NZME 2019 Full Year Results

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)



Results for announcement to the market
Name of issuer NZME
Reporting Period 12 months to 31 December 2019
Previous Reporting Period 12 months to 31 December 2018
Currency NZD
Amount (NZ$ million) Percentage change
Revenue from continuing
operations
$371.7 (4%)
Total Revenue $371.7 (4%)
Net profit/(loss) from
continuing operations
$(165.2)
1
4%
Total net profit/(loss) $(165.2) n/a
Interim/Final Dividend
Amount per Quoted Equity
Security
None
Imputed amount per Quoted
Equity Security
Not applicable
Record Date Not applicable
Dividend Payment Date Not applicable
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
$(0.17) $(0.22)
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Refer to attached NZX results announcement commentary, the
2019 Annual Report and the 2019 full year results presentation
for full commentary on the results.
Authority for this announcement
Name of person

authorised
to make this announcement
Michael Boggs, CEO
Contact person for this
announcement
Julia Belk, Investor Relations Manager
Contact phone number 021 2408997
Contact email address Julia.belk@nzme.co.nz
Date of release through MAP

25/02/2020

Audited financial statements accompany this announcement.

1
Includes exceptional items of $9.9 million and impairment of intangible assets of $175.0 million.

---

1



NZX/ASX RELEASE

25 February 2020

NZME LIMTED 2019 FULL YEAR FINANCIAL RESULTS
Strong second half performance delivers solid platform
for 2020
2019 Annual Results Highlights:
• Strong audience of 3.2 million
1
representing 80% of the New Zealand population and
a NZ Herald weekly brand audience of 1.7 million
2
.
• Over 46,000 NZ Herald Premium subscribers including over 21,000 paid premium
digital subscribers, generating $1.7 million revenue in the first 8 months since launch.
• Radio revenue growth of 5% in the second half of the year, up 2% year on year to
$110.9 million in the 2019 financial year.
• Strong momentum in Digital Classifieds and NZ Herald digital premium subscription
revenue, contributing to total Digital revenue of $60.4 million in 2019.
• 2019 Statutory Net Loss After Tax of $165.2 million, compared to Net Profit After Tax
of $11.6 million in 2018, impacted by impairment of intangible assets of $175.0
million recognised as at 31 December 2019.
• 2019 Operating Net Profit After Tax (“NPAT”)
3
of 19.7 million and Operating EPS
3
of
10.0 cents, an increase of 4% compared to the previous corresponding period
4
.
• Operating EBITDA
3
of $50.6 million, down 7% on prior year. 2018 benefitted from an
extra publishing week compared to 2019 – adjusting for this, 2019 EBITDA decreased
by 5% against a comparable period in 2018, with the second half 2019 EBITDA up 4%
against the comparable second half in 2018
5
.
• Cost savings and increased efficiencies across the business delivered a reduction in
operating expenses
3
of 4% compared to the previous corresponding period.
• Incremental digital classifieds expenses were $7.1 million, an increase of $1.0 million
– delivering an increase of digital classified revenue from $0.9m in 2018 to $3.2m in
2019.
• Net Debt reduced by $23.6 million to $74.7 million and leverage ratio reduced to 1.5
times Operating EBITDA.


1
Nielsen CMI Fused Q4 18 - Q3 19, People 10+.
2
Nielsen CMI Fused Q4 18 - Q3 19, People 15+, represents a combination of Print readership and Digital audience.
3
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019 annual results
presentation for a detailed reconciliation
4
Previous corresponding period refers to the 12 months ended 31 December 2018
5
Refer to the Supplementary Information on Slide 36 of the 2019 full year results presentation for an analysis of 2019
Operating Results compared to 52 weeks Operating Results in 2018.

2



Financial summary
$million
2019 2018 % Change
Operating Revenue
6
371.7 388.9 (4%)
Operating Costs
6
(321.0) (334.2) (4%)
Operating EBITDA
6
50.6 54.7 (7%)
Operating NPAT
6
19.7 18.9 4%
Statutory Net (Loss)/Profit After
Tax
(165.2) 11.6 -

2019 FULL YEAR FINANCIAL SUMMARY
NZME Limited (NZME) is pleased to announce its financial results for the full year ended 31
December 2019, including growth in radio and new digital revenue streams. This is
underpinned by strong radio audience market share and growth in digital classifieds and digital
premium subscription revenues.

However, a challenging advertising market continued to have an impact on print and digital
advertising, together with declines in print circulation revenue. NZME reported Total Operating
Revenue of $371.1 million in the year, a decline of 4% compared to the previous corresponding
period.

Despite the market challenges, NZME has made significant progress in each of its three key
strategic priorities in the 2019 financial year - a commitment to lead the future of news and
journalism in New Zealand, to increase radio capability and performance and to create New
Zealand’s leading real estate platform – and have delivered measurable results for the
business.

NZME launched NZ Herald Premium on 30 April 2019. We have made significant progress with
over 46,000 subscribers including over 21,000 paid digital subscribers, reflecting New
Zealanders appreciation for high quality journalism and the demand for access to international
reporting. This new revenue stream contributed $1.7 million in NZ Herald digital subscription
revenue in the eight months since its launch.

We are pleased to deliver on our strategic priority to increase radio performance and capability
with an increase in radio revenue growth of 2% compared to 2018 with growth of 5% in the
second half. Radio audience market share increased to 35.9%
7
in December 2019 (up from
34.9% in December 2018) and radio revenue market share increased to 39.5%
8
for the 12
months to December 2019 (up from 39.0% for the 12 months to December 2018).

NZME made significant progress in its new digital revenue streams. OneRoof continues to grow
from strength to strength with over 75% of residential for sale real estate listings in New


6
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019 full year results
presentation for a detailed reconciliation.
7
GfK Radio Audience Measurement, Commercial Stations, NZME and Partners in major markets, S4 2019, Monday-
Sunday 12mn-12mn, station share %, AP 18-54.
8
PwC Radio advertising market benchmark report, December 2019.

3



Zealand and 95% of residential for sale real estate listings in Auckland
9
. OneRoof revenue
grew to $2.8 million in the year, up from $0.7 million in 2018.

A continued focus on cost savings and increased efficiencies across the business resulted in
operating expenses reducing by 4% compared to the previous corresponding period.

Operating EBITDA
10
declined 7% to $50.6 million, impacted by the decline in revenue but an
improvement on the EBITDA decline of 17% in 2018. 2018 also benefitted from an extra
publishing week, with 53 weeks compared to 52 weeks in 2019. Adjusting for this, 2019 EBITDA
decreased by 5% against a comparable period in 2018 and grew by 4% in the second half of
2019 compared to the equivalent period in 2018
11
.

Statutory Net Loss After Tax was $165.2 million, compared to a Statutory Net Profit After Tax
of $11.6 million.

As a result of a comprehensive review of intangible assets, the Directors have resolved to
impair the carrying value of non-amortising intangible assets by $175.0 million as at 31
December 2019. The impairment assessment recognises that the difference between the value
of the company implied by its share price and the accounting value of equity has increased to
a level that can no longer be supported without an accounting adjustment. This is an accounting
charge only with no change to cash flows and no impact on bank covenants.

Operating Net Profit After Tax
10
was $19.7 million and Operating Earnings Per Share (EPS) was
10.0 cents in 2019, an increase of 4% compared to prior year due to lower operating revenue
offset by cost savings and lower depreciation charge in the period.

Capital expenditure was lower in 2019 at $11.8 million, compared to $14.1 million in 2018.

Net debt was $74.7 million at 31 December 2019, a significant reduction from $98.3 million as
at 31 December 2018. Net debt to Operating EBITDA was 1.5 times for the 2019 financial year,
a decrease from 1.8 times for the 2018 financial year and demonstrating significant progress
in our capital management objectives to reduce debt and leverage ratio.

AUDIENCE AND ENGAGEMENT
NZME’s combined radio, digital and print audience of 3.2 million
12
New Zealanders represents
80% of the New Zealand population. NZME print readership is 1.3 million
12
weekly print
readers, with the NZ Herald weekly brand audience of 1.7 million
13
people and our NZME digital
platforms reach 2.3 million
12
digital users per month.



9
OneRoof listings as a percentage of residential for sale listings on TradeMe.
10
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019 full year results
presentation for a detailed reconciliation.
11
Refer to the Supplementary Information on Slide 36 of the 2019 full year results presentation for an analysis of
2019 Operating Results compared to 52 weeks Operating Results in 2018.
12
Nielsen CMI Fused Q4 18 - Q3 19, People 10+.
13
Nielsen CMI Fused Q4 18 - Q3 19, People 15+, combination of Print readership and Digital audience.

4



NZME’s Radio audience remains strong at 2.0 million
14
weekly listeners. Newstalk ZB retains
its spot as New Zealand’s number one radio network
15
with the Mike Hosking Breakfast Show
the most popular breakfast show, and the arrival of Simon Barnett and Phil Gifford in the
afternoon having a positive impact on Newstalk ZB audience market share. Fletch, Vaughan
and Megan, hosts of ZM Breakfast, continue to lead the way with young Kiwis as the #1
breakfast show for all New Zealanders Under 40
15
.

Our digital platforms continue to show potential with OneRoof experiencing strong audience
engagement of 241,000
16
monthly unique audience in December 2019 with over 75% of
residential for sale listings in New Zealand
17
. DRIVEN online audience increased 10% from
2018 numbers to 127,000
16
monthly unique audience in December 2019, searching over
40,000 vehicle listings.

CHANNEL PERFORMANCE

$ million 2019 2018 % Change
Print 192.4 211.6 (9%)
Radio 110.9 108.2 2%
Digital 60.4 60.0 1%
Total Segment Revenue 363.7 379.8 (4%)

Print Performance

Print Revenue
$million
2019 2018 % Change
% change
compared to
52 weeks
in 2018
Print advertising revenue 102.2 114.2 (10%) (10%)
Circulation revenue 76.3 81.5 (6%) (5%)
Other print revenue 13.9 15.9 (13%) (12%)
Total print revenue 192.4 211.6 (9%) (8%)
Direct print costs (69.4) (77.0) (10%)
Print contribution 123.0 134.6 (9%)

Print revenue was $192.4 million in 2019 – including print advertising and circulation revenue
– a decline of 9% from 2018. While this was disappointing, this is reflective of the challenging
print environment in New Zealand. As mentioned above, 2018 also benefitted from an extra
publishing week compared to 2019. Adjusting for this impact, total print revenue declined 8%
against a comparable 52-week period in 2018.



14
GfK Radio Audience Measurement, Commercial Radio Stations, NZME and Partners, Cumulative Audience, S4 2019,
People 10+
15
GfK Radio Audience Measurement, Commercial Radio Stations, NZME, S4 2019, Share (%).
16
Nielsen Online Ratings, December 2019
17
OneRoof’s listings as a percentage of residential for sale listings on TradeMe.

5



Print advertising revenue decreased 10% to $102.2 million but performing slightly better than
the market which saw total market print advertising decrease 13.7% in the 12 months to
December 2019, resulting in an increase in NZME print advertising market share to 46.9%
18
.

Print circulation revenue declined 6% to $76.3 million. Excluding the extra publishing week in
2018, print circulation revenue declined 5%, due to print volume decrease of 8% and partially
offset by a 4% increase in yield. Despite this decrease in circulation, print readership of the
NZ Herald remains strong with average issue readership of 465,000
19
, an increase of 12,000
on the same period last year.

Other print revenue, relating to printing and distribution services provided to external parties,
decreased 13% primarily due to Stuff printing some of their own publications, previously
printed by NZME. 2020 will see a further reduction of third-party print revenue of approximately
$4 million, but substantially offset by print expenses.

Direct print costs include printing and distribution costs, occupancy costs at the Ellerslie print
plant and agency commission specifically related to print products. Direct costs exclude
integrated head office, content generation and sales costs. Direct print costs declined 10% in
2019 to $69.4 million, reflecting a reduction in print volumes of 8% combined with increased
print efficiencies.

Radio Performance

Radio Revenue
$million
2019 2018 % Change
Total radio revenue 110.9 108.2 2%
Direct radio costs (39.4) (38.3) 3%
Radio contribution 71.5 69.9 2%

We are pleased to report radio growth in 2019 of 2% compared to the previous corresponding
period, with particularly strong growth of 5% in the second half of 2019.

NZME is proud of its strong radio brands which have delivered radio revenue growth through
building audience listening and engagement across brands and digital platforms and enhancing
radio sales, skills and execution. Radio audience market share increased to 35.9%
20
in
December 2019 from 34.9% in December 2018.

NZME increased its New Zealand radio advertising revenue market share to 39.5%
21
for the 12
months to December 2019 compared to 39.0% in the 12 months to December 2018. The New
Zealand agency radio advertising demand grew 3.8% in the year to December 2019
22
.



18
PwC NPA quarterly performance comparison report, December 2019
19
Nielsen CMI Fused Q4 18 - Q3 19, People 15+
20
GfK Radio Audience Measurement, Commercial Stations. NZME and Partners in major markets, S4 2019. Monday-
Sunday 12mn-12mn, station share %, AP 18-54.
21
PwC Radio advertising market benchmark report, December 2019.
22
Standard Media Index (SMI) NZ Data Release, December 2019.

6



iHeart Radio grew its registered users by 14% in the year to 944,000 registered users
23
and
average monthly listening hours grew 18% year on year to 3.9 million hours
24
. iHeart revenue
from advertising and podcasts increased an outstanding 40% year on year and now make up
about 2% of total radio revenue.

Direct radio costs include radio licence fees, transmission costs, iHeart licence fees, radio talent
costs, and agency commission specifically related to radio products. Direct radio costs
increased 3% in 2019 to $39.4 million. Radio contribution was $71.5 million, an increase of
2% from $69.8 million in 2018.

Digital Performance

Digital Revenue
$million
2019 2018 % Change
Advertising revenue 45.9 48.0 (4%)
Classified revenue 3.2 0.9 257%
Subscription revenue 1.7 - -
GrabOne revenue 9.7 11.0 (12%)
Digital Revenue 60.4 60.0 1%
Direct digital costs (12.6) (12.2) 3%
Incremental digital classified
costs
(7.1) (6.1) 17%
Digital contribution 40.7 41.7 (2%)

NZME digital revenue was $60.4 million in 2019, up slightly from $60.0 million in 2018.

Digital advertising was impacted by a decline in the total digital display agency advertising
market of 2.4% in the year to December 2019
25
. As anticipated, we saw reduced audience and
page impressions during the implementation of NZ Herald Premium. This audience how now
returned to previous levels.

The decline in digital advertising revenue was offset by a $2.3 million increase in digital
classified revenue from OneRoof (real estate) and DRIVEN (autos).

OneRoof continues to grow in listings, audience and revenue with over 75% of residential for
sale listings in New Zealand
26
, 241,000 monthly unique audience
27
and over 150,000 app
downloads. OneRoof generated $2.8 million of revenue in 2019, up from $0.7 million in 2018,
and we expect OneRoof to continue to grow in 2020.

DRIVEN is also proving to be a strong digital classified platform with over 40,000 for sale vehicle
listings and 127,000 monthly unique audience
27
attracting car buyers and motoring enthusiasts
who value specialist insights into the automotive industry. DRIVEN delivered revenue of $0.4


23
iHeartMedia, Adobe Analytics, December 2019.
24
AdsWizz and StreamGuys, December 2019.
25
Standard Media Index (SMI) NZ Data Release, December 2019
26
OneRoof’s listings as a percentage of residential for sale listings on TradeMe
27
Nielsen Online Ratings, December 2019

7



million in 2019, up from $0.2 million in 2018, and we see future growth potential with an
established monetisation model from listings commencing in January 2020.

This year we took the strategic decision to refocus our approach in the employment sector to
better suit the evolving needs of recruiters and jobs seekers. We made the decision to close
the YUDU site and leverage the power of NZ Herald online for our employment market strategy,
launching JobMarket within the NZ Herald website in December 2019.

Digital subscription revenue was $1.7 million following the successful launch of NZ Herald
Premium subscriptions on 30 April 2019.

We are extremely pleased with the strong growth in NZ Herald Premium subscriptions and now
have over 21,000 paid premium digital subscribers – exceeding subscriber and revenue
expectations. We also have an additional 25,000 eligible print subscribers who have activated
their premium subscription with their print bundle packages.

