

2017

%

2018

%

2017

%

2018

%

2017

%

SKYCITY Auckland 40.9 40.9 2.0 2.0 9.0 9.5

SKYCITY Hamilton 44.5 43.5 2.0 2.0 9.0 9.5

SKYCITY Darwin 21.9 23.3 2.5 – 9.0 9.5

These assumptions are consistent with past experience adjusted for economic indicators. The discount rates are post tax and reflect specific risks

relating to the relevant operating segment.

113SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(c) Impairment Charge
In the prior year, an impairment of the goodwill associated with SKYCITY Darwin of A$94.6m was recognised. The write-off of Darwin's goodwill

was primarily attributable to increased competitive pressures in the gaming machine business. This stems from the unforeseen policy decision in

December 2014 by the previous Northern Territory Government to remove the cap on gaming machines in the Territory. This significant increase

in competing gaming machines in the catchment area of the casino had an adverse impact on revenue and earnings at SKYCITY Darwin.

17 RECEIVABLES AND PREPAYMENTS

Accounting Policy

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost less provision for doubtful debts.

2018

$’000

2017

$’000

Trade receivables (net) 14,611 11,882

Sundry receivables 8,768 5,481

Total receivables and prepayments 23,379 17,363

Due to the short-term nature of these receivables, their carrying value is assumed to be equal to their fair value.

18 CASH AND BANK BALANCES

2018

$’000

2017

$’000

Cash at bank 27,198 11,526

Cash in house 48,757 45,201

Total cash and bank balances 75,955 56,727

19 CURRENT ASSETS — NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE

Accounting Policy

Non-current assets are classified as assets held for sale when their carrying amount is to be recovered principally through a sale transaction and

a sale is considered highly probable. They are stated at the lower of carrying amount and fair value less costs to sell.

Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the

liabilities of a disposal group classified as held for sale continue to be recognised.

2018

$’000

2017

$’000

Land 9,850 –

Buildings 12,292 –

Plant and equipment 33 –

Total 22,175 –

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 114

NOTES TO THE FINANCIAL STATEMENTS

20 PAYABLES
Accounting Policy

Payables are stated at fair value or estimated liability where accrued.

2018

$’000

2017

$’000

Trade payables 32,118 16,945

Liquidated damages (refer note 27(b)) 26,931 –

Deferred income 1,738 1,061

Accrued expenses 89,145 81,331

Employee benefits 42,747 37,233

Total payables 192,679 136,570

21 SHARE CAPITAL

2018

SHARES

2017

SHARES

2018

$’000

2017

$’000

Opening balance of ordinary shares issued 667,376,523 656,986,761 1,100,792 1,055,737

Share rights issued for employee services – – 2,983 736

Employee share entitlements issued – 204,689 – –

Treasury shares issued – (204,689) – –

Net issue/(purchase) of treasury shares – – 228 (192)

Shares issued under dividend reinvestment plan 12,965,585 10,389,762 48,257 44,511

680,342,108 667,376,523 1,152,260 1,100,792

All ordinary shares rank equally with one vote attached to each fully-paid ordinary share.

Included within the number of shares is 5,515,841 treasury shares (2017: 5,515,841) held by the company. The movement in treasury shares during

the prior year related to the issuance of shares under the employee incentive plans and purchases of shares by an external trustee as part of the

executive long term incentive plan (refer note 24). Treasury shares may be used to issue shares under the company's employee incentive plans or

upon the exercise of share rights/options.

22 DERIVATIVE FINANCIAL INSTRUMENTS

Accounting Policy

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair

value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so,

the nature of the item being hedged. The Group designates certain derivatives as either:

(1) hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge); or

(2) hedges of exposures to variability in cash flows associated with recognised assets or liabilities or highly probable forecast transactions

(cash flow hedges).

115SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

Fair Value Hedge
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in the Income Statement, together with

any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

Cash Flow Hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity in the

hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in the income statement.

Amounts accumulated in equity are recognised in the income statement in the periods when the hedged item will affect profit or loss (for instance

when the forecast sale that is hedged takes place).

When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative

gain or loss existing in equity at that time remains in equity and is recognised in the income statement when the forecast transaction is ultimately

recognised in the income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in

equity is transferred to the income statement.

Derivatives that do not Qualify for Hedge Accounting

Changes in the fair value of any derivative instrument that does not qualify for hedge accounting are recognised in the income statement.

