Sky announces NZ$157 million equity raising

Sky New Zealand
PO Box 9059
Newmarket
Auckland 1149
New Zealand

10 Panorama Road
Mt Wellington
Auckland 1060
New Zealand

T. +64 9 579 9999

sky.co.nz




NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
21
st
May 2020
Sky announces an equity raise of NZ$157m to strengthen the balance sheet and provides a trading
and strategy update
Sky Network Television Limited (NZX/ASX: SKT) is conducting an equity raising of approximately
NZ$157m to help ensure it is well capitalised to withstand the impacts of COVID-19 and positioned to
execute on future growth opportunities once conditions improve.
Sky Chief Executive Martin Stewart commented: “We were making considerable progress on our
strategy prior to COVID-19, with strong growth in streaming and customer engagement.
“We have moved swiftly to address the effects of COVID-19 on the business and to position Sky to
withstand further impacts. We are excited about the return of live sport under Alert Level 2. While
we recognise it will be a gradual return and international competitions are uncertain, it will be great
to offer live sport to our customers again.
Today’s moves involve decisive action to strengthen the balance sheet, and to provide funding to help
navigate near term headwinds and deliver on the next phase of Sky’s refreshed growth strategy.”
Capital raise – key points:
• Launch of an NZ$157m equity raising, at an offer price of NZ$0.12 per share, comprising: a fully
underwritten NZ$9m institutional placement and fully underwritten NZ$148m pro-rata non-
renounceable accelerated entitlement offer, at a ratio of 2.83 for 1.
• In conjunction with the equity raising, Sky has secured ongoing support from its banking syndicate,
with a number of facility amendments, including maintaining the facility at $200m and extending
the term by one year to 31 July 2023, with enhanced covenant flexibility.
• Proceeds of the capital raise will initially be applied to pay down debt, and pro-forma 30 April 2020
net debt (including the $100m bond maturing in March 2021) will reduce from $159m to $10m
whilst net debt/EBITDA will reduce from 0.8 x to 0.1x.
1

• The Board currently intends to reinvest available free cash flow during FY20 and FY21, and will re-
evaluate the commencement of dividend payments in FY22.
Trading update and response to COVID-19
Until the onset of COVID-19 Sky made considerable progress in implementing planned growth and
strategic initiatives, and showed strong growth in entertainment streaming customers both
organically and through the Lightbox acquisition and improvements in streaming revenue. Sky
experienced quarter on quarter revenue growth between the 2
nd
and 3
rd
quarters of FY20, and was on

1
Net debt includes underwritten proceeds of NZ$148m (net of transaction costs) and calculated using LTM
EBITDA to 30 April 2020, including May–June 2019 adjusted for the impacts of IFRS16 and one off accounting
items have been excluded, including redundancy costs, strategic consultancy costs and content write-offs.

track to deliver EBITDA and Revenue in line with the guidance provided in November 2019, but that
guidance was subsequently withdrawn as the impact of COVID-19 became apparent.
As the COVID-19 situation began to unfold, Sky’s focus turned to safeguarding the health and
wellbeing of staff, ensuring that Sky could continue to deliver excellent services to entertain and
inform customers and that the business was well prepared for a period of heightened disruption. Sky
believes that it operated effectively and efficiently as an essential service under Level 4 and 3
restrictions, and continues to do so under Level 2, with increased levels of viewership and positive
engagement with customers.
Customer numbers have continued to grow, rising to over 1 million at 30 April, 2020 including those
acquired with the Lightbox acquisition, with continued growth demonstrating the strength and
breadth of Sky’s content offering during a period when live sport was not available. Sky Sport
customers have responded positively to a range of complimentary entertainment upgrade offers
during this time.
Sky has taken decisive action on costs, with significant reductions to operating expenses and deferral
of non-essential capital projects. Sky’s strategic focus to preserve capital will remain during the
COVID-19 disruption period, and Sky expects that its cost saving initiatives will result in savings of $80-
$95m in FY21.
Discussions with key sports rights holders are continuing. For some sports contracts Sky has a
reasonable expectation of a negotiated reduction in sports programming rights costs broadly
proportionate to the content delivered, but negotiations also have a view to support the future health
of Sky’s key sports partnerships.
Sky currently expects FY20 EBITDA of $155–175m and NPAT of $20–25m, prior to any non-cash
adjustments and excluding any potential impairments. This information, including relevant
assumptions and risks relating thereto, is included in the presentation which accompanies this
announcement.
Sky Strategy update
Sky believes that its strategy to transform to a modern, digital, consumer-led, multi-media business
remains solid, with the recent momentum in customer numbers providing encouraging support for
the strategic direction.
Sky CEO, Martin Stewart said: “Our goal is to connect our customers with the sport and entertainment
content they love, in ways that work for them. We aim to delight our customers across all platforms
and devices, and we’re innovating in the digital space to meet current and future customer needs.
It is pleasing to see how well the Sky team has pivoted to deliver excellent services under COVID-19
conditions, and we have made gains in areas like digital customer care and automation of processes
that we plan to embed in the post-COVID-19 world.”
The refreshed strategy optimises the existing business and provides new opportunities for growth,
with four strategic pillars:
1. Strengthen our significant core satellite business
2. Grow our entertainment and sports streaming business, using digital innovation to improve
the customer experience and move to a lower cost model
3. Grow customer relationships with broadband offers, differentiated on quality, service and
price
4. Develop and grow an international rugby content business and become the online
destination for fans globally, through RugbyPass.

Further information regarding Sky’s refreshed strategy is available in the presentation that
accompanies this announcement.
Equity raising details
The equity raising comprises an underwritten NZ$9m institutional placement and underwritten
NZ$148m pro-rata accelerated entitlement offer, at a ratio of 2.83 for 1.
2
The Placement and
Entitlement Offer will raise approximately NZ$157m, with the issue of approximately 1,310m new
ordinary shares (New Shares) representing 300% of existing shares on issue.
The Placement and Entitlement Offer will be conducted at an application price of NZ$0.12 per share
(or A$0.11 per share) (Application Price), representing a:
• 30.4% discount to TERP
3
; and
• 63.6% discount to the last closing price of NZ$0.33 per share on 20 May 2020.
Placement details
The Placement to institutional investors will raise NZ$9m at the Application Price of NZ$0.12 per share
(or A$0.11 per share). The Placement comprises the issue of 76m shares to certain eligible,
sophisticated, professional and certain other institutional investors located in New Zealand, Australia
and selected international jurisdictions. The Placement represents 4% of Sky’s ordinary shares on issue
following the Entitlement Offer.
The Placement is within Sky’s existing capacity under NZX Listing Rule 4.5 and ASX Listing Rule 7.1
(following the NZX Class Waiver and Ruling granted 19 March 2020 and class waiver by ASX granted
31 March 2020 and as amended on 23 April 2020) and accordingly no shareholder approval is required
to issue the New Shares.
Settlement of the Placement is scheduled to take place on Friday 29 May on ASX and Tuesday 2 June
on NZX, with commencement of trading of new shares on the NZX and ASX on Tuesday 2 June.
Entitlement Offer details
The fully underwritten 2.83 for 1 Entitlement Offer will raise approximately NZ$148m at an Application
Price of NZ$0.12 per share (or A$0.11 per share). The Entitlement Offer will be conducted in two parts,
a component to certain eligible institutional shareholders and investors (Institutional Entitlement
Offer) and a retail component (Retail Entitlement Offer). The Entitlement Offer is non-renounceable,
and entitlements will not be tradeable or otherwise transferrable.
Eligible shareholders under the Institutional Entitlement Offer include sophisticated, professional and
certain other institutional shareholders located in Australia, New Zealand and select international
jurisdictions as at the Record Date of 7.00pm (NZST) or 5.00pm (AEST), on Monday 25 May 2020
(Eligible Institutional Shareholders). The Institutional Entitlement Offer will be conducted from
10.00am (NZST) to 8.00am (AEST), on Thursday 21 May 2020 to 2.00pm (NZST) to 12.00pm (AEST), on
Friday 22 May 2020.

2
The Underwriting Agreement contains termination events, representations, warranties and indemnities that
are customary for a transaction of this nature.
3
TERP is the Theoretical Ex-Rights Price at which Sky ordinary shares would trade immediately after the ex-
rights date for the Entitlement Offer. TERP is calculated with reference to Sky’s closing share price of NZ$0.33
on 20 May 2020 and includes all new shares issued under the equity raising. TERP is a theoretical calculation
only and the actual price at which Sky ordinary shares will trade immediately after the ex-rights date for the
Entitlement Offer will depend on many factors and may not be equal to TERP.

The Retail Entitlement Offer will be offered to certain eligible retail shareholders with registered
addresses in New Zealand and Australia at the Record Date of 7.00pm (NZST) or 5.00pm (AEST), on
Monday 25 May 2020 (Eligible Retail Shareholders). The Retail Entitlement Offer will open on
Wednesday 27 May 2020, and close at 7.00pm (NZST) or 5.00pm (AEST) on Tuesday 9 June 2020
(unless extended). Provided they have taken up their full entitlement, eligible retail shareholders may
also apply for additional New Shares not taken up by other retail shareholders up to a maximum of
20% above their pro-rata entitlement.
The Offer Document for the Retail Entitlement Offer, containing full details of the Entitlement Offer,
is attached to this announcement and will be sent to Eligible Retail Shareholders on Wednesday 27
May 2020.
The Entitlement Offer is being made pursuant to a waiver by NZX granted on 21 May 2020 and class
waivers by ASX granted on 31 March 2020 and as amended on 23 April 2020.
The rights will not be listed on NZX or ASX and there will be no shortfall bookbuild for those
entitlements not taken up. Those shareholders who do not exercise their entitlements, or who are
ineligible to do so, will receive no value for those entitlements not exercised, and their shareholding
will be diluted. Retail shareholders are strongly encouraged to complete applications online via
www.shareoffer.co.nz/sky given the likelihood of delays with the postal system at this time. Those
that do apply for shares by postal applications are strongly encouraged to mail their applications as
early as possible during the offer period.
The Board of Sky supports the Entitlement Offer, and the Directors intend to take up their direct
entitlements, to the extent that they are eligible to participate in the Entitlement Offer.
Indicative timetable
4


Event Date
Announcement of equity raising and trading halt pre market open Thursday, 21 May
Institutional Entitlement Offer and Placement opens Thursday, 21 May
Institutional Entitlement Offer and Placement closes Friday, 22 May
Trading halt lifted and shares recommence trading on NZX and ASX
on an ‘ex-entitlement’ basis
Monday, 25 May
Record date for the Entitlement Offer Monday, 25 May
Retail Entitlement Offer opens Wednesday, 27 May
Offer Document despatched to Eligible Retail Shareholders Wednesday, 27 May
ASX settlement Friday, 29 May
NZX settlement, NZX and ASX allotment and commencement of
trading of New Shares issued under the Institutional Entitlement
Offer and Placement
Tuesday, 2 June
Retail Entitlement Offer closes Tuesday, 9 June

4
This timetable is indicative only and may change without notice at Sky’s discretion or subject to the
requirements of the NZX Listing Rules. Sky has the ability at its discretion to make changes including to extend
the closing date for the Retail Entitlement Offer, to withdraw the Entitlement Offer at any time prior to the
issue of the New Shares and/or to accept late applications either generally or in specific areas.

Announcement of results of Retail Entitlement Offer Friday, 12 June
ASX settlement Monday, 15 June
NZX settlement, NZX and ASX allotment and commencement of
trading of New Shares issued under the Retail Entitlement Offer on
NZX
Tuesday, 16 June
Commencement of trading of New Shares issued under the Retail
Entitlement Offer on ASX
Wednesday, 17 June
Additional information
Additional information regarding the equity raising is contained in the presentation which
accompanies this announcement. The presentation contains important information including key risks
and foreign selling restrictions with respect to the equity raising.
Nothing contained in this announcement constitutes investment, legal, tax or other advice. Investors
should seek appropriate professional advice before making any investment decision.
Forsyth Barr Limited and Goldman Sachs New Zealand Limited are acting as joint lead managers for
the equity raising. The equity raising is fully underwritten by Forsyth Barr Group Limited and Goldman
Sachs New Zealand Limited.
For any questions in respect of the Retail Entitlement Offer, please call the Sky Offer Information Line
on 0800 650 034 (within New Zealand) or +61 03 9415 5000 (within Australia) between 8.30am and
5pm Monday to Friday during the Retail Entitlement Offer Period. For other questions, investors
should consult their broker, solicitor, accountant, financial adviser or other professional adviser.
ENDS
Authorised for release by the Board of Sky Network Television Limited.

For further information, please contact:
Sophie Moloney
Chief Legal Officer and Company Secretary
Sky Network Television Limited
(09) 579 9999
sophie.moloney@sky.co.nz


Chris Major
Director of External Affairs
Sky Network Television Limited
(09) 579 9999
Chris.major@sky.co.nz

Sky will host a conference call to discuss the trading and strategy update at 10.00am NZST on
Thursday 21 May 2020. Participants can register for the conference call by navigating to
https://s1.c-conf.com/diamondpass/10007174-invite.html
and will receive dial in details upon
registration.

Important Notices and Disclaimer
Not for distribution or release in the United States
This announcement has been prepared for publication in New Zealand and Australia, and may not be
distributed or released in the United States. This announcement does not constitute an offer to sell,
or the solicitation of an offer to buy, securities in the United States. Any securities described in this
announcement have not been, and will not be, registered under the US Securities Act of 1933, as
amended (the “US Securities Act”) or the securities laws of any state or other jurisdiction of the United
States, and may not be offered or sold, directly or indirectly, in the United States or to any person
acting for the account or benefit of any person in the United States, except in transactions exempt
from, or not subject to, registration under the US Securities Act and applicable securities laws of any
state or other jurisdiction of the United States.
Forward-looking statements
This announcement contains certain forward-looking statements about Sky and the environment in
which Sky operates, such as indications of, and guidance on, future earnings and financial position and
performance. Forward-looking information is inherently uncertain and subject to contingencies,
known and unknown risks and uncertainties and other factors, many of which are outside of Sky’s
control, and may involve significant elements of subjective judgement and assumptions as to future
events which may or may not be correct. A number of important factors could cause actual results or
performance to differ materially from the forward-looking statements. No assurance can be given that
actual outcomes or performance will not materially differ from the forward-looking statements. The
forward-looking statements are based on information available to Sky as at the date of this
announcement. Except as required by law or regulation (including the Listing Rules), Sky undertakes
no obligation to provide any additional or updated information whether as a result of new
information, future events or results or otherwise.
In particular, this announcement includes financial outlook information for FY20 (the “financial
outlook information”). The financial outlook information has been prepared by Sky based on an
assessment of current economic and operating conditions, including in relation to the impact of the
COVID-19 pandemic on Sky’s business, and various assumptions regarding future factors, events and
actions, including in relation to economic conditions, subscriber numbers, advertising revenue, the
return to live sport and the level of restrictions on movement and gatherings, and costs associated
with sport programming rights. The financial outlook information is subject to a number of risks,
including the risks set out in the presentation which accompanies this announcement. Investors
should be aware that the timing of actual events, including in relation to the return of live sport, the
reduction of restrictions on movement and gatherings, and the level of costs associated with sport
programming rights, and the magnitude of their impact might differ from that assumed in preparing
the financial outlook information, which may have a material negative effect on Sky’s actual financial
performance, financial position and cash flows in FY20 and FY21. In addition, the assumptions upon
which the financial outlook information is based are by their very nature subject to significant
uncertainties and contingencies, many of which will be outside Sky’s control and are not reliably
predictable. Accordingly, neither Sky nor any other person can give investors assurance that the
outcomes discussed in the financial outlook information will be achieved.
Investors are strongly cautioned not to place undue reliance on forward-looking statements,
including Sky’s FY20 revised guidance, particularly in light of the current economic climate and the
significant volatility, uncertainty and disruption caused by the COVID-19 pandemic.
All dollar values are in New Zealand dollars (“$”or “NZ$”) unless stated otherwise.
Sky’s financial information has been prepared in accordance with Generally Accepted Accounting
Practice. It complies with the New Zealand Equivalents to International Financial Reporting Standards

(NZ IFRS) and other applicable Financial Reporting Standards, as appropriate for profit oriented
entities. Sky’s financial statements also comply with International Financial Reporting Standards
(IFRS).
Non-GAAP financial information
Certain financial measures included in this announcement are non-GAAP / non-IFRS financial
measures, including within the meaning of Regulation G under the U.S. Securities Exchange Act of
1934, as amended. Sky has used the non-GAAP financial measure EBITDA when discussing financial
performance, as the directors and management believe that this measure provides useful information
on the underlying performance of Sky and its subsidiaries. EBITDA is defined by Sky as earnings before
income tax, interest expense, depreciation, amortisation and impairment, unrealised gains and losses
on currency and interest rate swaps. Investors should note that such non-GAAP / non-IFRS financial
measures are not recognised under NZ IFRS or IFRS, do not have standardised meanings prescribed by
NZ IFRS or IFRS, and should not be construed as an alternative to other financial measures determined
in accordance with NZ IFRS or IFRS. The non-GAAP / non-IFRS financial information is not audited, and
caution should be exercised as other companies may calculate these measures differently.
Pro Forma Financial Information
This announcement includes certain pro forma financial information to reflect the impact of the equity
raising. The pro forma historical financial information provided in this announcement is for illustrative
purposes only and is not represented as being indicative of Sky’s or anyone else’s, view’s on its future
financial position and/or performance. The pro forma historical financial information has been
prepared by Sky in accordance with the measurement and recognition requirements, but not
disclosure requirements, prescribed by NZ IFRS. In addition, the pro forma financial information in this
announcement does not purport to be in compliance with Article 11 of Regulation S-X of the rules and
regulations of the U.S. Securities and Exchange Commission.

---

SKY NETWORK TELEVISION LIMITED
Offer
Document
2.83 for 1 Accelerated Entitlement Offer Of New Shares
21 May 2020
Not for distribution or release in the United States
This This Offer Document is an important document.
You should read the entire document before
deciding what action to take with respect to
your Entitlements. If you have any doubts as to
what you should do, please consult your broker,
financial, investment or other professional
advisor. This Offer Document may not be
didistributed outside New Zealand or Australia,
except to certain institutional and professional
investors in such other countries and to the
extent contemplated in this Offer Document.

