NZME Limited/Announcement
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Annual Shareholder Meeting Presentation and Address

AGM12 June 2019NZMCommunication Services

12 June 2019
Annual Shareholders

Meeting

Peter Cullinane
INDEPENDENT CHAIR

WELCOME

3

AGENDA
4

01 Chairperson’s Address

02 Chief Executive Officer’s Address

03 Ordinary Resolutions

1. Election of Director

2. Auditor’s Remuneration

04 Special Resolution

3. Amendment of Constitution

05 General Business

NZME’S AUDIENCE REACH
IS 3.3 MILLION

1

80% OF NEW ZEALANDERS

PRINT

1.3 million

Weekly Readers

1

RADIO

2.0 million

Weekly Listeners

2

DIGITAL

2.5 million

per Month

1

(1) Nielsen CMI March 2019 Fused Q1 18 –Q4 18 (population 10+ years).

(2) GfK Radio Audience Measurement, Commercial Stations, NZME and Partners. Cumulative Audience T1 2019.

5

THE NZME
BOARD

Peter Cullinane

IndependentChair

CarolCampbell

IndependentDirector

David Gibson

IndependentDirector

Barbara Chapman

IndependentDirector

SussanTurner

IndependentDirector

6

THE NZME
EXECUTIVE TEAM

Michael Boggs

ChiefExecutiveOfficer

David Mackrell

Chief Financial Officer

Laura Maxwell

ChiefDigital Officer

MattHeadland

ChiefCommercial Officer

ShayneCurrie

ManagingEditor

Dean Buchanan

Group Director,

Entertainment

AllisonWhitney

General Counsel&

Company Secretary

MatthewWilson

ChiefOperationsOfficer

KatieMills

ChiefMarketing Officer

7

New Zealand Media and
Entertainment is built on a

legacy of award-winning

journalism and broadcasting.

We deliver news, entertainment,

and information to Kiwis every

day.

8

9
Amplifying our ability to create positive

change in our society

•Committed to a sustainable business focused on our People,

our Environment and our Communities

•Materiality matrix of sustainability issues directly affecting

NZME completed

•UN Sustainable Development Goals framework adopted to

provide a measurement and reporting regime

•A CSR Framework and measurements will be reported for

the 2020 financial year

Corporate Social

Responsibility

•Supports long term strategic objectives and operational
priorities to maximise shareholder value.

•Reduce gearing, maintaining investment in our growth

opportunities and continuing to pay dividend where trading

and investment conditions permit.

•Consistent with the policy, the Board elected not to declare a

final dividend with respect to the 2018 financial year.

•Target reduction in net debt of $10-15 million per annum until

such time as the leverage ratio is within our target range of

1.0 –1.5 times rolling 12-month Trading EBITDA.

•Subject to achieving annual debt reduction targets, and

having regard to NZME’s capital requirements, operating

performance, financial position and cash flow at the time,

NZME intends to pay dividends of 30 –50% of reported

NPAT.

10

Capital

Management

Michael Boggs
CHIEF EXECUTIVE OFFICER

11

StatutoryNPAT
$11.6m

2017 $20.9m 44%

NZME 2018

RESULTS SUMMARY

Trading Revenue

1

$378.4m

2017 $387.7m 2%

Trading EBITDA

1

$54.7m

2017 $66.2m 17%

Trading Earnings

Per Share

1

9.6cps

2017 $13.6cps 29%

Trading NPAT

1

$18.9m

2017 $26.7m 29%

FinalDividend

nil

2018 totaldividends

2 centsper share

Pro-activeinvestment

in Digital Classifieds

Agencymarket

headwinds

(1) Trading measures used throughout this presentation are non-GAAP measures that are explained and reconciled

on pages 34 and 35 of the NZME Full Year 2018 Results Presentation available on the Company’s website.

Resultsimpactedby

12

(1) Trading measures used throughout this Annual Report are non-GAAP measures that are explained and reconciled on pages 34
and 35 of the NZME Full Year 2018 Results Presentation available on the Company’s website.

TRADING REVENUE

$211.6 m

-4% vs 2017FY2018

TRADING REVENUE

$106.8 m

-3% vs 2017FY2018

TRADING REVENUE

$60.0 m

+6% vs 2017FY2018

1.PwC Radio Advertising Benchmark Report, April 2019

NZMEPRINTNZMERADIONZMEDIGITAL

& eCOMMERCE

•Printadvertising revenue $114.2m

(down 6% vs 2017)

•Circulation revenue $81.5m (down

2% vs 2017)

•Maintained our share of radio

advertising market revenue

1

•Positive trends in radio advertising

revenue in FY19

•Long-term driver of growth

13

2019 STRATEGIC PRIORITIES
FOCUSED ON GROWTH

Leadingthe futureof news and

journalismin New Zealand

Increasingradio capability

and performance

Creating New Zealand’s leading

real estate platform

14

Key success metrics
Paid content launch Q2

2019

Targeting 10,000 digital

subscribers within the

first year

Increased premium

content and digital

audience engagement

Improved print

subscriber retention

1NEWS

LEADING THE FUTURE OF

NEWS AND JOURNALISM

IN NEW ZEALAND

Results to date

•NZ Herald Premium launched in April 2019

•10,000 digital subscribers, of which over

35% have opted for an annual subscription

•20% of existing 5+day print subscribers have

activated their online access

NZ Herald –Best Daily Newspaper

“A number of excellent news breaks, and a

quality production across all sections.”