NOTIONAL VALUE FAIR VALUE

2018

$’000

2017

$’000

2018

$’000

2017

$’000

Current Assets

Cross currency interest rate swaps – cash flow hedges – 102,375 – 6,384

Forward foreign exchange contracts – 81,078 – 1,713

Total current derivative financial instrument assets – 183,453 – 8,097

Non-current Assets

Interest rate swaps – cash flow hedges 50,000 100,517 71 2,275

Cross-currency interest rate swaps - cash flow hedges 110,106 106,308 42,526 41,142

Total non-current derivative financial instrument assets 160,106 206,825 42,597 43,417

Current Liabilities

Forward foreign currency contracts 61,607 71,959 86 362

Interest rate swaps – cash flow hedges 80,000 98,100 448 2,192

Total current derivative financial instrument liabilities 141,607 170,059 534 2,554

Non-current Liabilities

Interest rate swaps – cash flow hedges 399,682 456,450 24,742 24,307

Cross-currency interest rate swaps – cash flow hedges 148,346 – 4,028 –

Total non-current derivative financial instrument liabilities 548,028 456,450 28,770 24,307

Total net derivative financial instruments 13,293 24,653

A component of the interest margin in US$100.0 million of these CCIRS is treated as a fair value hedge.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 116

NOTES TO THE FINANCIAL STATEMENTS

23 FINANCIAL RISK MANAGEMENT
The Group’s activities expose it to a variety of financial risks: market risks (including currency and interest rate risk), liquidity risk, and credit risk.

The Group’s overall risk management programme recognises the nature of these risks and seeks to minimise potential adverse effects on the

Group’s financial performance. The Group uses derivative financial instruments to hedge certain risk exposures.

Risk management is carried out by a central treasury department under a formal Treasury Policy approved by the Board of directors. The Treasury

Policy sets out written principles for overall risk management, as well as policies covering specific areas such as currency risk, interest rate risk,

credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess funds. The Treasury Policy sets

conservative limits for allowable risk exposures which are formally reviewed at least annually.

(a) Market Risk

(i) Currency Risk

The Group operates internationally and is exposed to currency risk, primarily with respect to Australian and US dollars. Exposure to the Australian

dollar arises from the Group’s investment in, and intercompany loans to, its Australian operations. Exposure to the US dollar arises from funding

denominated in that currency.

The Group utilises natural hedges wherever possible with forward foreign exchange contracts used to manage any significant residual risk to the

income statement.

The Group’s exposure to the US dollar (refer to US private placement notes detailed in note 10) has been fully hedged by way of cross currency

interest rate swaps (CCIRS), hedging US dollar exposure on both principal and interest. The CCIRS correspond in amount and maturity to the

US dollar borrowings with no residual US dollar exposure.

(ii) Interest Rate Risk

The Group's interest rate risk arises from long-term borrowings.

Interest rate swaps (IRS) and CCIRS are utilised to modify the interest repricing profile of the Group’s debt to match the profile required by

Treasury Policy. All IRS and CCIRS are in designated hedging relationships that are highly effective.

As the Group has no significant interest bearing assets, the Group’s revenue is substantially independent of changes in market interest rates.

(iii) Summarised Sensitivity Analysis

SKYCITY manages its interest rate and foreign exchange rate exposure to minimise the impact of fluctuations in the market. The residual exposure

is not considered material or significant.

(b) Credit Risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its financial obligations.

SKYCITY is largely a cash based business and its material credit risks arise mainly from financial instruments utilised in funding and from

International Business activity.

Financial instruments (other than International Business discussed below) that potentially create a credit exposure can only be entered into with

counterparties that are explicitly approved by the Board. Maximum credit limits for each of these parties are approved on the basis of long term

credit rating (Standard & Poor’s or Moody’s). A minimum long term rating of A+ (S&P) or A1 (Moody’s) is required to approve individual

counterparties.

The maximum credit risk of any financial instrument at any time is the fair value where that instrument is an asset. All derivatives are carried at

fair value in the balance sheet. Trade receivables are presented net of an allowance for estimated doubtful receivables.

International Business activity is managed in accordance with accepted industry practice. Settlement risk associated with International Business

customers is minimised through credit checking and a formal review and approval process.

There are no significant concentrations of credit risk in the Group.

117SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

(c) Liquidity Risk
Liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of unutilised committed

credit facilities. The Group manages liquidity risk by continuously monitoring forecast and actual cash flows and maintaining flexibility in funding

by keeping committed credit lines available with a variety of counterparties and maturities.

Maturities of Committed Funding Facilities

Debt maturities are detailed in note 10.

(d) Fair Value Estimation

The financial instruments are measured in the balance sheet at fair value by level of the fair value measurement hierarchy:

• Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1);

• Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly

(that is, derived from prices) (level 2); and

• Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

Other than the New Zealand bonds, which are listed on the NZDX and therefore level 1, all SKYCITY financial instruments, which includes

cross-currency interest rate swaps, interest rate swaps and forward foreign currency contracts, are valued using level two in the above fair value

measurement hierarchy.