2

CONTENTS
IMPORTANT NOTICE 3
PART 1: LETTER FROM THE CHAIR 5
PART 2: OFFER AT A GLANCE 7
PART 3: IMPORTANT DATES 9
PART 4: DETAILS OF THE OFFER 11
PART 5: GLOSSARY 23
PART 6: DIRECTORY 27

3
IMPORTANT NOTICE

GENERAL INFORMATION
The Offer is made under the exclusion in clause 19
of Schedule 1 of the Financial Markets Conduct Act
2013 and pursuant to the provisions of section
708AA of the Corporations Act 2001 (Cth) (as
modified by ASIC Corporations (Non-Traditional
Rights Issues) Instrument 2016/84 and ASIC
Corporations (Disregarding Technical Relief)
Instrument 2016/73).
This Offer Document is not a product disclosure
statement or other disclosure document for the
purposes of the FMCA, the Corporations Act or any
other law, has not been lodged with the Financial
Markets Authority or ASIC, and does not contain all
of the information that an investor would find in a
product disclosure statement or other disclosure
document, or which may be required in order to
make an informed investment decision about the
Offer or Sky.
ADDITIONAL INFORMATION AVAILABLE
UNDER SKY’S CONTINUOUS DISCLOSURE
OBLIGATIONS
Sky is subject to continuous disclosure obligations
under the NZX Listing Rules and ASX Listing
Rules. You can find market releases by Sky at
nzx.com and at asx.com.au under the code “SKT”.
Sky may, during the period of the Offer, make
additional releases to the NZX and the ASX. To
the maximum extent permitted by law, no release
by Sky to the NZX or the ASX will permit an
applicant to withdraw any previously submitted
application without Sky’s prior consent.
OFFERING RESTRICTIONS
This Offer Document does not constitute an offer,
advertisement or invitation in any place in which, or
to any person to whom, it would not be lawful to
make such an offer or invitation.
This Offer Document may not be sent or given to
any person who is not an Eligible Shareholder or
an Institutional Investor in circumstances in which
the Offer or distribution of this Offer Document
would be unlawful. The distribution of this Offer
Document (including an electronic copy) outside
New Zealand or Australia may be restricted by law.
In particular, this Offer Document may not be
distributed to any person, and the New Shares may
not be offered or sold, in any country outside of
New Zealand or Australia except to Institutional
Investors or as Sky may otherwise determine in
compliance with applicable laws.
Neither this Offer Document, any accompanying
NZX or ASX announcements, nor the Entitlement
and Acceptance Form may be released or
distributed in the United States.
This Offer Document, any accompanying NZX or
ASX announcements and the Entitlement and
Acceptance Form do not constitute an offer to sell,
or the solicitation of an offer to buy, any securities
in the United States or to any person who is acting
for the account or benefit of any person in the
United States (to the extent such person is acting
for the account or benefit of a person in the United
States), or in any other jurisdiction in which, or to
any person to whom, such an offer would be illegal.
Neither the Entitlements nor the New Shares have
been, or will be, registered under the US Securities
Act of 1933, as amended (US Securities Act) or the
securities laws of any state or other jurisdiction of
the United States. Accordingly, the Entitlements
may not be issued to, or taken up or exercised by,
and the New Shares may not be offered or sold,
directly or indirectly, in the United States or to
persons acting for the account or benefit of a
person in the United States (to the extent such
persons hold Existing Shares and are acting for the
account or benefit of a person in the United
States), except in transactions exempt from, or not
subject to, the registration requirements of the US
Securities Act and the applicable securities laws of
any state or other jurisdiction of the United States.
The Entitlements and the New Shares to be offered
and sold in the Retail Entitlement Offer pursuant to
this Offer Document may only be offered and sold
outside the United States in “offshore transactions”
(as defined in Rule 902(h) under the US Securities
Act), in reliance on Regulation S.
Further details on the offering restrictions that
apply are set out in Part Four.
If you come into possession of this Offer
Document, you should observe any such
restrictions. Any failure to comply with such
restrictions may contravene applicable securities
law. Sky disclaims all liability to such persons.
FUTURE PERFORMANCE
This Offer Document includes certain “forward-
looking statements” about Sky and the
environment in which Sky operates, such as
indications of, and guidance on, future earnings
and financial position and performance. Forward-
looking information is inherently uncertain and
subject to contingencies, known and unknown risks
and uncertainties and other factors, many of which
are outside of Sky’s control, and may involve
significant elements of subjective judgement and
assumptions as to future events which may or may
not be correct. A number of important factors could
cause actual results or performance to differ
materially from forward-looking statements. No
assurance can be given that actual outcomes or
performance will not materially differ from the
forward-looking statements. The forward-looking
statements are based on information available to
Sky as at the date of this Offer Document. Except
as required by law or regulation (including the NZX
Listing Rules or ASX Listing Rules), Sky
undertakes no obligation to provide any additional
or updated information whether as a result of new
information, future events or results or otherwise.

4
In particular, this Offer Document and the
presentation released to NZX and ASX includes
financial outlook information for FY20 (the “financial
outlook information”). The financial outlook
information has been prepared by Sky based on an
assessment of current economic and operating
conditions, including in relation to the impact of the
COVID-19 pandemic on Sky’s business, and
various assumptions regarding future factors,
events and actions, including in relation to economic
conditions, subscriber numbers, advertising
revenue, the return to live sport and the level of
restrictions on movement and gatherings, and costs
associated with sport programming rights. The
financial outlook information is subject to a number
of risks, including the risks set out in the
presentation released to NZX and ASX. Investors
should be aware that the timing of actual events,
including in relation to the return of live sport, the
reduction of restrictions on movement and
gatherings, and the level of costs associated with
sport programming rights, and the magnitude of
their impact might differ from that assumed in
preparing the financial outlook information, which
may have a material negative effect on Sky’s actual
financial performance, financial position and cash
flows in FY20 and FY21. In addition, the
assumptions upon which the financial outlook
information is based are by their very nature subject
to significant uncertainties and contingencies, many
of which will be outside Sky’s control and are not
reliably predictable. Accordingly, neither Sky nor
any other person can give investors assurance that
the outcomes discussed in the financial outlook
information will be achieved. Investors are
strongly cautioned not to place undue reliance
on forward-looking statements, including Sky’s
FY20 revised guidance, particularly in light of
the current economic climate and the significant
volatility, uncertainty and disruption caused by
the COVID-19 pandemic.
CHANGES TO THE OFFER
Subject to the NZX Listing Rules and ASX Listing
Rules, Sky reserves the right to alter the dates set
out in this Offer Document.
Additionally, Sky reserves the right to withdraw all
or any part of the Offer (either generally or in
particular cases) and the issue of New Shares at
any time before the Allotment Date at its absolute
discretion.
NO GUARANTEE
No guarantee is provided by any person in relation
to the New Shares to be issued pursuant to the
Offer. Likewise, no warranty is provided with
regard to the future performance of Sky or any
return on any investments made pursuant to this
Offer Document.
DECISION TO PARTICIPATE IN THE OFFER
The information in this Offer Document does not
constitute a recommendation to acquire or invest in
New Shares nor does it amount to financial product
advice. This Offer Document has been prepared
without taking into account the particular needs or
circumstances of any investor, including an
investor’s investment objectives, financial and/or
tax position.
PRIVACY
Any personal information provided by Eligible
Shareholders on the Entitlement and Acceptance
Form or via the online application will be held by
Sky or the Registrar at the addresses set out in the
Directory.
Sky and/or the Registrar may store your personal
information in electronic format, including in online
storage or on a server or servers which may be
located in New Zealand, Australia or overseas.
The information will be used for the purposes of
administering your investment in Sky.
This information will only be disclosed to third
parties with your consent or if otherwise required or
permitted by applicable law. Under the New
Zealand Privacy Act 1993 and the Australian
Privacy Act 1988 (Cth), you have the right to
access and correct any personal information held
about you.
ENQUIRIES
Enquiries about the Offer can be directed to your
broker, financial, investor or other professional
advisor. If you have any questions about the
number of New Shares shown on the Entitlement
and Acceptance Form that accompanies this Offer
Document, or how to apply online or complete the
Entitlement and Acceptance Form, please contact
the Registrar.
DEFINED TERMS
Capitalised terms used in this Offer Document
have the specific meaning given to them in the
Glossary in Part Five of this Offer Document.

5
PART 1: LETTER FROM THE CHAIR
I am pleased to advise you that Sky Network Television Limited is conducting an equity raise of NZ$157
million, and you are invited to participate. This equity raise is the outcome of the impact of COVID-19 on the
business combined with the review of capital structure that I mentioned in my Letter to Shareholders
contained in the FY20 Interim Report.
The equity raise is via a NZ$9 million fully underwritten placement to certain institutional investors, together
with a fully underwritten 2.83 for 1 pro-rata accelerated non-renounceable entitlement offer to raise
approximately NZ$148 million (the Offer).
Prior to the onset of COVID-19, we had been making considerable progress on our strategy, including the
renewal of key sports rights, growth in our entertainment streaming services (both organically and through
the Lightbox acquisition) and improvements in associated revenues, reduced churn of satellite subscribers
and an ongoing review and rationalisation of both organisation structure and the capital intensity of Sky. In
short, the strategic initiatives established during the previous 12 months were gaining traction.
When the COVID-19 situation began to unfold, our focus was on safeguarding the health and wellbeing of
staff, ensuring we continued to deliver excellent services to entertain and inform customers, and ensuring
the business was well prepared for a period of heightened disruption. In parallel we quickly moved to position
Sky to withstand further potential impacts, including economic downturn, but particularly in relation to the
uncertain availability of live sport. These actions included further decisive action on costs, with significant
reductions to operating expenses and deferral of non-essential capital projects that have continued while
the COVID-19 uncertainty remains.
In conjunction with the equity raising, Sky has secured ongoing support from its banking syndicate, through
a number of facility amendments which provide for facility funding limits being maintained at existing levels,
combined with increased covenant flexibility through to 31 July 2023. The Board currently intends to reinvest
available free cash flow during FY20 and FY21, and will re-evaluate the commencement of dividend
payments in FY22.
The actions taken over recent weeks combined with today’s announcement of an equity raise place us in a
secure position to weather the current uncertain conditions while also providing the foundation for executing
on the next phase of Sky’s growth strategy. Details of the strategy and how we intend to use the proceeds
of the equity raise are available in the accompanying presentation, and I encourage you to read it.
Under the Offer, eligible shareholders may subscribe for 2.83 new ordinary shares for every 1 existing Sky
share held as at 7.00pm (NZST) (5.00pm (AEST)) on the Record Date of Monday 25 2020, at an application
price of NZ$0.12 per new share (or A$0.11 per new share).
The application price reflects a 63.6% discount to NZ$0.33, being the last closing price of Sky’s shares on
the NZX on 20 May 2020, and a 30.4% discount to the theoretical ex-rights price of NZ$0.17.
1

The placement and institutional component of the Offer will be accelerated and will close on Friday 22 May
2020. Eligible retail shareholders have until 5.00pm (NZST) (3.00pm (AEST)) on Tuesday 9 June 2020 to
subscribe for new shares. In addition to being able to take up their entitlement, eligible retail shareholders
will also have the opportunity to apply for an additional number of shares up to a maximum of 20% of their
entitlement. Online application at www.shareoffer.co.nz/sky is strongly encouraged, particularly in light of
potential delays in postal services at this time.

1
TERP is the Theoretical Ex-Rights Price at which Sky ordinary shares would trade immediately after the ex-rights date for the
Offer. TERP is calculated with reference to Sky’s closing share price of $0.33 on 20 May 2020 and includes all new shares
issued under the placement and Offer. TERP is a theoretical calculation only and the actual price at which Sky ordinary shares
will trade immediately after the ex-rights date for the Offer will depend on many factors and may not be equal to TERP.

6
The placement and the Offer are fully underwritten by Forsyth Barr Group Limited and Goldman Sachs New
Zealand Limited. Under the Offer, there will be no trading of entitlements or any shortfall bookbuild of new
shares not taken up. Those shareholders who do not exercise their entitlements, or who are ineligible to do
so, will have their shareholdings diluted.
I am also pleased to confirm that all Directors intend to take up their direct entitlements, to the extent that
they are eligible to participate in the Offer.
On behalf of your Board, I thank you for your continued support and welcome your participation in the Offer.
Yours Sincerely,



Philip Bowman
Chair

7


PART 2: OFFER AT A GLANCE
Issuer Sky Network Television Limited
The Offer A pro rata accelerated non-renounceable entitlement offer of 2.83 New Shares
for every 1 Existing Share held by an Eligible Shareholder at 7.00pm (NZST)
or 5.00pm (AEST) on the Record Date, with fractional entitlements being
rounded down to the nearest share. A shorter than usual offer period will
apply to Eligible Institutional Shareholders, with the Institutional Entitlement
Offer taking place over the Business Day the Offer is announced and the
following Business Day. If an Eligible Shareholder does not take up all of its
Entitlements, its current shareholding will be diluted as a result of the issue of
New Shares.
New Shares attributable to the Institutional Entitlement Offer not taken up by
Eligible Institutional Shareholders under the Institutional Entitlement Offer and
the Entitlements of certain Ineligible Institutional Shareholders may, subject to
demand, be allocated to Institutional Investors who participate in the
institutional placement or as Sky and the Underwriters may otherwise agree.
New Shares that are attributable to Entitlements that are not taken up by
Eligible Retail Shareholders (together with those attributable to Entitlements of
Ineligible Retail Shareholders) will be offered to Eligible Retail Shareholders
who take up their Entitlements in full, allowing them to subscribe for additional
New Shares up to a maximum of 20% of their Entitlements.
Application Price NZ$0.12 (or the A$ Price) per New Share.
Existing Shares
currently on issue
436,226,518 Existing Shares.
Maximum number of
New Shares being
offered under the
Offer
1,234,521,046 New Shares (subject to rounding).
Offer size The approximate amount to be raised under the Offer is NZ$148 million.
New Shares The same class as, and ranking equally with, Existing Shares.
Eligible Retail
Shareholders
You are an Eligible Retail Shareholder if, as at 7.00pm (NZST) or 5.00pm
(AEST) on the Record Date, you are recorded in Sky’s share register as a
Shareholder and:
(a) your address is shown in Sky’s share register as being in New Zealand
or Australia; or
(b) Sky considers, in its discretion, you may be treated as an Eligible Retail
Shareholder,
and you are not in the United States and not acting for the account or benefit
of a person in the United States (or, in the event that you are acting for the
account or benefit of a person in the United States, you are not participating in
the Offer in respect of that person) and you are not an Institutional
Shareholder.

8
How to apply Eligible Retail Shareholders
Applications must be made:
(a) online at www.shareoffer.co.nz/sky; or
(b) by completing the personalised Entitlement and Acceptance Form and
returning it to the Registrar together with payment.
Given disruptions to the postal service, applying online is recommended. If
you wish to make a postal application, you should make it as soon as possible
so as to ensure that it will arrive before 9 June 2020.
Eligible Institutional Shareholders
The Joint Lead Managers will contact Eligible Institutional Shareholders to
advise them of the terms and conditions of participation in the Offer and
confirm their application process.
Underwriting The Offer is fully underwritten by the Underwriters.

9
PART 3: IMPORTANT DATES
INSTITUTIONAL ENTITLEMENT OFFER
This timetable is relevant to Eligible Institutional Shareholders who intend to participate in the Institutional
Entitlement Offer. Eligible Retail Shareholders should refer to the important dates for the Retail
Entitlement Offer set out in the “Retail Entitlement Offer” table on the following page.
Key Event Date
2

Trading halt commences on the NZX Main Board and
the ASX (pre-market open)
Thursday, 21 May 2020
Institutional Entitlement Offer opens at 10.00am
(NZST) or 8.00am (AEST)
Thursday, 21 May 2020
Institutional Entitlement Offer closes at 2.00pm (NZST)
or 12.00pm (AEST)
Friday, 22 May 2020
Announce results of Institutional Entitlement Offer

Friday, 22 May 2020
Trading halt lifted on the NZX Main Board and ASX Monday, 25 May 2020
Record Date 7.00pm (NZST) or 5.00pm (AEST) Monday, 25 May 2020
Settlement of Institutional Entitlement Offer on ASX Friday, 29 May 2020
Settlement of Institutional Entitlement Offer on the
NZX Main Board and commencement of trading of
allotted New Shares on the NZX Main Board and ASX
Tuesday, 2 June 2020


2
The dates set out in the table above (and any references to them in this Offer Document) are subject to change and are
indicative only. All times and dates refer to NZ standard time (unless otherwise specified). Sky reserves the right to amend
the timetables (including by extending the closing dates for the Offer or accepting late Applications, either generally or in
particular cases) subject to the NZX Listing Rules. Any extension of the closing dates for the Offer will have a consequential
effect on the issue date of New Shares.

10
RETAIL ENTITLEMENT OFFER
The timetable immediately below is relevant to Eligible Retail Shareholders who intend to participate in the
Retail Entitlement Offer. Eligible Institutional Shareholders should refer to the important dates for the
Institutional Entitlement Offer set out in the “Institutional Entitlement Offer” table on the previous page.
Key Event Date
3

Record Date 7.00pm (NZST) or 5.00pm (AEST) Monday, 25 May 2020
Expected dispatch of the Offer Document and
Entitlement and Acceptance Forms
Wednesday, 27 May 2020
Retail Entitlement Offer opens Wednesday, 27 May 2020
Retail Entitlement Offer closes at 5.00pm (NZST) or
3.00pm (AEST) (last day for online applications, or
for receipt of the Acceptance Form, with payment)
Tuesday, 9 June 2020
Announce results for Retail Entitlement Offer Friday, 12 June 2020
Settlement of Retail Entitlement Offer on ASX Monday, 15 June 2020
Settlement of Retail Entitlement Offer on the NZX
Main Board and commencement of trading of
allotted New Shares on the NZX Main Board
Tuesday, 16 June 2020
Commencement of trading of allotted New Shares
on ASX
Wednesday, 17 June 2020
Despatch of holding statements for New Shares
issued under the Retail Entitlement Offer
Monday, 22 June 2020
Applicants are encouraged to submit their personalised Entitlement and Acceptance Forms or apply via
the online application process as soon as possible. No cooling-off rights apply to applications submitted
under the Offer and once an application is submitted, it cannot be withdrawn without Sky’s prior consent.

3
The dates set out in the table above (and any references to them in this Offer Document) are subject to change and are
indicative only. All times and dates refer to NZ standard time (unless otherwise specified). Sky reserves the right to amend
the timetables (including by extending the closing dates for the Offer or accepting late Applications, either generally or in
particular cases) subject to the NZX Listing Rules. Any extension of the closing dates for the Offer will have a consequential
effect on the issue date of New Shares.