Viva –Best Magazine

“An intelligent and professionally put-together

magazine section that has its readers in sharp

focus and keeps them engaged and entertained

... its fresh design and digital platforms were a

standout”

FY19 Focus

New Zealand’s

destination for trusted

premium news content

Launch digital

subscriptions

Enhancing print

subscriber value

proposition

15

Key success metrics
Radio revenue in growth

Improved audience

share in the key 18-54

demographic

Continue to grow iHeart

registered users and

streaming hours

2RADIO

INCREASING RADIO CAPABILITY AND

PERFORMANCE

Results to date

•Radio revenue in growth overall at the end

of Q1

•Weekly audience of 2 million New

Zealanders and increased market share

across all markets

1

•NewstalkZBremains the number one

radio breakfast show in New Zealand

2

•Newshows on other channels are proving

successful, including:

•NewstalkZBafternoons

•NewstalkZBDrive Show

•The Hits with Laura, Sam & Toni

•ZM with Bree & Clint

•Coast with Bernie & Jason

•iHeartregistered users ~870,000, up 15%

YoY

1

•iHeartstreaming hours 3.5 million, up 6%

YoY

2

FY19 Focus

Enhance radio sales

skills to support

integrated selling

Digital audience and

revenue growth

leveraging iHeart

capability

Successfully develop an

engaged following for

new shows

(1)GfK Radio Audience Measurement, Commercial Stations, NZME and Partners. Cumulative Audience T1 2019

(2)GfK Radio Audience Measurement, Commercial Stations, M-F 6am-9am, Cumulative Audience T1 2019

(3)iHeartMedia; Adobe Analytics, April 2019

(4)AdsWhizz and StreamGuys, April 2019

16

Key success metrics
Growth in listings as a

% of market

Improved audience

listings engagement

Meaningful revenue

growth

CREATING NEW ZEALAND’S LEADING

REAL ESTATE PLATFORM

Results to date

•Celebrated one year of OneRoof in March

2019

•New Homes category launch scheduled

for Q3

•Launched new user features:

oCreate and share Saved Property lists

oImproved open home planner

oOneRoofQuarterly Property Report

•Reaching up to 348,000 unique browsers

each week

•Revenue growth continues

FY19 Focus

Secure further market

listings and launch new

property categories (e.g.

new homes)

Continue to develop user

features and tools to

enhance listings

engagement

Lead property market

commentary and insights

Continue revenue growth

through premium listings

and agent products

17

•The successful launch of NZ Herald premium digital
subscriptions has exceeded our revenue expectations.

•OneRoofnow has 70% of residential property listings with

continued revenue growth momentum.

•Advertising bookings year to date are tracking 3% below

last year but have declined at a slower rate than full year

2018, with radio revenue in growth.

•Declines in the Agency market continue, impacting digital

revenues, however the market is now showing early signs

of an improving trend compared to the same period last

year.

•Our focus on cost reductions have continued with initiatives

delivering improvement in the underlying cost base.

•The company is on target to reduce debt in line with our

Capital Management Policy.

18

Trading Update

1
9

RESOLUTIONS
20

To consider and, if thought fit, to pass the following ordinary
resolution:

Resolution 1: Election of Director

It is hereby resolved, as an ordinary resolution, that Sussan

Turner, who joined the board after the last Annual

Shareholders’ Meeting, be elected as a Director of NZME.

ORDINARY RESOLUTIONS

Resolution 1

Proxies & Postal

votes received

ForAgainstDiscretionaryAbstain

Number of shares voted

by proxy or postal vote

78,264,2894,2882,820,540844,390

21

To consider and, if thought fit, to pass the following ordinary
resolution:

Resolution 2: Auditor’s remuneration

It is hereby resolved, as an ordinary resolution, that the

Directors of NZME are authorised to fix the auditor’s

remuneration.

ORDINARY RESOLUTIONS

Resolution 2

22

Proxies & Postal

votes received

ForAgainstDiscretionaryAbstain

Number of shares voted

by proxy or postal vote

78,266,56122,5162,810,040834,390

To consider and, if thought fit, to pass the following special
resolution:

Resolution 3: Amendment of Constitution

To amend NZME’s constitution in the form and manner

described in the explanatory notes, with effect from the close of

the Annual Shareholders’ Meeting.