The fair value of financial instruments that are not traded in an active market (for example, over the counter derivatives) is determined by using

valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on

entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Specific valuation techniques used to value financial instruments include:

• The fair value of interest rate swaps and cross currency interest rate swaps is calculated as the present value of the estimated future cash flows

based on observable yield curves; and

• The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting

value discounted back to present value.

Further details on derivatives are provided in note 22.

(e) Capital Risk Management

The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern and to maximise returns for shareholders

and benefits for other stakeholders over the long term.

In order to optimise its capital structure, the Group manages actual and forecast operational cash flows, capital expenditure and equity

distributions.

The Group primarily manages capital on the basis of gearing measured as a ratio of net debt (debt at hedged exchange rates less cash at bank) to

EBITDA (Earnings before Interest, Tax, Depreciation and Amortisation) and interest coverage (EBITDA relative to net interest cost).

The primary ratios were as follows at 30 June:

2018 2017

Gearing ratio 1.3 x 1.1 x

Interest coverage 9.5 x 10.3 x

These types of ratios are consistent with the financial covenants in the Group’s various funding facilities. Actual gearing ratio and interest cover as at

30 June 2018 were within covenant limits on funding facilities.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 118

NOTES TO THE FINANCIAL STATEMENTS

24 SHARE-BASED PAYMENTS
Accounting Policy

SKYCITY operates an equity-settled, share-based compensation plan. The fair value of the employee services received in exchange for the grant of

the share rights is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value

of the share rights granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). At each

balance sheet date, the company revises its estimates of the number of shares expected to be distributed. It recognises the impact of the revision

of original estimates, if any, in the Income Statement, and a corresponding adjustment to equity over the remaining vesting period.

Current Plans

2009 Executive Long Term Incentive Plan

Under this plan, executives purchase SKYCITY shares funded by an interest-free loan from the Group. The shares purchased by the executives are

held by a trustee company with executives entitled to exercise the voting rights attached to the shares and receive dividends, the proceeds of

which are used to repay the interest-free loan.

At the end of the restricted period (three to four years), the Group will pay a bonus to each executive to the extent their performance targets have

been met which is sufficient to repay the initial interest-free loan associated with the shares which vest. The shares upon which performance targets

have been met will then fully vest to the executives. The loan owing on shares upon which performance targets have not been met (the forfeited

shares) will be novated from the executives to the trustee company and will be fully repaid by the transfer of the forfeited shares. Performance

targets relate to total shareholder return relative to other comparable companies.

At 30 June 2018, the interest free loans on the Executive Long Term Incentive Plan total $8,352,332 (2017: $8,712,764).

2017 Chief Executive Officer commencement shares

Effective 4 November 2016, the newly appointed Chief Executive Officer was granted 325,000 ordinary shares to be issued on 3 November 2018.

There are no performance targets associated with these shares, and there is no right to dividends in the intervening period.

2018 Chief Operating Officer commencement shares

Effective 18 November 2017, the newly appointed Chief Operating Officer was granted 35,000 ordinary shares to be issued on 1 November 2019.

There are no performance targets associated with these shares, and there is no right to dividends in the intervening period.

2018 SKYCITY Restricted Share Rights Plan

The 2018 Short Term Incentive Plan was changed for selected senior staff. For approximately 116 staff the 2018 short term incentive has been

replaced with restricted share rights. These rights will be issued to staff after the finalisation of the Group's results. Each right converts to one share

provided the staff member continues to be employed by the Group on 30 June 2020.

119SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

Outstanding Rights and Shares
Movements in the number of share options outstanding and their related weighted average exercise prices are as follows:

GRANT DATEEXPIRY DATE

BALANCE

AT START OF

THE YEAR

NUMBER

GRANTED

DURING

THE YEAR

NUMBER

EXERCISED

DURING

THE YEAR

NUMBER

EXPIRED

DURING

THE YEAR

NUMBER

BALANCE

AT END OF

THE YEAR

NUMBER

2018

28/08/13 28/08/17 493,124 – – (493,124) –

27/08/14 27/08/18 665,000 – – (110,000) 555,000

26/08/15 28/08/19 515,000 – – (135,000) 380,000

24/08/16 24/08/20 625,000 – – (210,000) 415,000

04/11/16 03/11/18 325,000 – – – 325,000

23/08/17 23/08/21 – 1,015,883 – (105,000) 910,883

18/11/17 18/11/19 – 35,000 – – 35,000

Total 2,623,124 1,050,883 – (1,053,124) 2,620,883

2017

29/08/12 29/08/16 400,100 – – (400,100) –

28/08/13 28/08/17 818,750 – (204,689) (120,937) 493,124

27/08/14 27/08/18 780,000 – – (115,000) 665,000

26/08/15 28/08/19 620,000 – – (105,000) 515,000

24/08/16 24/08/20 – 685,000 – (60,000) 625,000

04/11/16 03/11/18 – 325,000 – – 325,000

Total 2,618,850 1,010,000 (204,689) (801,037) 2,623,124

The weighted average remaining contractual life of rights outstanding at the end of the period was 1.69 years (2017: 1.67 years).