11
PART 4: DETAILS OF THE OFFER
THE OFFER
The Offer is an offer of New Shares to Eligible Shareholders under a pro rata accelerated non-
renounceable entitlement offer. Under the Offer, Eligible Shareholders are entitled to subscribe for2.83
New Shares for every 1 Existing Share held at 7.00pm (NZST) or 5.00pm (AEST) on the Record Date.
The New Shares will be the same class as, and will rank equally with, Existing Shares which are quoted
on the NZX Main Board and ASX. It is a term of the Offer that Sky will take any necessary steps to ensure
that the New Shares are, immediately after issue, quoted on the NZX Main Board and ASX.
If you are an Eligible Shareholder you may take up all, part or none of your Entitlements. If you are an
Eligible Shareholder and you do not take up all of your Entitlements, your current shareholding will be
diluted as a result of the issue of New Shares.
The maximum number of New Shares being offered under the Offer is 1,234,521,046 New Shares
(subject to rounding). Sky will raise a total of approximately NZ$148 million through the Offer, which is
fully underwritten by the Underwriters.
APPLICATION PRICE
The Application Price is NZ$0.12 (or the A$ Price) per New Share.
The A$ Price is A$0.11 per New Share. The Australian dollar price of A$0.11 has been set by Sky taking
into account the NZ$:A$ exchange rate published by the Reserve Bank of New Zealand on its website on
20 May 2020. The Application Price must be paid in full on application. Payment of the Application Price
must be made, for the Retail Entitlement Offer, together with a completed Entitlement and Acceptance
Form delivered (either by mail, delivery or email) to the Registry in accordance with the instructions set out
in the Entitlement and Acceptance Form or in accordance with the online application process.
Any New Shares (including additional New Shares) issued to you will be issued on the branch register on
which you currently hold the Existing Shares to which your Entitlement relates.
Sky may accept late applications and application monies, but it has no obligation to do so. Sky may
accept or reject (at its discretion) any Entitlement and Acceptance Form or online application which it
considers is not completed correctly, and may correct any errors or omissions on any Entitlement and
Acceptance Form or the online application.
An application may not be withdrawn without Sky’s prior consent once submitted.
Application monies received will be held in a trust account with the Registry until the corresponding New
Shares are allotted or the application monies are refunded. Interest earned on the application monies will
be for the benefit, and remain the property, of Sky and will be retained by Sky whether or not the issue of
New Shares takes place. Any refunds of application monies (without interest) will be made within 10
Business Days of allotment (or the date that the decision not to accept an application is made, as the case
may be).

12
WITHDRAWAL
Subject to Sky’s compliance with all applicable laws, Sky reserves the right to withdraw the Offer at any
time at its absolute discretion. If any Application is not accepted, all applicable application monies will be
refunded, without interest, to the relevant Shareholder.
OVERVIEW OF THE OFFER
Sky will raise a total of approximately NZ$148 million through the Offer. The Offer is fully underwritten by
the Underwriters. The maximum number of New Shares that are being offered under the Offer is
1,234,521,046New Shares (subject to rounding).
As described in further detail below, the Offer comprises the following components:
 the Institutional Entitlement Offer; and
 the Retail Entitlement Offer.
The Offer is a pro-rata accelerated non-renounceable entitlement offer, which is made pursuant to a
waiver by NZX granted 21 May 2020 and class waivers by ASX granted 31 March 2020 and as amended
on 23 April 2020. This means that if you, as an Eligible Shareholder, do not take up all, part or none of
your Entitlements under the Offer, then your Entitlement will lapse, and you will receive no value for those
lapsed Entitlements. Further, if you do not take up your Entitlements, you will have your percentage
holding in Sky reduced as a result of the Offer.
PURPOSE OF THE OFFER
Sky intends that the proceeds raised from the Offer will be applied to strengthen Sky’s balance sheet and
reposition for its refreshed strategy.
THE INSTITUTIONAL ENTITLEMENT OFFER
Overview of the Institutional Entitlement Offer
Sky is offering Eligible Institutional Shareholders the opportunity to subscribe for 2.83 New Shares for
every 1 Existing Share held as at 7.00pm (NZST) or 5.00pm (AEST) on the Record Date, at an Application
Price of NZ$0.12 (or the A$ Price). This ratio and the Application Price are the same as for the Retail
Entitlement Offer. The Joint Lead Managers will seek to approach Eligible Institutional Shareholders, who
may take up all, part or none of their Entitlements.
The Institutional Entitlement Offer opens at 10.00am (NZST) or 8.00am (AEST) on Thursday, 21 May
2020 and closes at 2.00pm (NZST) or 12.00pm (AEST) on Friday, 22 May 2020 (subject to Sky’s right to
modify these dates or times).
Entitlements will not be quoted and cannot be traded on the NZX Main Board, the ASX or privately
transferred.
Eligibility under the Institutional Entitlement Offer
The Institutional Entitlement Offer is only open to Eligible Institutional Shareholders. Sky will determine
the Shareholders who will be treated as Eligible Institutional Shareholders for the purpose of determining
the Shareholders to whom an offer of New Shares will be made under the Institutional Entitlement Offer.
In exercising its discretion, Sky may have regard to a number of matters, including legal and regulatory
requirements and logistical and registry constraints. Sky will determine which Shareholders will be treated
as Ineligible Institutional Shareholders.

13
Sky reserves the right to reject any application for New Shares under the Institutional Entitlement Offer
that it considers comes from a person who is not an Eligible Institutional Shareholder.
Acceptance of Entitlement under the Institutional Entitlement Offer
The Joint Lead Managers will seek to contact Eligible Institutional Shareholders to inform them of the
terms and conditions of participation in the Institutional Entitlement Offer and will seek confirmation of their
Entitlements under the Offer. Application for New Shares by Eligible Institutional Shareholders (other than
Approved US Shareholders and Approved US Investors) can only be made by contact with the Joint Lead
Managers.
Entitlements are not rounded up to a minimum holding. The number of New Shares to which an Eligible
Institutional Shareholder is entitled under its Entitlement will, in the case of fractions of New Shares, be
rounded down to the nearest whole number. Applications in excess of an Eligible Institutional
Shareholder’s Entitlement will not be accepted.
New Shares attributable to the Institutional Entitlement Offer not taken up by Eligible Institutional
Shareholders under the Institutional Entitlement Offer and the Entitlements of certain Ineligible Institutional
Shareholders may, subject to demand, be allocated to Institutional Investors who participate in the
institutional placement or as Sky and the Underwriters may otherwise agree.
Settlement of the Institutional Entitlement Offer
Settlement of the Institutional Entitlement Offer will occur on the Institutional Settlement Date in
accordance with arrangements advised by the Joint Lead Managers. Each investor remains responsible
for ensuring its own compliance with the Takeovers Code and other applicable law.
THE RETAIL ENTITLEMENT OFFER
Overview of the Retail Entitlement Offer
Sky is offering Eligible Retail Shareholders the opportunity to subscribe for 2.83 New Shares for every 1
Existing Share held as at 7.00pm (NZST) or 5.00pm (AEST) on the Record Date, at an Application Price
of NZ$0.11 (or the A$ Price) per New Share. This ratio and the Application Price are the same as for the
Institutional Entitlement Offer. Eligible Retail Shareholders are sent this Offer Document together with a
personalised Entitlement and Acceptance Form and may take up all, part or none of their Entitlements.
The Retail Entitlement Offer opens on Wednesday, 27 May 2020 and closes at 5.00pm (NZST) or 3.00pm
(AEST) on Tuesday, 9 June 2020 (subject to Sky’s right to modify these dates or times).
Entitlements will not be quoted and cannot be traded on the NZX Main Board, the ASX or privately
transferred.
Eligibility under the Retail Entitlement Offer
The Retail Entitlement Offer is only open to Eligible Retail Shareholders.
The Retail Entitlement Offer does not constitute an offer to any person who is not an Eligible Retail
Shareholder (including any Institutional Shareholder or an Ineligible Retail Shareholder). In particular,
Shareholders who are in the United States or who are acting for the account or benefit of persons in the
United States (to the extent such persons are acting for the account or benefit of a person in the United
States) are not eligible to participate in the Retail Entitlement Offer.
Any person allocated New Shares under the Institutional Entitlement Offer is not able to participate in the
Retail Entitlement Offer in respect of those New Shares.
Sky reserves the right to reject any application for New Shares under the Retail Entitlement Offer that it
considers comes from a person who is not an Eligible Retail Shareholder.

14
Acceptance of Entitlement under the Retail Entitlement Offer
The Entitlement and Acceptance Form distributed to Eligible Retail Shareholders with this Offer Document
sets out an Eligible Retail Shareholder’s Entitlement to participate in the Retail Entitlement Offer.
Applications for New Shares by Eligible Retail Shareholders can only be made on an original Entitlement
and Acceptance Form sent with this Offer Document or via an online application at
www.shareoffer.co.nz/sky.
Entitlements are not rounded up to a minimum holding. The number of New Shares to which an Eligible
Retail Shareholder is entitled under an Entitlement will, in the case of fractions of New Shares, be rounded
down to the nearest whole number.
Eligible Retail Shareholders are not obliged to subscribe for any or all of the New Shares to which they are
entitled under the Offer. They may take up all, part or none of their Entitlements.
Any person outside New Zealand or Australia who takes up an Entitlement in the Retail Entitlement Offer
(and therefore applies for New Shares) through a New Zealand or Australian resident nominee, and their
nominee, will be deemed to have represented and warranted to Sky that the Offer can be lawfully made to
their nominee pursuant to this Offer Document. None of Sky, the Joint Lead Managers, the Underwriters,
the Registrar or any of their respective directors, officers, employees, agents, or advisers accept any
liability or responsibility to determine whether a person is eligible to participate in this Offer.
Application to take up additional New Shares in Retail Entitlement Offer
New Shares that are attributable to Entitlements that are not taken up by Eligible Retail Shareholders
(together with those attributable to Entitlements of Ineligible Retail Shareholders) will be offered to Eligible
Retail Shareholders who take up their Entitlements in full.
Eligible Retail Shareholders who have taken up all of their Entitlements in full may apply for these
additional New Shares, up to a maximum amount of New Shares equal to 20% of their Entitlements.
Eligible Retail Shareholders apply for these additional New Shares by completing the appropriate section
on the Entitlement and Acceptance Form, or as directed via the online application, and applying for
additional New Shares at the Offer Price. Payment must be made for both your Entitlements and any
additional New Shares for which you wish to apply.
If you elect to apply for your Entitlements using the A$ Price, then any additional New Shares that you are
applying for must also be paid for in Australian dollars at the A$ price.
Allocations and any necessary scaling of additional New Shares applied for by Eligible Retail
Shareholders who take up their Entitlements in full will be determined by Sky and the Joint Lead
Managers.
NOMINEES
If you hold Existing Shares as nominee for more than one person, then you may (depending on the nature
of each such person) be an Eligible Institutional Shareholder, Ineligible Institutional Shareholder, Eligible
Retail Shareholder or Ineligible Retail Shareholder with regard to the Entitlement of each such person.
Nominees who hold Shares on behalf of persons in the United States, or who are acting for the account or
benefit of persons in the United States, are not eligible to participate on behalf of those persons.
Notice to nominees and custodians
The Retail Entitlement Offer is being made to all Eligible Retail Shareholders. Nominees and custodians
with registered addresses in eligible jurisdictions, irrespective of whether they participated under the
Institutional Entitlement Offer, may also be able to participate in the Retail Entitlement Offer in respect of
some or all of the beneficiaries on whose behalf they hold existing Shares, provided that the applicable
beneficiary would satisfy the criteria for an Eligible Retail Shareholder.

15
Nominees and custodians who hold Shares as nominees or custodians will receive a letter from Sky.
Nominees and custodians should consider carefully the contents of that letter and note in particular that
the Retail Entitlement Offer is not available to, and they must not purport to accept the Retail Entitlement
Offer in respect of:
(a) beneficiaries on whose behalf they hold Existing Shares who would not satisfy the criteria for an
Eligible Retail Shareholder;
(b) Eligible Institutional Shareholders who received an offer to participate in the Institutional
Entitlement Offer (whether they accepted their Entitlement or not);
(c) Ineligible Institutional Shareholders who were ineligible to participate in the Institutional
Entitlement Offer; or
(d) Shareholders who are not eligible under applicable securities laws to receive an offer under the
Retail Entitlement Offer.
In particular nominees and custodians who hold Shares on behalf of persons in the United States, or who
are acting for the account or benefit of persons in the United States, are not eligible to participate on
behalf of those persons, and may not take up Entitlements on behalf of, or send any documents relating to
the Retail Entitlement Offer to, any person in the United States.
Sky is not required to determine whether or not any registered holder is acting as a nominee or the identity
or residence of any beneficial owners of Shares or Entitlements. Where any holder is acting as a nominee
for a foreign person, that holder, in dealing with its beneficiary will need to assess whether indirect
participation by the beneficiary in the Retail Entitlement Offer is compatible with applicable foreign laws.
Sky is not able to advise on foreign laws.
OVERSEAS SHAREHOLDERS
The Offer is only open to Eligible Shareholders and persons who Sky is satisfied can otherwise participate
in the Offer in compliance with all applicable laws. Sky has determined that it would be unduly onerous to
extend the Retail Entitlement Offer to Ineligible Retail Shareholders and the Institutional Entitlement Offer
to Ineligible Institutional Shareholders because of the small number of such Shareholders, the number and
value of Shares that they hold and the cost of complying with the applicable regulations in jurisdictions
outside New Zealand and Australia.
The distribution of this Offer Document (including an electronic copy) outside New Zealand or Australia
may be restricted by applicable law. Any failure to comply with such restrictions may contravene
applicable securities law. Sky disclaims all liability to such persons.
Nominees and custodians may not distribute any part of this Offer Document, and may not permit any
beneficial shareholder to participate in the Offer who is located, in the United States or any other country
outside New Zealand and Australia except to institutional and professional investors listed in, and to the
extent permitted under, this section.
Canada
This document constitutes an offering of New Shares only in the Provinces of British Columbia, Ontario
and Quebec (the "Provinces") and to those persons to whom they may be lawfully distributed in the
Provinces, and only by persons permitted to sell such New Shares. This document is not, and under no
circumstances is to be construed as, an advertisement or a public offering of securities in the Provinces.
This document may only be distributed in the Provinces to persons that are "accredited investors" within
the meaning of NI 45-106 – Prospectus Exemptions, of the Canadian Securities Administrators.

16
No securities commission or similar authority in the Provinces has reviewed or in any way passed upon
this document, the merits of the New Shares or the offering of New Shares and any representation to the
contrary is an offence.
No prospectus has been, or will be, filed in the Provinces with respect to the offering of New Shares or the
resale of such securities. Any person in the Provinces lawfully participating in the offer will not receive the
information, legal rights or protections that would be afforded had a prospectus been filed and receipted
by the securities regulator in the applicable Province. Furthermore, any resale of the New Shares in the
Provinces must be made in accordance with applicable Canadian securities laws which may require
resales to be made in accordance with exemptions from dealer registration and prospectus requirements.
These resale restrictions may in some circumstances apply to resales of the New Shares outside Canada
and, as a result, Canadian purchasers should seek legal advice prior to any resale of the New Shares.
The Company as well as its directors and officers may be located outside Canada and, as a result, it may
not be possible for purchasers to effect service of process within Canada upon the Company or its
directors or officers. All or a substantial portion of the assets of the Company and such persons may be
located outside Canada and, as a result, it may not be possible to satisfy a judgment against the Company
or such persons in Canada or to enforce a judgment obtained in Canadian courts against the Company or
such persons outside Canada.
Any financial information contained in this document has been prepared in accordance with generally
accepted accounting practice in New Zealand and also comply with International Financial Reporting
Standards and interpretations issued by the International Accounting Standards Board.
Unless stated otherwise, all dollar amounts contained in this document are in Australian dollars.
Statutory rights of action for damages and rescission
Securities legislation in certain of the Provinces may provide purchasers with, in addition to any other
rights they may have at law, rights of rescission or to damages, or both, when an offering memorandum
that is delivered to purchasers contains a misrepresentation. These rights and remedies must be
exercised within prescribed time limits and are subject to the defenses contained in applicable securities
legislation. Prospective purchasers should refer to the applicable provisions of the securities legislation of
their respective Province for the particulars of these rights or consult with a legal adviser.
The following is a summary of the statutory rights of rescission or to damages, or both, available to
purchasers in Ontario. In Ontario, every purchaser of the New Shares purchased pursuant to this
document (other than (a) a "Canadian financial institution" or a "Schedule III bank" (each as defined in NI
45-106), (b) the Business Development Bank of Canada or (c) a subsidiary of any person referred to in (a)
or (b) above, if the person owns all the voting securities of the subsidiary, except the voting securities
required by law to be owned by the directors of that subsidiary) shall have a statutory right of action for
damages and/or rescission against the Company if this document or any amendment thereto contains a
misrepresentation. If a purchaser elects to exercise the right of action for rescission, the purchaser will
have no right of action for damages against the Company. This right of action for rescission or damages
is in addition to and without derogation from any other right the purchaser may have at law. In particular,
Section 130.1 of the Securities Act (Ontario) provides that, if this document contains a misrepresentation,
a purchaser who purchases the New Shares during the period of distribution shall be deemed to have
relied on the misrepresentation if it was a misrepresentation at the time of purchase and has a right of
action for damages or, alternatively, may elect to exercise a right of rescission against the Company,
provided that:
(a) the Company will not be liable if it proves that the purchaser purchased the New Shares with
knowledge of the misrepresentation;

17
(b) in an action for damages, the Company is not liable for all or any portion of the damages that the
Company proves does not represent the depreciation in value of the New Shares as a result of the
misrepresentation relied upon; and
(c) in no case shall the amount recoverable exceed the price at which the New Shares were offered.
Section 138 of the Securities Act (Ontario) provides that no action shall be commenced to enforce these
rights more than:
(a) in the case of any action for rescission, 180 days after the date of the transaction that gave rise to
the cause of action; or
(b) in the case of any action, other than an action for rescission, the earlier of (i) 180 days after the
purchaser first had knowledge of the fact giving rise to the cause of action or (ii) three years after
the date of the transaction that gave rise to the cause of action.
These rights are in addition to and not in derogation from any other right the purchaser may have.
Certain Canadian income tax considerations. Prospective purchasers of the New Shares should consult
their own tax adviser with respect to any taxes payable in connection with the acquisition, holding, or
disposition of the New Shares as any discussion of taxation related matters in this document is not a
comprehensive description and there are a number of substantive Canadian tax compliance requirements
for investors in the Provinces.
Language of documents in Canada. Upon receipt of this document, each investor in Canada hereby
confirms that it has expressly requested that all documents evidencing or relating in any way to the sale of
the New Shares (including for greater certainty any purchase confirmation or any notice) be drawn up in
the English language only. Par la réception de ce document, chaque investisseur canadien confirme par
les présentes qu’il a expressément exigé que tous les documents faisant foi ou se rapportant de quelque
manière que ce soit à la vente des valeurs mobilières décrites aux présentes (incluant, pour plus de
certitude, toute confirmation d’achat ou tout avis) soient rédigés en anglais seulement.
European Union (Denmark, Germany and the Netherlands)
This document has not been, and will not be, registered with or approved by any securities regulator in
Denmark, Germany or the Netherlands. Accordingly, this document may not be made available, nor may
the New Shares be offered for sale, in Denmark, Germany and the Netherlands except in circumstances
that do not require a prospectus under Article 1(4) of Regulation (EU) 2017/1129 of the European
Parliament and the Council of the European Union (the "Prospectus Regulation").
In accordance with Article 1(4)(a) of the Prospectus Regulation, an offer of New Shares in Denmark,
Germany and the Netherlands is limited to persons who are "qualified investors" (as defined in Article 2(e)
of the Prospectus Regulation).
Hong Kong
WARNING: This document has not been, and will not be, registered as a prospectus under the
Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it
been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and
Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). No action has been taken in Hong
Kong to authorise or register this document or to permit the distribution of this document or any
documents issued in connection with it. Accordingly, the New Shares have not been and will not be
offered or sold in Hong Kong other than to "professional investors" (as defined in the SFO and any rules
made under that ordinance).