SPECIAL RESOLUTION

Resolution 3

23

Proxies & Postal

votes received

ForAgainstDiscretionaryAbstain

Number of shares voted

by proxy or postal vote

77,960,05726,2392,820,0401,127,171

GENERAL
BUSINESS

24

DISCLAIMER
The information in this

presentation is of a general

nature and does not constitute

financial product advice,

investment advice or any

recommendation. Nothing in

this presentation constitutes

legal, financial, tax or other

advice. This presentation

constitutes summary

information only, and you

should not rely on it in

isolation from the full detail

set out in NZME’s Consolidated

Financial Statements for the

year ended 31 December 2018.

This presentation may contain projections

or forward-looking statements regarding a

variety of items. Such projections or

forward-looking statements are based on

current expectations, estimates and

assumptions and are subject to a number

of risks and uncertainties. There is no

assurance that results contemplated in any

projections or forward looking statements

in this presentation will be realised. Actual

results may differ materially from those

projected in this presentation. No person is

under any obligation to update this

presentation at any time after its release to

you or to provide you with further

information about NZME Limited.

While reasonable care has been taken in

compiling this presentation, none of NZME

Limited nor its subsidiaries, directors,

employees, agents or advisers (to the

maximum extent permitted by law) gives

any warranty or representation (express or

implied) as to the accuracy, completeness

or reliability of the information contained in

it nor takes any responsibility for it. The

information in this presentation has not

been, and will not be, independently

verified or audited.

25

---

*Source: Nielsen CMI March 2019 Fused Q1 18 – Q4 18 (population 10+ years). Based on unduplicated weekly reach
of NZME newspapers, claimed 7 day radio stations, and monthly domestic unique audience of NZME’s digital channels.



MARKET ANNOUNCEMENT



12 June 2019



Annual Shareholders’ Meeting - Addresses



AUCKLAND, 12 JUNE 2019: NZME Limited (NZX: NZM, ASX: NZM) (“NZME”) attaches the

Chairman’s and CEO’s addresses, and presentation which will be delivered at the Annual

Shareholders’ Meeting being held in the NZME iHeart Lounge in Auckland today, commencing

at 2:00pm (NZT).


ENDS


For further information:


Julia Belk

Investor Relations Manager

NZME

T: +64 21 2408997

Email: julia.belk@nzme.co.nz




About NZME


NZME is a leading New Zealand media and entertainment business that reaches more than 3.3 million Kiwis*.

Whether reading, listening, or watching, our audience gets the content they want - where and when they want

it. NZME offers advertisers a unique opportunity to access its growing audience via a fully integrated multi-

platform presence. NZME is listed on the NZX Main Board (code NZM) with a foreign exempt listing on the ASX

(code NZM).


www.nzme.co.nz



















2





NZME ANNUAL SHAREHOLDERS’ MEETING, 12 JUNE 2019


Order of Events & Script


PLEASE NOTE: this script is to be read in conjunction with the Annual Shareholders’ Meeting

Presentation dated 12 June 2019.



NZME FIND YOUR VOICE SHOWCASE VIDEO



SLIDE 3 – Chairman Photo


FORMALITIES & CHAIR’S ADDRESS: PETER CULLINANE


E ngaa rangatira, teenaa koutou, teenaa koutou, teenaa koutou katoa.

Kia ora, huihui mai taatou.

He rangatira koutou, e tika ana, kia koorero i te reo rangatira, ki a koutou.

He timatanga tenei.

Ko te tumanako, ka tipu te reo rangatira i tenei whare, aa toona waa, ka koorero Maori taatou

katoa.


Ahakoa he timatanga.

Ahakoa he iti, he pounamu


It’s wonderful to be gathered today.

You are all leaders and chiefs and therefore its appropriate I greet you in our chiefly language.

This is a start.

The hope is that te reo maori will thrive here and we will all understand maori.

Even though it’s just a start.

Although it is small it is precious.


Hello and welcome to NZME’s 2019 Annual Shareholders’ Meeting, my name is Peter Cullinane,

Chair of the NZME Board.


Before we begin, I have a few housekeeping matters to run through. In the event of a fire

alarm, please exit through the door just to my left and gather in the western courtyard.

Restrooms are located to the left of the lifts in the foyer.


Today is a meeting of shareholders and only those shareholders with official registration cards

are permitted to speak or ask questions at this meeting. Shareholders will be given an

opportunity to comment and ask questions prior to voting on each resolution, as well as during

the general business section of the meeting. If you are a shareholder and you do not have a

card, please see the registration desk. Finally, please ensure that your phones are on silent.