Fair Value of Share Rights Granted

The assessed fair value at grant date of the rights granted on 23 August 2017 was $1.28 (24 August 2016 was $1.56). This was calculated using the

single index model by Ernst & Young Transaction Advisory Services Limited.

The valuation inputs for the rights granted on 23 August 2017 included:

(a) rights are granted for no consideration

(b) exercise price: nil (2017: nil)

(c) share price at grant date: $3.90 (2017: $4.94)

The expected price volatility is derived by analysing the historic volatility over a recent historical period similar to the term of the right.

Fair Value of Chief Executive Officer commencement shares granted

The assessed fair value at grant date of the commencement shares granted on 4 November 2016 was $2.68. This was calculated using the

European call option model by Ernst & Young Transaction Advisory Services Limited.

The valuation inputs for the Commencement Shares granted on 4 November 2016 included:

(a) granted for no consideration

(b) exercise price nil

(c) share price at grant date: $3.62

The expected price volatility is derived by analysing the historic volatility over a recent historical period similar to the term of the

commencement shares.

Fair Value of Chief Operating Officer commencement shares granted

The assessed fair value at grant date of the commencement shares granted on 18 November 2017 was $2.68. This was calculated using the

European call option model by Ernst & Young Transaction Advisory Services Limited.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 120

NOTES TO THE FINANCIAL STATEMENTS

The valuation inputs for the Commencement Shares granted on 18 November 2017 included:
(a) granted for no consideration

(b) exercise price: nil

(c) share price at grant date: $3.57

The expected price volatility is derived by analysing the historic volatility over a recent historical period similar to the term of the

commencement shares.

Fair Value of SKYCITY Restricted Share Rights

The assessed fair value of each right was determined by Ernst & Young Transaction Advisory Services Limited at $3.02. The exact number of rights

to be issued will not be determined until after the finalisation of the Group's results.

Expenses Arising from Share-Based Payment Transactions

Total expenses arising from share-based payment transactions recognised during the period as part of employee benefit expense were as follows:

2018

$’000

2017

$’000

Rights issued under Share Rights Plans 2,983 736

25 RELATED PARTY TRANSACTIONS

(a) Key Management Personnel Compensation

Key management compensation is set out below. The key management personnel are all the directors of the company, the Chief Executive Officer

and the Senior Leadership Team.

SHORT-TERM

BENEFITS

$’000

SHARE-BASED

PAYMENTS

$’000

TOTAL

$’000

2018 9,061 1,730 10,791

2017 5,668 398 6,066

(b) Other Transactions with Key Management Personnel or Entities Related to Them

Certain directors and management have relevant interests in a number of companies with which SKYCITY has transactions in the normal course of

business. A number of SKYCITY directors are also non-executive directors of other companies, and a register of directors' interests is maintained.

Any transactions undertaken with these entities have been entered into in the normal course of business.

Certain directors and management hold shares in SKYCITY and receive dividends in the normal course of business.

(c) Subsidiaries

Interests in subsidiaries are set out in note 26.

121SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

26 SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following significant subsidiaries in accordance with the

accounting policy described in note 1(b):

PRINCIPAL

PLACE OF BUSINESS

EQUITY HOLDING

NAME OF ENTITY

CLASS OF

SHARES20182017

New Zealand International Convention Centre Limited New Zealand Ordinary 100% 100%