NZME is the first global customer of The Washington Post’s Arc Digital Subscription Product and
it has been a resounding success. We have further developments on the horizon including a
new NZ Herald app, corporate subscription options, and new payment gateways all planned for
2020.

GrabOne revenue decreased 12% in the year to $9.7 million due to a decrease in average
weekly site visits and a decrease in the average weekly conversation rate. However, we did
see an increase in the average order value.

Direct digital costs (excluding digital classified costs) include fulfilment costs, production costs,
merchant fees related to GrabOne, and agency commission related to digital products. Direct
digital costs, excluding digital classified costs, increased 3% in 2019 to $12.6 million.

Incremental digital classified costs increased $1.0 million (17%) to $7.1 million in 2019, as we
continue to develop our digital classified platforms, namely OneRoof and DRIVEN. This increase
in expenditure delivered an increase of $2.3 million digital classified revenue to $3.2 million in
2019.

FINANCE AND CORPORATE
Costs

Due to a continued focus on cost out and efficiencies, Operating Costs
28
excluding digital
classified expenses decreased 4% to $313.9 million in 2019. The main areas of savings were
achieved in print and distribution costs which decreased 9% due to lower print volumes of 8%
combined with increased printing efficiencies. People costs decreased 4% reflecting the
reduction in headcount in the year, while operational savings were also achieved in property
and IT expenses.



28
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer slide 33 and 34 of the 2019 full year results
presentation for a detailed reconciliation.

8



Exceptional items (excluding impairment of intangibles) were $9.9 million in 2019 including
redundancy costs of $6.0 million and one-off project costs and other exceptional items of $3.0
million including disposal costs, historical holiday pay obligations and costs in relation to the
potential acquisition of Stuff.

As mentioned above, an impairment to the carrying value of non-amortising intangible assets
of $175.0 million has been recognised as at 31 December 2019. This is classified as an
exceptional item in the year and excluded from operating results. This is an accounting charge
only with no change to cash flows and no impact on bank covenants. The result of this
impairment reduces the carrying value of net assets from $1.46 per share as at 31 December
2018 to $0.59 per share as at 31 December 2019.

Cash flow

Cash inflow from operations was $47.0 million in 2019, compared to $21.8 million in 2018.

Operating EBITDA
29
decreased in the period but was offset by a positive movement in working
capital compared to 2018. Operating cash flow increased compared to prior year due to NZ
IFRS 16 reclassifying $11.5 million of lease payments to financing cash flows in 2019. Excluding
this reclassification, operating cash flows in 2019 was $13.7 million better than in 2018 due to
reduced tax paid and improved working capital.

Tax paid was lower in 2019 at $4.5 million, compared to $14.1 million in 2018 which was higher
due to timing of 2017 tax payments falling into 2018.

Capital expenditure of $11.8 million in 2019 was in line with expectations and a decrease from
$14.1 million in 2018, due to the completion of key projects in 2018.

Cash outflow from financing activities increased from $5.6 million in 2018 to $32.5 million in
2019 due to a repayment of debt facilities of $21.0 million in 2019 compared to drawdown of
debt facilities of $10.5 million in 2018, and payments to suppliers on lease liabilities of $11.5
million now included under financing activities under NZ IFRS 16. These increases were offset
by dividends of $15.7 million paid in 2018 which were not paid in 2019.

Net debt reduced by $23.6 million in 12 months to $74.7 million as at 31 December 2019,
including $89.1 million of drawn borrowings (2018: $110.0 million) and $14.4 million of cash
and cash equivalents (2018: $11.7 million).

Capital management

NZME is pleased to report progress in our capital management objectives of reducing debt and
gearing while maintaining investment in growth opportunities.

Net debt was $74.7 million at 31 December 2019. The ratio of net debt to rolling 12-month
Operating EBITDA was 1.5 times at 31 December 2019, a reduction from 1.8 times as at 31
December 2018.


29
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019 full year results
presentation for a detailed reconciliation.

9




The Board have elected not to declare a final dividend with respect to the 2019 financial year.
NZME continues to target a net debt reduction of between $10 million and $15 million per
annum, to further reduce the leverage ratio to within the target range of 1.0 to 1.5 times rolling
12-month Operating EBITDA.

INDUSTRY CONSOLIDATION

2019 was a significant year for New Zealand media and a year that signaled some potentially
extraordinary changes ahead in the New Zealand media landscape.

The impact of big international players continued to put pressure on the New Zealand
advertising market. In an already highly competitive local media market, there simply aren’t
enough advertising dollars and not a large enough audience market to sustain New Zealand’s
current industry structure.

What has been pleasing to see is the great importance that New Zealanders place on the need
for quality local journalism, for trustworthy information, and for the opportunity to engage as
communities in the stories that impact close to home.

In November 2019 we disclosed our involvement in discussions for a potential acquisition of
Stuff. We firmly believe that NZME is most logical owner of Stuff. An acquisition of Stuff is
aligned with NZME’s strategic priorities, our commitment to protecting the craft of journalism,
and is expected to deliver the following strategic benefits to NZME:

• Creation of a stronger and more sustainable media presence;
• Enhanced audience and advertising proposition;
• Cost savings and synergy benefits arising from the merger of back office (non-
editorial) functions; and
• Increased financial scale.

NZME has proposed a transaction that would involve the Stuff newsroom being transferred to
a NZME subsidiary company in which a Kiwi Share would be held by the Government. This
proposed Kiwi Share arrangement imposes certain obligations on NZME and Stuff to address
the competition concerns that were ultimately upheld by the Court of Appeal in 2017. We are
actively engaged with the Government regarding the Kiwi Share arrangement and are
encouraged by the progress to date.

While no agreement in relation to the transaction has been reached, we continue to progress
towards obtaining the required regulatory approvals.

The proposed transaction is subject to the Government’s agreement to hold the proposed Kiwi
Share, NZ Commerce Commission clearance, agreement with Nine, shareholder approval and
finance.

We look forward to updating you on this in due course.

10



OUTLOOK

We are encouraged by the 2019 second half performance which provides momentum into 2020
– driven by continued growth in Radio, Digital classifieds, and Digital subscriptions.

New Zealand businesses are showing an increased confidence about the future. However, we
remain cautious of the potential impact of trading and economic uncertainty following the
coronavirus outbreak.

Advertising bookings for Q1 2020 are tracking 2% below Q1 2019.

The improved New Zealand real estate market is expected to benefit print and OneRoof.

We continue to focus on containing costs through increased efficiencies and continue to target
lower net debt and a reduced leverage ratio to be within our target range in line with our Capital
Management Policy.

We expect industry consolidation to drive activity in New Zealand and are excited about the
opportunities this may bring for NZME in 2020.

The full set of 2019 annual results materials can be found at:
www.nzx.com/markets/NZSX/securities/NZM/announcements

ENDS

Briefing Audio:

NZME will host a webcast for investors and analysts, hosted by Michael Boggs (Chief Executive
Officer) and David Mackrell (Chief Financial Officer) commencing at 10.00am NZT today,
Tuesday 25 February 2020 to discuss the 2019 Full Year Results.

Please CLICK HERE to register for and access the webcast.

Once registered, you will be able to join the webcast either online or by telephone. Please note
only participants online will be able to ask questions. If your computer does not have a
microphone, you can use the Zoom app on your smart phone or join the audio with a phone
call. Enter the webcast online, then choose "Join by Phone" when prompted about audio and
enter the supplied Webinar ID when dialing.

A replay recording of the webcast will be available on our website one hour after the call at:
https://www.nzme.co.nz/investor-relations/webcasts/


Investor enquiries:

Julia Belk
Investor Relations Manager
T: +64 21 2408 997
Email: julia.belk@nzme.co.nz

Media enquiries:

Rowena D’Souza
Communications Manager
T: +64 21 2465 961
Email: rowena.dsouza@nzme.co.nz

---

2019 Full Year Results
For the year ended 31 December 2019
25 February 2020

Results Summary
03
Market Dynamics04
Channel Performance07
2019 Full Year Financial Results15
Strategic Priorities24
Our Sustainability Commitment28
Proposed Acquisition of Stuff29
Outlook30
Q&A31
Supplementary Information32
2

For the year ending 31 December 2019
•Strong momentum in all of our key strategic
priorities:
•Growth of NZ Herald Premium with
46,000 subscribers –over 21,000 paid
subscribers.
•Radio Revenue in growth of 2%.
•OneRoof continues to grow with over
75% of total New Zealand residential for
sale real estate listings
2
and $2.8 million
revenue in 2019.
•Operating EBITDA $50.6 million, down 7%.
2018 benefitted from an extra publishing week
compared to 2019
3
. On a comparable basis,
2019 Operating EBITDA was down 5% and
grew 4% in the second half.
•4% reduction in operating cost base.
•Net debt reduced by $23.6 million to $74.7
million.
•Statutory Net Loss After Tax $165.2 million
due to a $175 million impairment of intangible
assets.
1.Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like comparison
between 2018 and 2019 financial years.Please refer to slide 33 and 34 of this results presentation for a detailed reconciliation.
2.OneRoof’slistings as a percentage of residential for sale real estate listings on TradeMe.
3.2018 Print revenue and EBITDA benefitted from 53 publishing weeks compared to 52 publishing weeks in 2019. Refer to
Supplementary Information on Slide 36 of this results presentation for an analysis of Operating Results by channel adjusted for
this timing difference.
10.0cps
Operating EPS
1
2018 9.6cps4%
$50.6m
Operating EBITDA
1
2018 $54.7m 7%
$19.7m
Operating NPAT
1
2018 $18.9m 4%
($165.2m)
Statutory Net Loss after Tax
2018 Stat. NPAT $11.6m
$74.7m
Net Debt
Reduced by $23.6m
3
$371.7m
Operating Revenue
1
2018 $388.9m 4%

4

•Agency advertising demand
1
recovered during the year with total
agency advertising annual growth of 0.5% in 2019, in particular:
•Radio showed positive growth finishing the year at 3.8%.
•Digital display showed strong signs of recovery in August and
September in the lead up to the 2019 Rugby World Cup, however
finished the year down 2.4%.
•Newspaper agency advertising was down 10.9% in the year.
1.Standard Media Index (SMI) NZ Data Release, December 2019
•The ANZ Business Confidence Index shows New Zealand
business confidence has improved at December 2019 to its most
positive level since October 2017.
Net Index (% expecting improvement minus %
expecting deterioration)
5

Digital advertising and classifieds
NZME digital advertising and classifieds
revenue
+ 0.3%
Market growth –General Display
revenue
1
+ 4.5%
Print circulation
NZME circulation revenue(6.4%)
NZME circulation volume (8.3%)
Market growth –volume circulation
2
(10.3%)
Radio advertising
NZME radio advertising revenue+ 2.4%
Market growth –Radio revenue
3
+ 2.0%
NZME radio revenue market share
3
39.5%
Print advertising
NZME print advertising revenue(10.5%)
Market growth –Print revenue
4
(13.7%)
NZME print revenue market share
4
46.9%
1.IAB digital advertising revenue –General Display, IAB NZ Digital advertising revenue report, Q3 2019.
2.Audit Bureau Circulation, Audit Summary, year on year variance 30 September 2019.
3.PwC Radio advertising market benchmark report, December 2019,12 months to 31 December 2019 vs 12 months to 31 December 2018.
4.PwC NPA quarterly performance comparison report, December 2019, 12 months to 31 December 2019 vs 12 months to 31 December 2018.
Total Operating Revenue $371.7m
6

7

Plus 20 other community publications
and 8 Newspaper Inserted Magazines
throughout NZ
PRINTRADIODIGITAL
8

1.Nielsen CMI Fused Q4 18 -Q3 19, People 10+.
2.Print publications include 7 Metro and Regional newspapers, 20 community publications and 8 Newspaper Inserted Magazines.
3.Nielsen CMI Fused Q4 18 -Q3 19, People 15+.
4.PwC NPA quarterly performance comparison report, December 2019, NZME revenue market share for the 12 months to December 2019.
5.GfK Radio Audience Measurement, Commercial Radio Stations, NZME and Partners, Cumulative Audience, S4 2019, AP10+.
6.GfK Radio Audience Measurement, Commercial Radio Stations, NZME, S4 2019, Share (%).
7.GfK Radio Audience Measurement, Commercial Radio Stations, NZME and Partners in major markets, S4 2019, Monday-Sunday 12mn-12mn,station share %, AP 18-54.
8.PwC Radio advertising market benchmark report, December 2019.
9.AdsWizzand StreamGuys, December 2019.
10.Nielsen Online Ratings, December 2019.
11.OneRoof’slistings as a percentage of residential for sale listings on TradeMe.
PRINTRADIODIGITAL
•35 print publications across New
Zealand
2
•1.7 million NZ Herald weekly brand
audience
3
•1.3 million weekly print readers
1
•465,000 average issue readership
3
•Print revenue market share 46.9%
4
for 12 months to December 2019
•9 radio stations serving all key
demographics
•2.0 million weekly listeners
5
•Newstalk ZB -number one station and
Mike Hosking Breakfast Show the
most popular breakfast show
6
•ZM Breakfast –the #1 breakfast show
for all New Zealanders under 40
6
•Radio audience market share 35.9%
7
•Radio revenue market share 39.5%
8
for 12 months to December 2019
•iHeartRadio -944k registered users
(up 14%), 3.9 million average monthly
listening hours in 2019 (up 18%)
9
•2.3 million digital users per month
across our digital platforms
1
•NZ Herald Premium: Over 21,000
paid premium digital subscribers, 1.7
million monthly unique audience on
nzherald.co.nz
10
•OneRoof: 241,000 monthly unique
audience
10
, 75% of residential for
sale listings in New Zealand
11
•Driven:Over 40,000 for sale vehicle
listings, 127,000 monthly unique
audience
10
•GrabOne:352,000 monthly unique
audience
10
9

$ million20192018% change
Print advertising revenue102.2 114.2 (10%)
Circulation revenue76.3 81.5 (6%)
Other print revenue13.915.9 (13%)
Print revenue192.4 211.6(9%)
Direct print expenses(69.4)(77.0)(10%)
Print contribution123.0 134.6 (9%)
•2018 Print revenue benefitted from an extra publishing week. Adjusting for this,
2019 total print revenue decreased 8% compared to 2018
1
.
•Print circulation revenue was down 6% -excluding the extra publishing week in
2018, print circulation revenue declined 5% due to volume decrease of 8% and
partially offset by a 4% increase in yield.
•Print advertising and circulation declines are in line with 2018 when adjusting for
the extra publishing week in 2018.
•Print advertising market share increased to 46.9% for the 12 months to
December 2019
2
, up from 44.8% for the 12 months to December 2018.
•In 2019 Stuff started to print some of their own publications previously printed by
NZME. This impacted NZME other print revenue. 2020 will see a further
reduction of third-party print revenue of approximately $4m, but will be
substantially offset by print expenses.
•Readershiplevels continue to be strong with 1.7 million NZ Herald brand
audienceand 1.3 million weekly readers of NZME print publications
3
.
1.Refer to Supplementary Information on Slide 36 of this results presentation for an analysis of 2019 Operating
Results compared to 52 weeks Operating Results in 2018.
2.PwC NPA quarterly performance comparison report, December 2019.
3.Nielsen CMI Fused Q4 18 -Q3 19, People 10+.
For the year ended
31 December 2019
10

NZ Herald (Mon -Sat) and Herald on
Sunday Average Issue Readership
1
NZ Herald Daily and Weekly Brand
Audience
2
NZME Subscriber Volume and
Yield
3
Brand Audience (000’s)
1.Nielsen CMI Fused Q4 18 -Q3 19, AP 15+, annual average issue readership trend.
2.Nielsen CMI Fused Q4 18 -Q3 19, AP 15+.
3.Subscriber volume drives revenue and represents the count of individual paid papers delivered including the NZ Herald, HeraldonSunday and Regionals. Subscriber yield includes promotional volumes.
11
Readership (000’s)
Yield ($)
Subscriber Volume (millions)