Today’s audio and presentation are being webcast for those who are unable to attend in

person. There will also be a recording of today’s meeting made available on our website

following the conclusion of the meeting.



3


The Company Secretary has confirmed to me that the Notice of Meeting has been sent to

shareholders and other persons entitled to receive it. The Company's constitution prescribes

a quorum of three shareholders. As you can see, this requirement has been met, therefore I

now declare this meeting open.


Firstly, I would like to introduce those seated up the front with me today, from your left to

right; our General Counsel and Company Secretary Allison Whitney, Chief Executive Officer

Michael Boggs, and my fellow Board members, Sussan Turner, Barbara Chapman, David

Gibson and Carol Campbell.


Our legal advisors, Chapman Tripp, and our auditors, PwC, are also in attendance today and

available to answer shareholder questions.


I’d like to thank shareholders for participating in today’s meeting.


SLIDE 4 – Agenda


Following my opening comments, we will hear from NZME’s CEO Michael Boggs. We will then

proceed to voting on the resolutions as set out in the Notice of Meeting. These are:


• An ordinary resolution to elect Sussan Turner to the Board;

• An ordinary resolution authorising the Board to fix the remuneration of our auditors,

PwC; and

• A special resolution authorising procedural amendments to the Company’s constitution.


As Chairman of this meeting I intend to vote all discretionary proxies that we have received in

favour of these resolutions.


SLIDE 5 – Propeller Business Model


New Zealand Media and Entertainment is a fully integrated, audience-centric, media business,

across print, radio and digital channels.


For audiences and advertisers NZME boasts an impressive portfolio of brands, delivering

premium News, Sport and Entertainment content. We are uniquely positioned to connect

advertisers with their customers.


NZME’s audience of 3.3 million New Zealanders

1

represents almost 80% of the New Zealand

population, and remains a key driver of the value of NZME. In 2018, the NZ Herald daily brand

audience increased to 1.3 million

2

readers per week. Radio listenership has been consistent

over the last couple of years at about 2.0 million

3

listeners per week, while our online presence

continues to increase reaching an audience of over 2.5 million

4

users per month.


It’s the combined strength of all of our Print, Radio and Digital platforms working together as

one entity that supports our constant focus to grow new revenue opportunities and improve

cost efficiencies at NZME.



1

Nielsen CMI March 2019 Fused Q1 18 – Q4 18 (population 10+ years).

2

Nielsen CMI Q1 18 – Q4 18 AP 15+, represents a combination of Print readership and Digital audience.

3

GfK Radio Audience Measurement, Commercial Stations, NZME and Partners. Cumulative Audience T1 2019

4

Nielsen CMI March 2019 Fused Q1 18 – Q4 18 (population 10+ years).



4


The development, creation and launch of the New Zealand Herald Premium subscription

service is a bold example of NZME delivering on that commitment. Our CEO will talk more

about Premium in a moment – but on behalf of the board I’d like to congratulate our Executive

and their teams for successfully launching New Zealand Herald Premium to market.


SLIDE 6 – NZME Board


In 2018, the Board was pleased to appoint Barbara Chapman and Sussan Turner as non-

executive directors. Both directors are highly credentialed in consumer facing businesses,

having held CEO positions at leading companies in their respective industries, Barbara

Chapman in the retail banking sector and Sussan Turner in media.


This experience complements the strategy and finance skills of David Gibson, appointed in late

2017 and the governance and accounting skills of Carol Campbell who has been a member of

the Board since NZME’s foundation in 2016. The Board has a balanced mix of experience and

skills highly relevant to the NZME business and strategy.


Sussan is standing for election by shareholders today and full details of her experience and

credentials are outlined in the Notice of Meeting.


SLIDE 7 – NZME Executive Team


NZME has a highly experienced, dedicated and talented team, led by CEO Michael Boggs. In

March this year, we were pleased to welcome David Mackrell as our new Chief Financial Officer.

David has extensive finance experience most recently as the Chief Financial Officer of

Heartland Bank and prior to that 25 years with Air New Zealand.


In September last year Katie Mills was appointed as the new Chief Marketing Officer. Katie

has a strong background in brand building, vision and market strategy. She moved to NZME

after nearly two years at Aspire2 as Group Marketing Director. Prior to that Katie spent 15

years with MediaWorks.


The NZME Executive contributes a broad range of skills in the areas of digital, commercial,

editorial, broadcasting, strategy, finance, marketing, operations and legal. They bring

significant industry experience to the business and continue to enable us to deliver on our

strategy.


Most importantly, the NZME team remains highly focused on delivering high quality content to

our audience of 3.3 million Kiwis.