Otago Casinos Limited New Zealand Ordinary 100% 100%

Queenstown Casinos Limited New Zealand Ordinary 100% 100%

Sky Tower Limited New Zealand Ordinary 100%

100%

SKYCITY Action Management Limited New Zealand Ordinary 100% 100%

SKYCITY Auckland Holdings Limited New Zealand Ordinary 100% 100%

SKYCITY Auckland Limited New Zealand Ordinary 100% 100%

SKYCITY Casino Management Limited New Zealand Ordinary 100% 100%

SKYCITY Hamilton Limited New Zealand Ordinary 100% 100%

SKYCITY International Holdings Limited New Zealand Ordinary 100% 100%

SKYCITY Investments Australia Limited New Zealand Ordinary 100% 100%

SKYCITY Investments Queenstown Limited New Zealand Ordinary 100% 100%

SKYCITY Management Limited New Zealand Ordinary 100% 100%

SKYCITY Wellington Limited New Zealand Ordinary 100% 100%

SKYCITY Adelaide Pty Limited Australia Ordinary 100% 100%

SKYCITY Australia Finance Pty Limited Australia Ordinary 100% 100%

SKYCITY Australian Limited Partnership Australia Ordinary 100% 100%

SKYCITY Australia Pty Limited Australia Ordinary 100% 100%

SKYCITY Darwin Pty Limited Australia Ordinary 100% 100%

SKYCITY Treasury Australia Pty Limited Australia Ordinary 100% 100%

Horizon Tourism Limited Hong Kong Ordinary 100% 100%

SKYCITY Investment Holdings Limited Hong Kong Ordinary 100% 100%

All wholly-owned subsidiary companies and significant partly-owned subsidiaries have balance dates of 30 June.

27 CONTINGENCIES

(a) Contingent liabilities

The Group has no contingent liabilities at 30 June 2018.

(b) Contingent assets

Included within the Fletcher Construction Company Limited (FCC) construction contracts for the NZICC and Horizon Hotel is the right to

liquidated damages if certain milestones are not met. To date SKYCITY has withheld $26.9 million from payments to FCC for liquidated damages.

The amounts withheld have been recognised as part of current liabilities (refer note 20) as ultimate recovery is not able to be considered virtually

certain due to the fact that SKYCITY’s right to retain these liquidated damages is disputed by FCC.

Additional future costs expected to be incurred by SKYCITY due to delays in the NZICC and Horizon Hotel project are expected to be covered

by liquidated damages.

There are no other significant contingencies at year end (2017: nil).

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 122

NOTES TO THE FINANCIAL STATEMENTS

28 COMMITMENTS
Operating Lease Commitments

The Group leases various offices and other premises under non-cancellable operating leases. These leases have varying terms, escalation clauses

and renewal rights. On renewal, the terms of the leases are renegotiated.

2018

$’000

2017

$’000

Within one year 4,947 4,266

Later than one year but not later than five years 13,150 11,754

Later than five years 329,068 329,565

Commitments not recognised in the financial statements 347,165 345,585

The above operating lease summary includes a large number of leases, the most significant of which are:

• SKYCITY Auckland - Hobson and Federal Streets sub soil lease: This lease is for a period of 999 years from 31 January 1996 with rent

reviews every five years.

• Adelaide Casino building lease: The initial lease term is until 3 March 2025 with three further rights of renewal for 20 years each and annual

rent reviews.

In addition to the operating lease summary above the Group has commitments to the following leases which are not yet effective:

• Adelaide: 750 car park spaces

• Auckland: NZICC air bridge across Hobson Street.

29 RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH INFLOW FROM

OPERATING ACTIVITIES

2018

$’000

2017

$’000

Profit for the year 169,519 44,862

Depreciation and amortisation 94,377 95,049

Net finance costs 12,458 16,712

Current period employee share expense 2,983 736

Gain on sale of fixed assets (1,071) (762)

Fair value adjustment to investment property 799 –

Impairment of goodwill – 99,486

Share of profits/(losses) of associates 347 –

Change in operating assets and liabilities

Change in receivables and prepayments (6,016) 19,175

Change in inventories (533) 668

Change in payables 56,109 (1,348)

Change in deferred tax liability 4,526 1,333

Change in tax receivable – current (2,731) 4,847

Change in provisions 345 (1,182)

Change in tax payable – current (6,365) 13,741

Capital items included in working capital movements (35,658) (13,793)

Net cash inflow from operating activities 289,089 279,524

123SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

NOTES TO THE FINANCIAL STATEMENTS

30 EVENTS OCCURRING AFTER THE BALANCE SHEET DATE
(a) Dividend

On 7 August 2018, the directors resolved to provide for a final dividend to be paid in respect of the year ended 30 June 2018. The fully imputed,

unfranked dividend of 10.0 cents per share will be paid on 14 September 2018 to all shareholders on the company's register at the close of

business on 31 August 2018.

(b) Auckland AA Centre

On 19 July 2018, the company settled the purchase of the strata title interests in the AA Centre in Auckland for a total consideration of

$47 million.