$ million20192018% change
Radio revenue110.9 108.2 2%
Direct radio expenses(39.4)(38.3)3%
Radio contribution71.5 69.8 2%
1.GfK Radio Audience Measurement, Commercial Stations, NZME and Partners in major markets, S4 2019,
Monday-Sunday 12mn-12mn, station share %, AP 18-54.
2.PwC Radio advertising market benchmark report, December 2019.
3.iHeartMedia, Adobe Analytics, December 2019.
4.AdsWhizzand StreamGuys, December 2019.
•Strong growth in the second half of the year of 5%, contributed to full year growth
of 2% to $110.9 million.
•Radio audience market share increased to 35.9%
1
in December 2019 (up from
34.9% in December 2018).
•Radio revenue market share to 39.5%
2
for the 12 months to December 2019
(up from 39.0% for the 12 months to December 2018).
•Our focus on radio capability continues to prove itself with award winning stations
and radio talent.
•iHeartshowing strong growth of audience engagement in listening to music and
podcasts:
•944,000 registered users, up 14%
3
from December 2018
•3.9m average monthly listening hours in 2019, up 18%
4
from 2018
For the year ended
31 December 2019
12

Average Monthly Listening Hours (million)
Station Audience Market Share (%)
Radio Weekly Listeners–NZME
total including partners
1
iHeartAverage Monthly
Total Listening Hours
2
NZME Major Markets 18-54
year old market share
1
1.GfK Radio Audience Measurement, Commercial Stations, NZME and Partners, Cumulative Audience, S4 2019.
2.AdsWhizzand StreamGuys, December 2019.
13
Weekly Listeners (000’s)

$ million20192018% change
Advertising revenue45.9 48.0 (4%)
Classified revenue3.2 0.9 257%
Subscription revenue1.7 --
GrabOnerevenue9.7 11.0 (12%)
Digital revenue60.4 60.0 1%
Direct digital expenses
(12.6)(12.2)3%
Incremental digital classified expenses
(7.1)(6.1)17%
Digital contribution
40.7 41.7 (2%)
For the year ended
31 December 2019
•Growth in total digital revenue of 5% in the second half, contributed to 1% growth in
2019 to $60.4 million.
•Digital advertising impacted by:
•a decline in the market for digital display agency advertising of 2.4% in the year to
December 2019
1
; and
•reduced audience and page impressions during the implementation
of NZ Herald Premium.
•Digital classified revenue was $3.2 million –$2.8 million OneRoof revenue and $0.4
million DRIVEN revenue with DRIVEN lead monetisationcommenced in January 2020.
•46,000 NZ Herald Premium subscribers including over 21,000 paid premium digital
subscribers, generating $1.7 million in the first 8 months since launch.
•GrabOnerevenue declines continue to be offset by reduced costs in the year. Recent
performance does show an improving trend.
•Digital classified expenses were $7.1 million in 2019, predominately in OneRoof.
1.Standard Media Index (SMI) NZ Data Release, December 2019.
14

15

•Operating revenue
1
decreased 4%
with a decline in print revenue but
partially offset by growth in radio and
digital.
•Focus on cost efficiencies resulted in
operating expense decrease of 4%.
•Operating EBITDA
1
decreased 7%.
However, 2018 benefitted from an
extra publishing week compared to
2019
2
.Adjusting for this, 2019
Operating EBITDA
1
decreased by
5% against a comparable period in
2018.
•Operating NPAT
1
increased 4% to
$19.7 million, with Operating
earnings per share increasing 4% to
10.0 cents per share.
$ million
20192018% change
Operating revenue371.7388.9(4%)
Operating expenses(321.0)(334.2)(4%)
Operating EBITDA50.654.7(7%)
Depreciation and amortisation(18.9)(24.6)(23%)
Net interest expense(4.6)(4.6)1%
Operating NPBT27.225.66%
Taxation expense(7.5)(6.7)12%
Operating NPAT19.718.94%
Operating Earnings per Share10.09.74%
1.Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like comparisonbetween 2018 and
2019 financial years. Please refer to slide 33 and 34 of this results presentation for a detailed reconciliation.
2.Refer to Supplementary Information on Slide 36 of this results presentation for an analysis of 2019 Operating Results compared to 52 weeks
Operating Results in 2018.
For the year ended 31 December 2019
16

Half year analysis
$ million2018 H2
2018 H2
excluding
53
rd
week
2019 H2
Adjusted
H2 %
Growth
Adjusted
FY %
Growth
Operating revenue199.6196.8190.6(3%)(4%)
Operating expenses(168.0)(166.7)(159.4)(4%)(4%)
Operating EBITDA31.530.131.24%(5%)
Operating NPAT13.412.415.021%10%
2018 vs 2019Operating EBITDA
17
•Adjusting for the 53
rd
publishing week in 2018, Operating EBITDA
improved significantly in the second half of 2019 to growth of 4%.
•Full Year 2019 Operating EBITDAdecreased by 5% against a
comparable period in 2018.
Refer to Supplementary Information on Slide 36 of this results presentation for an analysis of 2019 Operating Results compared to 52 weeks
Operating Results in 2018.

$ million
20192018% change
People and contributors150.7 156.5 (4%)
Print and distribution57.6 63.2 (9%)
Agency commission and marketing40.9 40.4 1%
Property20.7 21.1 (2%)
Content15.6 15.8 (1%)
IT and communications11.7 12.4 (6%)
Other16.6 18.6 (11%)
Operating expenses (excl Digital Classifieds)313.9 328.1 (4%)
Incremental digital classified expenses7.16.1 17%
Total operating expenses321.0 334.2 (4%)
Exceptional items:
Redundancies6.05.3
One off projects and other exceptional items3.01.7
Impairment of financial assets0.9 2.2
Impairment of intangible assets175.0-
Total exceptional items184.99.2
•People and contributors expense
reduced 4% reflecting the reduction
in headcount.
•Printing and distribution expense
reduced 9% due to an 8% reduction
in print volumes, combined with
additional production efficiencies.
•Incremental digital classified
expenses increased due to
continued development of OneRoof
and DRIVEN, delivering revenue
growth.
•Exceptional items include:
•redundancies due to restructured
areas of the business to improve
efficiencies;
•one off project costs including
disposal costs, historical holiday
pay obligations and costs in
relation to the potential
acquisition of Stuff;
•impairment costs on joint venture
initiatives; and
•impairment of intangible assets.
For the year ended 31 December 2019
18

$ million
2019
Operating Results
prior to adoptionNZ IFRS16 Impact
2019
Operating Results
after NZIFRS16
before
exceptional items
Income Statement:
Revenue371.70.6372.3
Expenses(321.0)15.1(306.0)
EBITDA50.615.766.3
Depreciation and amortisation(18.9)(12.8)(31.7)
Net interest expense(4.6)(4.8)(9.4)
NPBT27.2(1.9)25.3
Tax(7.5)0.2(7.3)
NPAT19.7(1.7)18.0
Balance Sheet:
Increase in right-of-use assets75.5
Increase in lease liabilities and other movements83.1
Decrease in Equity7.6
•NZME adopted NZ IFRS16 from
January 2019.
•NZ IFRS16 requires most leases to
be recognised as a lease liability on
the Balance Sheet with a
corresponding “right-of-use” asset.
•NZ IFRS16 results in the following
changes:
•EBITDA increases as operating
lease expenses are reclassified
to interest expense and
depreciation;
•NPAT is negatively impacted
by higher interest expense in a
lease’s earlier years which will
be offset by a positive impact in
later years; and
•Total Assets increase, offset by
an increase in Total Liabilities.
19

For the year ended 31 December 2019
20
•The assessment recognisesthat
the difference between the value of
the company implied by its share
price and the accounting value of
equity has increased to a level that
can no longer be supported without
an accounting adjustment.
•The impairment assessment
requires the use of a set of
assumptions which are more
conservative than the company’s
medium term expectations.
$ million
Goodwill
Masthead
Brands
Other
BrandsTotal
Non-amortising intangible assets
Opening balance –1 January 201970.8147.059.1276.8
Impairment(70.8)(74.3)(29.9)(175.0)
Closing balance –31 December 2019-72.629.2101.8
•A comprehensive impairment review is undertaken each year.
•As a result of this year’s review, the Directors have resolved to impair
the carrying value of non-amortisingintangible assets by $175 million as
at December 2019.
•The non-amortisingintangible assets include Goodwill, Masthead
Brands and Other Brands. These intangible assets are the result of
historic transactions that occurred prior to the demerger.
•This is an accounting charge only with no change to cash flows and no
impact on bank covenants.
•The result of this is to reduce the carrying value of net assets from $1.46
per share as at 31 December 2018 to $0.59 per share as at 31
December 2019.

•Net working capital decreased due
to lower receivables balance and a
movement from tax receivable in
2018 to a tax payable in 2019.
•Non-current assets have
decreased due to the impairment of
intangible assets of $175.0 million.
•The lease liability in 2018 has been
replaced under NZ IFRS 16 to
lease liabilities and a
corresponding “right-of-use” asset.
•Net debt reduced by $23.6 million
in 12 months to $74.7 million as at
31 December 2019.
$ million31 December 201931 December 2018
Trade, other receivables and inventory54.459.0
Trade and other payables(51.5)(52.0)
Current tax (payable)/receivable(0.3)0.9
Net working capital excluding cash
2.77.9
Plant property & equipment, intangibles
and other non-current assets
209.5391.2
Right of use assets (NZ IFRS16)75.5-
Lease liabilities (NZ IFRS16)(95.9)-
Lease liabilities-(13.7)
Net interest-bearing liabilities(74.7)(98.3)
Deferred tax(0.6)(0.4)
Net Assets116.5286.6
As at 31 December 2019
21

•Net debt reduced by $23.6 million to
$74.7 million as at 31 December 2019.
•Operating EBITDA decreased in the
period, but is offset by a positive
movement in working capital compared
to 2018.
•In 2019, the impact on EBITDA due to
NZ IFRS16 is partially offset by interest
paid on leases and lease liability
principal payments. In 2018 the total
operating lease payments were
included in Operating EBITDA.
•Tax paid was lower in 2019 at
$4.5 million, compared to $14.1 million
in 2018 which was higher due to timing
of 2017 tax payments falling into 2018.
•Capital expenditure was $11.8 million in
2019, lower than $14.1 million in 2018.
•2020 capital expenditure is expected to
be similar to 2019.
$ million2019
2018
Operating EBITDA50.6 54.7
NZ IFRS 16 impact on EBITDA15.1 -
NZ IFRS 16 Interest paid on leases(4.8)-
Interest paid on bank facilities(4.7)(4.0)
Working capital movement3.8 (8.6)
Exceptional items(8.8)(7.0)
Tax paid(4.5)(14.1)
Non-cash items in EBITDA0.30.8
Cash flow from operations
47.0
21.8
Capital expenditure(11.8)(14.1)
Proceeds from sale of plant property and equipment0.1-
Lease liability principal repayment(11.5)-
Dividend paid-(15.7)
Cash movement in Net Debt
23.8
(8.0)
Non-cash borrowing costs
(0.2)
(0.1)
Movement in Net Debt
23.6
(8.1)
For the year ended 31 December 2019
22

•Capital management plan is to
reduce debt while maintaining
investment in growth opportunities
across the business.
•Net debt reduced by $23.6 million
in 12 months to $74.7 million as at
31 December 2019.
•Leverage ratio (Net Debt to 12
month operating EBITDA)
decreased to 1.5 times as at 31
December 2019.
•NZME continues to target a net
debt reduction of $10 -$15 million
per annum with a target leverage
ratio of 1.0 to 1.5 times rolling 12-
month EBITDA.
31 December 201931 December 2018
Net Debt ($ million)74.798.3
Net interest cover
(Operating EBITDA / Interest Expense)
11.512.0
Leverage Ratio
(Net debt to 12 month Operating EBITDA)
1.51.8
Net Debt ($m)
Leverage Ratio
(Net Debt / 12 month Operating EBITDA)
Dividend Policy
Subject to achieving the annual debt reduction target, and having regard to NZME’s capital
requirements, operating performance and financial position at the time, NZME intends to pay
dividends of 30% to 50% of reported NPAT.
Full dividend policy is available at www.nzme.co.nz/investor-relations/dividends/
23

Leadingthefutureof news and
journalismin New Zealand
Growingradio and leading
digitalaudio
CreatingNew Zealand’sleading
realestateplatform
Focused on Growth
123
24

25
2019 Focus2019 Achievements
Launch digital subscriptions✓Paid content launched on 30 April 2019
New Zealand’s destination
for trusted premium news
content
✓More than 46,000 total premium
subscribers
✓Premium subscribers are 3 times more
engaged
1
Enhancing print subscriber
value proposition
✓25,000 print subscribers who access
premium content with print bundles
✓Improved print subscriber retention
•More than 46,000 total subscribers –over 21,000 paid subscribers plus 25,000 print
subscribers who access premium content with their print bundle packages.
•Exceeding subscription and revenue expectations.
•More than 35% of subscribers have an annual subscription.
•2020 will see us focus on growing digital premium content and subscriptions, while improving
digital advertising revenue.
•We will revitaliseour print products with a focus on improving the subscriber and revenue
trends.
2020 Focus2020 Key Success Metrics
Grow digital subscription
revenues
Growth in digital subscriptions and revenue
while maintaining NZ Herald site audience and
engagement
Enhance digital product and
revenues
Return digital advertising revenue to growth
Improve core print revenue
trends
Improve print subscriber retention and reduce
advertising revenue declines
25
1.Premium subscribers average session durations are approximately 3x longer than a non-subscriber.Source: Google Analytics, total traffic, Dec 9 2018 –Jan 26 2019.

26
2019 Focus2019 Achievements
Enhance radio sales skills to
support integrated selling
✓Improved sales capability and
technology interface for inventory
management and cross channel
bundling
Digital audience and revenue
growth leveraging iHeart
capability
✓944,000 registered users
2
, up 14%
✓3.9m average monthly listening hours
3
in 2019, up 18% on 2018.
✓iHeart revenue up 40% to ~2% of total
radio revenue.
Successfully develop an
engaged following for new
shows
✓New music shows embedded
successfully
✓NewstalkZBremained the number one
commercial radio network
•Revenue returned to growth in second half with 5% contributing to full year
growth of 2%.
•Radio audience market share increased to 35.9%
1
in December 2019, up from
34.9% in December 2018.
•Continue momentum into 2020.
2020 Focus2020 Key Success Metrics
Enhance radio sales capabilityGrowth in radio revenue.
Improve radio content offeringGrow radio audience share in the 25-54
demographic
Maximise the potential of the
iHeartproduct
Growth in iHeartRadio and podcast
consumption
Revenue growth from digital audio products
26
1.GfK Radio Audience Measurement, Commercial Stations, NZME and Partners in major markets, S4 2019, Monday-Sunday 12mn-12mn, station share %, AP 18-54.
2.iHeartMedia, Adobe Analytics, December 2019.
3.AdsWhizzand StreamGuys, December 2019

1.OneRoof’slistings as a percentage of residential for sale real estate listings on TradeMe.
2.Nielsen Online Ratings, December 2019.
2019 Focus2019 Achievements
Secure further market listings
and launch new property
categories
✓22,000 total listings
✓75% of NZ residential listings
1
and 95% of
Auckland-wide residential listings
1
✓New homes and new development categories
launched
Continue to develop user
features and tools to
enhance listings engagement
✓241,000 monthly unique audience
2
✓Over 150,000 app downloads
✓65% of audience comes direct to the OneRoof
site
Lead property market
commentary and insights
✓Four Property Reports published during 2019
Continue revenue growth
through premium listings and
agent products
✓OneRoof revenue of $2.8m in 2019, up from
$0.7m in 2018
2020 Focus2020 Key Success Metrics
Develop OneRoof as a
prominent national brand
Improve listings, audience and engagement
metrics
Deliver data driven agent
promotion product
Increase revenue from agent products
Maximise potential of existing
products
OneRoofrevenue growth and improved
contribution
$ million20192018
Revenue2.80.7
Direct expenses(5.6)(3.9)
OneRoofContribution(2.8)(3.2)
•Real estate remains the largest vertical with revenue of $40.0 million, down
3.7% in 2019 negatively impacted by property market conditions.
•OneRoofRevenue $2.8 million –up from $0.7 million in 2018.
•Strong listings and audience growth achieved.
•2020 focus continues to be growth in listings, audience and revenue.
27

We are committed to protecting the craft of journalism and broadcasting to keep Kiwis in the know.
28