SLIDE 8 – OUR PURPOSE


All of us at NZME were deeply shocked and saddened by the terror attack in Christchurch in

March of this year. The NZME teams did an exemplary job of keeping the country and the

world informed during this terrible event and the Board thanks them for their efforts.


What became apparent throughout the course of this terrible event and in the aftermath

following, was the hugely important and significant role media plays at the time of such events

and the responsibility that comes with that role.



5


We take this responsibility for the accurate, timely and sensitive reporting of such issues and

events very seriously and we were very much reminded of our Purpose at the time of the

Christchurch terror attacks.


NZME is built on a legacy of award-winning journalism and broadcasting. We deliver news,

entertainment and information to Kiwis every day. What we do can empower, enrich and

enliven our audiences and connect them to the people, events and decisions that matter. In

simple terms, what we do is share knowledge.


Our purpose is Keeping Kiwis in the know. Everyone wants to be kept in the know and

keeping New Zealanders in the know is what NZME does best.


Purpose is the unifying theme that unites an organisation's direction and inspires action. It is

our philosophical heartbeat, our beacon.


It’s our reason to believe.


I believe it captures why NZME’s existence matters. Why we are important to the people we

serve and why our people dedicate their precious time, energy and passion to our company.


I’m very proud of the work that’s gone into delivering this for our people - and you’ll see it

more over time as we start to evolve Keeping Kiwis in the know into our external messaging

as well.


SLIDE 9 – CORPORATE SOCIAL RESPONSIBIITY


In our 2018 Annual Report we outlined our commitment to Corporate Social Responsibility.


We continue to develop the framework of our Corporate Social Responsibility reporting with

the objective of ensuring we grow a sustainable business focused on our People, our

Environment and our communities.


This extensive body of work has involved building a clear understanding of the sustainability

issues that are most important to NZME and its stakeholders.


We have adopted the United Nations Sustainable Development Goals framework to provide us

with a regime of measurable objectives and reporting. A CSR Framework and measurements

will be reported for the 2020 financial year.


SLIDE 10 – CAPITAL MANAGEMENT


I would also like to take a moment to talk about capital management and dividends. Following

the completion of a review in November 2018, we announced a revised Capital Management

Policy to support our long-term strategic and financial objectives and operational priorities to

maximise shareholder value.


The near-term objective of the policy is to reduce gearing while maintaining investment in our

growth opportunities. Consistent with the policy, the Board elected not to declare a final

dividend with respect to the 2018 financial year.


The Board notes that since it announced a review of the Capital Management Policy in August

2018 and implemented the new policy in November 2018, the NZME share price has declined,



6


often on very small volumes of share trades. The Board believes that this is in response to

the move from being a high dividend yield business to one which is balancing investing in

growth, debt repayment and dividends. The Board is confident that it is investing in growth

initiatives that will add value to the business and its shareholders in the longer term. Michael

will shortly update you on progress on these initiatives.


While the near-term focus of the policy is to reduce debt and fund growth, we recognise that

dividends are an important part of total shareholder returns. As such, I note that it is the

Board’s intention that NZME remain a dividend paying company.


I would like to emphasise that our core growth strategy remains unchanged and is focused on

delivering shareholder value. There is no doubt that parts of our industry will continue to face

challenges for some time to come.


NZME’s 2018 annual results show that we are in a great position to take advantage of our

business model and the myriad of high-quality platforms and brands that sit within it. We look

forward to embracing the exciting opportunities NZME has to grow.


With many of New Zealand’s most recognised and respected brands, an audience reach that

is difficult to replicate, exceptional people throughout, and a unique integrated print, radio and

digital offering, NZME is in a strong position to grow shareholder value.


In concluding, the Board extends its thanks to our entire team for their commitment and

dedication throughout the year and their contribution to the business.


I will now hand over to our CEO Michael Boggs to provide further detail on the performance of

the business and strategy looking forward.


SLIDE 11 – CEO’S ADDRESS: MICHAEL BOGGS


Thank you, Peter. And welcome to everyone here today and listening on our webcast.


Before I discuss our progress against our three Strategic Priorities for 2019 I’ll take you

through an overview of our 2018 Annual Results.


SLIDE 12 – NZME 2018 ANNUAL RESULTS


While New Zealand advertising demand was softer in 2018 due to economic conditions, the

rate of decline in NZME’s revenue and earnings continued to slow.


During the year we invested in a number of promising new revenue opportunities to grow long

term shareholder value. As the Chairman has mentioned we are progressing our strategy to

grow new revenue streams and retain revenue from traditional advertising sources.


Our full year 2018 statutory net profit after tax was $11.6 million, representing 6.0 cents per

share. Our Trading NPAT, which provides a useful representation of our ongoing earnings, was

$18.9 million, or 9.6 cents per share.