18
No advertisement, invitation or document relating to the New Shares has been or will be issued, or has
been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that
is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong
(except if permitted to do so under the securities laws of Hong Kong) other than with respect to the New
Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to
professional investors (as defined in the SFO and any rules made under that ordinance). No person
allotted New Shares may sell, or offer to sell, such securities in circumstances that amount to an offer to
the public in Hong Kong within six months following the date of issue of such securities.
The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are
advised to exercise caution in relation to the offer. If you are in doubt about any of the contents of this
document, you should obtain independent professional advice
Norway
This document has not been approved by, or registered with, any Norwegian securities regulator under
the Norwegian Securities Trading Act of 29 June 2007. Accordingly, this document shall not be deemed to
constitute an offer to the public in Norway within the meaning of the Norwegian Securities Trading Act of
2007.
The New Shares may not be offered or sold, directly or indirectly, in Norway except to "professional
clients" (as defined in the Norwegian Securities Trading Act of 29 June 2007 no. 75 (Section 10.6) and
including non-professional clients having met the criteria for being deemed to be professional and for
which an investment firm has waived the protection as non-professional in accordance with the
procedures in this regulation).
Singapore
This document and any other materials relating to the New Shares have not been, and will not be, lodged
or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this
document and any other document or materials in connection with the offer or sale, or invitation for
subscription or purchase, of New Shares, may not be issued, circulated or distributed, nor may the New
Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether
directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in
Subdivision (4) of Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (the
"SFA"), or as otherwise pursuant to, and in accordance with the conditions of any other applicable
provisions of the SFA.
This document has been given to you on the basis that you are (i) an existing holder of the Company’s
shares, (ii) an "institutional investor" (as defined in the SFA) or (iii) an "accredited investor" (as defined in
the SFA). In the event that you are not an investor falling within any of the categories set out above,
please return this document immediately. You may not forward or circulate this document to any other
person in Singapore.
Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any
other party. There are on-sale restrictions in Singapore that may be applicable to investors who acquire
New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to
resale restrictions in Singapore and comply accordingly.
Switzerland
The offering of the New Shares in Switzerland is exempt from requirement to prepare and publish a
prospectus under the Swiss Financial Services Act ("FinSA") because such offering is made to
professional clients within the meaning of the FinSA only and the New Shares will not be admitted to
trading on any trading venue (exchange or multilateral trading facility) in Switzerland. This Offering

19
Memorandum does not constitute a prospectus pursuant to the FinSA, art. 652a, or art. 752 of the Swiss
Code of Obligations (in its version applicable during the transitory period after entering into force of FinSA
on January 1, 2020) or a listing prospectus within the meaning of art. 27 et seqq. of the SIX Listing Rules
(in their version enacted on January 1, 2020, and to be applied during the transitory period), and no such
prospectus has been or will be prepared for or in connection with the offering of the New Shares.
United Arab Emirates
Neither this document nor the New Shares have been approved or passed on in any way by the Emirates
Securities and Commodities Authority ("ESCA") or any other governmental authority in the United Arab
Emirates. The Company has not received authorisation from the ESCA or any other governmental
authority to market or sell the New Shares within the United Arab Emirates. This document does not
constitute, and may not be used for the purpose of, an offer of securities in the United Arab Emirates. No
services relating to the New Shares, including the receipt of applications, may be rendered within the
United Arab Emirates.
No offer or invitation to subscribe for New Shares is valid, or permitted from any person, in the Abu Dhabi
Global Market or the Dubai International Financial Centre.
United Kingdom
Neither the information in this document nor any other document relating to the offer has been delivered
for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the
meaning of section 85 of the Financial Services and Markets Act 2000, as amended ("FSMA")) has been
published or is intended to be published in respect of the New Shares.
This document is issued on a confidential basis to "qualified investors" (within the meaning of section
86(7) of the FSMA) in the United Kingdom, and the New Shares may not be offered or sold in the United
Kingdom by means of this document, any accompanying letter or any other document, except in
circumstances which do not require the publication of a prospectus pursuant to section 86(1) of the FSMA.
This document should not be distributed, published or reproduced, in whole or in part, nor may its contents
be disclosed by recipients to any other person in the United Kingdom.
Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the
FSMA) received in connection with the issue or sale of the New Shares has only been communicated or
caused to be communicated and will only be communicated or caused to be communicated in the United
Kingdom in circumstances in which section 21(1) of the FSMA does not apply to the Company.
In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have
professional experience in matters relating to investments falling within Article 19(5) (investment
professionals) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended ("FPO"), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high
net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be
lawfully communicated (together "relevant persons"). The investments to which this document relates are
available only to, and any invitation, offer or agreement to purchase will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or rely on this document or any of its
contents.
United States
This Offer Document does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the
United States, and may not be distributed to any person in the United States.
The Entitlements and the New Shares have not been, and will not be, registered under the US Securities
Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not

20
subject to, the registration requirements of the US Securities Act and applicable US state securities laws.
The Entitlements and New Shares offered and sold in the Institutional Entitlement Offer may be offered
and sold only (a) in the United States to Approved US Shareholders and Approved US Investors, and (b)
outside the United States in “offshore transactions” (as defined in Rule 902(h) under Regulation S under
the US Securities Act) in reliance on Regulation S.
The Entitlements and New Shares offered and sold in the Retail Entitlement Offer may not be taken up in
the United States or by any person acting for the account or benefit of any person in the United States (to
the extent such person is acting for the account or benefit of a person in the United States). The
Entitlements offered and sold in the Retail Entitlement Offer may only be taken up, and the New Shares
offered and sold in the Retail Entitlement Offer may only be offered and sold, outside the United States in
"offshore transactions" (as defined in Rule 902(h) under the US Securities Act) in reliance on Regulation S
under the US Securities Act.

21
UNDERWRITING AGREEMENT
Sky has requested the Underwriters to underwrite the placement and the Offer and the Underwriters have
agreed to do so This means that the Underwriters will subscribe at the Application Price for any New
Shares that are not subscribed for under the placement or by Eligible Shareholders under the Offer in
accordance with the terms of the Underwriting Agreement. A summary of the principal terms of the
Underwriting Agreement are set out immediately below:
 The Underwriters have the power to appoint sub-underwriters.
 The Underwriters will be paid an agreed fee for their services in connection with the placement and
the Offer.
 The Underwriting Agreement contains termination events, representations, warranties and
indemnities that are customary for an offer of this nature.
 The Underwriters may terminate their obligations under the Underwriting Agreement, including by
reason of events which have, or are likely to have, a material adverse effect on Sky, the Shares or
the Offer. These may be as a result of events related to Sky or as a result of external events, such
as material or fundamental changes in financial, economic and political conditions in certain
countries or financial markets.
 If the Underwriting Agreement is terminated, a termination fee may be payable to the Underwriters.
 Sky has indemnified the Underwriters and their respective directors, officers, partners, employees
and advisers against certain losses sustained, suffered or incurred, arising out of or in connection
with the Offer, the allotment of the New Shares or the Underwriting Agreement.
 For a period commencing on the date of the Underwriting Agreement and ending 90 days after the
Allotment Date for the Retail Entitlement Offer, Sky will not and procures that other members of the
Group will not, without the prior written consent of the Underwriters:
o allot or issue any Shares or other equity securities of Sky (whether preferential,
redeemable, convertible or otherwise);
o issue or grant any right or option that entitles the holder to call for the issue of Shares or
other equity securities by Sky or that is otherwise convertible into, exchangeable for or
redeemable by the issue of, Shares or other equity securities by Sky;
o create any debt instrument or other obligation which may be convertible into, exchangeable
for or redeemable by, the issue of Shares or other equity securities by Sky;
o otherwise enter into any agreement whereby any person may be entitled to the allotment
and issue of any Shares or other equity securities by Sky; or
o make any announcement of an intention to do any of the above,
other than pursuant to existing employee incentive plans (including as may be amended or
updated from time to time), the placement or the Offer; or
 dispose or grant security over all or any material part of its business or assets;
 enter into any commitment that is or may be material in the context of the placement, the
Offer, the underwriting or the quotation of Shares on the NZX or the ASX; or

22
 undertake any action that results in the placement or Offer not being able to be made in
New Zealand or Australia,
other than as publicly disclosed or disclosed to the Underwriters prior to the date of the
Underwriting Agreement.
TERMS AND RANKING OF NEW SHARES
New Shares will rank equally with, and have the same voting rights, dividend rights and other entitlements
as, Existing Shares in Sky quoted on the NZX Main Board and ASX. Entitlements will not be quoted and
cannot be traded on the NZX Main Board, ASX or privately transferred. It is a term of the Offer that Sky
will take any necessary steps to ensure that the New Shares are, immediately after issue, quoted on the
NZX Main Board and ASX.
Sky does not have a formal dividend policy. The Board currently intends to reinvest available free cash
flow during FY20 and FY21, and will re-evaluate the commencement of dividend payments in FY22.
NZX
The New Shares have been accepted for quotation by NZX and will be quoted on the NZX Main Board
upon completion of allotment procedures. The NZX Main Board is a licensed market under the FMCA.
However, NZX accepts no responsibility for any statement in this Offer Document. It is expected that
trading on the NZX Main Board of the New Shares issued under:
 the Institutional Entitlement Offer will commence on Tuesday, 2 June 2020; and
 the Retail Entitlement Offer will commence on Tuesday, 16 June 2020.
ASX
An application has or will be made to ASX for quotation of the New Shares issued under the Offer and Sky
expects that the New Shares will be quoted upon completion of allotment procedures. It is expected that
trading on ASX of the New Shares issued under:
 the Institutional Entitlement Offer will commence on Tuesday, 2 June 2020; and
 the Retail Entitlement Offer will commence on Wednesday, 17 June 2020.
ASX accepts no responsibility for any statement in this Offer Document. The fact that ASX may approve
the New Shares for quotation is not to be taken in any way as an indication of the merits of Sky. Holding
statements for New Shares allotted under the Offer will be issued and mailed as soon as practicable after
allotment. Applicants under the Offer should ascertain their allocation before trading in the New Shares.
Applicants can do so by contacting the Registrar, whose contact details are set out in the Directory.
Applicants selling New Shares prior to receiving a holding statement do so at their own risk. No person
accepts any liability or responsibility should any person attempt to sell or otherwise deal with New Shares
before the holding statement showing the number of New Shares allotted to an applicant is received by
the applicant for those New Shares.

23
PART 5: GLOSSARY

Term Definition
A$ Price A$0.11 per New Share.
Allotment Date In respect of the:
(a) Institutional Entitlement Offer, Tuesday, 2 June 2020; and
(b) Retail Entitlement Offer, Tuesday, 16 June 2020.
Application Price NZ$0.12 (or the A$ Price) per New Share.
Approved US Investor A limited number of persons that are not Shareholders as at the Record
Date that are located in the United States and that Sky and the Joint
Lead Managers have pre-identified (in advance of the Offer) and have
determined to be either: (a) QIBs that are acting for their own account
or for the account or benefit of one or more persons, each of whom is a
QIB; or (b) Eligible US Fund Managers, and in each case whose
participation in the Offer Sky and the Joint Lead Managers have
expressly approved.
Approved US
Shareholder
A limited number of persons that are Shareholders as at the Record
Date and as at the date of 21 May 2020 that are located in the United
States and that Sky and the Joint Lead Managers have pre-identified (in
advance of the Offer) and have determined to be either: (a) QIBs that
are acting for their own account or for the account or benefit of one or
more persons, each of whom is a QIB; or (b) Eligible US Fund
Managers, and in each case whose participation in the Offer Sky and
the Joint Lead Managers have expressly approved.
ASIC
The Australian Securities and Investments Commission.
ASX ASX Limited or the market it operates (as the context requires).
ASX Listing Rules The official listing rules of ASX.
Business Day Has the meaning giving to that term in the NZX Listing Rules.
Corporations Act The Australian Corporations Act 2001 (Cth).
Eligible Institutional
Shareholder
A person who, as at 7.00pm (NZST) or 5.00pm (AEST) on the Record
Date, was recorded in Sky’s share register as being a Shareholder and:
(a) has an address in New Zealand, Australia, Canada, Denmark,
Germany, Hong Kong, the Netherlands, Norway, Singapore,
Switzerland, the United Arab Emirates or the United Kingdom, or is
a person who Sky reasonably believes the Institutional Entitlement
Offer may be made to under all applicable laws without the need for
any registration, lodgement or other formality, and who is not in the
United States, or if a Shareholder is in the United States that it is an
Approved US Shareholder or an Approved US Investor; and
(b) is an Institutional Investor (or the nominee of an Institutional
Investor) and is invited to participate in the Institutional Entitlement
Offer.

24
Eligible Retail
Shareholder
A person who, as at 7.00pm (NZST) or 5.00pm (AEST) on the Record
Date, was recorded in Sky’s share register as being a Shareholder and:
(a) whose address is recorded in Sky’s share register as being in New
Zealand or Australia; or
(b) who Sky otherwise reasonably determines may be treated as an
Eligible Retail Shareholder,
and who is not in the United States and not acting for the account or
benefit of a person in the United States (to the extent such person is
acting for the account or benefit of a person in the United States) and
who is not an Institutional Shareholder.
Eligible Shareholder An Eligible Retail Shareholder or an Eligible Institutional Shareholder.
Eligible US Fund
Manager
A dealer or other professional fiduciary organised or incorporated in the
United States that is acting for a discretionary or similar account (other
than an estate or trust) held for the benefit or account of persons that
are not “US persons” (as defined in Rule 902(k) under the US Securities
Act) for which it has and is exercising investment discretion, within the
meaning of Rule 902(k)(2)(i) of Regulation S under the US Securities
Act.
Entitlement A right to subscribe for 2.83New Shares for every 1 Existing Share held
at 7.00pm (NZST) or 5.00pm (AEST) on the Record Date at the
Application Price, issued pursuant to the Offer.
Entitlement and
Acceptance Form
The personalised entitlement and acceptance form accompanying this
Offer Document for Eligible Retail Shareholders.
Existing Share A Share on issue on the Record Date.
FMCA The Financial Markets Conduct Act 2013.
Ineligible Institutional
Shareholder
A person who, as at 7.00pm (NZST) or 5.00pm (AEST) on the Record
Date, was recorded in Sky’s share register as being a Shareholder who
is not an Institutional Investor but, if the Shareholder’s address was
shown in Sky’s share register as being in New Zealand, Australia,
Canada, Denmark, Germany, the Netherlands, Hong Kong, Norway,
Singapore, Switzerland, United Arab Emirates or the United Kingdom
would in the reasonable opinion of Sky be an Institutional Investor.
Ineligible Retail
Shareholder
A Shareholder who is not an Institutional Shareholder or an Eligible
Retail Shareholder.
Ineligible Shareholder A shareholder other than an Eligible Shareholder.
Institutional
Entitlement Offer
The offer of New Shares to Eligible Institutional Shareholders.
Institutional Investor A person with an address:
(a) in New Zealand, who Sky considers is a wholesale investor as
defined in the FMCA;
(b) in Australia, who is a "wholesale client" within the meaning of
section 761G of the Corporations Act and either (i) a "sophisticated
investor" within the meaning of section 708(8) of the Corporations
Act, or (ii) a "professional investor" within the meaning of section
708(11) of the Corporations Act;

25
(c) in Canada, who is an "accredited investor" as defined in National
Instrument 45-106 – Prospectus and Registration Exemptions ("NI
45-106") and, if relying on subsection (m) of the definition of that
term, is not a person created or being used solely to acquire or hold
securities as an accredited investor;
(d) in Denmark, Germany or the Netherlands who is a "qualified
investor" as defined in Article 2(e) of the Regulation (EU) 2017/1129
of the European Parliament and the Council of the European Union;
(e) in Hong Kong, who is a "professional investor" as defined under the
Securities and Futures Ordinance of Hong Kong, Chapter 571 of the
Laws of Hong Kong;
(f) in Norway, who is a "professional client" as defined in Norwegian
Securities Trading Act of 29 June 2007 no. 75 (Section 10-6);
(g) in Singapore, who is an "institutional investor" or an "accredited
investor" as such terms are defined in the Securities and Futures
Act, Chapter 289 of Singapore;
(h) in Switzerland, who is a "professional client" in the meaning of
article 4(3) of the Swiss Financial Services Act ("FinSA") or
someone who has validly elected to be treated as a professional
client pursuant to article 5(2) of the FinSA;
(i) in the United Arab Emirates, who received communication in
relation to the Offer from outside the United Arab Emirates;
(j) in the United Kingdom, who is a person who (i) is a "qualified
investor" within the meaning of Section 86(7) of the United Kingdom
Financial Services and Markets Act 2000 (ii) is within the categories
of persons referred to in Article 19(5) (investment professionals) or
Article 49(2)(a) to (d) (high net worth companies, unincorporated
associations, etc) of the United Kingdom Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended or
(iii) if the Offer Shares are being marketed in the United Kingdom in
compliance with the National Private Placement Regime (within the
meaning of the Alternative Investment Fund Managers Regulation
2013), is a "professional investor" (within the meaning of the
Alternative Investment Fund Managers Directive, as implemented in
the United Kingdom); or
(k) who Sky is satisfied the Institutional Entitlement Offer may be made
to under all applicable laws without the need for any registration,
lodgement or other formality,
provided that if such an investor is in the United States, it is only an
Institutional Investor if it is an Approved US Shareholder or an
Approved US Investor.
Institutional
Settlement Date
The date of settlement of New Shares under the Institutional
Entitlement Offer, expected to be Friday, 29 May 2020 on ASX and
Tuesday, 2 June 2020 on NZX.
Institutional
Shareholder
Eligible Institutional Shareholders and Ineligible Institutional
Shareholders.
Joint Lead Managers Forsyth Barr Limited and Goldman Sachs New Zealand Limited.
New Share A Share in Sky offered under the Offer of the same class as, and
ranking equally in all respects with, Sky’s quoted Shares at the
Allotment Date.