•NZME firmly believes it is the right owner for the Stuff Limited (Stuff)
business.
•An acquisition of Stuff is aligned with NZME’s strategic priorities, our
commitment to protecting the craft of journalism, and would deliver the
following strategic benefits to NZME:
•Creation of a stronger and more sustainable media presence;
•Enhanced audience and advertising proposition;
•Cost savings and synergy benefits arising from the merger of back
office functions; and
•Increased financial scale.
•The proposed transaction would involve the Stuff newsroom being
transferred to a NZME subsidiary company in which a Kiwi Share would be
held by the Government.
•The proposed Kiwi Share arrangement imposes certain obligations on
NZME and Stuff to address the competition concerns that were ultimately
upheld by the Court of Appeal in 2017.
•We are actively engaged with the Government regarding the Kiwi Share
arrangement and are encouraged by the progress to date.
•No agreement in relation to the transaction has been reached, however we
continue to progress towards the required regulatory approvals.
•The proposed transaction is therefore subject to Government’s agreement
to hold the proposed Kiwi Share, NZ Commerce Commission clearance,
agreement with Nine, shareholder approval and finance.
29

•It was an encouraging 2019 second half which provides momentum
into 2020 –driven by continued growth in Radio, Digital classifieds,
and Digital subscriptions.
•Although NZ businesses are showing an increased confidence
about the future, we remain cautious of the potential impact of
trading and economic uncertainty following the coronavirus
outbreak.
•Advertising bookings for Q1 2020 are tracking 2% below Q1 2019.
•Improved real estate sentiment is expected to benefit print and
OneRoof.
•Cost containment remains a focus.
•The company continues to target lower net debt and a reduced
leverage ratio to be within our target range in line with our Capital
Management Policy.
•We expect industry consolidation to drive activity and opportunities
for NZME in 2020.
30

31

32

12 MONTHS ENDED 31 DECEMBER 2019
$ millionOperating Results
NZ IFRS16
Adjustment
Exceptional Items
Reclass interest
income
Per Financial
Statements
Segment revenue363.7---363.7
Other revenue8.00.6-0.18.7
Total revenue371.70.6-0.1372.4
Expenses(321.0)15.1(9.9)-(315.8)
EBITDA
50.615.7(9.9)0.156.6
Depreciation and amortisation
(18.9)(12.8)--(31.7)
Impairment of intangible assets
--(175.0)-(175.0)
EBIT
31.82.9(184.9)0.1(150.1)
Net interest expense
(4.6)(4.8)(0.1)(9.5)
Net profit/(loss) before tax
27.2(1.9)(184.9)-(159.6)
Tax
(7.5)0.21.7(5.6)
Net profit/(loss) before tax
19.7(1.7)(183.1)-(165.2)
For the 12 months ended 31 December 2019
33

12 MONTHS ENDED 31 DECEMBER 2018
$ million
2018 Reported
Trading
Results
NZ IFRS15
Reclass events
to other
revenue
2018 Restated
Operating
Results
Exceptional
Items
Reclass
interest
income
Per Financial
Statements
Segment revenue378.46.5(5.1)379.8--379.8
Other revenue4.1-5.19.2-0.19.2
Total revenue382.56.5-388.9-0.1389.0
Expenses(327.7)(6.5)-(334.2)(9.2)-(343.4)
EBITDA54.7--54.7(9.2)0.145.6
Depreciation and amortisation(24.6)--(24.6)--(24.6)
EBIT30.2--30.2(9.2)0.121.0
Net interest expense(4.6)--(4.6)-(0.1)(4.6)
Net profit before tax25.6--25.6(9.2)-16.4
Tax(6.7)--(6.7)1.9-(4.8)
Net profit before tax18.9--18.9(7.3)-11.6
For the 12 months ended 31 December 2018
34
34

REVENUE ANALYSIS
$ million
Operating Revenue –2018 to 2019 Movement
35

FY 2019
Operating Results
FY 2018
Operating Results
2018 53rd Week
FY 2018
52 Weeks
Full Year Reported
% Growth
Full Year % Growth
compared to
52 Weeks in 2018
Print revenue192.4 211.62.6 209.0(9%)(8%)
Radio revenue110.9 108.2-108.22%2%
Digital revenue60.4 60.0 0.2 59.8 1%1%
Other revenue8.0 9.2 -9.2 (13%)(13%)
Total Operating Revenue371.7 388.9 2.7 386.2 (4%)(4%)
Operating expenses(321.0)(334.2)(1.3)(332.9)(4%)(4%)
Operating EBITDA50.6 54.7 1.4 53.3 (7%)(5%)
Depreciation
(18.9)(24.6)-(24.6)(23%)(23%)
Net Interest expense(4.6)(4.6)-(4.6)1%1%
Tax
(7.5)(6.7)(0.4)(6.3)12%19%
Operating NPAT
19.7 18.9 1.0 17.9 4%10%
36

The information in this presentation is of a general nature and does not constitute
financial product advice, investment advice, legal, financial, tax or any other
recommendation or 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 2019.
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.
The Group adopted NZ IFRS16 Leases on 1 January 2019 without restating the full
year 2018 comparatives. Operating results as stated throughout this presentation refers
to results prior to adjustments for the adoption of NZ IFRS16 and prior to exceptional
items.Please refer to slide 33 and 34 of this presentation for a detailed reconciliation.
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) give any warranty or representation (express or implied) as to
the accuracy, completeness or reliability of the information contained in it nor take any
responsibility for it. The information in this presentation has not been, and will not be,
independently verified or audited.
37

---

ANNUAL REPORT
NZME LIMITED
For the year ended 31 December 2019
KEEPING
KIWIS IN
THE KNOW.

We have the channels, brands, talent and audience to fulfil our
commitment to Kiwis and to lead the future of news and journalism
in New Zealand. We empower, enrich and enliven our audiences
and connect them to the people, events, and decisions that matter.
2 NEW ZEALAND MEDIA AND ENTERTAINMENT

This annual report is dated 24 February 2020 and is signed on
behalf of the Board of Directors by:
Carol Campbell
Director
Peter Cullinane
Chair
04 Operational Highlights
07 2019 Financial Results Summary
08 Chair’s Report
10 Chief Executive Officer’s Report
12 Keeping Kiwis in the Know
14 Financial Results and Channel Commentary
18 Our Sustainability Commitment
26 The NZME Board
28 The NZME Executive Team
30 Corporate Governance
44 Consolidated Financial Statements
96 Independent Auditors Report
101 Directory
CONTENTS.
ANNUAL REPORT 2019 3

OPERATIONAL
HIGHLIGHTS.
4 NEW ZEALAND MEDIA AND ENTERTAINMENT

9
radio brands serving all key
demographics
2.0 million
weekly listeners
4
NewstalkZB
Number one commercial radio
network and ZB’s Mike Hosking
Breakfast Show the most popular
breakfast show
5
ZM Breakfast
#1 breakfast show for all
New Zealanders Under 40
5
35.9%
6
Radio audience market share
(up from 34.9% in Dec 2018)
39.5%
7
Radio Revenue market share for
12mths to Dec 2019 (up from

39.0% for 12mths to Dec 2018)
2.3 million
Digital users per month across
our digital platforms
9
OneRoof
241,000 monthly unique
audience
9
,

75% of residential for
sale listings in New Zealand and
95% of residential for sale listings
in Auckland
10
46,000
subscribers access NZ Herald
Premium including 21,000 paid
digital subscribers
DRIVEN
Over 40,000 for sale vehicle
listings, 127,000 monthly unique
audience
9
1.8 million
Monthly unique audience
on nzherald.co.nz
9
GrabOne
352,000 monthly unique
audience
9

1
Print publications include 7 Metro and Regional newspapers, 20 Community newspapers and 8 Newspaper Inserted Magazines.
2
Nielsen CMI Fused Q4 18
- Q3 19, People 15+.
3
PwC NPA quarterly performance comparison report, December 2019.
4
GfK Radio Audience Measurement, Commercial Stations, NZME
and Partners, Cumulative Audience, S4 2019.
5
GfK Radio Audience Measurement, Commercial Stations, Total NZ, S4 2019, Share (%).
6
GfK Radio Audience
Measurement, Commercial Stations, NZME and Partners in major markets, S4 2019, Monday-Sunday 12mn-12mn, station share %, AP 18-54.
7
PwC Radio advertising
market benchmark report, December 2019.
8
AdsWizz and StreamGuys, December 2019.
9
Nielsen Online Ratings, December 2019.
10
OneRoof listings as a
percentage of residential for sale listings on TradeMe.
35
print publications across
New Zealand
1
1.7 million
NZ Herald weekly brand
audience
2
1.3 million
weekly readers
2
465,000
average issue readership
2
46.9%
3
Print advertising revenue market
share for 12 months to Dec 2019
(up from 44.8% for 12 months to
Dec 2018)
iHeart Radio
Growth to 944k registered users (up 14%) and 3.9 million average
monthly listening hours (up 18%), growing revenue 40%
8
PRINT
RADIO
DIGITAL
ANNUAL REPORT 2019 5

6 NEW ZEALAND MEDIA AND ENTERTAINMENT

2019
FINANCIAL
RESULTS
SUMMARY.
Strong radio revenue
growth of 5% in the
second half of the year,
up 2% year on year
Net debt reduction to
$74.7 million and leverage
ratio reduced to 1.5 times
Operating EBITDA
Focus on cost savings
reduces operating
expenses by 4%
Operating Revenue
1
$371.7m
4%2018 $388.9m
Operating EBITDA
1
$50.6m
7%2018 $54.7m
Operating Earnings per Share
1
10.0cps
2018 9.6cps4%
Operating NPAT
1
$19.7m
4%2018 $18.9 m
Statutory Net Loss After Tax
($165.2m)
2018 Stat. NPAT $11.6m
Radio
Growth
Cost
Savings
Net Debt
Down
2%
4%
$23.6m
1
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like comparison between 2018 and 2019 financial
years. Please refer to slide 33 and 34 of the 2019 Full Year results presentation for a detailed reconciliation.
ANNUAL REPORT 2019 7

CHAIR’S REPORT.
I’m pleased that NZME continues to deliver
on its core purpose of keeping Kiwis in
the know; continues to deliver excellent
results for its advertising partners; and has
improved its balance sheet as we strive to
maintain a vibrant business that delivers
sustainable growth for shareholders.
In 2019 we have reported a statutory Net
Loss After Tax of $165.2 million. 2019 Net
Profit was impacted by the impairment
of intangible assets of $175.0 million. This
is an accounting charge only with no
change to cash flows and no impact on
bank covenants.
2019 Operating Net Profit After Tax
(“NPAT”)1 of $19.7 million and Operating EPS
of 10.0 cents were up 4% compared to the
prior corresponding period.
In 2019 we championed the awareness of
many issues which impact New Zealanders
including; mental health, depression, and
New Zealand’s meth crisis. Events such
as the Christchurch mosque shootings,
the Grace Millane murder trial, the SkyCity
international convention centre fire and the
Whakaari/White Island volcanic eruption
punctuate how important well-resourced and
independent newsrooms are to New Zealand
and its communities. I am extremely proud
of the professionalism, camaraderie and
endurance our journalists, broadcasters and
producers demonstrated in conveying these
significant events to New Zealand.
The framework that supports the news
teams in bringing these stories to all
New Zealanders is a passionate media
business with diversified portfolios; multiple
platforms; and strategies for sustainable
growth with an unrelenting focus on
delivering for our audiences.
Our purpose has been underpinned
by three strategic key priorities -
ourcommitment to lead the future of news
and journalism in New Zealand, increasing
radio capability and performance, and
creating New Zealand’s leading real estate
platform. These have delivered measurable
results for the business.
NZME targeted the first of these
commitments firmly in 2019 with the
launch of our digital subscription news
service. To achieve sustainable growth our
business must be bold and be prepared
to lead the market. It is pleasing to see
the response from the tens of thousands
of New Zealanders, who prove that Kiwis
value and are willing to pay for high quality
local and international journalism through
NZ Herald Premium content on-line. We
now have over 21,000 paid premium digital
subscribers, with an additional 25,000 print
subscribers who access premium content
via their print bundle packages.
Our focus on radio capability continues to
prove itself with award winning stations,
increased radio audience market share and
increased radio revenue market share. It
was fantastic to see radio revenue return to
growth with 5% growth in the second half
of the year and 2% growth year on year –
delivering on our key strategic priority of
increasing radio capability and performance.
Our initiative to create New Zealand’s
leading real estate platform continues to
gain momentum, with OneRoof increasing
its market share of residential for sale
listings in Auckland and New Zealand wide.
Unique browsers to the OneRoof website
continue to increase as audiences value
I’m proud that NZME has always based its business decisions on a
strong set of values focused on supporting our communities, our
people and our environment. NZME’s Sustainability Commitment
featured in this report, helps us share that story.
In 2019 we communicated our overriding purpose of keeping Kiwis in the know,
highlighting for me the significant role New Zealand Media and Entertainment (NZME)
plays in keeping New Zealanders connected to local, national and global events.
1
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a
like for like comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019
Full Year results presentation for a detailed reconciliation
8 NEW ZEALAND MEDIA AND ENTERTAINMENT

specialist insights and reporting into the
real estate market. This value proposition
is starting to result in significant revenue
contribution.
The focus on our three key priorities of
news and journalism, radio, and OneRoof,
will continue to underpin our strategic
approach to 2020.
2019 was also a challenging year for
New Zealand media, and it was a year that
signaled some potentially extraordinary
changes ahead in the New Zealand
media landscape.
The impact of global players’ pressure on the
New Zealand advertising market continued to
impact the local media market. In an already
highly competitive industry, there simply
aren’t enough advertising dollars and not
a large enough audience market to sustain
New Zealand’s current industry structure.
What has been pleasing to see is the great
importance that New Zealanders place
on the need for quality local journalism,
for trustworthy information, and for the
opportunity to engage, as communities in
the stories that impact close to home.
There have been reports during the year
about NZME’s potential opportunity to
purchase Stuff. We firmly believe that NZME is
the most logical owner of Stuff. An acquisition
of Stuff is aligned with NZME’s strategic
priorities and our commitment to protecting
the craft of journalism.
No agreement in relation to the transaction
has been reached, however we continue
to progress towards the required regulatory
approvals.
NZME has made excellent progress in our
capital management targets during the
year. Net Debt reduced to $74.7 million as
at 31 December 2019 with leverage ratio
reduced to 1.5 times Operating EBITDA. We
will continue to progress with our capital
management commitment, to strengthen
our Balance Sheet by reducing both debt
and leverage ratio, while maintaining the
ability to invest in growth opportunities
across the business.
I am also pleased to highlight in this report
the formalisation of NZME’s Sustainability
Commitment. This includes a measurable
approach to connecting and empowering
our communities, providing a workplace
that fosters innovation, engagement
and inclusion, and taking a responsible
approach to the environment.
I’m proud that NZME has always based its
business decisions on a strong set of values
focused on supporting our communities,
our people and our environment. NZME’s
Sustainability Commitment featured
in this report, helps us share that story.
Importantly, it also sets out how we deliver
on those values and how we’ll measure
the sustainability commitments that sit
alongside our financial performance.
Finally, on behalf of the Board, I would like
to thank our shareholders for their on-
going support, our talented and dedicated
Executive Team, and all our people for the
hard-work, commitment and creativity that
they bring to NZME every day.
PETER CULLINANE
Chair
ANNUAL REPORT 2019 9