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 124

NOTES TO THE FINANCIAL STATEMENTS

FY18FY17
REVENUE

$M

EBITDA

$M

EBIT

$M

NPAT

$M

REVENUE

$M

EBITDA

$M

EBIT

$M

NPAT

$M

Normalised 1,100.8 338.2 243.8 169.9 1,028.9 320.4 225.4 153.8

International Business at Theoretical (4.0) 0.5 0.5 (0.4) (6.9) (13.4) (13.4) (9.4)

Asset write-offs – – – – – – (99.5) (99.5)

Reported 1,096.8 338.7 244.4 169.5 1,022.0 307.0 112.5 44.9

SKYCITY’s objective of producing normalised financial information is to provide data that is useful to the investment community in understanding

the underlying operations of the Group.

Total revenues are gaming win plus non-gaming revenues.

Normalisation adjustments have been calculated in a consistent manner in FY18 and FY17.

FY18 adjustments

• None

FY17 adjustments

• Impairment of Darwin goodwill, A$94.6m (NZ$99.5 million)

The actual win rate on International Business was 1.32% for FY18 (FY17: 1.27%).

125SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

RECONCILIATION OF NORMALISED RESULTS TO REPORTED RESULTS

GENERAL STANDARD DISCLOSURES
SECTION

ASPECT / GRI

DISCLOSUREDESCRIPTIONPUBLICATIONPAGE(S)LIMITATIONS

EXTERNAL

ASSURANCE

Organisational

profile

102-1Name of organisationAnnual Report 2018:

About SKYCITY

6

102-2Activities, brands, products

and services

Annual Report 2018:

About SKYCITY

Annual Report 2018:

Our Business

7

8

102-3Location of headquartersAnnual Report 2018:

Directory

130

102-4Location of operationsAnnual Report 2018:

About SKYCITY

6-7

102-5Ownership and legal formAnnual Report 2018:

Notes to the Financial

Statements

Annual Report 2018:

Shareholder and

Bondholder Information

97

80-81

102-6Markets servedAnnual Report 2018:

About SKYCITY

6-7

102-7Scale of organisation

i. Total number of

employees

Annual Report 2018:

Our People

40Yes

ii. Total number of

operations

Annual Report 2018:

About SKYCITY

Annual Report 2018:

Our Business

7

8

iii. Net salesAnnual Report 2018:

Income Statement

92Yes

iv. Total capitalisationAnnual Report 2018:

Balance Sheet

94Yes

v. Quantity of products

and services provided

Annual Report 2018:

Our Business

8

Additional informationAnnual Report 2018

102-8Information on employees and

other workers

Annual Report 2018:

Our People

40-41Note 1Yes

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 126

SECTION
ASPECT / GRI

DISCLOSUREDESCRIPTIONPUBLICATIONPAGE(S)LIMITATIONS

EXTERNAL

ASSURANCE

Organisational

profile

102-9Supply chainAnnual Report 2018:

Our Suppliers

53-55

102-10Significant changes to the

organisation and its supply

chain

No changes

102-11Precautionary principle or

approach

SKYCITY Ethical

Sourcing Code

102-12External initiativesAnnual Report 2018:

Our Sustainability

Annual Report 2018:

Our People

Annual Report 2018:

Our Environment

33


38-39


47

Strategy102-14Statement from senior

decision-maker

Annual Report 2018:

Chairman's Review

14-15

Ethics and

Integrity

102-16Values, principles, standards

and norms of behaviour

SKYCITY Code of

Business Practice

Governance102-18Governance structure Annual Report 2018:

Corporate Governance

Statement

59-67

Stakeholder

engagement

102-40List of stakeholder groupsAnnual Report 2018:

Our Sustainability

31

102-41Collective bargaining

agreements

Annual Report 2018:

Our People

41Yes

102-42Identifying and selecting

stakeholders

Annual Report 2018:

Our Sustainability

31

102-43Approach to stakeholder

engagement

Annual Report 2018:

Our Sustainability

31

102-44Key topics and concerns

raised

Annual Report 2018:

Our Sustainability

31-32

Reporting

practice

102-45Entities included in the

consolidated financial

statements

Annual Report 2018:

Subsidiaries

122

102-46Defining report content and

topic boundaries

Annual Report 2018:

Our Sustainability

31-33

102-47List of material topicsAnnual Report 2018:

Our Sustainability

32

102-48Restatements of informationAnnual Report 2018:

Our Environment

48

102-49Changes in reportingAnnual Report 2018:

About SKYCITY

6

102-50Reporting periodAnnual Report 2018:

About SKYCITY

6

102-51Date of most recent reportAnnual Report 2018:

About SKYCITY

6

127SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

GRI CONTENT INDEX

SECTION
ASPECT / GRI

DISCLOSUREDESCRIPTIONPUBLICATIONPAGE(S)LIMITATIONS

EXTERNAL

ASSURANCE

Reporting

practice

102-52Reporting cycleAnnual Report 2018:

About SKYCITY

6

102-53Contact point for questions

regarding the report

Annual Report 2018:

Our Sustainability

33

102-54Claims of reporting in

accordance with the GRI

standards

Annual Report 2018:

About SKYCITY

6

Limitations:

Note 1 – The reporting on GRI 102-8 on employees and other workers does not include ‘activities performed by workers who are not employees’

and ‘significant variations in numbers reported’.