26
NZX NZX Limited.
NZX Listing Rules The listing rules of NZX in relation to the NZX Main Board (or any
market in substitution for that market) in force from time to time, read
subject to any applicable rulings or waivers.
NZX Main Board The main board equity security market operated by NZX.
NZX Primary Market
Participant
Any company, firm, organisation, or corporation designated or approved
as a primary market participant from time to time by NZX.
Offer The accelerated non-renounceable entitlement offer of New Shares
detailed in this Offer Document, comprising the Institutional Entitlement
Offer and the Retail Entitlement Offer.
Offer Document This document.
QIB A “qualified institutional buyer” as that term is defined in Rule 144A
under the US Securities Act.
Record Date Monday, 25 May 2020.
Registrar Computershare Investor Services Limited
Retail Entitlement
Offer
The offer of New Shares to Eligible Retail Shareholders.
Share A fully paid ordinary share in Sky.
Shareholder A registered holder of Shares.
Sky Sky Network Television Limited (company number 1579204).
Takeovers Code The Takeovers Code set out in the schedule to the Takeovers
Regulations 2000.
Underwriters Forsyth Barr Group Limited and Goldman Sachs New Zealand Limited.
US Persons Has the meaning given in Rule 902(k) under the US Securities Act.
US Securities Act The U.S. Securities Act of 1933, as amended.

NOTE:
• All references to time are to New Zealand standard time unless stated or defined otherwise.
• All references to currency are to New Zealand dollars unless stated or defined otherwise.
• All references to legislation are references to New Zealand legislation unless stated or defined
otherwise.
• This Offer Document, the Offer and any contract resulting from it are governed by the laws of New
Zealand, and each applicant submits to the exclusive jurisdiction of the courts of New Zealand.

27
PART 6: DIRECTORY

ISSUER
Sky Network Television Limited
10 Panorama Road
Mt Wellington
Auckland 1060
New Zealand

LEGAL ADVISORS
Chapman Tripp
Level 35, ANZ Centre
23-29 Albert Street
Auckland 1010
New Zealand




JOINT LEAD MANAGERS
AND UNDERWRITERS
Forsyth Barr Limited (as Joint
Lead Manager) and Forsyth
Barr Group Limited (as
Underwriter)
Level 23
Lumley Centre
88 Shortland Street
Auckland 1010
New Zealand

Goldman Sachs New Zealand
Limited (as Joint Lead
Manager and Underwriter)
Level 39
48 Shortland Street
Auckland 1010
New Zealand

If you have any queries about the Entitlements shown on the Entitlement and
Acceptance Form which accompanies this Offer Document, or how to apply online or
complete the Entitlement and Acceptance Form, please contact the Registrar at:
SHARE REGISTRAR
Computershare Investor Services Limited

New Zealand
Private Bag 92119
Auckland, 1142
New Zealand

159 Hurstmere Road
Takapuna
Auckland 0622
Telephone: 0800 650 034
Application Website: www.shareoffer.co.nz/sky
Company Website: www.computershare.com/nz
Australia
GPO Box 2975
Melbourne VIC 3000
Australia

Yarra Falls
452 Johnston Street
Abbotsford, VIC 3067
Telephone: +61 03 9415 5000
www.computershare.com/au

Sky Network Television Limited
Offer Document

---

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
COVID-19 Response, Refreshed
Strategy and Capital Structure
21 May 2020
© Sky Network Television Limited

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Important Notice and Disclosure
Disclaimer
This presentation has been prepared by Sky Network Television Limited (NZ company number 1579204, ARBN 113 908 875, ticker SKT (NZX and ASX)) (the “Company”) and is dated 21 May 2020. This
presentation has been prepared to provide: (i) additional comment on the financial performance and strategy of the Company due to the impacts of COVID-19; and (ii) information in relation to the placement and
accelerated entitlement offer of new shares in the Company (the “New Shares”) under clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013 (“FMCA”) and sections 708A and 708AA of the
Corporations Act 2001 (Cth) (as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 and ASIC Corporations (Disregarding Technical Relief) Instrument 2016/73).
Information
This presentation contains summary information about the Company and its activities which is current as at the date of this presentation. The information in this presentation is of a general nature and does not
purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possibleinvestment in the Company or that would be required in a product disclosure statement
under the FMCA or a prospectus under the Corporations Act 2001 (Cth). The historical information in this presentation is, or is based upon, information that has been released to NZX Limited (“NZX”) and/or ASX
Limited (“ASX”). This presentation should be read in conjunction with the Company’s annual report, market releases and other periodic and continuous disclosure announcements, which are available at
www.nzx.com and www.asx.com.au.
Any decision to acquire New Shares should be made on the basis of the separate offer document to be lodged with NZX (the “Offer Document”) and the Company's periodic and continuous disclosure lodged with
the NZX and the ASX. Any Eligible Shareholder who wishes to participate in the offer should review the Offer Document and apply in accordance with the instructions set out in the Offer Document and Entitlement
and Acceptance Form accompanying the Offer Document or as otherwise communicated to the shareholder. This presentation and the Offer Document do not constitute an offer, advertisement or invitation in any
place in which, or to any person to whom, it would not be lawful to make such an offer, advertisement or invitation.
Not financial product advice
This presentation is for information purposes only and is not financial or investment advice or a recommendation to acquire the Company’s securities, and has been prepared without taking into account the
objectives, financial situation or needs of prospective investors. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own
objectives, financial situation and needs and consult a financial adviser, solicitor, accountant or other professional adviser if necessary.
Past performance
Any past performance information given in this presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance. No representations or warranties
are made as to the accuracy or completeness of such information.
Future performance
This presentation includes certain “forward-looking statements” about the Company and the environment in which the Company operates, such as indications of, and guidance on, future earnings and financial
position and performance. Forward-looking information is inherently uncertain and subject to contingencies, known and unknown risks and uncertainties and other factors, many of which are outside of the
Company’s control, and may involve significant elements of subjective judgement and assumptions as to future events which mayormay not be correct. A number of important factors could cause actual results or
performance to differ materially from the forward-looking statements. No assurance can be given that actual outcomes or performance will not materially differ from the forward-looking statements. The forward-
looking statements are based on information available to the Company as at the date of this presentation. Except as required by law or regulation (including the Listing Rules), the Company undertakes no obligation
to provide any additional or updated information whether as a result of new information, future events or results or otherwise.
In particular, this presentation includes financial outlook information for FY20 and a scenario for FY21 (together, the “financial outlook information”). The financial outlook information has been prepared by the
Company based on an assessment of current economic and operating conditions, including in relation to the impact of the COVID-19pandemic on the Company’s business, and various assumptions regarding
future factors, events and actions, including in relation to economic conditions, subscriber numbers, advertising revenue, the return to live sport and the level of restrictions on movement and gatherings, and costs
associated with sport programming rights. In addition, the Company’s FY21 scenario presented in this presentation is based onthe key assumptions set out on Slide 12. Investors should note that the financial
outlook information is provided for illustrative purposes only and may not be indicative of the Company’s actual performance forFY20 or FY21. The financial outlook information is subject to a number of risks,
including the risks set out in this presentation. Investors should be aware that the timing of actual events, including in relation to the return of live sport, the reduction of restrictions on movement and gatherings, and
the level of costs associated with sport programming rights, and the magnitude of their impact might differ from that assumedinpreparing the financial outlook information, which may have a material negative effect
on the Company’s actual financial performance, financial position and cash flows in FY20 and FY21. In addition, the assumptions upon which the financial outlook information is based are by their very nature
subject to significant uncertainties and contingencies, many of which will be outside the Company’s control and are not reliablypredictable. Accordingly, neither the Company nor any other person can give investors
assurance that the outcomes discussed in the financial outlook information will be achieved.
Investors are strongly cautioned not to place undue reliance on forward-looking statements, including the Company’s FY20 revisedguidance and its FY21 scenario modelling, particularly in light of
the current economic climate and the significant volatility, uncertainty and disruption caused by the COVID-19 pandemic.
2

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Important Notice and Disclosure (cont.)
Financial information
The Company’s financial information has been prepared in accordance with Generally Accepted Accounting Practice. It complies with the New Zealand Equivalents to International Financial Reporting Standards
(NZ IFRS) and other applicable Financial Reporting Standards, as appropriate for profit oriented entities. The Company’s financial statements also comply with International Financial Reporting Standards (IFRS).
Non-GAAP financial information
Certain financial measures included in this presentation are non-GAAP / non-IFRS financial measures, including within the meaning of Regulation G under the U.S. Securities Exchange Act of 1934, as amended.
The Company has used the non-GAAP financial measure EBITDA when discussing financial performance, as the directors and management believe that this measure provides useful information on the underlying
performance of the Company and its subsidiaries. EBITDA is defined by the Company as earnings before income tax, interest expense, depreciation, amortisation and impairment, unrealised gains and losses on
currency and interest rate swaps. Investors should note that such non-GAAP / non-IFRS financial measures are not recognised under NZ IFRS or IFRS, do not have standardised meanings prescribed by NZ IFRS
or IFRS, and should not be construed as an alternative to other financial measures determined in accordance with NZ IFRS or IFRS. The non-GAAP / non-IFRS financial information is not audited, and caution
should be exercised as other companies may calculate these measures differently.
Pro Forma Financial Information
This presentation includes certain pro forma financial information to reflect the impact of the equity raising. The pro formahistorical financial information provided in this presentation is for illustrative purposes only
and is not represented as being indicative of the Company’s, or anyone else’s, view’s on its future financial position and/orperformance. The pro forma historical financial information has been prepared by the
Company in accordance with the measurement and recognition requirements, but not disclosure requirements, prescribed by NZ IFRS.In addition, the pro forma financial information in this presentation does not
purport to be in compliance with Article 11 of Regulation S-X of the rules and regulations of the U.S. Securities and Exchange Commission.
Distribution of presentation
This presentation must not be distributed in any jurisdiction to the extent that its distribution in that jurisdiction is restricted or prohibited by law or would constitute a breach by the Company of any law. The
distribution of this presentation in other jurisdictions outside New Zealand or Australia may be restricted by law, and persons into whose possession this presentation comes should observe any such restrictions.
Any failure to comply with such restrictions may violate applicable securities laws. See the “Foreign Selling Restrictions” section of this presentation. None of the Company, any person named in this presentation or
any of their affiliates accept or shall have any liability to any person in relation to the distribution or possession of this presentation from or in any jurisdiction.
Not for distribution or release in the United States
This presentation is not for distribution or release in the United States. This presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. The Entitlements
and the New Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (“the US Securities Act”), or the securities laws of any state or other jurisdiction of the United States,
and may not be offered or sold, directly or indirectly, in the United States or to any person acting for the account or benefit of any person in the United States, except in transactions exempt from, or not subject to,
registration under the US Securities Act and applicable securities laws of any state or other jurisdiction of the United States.
Currency
All currency amounts in this presentation are in NZ dollars unless stated otherwise.
3

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Important Notice and Disclosure (cont.)
Disclaimer: To the maximum extent permitted by law, each of the Company, the Underwriters, the Joint Lead Managers and their respective affiliates, related bodies corporate, directors,
officers, partners, employees, agents and advisers disclaim all liability and responsibility (whether in tort (including negligence) or otherwise) for any direct or indirect loss or damage which may
be suffered by any person through use of or reliance on anything contained in, or omitted from, this presentation.
None of the Underwriters, the Joint Lead Managers or any of their respective affiliates, related bodies corporate, directors,officers, partners, employees, agents or advisers have authorised,
permitted or caused the issue, submission, dispatch or provision of this presentation and none of them makes or purports to makeany statement in this presentation and there is no statement in
this presentation which is based on any statement by any of them.
The Company, the Underwriters, the Joint Lead Managers and their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers make no
representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of information in thispresentation and, with regard to the Underwriters and the Joint Lead
Managers and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees, shareholders, representatives and agents take no responsibility for any part
of this presentation, the Placement or the Entitlement Offer.
The Underwriters, the Joint Lead Managers and their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers make no recommendations as
to whether you or your related parties should participate in the Placement or Entitlement Offer nor do they make any representations or warranties to you concerning the Placement or
Entitlement Offer, and you represent, warrant and agree that you have not relied on any statements made by the Underwriters, theJoint Lead Managers or their respective affiliates, related
bodies corporate, directors, officers, partners, employees, agents or advisers in relation to the Placement and Entitlement Offer and you further expressly disclaim that you are in a fiduciary
relationship with any of them.
Statements made in this presentation are made only as at the date of this presentation. The information in this presentation remains subject to change without notice.
Determination of eligibility of investors for the purposes of the Entitlement Offer is determined by reference to a number ofmatters, including legal regimes and the discretion of the Underwriters
and the Joint Lead Managers. The Company, the Underwriters and the Joint Lead Managers disclaim all liability in respect of the exercise of that discretion to the maximum extent permitted by
law.
Capitalised terms used in this presentation and not otherwise defined have the specific meaning given to them in the Glossaryatthe back of the Offer Document.
This presentation has been authorised for release to NZX and ASX by the Company’s Board of Directors.
4

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Current trading update
1
Skyhasmadeconsiderableprogressonitsstrategywithtotal
subscribershavingincreasedby205,823sinceSky’sH1
FY20resultto1,000,391totalsubscribersat30April2020,
aboveSky’s2020targetof1millionsubscribers.Subscriber
growthhasbeenachievedbothorganicallyandthroughthe
Lightboxacquisition
1.Includes third party bundled wholesale subscribers from the Lightbox acquisition, which account for approximately 70% of the growth in these subscribers
2.COVID-19 disruption for Sky is assessed by the business as occurring from 15 March 2020 to 30 April 2020 (being the latest available period presented in this
document)
3.Net working capital is calculated as: Receivables, Prepayments and Programming Rights Inventory less Payables and Accruals
4.Net debt is defined as bank borrowings and bonds less cash
5.FY20 revised guidance and FY21 scenario assume Sky reduces costs based on Sky’s reasonable expectation of a negotiated reductionin sports programming rights
costs broadly proportionate to the content delivered. NPAT assumes net equity raise proceeds of NZ$148m, and is prior to any non-cash adjustments
3
Upuntilnow,COVID-19hasresultedinasignificantreduction
oflivesports,howeverSky’sabilitytoofferastrongline-upof
entertainment,newsandhistoricsportingcontent,coupled
witharangeofcomplimentarypackageupgradeoffers,has
minimisednetdowngradesfromsatellitesportpackagesto
8%ofthebaseandnetsatellitechurnto1.0%(inlinewithpre
COVID-19levels)
2
2
Therehasbeenanincreaseinentertainmentviewership,and
NEONandLightboxstreamingsubscribershaveincreased
sinceH1FY20by235,837at30April2020
1
SkyisexcitedaboutthereturnoflivesportunderAlertLevel2.
However,thereturnofsportisexpectedtobegradual,andplansfor
internationalcompetitionsareuncertain.Discussionswithkeysports
rightsholdersarecontinuingandforsomeofthesesportscontracts
Skyhastherighttoanequitablereductionoffeespayable.
Accordingly,Skyiscurrentlywithholdingcertainpaymentswhilst
negotiatingwithaffectedsportsbodieswithaviewtoensuringthe
futurehealthofitskeysportspartnerships
4
Sky’snetworkingcapital
3
hasdecreased$14msinceH1FY20.This,
coupledwithoperationalcashflows,hasallowedSky’snetdebt
4
to
reduceto$159masat30April2020
5
SkycurrentlyexpectsFY20EBITDAof$155–175mandNPATof$20–
25m.
5
Thisexcludesanypotentialnon-cashimpairmentsarisingfrom
assessmentofcarryingvalueofassets
6
5
SkyhaspresentedaFY21scenariowhichisdependentonthe
availabilityoflivesportscontentandmustbeassessedagainstthe
highlyuncertaineconomicimpactofCOVID-19.Underthisscenario,
Sky’sbestestimateatthistimeisanEBITDArangeof$100–130mand
NPATrangeof$5–15m
5
7