1
Nielsen CMI Fused Q4 18 - Q3 19, People 15+.
2
GfK Radio Audience Measurement, Commercial Stations,
NZME and Partners, Cumulative Audience, S4 2019.
3
Nielsen Online Ratings, December 2019.
4
Operating
results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like
comparison between 2018 and 2019 financial years. Please refer to slide 33 and 34 of the 2019 Full Year
results presentation for a detailed reconciliation.
CHIEF EXECUTIVE
OFFICER’S REPORT.
In 2019 1.3 million
1
people read our
publications each week, 2.0 million
2
Kiwis
listened to our radio broadcasters each
week, and 2.3 million
3
people clicked,
viewed and engaged with our digital
platforms each month.
NZME’s enviable, high-powered blend of
print, digital, and radio brands continue
to power our success and provide the
platforms from which we will maintain
our commitment to drive the sustainable
future of journalism and broadcasting into
2020 and beyond.
2019 Financial Results
Whilst NZME’s brands continue to deliver
our commercial partners and advertisers
with meaningful audience engagement,
media advertising markets were extremely
competitive across 2019, impacting on
NZME’s overall results.
Total Operating Revenue
4
was $371.7
million in 2019, down 4% compared to
2018, primarily due to the decline in print
revenue but offset by pleasing results in
radio and digital operations.
Operating Earnings Before Interest, Tax,
Depreciation and Amortisation (“EBITDA”)
4

was $50.6 million for the year, a decline of
7% against 2018. 2018 did benefit from an
additional publishing week in the year and,
adjusting for this, 2019 Operating EBITDA
decreased by 5% against 2018 and was in
growth of 4% in the second half of 2019
compared to the equivalent period in 2018.
Further commentary on our 2019 financial
results can be found on page 14.
NZME’s key strategic priorities
Our Chair has discussed the achievements
we have made in 2019 against our three
strategic priorities - our commitment to
lead the future of news and journalism in
New Zealand, increasing radio capability
and performance, and creating New
Zealand’s leading real estate platform.
Our focus on these priorities is delivering
measurable results to the business,
and these will remain our key priorities
into 2020.
Supporting the future of news and
journalism in New Zealand, we launched NZ
Herald Premium in 2019, and our ambitions
in this area encompass both digital and
print. We are conscious that we operate in
a print environment which is challenged by
growing media competition from local and
global players. In 2020, our focus is to grow
NZ Herald Premium digital subscriptions;
maintain the core NZ Herald site audience;
enhance the digital product offering; and
improve print performance by reducing
subscriber churn and advertising revenue
declines.
Our focus in radio widened this year to
include the growth of our digital radio
platform, iHeart Radio. The challenges
we set were to deliver radio revenue
growth driven by regional and digital
performance; to grow radio audience
in the key demographics that underpin
advertiser spend; and to grow digital audio
consumption in iHeart Radio, podcasts and
other digital audio products.
In 2020 we will continue to drive the
development of OneRoof into a prominent
national brand as the property market
remains a significant driver of economic
activity in New Zealand. Growing OneRoof’s
popularity as a platform connecting home
buyers, sellers and real estate agents
remains a key strategic priority whilst
delivering continued revenue growth.
Each day around 1,400 people at NZME connect millions of Kiwis with one another
and with the world around them.
NZME’s enviable, high-powered blend of print, digital and radio brands
continue to power our success and provide the platforms from which
we will maintain our commitment to drive the sustainable future of
journalism and broadcasting into 2020 and beyond.
10 NEW ZEALAND MEDIA AND ENTERTAINMENT

The future of New Zealand media
During the last few months of 2019 there
were clear indications that businesses in
New Zealand have begun to feel more
confident about their future.
That said, the media industry in New
Zealand remains an incredibly competitive
sector and as such, media companies
remain significantly susceptible to
the local impact of global players like
Facebook and Google.
As demonstrated through our reduction
in debt and leverage ratio, NZME has
improved its balance sheet and is in
a financial position that allows us the
opportunity to forge our own path.
We’ve launched new ventures like NZ
Herald Premium and have continued
to invest in growth businesses such as
OneRoof. As a leading and successful
New Zealand media company, we are also
in the enviable position of being able to
continue to look for significant commercial
opportunities that will support our
commitment to lead the future of news
and broadcasting in New Zealand.
That position also means we can
start conversations with New Zealand
regulators, Nine Entertainment (Stuff’s
owners) and our shareholders regarding
the potential opportunity for NZME to
purchase Stuff.
While we respect the previous decisions of
the Commerce Commission and Court of
Appeal, we believe the media landscape
has shifted significantly since then – and
continues to do so. It is prudent for NZME
to ensure it is positioned to do what is
in the best interests of its audiences, its
people, and its shareholders.
As well as supporting NZME’s strategic
priorities, specifically leading the future
of news and journalism in New Zealand,
the potential acquisition of Stuff would
create a stronger and more sustainable
media presence; enhance our audience
and advertising proposition; deliver cost
savings and synergy benefits; and deliver
increased financial scale.
Changes in the NZME
executive team
In 2019 we said farewell to two members
of the executive team with Group Director
of Entertainment Dean Buchanan and
Chief Commercial Officer Matt Headland
leaving NZME. Both Dean and Matt made
valuable contributions to the growth of
NZME and I thank them for their support
and the leadership they displayed during
their time on the NZME Executive.
At the end of 2019 we welcomed Wendy
Palmer to the NZME executive as Chief
Radio and Commercial Officer, and
appointed Paul Hancox as a member
of the executive team in his role as Chief
Revenue Officer.
Both Paul and Wendy are incredibly
experienced media executives, with
a deep and proven understanding of
the business strategies required to
connect content and audiences with
commercial partners.
Conclusion
I opened this report by highlighting the
role our people play in delivering on our
commitment to Keeping Kiwis in the know.
2019 demonstrated both how important
this role is to New Zealanders and how
challenging sustaining a business that
supports that commitment can be. I thank
all our people for their commitment to
their craft, their audiences, and to NZME.
I thank our suppliers, business partners, and
advertisers for their ongoing support and
partnership during the year and thank you to
our audience of 3.2 million New Zealanders
for your continued engagement – we are
here to deliver news and entertainment from
New Zealand and around the world to keep
you in the know every day.
And finally, I would like to thank the Board
for their continued support and guidance.
Michael Boggs
Chief Executive Officer
ANNUAL REPORT 2019 11

On 15 March 2019, 51 people lost their lives and dozens more were wounded in an attack
on New Zealand’s Muslim community when a gunman opened fire in two Christchurch
mosques. This attack shattered hearts and struck at our belief that isolation, values and
security protected us from the sorts of tragedies that occur elsewhere in the world.
What followed in the NZ Herald newsroom
and for our teams on NewstalkZB will
be familiar to any news organisation at
the centre of a tragedy: professionalism,
camaraderie, endurance, inspiration,
and grief. Our journalists, from reporters
to social media producers to editors,
produced their finest work.
The events in Christchurch on 15 March
were unprecedented – for New Zealand
and its news media. From the moment
news first broke on that Friday afternoon
that shots had been heard at a mosque in
the city, our teams swung into action.
Our editorial teams went to work on the
story as reporters went to the multiple
crime scenes and eyewitness accounts
began to flow in, along with police
updates and – shockingly – an apparent
livestream of the atrocity itself.
More than a dozen reporters and visual
journalists worked around the clock
to capture the stories surrounding the
event and its aftermath. They acted with
sensitivity as they recorded first-hand
accounts from survivors and those who
had lost loved ones.
Our teams worked around the clock,
delivering non-stop live coverage
on nzherald.co.nz and NewstalkZB,
accompanied by thematic print editions
of the NZ Herald distilling the surges of
information, while maintaining a focus on
the victims and capturing a common spirit
of compassion and inclusivity.
This comprehensive coverage stretched
across many days as the story developed,
from the shock and fear created by the
attack itself, to mourning the loss of so
many New Zealanders, to anger and the
incredible soul searching that followed this
terrible event.
Herald cartoonist and artist Rod
Emmerson worked with editors to produce
the NZ Herald’s “They Are Us” edition of
March 18. A simple idea evolved into the
powerful 50 Hearts front page – reflecting
the death toll at the time – which became
a symbol of the compassion and empathy
that flowed throughout New Zealand as
Kiwis embraced our Muslim community.
As the story widened to incorporate
debates on gun control and the role of
social media, investigative reporters
David Fisher and Jared Savage looked at
the history of the gun lobby in New Zealand
and examined the security agencies behind
the scenes. Technology reporter Chris Keall
secured the first interview with Facebook
as it responded to its hosting of the alleged
killer’s livestream.
KEEPING KIWIS
IN THE KNOW.

FOCUS ON CHRISTCHURCH.
12 NEW ZEALAND MEDIA AND ENTERTAINMENT

News and political angles from our gallery
team were accompanied with brilliant
writing by columnists Steve Braunias and
Simon Wilson, who went deeper to express
what the events meant for New Zealanders.
The events in Christchurch serve as an
indelible reminder of the important role
media plays in our society. Keeping our
communities informed, connected and
safe sit at the very core of NZME’s purpose
- to keep Kiwis in the know.
On the day of March 15,
I watched and listened as our
editorial teams agonised over
how to best cover the story
and at the same time treat
the victims, their families and
our communities with respect
and compassion. That kind
of approach to journalism
comes from being a part of
communities we report from.
Being connected, being present,
being local is our future.
Michael Boggs, NZME CEO
The way our newsroom,
journalists and broadcasters
responded to the Christchurch
massacre will stay with me
forever - the personal stories,
insightful analysis and in-
depth reporting were world-
class, produced in horrific
circumstances. We remain
deeply affected by the events
of March 15 - but committed
to providing our readers the
facts and the context. We have
a leading and important role to
play in ensuring an event like
that is never repeated.
Shayne Currie, NZME Managing Editor
Many of those who will
have been directly affected by
this shooting will be migrants,
they will be refugees here.
They have chosen to make
New Zealand their home and
it is their home. They are us.
Jacinda Ardern, Prime Minister
ANNUAL REPORT 2019 13

FINANCIAL
RESULTS &
CHANNEL
COMMENTARY.
Total Operating Revenue
1
was $371.7
million in 2019, down 4% compared to
2018, primarily due to the decline in print
revenue but offset by growth in radio and
digital operations.
A continued focus on cost savings
and increased efficiencies across the
business resulted in operating expenses
1

reducing by 4% compared to the previous
corresponding period.
Operating Earnings Before Interest, Tax,
Depreciation and Amortisation (“EBITDA”)
1

was $50.6 million for the year, a decline
of 7% against 2018. As mentioned, 2018
benefitted from 53 publishing weeks in
the year, compared to 52 weeks in 2019.
Adjusting for this, 2019 Operating EBITDA
decreased by 5% against a comparable
period in 2018 and was in growth of 4% in
the second half of 2019 compared to the
equivalent week period in 2018.
The underlying depreciation expense
excluding the impact of NZ IFRS 16 was
$5.7 million lower than 2018 due to some
assets fully depreciated in 2018 and the
extension of life of some assets.
In 2019 there was $9.9 million of
exceptional items (excluding impairment
of intangible assets) which was slightly
higher than the $9.2 million in 2018. The
majority of these related to redundancies
This standard requires that most leases
be recognized as a lease liability on the
Balance Sheet with a corresponding “right
of use” asset. In the income statement
the operating lease cost is reclassified as
depreciation and interest. The impact of
this change for 2019 was that $15.1 million
of operating lease cost was reclassified
as $12.8 million of depreciation and $4.8
million of interest expense. The net result
was a negative impact on NPAT of $1.7
million interest costs are recognized in
the early years of a lease.
Balance Sheet and Cash Flows
Net debt was $74.7 million at 31 December
2019, a significant reduction from $98.3
million as at 31 December 2018. We have
made significant progress in our capital
management objective of reaching a Net
debt to Operating EBITDA target range of
1.0 to 1.5 times, with Net debt to Operating
EBITDA of 1.5 times as at 31 December
2019, a reduction from 1.8 times for the
2018 financial year.
Operating cash flow was $25.1m higher
than 2018 due to positive movement in
working capital in 2019, $9.5m lower taxes
paid in 2019, and dividends paid in 2018.
Capital expenditure was $11.8 million in
2019, compared to $14.1 million in 2018.
1
Operating results are presented excluding the impact of NZ IFRS 16 and exceptional items to allow for a like for like comparison between 2018 and 2019 financial
years. Please refer to slide 33 and 34 of the 2019 Full Year results presentation for a detailed reconciliation.
2
Refer to Supplementary Information on Slide 36 of the
2019 Full Year results presentation for an analysis of 2019 Operating Results compared to 52 weeks Operating Results in 2018.
and associated costs of restructuring to
achieve cost savings with the balance
including costs associated with one off
projects and impairments.
In 2019 we have reported a statutory Net
Loss After Tax of $165.2 million. 2019 Net
Profit is impacted by the impairment of
intangible assets of $175.0 million.
The impairment assessment recognises
that the difference between the value of
the company implied by its share price
and the accounting value of equity has
increased to a level, which can no longer
be supported without an accounting
adjustment. This is an accounting charge
only with no change to cash flows and no
impact on bank covenants.
Please refer to note 3.1 of the consolidated
financial statements for further details.
2019 Operating Net Profit After Tax
(“NPAT”)1 of $19.7 million and Operating
EPS
1
of 10.0 cents were up 4% compared
to the prior corresponding period.
Adjusting for the extra week in 2018,
Operating NPAT was up 10% compared
to the equivalent period in 2018, with 21%
growth in the second half.
2
IFRS 16
A new accounting standard NZ IFRS 16
was adopted on 1 January 2019.
14 NEW ZEALAND MEDIA AND ENTERTAINMENT

Print
Print revenue was $192.4 million in 2019,
down 9% compared to 2018. However
as mentioned, 2018 benefitted from 53
publishing weeks in 2018 compared to
52 publishing weeks in 2019. Adjusting
for this impact, 2019 total print revenue
declined 8% against a comparable 52
weeks in 2018.
Print advertising revenue decreased 10%
to $102.2 million compared to total print
advertising market which decreased 13.7%
in the year
3
and print agency advertising
demand which declined 10.9%
4
in the
year. Print circulation revenue declined
6% to $76.3 million. Excluding the extra
publishing week in 2018, print circulation
revenue declined 5% due to a print
volume decrease of 8% and partially offset
by a 4% increase in yield.
Our print fundamentals remain strong.
The NZ Herald remains the most read
newspaper in New Zealand attracting
an average issuer readership of 465,000
kiwis. Across our 39 print publications
throughout New Zealand, 1.3 million
people read our papers each week.
Our journalists, reporters and producers
were recognised again this year, with the
NZ Herald winning Best Daily Newspaper
5

and Viva winning Best Newspaper-Inserted
Magazine at the Voyager media awards
in 2019.
At the 2019 International News Media
Association (INMA) Global Media
Awards in New York, the NZ Herald
was named best in Asia/Pacific for its
#NotforSale editorial campaign, which
also won the Best Public/Community
Service Campaign, heading off several
international media brands.
And at the Australasian 2019 News
Media Awards, the NZ Herald won
the award for Best Use of print for the
coverage of the Christchurch terrorist
attacks and “They are us” concept.
We remain conscious that print continues
to operate in a tough market, against
many market headwinds. Despite many
challenges, 2020 will be an exciting time
for our reporting teams. There are already
many local and international events on
the agenda this year and we look forward
to reporting on these, and all the other
news stories which arise, to keep Kiwis in
the know in 2020.
3
PwC NPA quarterly performance comparison report, December 2019.
4
Standard Market Index (SMI) NZ, December 2019 Data Release.
5
Newspaper of the Year
(more than 30,000 circulation).
ANNUAL REPORT 2019 15

Radio
One of our key strategic priorities
is to increase radio capability and
performance and we are pleased
to deliver on this in 2019. Radio
revenue grew 2% compared to the
previous corresponding period to
$110.9 million in 2019, with particularly
strong growth of 5% in the second
half of 2019.
NZME increased its New Zealand
radio advertising revenue market
share to 39.5%
6
for the 12 months
to December 2019 compared to
39.0% in the 12 months to December
2018. New Zealand agency radio
revenue grew 3.8% in the year to
December 2019
7
.
Radio audience market share
increased in December 2019 to
35.9%
8
from 34.9% in December 2018.
iHeart Radio grew its registered
users by 14% in the year to 944,000
registered users
9
and average
monthly listening hours grew 18%
year on year to 3.9 million hours
10
.
NZME is proud of its strong radio
brands, which deliver radio revenue
growth through building audience
listening and engagement across
brands and digital platforms. We
were thrilled to welcome new talent
and programming to our stations in
2019 including Simon Barnett and
Phil Gifford in the afternoons and
Heather Du Plessis-Allan hosting the
Drive show on Newstalk ZB. Anika
Moa and Mike Puru also joined our
radio talent teams in 2019, and we
look forward to welcoming Jono
Pryor and Ben Boyce to the team
in April 2020.
6
PwC Radio advertising market benchmark report, December 2019.
7
Standard Media Index (SMI) NZ December 2019 Data Release
8
GfK Radio Audience
Measurement, Commercial Stations. NZME & Partners in Major Markets, S4/2019. Station Share %, AP 18-54.
9
iHeartMedia, Adobe Analytics, 2018-2019.
10
AdsWizz and StreamGuys, 2018-2019.
NZME is proud of its strong radio brands, which
deliver radio revenue growth through building
audience listening and engagement across brands
and digital platforms.
FINANCIAL RESULTS &
CHANNEL COMMENTARY
CONT.
16 NEW ZEALAND MEDIA AND ENTERTAINMENT

