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Sky AGM – Chairman’s & CEO Address

AGM16 October 2019SKTCommunication Services

Sky New Zealand
PO Box 9059

Newmarket

Auckland 1149

New Zealand


10 Panorama Road

Mt W ellington

Auckland 1060

New Zealand


T. +64 9 579 9999


sky.co.nz











SKY AGM – CHAIRMAN’S ADDRESS

for immediate release, 17

th

October 2019




Attached is the Chairman’s address and slide presentation for SKY’s AGM to be held at

10.30am today at The Generator, 12 Madden Street, Auckland.


ENDS


For further information, please contact:

Sophie Moloney

Chief Legal Officer and Company Secretary

Sky Network Television Limited

(09) 579 9999

Sophie.moloney@skytv.co.nz

















Sky AGM 17 October 2019

Philip Bowman, Chair

Prepared remarks


Welcome to the Sky AGM for 2019 and thank you for taking the time to be here. I am Philip

Bowman, the recently appointed chairman and I’m delighted to be here and to have the

privilege of leading the board in these interesting times.

Shareholders holding in excess of 10% of the voting shares in the company are here in

person today or are represented by proxy. Directors holding proxies will vote as instructed.

Where proxies may be exercised at the discretion of an individual director, votes will be cast

in favour of each resolution.

As the quorum is present, I declare the meeting to be properly constituted and open.

It is my pleasure to introduce my colleagues on the board.

Peter Macourt is retiring from the board today, and we will mark his significant contribution to

Sky a little later in today’s proceedings.

It’s also my pleasure to introduce you to our new Chief Financial Officer, Blair Woodbury, and

Company Secretary, Sophie Moloney. Our Chief Executive Martin Stewart has brought

together an outstanding new leadership team for Sky, and he will introduce the other leaders

shortly.

We have a lot to cover in today’s meeting, including some important resolutions. In particular,

we were delighted to reach agreement with SANZAAR and New Zealand Rugby on a new 5-

year rights deal over the weekend, and it is my pleasure to recommend to shareholders today

that you approve the resolution to allow the company to complete that contract. We will

speak more about that shortly.


Today’s agenda is as follows:

- I will provide a review of the past year, with particular emphasis on the second half.

- Martin Stewart will give you an overview of the financial results we reported in

August, and outline the new strategic direction we have set for the company.

- Martin will also report on specific progress against that strategy over the last seven

months, and outline the priorities for the next twelve months.

- There will then be an opportunity for you to ask questions before we turn to the formal

business of the meeting.

- As set out in the Notice of Meeting, we have six ordinary resolutions to consider, and

two special resolutions.

Following voting I will close the meeting, after which directors and senior executives will join

those shareholders who choose to remain for refreshments.




High-level review of past year

At the Results presentation in August, Martin and Blair talked about the year being a ‘’Game

of Two Halves”. There has been rapid change since the Interim Results in February and the

arrival of Martin Stewart as Chief Executive. I am going to focus most of my remarks on

these last six months.

The situation in February was that our business was experiencing a steady decline in

subscribers, and facing increasing competition both from local and global players. Streaming

services were increasingly attracting customers away from Sky, and costs - particularly for

content - were rising.

The Board and the leadership team had two choices - keep trying to stem the flow, reduce

costs and reinforce the reliability of satellite to deliver content to all New Zealanders; or

radically step up the fight.

We chose to do the second. We have a proud history as a business: a start-up and disruptor

who changed the way New Zealanders viewed television. We also have many of the

fundamentals in place: an unbeatable range of original and acquired content, proven and

trusted relationships with content partners, and a strengthened, talented and energised team.

Our task is to deliver our content in ways that work for all New Zealanders – and that has

meant making some changes.

The first is having an unrelenting focus on our customers and what they want, and then

leveraging the best of modern technology, and particularly streaming services, to deliver this

content in ways that meet or exceed customer expectations. We have a clear brief for our

people: continue to support satellite customers who are the heart of our business - and will

be for some years to come – while at the same time rapidly developing and delivering

competitive streaming products.


Secondly, retain the rights that matter. We understand the important balance between what

our customers want to watch (and what they are willing to pay), what our content partners

need for their businesses to be profitable, and our need to make wise trade-off choices that in

the long term provide a commercial return to you, our shareholders. Securing the SANZAAR

rights this week for another five years was an absolutely critical part of that strategy.