SPECIFIC STANDARD DISCLOSURES

SECTION

ASPECT / GRI

DISCLOSUREDESCRIPTIONPUBLICATIONPAGE(S)LIMITATIONS

EXTERNAL

ASSURANCE

Conserve the

Environment

GRI 103Energy management

approach

Annual Report 2018:

Our Environment

47-49

GRI 302-3Energy intensityAnnual Report 2018:

Our Environment

51

GRI 103Emissions management

approach

Annual Report 2018:

Our Environment

47-48

GRI 305-4GHG emissions intensityAnnual Report 2018:

Our Environment

52

Source Ethically

and Responsibly

GRI 103Ethical and sustainable

procurement management

approach

Annual Report 2018:

Our Suppliers

53-55

Inspire Our

People

GRI 103Health and safety

management approach

Annual Report 2018:

Health and Safety

13

37-38

GRI 403-2Types and rates of injuryAnnual Report 2018:

Health and Safety

13

37

GRI 103Employee engagement

management approach

Annual Report 2018:

Our People

34-40

GRI 404-2Employee programmesAnnual Report 2018:

Our People

38-40

GRI 103Diversity, inclusion and

belonging management

approach

Annual Report 2018:

Our People

34-40

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 128

GRI CONTENT INDEX

SECTION
ASPECT / GRI

DISCLOSUREDESCRIPTIONPUBLICATIONPAGE(S)LIMITATIONS

EXTERNAL

ASSURANCE

Inspire Our

People

GRI 405-1Governance and employee

diversity

Annual Report 2018:

Our People

35

Host ResponsiblyGRI 103Customer health and safety

management approach

Annual Report 2018:

Our Customers

42-44

GRI 416-1Assessment of health and

safety of products and

services

Annual Report 2018:

Our Customers

42-44

GRI 416-2Non-compliance incidents

related to health and safety of

products and services

Annual Report 2018:

Our Customers

42-44

GRI 103Socio-economic compliance

management approach

Annual Report 2018:

Our Customers

42-44

GRI 419-1Non-compliance with

socio-economic laws and

regulations

Annual Report 2018:

Our Customers

42-44Note 1

Limitations:

Note 1 – The reporting of GRI 419-1 on Non-compliance with Socio-Economic Laws and Regulations does not include economic laws

and regulations.

129SKYCITY ENTERTAINMENT GROUP LIMITED | SKYCITYENTERTAINMENTGROUP.COM

GRI CONTENT INDEX

REGISTERED OFFICE
SKYCITY Entertainment Group Limited

Level 6

Federal House

86 Federal Street

PO Box 6443

Wellesley Street

Auckland

New Zealand

Telephone:

+64 9 363 6000

Email: sceginfo@skycity.co.nz

www.skycityentertainmentgroup.com

Registered Office in Australia

c/o Finlaysons

81 Flinders Street

GPO Box 1244

Adelaide

South Australia

Telephone:

+61 8 8235 7400

Facsimile:

+61 8 8232 2944

AUDITOR

PricewaterhouseCoopers

188 Quay Street

Private Bag 92162

Auckland

SOLICITORS

Russell McVeagh

Vero Centre

48 Shortland Street

PO Box 8

Auckland

Bell Gully

Vero Centre

48 Shortland Street

PO Box 4199

Auckland

Webb Henderson

110 Customs Street West

PO Box 105–426

Auckland

SUPERVISOR FOR BONDS

The New Zealand Guardian Trust

Company Limited

Dimension House

99–105 Customhouse Quay

PO Box 3845

Wellington

REGISTRARS

NEW ZEALAND

Computershare

Investor Services Limited

Level 2

159 Hurstmere Road

Takapuna

Private Bag 92119

Auckland

Telephone:

+64 9 488 8700

Facsimile:

+64 9 488 8787

Email: enquiry@computershare.co.nz

AUSTRALIA

Computershare Investor Services

Pty Limited

Level 4

60 Carrington Street

Sydney NSW 2000

GPO Box 7045

Sydney NSW 2000

Telephone:

+61 2 8234 5000

Facsimile:

+61 2 8234 5050

Email: enquiry@computershare.co.nz

DIRECTORY

ANNUAL REPORT | YEAR ENDED 30 JUNE 2018 130

skycityentertainmentgroup.com

---

Dear Shareholder/Bondholder
2018 Annual Report now available

SKYCITY’s Annual Report for the financial year ended 30 June 2018 is now available in the Investor Centre

section of the company’s website at www.skycityentertainmentgroup.com.