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Comprehensive response to strengthen Sky’s balance sheet and
reposition for its refreshed strategy
Operational cost reduction
and cash preservation
Banking group support
Balance sheet flexibility
and liquidity
Annualised reduction in operating
and capital expenditure is
expected of up to $80–95m in
FY21
1
vs. assumptions
underpinning previous FY20
guidance
Cost saving measures have
provided an immediate, positive
impact on cash flows which will
remain ongoing at least to some
degree while the current
uncertain environment continues
There is potentially an additional
pool of up to $135–155m
1
of
costs which Sky expects it can
selectively target to reduce costs
depending on the level of live
sport during FY21
Sky intends to manage its
operating and capital expenditure
to remain in compliance with its
revised banking facilities
Facility amendments secured
conditional on an equity raising:
—No $50m step-down in
syndicated debt facility in Jul-
21 with a facility limit
maintained at $200m for the
entire facility term
—Extension of facility term to 31
July 2023
—Increased covenant flexibility
for duration of the facility term
—Revised pricing provides
significant interest saving
relative to Sky’s bonds
Launch of a fully underwritten
equity raising of NZ$157m
2
,
comprising:
—NZ$9m institutional
placement
—NZ$148m pro-rata
accelerated entitlement offer
at a ratio of 2.83 for 1
Proceeds to be applied to pay
down debt, withstand near term
headwinds and execute on future
growth opportunities
Pro forma
3
net debt/EBITDA of
0.1x as at 30 April 2020
Successful execution of the
capital structure initiatives will
mean that Sky is sufficiently
capitalised to repay its bond in
March 2021
Sky’s refreshed strategy
Ongoing transformation to a
digital multi-channel business
Premium content that New
Zealanders enjoy
Customer centric range
of packages
Delivery agnostic: satellite,
streaming, mobile
All screens, anytime, anywhere
International and domestic
revenue streams
Broadband connectivity
NowNowNowOngoing
6
1.FY21 scenariosassumes Sky reduces costs based on Sky’s reasonable expectation of a negotiated reduction in sports programming rights costs broadly
proportionate to the content delivered
2.Including proceeds of NZ$148m (net of transaction costs)
3.Net debt includes proceeds of NZ$148m (net of transaction costs) and calculated using LTM EBITDA to 30 April 2020, including May–June 2019 adjusted for the
impacts of IFRS16 and one off accounting items have been excluded, including redundancy costs, strategic consultancy costs and content write-offs

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
COVID-19 response and short
term strategic focus

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Summary of COVID-19 impact on Sky
Increased demand for
entertainment content
•New Zealand’s lockdown has resulted in greater entertainment viewing as people stay at home
•Sky’s entertainment streaming services, NEON and Lightbox have recorded strong growth
Increased viewership
and stable satellite
churn
•Consistent with trends in TV consumption during the COVID-19 outbreak, Sky’s total viewership has increased by 10% in April
2020 compared to April 2019
1
•While the Level 4 lockdown restricted the installation of new satellite customers, recent improvements in satellite churn have
continued
Pause in live sports
content
•Sports customers are not being served with full live sport content at this time as a result of the reduction in sport being played
around the world, however it is currently expected that play may recommence on a gradual basis
•Sky Sport Now streaming customer numbers have initially held up well, down 8.2%
2
, with the wide range of library and non-live
sport content providing subscribers with an extensive range of sporting content. RugbyPass subscribers are also down 1.5%
2
. We
are expecting higher levels of paused subscriptions as access to live sport continues to be disrupted
•While international travel restrictions are likely to continue for some time, the move to Level 2 restrictions in New Zealandhas
enabled Rugby and Netball to confirm the commencement of domestic-only competitions from June 2020. We also expect the
gradual recommencement of other domestic sports in New Zealand, and potential offshore based competitions
Reduced advertising
and commercial
revenue
•Sky experienced a decline in advertising revenues in April 2020 of 36% ($1.4m) compared to April 2019. Further reductions in
advertising revenue can be expected as the impacts of COVID-19 continue to impact businesses across the country
•A number of commercial customers (e.g. pubs, clubs, hotels) have been adversely impacted by border closures and gathering
restrictions, and Sky has proactively suspended charging a number of commercial customers. Commercial revenues have
declined 68% ($3.1m) in April 2020 compared to April 2019
COVID-19 and the associated restrictions on movement, travel and gatherings has made a significant amount of live sports
content unavailable, but has also resulted in an uplift in entertainment viewership and subscribers
1.Source: Nielsen Television Audience Measurement, measured as the average number of programme viewers as a proportion of New Zealanders aged 5+ years.
Traditional broadcast TV viewership increase. Excludes Prime
2.COVID-19 disruption window from 15 March 2020 to 30 April 2020
8

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•In addition to the costs identified above, a further potential pool of up to $135-155m
2
of
operating and capital expenditure savings have been identified and can be selectively
implemented in FY21, subject to the duration of live sport disruption
Sky has adjusted its focus to reflect the current environment and expects to implement cost saving initiatives of up to $80–95m
in FY21
Short term focus: Response to COVID-19
•Leveraging the depth and breadth of
entertainment content to grow subscribers
•Adapting sports offerings to ensure maximum
value is provided to customers (including
bundling of entertainment content)
•Planning and tooling the business for an
extended period of disruption, with an absolute
focus on cash preservation
•Rapidly implementing the above measures
given the business transformation was already
underway
During the COVID-19 disruption
period Sky has focussed on:
Cost response in FY21 to COVID-19 vs. previous FY20
guidance
1
FY21 savings ($m)
Programming operations
20 –25
Other expenses
25 –30
Total operating expense savings
45 –55
Capital expenditure savings
35 –40
Total savings
80 –95
9
1.Cost assumptions underpinning the previous FY20 guidance provided to the market on 18 November 2019
2.Assumes Sky reduces costs based on Sky’s reasonable expectation of a negotiated reduction in sports programming rights costs broadly proportionate to the content
delivered
•If the current environment persists and sport is disrupted for an extended period, Sky intends
to manage its operating costs and capital expenditure to help ensure continued positive free
cash flow generation
•If conditions improve and sporting content begins to return, operating expenses and capital
expenditure are expected to increase, however Sky anticipates a related increase in revenue
at that time and also anticipates a similar or better level of free cash flow generation

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-2,000
-1,500
-1,000
-500
0
500
1,000
1,500
05 Jan 2012 Jan 2019 Jan 2026 Jan 20
02 Feb 2009 Feb 2016 Feb 2023 Feb 20
01 Mar 2008 Mar 2015 Mar 2022 Mar 2029 Mar 20
05 Apr 2012 Apr 2019 Apr 2026 Apr 20
03 May 2010 May 20
Weekly # of subscribers
AcquisitionChurn
619
599
592
586
160
196
382
415
779
795
974
1,000
30 Jun 19
(FY19)
31 Dec 19
(1H FY20)
15 Mar 20
(COVID-19 impact
begins)
30 Apr 20
Subscribers (000)
SatelliteStreaming
Total Sky subscribers have continued to grow during COVID-19
•Satellite subscribers have decreased by 1.0% since 15 March 2020,
contributed to by the inability to acquire new customers during the Level 4
lockdown (see RHS)
•Streaming subscribers have grown by 8.6% since 15 March 2020, with
NEON and Lightbox together attracting ~38k additional subscribers, with a
further ~38k on trials
Total subscriber
1
growth of 2.7% since COVID-19
disruption began, 8.6% growth in streaming
Satellite acquisition reduced and churn stable
during lockdown
•Satellite customer churn has remained at pre COVID-19 levels,
despite the unavailability of live sport
•Sports subscribers have been proactively offered package upgrades
for entertainment and movies, to mitigate downgrades and churn
2
3
1.Subscribers do not include users that are on free trials but do include subscribers secured as part of the existing Lightbox wholesale arrangement
2.Satellite comprises Sky Residential, Commercial and Vodafone reseller customers
3.Streaming comprises NEON, Lightbox, Sky Sport Now, RugbyPass and retransmission customers (supplied via Vodafone). A portion of Lightbox subscribers are
subject to a wholesale agreement with Spark
Streaming includes
impact of Lightbox
acquisition
10
COVID-19
impact begins
New Zealand Alert
Level 4 lockdown

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84
83
83
82
H1 FY19H2 FY19H1 FY20H2 FY20
(to 30 Apr 20)
-0.4%
-0.3%
-0.2%
-0.1%
0.0%
0.1%
0.2%
0.3%
01 Jan 2008 Jan 2015 Jan 2022 Jan 2029 Jan 20
05 Feb 2012 Feb 2019 Feb 2026 Feb 20
04 Mar 2011 Mar 2018 Mar 2025 Mar 20
01 Apr 2008 Apr 2015 Apr 2022 Apr 2029 Apr 20
Net daily change in satellite
upgrades/(downgrades)
(% of total satellite subscribers)
MoviesEntertainmentSport
Movie upgrades are partially offsetting sport
downgrades (during COVID-19)
Satellite subscriber ARPU
1
has decreased by <1%
•Satellite ARPU has decreased to ~$82 per month, primarily driven by
subscribers downgrading sport packages
Satellite ARPU has been impacted by sport package downgrades,
but is being supported by movie upgrades
•Paying movie package subscriber numbers have been positively impacted
by COVID-19 with upgrades materially exceeding downgrades as demand
for entertainment content has increased due to the unavailability of live
sport and the lockdown
•Sport downgrades spiked when it was first understood that COVID-19
would impact live sport (15–20 March), however have since levelled as
Sky proactively offered package upgrades
•Net Sport downgrades have been limited to 8% of the sports base
2
11
COVID-19
impact begins
1.Satellite subscriber average revenue per user is the monthly average revenue for Sky residential customers
2.COVID-19 disruption window from 15 March 2020 to 30 April 2020

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Financial outlook
1.FY19A EBITDA and NPAT are adjusted for the impact of IFRS16 and exclude $670m of goodwill impairment
2.FY20 revised guidance and FY21 scenario NPAT assume net equity raise proceeds of NZ$148m. NPAT presented is prior to any non-cash adjustments
3.Assumes Sky reduces costs based on Sky’s reasonable expectation of a negotiated reduction in sports programming rights costs broadly proportionate to the content
delivered
12
Commentary
$m
FY19A
1
FY20
revised guidance
FY21
scenario
Revenue
795730 –750610–640
EBITDA
267155 –175100 –130
NPAT
2
6620 –255–15
Capex
7655 –6540 –50
Sky’s FY21 scenario is based on the following key assumptions:
─Some live sport returns in H1 FY21 but with restrictions on movement and
gatherings remaining in place. A return to full live sport is assumed in H2
FY21
─Advertising and commercial revenue remains suppressed as a result of the
impact of COVID-19 in H1 FY21, returning to more normal levels in H2 FY21
─Satellite customer gross churn remains stable at pre COVID-19 levels with
lower ARPU reflecting sports customer downgrades
─Costs reduce based on Sky’s reasonable expectation of a negotiated
reduction in sports programming costs broadly proportionate to the content
delivered
The FY21 scenario is dependent on the highly uncertain economic impact of COVID-
19 and to the particular impacts highlighted in the key risks disclosure on pages 26 to
31 of this presentation
In addition to the FY21 scenario presented, Sky has modelled a scenario where no
live sport content is available in FY21 and Sky withholds substantially all sports
content payments
3
, and in this case costs are expected to be managed to maintain
positive NPAT and remain in compliance with its revised banking facilities
NPAT in the FY20 revised guidance and FY21 scenarios is prior to any non-cash
adjustments and excludes any potential impairments
The initiatives outlined, including the equity raise, are expected to ensure that Sky has
sufficient capital to undertake the next phase of its strategic plan
Financial summary

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Refreshed strategic focus
following resolution of COVID-19

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Sky’s strategic pillars
Satellite
Strengthenour significant core business
through continued reliable delivery and
enhanced value perception
Streaming
Growour entertainment and sports
streaming business. We are using digital
innovation to improve the customer
experience and move to a lower-cost model
Broadband
connectivity
Grow customer relationships with broadband
offers, differentiated on quality, service and
price
RugbyPass
Developand grow an international rugby
content business and become the online
destination for fans globally
Sky has an exciting future as a modern, digital, consumer-led
multi-media business
Sky’s goal is to connect our customers with
the sport and entertainment content they
love, in ways that work for them
We aim to delight our customers across all
platforms and devices, and we’re innovating
in the digital space to meet current and
future customer needs
We focus on securing the rights that matter,
and use customer insight to drive our
decisions
We are transforming into a modern multi-
media company, with four strategic pillars
14

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The Home of Sport
SANZAAR RUGBY
NRL
ICC CRICKET
NETBALL
OLYMPIC GAMES
A World of Entertainment
Sky provides access to a broad range of premium content
V8 SUPERCARS
15

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EXISTING BUSINESSESNEWBUSINESSES
VALUABLE CORECURRENT GROWTH OPPORTUNITYFUTURE GROWTH OPPORTUNITIES
SatelliteStreamingBroadband connectivityRugbyPass
Customer value
proposition
Traditional offering with
broadcontent selection on reliable
delivery platform
Accessto premiumcontent on different
customer devices
One stop shop for
connectivity and content
A global leading source
of rugby dedicatedcontent
Long-term
strategic
objective
•Continue to deliver Sky’s premium
content to the homes of New
Zealanders
•Enhance customer value
perception
•Deliver content conveniently to
customers
•Drive engagement with younger and
more technologically advanced
audiences
•Reduce churn across the business
•Add incremental margin to Sky’s
business
•Build scale in global rugby content
business
•Partner with other global
organisations with expertise to deliver
value to RugbyPass and Sky
Current
customers (as
at 30Apr20)
585,815
subscribers
414,576
subscribers
New business line
5m+
1
unique monthly users
Potential
customers
4.95m
2
1.8m
3
NZ population households
338m
4
rugby fans worldwide
Estimated
market size
(p.a.)
$1.4bn
5
NZ television market
$5.3bn
6
NZ total telco retail revenues
Sky will have business segments with diversified maturities
and outlooks, targeting different types of customers
1. Google Analytics & Facebook Insights as at November 2019. 2. StatsNZestimate as at 31 Dec 19. 3. StatsNZ estimate as at 2018.4. Nielsen/World Rugby 2018.
5. IBIS World Television Broadcasting in New Zealand report. 6. NZ Commerce Commission 2019 Telecommunications monitoring report
16

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16%
15%
15%
13%
FY17FY18FY19FY20YTD (annualised)
as at 30 April 2020
Gross churn (%)
7%
22%
36%
5+ years1 - 4 years0 - 1 years
Gross churn as at
30 April 2020
Length of customer relationship
Satellite delivery to the home
remains core to Sky’s offering
Cost effective delivery for customers
Valuable customers with high ARPU
Coverage to substantially all of the country
Remains an important delivery option to
customers (especially where broadband is
unreliable)
Increased value offering with additional
HD channels and enhanced Sky Go as a
companion streaming service
Sky’ssatellite offering continues to deliver
value to its significant customer base
Sky’s satellite offering has low churn in the majority of
customers...
% of
customers
73%20%7%
... and improving overall gross churn trends
1.Gross churn means total disconnects for residential satellite customers, excluding Vodafone reseller customers
17
1

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Sky’s streaming offering delivers content enjoyed
by New Zealanders
Strategy
•Two services streaming premiumentertainment
content to New Zealanders
•Merging platforms and content inmid-2020 to secure
brand presence and scale
•Continue to secure and deliver premium content to
drive customer growth
•Market leading sports streaming service with extensive
content range –showcasing 50+ sports
•Move towards flexible content packaging and
additional revenue streams
•Sky content available to satellite customers on the go
•Considering evolution from satellite companion app to
astandalone product
Scaling towards a sustainable
lower-cost model
•Significant progress achieved –from zero to
414,576 subscribers
1
(including acquired Lightbox
subscribers) since launch in 2015
•Streaming less capital intensive than traditional
satellite business
•Lower ARPU but lower cost to serve
•Larger addressable market of individual customer
relationships
•Opportunity to partnerwith other subscription
businesses (energy and telcos)
•Leveraging rights content to broadest audience
•Developing a single platform for all streaming
products offering an enhanced user experience
together with lower cost and complexity
1.As at 30 April 2020, excludes Sky Go users
18

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Broadband –FY21 likely launchMobile –Considering market entry
•Leverage Government investment in UFB
1
and Sky’s well-known
brand
•Retentionbenefits for Sky’s significant satellite base
•Grow streaming market share with broadband bundle
•Use of 3rd party network platform to minimise investment
•Differentiated customer offering:
•Built for streaming entertainment and sport
•Competitive everyday price
•Operate as a MVNO
2
•Target customers in non-traditional Sky segments
•Offer bundled products to add incremental margin and make
customers ‘stickier’
•Preference to align with 5G rollout for performance
•Complementsand enables streaming proposition
Opportunity to reduce churn and capture incremental connectivity margin
Go to market strategy designed to minimise capital investment and leverage variable cost model
1.Ultrafast Broadband
2.Mobile Virtual Network Operator
19
Sky has a role to play in connectivity

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Overview of RugbyPassStrategic model to deliver value
•Aggregated rugby media platform, launched in 2016, and positioned to monetise rugby across global markets
•Engaged reach of 33 million
1
rugby fans monthly, exclusive rights held in 64 countries for current rights cycle
Current focus model
•Leverage engagement profile and scale to
accelerate revenue
•Provide access to global audience and
monetise core international rugby markets
•Diversified revenue model expected to reach
break even within two to three years
Long term strategy
•Develop Rugby’s largest global database
•Become a multi-faceted media business
leveraging RugbyPass IP
•Build a scale subscriber business in both
audience and, subject to securing rights,
streaming
RugbyPass is the world’s largest rugby audience business
AUDIENCE MEDIA BUSINESS
PREMIUM RUGBY CONTENT
Audience /
Publishing
Content
Production
Media ServicesSubscription
Streaming
RugbyPass TV
Customer
value
proposition
Free editorial and
social
Documentaries,
interviews,
analysis, video
and audio
B2B; connecting
rugby bodies to
audiences
Streaming video
live or on demand
Bundledor Àla
Carte
Revenue
model
Advertising (programmatic, branded content, premium
display/video), non-rights subscription, media agency
fees
Subscription, advertising,
B2B, commercial premises
Opportunities
Global data-rich audience, monetise a
scale sports network in tier 1 and 2 rugby markets
Extract value from
secondary rugby markets
Current focus
Future opportunity subject to
securing rights
1.Aggregated social media engagement as at November 2019
20

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Medium to long-term financial outlook
•Growth in digitalstreaming customers is substantially less capital intensive
•Sky will continue to seek to optimise its asset baseand investigate divesting non-core assets where
Sky is not the most efficient owner
•Long-term EBITDA margin objective of >20%
•Long-termcash flow generation objective of 7–10% of revenue
•The Board currently intends to reinvest available free cash flow during FY20 and FY21, and will re-
evaluate the commencement of dividend payments in FY22
21