Thirdly, pursue partnerships. In a global context, we operate in a very small market, and

partnerships and wholesale arrangements are a practical way of achieving our ambition of

having Sky in the hands of all New Zealanders, particularly in the face of increasing global

competition.



The fourth area is pursuing alternative revenue streams. The purchase of RugbyPass is a

clear example of leveraging our existing capabilities while also looking beyond our existing

business and beyond the NZ border.

I will shortly ask Martin to take you through the strategy in more detail and outline progress to

date, but before that I’d like to make a few observations:

The status quo of the past decade was not an option. Technology, consumer behaviour and

commercial pressures are all changing at an unprecedented pace. In simple terms our

business model needed to be reimagined.

We are fortunate to have a CEO of Martin’s calibre and international experience now leading

Sky. He is implementing an ambitious programme of change and innovation, and he has an

unrelenting focus on returning the business to growth. It’s been very pleasing to see the

significant progress made by the team in the first seven months of Martin’s tenure.

Whilst the Board is committed to generating value for all shareholders, building a successful

enduring business in times of change is a long term rather than short term endeavour. In

addition to providing governance to the company, the directors see their principal role as

providing guidance and robust challenge on the strategic direction developed by

management, and then holding management to account to deliver agreed objectives and

outcomes.

The Board has had to make some difficult decisions in the last 6 months, including the

goodwill and technology project write-offs, and the decision to suspend dividends. We

recognise that we are asking you, as owners of the business, to support an ambitious

turnaround plan, and to accept that we need first to invest to reposition the business for future

growth. This is a responsibility we take very seriously.

We will leave plenty of time at the end for your questions, but I also believe that our

presentation today will start to build your confidence in the changed strategic direction of the

business and the capability of the refreshed leadership team to deliver on this.

[Remarks from Martin Stewart]

[Resolutions to be voted on]

Before I close the meeting, I would like to acknowledge the significant contribution of Peter

Macourt to our company. Peter was appointed chairman of the board in August 2002, and his

long service and commitment to Sky is remarkable and very much appreciated. Peter has

spent most of his career in the media and entertainment sectors, and he has made a

substantial contribution to Sky during his 17 years as chair. On behalf of current and

previous board members and all Sky staff and shareholders I sincerely thank him for his

contribution to Sky.




Conclusion of meeting

Ladies and gentlemen, that concludes the formal part of our meeting, and I declare the

meeting closed.

Thank you for attending Sky’s 2019 Annual General Meeting today, and thank you for your

continued support as a Sky shareholder.

Your Board, leadership team and Sky staff are passionate about this business and are highly

focused on the task ahead. We look forward to updating you as we execute on our strategy to

transform the business and deliver on the promises that we have outlined today.

Ends.

---

Sky New Zealand
PO Box 9059

Newmarket

Auckland 1149

New Zealand


10 Panorama Road

Mt W ellington

Auckland 1060

New Zealand


T. +64 9 579 9999


sky.co.nz











SKY AGM – CHIEF EXECUTIVE’S ADDRESS

for immediate release, 17

th

October 2019




Attached is the Chief Executive’s address and slide presentation for SKY’s AGM to be held at

10.30am today at The Generator, 12 Madden Street, Auckland.


ENDS


For further information, please contact:

Sophie Moloney

Chief Legal Officer and Company Secretary

Sky Network Television Limited

(09) 579 9999

Sophie.moloney@skytv.co.nz

















Sky AGM 17 October 2019

Martin Stewart, Chief Executive

Prepared remarks


I am delighted to be here and to address you at my first Sky AGM.

I set myself some priorities when I joined Sky, and the first one was to build an outstanding

leadership team. I think we have managed to achieve that, and I’m pleased to introduce you

to the great team who will take Sky into the future.

Financial overview

You will have seen the Results from our announcements in August, so today I will simply

provide a short recap.

The important context is that the world is changing, and so are we. We’re transforming and

building a new business.

And the Results demonstrate that we’re heading in the right direction.

The adjusted results were better than the guidance we provided in February. Given the

disrupted market that we are operating in, adjusted earnings of $97.4 million was a solid

result.