Structural pressures in the print advertising market continued in 2018. In addition, weak

business and consumer confidence impacted Agency advertising. In the context of these

pressures, the 2% Trading Revenue decline we saw in 2018, compared to a 4% decline in

2017, was a pleasing outcome.



7



NZME maintained its share of the radio advertising market

5

and continued to focus on

delivering the best offer to inform, entertain and attract listeners.


Digital advertising revenue growth slowed in 2018, nonetheless we expect it to remain a key

long-term driver of growth

6

.


Since launch in March last year, NZME’s real estate classifieds portal, OneRoof, has made

significant progress, growing real estate listings and audience to support the generation of

modest but growing revenue.


SLIDE 13 – SEGMENT RESULTS


Print


Print revenue of $211.6 million in 2018 was 4% below the previous year. Print benefited from

an additional publishing week in 2018, nonetheless, the underlying rate of decline in Print

revenue continued to slow.


Print advertising revenue of $114.2 million was 6% lower than 2017, impacted by structural

deterioration in Print advertising. There were, however, encouraging segments in Print

advertising, such as the travel category, driven by advertising for the growing cruise ship

industry. The 6% decline in Print advertising revenue in 2018 was a significant improvement

on the declines seen in 2017 and 2016.


Circulation revenue of $81.5 million was 2% lower in 2018. Circulation volume declined,

however yields were maintained through cover price increases.


Radio


Radio and Experiential revenue of $106.8 million in 2018 was 3% lower than 2017. While our

direct sales showed positive trends in 2018, poor business confidence affected our agency

revenue. Overall, we maintained our share of radio advertising market revenue

7

and what is

more pleasing is that we are seeing positive trends in radio advertising revenue in the current

financial year with year on year growth to April 2019.


Our share of the New Zealand radio audience was also stable in 2018

8

. NZME’s leading brands

maintained their strong presence, with NewstalkZB remaining the number one radio station in

New Zealand

9

.


Digital


Digital and e-Commerce revenue grew 6% in 2018 to $60.0 million. The growth rate of the

digital advertising market slowed during 2018.





5

PwC Radio Advertising Benchmark Report, April 2019.

6

PwC Outlook NZ Entertainment Outlook 2018 – 2022.


7

PwC Radio Advertising Benchmark Report, April 2019.

8

GfK Radio Audience Measurement, Commercial Stations. NZME & Partners T1-T4 2018. Market Share %,

population 10+ years.

9

GfK Radio Audience Measurement, Commercial Stations, M-F 6am-9am, Cumulative Audience T1 2019.



8


SLIDE 14 – STRATEGIC PRIORITIES


The last time we spoke I shared with you our 3-horizon approach of optimising our existing

business, launching new ventures to take advantage of our existing audience and customer

relationships, and identifying new business models that address unmet customer needs.


This year we’ve distilled those further to deliver a very focused approach to our priorities.


In the current year, NZME is focussed on three strategic priorities:

1. Leading the future of news and journalism in New Zealand

2. Increasing radio capability and performance

3. Creating New Zealand’s leading real estate platform

SLIDE 15 - Leading the future of news and journalism in New Zealand

On 30 April 2019 NZME launched digital subscriptions on our online mastheads which will

support ongoing investments in content, technology and audience to grow revenue. The launch

of New Zealand Herald Premium was the culmination of a significant amount of preparation

and development and is testament to the hard work of the incredible team at NZME including

the project team across editorial, technology and marketing.

New Zealand Herald Premium delivers access to New Zealand’s finest journalism and

commentary including exclusive, in-depth and agenda-setting articles, investigative reports,

columns, and analysis across business, politics, news, sport, lifestyle and entertainment.

Subscribers also gain access to some of the best international journalism from The Times (UK),

The New York Times, The Financial Times and Harvard Business Review which complements

content from our existing content partnerships with Washington Post, The Telegraph (UK), and

the South China Morning Post.


I am delighted to report that this week we have reached the milestone of 10,000 paying digital

subscribers. This was our target to achieve within the first year so to reach this target within

just 6 weeks is fantastic. Pleasingly, over 35% have opted for an annual subscription. We

have also seen more than 20% of our existing five-to-seven day print subscribers activate

their digital access.


It is still early days, but we are thrilled with the success of the Premium launch so far and we

are committed to providing NZ Herald readers with the best journalism in New Zealand.


The strength of our print brands was recently recognised at the 2019 Voyager Media Awards,

with The Herald winning best daily newspaper and Viva winning best magazine. I would also

like to acknowledge our amazing journalistic team, many of who were also recognized at the

Voyager awards, in particular:


• Nicholas Jones who won best scoop, best individual investigation and runner up for the

nib senior health scholarship.

• Simon Wilson who won opinion writer of the year.