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Capital structure

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Equity raising details
Offer size and
structure
•NZ$157m fully underwritten equity raising, comprising:
―NZ$9m institutional placement (“Placement”)
―NZ$148m pro-rata accelerated entitlement offer (“Entitlement Offer”) at a ratio of 2.83 for 1
•Approximately 1,310m new Sky shares will be issued under the equity raising
Application price
•NZ$0.12 per new share (“Application Price”), representing:
―30.4% discount to TERP
1
of NZ$0.17
―63.6% discount to last close price of NZ$0.33 as at 20 May 2020
•The Australian dollar application price for eligible retail shareholders has been set at A$0.11, using the prevailing AUD/NZD exchange rate on 20
May 2020
Institutional
Entitlement Offer
•Eligible institutional shareholders will be invited to take up their entitlements in an accelerated Institutional EntitlementOffer
•The Entitlement Offer is non-renounceable and any entitlements not taken up will lapse
Retail Entitlement
Offer
•Eligible retail shareholders in New Zealand and Australia will be sent offer materials and invited to take up their entitlementsin a Retail Entitlement
Offer
•Eligible retail shareholders may also apply for additional new shares in excess of their entitlement at the Application Price, up to a maximum of 20%
over their pro rata entitlement
•The rights will not be quoted on the NZX or ASX and there will be no shortfall bookbuildfor those entitlements not taken up by eligible retail
shareholders or the entitlements of ineligible retail shareholders (the Entitlement Offer is non-renounceable and any entitlements not taken up will
lapse)
Ranking
•New shares issued under the Entitlement Offer will rank equally with existing Sky ordinary shares from the date of issue
Underwriting
•The equity raising is fully underwritten by Forsyth Barr Group Limited and Goldman Sachs New Zealand Limited on customary terms for an offer of
this nature
Recorddate
•The Entitlement Offer is open to existing eligible Sky shareholders on the register as at 7:00pm NZT on the Record Date of Monday 25 May 2020
Board support
•Sky’s Directors intend to take up their direct entitlements, to the extent that they are eligible to participate in the Entitlement Offer
1.TERP is the Theoretical Ex-Rights Price at which Sky ordinary shares would trade immediately after the ex-rights date for the Entitlement Offer. TERP is calculated with reference to Sky’s closing share price of NZ$0.33 on
20 May 2020 and includes all new shares issued under the equity raising. TERP is a theoretical calculation only and the actual price at which Sky ordinary shares will trade immediately after the ex-rights date for the
Entitlement Offer will depend on many factors and may not be equal to TERP
23

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Pro forma capitalisation and liquidity
Pro forma liquidity position
(NZ$m)Liquidity(30 April 2020)
Impact of equityraise
(net of transaction costs)
Pro forma liquidity (30 April 2020)
Drawn bank debt166(148)18
Bonds100100
Cash107107
Available undrawndebt34182
Total liquidity141289
Net debt / LTM EBITDA
2
0.8x0.1x
Sources & Uses
Sources (NZ$m)Uses (NZ$m)
Gross proceeds from equity raise157Paydown debt to allow repayment of Bonds in March 2021148
Transaction costs and financing fees9
Total sources157Total uses157
24
1.The bonds will be repaid out of available liquidity as at 31 March 2021
2.LTM EBITDA to 30 April 2020, including May–June 2019 adjusted for the impacts of IFRS16 and one off accounting items have been excluded including redundancy
costs, strategic consultancy costs and content write-offs
1

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Equity raising timetable
EventDate
Announcement of equity raising and trading halt pre market open
Thursday, 21 May 2020
Record date for the Entitlement Offer
Monday, 25 May 2020
Institutional Entitlement Offer and Placement
Institutional Entitlement Offer and Placement opens
Thursday, 21 May 2020
Institutional Entitlement Offer and Placementcloses
Friday, 22 May 2020
Trading halt lifted and shares recommence trading on NZX and ASX on an ‘ex-entitlement’ basis
Monday, 25 May 2020
ASX settlement
Friday, 29 May 2020
NZX settlement, NZX and ASX allotment and commencement of trading of new shares
Tuesday, 2 June 2020
Retail Entitlement Offer
Retail Entitlement Offer opensWednesday, 27 May 2020
Offer Document despatched to Eligible Retail Shareholders Wednesday, 27 May 2020
Retail Entitlement Offer closesTuesday, 9 June 2020
Announcement of results of Retail Entitlement OfferFriday, 12 June 2020
ASX settlement Monday, 15 June 2020
NZX settlement, NZX and ASX allotment and commencement of trading of new shares on NZX Tuesday, 16 June 2020
Commencement of trading of new shares on ASXWednesday, 17 June 2020
25

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Key risks relating to the equity
raising

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Key risks relating to the equity raising
27
This section outlines the key risks Sky has identified relating to the equity raise. These risks may affect the future operatingand financial performance of Sky
and the Sky share price. Like any investment, there are risks associated with an investment in Sky’s shares. Please note thatthis Section does not (and does
not purport to) set out all of the risks related to an investment in Sky shares, the future operating or financial performance of Sky, the equity raise or general
market or industry risks. Some risks may be unknown and other risks, currently believed to be immaterial, could turn out to be material
Investors should be aware that the spread of COVID-19, its effect on the global economy and actions taken in response by the NewZealand government, and
other governments around the world, has had a material adverse effect on Sky, its financial performance and position, liquidity,financial condition and
operations. It is not currently clear when these negative impacts will begin to abate. It is also likely that there will be further unforeseen negative impacts as
COVID-19 continues to affect the world. There is no certainty as to the severity or likelihood of any such unforeseen impacts arising nor whether any mitigating
action will be effective or can be taken
In light of the COVID-19 pandemic, extra caution should be taken when assessing the risks associated with investment. The rapidly changing COVID-19
situation is bringing unprecedented challenges to global financial markets, and the economy as a whole. Capital markets have seen equity securities suffer from
spikes in volatility and significant price decline
Before deciding whether to invest in Sky shares, you must make your own assessment of the risks associated with an investmentinSky, including the inherent
uncertainties as to the impact of COVID-19 noted above, and consider whether such an investment is suitable for you having regard to publicly available
information (including this presentation), your personal circumstances and following consultation with a financial or other professional adviser

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Key risks relating to the equity raising
28
Programming
rights
•Sky’s premium content suppliers continue to be impacted by COVID-19
•The ability of sports codes to deliver live sports in the format assumed at the time of entering into the supply agreements is being impacted by COVID-19 and
Government responses all around the world. Live sport content has effectively stopped with only limited return underway or scheduled at this stage. It remains
unclear when a full schedule of live sport will resume and the impact of what any modified format on resumption might have onthe appeal or value of that content
to Sky and its current or potential subscribers. If the content available on resumption is significantly less appealing or valuable or if live sport resumes later than
anticipated by Sky, it may have a material adverse effect on Sky’s financial performance, as sport remains a key part of Sky’s product offering and its continued
attractiveness to customers
•COVID-19 has seen a dramatic and sudden fall in sports codes’ revenues drawn from broadcast licence fees, sponsorship, ticket sales and merchandising. There
is accordingly general uncertainty around whether sports codes will remain financially viable with little live sport being played on a global basis for the time being.
Sky remains committed to working with its sport code partners. However, even with Sky’s support, COVID-19 may seriously affect codes and could change the
type and value of live sport output and/or the availability of rights to that content. Where international travel restrictions also disrupt what sports are played, that
too could change the value to Sky and its current or potential subscribers of the live sport on offer post COVID-19
•Sky is working closely with many contractual counterparties to seek to agree an appropriate equitable reduction in payments, or other appropriate concessions to
payment terms or discounts in response to the cessation of live sport. FY21 scenarios assume Sky reduces costs based on Sky’s reasonable expectation of a
negotiated reduction in sports programming rights costs broadly proportionate to the content not delivered and that Sky adjusts payment terms to monthly
payments and/or to better link payment amounts to content delivery. However, the extent to which Sky will have to make payments, and the extent to which live
sport (or other mitigation measures) will be available, is currently uncertain. If Sky is not able to achieve the assumed cost reductions or agree better payment
terms, it may have a material adverse effect on Sky’s anticipated financial performance
•While our key entertainment partner deals are currently unaffected, we do have concerns about the ability of our partners to deliver new content as studio
production has been disrupted which may result in an adverse impact to either or both of the volume and quality of the content being offered to Sky whether as
part of an existing output deal or as an open-market purchase. There is a risk that scarcity of new content and the change to charging mechanisms for content will
increase the price of open-market buying of content due to the buying approach that is being adopted by the ‘global streamers’ such as Netflix, Apple and
Amazon Prime
•Sky has a number of key entertainment content contract renewal negotiations underway. A renewal of any key content agreement –even with longer term
partners –is not without risk as each counterparty looks to address the cost and benefits to be achieved in the renewal during a multi-year view. Sky is cognisant
of the new reality where previously separately contracted agreements are effectively being negotiated as one due to the amalgamation of some studios and
licensors under one distribution umbrella. Sky is also alive to the increased challenge of securing appropriate rights to some content as studios and licensors look
to their own direct to consumer services or plans or to global platforms (such as Netflix and Apple). If Sky is unable to renew these key contracts it may result in a
reduction in its revenue or Sky may face increased costs if the cost of content is increased under a renewed contract

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Key risks relating to the equity raising (cont.)
29
Customer risk
•The spread of COVID-19 and the measures taken by governments in response have had a negative impact on the New Zealand economy and New Zealanders’
freedom of movement and freedom to gather. Sky’s customers include both residential and commercial businesses across our satellite, streaming and advertising
services
•As a generally discretionary spending item, the negative impact across the New Zealand economy may in turn have a material adverse effect on Sky’s financial
performance if its customers are either unable or unwilling to continue to subscribe to Sky’s products or if it cannot attract new customers (either directly or via its
wholesale arrangements)
•Sky’s commercial revenues, currently discounted for commercial customers impacted by COVID-19, are expected to start to return once the Government lowers
COVID-19 social gathering restrictions at Level 2 and below. However, there is a risk that Sky’s commercial revenues do not recover which would have a material
adverse impact on Sky’s financial performance
•Sky’s advertising revenue is currently depressed, as a large portion of Sky’s advertising revenue is captured around sportingevents and there remains a risk that
advertising revenues stay depressed for longer, which would have a material adverse impact on Sky’s financial performance
•There is a risk that Lightbox bundled wholesale subscribers do not continue their subscriptions when those arrangements expire in January 2021. These
subscribers account for approximately 55% of total entertainment streaming customers as at 30 April 2020
Business
disruption risk
•Operational cost optimisation measures have been carefully considered, so as to minimise disruption to Sky’s core operations.While Sky is proactively and
carefully considering all of the actions it takes in response to COVID-19, these actions and the impact of COVID-19 may negatively affect the ability of Sky to
operate effectively, which may in turn have a material adverse effect on Sky’s financial and operating performance
•Sky’s trading performance as the impact of COVID-19 continues may be worse than anticipated, whether due to subdued customer demand or the need for
greater discounting and customer incentives than anticipated, cost reductions having a negative impact on Sky’s ability to continue operations or other unforeseen
factors. If these factors arise, they could have a material adverse effect on Sky’s financial position and performance
Risks specific to
new initiatives
•Sky is currently undertaking a number of transformational cost out initiatives, including headcount reductions. To the extent that these cost savings are not fully
achieved, there may be a material adverse effect on the FY20 guidance and FY21 scenario presented
•Sky is proposing to undertake a number of new initiatives to establish its long-term strategy as a modern digital multi-media business. While Sky believes it has
appropriate expertise and resources in place to enable it to successfully complete these initiatives, there remain unforeseenrisks and other market risks, common
to any new enterprise, which may mean the anticipated benefits of the new business plan are delayed or not realised. If Sky is less successful in achieving these
initiatives than anticipated, it may have a material adverse effect on its financial performance and position

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Key risks relating to the equity raising (cont.)
30
Capital
sufficiency and
banking support
•Sky has undertaken a capital sufficiency modelling exercise to assist in determining the optimal equity raise size. Based on itsmodelling, Sky expects to have
sufficient liquidity to meet capital requirements under what Sky considers to be realistic downside scenarios which continue through to the end of FY21
•The model is based on what Sky considers to be a conservative set of assumptions and considers multiple scenarios for the resumption of sport in particular.
However, there remains a risk that the negative impacts of the COVID-19 pandemic far exceed Sky’s downside scenarios, and live sport content is delayed for
longer, customer numbers reduce materially because of prevailing economic conditions, or cost out assumptions cannot be met. In the event of this scenario
materialising, Sky may have insufficient liquidity to meet capital and operational requirements. Sky would reassess balance sheet strength and may seek to
access additional equity or debt funding which could have adverse effects on Sky’s operating performance and earnings
•Sky is working with its existing banking group and has agreed removal of the $50m facility limit step-down in July 2021 (limit maintained at $200m), relaxation of
certain covenants and extension of existing facilities to July 2023, subject to successful completion of a minimum NZ$80m equityraising (net of transaction costs)
and completion of documentation of the amendments. If the equity raise is not successfully completed, for example because theunderwriting agreement is
terminated prior to the allotment of the Institutional Entitlement Offer and Placement, Sky would need to consider alternative options including additional equity or
debt funding, or a refinancing of existing debt facilities. If Sky was unable to access these alternative options, Sky would be likely to breach its currently available
banking headroom upon repayment of the $100m of bonds maturing in March 2021. If this breach occurred, Sky would be unlikely to retain the support of its
banks, including for any necessary covenant or headroom relief, and may have to refinance its debt on less favourable terms which could have an adverse effect
on Sky’s financial position and performance
•Sky’s model indicates that the retention of the facility limit of $200m, relaxation of certain covenants and extension of facilities to July 2023 (subject to successful
completion of a minimum NZ$80m equity raising) will provide Sky with sufficient headroom until at least the end of FY21, including for the repayment of Sky’s
SKT020 bonds on 31 March 2021. However, there remains a risk that the impact of COVID-19 on Sky is worse than anticipated and may result in non-compliance
with covenants or otherwise trigger an event of default under Sky’s facilities, and Sky is unable to obtain further support fromits banking group. If this occurred,
Sky may need to refinance its existing debt on less favourable terms or take other actions to achieve compliance with its covenants, which may have a material
adverse effect on its financial and operating performance

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Key risks relating to the equity raising (cont.)
31
Impairment risk
•Sky had $547m of assets recorded on its balance sheet as at 31 December 2019 for programming rights inventory and goodwill. There is a risk that these assets
may be considered impaired. Further information on the assumptions currently underlying the carrying value of goodwill was set out in Note 12 of Sky’s recent
interim report for the 6 months ended 31 December 2019. At 20 May 2020 the share price of Sky was NZ$0.33 indicating a potential impairment of goodwill;
however this is only one factor to take into account, and is not necessarily representative of the future value of the business.Sky continues to review the
underlying assumptions based on the latest available information and will form an opinion at the time of finalising its next financial statements later in 2020. It is
possible that the carrying value of the assets may be considered impaired at that time and a non-cash charge to the profit and loss could occur.
Satelliterisk
•Sky’s current primary satellite is operating as required. In order to protect the ongoing delivery of Sky’s satellite delivery, Sky currently has access to a back-up
satellite which is also operating as required. In December 2018, Sky entered into an extension of its satellite service agreement with Optus for a further ten year
duration from 2021. The agreement is conditional on Optus taking sufficient steps to procure the successful launch of a new satellite to replace the existing
primary satellite within an acceptable timeframe. In January 2020, Optus indicated there may be a delay to the launch of a replacement satellite from the expected
deployment in 2022 to late 2023, noting that the primary satellite is due to become end of life in 2024 and the back-up satellite is due to become end of life in
2025. Sky is working with Optus and other satellite organisations to ensure that there is continuity of service. While Sky considers the risk of a disruption to
continuity of service due to a delayed launch of a replacement satellite, or failure to agree a new supply arrangement, or the transition to a new satellite or satellite
provider to be unlikely, should this occur it would have a material adverse impact on Sky’s financial and operating performance.

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Appendix: Foreign selling restrictions
32
This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. Inparticular, this document may not be distributed to any person, and
the New Shares may not be offered or sold, in any country outside New Zealand or Australia except to the extent permitted below.
Canada (British Columbia, Ontario and Quebec provinces)
This document constitutes an offering of New Shares only in the Provinces of British Columbia, Ontario and Quebec (the "Provinces") and to those persons to whom they may be lawfully
distributed in the Provinces, and only by persons permitted to sell such New Shares. This document is not, and under no circumstances is to be construed as, an advertisement or a public
offering of securities in the Provinces. This document may only be distributed in the Provinces to persons that are "accreditedinvestors" within the meaning of NI 45-106 –Prospectus
Exemptions, of the Canadian Securities Administrators.
No securities commission or similar authority in the Provinces has reviewed or in any way passed upon this document, the merits of the New Shares or the offering of New Shares and any
representation to the contrary is an offence.
No prospectus has been, or will be, filed in the Provinces with respect to the offering of New Shares or the resale of such securities. Any person in the Provinces lawfully participating in the offer
will not receive the information, legal rights or protections that would be afforded had a prospectus been filed and receipted by the securities regulator in the applicable Province. Furthermore,
any resale of the New Shares in the Provinces must be made in accordance with applicable Canadian securities laws which may require resales to be made in accordance with exemptions from
dealer registration and prospectus requirements. These resale restrictions may in some circumstances apply to resales of the NewShares outside Canada and, as a result, Canadian
purchasers should seek legal advice prior to any resale of the New Shares.
The Company as well as its directors and officers may be located outside Canada and, as a result, it may not be possible for purchasers to effect service of process within Canada upon the
Company or its directors or officers. All or a substantial portion of the assets of the Company and such persons may be located outside Canada and, as a result, it may not be possible to satisfy
a judgment against the Company or such persons in Canada or to enforce a judgment obtained in Canadian courts against the Company or such persons outside Canada.
Any financial information contained in this document has been prepared in accordance with generally accepted accounting practicein New Zealand and also comply with International Financial
Reporting Standards and interpretations issued by the International Accounting Standards Board. Unless stated otherwise, all dollar amounts contained in this document are in New Zealand
dollars.
Statutory rights of action for damages and rescission
Securities legislation in certain of the Provinces may provide purchasers with, in addition to any other rights they may haveatlaw, rights of rescission or to damages, or both, when an offering
memorandum that is delivered to purchasers contains a misrepresentation. These rights and remedies must be exercised within prescribed time limits and are subject to the defenses contained
in applicable securities legislation. Prospective purchasers should refer to the applicable provisions of the securities legislation of their respective Province for the particulars of these rights or
consult with a legal adviser.