We have returned to growth by embracing streaming. It was pleasing to report a 16% growth

in streaming and commercial revenues.

You will have seen that we made the decision to write off $670 million of the goodwill asset on

our balance sheet. This is a non-cash adjustment and those of you who have followed our

business for a while will know that it came about as a result of the INL transaction some 14

years ago.

We made some other key decisions in the last six months, like the decision to stop the IVP

Project in order to focus our attention on streaming. This resulted in a $38m write-off, but

we’re confident that our refocused technology plans will allow us to achieve our wider

ambitions.

Also, in accordance with normal audit practice we reviewed our considerable content portfolio

and concluded that certain shows will not provide value in the future. We therefore decided to

write off the $6 million carrying value of those shows.



We are making changes to our organisation as part of our transformation to become more

adaptable and responsive, and some of that has resulted in redundancy and consultancy

costs of $5 million.

We are continuing to observe good cost control as we rebalance to a streaming future. In the

last financial year our capex was slightly below the 5-year average.

We also strengthened our balance sheet, reducing debt levels by a further $43m during the

year, with $88m drawn down against our banking facility at June 30

th

.

Since then, we have acquired RugbyPass for US$40m with US$10m paid for from our

banking facility, USD$20m paid for by way of new share issue and the remaining US$10m

only to be paid after an earn-out period and achievement of agreed KPIs.

As Philip outlined, we are asking our shareholders to invest in our growth and as a result did

not declare a final dividend to go with the fully imputed interim dividend of 7.5 cents per share.

As we look to transform your business, we do anticipate some higher operating costs as we

invest to reinvigorate our brand, connect with customers and reshape our organisation to be

fitter, faster and more responsive to the needs of our customers and partners.

Strategy overview

This leads me on to our strategic direction.

Our ambition is for Sky to be in the hands of every New Zealander.

Our strategy is to grow the business by accelerating our focus on streaming services while

continuing to super-serve all Sky customers.

A new approach was needed in order to achieve that growth, and there are four things that

we relentlessly focus on:

1. Our Customers

First and most important is our customers. By being clear on our customer promise, and

delivering on it every time to build trust and confidence in our brand. This is a never-ending

task.

2. Our Content

Through trusted partnerships and our own original content, we deliver the best sport and

entertainment content to New Zealanders.



In a world where more and more content is being produced, it is unrealistic to expect us to

gain all of the rights, but we are using our deep understanding of what New Zealanders want

to watch to deliver the content that matters most.

3. Our People

We are making changes where they are needed, and we’re focused on the culture, capability

and capacity of our people to thrive and succeed.

4. Our Products

Delivering great content to our customers on all available platforms and devices is the key to

our future.

Underpinning that work are some important principles:

- We are investing in the right areas – we know we need to ‘invest to grow’, but we are

also very focused on prudent expenditure and prioritising the right projects

- We are genuinely open to wholesaling and partnering

- We are ambitiously looking at adjacent markets and new revenue streams to keep

prices as low as possible for customers and to make us less reliant on any single

content or product.


Priorities for the next 12 months

We have some clear priorities for the next 12 months:

- Keep delivering on our promise to customers: We will deliver our content to our

customers on whatever platforms and devices they want, when they want it. Around

Sky we use the term ‘love the base’ a lot – we are relentlessly focused on improving

our customers’ experiences with Sky, at all levels. We’ve already done things like

removing the HD fee, increasing the number of HD channels, and making it easier for

customers to ‘self-serve’ if they prefer digital customer care. We’re investing more in

consumer insights and research to truly hear our customers’ voice, and finding better

ways to recognise and reward customer loyalty.


- Extend our lead as New Zealand’s premier streaming provider: Our streaming

services are a core focus. Sky Sport Now and NEON are in market now and the

teams responsible for marketing and delivering them have very clear performance

targets. We have also established a dedicated and highly-skilled team who are

developing some exciting new initiatives in the digital space. I know there’s a lot of

talk about streaming at the moment, and there’s no question it is the future. Sky is

determined to retain our position as the premier New Zealand service for streaming



sport and entertainment content. We will be revealing more about our Sky Digital

programme in the coming months.