Digital
Digital revenue was $60.4 million for the
2019 year, up 1% on prior year. While the
first half of 2019 saw challenges in the
digital space, the second half of the year
saw total digital revenue growth of 5%
compared to the second half of 2018.
Digital revenue comprises digital
advertising revenue, digital classified
revenue from listings on OneRoof and
DRIVEN, digital subscription revenue
from NZ Herald premium subscribers,
and revenue from our ecommerce
website GrabOne.
Digital advertising revenue declined 4%
on prior year to $45.9 million, impacted
by a decline in digital display agency
advertising market demand which was
down 2.4% in the year to December
2019
11
. NZME saw an improvement
in the second half of the year with a
much lower rate of decline of 1% in
digital advertising revenue compared
to the second half of 2018, a significant
improvement from the 8% decline
experienced in the first half of 2019
compared to the first half 2018.
However, this was offset by strong
growth in digital classifieds revenue
which grew to $3.2 million in 2019, up
from $0.9 million in 2018.
OneRoof continues to grow in listings,
audience and revenue, with over 75% of
total New Zealand residential for sale real
estate listings and 95% of total Auckland
residential real estate listings
12
, 241,000
average unique audience every month
13
,
and over 150,000 app downloads
14
.
OneRoof is now making a significant
impact with $2.8 million of revenue
in 2019 and we expect OneRoof to
continue to grow in 2020.
DRIVEN is also proving to be a strong
digital classified platform with over
40,000 for sale vehicle listings and
127,000 average unique audience
every month
13
attracting car buyers
and motoring enthusiasts who value
specialist insights into the automotive
industry. DRIVEN delivered revenue of
$0.4 million in 2019 and will be boosted
by lead generation revenues which
commenced in January 2020.
This year we took the strategic decision
to refocus our approach to the
employment sector to better suit the
evolving needs of recruiters and jobs
seekers. We made the decision to close
the YUDU site and leverage the power
of NZ Herald as the vehicle for our
employment market strategy, launching
JobMarket within the NZHerald website
in December 2019.
We are very pleased with the
performance of NZ Herald premium
digital subscriptions, which delivered
$1.7 million revenue for eight months
since its launch on 30 April 2019 – with
subscriptions and revenue well ahead of
expectations.
We now have over 21,000 paid premium
digital subscribers, plus an additional
25,000 print subscribers who also
access premium content with their print
bundle packages. NZME is the first global
customer of the Arc Digital Subscription
product and it has been a resounding
success. We have further developments
on the horizon including a new NZ Herald
app, corporate subscription options,
and new payment gateways all planned
for 2020.
NZME launched its own programmatic
desk after the closure of the industry-
led KPEX platform in September 2019,
allowing advertisers and agencies to
book programmatic digital advertising
directly with NZME and is showing strong
signs of revenue growth.
While the first half of 2019
saw challenges in the digital
space, the second half of the
year saw total digital revenue
growth of 5% compared to the
second half of 2018.
11
Standard Media Index (SMI) NZ December 2019 Data Release.
12
OneRoof’s listings as a percentage of residential for sale real estate listings on Trade Me.
13
Nielsen Online Ratings, December 2019.
14
Google Analytics, November 19.
ANNUAL REPORT 2019 17

OUR
SUSTAINABILITY
COMMITMENT.
Keeping Kiwis in the know requires a broad commitment to sustainable
practices and the well-being of our people and the wider community.
Keeping Kiwis in the know makes a powerful
promise: that New Zealand Media and
Entertainment (NZME) will make each day
livelier, more informed, and more connected
to the people and things that matter.
Delivering on our promise requires a
genuine commitment to doing right by
our customers, employees, and the wider
community. When the people important to
our business prosper and live better lives,
only then can we say we did the job we set
out to do.
For NZME, doing the right thing requires
a commitment to the craft of journalism
and broadcasting; making NZME a
safe and inspiring place to work; and
championing the diversity of voices that
make us Kiwis.
NZME’s sustainability programme is
aligned to the guidelines set out in the
UN Sustainable Development Goals –
an international blueprint to achieve
a better and more sustainable future
for everyone. Combined with our
promise to keep Kiwis in the know,
NZME’s commitment to sustainable
practices contributes to the prosperity
of our business and the future of our
communities, our people, and our
environment.
In 2019 we completed our materiality
matrix and assessed these results to
determine NZME’s Corporate Social
Responsibility Framework. We have
identified the key initiatives and
objectives for each pillar. These are
detailed in the following pages and form
the framework that we will report against
commencing in the 2020 financial year.
When the people important to
our business prosper and live
better lives, only then can we
say we did the job we set out
to do.
18 NEW ZEALAND MEDIA AND ENTERTAINMENT

OUR COMMUNITIES
We connect and empower
our communities.
Sharing our
platforms
Connecting
communities
Responsible
reporting
Promoting a healthy,
diverse and safe
workplace
Championing
the craft
Best practice
Recycling
Responsibility
OUR PEOPLE
We provide a workplace
that fosters innovation,
engagement and inclusion.
OUR ENVIRONMENT
We take our responsibility
to the environment
seriously.
Equipping our
people
We are committed to protecting the craft of journalism and
broadcasting to keep Kiwis in the know.
ANNUAL REPORT 2019 19

OUR
COMMUNITIES.
INITIATIVEOBJECTIVEMEASUREMENTS
RESPONSIBLE REPORTING
AND BROADCASTING
Through best practice broadcasting and journalism,
we will provide a diverse and balanced reporting
platform, promoting the law and holding the
powerful to account.
Adhere to our Editorial Code of Ethics and the
principles and standards of the NZ Media Council
and the Broadcasting Standards Authority.
Number of upholds.
Where justified in the interests of freedom of
expression, open justice and holding the powerful
to account, we will invest in legal challenges of
suppression, take down orders, access to court files
and other media law challenges as appropriate.
Number of challenges.
CONNECTING COMMUNITIES
We are deeply involved in our communities and
as one of New Zealand’s largest media platforms
we will facilitate conversations about the topics
that matter to Kiwis.
Maintain our commitment to the regions through
the presence of local journalists and broadcasters.
Number of local journalists/ broadcasters
in the regions.
Participate in and support the Local Democracy
Reporters (LDR) - NZ On Air funded journalists.
Number of LDRs in NZME newsrooms.
Support an increase in the diversity of content
and contributors across our platforms.
Policies and initiatives that support this.
Examples of diverse perspectives shared
through our platforms.
SHARING OUR PLATFORMS
We will use our wide reach across New Zealand
to provide a range of opinion and ensure a diversity
of voice.
Use our platforms to fight for New Zealanders,
including the disadvantaged, and to hold the
powerful to account.
Examples of initiatives.
Partner to champion charitable causes and
facilitate conversations that matter.
List of charitable partnerships.
We connect and empower
our communities.
Through our extensive range of
publications, radio networks and digital
platforms NZME is proud to support
communities right across New Zealand.
We share their stories and support local
campaigns to better their communities and
we represent New Zealanders fighting for
those less advantaged.
NZME recognises the responsibility that
comes with acting as a voice of record
for New Zealand. We use this reach to
address key topics and conversations
important to New Zealanders. In 2019
this included: A Not for Sale, B Fighting
the Demon, C Radio Hauraki “We’re not
talking” and D Jessica’s Tree.
20 NEW ZEALAND MEDIA AND ENTERTAINMENT

NZ Herald 'Jessica’s Tree' – raising awareness and in-depth
conversation of suicide and mental health in New Zealand.
Radio Hauraki 'We’re not talking' – raising awareness
of men's mental health and depression.
NZ Herald 'Fighting the Demon'
– addressing New Zealand’s meth crisis.
NZ Herald 'Not for Sale'
– raising awareness and
opening the conversation
to end exploitation of
girls caught in modern
day slavery.
B
D
C
A
ANNUAL REPORT 2019 21

We provide a workplace that fosters innovation, engagement and inclusion.
INITIATIVEOBJECTIVEMEASUREMENTS
PROMOTING A HEALTHY, DIVERSE AND
SAFE WORKPLACE
We will embed a high performing health and
safety culture and will regularly report on our
performance. We will strive for a collaborative
and welcoming place to work. We will adopt and
strengthen policies for the promotion of gender
equality and diversity.
Minimise health and safety incidents.Measurement of incidents.
Increase awareness and engagement with
health and safety initiatives through effective
communications.
Number of communications through
the year.
Maintain a Diversity Committee to address
employee engagement on diversity and
inclusiveness and drive diversity and inclusion
initiatives across the business.
Employee Diversity Committee in place
and initiatives actioned during the year
in accordance with Committee Framework
and Strategy.
Aim to reduce the gender pay gap across
the business.
Policies and initiatives that support reduction
in gender pay gap.
Strive for diversity at Board, Exec and SLT level.Gender and ethnicity stats at each level.
Policies and initiatives that support this.
Support flexible working for diverse needs and
shared responsibility within the household.
Policies and initiatives that support this.
CHAMPIONING THE CRAFT
We will ensure we are mentoring the next
generation of journalists and broadcasters.
We will develop our people to maintain and grow
the craft.
Train our journalists and broadcasters to equip them
to comply with media law and regulation.
Number of hours.
Provide internships and cadetships for journalists
and broadcasters.
Number of internships and cadetships.
Support the value of the fourth estate in NZ society
through profiling and promoting journalists and
broadcasters.
Published profiles.
EQUIPPING OUR PEOPLE
We will commit to offering our staff relevant and
impactful training to create new opportunities for
growth and innovation.
Provide effective and relevant on-the-job training
and reskilling for our people.
Number of hours provided.
OUR
PEOPLE.
22 NEW ZEALAND MEDIA AND ENTERTAINMENT

EXECUTIVESENIOR LEADERSHIP TEAMSTAFF
44%
56%
41%
59%
55%
45%
GENDER / LEVEL
INCLUDING UNDECLARED
MALEFEMALE
AS AT 31 DECEMBER 2019
NZME PEOPLE
LENGTH OF SERVICE
<1Y 1-2Y 3-5Y 6-10Y 11-20Y 21-30Y 31+Y
350
300
250
200
150
100
50
0
NZME believes its primary responsibility to its people is
to provide an inclusive, safe and healthy workplace. Our
people, policies and practices are based on providing our
people with opportunities for learning and development,
the ability to choose how to manage a healthy work-
life balance, a focus on diversity across all spectrums
(including a commitment to aim to reduce the gender pay
gaps across the business) and a commitment to health,
safety and wellness. NZME strives to maintain its position
as an employer of choice in the media industry.
ETHNICITY
INCLUDING UNDECLARED
NZ EUROPEAN
58%
MIDDLE EASTERN /
LATIN AMERICAN /
AFRICAN
1%
MĀORI
4%
EUROPEAN
8%
ASIAN
9%
UNDECLARED
17%
PACIFIC
PEOPLES
1%
OTHER
ETHNICITY
2%
CONTRACT TYPE
FULL TIME
71%
PART TIME
9%
CASUAL
16%
CONTRACTOR
4%
AGE GROUP
35-44Y
24%
<25-34Y
26%
<25Y
11%
45-54Y
21%
55+
18%
Number of people
ANNUAL REPORT 2019 23

OUR
ENVIRONMENT.
We take our responsibility to the environment seriously.
NZME aims to review the actual and
potential impact its business practices have
on the environment. NZME continues to
put in place policies and methods to enable
it to measure this impact. This will in turn
enable NZME to reduce environmental
impacts through recycling, greenhouse gas
("GHG") emissions reduction and sustainable
procurement policies. NZME’s editorial
platforms also cover environmental issues
raising community awareness.
Particular focus areas for NZME in 2020
include recycling, the development of
a sustainable procurement policy and
reducing the impact of our domestic travel
including reducing flights and seeking
efficiencies in our motor vehicle fleet.
NZME constantly reviews the
actual and potential impact its
business practices have on the
environment. With a suite of
policies to support this approach,
NZME can measure and act to
reduce environmental impacts.
INITIATIVEOBJECTIVEMEASUREMENTS
RECYCLING
We will separate our internal waste streams
– including paper, food and green waste,
and recyclables – to optimise value and reduce
environmental impacts.
We aim to have recycling facilities in all offices and
to teach our people how to properly recycle.
Details of recycling facilities and initiatives
at major offices and training and support
offered.
Reduce use of plastic in the production
process at the print plant.
Tonnes of plastic used in the production
process at the plant.
Reduce general waste at the print plant.Tonnes of general waste removed
from the print plant.
BEST PRACTICE
We will maintain our print operation’s Environmental
Management System.
We will collaborate with our suppliers and partners
to ensure best practice sustainable operations.
Ensure we retain Enviromark Gold Certification.Certification.
We will put in place a Responsible Sourcing
Policy and adhere to that policy for our sourcing
requirements.
Examples of sustainable suppliers
we work with.
We will aim to reduce domestic travel.Kilometres travelled.
We will continue to seek efficiencies with our
motor vehicle fleet.
GHG emissions.
We will continue to optimise our distribution
network with our suppliers.
GHG emissions.
RESPONSIBILITY
We will share our platforms to promote environmental
issues impacting Kiwis including carbon emissions
and climate change.
Where appropriate, we will use our platforms to
share stories and initiatives to raise awareness of
environmental issues (including climate change).
Examples of stories in the year
on environmental issues.
Partner to promote environmental issues
impacting Kiwis.
Discuss environmental campaign
undertaken.
24 NEW ZEALAND MEDIA AND ENTERTAINMENT

We have commenced our journey of
measuring our GHG emissions and are
actively identifying our Scope 1, 2 and 3
carbon emission activities. We are currently
assessing the boundaries of what emissions
we report on.
To quantify and report our GHG emissions
we have commenced collecting data and
thinking about how we collect this in the
future, to be able to convert this into a robust
and comparable emissions number.
Our newspapers are 100 per cent
recyclable, with newsprint made in
New Zealand largely from waste or
byproduct fibre from sustainable
softwood resources using geothermal
steam. We are very proud of our efforts
around sustainability for print.
Matt Wilson, NZME Chief Operating Officer
ANNUAL REPORT 2019 25

THE
NZME
BOARD.
Peter Cullinane
Independent Chair
Peter is widely respected in global advertising and marketing, and
has extensive knowledge and expertise in both Australasian and
global markets. Peter is the Founder and Chairman of Lewis Road
Creamery Limited and is also an independent director of Sanford
Limited. He was formerly Chief Operating Officer of Saatchi &
Saatchi (Worldwide), and its Chief Executive Officer (New Zealand)
and Chairman (Australasia). Peter was previously on the boards of
HT&E Limited (listed on the ASX), WPP AUNZ Limited and SKYCITY
Entertainment Group.
Carol Campbell
Independent Director
Carol Campbell is a Chartered Accountant and Chartered member
of the Institute of Directors. Carol was a partner at Ernst & Young
for over 25 years and has been a professional Director for the last
9 years. Carol has extensive financial experience and a sound
understanding of efficient board governance. Carol is a director
of NZ Post Limited, Kiwibank Limited, T&G Global Limited, Asset
Plus Limited, Chubb Insurance Limited and a number of other
private companies.
26 NEW ZEALAND MEDIA AND ENTERTAINMENT

David Gibson
Independent Director
David Gibson has a strong background in strategy and finance
with over 20 years’ investment banking experience, including as
Co-Head of Investment Banking in New Zealand for Deutsche Bank
and Deutsche Craigs. During his finance career David has advised
on many of New Zealand’s largest capital market transactions,
including within the media industry. David is also a trustee for
Diocesan School for Girls and a director of Rangatira Limited.
Sussan Turner
Independent Director
For the past 25 years Sussan has held senior leadership roles
across media companies, including Group CEO of MediaWorks,
Managing Director of Radio Otago and CEO of RadioWorks. She is
currently Group CEO and Director of Aspire2 Group Limited, one
of the leading private tertiary education groups in New Zealand
and is passionate about building executive teams and company
cultures. Sussan has extensive experience as a director and is
currently Pro-chancellor of Auckland University of Technology and
Co-Chair of Organic Initiative Limited.
Barbara Chapman
Independent Director
Barbara Chapman served as Chief Executive and Managing
Director of ASB Bank Limited from 2011 until February 2018. She
has extensive business experience gained through a successful
career in banking and insurance. During her career she has held a
number of senior and executive roles in retail banking, marketing,
communications, human resources and life insurance. Barbara is
passionate about people and culture, and promoting best practice
in community, governance and sustainability. She is the Chair of
Genesis Energy Limited and holds independent directorships on the
boards of Fletcher Building Limited and IAG New Zealand Limited.
She is also Deputy Chair of The New Zealand Initiative, Patron of
the New Zealand Rainbow Tick Excellence Awards, Chair of the
CEO Summit Committee for APEC 2021 and holds seats on the
Reserve Bank Act Review Panel and the Prime Minister’s Business
Advisory Council.
ANNUAL REPORT 2019 27

THE NZME
EXECUTIVE TEAM.
Michael Boggs
Chief Executive Officer
Michael was appointed CEO of New
Zealand Media and Entertainment (NZME) in
March 2016. Prior to that he held the Chief
Financial Officer position at NZME. Michael’s
core focus at NZME has been to develop
and implement a group wide strategy to
accelerate growth across NZME’s brands
particularly in the areas of subscription
and classified offerings, digital and video
content, while ensuring the sustainable
growth of the company’s traditional print
and radio platforms.
Michael has extensive senior executive
experience including as Chief Financial
Officer at leading insurance company Tower
Limited. While at Tower, Michael managed
the company’s multibillion-dollar assets,
its Pacific Islands operations, earthquake
recovery programme and the sale of
Tower’s life insurance, health insurance
and investment management businesses.
This industry leading work was recognised
in 2014 when Michael was awarded CFO
of the year at the annual New Zealand
CFO Awards. Michael also has significant
background in the telecommunications and
technology sectors with executive roles
in the finance, commercial and business
functions of major organisations including
Telstra’s New Zealand operations.
David Mackrell
Chief Financial Officer
David was appointed Chief Financial Officer
of NZME in March 2019, leading NZME’s
Finance, Technology and Strategy functions.
He moved to NZME from Heartland Bank
where he was their Chief Financial Officer.
David started his professional career at
Ernst & Young as an Auditor before joining
Air New Zealand in 1992. His career at Air
New Zealand spanned 25 years and a large
gamut of senior financial and commercial
roles, finishing with the company as Deputy
Chief Financial Officer.