Previous elections for hard copies no longer apply

An amendment was made to the New Zealand Financial Markets Conduct Regulations 2014 last year which

provides for a new electronic process for distributing interim and annual reports to SKYCITY’s shareholders.

Consequently, any previous elections to receive hard copies of SKYCITY’s interim and annual reports will no

longer apply and SKYCITY’s interim and annual reports for all future accounting periods will be made available

on the company’s website at www.skycityentertainmentgroup.com.

However, you may, at any time, request a hard or electronic copy of SKYCITY’s most recent interim or

annual report and future interim and annual reports by updating your communication preference at

www.investorcentre.com/nz, emailing a request to enquiry@computershare.co.nz or posting a request to

Computershare Investor Services Limited, Private Bag 92119, Auckland 1142 as outlined below. If you request a

hard copy, SKYCITY will send you an interim and annual report for each future accounting period, free of charge,

until you revoke your request or cease to be a shareholder/bondholder.

Receive your communications electronically

SKYCITY is dedicated to growing in a sustainable manner with a commitment to environmental sustainability as

a foundation for successful economic, social and cultural development. Our strong preference is for all investor

communications (including interim and annual reports) to be distributed electronically, which is not only more

sustainable and cost-effective but provides for a much more timely and interactive method of communication.

If you have not already done so, you may elect to receive communications from SKYCITY by email rather than

post (including annual reports and any other company related information that SKYCITY chooses to send

electronically). We encourage you to do so to help us reduce costs and SKYCITY’s environmental footprint.

You can elect to receive communications electronically by doing one of the following:

:

Visiting www.investorcentre.com/nz

Select ‘My Profile’ and click on the ‘Update’ button on the communication preferences tile. You will need

your CSN or Holder Number and FIN to initially access the Investor Centre and register your account.

You can access the Investor Centre thereafter using your own User ID and password.

@

Entering your email address below, then scanning and emailing your completed letter to

enquiry@computershare.co.nz

*

Entering your email address below and returning this letter to Computershare Investor Services Limited,

Private Bag 92119, Auckland 1142.

Once your election has been received, all future communications from SKYCITY will be emailed to you as they

become available.

If you have previously elected to receive communications by email or you do not wish to receive communications

by email, you do not need to take any action.


I wish to receive all SKYCITY communications via email.

Enter email address here

This notice was given under regulation 61E of the Financial Markets Conduct Regulations 2014.

SKYCITY Entertainment Group Limited

Federal House 86 Federal Street

PO Box 6443 Wellesley Street

Auckland 1141 New Zealand

Telephone +64 9 363 6141

Facsimile +64 9 363 6140

www.skycityentertainment.com

18 September 2018

---

1
From:

SKYCITY Entertainment Group Limited

Sent:

To:

Subject:

SKYCITY Entertainment Group Limited - Annual Report 2018

Dear Investor

We are pleased to advise that our 2018 Annual Report is now available to view on the SKYCITY Entertainment

Group Limited website. You can access the report by clicking here. All future SKYCITY interim and annual

reports will also be available from our website.

As you have previously signed up to receive electronic communications from SKYCITY, you will receive

electronic copies of SKYCITY's interim and annual reports once available. However, you may at any time

request a free printed copy of our most recent interim or annual report and future interim and annual reports

by:

1.Visiting the Investor Centre at www.investorcentre.com/nz. Existing users should log in and select

‘My Profile’ and click on the ‘Update’ button on the ‘Communications Preferences’ tile. For new users, click

on ‘Create Login’ and follow the steps to create your User ID and password - you can

access the Investor

Centre thereafter using you

r User ID and password;

2.Emailing your request to ecomms

@computershare.co.nz. Please put SKYCITY Annual Report in

the

subject line and include your CSN/Holder number for easy identification; or

3.Phoning

Computershare on (09) 488 8777 between 8.30am and 5.00pm (NZ Time) Monday to

Friday.

If you have any questi

ons about changing how you receive securityholder communications, please contact

Computershare by one of the methods set out above. Alternatively, you can contact Computershare by mail at

Computershare Investor Services Limited, Private Bag 92119, Auckland 1142, New Zealand.

Regards

SKYCITY Entertainment Group Limited

You are receiving this email because you have signed up for electronic securityholder communications. You can unsubscribe to email notifications at

any time by logging into Investor Centre www.investorcentre.com/nz. Select ‘My profile’ and click on the ‘update’ button on the communication

preferences tile.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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