• Kim Knight who won best arts, entertainment and/or lifestyle portfolio

• Kirsty Johnston who won best crime and/or social issues category; and

• Luke Kirkness who won student journalist of the year


We are very proud of our entire journalistic team who continue to go above and beyond to

deliver high quality, premium content across our distribution platforms.



9



Slide 16 - Increasing radio capability and performance


NZME is the second largest radio operator in New Zealand, with a weekly audience of 2.0

million

10

. In 2019, we have continued to enhance radio sales skills with market leading Radio

specialists being appointed to support the integrated sales model.


We are also investing in new talent across a number of our radio brands. The new talent and

shows include Simon Barnett and Phil Gifford reuniting on NewstalkZB in the afternoons and

Heather du Plessis Allan hosting ZB’s Drive Show. Other new on-air teams include Laura, Sam

and Toni on The Hits Breakfast, Bree and Clint on ZM, and Bernie and Jason on Coast.


This focus on new talent is driving audience and is a key point of difference between NZ Radio

and the algorithm driven platforms, like Spotify and Facebook.


Our digital radio platform, iHeart Radio, continues to grow with registered users up 15% to

870,000 year on year

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and streaming hours up 6% to 3.5 million year on year

12

.


Slide 17 - Creating New Zealand’s leading real estate platform


Since its launch in March 2018, our Real Estate portal, OneRoof, has significantly grown listings

and audience, and generated promising initial revenues.


OneRoof has enjoyed strong audience growth since launch, supported by listings and the

integrated content and advertising strategy. Audience growth was given a significant boost in

early December 2018 with the release of the OneRoof Quarterly Property Report, the third of

which was released just last week with unique browsers increasing to 348,000 per week.


I’m pleased to report that we now feature listings from all major real estate agencies. We

have launched several new user features including the ability to create and share property

lists and an improved open home planner.


The successful delivery on our 3 strategic priorities will build diversified sustainable revenue

streams in our print and digital businesses and ensure our radio business is performing to its

full potential.


SLIDE 18 – TRADING UPDATE


Finally, I want to take a moment to update you on our trading performance year to date.


The successful launch of NZ Herald Premium digital subscriptions has exceeded our revenue

expectations.


OneRoof now has 70% of residential property listings with continued revenue growth

momentum.


Advertising bookings year to date are tracking about 3% below last year but have declined at

a slower rate than full year 2018, with growth in radio advertising revenue. The year on year

declines in the Agency market experienced in the second half of 2018 have continued into the


10

Gfk Radio Audience Measurement, Commercial stations, NZME and Partners, Cumulative Audience T1 2019.

11

iHeartMedia; Adobe Analytics, April 2019

12

AdsWhizz and StreamGuys, April 2019



10


first half of 2019, impacting digital revenues, however the market is now showing early signs

of an improving trend compared to the same period last year.


Our focus on cost reductions have continued with initiatives delivering improvement in the

underlying cost base.


The company is on target to reduce debt in line with our Capital Management Policy.


Finally, our brilliant people and their enthusiasm for what we do, make NZME a great company

to work for and a great business. I thank them for their commitment, their innovation and

their determination to succeed.


I witnessed that closely in the build, the launch and ongoing success of NZ Herald Premium.


I’ll leave you with a message about our NZME purpose – KEEPING KIWIS IN THE KNOW.


SLIDE 19 - VIDEO


PLAY NZ Herald Premium VIDEO


I will now hand back to the Chairman for the formal business of the meeting.


SLIDE 20 - RESOLUTIONS – PETER CULLINANE


Thank you, Michael.


Ladies and Gentlemen, we will now address the matters requiring resolution, which are

outlined in the Notice of Meeting.


There will be an opportunity for shareholders to ask questions on each resolution. When I call

for questions, please raise your hand if you have a question. We ask you to wait for a

microphone before speaking. Please clearly state your name, and confirm that you are a

shareholder or proxy, before asking your question.


I ask that in the interests of fairness to all shareholders attending this meeting that anyone

wishing to speak be as concise as possible and be considerate to other shareholders wishing

to ask questions.


As the audio of the meeting is being streamed online, remember that you will be heard by an

audience outside of this room. Questions raised by shareholders should relate directly to the

resolution being considered. There will be an opportunity to ask general questions at the

conclusion of the formal business.


I propose that voting on each of these resolutions be conducted by way of a poll. You should

all have a voting card which was given to you when you registered. Please mark this card to

indicate your vote. If you are here as a shareholder or proxy and do not have a voting card,

please raise your hand and someone will assist you.


Resolutions 1 and 2 as set out in the Notice of Meeting are to be considered as ordinary

resolutions and, as such, must be approved by a simple majority of the votes cast by

shareholders entitled to vote and voting on Resolutions 1 and 2. Resolution 3 is to be

considered as a special resolution and, as such, must be approved by 75% or more of the



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votes cast by shareholders entitled to vote and voting on Resolution 3. Details of postal and

proxy votes received in respect of each resolution will be displayed on screen.