Paul Hancox
Chief Revenue Officer
Paul joined the NZME Executive Team as
Chief Revenue Officer in 2019. In this role
Paul is accountable for agency and key
customer revenues, including programmatic,
trading and integration performance. Prior
to joining the NZME Executive team, Paul
led a significant commercial portfolio at
NZME as Head of Agency, Enterprise, Events,
Partnerships, Government and Rural, a role
he took up in January 2018.
Prior to this, Paul spent 9 years in various
senior roles at MediaWorks including
as Group Head of Revenue where he
successfully designed, implemented and
managed the integration of the TV and radio
sales teams. Paul brings with him 25 years of
experience in the media industry including
a 9-year stint with The Radio Network early
in his career, operating in a variety of roles
including as NewstalkZB and Radio Sport
Sales and Marketing Manager.
Wendy Palmer
Chief Radio and
Commercial Officer
Wendy joined the NZME Executive Team
in November 2019. As Chief Radio and
Commercial Officer, she is accountable for
revenue growth with the Commercial Direct
team across all NZME platforms. Wendy’s role
includes responsibility for the radio business
and the content delivery to support audience
and revenue growth across NZME’s radio
networks. Before starting at NZME Wendy
spent 12 years at MediaWorks, where she
held senior roles including being appointed
Chief Executive of its radio business in 2014.
Wendy is an experienced broadcast media
executive with wide industry experience.
She has served as Chair of The Radio
Bureau and as a Board member of the
Radio Broadcasters Association and the
Broadcasting Standards Authority.
B
D
AC
B
E
D
C
28 NEW ZEALAND MEDIA AND ENTERTAINMENT

Allison Whitney
General Counsel and
Company Secretary
Allison joined NZME in 2013. As General
Counsel she heads up the legal team and
manages the provision of legal advice and
company secretarial services across NZME.
Prior to commencing her role at NZME,
Allison held roles both in-house and in
private practice, including five years as Legal
Counsel at Westpac, six years as Group Legal
Advisor to a London-based international
media group and three years in private
practice at Kensington Swan.
Allison brings over 20 years of legal
experience to her role spanning areas from
corporate and commercial to intellectual
property, consumer and media law.
Matthew Wilson
Chief Operations Officer
Matt was appointed Chief Operations
Officer in December 2016. In this role, Matt
is responsible for NZME’s print product
performance; driving NZME’s Operations
functions including print, distribution, print
and digital subscriptions and advertising
production; and leading NZME’s Culture &
Performance function. Prior to that, Matt’s
role was GM Print Operations for NZME.
His passion for media has resulted in over
two decades of experience working across
NZME’s newspaper brands, including
finance roles in print, commercial, content
and corporate through to leading the
Newspaper Sales, Print and Herald product
functions. During his time, Matt has led
the consolidation of newspaper sales and
distribution functions across NZME, the
development of NZME’s highly successful
distribution services business, and customer
streams for the launch of Herald on Sunday
and NZH Premium digital subscribers. Matt’s
focus on operating performance has driven
a strong passion for NZME’s people, their
engagement and the culture fostered in
the company.
Laura Maxwell
Chief Digital Officer
Laura was appointed Chief Digital Officer in
August 2017 and is responsible for growing
digital business across NZME, including
OneRoof, DRIVEN and GrabOne. Laura’s
connection to NZME began in 2013 when
she started out at The Radio Network as
a Commercial Director, moving in 2014
to the position of Group Director Digital
Media across the APN group. In 2015, Laura
was appointed Group Revenue Director, a
role that transitioned to Chief Commercial
Officer as part of the NZME transformation.
Prior to joining the NZME group, Laura held
the position of General Manager/Director for
Yahoo! New Zealand and previously held the
role of Sales Director for both APN Outdoor
and Buspak New Zealand. Laura has over
25 years of experience in media and has
held the role of Chair of the Interactive
Advertising Bureau and The Radio Bureau.
Katie Mills
Chief Marketing Officer
Katie joined the NZME Executive Team
in December 2018 assuming leadership
of the company’s Marketing and
Communications functions. Immediately
prior, Katie held the role of Group Marketing
Director at Aspire2 Group Limited and
was previously General Manager (Global)
Marketing & Communications at Opus
International Consultants.
Along with Katie’s wide marketing industry
experience, she also brings to her role, more
than 20 years of media-specific experience.
15 of those years were spent at MediaWorks
in senior leadership positions including as
Head of Marketing, successfully developing
and delivering marketing and brand
strategies for a portfolio of radio, digital,
event and television ventures.
Shayne Currie
Managing Editor
Shayne was appointed Managing Editor in
2015 and is responsible for NZME's 300-plus
journalists and the company's editorial and
news strategy. His role includes overseeing
NZME’s unique mix of digital, print, audio and
visual storytelling across the New Zealand
Herald, nzherald.co.nz, Newstalk ZB, Radio
Sport, NZME’s five regional daily newspapers
and more than 20 community titles.
In 2019, Shayne helped oversee the
successful launch of NZ Herald Premium
digital subscriptions and he has helped lead
some of the most significant projects at the
Herald in the past 15 years including the
launch of the Herald on Sunday in 2004 and
the Herald's move to compact format in 2012.
In 2019, Shayne celebrated his 30th year in
journalism, including two decades in
senior editorial leadership roles
across New Zealand. In 2016
he was awarded the Wolfson
Scholarship at Cambridge
University in the UK,
studying audience patterns
in the digital age.
F
G
H
I
E
A
G
I
F
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ANNUAL REPORT 2019 29

CORPORATE
GOVERNANCE.
GOVERNANCE FRAMEWORK
NZME Limited ("the Company") is listed on the NZX Main Board
and as a Foreign Exempt Listing on the ASX (both under the
ticker code “NZM”). 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
rests with the home exchange and the supervisory regulator
in that jurisdiction. As such, NZME is required to comply with a
limited set of ASX Listing Rules.
The Company’s corporate governance framework, as described
in this section, therefore primarily takes into consideration
contemporary standards in New Zealand, incorporating the NZX
Corporate Governance Code (“NZX Code”).
The Group is committed to having a strong governance
framework and therefore complies with the recommendations
of the NZX Code (unless specifically stated otherwise). The
corporate governance policies referred to in this section reflect
the Group’s governance framework as at 31 December 2019
(unless otherwise stated) and are available on the Company’s
website: www.nzme.co.nz/corporate-governance.
PRINCIPLE 1 - CODE OF ETHICAL BEHAVIOUR
Directors should set high standards of ethical behaviour,
model this behaviour and hold management accountable for
these standards being followed throughout the organisation
.
Code of Conduct & Ethics
The Company’s Code of Conduct & Ethics governs the Company
and its subsidiaries’ commercial operations and the conduct
of directors, employees, consultants and all other people when
they represent the Company and its subsidiaries. The Code of
Conduct & Ethics comprises certain fundamental principles and
demonstrates the high standards of conduct expected of us.
The current Code of Conduct & Ethics was updated 11 April 2019.
Reporting of breaches of the Code is encouraged and steps for
doing so are set out in the Code of Conduct & Ethics and the
Whistleblower Policy. The Company has provided training on the
Code of Conduct & Ethics in the form of a video series on key
points relevant to employees.
The Company also has an Editorial Code of Ethics highlighting
that our principal responsibilities are to the community and
the truth and our undertaking to maintain the highest ethical
standards in our journalism while balancing the right of the
individual with the public’s right to know.
Securities Trading Policy
The Securities Trading Policy details the Company’s trading
policy and guidelines, including trading restrictions on dealing
in the Company’s quoted financial products. This policy applies
to the directors and all employees. The Securities Trading Policy
places additional trading restrictions on the directors, the Chief
Executive Officer (“CEO”) and his direct reports (and employees
reporting directly to them) and all participants in any NZME
Employee Incentive Plan.
PRINCIPLE 2 - BOARD COMPOSITION
& PERFORMANCE
To ensure an effective Board, there should be a balance
of independence, skills, knowledge, experience and
perspectives.
Role of the Board
The business and affairs of the Company is managed under
the direction and supervision of the Board. The directors
acknowledge their duty to act in good faith and in the best
interests of the Company. The objective of the Company is to
generate growth, corporate profit and shareholder gain from
the activities of the Group. In pursuing this objective, the role
of the Board is to assume accountability for the success of
the Company by taking overall responsibility for the strategic
direction and monitoring of operational management of
the Group in accordance with good corporate governance
principles. More details regarding the main functions of the
Board can be found in the Board Charter.
Director Independence and Profile
All of the Company’s directors are independent directors
for the purposes of the NZX Listing Rules. The profile for
each director is available on the Company’s website
30 NEW ZEALAND MEDIA AND ENTERTAINMENT

(www.nzme.co.nz/corporate-governance/board-members) and
on page 26 and 27 of the 2019 Annual Report. The roles of the
Chair and CEO are exercised by different persons.
Nomination and Appointment
Directors are appointed by the Company’s shareholders, with
rotation and retirement being determined by the Constitution
and the NZX Listing Rules. The Board may appoint directors to
fill casual vacancies. Directors appointed to fill casual vacancies
are required to retire and stand for election at the first annual
shareholders’ meeting after their appointment. The Governance
& Remuneration Committee recommends to the Board potential
candidates for appointment as directors.
Induction and Access to Information and Advice
On appointment to the Board a director will be given a copy of
the Board Charter, an appointment letter covering the role of the
Board, the Board’s expectations of the director and any particular
terms of his or her appointment. The director will be offered
induction training as to the responsibilities of the directors and
to enable the director to become familiar with the Company’s
operations and sites. All directors have access to the advice
and assistance of the General Counsel on the Board’s affairs
and governance matters. In addition, all directors may access
such information and seek independent advice as they consider
necessary to fulfil their duties and responsibilities.
Skills and Experience
The Governance & Remuneration Committee reviews,
and makes recommendations to the Board, regarding the
composition of the Board on an ongoing basis to ensure that it
is comprised of members who provide the required breadth and
depth of experience and knowledge to achieve the objectives
of the Board. It also considers and recommends to the Board
the appointment of additional directors to provide the expertise
to achieve the strategic and economic goals of the Company.
Directors are expected to maintain their knowledge of the latest
governance and business practices in order to perform their
duties and the Company supports their development.
Directors and Officers Insurance
In accordance with Section 162 of the Companies Act 1993
and the Company’s Constitution, NZME has indemnified and
arranged insurance for all directors and executive officers to
the extent permitted by law for liabilities arising out of the
performance of their normal duties as directors and officers.
The total amount of insurance for directors and officers contract
premiums was $501,463.
Performance Review
The Chairperson meets annually with directors of the Company
to discuss individual performance of directors. The Board
reviews its performance as a whole, and the performance of its
committees, on an annual basis. The Board may choose to use
external facilitators, where appropriate, to assist with reviewing
the performance of directors, the Board and its committees.
Diversity and Inclusion
The Diversity and Inclusion Policy details the Company’s
approach to diversity and inclusion, including specifying the
principles adopted by the Company, oversight and sponsorship,
programmes and initiatives and the requirement for the Board,
in consultation with the CEO, to set measurable objectives for
achieving diversity and assess progress in achieving them.
The Group believes that a diverse workforce is essential for it
to be able to deliver its strategic objectives and continue to
meet its responsibilities to its customers, its employees, the
communities in which it works, and its shareholders.
The Group is currently operating in accordance with, and
applying the principles of, its Diversity and Inclusion Policy,
which was updated in December 2019 and is available on the
Company’s website. The Our People section on page 22 of the
2019 Annual Report contains more information on our diverse
workforce and the diversity objectives and measurements for
2020 are included in our sustainability commitment.
ANNUAL REPORT 2019 31

The table below includes the quantitative breakdown as to the gender composition of NZME’s Board and Officers
A
.
As atBoardOfficers
A
MaleFemaleMaleFemale
31 December 20192354
31 December 20182354
PRINCIPLE 3 - BOARD COMMITTEES
The Board should use committees where this will enhance its
effectiveness in key areas, while retaining Board responsibility
.
The Board has three standing Committees, the Audit & Risk
Committee, the Governance & Remuneration Committee and
the Corporate Social Responsibility Committee, to assist in
carrying out its responsibilities. The Committees operate under
Board approved charters which are available on the Company’s
website: www.nzme.co.nz/corporate-governance.
The Board may establish other committees from time to
time to deal with specific projects or matters relating to the
Company’s various activities. The Board does not have a
separate Health & Safety Committee, but Health & Safety is
considered by the full Board. The Board did not identify a
need for any other standing Board committees. The Company
also has an NZME Takeover Response Manual (not publicly
available) as recommended by Recommendation 3.6 of the
NZX Code (adopted 12 December 2017).
Audit & Risk Committee
The Committee consists of at least three non-executive
directors, with the majority being also independent directors
(one of whom has an accounting and financial background).
The functions of the Committee are to:
• Review, consider and if necessary, investigate any reports or
findings arising from any audit function either internally or
externally;
• Evaluate financial information submitted to it, along with
relevant policies and procedures; and
• Assess the effectiveness of risk management throughout
the Group.
The Committee is also responsible for communicating and
engaging with the external auditors and for oversight and review
of the risk management framework. For further information,
also refer to the Committee’s charter which is available on the
Company’s website.
For the year ended 31 December 2019, directors Barbara
Chapman and David Gibson were members of the Audit & Risk
Committee and it was chaired by Carol Campbell. Employees
and external parties may attend meetings of the Audit & Risk
Committee at the invitation of the Audit & Risk Committee.
Governance & Remuneration Committee
The Governance & Remuneration Committee ensures that
remuneration policies and practices are consistent with the
strategic goals of the Group and are relevant to the achievement
of those goals. The Committee also reviews the remuneration
of the CEO and, in consultation with the CEO, the remuneration
packages of executives reporting directly to the CEO.
The Governance & Remuneration Committee also makes
recommendations to the full Board regarding the composition
of the Board, filling of vacancies, appointing additional directors
to the Board, and to review and adopt corporate governance
policies and practices which reflect contemporary standards
in New Zealand, incorporating principles and guidelines issued
by the Financial Markets Authority and the NZX. For further
information, refer to the Committee’s charter available on the
Company’s website.
For the year ended 31 December 2019, directors Peter Cullinane
and Sussan Turner were members of the Governance &
Remuneration Committee and it was chaired by David Gibson.
Employees and external parties may attend meetings of the
Governance & Remuneration Committee at the invitation of the
Governance & Remuneration Committee.
CORPORATE GOVERNANCE.
CONT.
A
The term ‘Officer’ is defined in the NZX Listing rules as a person, however designated, who is concerned or takes part in the management of the Issuer’s
business, but excludes (i) a person who does not report directly to the Board or (ii) a person who does not report directly to a person who reports to the Board.
NZME has interpreted this to mean the Chief Executive Officer (“CEO”) and any person reporting to the CEO or the Board directly. The numbers above therefore
include the CEO and other members of the Group Executive Team.
32 NEW ZEALAND MEDIA AND ENTERTAINMENT