- Win the rights that matter: It’s been a big week in this regard, not only with the

revolutionary SANZAAR rights deal but also our securing of top international cricket

events through our deal with the ICC. I was also pleased to announce the Sevens,

NZ Open golf and Cricket Australia deals in the last few weeks. There are more to

come, and we will continue to be focused on securing the rights that matter to our

customers and that make long term sense for our shareholders. I remind you that

we approach all of these negotiations from a position of strength – we have the

largest paying subscriber base in New Zealand, we’re the only player that can reach

every kiwi across streaming, DTH and free-to-air, we have world-leading production

and broadcast capability, and a team that knows how to ensure high quality, high

reliability delivery.


I realise that might sound a bit sport-centric, and it’s not meant to. Securing the

entertainment rights that matter to our customers is just as important to us. We will

be making some changes to our family offer in the next couple of months, including a

new Sky Movies Family channel and the introduction of award-winning children’s

channel CBeebies from the BBC. We offer our customers the best content from

many of the world’s leading studios, and we have great new deals to announce very

soon.


- Build on our commitment to local content: Tex outlined some of the things we

are already doing on Prime, and in the coming months you will see more from Sky

and Prime in the originals and local space. Telling New Zealand stories and

reflecting our culture is a key differentiator for a local business like Sky in the

competition against the global players.


- Continue evolving and simplifying our business: we need to keep innovating and

evolving, and to do that we need to be a simpler, faster, flatter, more collaborative

and data-driven organisation.


- Keep delivering on our Home of Sport commitment: we are about the whole

game, and that means supporting all levels of kiwi sport. That’s why you’ve seen us

increase our support for women’s teams, including some like the White Sox and Tall

Ferns who have struggled to attract funding, and why we’re actively involved at

community and grassroots sport levels as well as the high performance end. We

have some superb local sport initiatives to share with you in the near future. Our

sport partners know they can rely on us to nurture and showcase their sports at all

levels.




That ‘whole game’ commitment to New Zealand Rugby was a key part of our successful bid.

As I said at the announcement this week, our shared commitment to growing the game is part

of the deeper new partnership that is focused on creating value for both New Zealand Rugby

and for Sky.

Our pitch to New Zealand Rugby talked about us being ‘Stronger Together’, and that is true of

the Sky team too. We are working at pace and making considerable changes, but we are

doing it as a team who have come together to re-energise Sky for the future. We are

committed to growth and to transforming Sky into a long-term sustainable multi-media, multi-

platform entertainment business that balances the needs of our customers and the desires of

our content partners, and delivers on behalf of our shareholders.

End.

---

Sky Annual General Meeting
17 October 2019

© Sky Network Television Limited -AnnualGeneral Meeting, October 2019

Sky Board of Directors
Philip Bowman

Chairman

Martin Stewart

Chief Executive and Director

Derek Handley

Director

Joan Withers

Director

Peter Macourt

Director

Mike Darcey

Director

Susan Paterson ONZM

Director

Geraldine McBride

Director

2

Agenda
•Philip Bowman, Chair:

•Review of the past year

•Martin Stewart, CEO:

•Financial Results

•Strategic Direction

•Achievements since February

•Questions from the floor

•Formal Business:

•Ordinary Resolutions

•Special Resolution

•Close of meeting, refreshments

3

Review of 2019

Key focus: our customers
1.Leverage the best of modern technology, particularly streaming services,

to deliver our content in ways that meet or exceed customer

expectations

2.Retain the rights that matter

3.Pursue partnerships: to be in the hands of all New Zealanders

4.Pursue alternate revenue streams

5

Martin Stewart, CEO
7

Sky’s Leadership Team
8

Martin Stewart

Chief Executive And Director

Steve Bayliss

Chief Marketing Officer

Justin Tomlinson

Advisor for Digital Products &

Technology

Chris Major

Director Of External Affairs

Chaz Savage

Chief Revenue Officer

Blair Woodbury

Chief Financial Officer

TexTeixeira

Director of Sport, Broadcast

and Entertainment

Sophie Moloney

Chief Legal, People &

Partnerships Officer

PrabhuSingh

Director of Technology

The world is changing and we’re transforming our business
9

Challenging year, however,

FY19 Performance Better

than Guidance

•Adjusted earnings exceeded guidance at $97.4m

•Growth in streaming subscribers greater than loss in DTH

•16% growth in streaming and commercial revenues

One Off Accounting Items

•$670m goodwill impairment charge -non-cash and

doesn’t impact bank covenants

•$38m IVP write-off reflecting focus on streaming

•$6m content write-off

•$5m redundancies and strategic consultancy in FY19

Rebalancing to streaming

future

•Observed good cost control

•FY19 capex below 5 year average

The world is changing and we’re transforming our business
10

Strengthened our balance

sheet

•Reduced debt levels by a further $43m

•$88m drawn down against banking facility at 30 June

•Acquired RugbyPassfor US$40m, $10m from banking

facility and $20m in new share issue (and further $10m

after earn-out period)