SLIDE 21 - RESOLUTION 1: Election of Sussan Turner


The NZME constitution, and the new NZX Listing Rules which we adopted on 1 June 2019,

require Directors appointed by the Board since the most recent Annual Shareholders’ Meeting

to retire and stand for election by shareholders. As such, Sussan Turner is required to retire

from the Board and stand for election.


Sussan’s extensive management and governance experience in media, together with her skills

in transforming and building new business models complement the mix of skills and experience

on our Board. Since joining the Board in July 2018, Sussan has made a valuable contribution

and her election has the unanimous support of the Board.


Having had regard to the factors described in the NZX Corporate Governance Code that may

impact director independence, the Board considers that Sussan Turner qualifies as an

independent director.


I now invite Sussan to address her election.


SUSSAN TURNERS’ SPEECH


PETER CULLINANE TO CONTINUE


Thank you, Sussan.


Before we move to the vote, are there any questions for the Board concerning the resolution?


Take questions from floor


I now move, as an ordinary resolution, that Sussan Turner be elected as a Director of NZME.


Voting on this resolution will be conducted by way of poll using your voting cards, where one

vote is cast for each share held.


The votes received in advance of today’s meeting for Resolution 1 are displayed on the screen.


Please mark your voting cards in the way you wish to vote by ticking “FOR”, “AGAINST” or

"ABSTAIN" in the appropriate place on the voting card.


We will collect your voting cards after voting on all resolutions is complete.


SLIDE 22 - RESOLUTION 2: Auditor’s Remuneration


In accordance with the Companies Act, PwC will automatically be re-appointed as the auditor

of the Company. The resolution authorises the Board to fix the auditor’s remuneration for the

forthcoming year.


Before we move to the vote, are there any questions for the Board concerning the resolution?


Take questions from floor



12



I now move, as an ordinary resolution, that the Directors of NZME are authorised to fix the

auditor’s remuneration.


Voting on this resolution will be conducted by way of poll using your voting cards, where one

vote is cast for each share held.


The votes received in advance of today’s meeting for Resolution 2 are displayed on the screen.


Please mark your voting cards in the way you wish to vote by ticking “FOR”, “AGAINST” or

"ABSTAIN" in the appropriate place on the voting card.


SLIDE 23 - RESOLUTION 3: Amendment of Constitution


This special resolution seeks shareholder approval to alter NZME’s constitution. The

amendments to the constitution are procedural in nature as a result of NZME’s transition to

the new NZX Listing Rules on 1 June 2019.


A marked-up copy of the constitution has been available for inspection during the meeting

notice period here at NZME’s registered office and also on our website.


The Board unanimously recommends shareholders vote in favour of the alterations to NZME’s

constitution.


Before we move to the vote, are there any questions for the Board concerning the resolution?


Take questions from floor


I now move, as a special resolution, to amend NZME’s constitution in the form and manner

described in the explanatory notes, with effect from the close of the Annual Shareholders’

Meeting.


Voting on this resolution will be conducted by way of poll using your voting cards, where one

vote is cast for each share held.


The votes received in advance of today’s meeting for Resolution 3 are displayed on the screen.


Please mark your voting cards in the way you wish to vote by ticking “FOR”, “AGAINST” or

"ABSTAIN" in the appropriate place on the voting card.


We will now collect your voting cards, thank you. Final resolution results will be released on

the NZX and ASX shortly after today’s meeting concludes.


SLIDE 24 – General Business and Shareholder Discussion


Having now completed the formal business of the meeting we will shortly invite shareholders

to raise any questions of a general nature.


I remind you that only registered persons holding shareholder cards today are to speak or ask

questions at this meeting.



13


Again, please raise your hand if you wish to ask a question, and we will ask you to move to

the microphone at the front of the room. Please clearly state your name, and confirm that you

are a shareholder or proxy, before asking your question.


As the audio of this meeting is being streamed online, remember that you will be heard by an

audience outside this room. Do any shareholders now wish to ask a question?


Questions & Answers


Thank You


Thank you for your questions today, your participation, questions and feedback is greatly

valued. To wrap up today’s proceedings, I would like to reiterate NZME’s focus on improving

shareholder value. We are working hard to maintain revenues in our traditional business but

also looking beyond this to establish new revenue streams.


In the pursuit of improved and sustainable returns for shareholders, we remain strongly

focused on ensuring that NZME is a great place for our employees to work, and a great place

for our audiences to be informed and entertained.


Thank you again to my fellow Board members, executives and staff for your dedication and

hard work, and to our shareholders for your continued support.


I now declare this meeting closed. We will be available to meet you as you depart the iHeart

lounge today.


End of Meeting

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.