Corporate Social Responsibility Committee
The Corporate Social Responsibility Committee supports NZME’s
values, strategic plan and corporate reputation by ensuring
that the Company’s Corporate Social Responsibility (CSR)
strategy is best practice and supports to the highest level its
CSR objectives. The Committee also ensures CSR objectives,
policies and practices are consistent with the strategic goals of
the Group.
For the year ended 31 December 2019, directors Peter Cullinane
and Sussan Turner were members of the Corporate Social
Responsibility Committee and it was chaired by Barbara
Chapman. Employees and external parties may attend meetings
of the Corporate Social Responsibility Committee at the
invitation of the Corporate Social Responsibility Committee.
PRINCIPLE 4 - REPORTING & DISCLOSURE
The Board should demand integrity in financial and non-
financial reporting, and in the timeliness and balance of
corporate disclosures.
Market Disclosure Policy
The Board has policies and procedures in place to keep investors
and staff informed of material information about the Company
and to ensure compliance with the continuous disclosure
obligations under the Financial Markets Conduct Act 2013 and
the NZX Listing Rules.
The Market Disclosure Policy is designed to ensure that:
• There is full and timely disclosure of the Company’s activities
and material information to shareholders and the market; and
• All stakeholders (including shareholders, the market and
other interested parties) have an equal opportunity to receive
and obtain externally available information issued by the
Company.
The Company will immediately notify the market of any material
information concerning the Company in accordance with
legislative and regulatory disclosure requirements.
Charters and Policies
The following charters and policies have been adopted by the
Company and are available on the Company’s website under
the Corporate Governance section (www.nzme.co.nz/corporate-
governance):
• Board Charter
• Code of Conduct and Ethics
• Remuneration Policy
• Diversity and Inclusion Policy
• Editorial Code of Ethics
• Fraud Policy
• Market Disclosure Policy
• Whistleblower Policy
• Securities Trading Policy
• Audit & Risk Committee Charter
• Governance & Remuneration Committee Charter
• Risk Management Policy
• Corporate Social Responsibility Committee Charter
Constitution
The Company’s constitution (“Constitution”) is filed on the
Companies Office website (http://www.companies.govt.nz/
co/1181195). The Constitution specifies that the maximum
number of directors (other than alternate directors) is eight.
As at 31 December 2019, the Company had five directors.
The Constitution contains, amongst other things, the
requirements regarding appointment and rotation of directors,
filling vacancies on the Board, meetings of the Board and Board
Committee proceedings, and appointing alternate directors. The
Constitution also requires the Company to comply with the NZX
Listing Rules for so long as it is listed on the NZX.
The Constitution was updated and approved by shareholders at
the 2019 Annual Meeting in June 2019.
Financial Reporting and Disclosure
The Company is committed to providing financial reporting that
is balanced, clear and objective. The Audit & Risk Committee
oversees the quality, integrity and timeliness of external
reporting. The Group’s Consolidated Financial Statements for the
year ended 31 December 2019 are set out on pages 48 to 95 of
this 2019 Annual Report. Also refer to the reports from the Chair
and the CEO in this 2019 Annual Report and the NZME 2019 Full
Year results presentation (available on the Company’s website)
for additional information.
ANNUAL REPORT 2019 33

Non-Financial Reporting and Disclosure
The Company provides non-financial disclosures relating to
Health & Safety, Risk Management, our interaction with our
communities, people and our environment. We also include
information about our performance against our operational
priorities during the year.
NZME announced its Sustainability Commitment at the 2019
Annual Shareholders’ Meeting in June 2019. NZME’s Sustainability
Commitment aligns with the UN Sustainability Development
Goals – an international blueprint to achieve a better and more
sustainable future for everyone. Combined with our promise
to keep Kiwis in the know, NZME’s commitment to sustainable
practices contributes to the prosperity of our business and our
communities, people and the environment.
In 2019 we completed our materiality matrix and assessed these
results to set the focus for NZME’s Sustainability Commitment.
We have identified the key initiatives and objectives for
each of the three pillars of our Sustainability Commitment:
Our Communities, Our People and Our Environment. In this
year’s Annual Report, we have released further details of our
Sustainability Commitment including the initiatives, objectives
and measurements against which we will report on for the 2020
financial year. This is discussed on pages 18 to 25 of the 2019
Annual Report.

PRINCIPLE 5 - REMUNERATION
The remuneration of directors and executives should be
transparent, fair and reasonable.
Remuneration Policy
The Remuneration Policy outlines the Company’s approach
to the remuneration of its directors and executives. The
Governance & Remuneration Committee is responsible for
reviewing non-executive directors’ remuneration and benefits.
The pool available to be paid to non-executive directors is
subject to shareholder approval. The levels of fixed fees payable
to non-executive directors should reflect the time commitment
and responsibilities of the role. The Governance & Remuneration
Committee will obtain independent advice, as necessary,
and will also consider the results of market comparison and a
benchmarking assessment in setting the fixed fees payable to
non-executive directors.
While the Company does not pay equity-based remuneration to
its non-executive directors, it encourages those directors to hold
shares in the Company to better align their interests with the
interests of other shareholders.
The Governance & Remuneration Committee is also responsible
for reviewing the remuneration of the CEO and any executive
directors and, in consultation with the CEO, for reviewing the
remuneration packages of executives reporting directly to the
CEO. The Company conducts external benchmarking analysis
in order to determine the market rate for a role. The Company
provides a combination of cash and non-cash benefits and
takes a total remuneration approach. The Company reviews
remuneration with the objective of achieving pay equity,
including by gender.
Directors’ Remuneration
The fees paid to each director depends on the duties of the director, including committee work. Current fees per annum are as
follow:
Fees ($)
Chair of the NZME Board150,000
Membership of the NZME Board100,000
Chair of NZME Board Committees20,000
Membership of NZME Board Committees10,000
CORPORATE GOVERNANCE.
CONT.
34 NEW ZEALAND MEDIA AND ENTERTAINMENT

Director
Date first
appointed
Chairman of
the Board
Board Member
Committee
Chair
Committee
Member
Total
Peter Cullinane
24 June 2016150,000--20,000170,000
Carol Campbell
24 June 2016-100,00020,000-120,000
David Gibson
8 December 2017-100,00020,00010,000130,000
Barbara Chapman
18 April 2018-100,00020,00010,000130,000
Sussan Turner
16 July 2018-100,00020,000120,000
Total fees paid670,000
The table below shows number of attendances at Board and Committee meetings by directors for the year ended 31 December 2019.
Director BoardAudit & Risk
Governance &
Remuneration
Corporate Social
Responsibility
Peter Cullinane
9 of 9N/A6 of 63 of 3
Carol Campbell
9 of 94 of 4N/AN/A
David Gibson
9 of 94 of 46 of 6N/A
Barbara Chapman
9 of 94 of 4N/A3 of 3
Sussan Turner
9 of 9N/A6 of 63 of 3
Salary
A
Bonus
B
TIP
C
Benefits
D
Total
Michael Boggs
806,260-204,45924,1881,034,907
A
Salary includes normal basic salary and paid leave.
B
Bonus payments are those paid during the current accounting period and excludes any bonus accrual
not yet paid.
C
TIP relates to the value of shares issued under the Group's Total Incentive Plan ("TIP") in relation to the 2016 scheme.
D
Benefits relate to company
contributions for KiwiSaver.
Michael Boggs held 475,282 shares in the company as at 31
December 2019. In addition to the remuneration disclosed above
as at 24 February 2020, Michael Boggs held 827,738 performance
rights issued to him under the Group's Total Incentive Plan (“TIP”).
Please refer to note 4.3 of the Consolidated Financial Statements
for a summary of the TIP and the performance criteria used to
determine performance-based payments. The number above
includes rights for dividends foregone in the period 1 January
2018 to 31 December 2019 in relation to the 2017 TIP.
Directors of Subsidiary Companies
As at 31 December 2019, Michael Boggs (CEO) and David
Mackrell (CFO) were directors of the wholly owned subsidiaries
listed in Note 6.1 of the Consolidated Financial Statements,
other than NZME Australia Pty Limited. Michael Boggs and
Mark O’Sullivan (a professional director resident in Australia)
were directors of NZME Australia Pty Limited as at 31 December
2019. Michael Boggs, David Mackrell and Laura Maxwell (Chief
Digital Officer) were directors of the subsidiary OneRoof Limited,
in which an 80% interest was held, as listed in Note 6.1 of the
Consolidated Financial Statements. Other than Mark O’Sullivan
who received $9,004 for his services as a director of NZME
Australia Pty Limited, they did not receive any fees or other
benefit for their services as directors to any of these companies.
Michael Boggs, David Mackrell and Laura Maxwell receive
remuneration as employees of the Company which are not
related to their duties as directors of these companies.
ANNUAL REPORT 2019 35

Directors of Associates, Joint Ventures and Joint Operations
Associates, joint ventures and joint operations are listed in Note 6.2 of the Consolidated Financial Statements. As at 31 December
2019 the following roles were held by Officers
A
:
Associates, Joint Ventures and Joint OperationsOfficer
A
Designation
New Zealand Press Association LimitedMichael BoggsDirector
Shayne CurrieDirector
Newspapers Publishers AssociationMichael BoggsMember – Board of control
Shayne CurrieMember – Board of control
Chinese New Zealand Herald LimitedLaura MaxwellDirector (resigned 23 December 2019)
Matthew Wilson Director (resigned 23 December 2019)
Restaurant Hub LimitedLaura MaxwellDirector (resigned 8 April 2019)
Dean Buchanan Director (resigned 31 October 2019)
Eveve New Zealand LimitedLaura MaxwellDirector (resigned 8 April 2019)
Dean Buchanan Director (resigned 29 November 2019)
KPEX Limited Michael BoggsDirector
Ratebroker LimitedMichael BoggsDirector (resigned 14 February 2019)
The Radio Bureau (unincorporated joint venture)Paul HancoxChair – Board
Matt Headland
Representative – Board
(resigned 31 October 2019)
Katie MillsRepresentative – Board
Herald Foundation
Michael Boggs, Matt Wilson,
Allison Whitney
Trustee
Radio Broadcasters Association IncorporatedDean Buchanan
Member - Board
(resigned 31 October 2019)
Wendy PalmerMember – Board
A
Only roles held by “Officers” of NZME as defined in the NZX Listing Rules are included. The Officers did not receive any fees or other benefit for their services
to any of these associates, joint ventures and joint operations, however NZME employees do receive remuneration as employees of the Company which are not
related to their roles with these companies.
CORPORATE GOVERNANCE.
CONT.
36 NEW ZEALAND MEDIA AND ENTERTAINMENT

Employee Remuneration
The Group paid remuneration including benefits in excess of $100,000 to employees (other than directors) during the year ended 31
December 2019. The salary banding for these employees are disclosed in the following table (bands with zero number of employees
have been excluded):
Remuneration AmountEmployeesRemuneration AmountEmployees
$100,000 - $110,00066$280,001 - $290,0003
$110,001 - $120,00061$290,001 - $300,0001
$120,001 - $130,00047$300,001 - $310,0001
$130,001 - $140,00055$310,001 - $320,0001
$140,001 - $150,00029$320,001 - $340,0002
$150,001 - $160,00025$340,001 - $350,0001
$160,001 - $170,00023$350,001 - $360,0001
$170,001 - $180,00010$360,001 - $370,0003
$180,001 - $190,00013$370,001 - $380,0003
$190,001 - $200,00014$390,001 - $400,0004
$200,001 - $210,00011$440,001 - $450,0001
$210,001 - $220,0009$450,001 - $460,0001
$220,001 - $230,0008$460,001 - $470,0001
$230,001 - $240,0005$520,001 - $530,0001
$240,001 - $250,0002$530,001 - $540,0001
$250,001 - $260,0009$890,001 - $900,0001
$260,001 - $270,0002$1,030,001 - $1,040,0001
$270,001 - $280,0002
Total number of employees that were paid remuneration of $100,000+418
The remuneration above includes all remuneration paid to permanent employees, including fixed remuneration, employer KiwiSaver
contributions, medical aid contributions, bonuses, commission, settlements and redundancies.
ANNUAL REPORT 2019 37

PRINCIPLE 6 - RISK MANAGEMENT
Directors should have a sound understanding of the material
risks faced by the issuer and how to manage them. The Board
should regularly verify that the issuer has appropriate processes
that identify and manage potential and material risks.
Risk Management Framework
The Audit & Risk Committee is responsible for the oversight and
independent review of the Group’s Risk Management Framework
and Guidelines, and assisting the Board to discharge its oversight
responsibility for risk management, including:
• Review and approval of the risk management policy;
• Receiving and considering reports on risk management;
• Assessing the effectiveness of the Group’s responses to risk;
and
• Providing the Board with regular reports on risk management.
The Group has a formal Risk Management Policy and is
committed to the consistent, proactive and effective monitoring
and management of risk throughout the organisation, in
accordance with best practice and the NZME Risk Management
Framework and Guidelines.
The Board is ultimately responsible for the effectiveness,
oversight and implementation of the Group’s approach to risk
management.
The CEO is responsible for:
• The management of strategic, operational and financial risk
of the Group;
• Continually monitoring the Group’s progress against financial
and operational performance targets;
• The day-to-day identification, assessment and management
of risks applicable to the Group;
• Implementation of risk management controls, processes and
policies and procedures appropriate for the Group; and
• Driving a culture of risk management throughout the Group.
The NZME Risk Committee (a management committee) acts as
a governance forum to assist the CEO and the Group Executive
in fulfilling their corporate governance responsibilities. This
Committee provides assurance that the following aspects are
managed appropriately:
• Strategic and operational risk management;
• Workplace Health & Safety matters;
• Legal, regulatory and policy compliance;
• Technology and security matters; and
• Business continuity planning.
The Group has a Head of Risk & Compliance who is responsible
for providing guidance where required and developing
tools, templates and policies that facilitate the identification,
management and reporting of risk and supports the overall Risk
Management Framework and Guidelines.
The Group is a diversified media company and is subject
to different types of risk including, but not limited to cyber
security, legal and regulatory compliance, financial and
market, government policy and political, reputation and brand,
operational risks and trading conditions.
The Group recognises that in order to achieve its strategic
objectives it must be willing to take and accept informed risks.
Risks relating to innovation, attracting and retaining talent, and
content to drive audiences and address the needs of advertisers
are encouraged within defined parameters. However, in doing so,
it is not acceptable to trade off financial or strategic returns by
compromising compliance with the law, the safety of our people,
or our reputation as a responsible corporate citizen and provider
of news, sport and entertainment.
When setting the appetite for taking and accepting risk, the
Group also considers the risk posed by inaction in what is a fast-
paced and disrupted market.
The Group’s approach to risk management is assessed at
least annually by the Audit & Risk Committee of the Board
in order to make a recommendation to the full Board on the
appropriateness of NZME’s Risk Management Framework and
Guidelines. The NZME Head of Risk & Compliance reports to
the NZME Risk Committee and Chief Financial Officer (“CFO”)
on the progress of the implementation of the Risk Management
Framework and Guidelines. The CFO reports to the CEO and the
Audit & Risk Committee on the progress of the implementation
of the Risk Management Framework and Guidelines.
For additional information on financial risks, please also refer to
Note 4.7 of the Consolidated Financial Statements.
CORPORATE GOVERNANCE.
CONT.
38 NEW ZEALAND MEDIA AND ENTERTAINMENT