Investing to grow•No final dividend (interim dividend of 7.5 cents per share)

Our strategy isto grow our business by
accelerating our focus on streaming services while

continuing to super-serve all Sky customers

Our ambition isfor Sky to be in the hands of

every New Zealander

Strategic Direction

Strategic Pillars for Growth
12

Doing right by our

people by focusing

on our capability,

capacity, culture and

community

Through trusted

partnerships and

our own original

content, we deliver

great sport and

entertainment

content to

New Zealanders

Delivering great

content to our

customers on all

available platforms

and devices

That means premium

quality broadcasting

across all platforms,

with a laser focus on

satisfying all our

customers’ needs

Our contentOur peopleOur productsOur customers

Being clear on our

customer promise

and delivering on it

every time to rebuild

trust and confidence

in our brand

A truly customer and

data led business

Strategic Direction
•Investing in the right areas –‘invest to grow’, but with prudent

expenditure and prioritising the right projects

•Genuinely open to wholesaling and partnering

•Ambitiously looking at adjacent markets and new revenue

streams

13

Priorities for the next 12 months
Keep delivering on our promise to customers:

•All platforms and devices

•‘Love the base’

Extend our lead as New Zealand’s premier streaming provider:

•Sky Sport Now –12 HD channels of sport

•Neon, with enhancements and new pricing

•Sky Go

•Developments to come in the Sky Digital space

14

Priorities for the next 12 months
Win the rights that matter:

•Revolutionary SANZAAR rights deal

•Top tier international cricket events with ICC

Our position of strength:

•Largest paying subscriber base in New Zealand

•Only player that can reach every kiwi across streaming, satellite and

free-to-air

•World-leading production and broadcast

•A team that knows how to ensure high quality, high reliability delivery

•Recent deals: Rugby Sevens, NZ Open golf, Cricket Australia

15

Priorities for the next 12 months
Win the rights that matter –entertainment:

•We offer our customers the best content from many of the world’s

leading studios

•New Sky Movies Family channel

•Award-winning children’s channel CBeebiesfrom the BBC

16

Priorities for the next 12 months
-Build on our commitment to local content

-Continue evolving and simplifying our business

•The Whole Game –all levels of kiwi sport

•Our sport partners know they can rely on us to nurture and

showcase their sports at all levels

-Keep delivering on our Home of Sport commitment:

17

Your questions
Shareholders and proxies may ask

questions

Please use the microphone, and

provide your name

Voting on Resolutions

Ordinary Resolutions
1.That the Board be authorised to fix the auditors’ remuneration

20

Ordinary Resolutions
2.That Martin Stewart be re-elected as a director of the Company

21

Ordinary Resolutions
3.That Philip Bowman be re-elected as a director of the Company

22

Ordinary Resolutions
4.That Joan Withers be re-elected as a director of the Company

23

Ordinary Resolutions
5.That the Company issue to Martin Stewart 800,000 share rights in the

Company on the terms and conditions set out in the explanatory notes

24

Ordinary Resolutions
6.That the prior issue of 25,085,408 shares by the Company to

RugbyPassInvestors, LLC on the terms and conditions described in the

explanatory notes is approved and ratified

25

Special Resolutions
7.That Shareholders approve the SANZAAR Rights Transaction as

described in the explanatory notes on terms acceptable to the Board

and authorise the Directors and Company’s senior executive to take all

actions and do all things including negotiating terms and executing all

documents and agreements necessary or desirable in connection with

the SANZAAR Rights Transaction

26

Special Resolutions
8.That the existing constitution of the Company be revoked and a new

constitution, in the form referred to in the explanatory notes, be adopted

with effect from the close of the meeting

27

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