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Appendix: Foreign selling restrictions (cont.)
33
The following is a summary of the statutory rights of rescission or to damages, or both, available to purchasers in Ontario. In Ontario, every purchaser of the New Shares purchased pursuant to
this document (other than (a) a "Canadian financial institution" or a "Schedule III bank" (each as defined in NI 45-106), (b) the Business Development Bank of Canada or (c) a subsidiary of any
person referred to in (a) or (b) above, if the person owns all the voting securities of the subsidiary, except the voting securities required by law to be owned by the directors of that subsidiary)
shall have a statutory right of action for damages and/or rescission against the Company if this document or any amendment thereto contains a misrepresentation. If a purchaser elects to
exercise the right of action for rescission, the purchaser will have no right of action for damages against the Company. This right of action for rescission or damages is in addition to and without
derogation from any other right the purchaser may have at law. In particular, Section 130.1 of the Securities Act (Ontario) provides that, if this document contains a misrepresentation, a
purchaser who purchases the New Shares during the period of distribution shall be deemed to have relied on the misrepresentationif it was a misrepresentation at the time of purchase and has
a right of action for damages or, alternatively, may elect to exercise a right of rescission against the Company, provided that (a) the Company will not be liable if it proves that the purchaser
purchased the New Shares with knowledge of the misrepresentation; (b) in an action for damages, the Company is not liable forall or any portion of the damages that the Company proves does
not represent the depreciation in value of the New Shares as a result of the misrepresentation relied upon; and (c) in no case shall the amount recoverable exceed the price at which the New
Shares were offered.
Section 138 of the Securities Act(Ontario) provides that no action shall be commenced to enforce these rights more than (a) in the case of any action for rescission, 180 days after the date of
the transaction that gave rise to the cause of action or (b) in the case of any action, other than an action for rescission, theearlier of (i) 180 days after the purchaser first had knowledge of the
fact giving rise to the cause of action or (ii) three years after the date of the transaction that gave rise to the cause of action. These rights are in addition to and not in derogation from any other
right the purchaser may have.
Certain Canadian income tax considerations. Prospective purchasers of the New Shares should consult their own tax adviser with respect to any taxes payable in connection with the acquisition,
holding or disposition of the New Shares as any discussion of taxation related matters in this document is not a comprehensive description and there are a number of substantive Canadian tax
compliance requirements for investors in the Provinces.
Language of documents in Canada. Upon receipt of this document, each investor in Canada hereby confirms that it has expressly requested that all documents evidencing or relating in any way
to the sale of the New Shares (including for greater certainty any purchase confirmation or any notice) be drawn up in the English language only. Par la réception de ce document, chaque
investisseur canadien confirme par les présentes qu’il a expressément exigé que tous les documents faisant foi ou se rapportant de quelque manière que ce soit à la vente des valeurs
mobilières décrites aux présentes (incluant, pour plus de certitude, toute confirmation d’achat ou tout avis) soient rédigés en anglais seulement.
European Union (Denmark, Germany and the Netherlands)
This document has not been, and will not be, registered with or approved by any securities regulator in Denmark, Germany or the Netherlands. Accordingly, this document may not be made
available, nor may the New Shares be offered for sale, in Denmark, Germany and the Netherlands except in circumstances that do not require a prospectus under Article 1(4) of Regulation (EU)
2017/1129 of the European Parliament and the Council of the European Union (the "Prospectus Regulation").
In accordance with Article 1(4)(a) of the Prospectus Regulation, an offer of New Shares in Denmark, Germany and the Netherlands is limited to persons who are "qualified investors" (as defined
in Article 2(e) of the Prospectus Regulation).

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Appendix: Foreign selling restrictions (cont.)
34
Hong Kong
WARNING: This document has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor
has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance(Cap. 571) of the Laws of Hong Kong (the "SFO"). No action
has been taken in Hong Kong to authorise or register this document or to permit the distribution of this document or any documents issued in connection with it. Accordingly, the New Shares
have not been and will not be offered or sold in Hong Kong other than to "professional investors" (as defined in the SFO and anyrules made under that ordinance).
No advertisement, invitation or document relating to the New Shares has been or will be issued, or has been or will be in thepossession of any person for the purpose of issue, in Hong Kong or
elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (exceptifpermitted to do so under the securities laws of Hong Kong) other
than with respect to the New Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors (as defined in the SFO and any rules made
under that ordinance). No person allotted New Shares may sell, or offer to sell, such securities in circumstances that amounttoan offer to the public in Hong Kong within six months following the
date of issue of such securities.
The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any of the
contents of this document, you should obtain independent professional advice.
Norway
This document has not been approved by, or registered with, any Norwegian securities regulator under the Norwegian SecuritiesTrading Act of 29 June 2007. Accordingly, this document shall
not be deemed to constitute an offer to the public in Norway within the meaning of the Norwegian Securities Trading Act of 2007.
The New Shares may not be offered or sold, directly or indirectly, in Norway except to "professional clients" (as defined in theNorwegian Securities Trading Act of 29 June 2007 no. 75 (Section
10-6) and including non-professional clients having met the criteria for being deemed to be professional and for which an investment firm has waived the protection as non-professional in
accordance with the procedures in this regulation).
Singapore
This document and any other materials relating to the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore.
Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of New Shares, may not be issued, circulated or
distributed, nor may the New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase,whether directly or indirectly, to persons in Singapore except
pursuant to and in accordance with exemptions in Subdivision (4) of Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA"), or as otherwise pursuant to,
and in accordance with the conditions of any other applicable provisions of the SFA.
This document has been given to you on the basis that you are (i) an existing holder of the Company’s shares, (ii) an "institutional investor" (as defined in the SFA) or (iii) an "accredited investor"
(as defined in the SFA). In the event that you are not an investor falling within any of the categories set out above, pleasereturn this document immediately. You may not forward or circulate this
document to any other person in Singapore.
Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any other party. There are on-sale restrictions in Singapore that may be applicable to investors
who acquire New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Appendix: Foreign selling restrictions (cont.)
35
Switzerland
The offering of the New Shares in Switzerland is exempt from requirement to prepare and publish a prospectus under the Swiss Financial Services Act ("FinSA") because such offering is made
to professional clients within the meaning of the FinSA only and the New Shares will not be admitted to trading on any trading venue (exchange or multilateral trading facility) in Switzerland. This
Offering Memorandum does not constitute a prospectus pursuant to the FinSA, art. 652a, or art. 752 of the Swiss Code of Obligations (in its version applicable during the transitory period after
entering into force of FinSA on January 1, 2020) or a listing prospectus within the meaning of art. 27 et seqq. of the SIX Listing Rules (in their version enacted on January 1, 2020, and to be
applied during the transitory period), and no such prospectus has been or will be prepared for or in connection with the offering of the New Shares.
United Arab Emirates
Neither this document nor the New Shares have been approved or passed on in any way by the Emirates Securities and Commodities Authority ("ESCA") or any other governmental authority in
the United Arab Emirates. The Company has not received authorisation from the ESCA or any other governmental authority to marketor sell the New Shares within the United Arab Emirates.
This document does not constitute, and may not be used for the purpose of, an offer of securities in the United Arab Emirates. No services relating to the New Shares, including the receipt of
applications, may be rendered within the United Arab Emirates.
No offer or invitation to subscribe for New Shares is valid, or permitted from any person, in the Abu Dhabi Global Market or theDubai International Financial Centre.
United Kingdom
Neither the information in this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus
(within the meaning of section 85 of the Financial Services and Markets Act 2000, as amended ("FSMA")) has been published or is intended to be published in respect of the New Shares.
This document is issued on a confidential basis to "qualified investors" (within the meaning of section 86(7) of the FSMA) inthe United Kingdom, and the New Shares may not be offered or sold
in the United Kingdom by means of this document, any accompanying letter or any other document, except in circumstances whichdonot require the publication of a prospectus pursuant to
section 86(1) of the FSMA. This document should not be distributed, published or reproduced, in whole or in part, nor may itscontents be disclosed by recipients to any other person in the
United Kingdom.
Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) received in connection with the issue or sale of the New Shares has only been
communicated or caused to be communicated and will only be communicated or caused to be communicated in the United Kingdom incircumstances in which section 21(1) of the FSMA does
not apply to the Company.
In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have professional experience in matters relating to investments falling within Article 19(5)
(investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended ("FPO"), (ii) who fall within the categories of persons referred to in
Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (together "relevant persons"). The
investments to which this document relates are available only to, and any invitation, offer or agreement to purchase will be engaged in only with, relevant persons. Any person who is not a
relevant person should not act or rely on this document or any of its contents.
United States
This document does not constitute an offer to sell, or the solicitation of an offer to buy, securities in the United States, andmay not be distributed to any person in the United States.
The Entitlements and the New Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (US Securities Act)and may not be offered or sold, directly
or indirectly, in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable securities laws of any state or other
jurisdiction of the United States.

---

Sky New Zealand
PO Box 9059
Newmarket
Auckland 1149
New Zealand
10 Panorama Road
Mt Wellington
Auckland 1060 New
Zealand
T. +64 9 579 9999
sky.co.nz

SKY NETWORK TELEVISION LIMITED

ASX / NZX ANNOUNCEMENT

21 May 2020


Notice pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets
Conduct Regulations 2014

Sky Network Television Limited (Sky) has today announced that it will undertake a
placement and an accelerated entitlement offer of new fully paid ordinary shares of the
same class as already quoted on the NZX Main Board of NZX Limited and the Australian
Securities Exchange operated by ASX Limited (the Offer).

Pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct Regulations
2014 (FMC Regulations) and the Financial Markets Conduct Act 2013 (FMCA), Sky states
that:

1 Sky is making the Offer in reliance upon the exclusion in clause 19 of Schedule 1 to
the FMCA and is giving this notice under clause 20(1)(a) of Schedule 8 to the FMC
Regulations.

2 As at the date of this notice, Sky is in compliance with its financial reporting
obligations within the meaning set out in clause 20(5) of Schedule 8 of the FMC
Regulations.

3 As at the date of this notice, Sky is in compliance with the continuous disclosure
obligations that apply to it in relation to Sky’s quoted ordinary shares and there is
no information that is "excluded information" as defined in clause 20(5) of Schedule
8 to the FMC Regulations.


The Offer is not expected to have any effect on the control of Sky within the meaning set
out in clause 48 of Schedule 1 of the FMCA.

Yours faithfully



Sophie Moloney
Chief Legal, People & Partnerships Officer
Sky Network Television Limited

---

Sky New Zealand
PO Box 9059
Newmarket
Auckland 1149
New Zealand
10 Panorama Road
Mt Wellington
Auckland 1060 New
Zealand
T. +64 9 579 9999
sky.co.nz

SKY NETWORK TELEVISION LIMITED

ASX / NZX ANNOUNCEMENT

21 May 2020


Notice pursuant to 708AA(2)(f) of the Corporations Act 2001 (Cth)

Sky Network Television Limited (Sky) has today announced that it will undertake a
placement and an accelerated entitlement offer (Entitlement Offer) of new fully paid
ordinary shares (New Shares) of the same class as already quoted on the NZX Main Board
of NZX Limited and the Australian Securities Exchange operated by ASX Limited.

This notice is given by Sky under section 708AA(2)(f) of the Corporations Act 2001 (Cth)
(Corporations Act) as modified by ASIC Corporations (Non-Traditional Rights Issues)
Instrument 2016/84 and ASIC Corporations (Disregarding Technical Relief) Instrument
2016/73.

Sky confirms the following:

1 The New Shares will be offered for issue without disclosure to investors under Part
6D.2 of the Corporations Act.

2 This notice is being given under section 708AA(2)(f) of the Corporations Act.

3 As at the date of this notice, Sky has complied with:
(a) the provisions of Chapter 2M of the Corporations Act as they apply to Sky;
and
(b) section 674 of the Corporations Act.

4 As at the date of this notice, there is no 'excluded information' of the type referred
to in sections 708AA(8) and 708AA(9) of the Corporations Act.

5 The potential effect that the issue of the New Shares will have on the control of Sky,
and the consequences of that effect, will depend on a number of factors, including
investor demand and existing shareholders. At this time, the issue of the New
Shares is not expected to have a material effect or consequence on the control of
Sky given:

(a) the structure of the Entitlement Offer is structured as a pro-rata issue; and
(b) the underwriting arrangements in place for the Entitlement Offer and the
current level of holders of substantial holdings (based on substantial holding
notices that have been given to Sky and lodged with ASX on or prior to the
date of this notice).

2


Yours faithfully



Sophie Moloney
Chief Legal, People & Partnerships Officer
Sky Network Television Limited

---

Corporate Action Notice
(Other than for a Distribution)
Updated as at 17 October 2019

Page 1 of 2
Section 1: issuer information (mandatory)
Name of issuer Sky Network Television Limited
Class of Financial Product SKT
NZX ticker code Ordinary Shares
ISIN (If unknown, check on NZX
website)
NZSKTE0001S6
Name of Registry Computershare Investor Services Limited
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share purchase
plan
Renounceable
Rights issue

Capital
reconstruction
Non
Renounceable
Rights issue
X
Call Bonus issue
Record date 25 May 2020
Ex-Date (one business day before the
Record Date)
22 May 2020
Currency NZD
Section 2: Rights issue (delete if not applicable)
Number of Rights to be issued Approximately 1,234,521,046 (subject to rounding)
Number of Financial Products to be
issued under the Rights issue
Approximately 1,234,521,046 ordinary shares
(subject to rounding
ISIN of Rights Security (if applicable) N/A
Minimum entitlement N/A
Entitlement ratio (for example 1 for 2) New 2.83 Existing 1
Treatment of fractions Where fractions arise in the calculation of
entitlements, they will be rounded down to the
nearest share.
Subscription price NZ$0.12 per share.
Letters of entitlement mailed The Offer Document and Entitlement and
Acceptance Form will be sent to eligible retail
shareholders on or about 27 May 2020.
Offer close Institutional Entitlement Offer – 22 May 2020
Retail Entitlement Offer - 9 June 2020
Quotation Date (if applicable) N/A
Allotment Date New Shares under the Institutional Entitlement Offer
– Market open on 2 June 2020

2 of 2
New Shares under the Retail Entitlement Offer
– Market open on 16 June 2020
Section 7: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Sophie Moloney – Chief Legal, People and
Partnerships Officer
Contact person for this announcement Sophie Moloney – Chief Legal, People and
Partnerships Officer
Contact phone number +64 9 579 9999
Contact email address sophie.moloney@skytv.co.nz
Date of release through MAP 21 May 2020

---

This appendix is available as an online form Appendix 3B
Only use this form if the online version is not available Proposed issue of +securities

+ See chapter 19 for defined terms
31 January 2020 Page 1
Appendix 3B
Proposed issue of +securities
Information and documents given to ASX become ASX’s property and may be made public.
If you are an entity incorporated outside Australia and you are proposing to issue a new class of
+securities other than CDIs, you will need to obtain and provide an International Securities
Identification Number (ISIN) for that class. Similarly, if you are an entity incorporated outside Australia,
the +securities proposed to be issued are in an existing class of +security but the event timetable
includes a period of rights or +deferred settlement trading, you will need to obtain and provide an ISIN
code for the rights and/or the deferred settlement +securities. Further information on the requirement
for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create
the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in
specific notes for certain questions. The balance of the information, where applicable, must be
provided as soon as reasonably practicable by the entity.
1. PART 1 – ENTITY AND ANNOUNCEMENT DETAILS
Question
no
Question Answer
1.1 *Name of entity
We (the entity here named)
give ASX the following
information about a proposed
issue of
+
securities and, if ASX
agrees to
+
quote any of the
+
securities (including any
rights) on a
+
deferred
settlement basis, we agree to
the matters set out in
Appendix 3B of the ASX
Listing Rules
Sky Network Television Limited (“SKT”)
1.2 *Registration type and number
Please supply your ABN, ARSN,
ARBN, ACN or another registration
type and number (if you supply
another registration type, please
specify both the type of registration
and the registration number).
ARBN 113 908 875
1.3 *ASX issuer code SKT
1.4 *This announcement is
Tick whichever is applicable.
☒ A new announcement
☐ An update/amendment to a previous announcement
☐ A cancellation of a previous announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in
Q1.4 above. A reason must be
provided for an update.
N/A
1.4b *Date of previous
announcement to this update
Mandatory only if “Update” ticked in
Q1.4 above.
N/A
1.4c *Reason for cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above.
N/A

+ See chapter 19 for defined terms
31 January 2020 Page 2
1.4d *Date of previous
announcement to this
cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above.
N/A
1.5 *Date of this announcement 21 May 2020
1.6 *The proposed issue is:
Note: You can select more than one
type of issue (e.g. an offer of
securities under a securities purchase
plan and a placement, however ASX
may restrict certain events from being
announced concurrently). Please
contact your listing adviser if you are
unsure.
☐ A +bonus issue (complete Parts 2 and 8)
☐ A standard +pro rata issue (non-renounceable or
renounceable) (complete Q1.6a and Parts 3 and 8)
☒ An accelerated offer (complete Q1.6b and Parts 3 and 8)
☐ An offer of +securities under a +securities purchase
plan (complete Parts 4 and 8)
☐ A non-+pro rata offer of +securities under a
+disclosure document or +PDS (complete Parts 5 and 8)
☐ A non-+pro rata offer to wholesale investors under an
information memorandum (complete Parts 6 and 8)
☒ A placement or other type of issue (complete Parts 7 and
8)
1.6a *The proposed standard +pro
rata issue is:
Answer this question if your response
to Q1.6 is “A standard pro rata issue
(non-renounceable or renounceable).”
Select one item from the list
☐ Non-renounceable
☐ Renounceable
1.6b *The proposed accelerated
offer is:
Answer this question if your response
to Q1.6 is “An accelerated offer”
Select one item from the list
☒ Accelerated non-renounceable entitlement offer
(commonly known as a JUMBO or ANREO)
☐ Accelerated renounceable entitlement offer
(commonly known as an AREO)
☐ Simultaneous accelerated renounceable entitlement
offer (commonly known as a SAREO)
☐ Accelerated renounceable entitlement offer with dual
book-build structure (commonly known as a
RAPIDS)
☐ Accelerated renounceable entitlement offer with retail
rights trading (commonly known as a PAITREO)

+ See chapter 19 for defined terms
31 January 2020 Page 3
2. PART 2 – DETAILS OF PROPOSED +BONUS ISSUE
If your response to Q1.6 is “A bonus issue”, please complete Parts 2A – 2D and the details of the securities proposed to be
issued in Part 8. Refer to section 1 of Appendix 7A of the Listing Rules for the timetable for bonus issues.
Part 2A – Proposed +bonus issue – conditions
Question
No.
Question Answer
2A.1 *Are any of the following approvals required
for the +bonus issue to be unconditional?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
If any of the above approvals apply to the bonus issue,
they must be obtained before business day 0 of the
timetable. The relevant approvals must be received
before ASX can establish an ex market in the
securities.

2A.1a Conditions
Answer these questions if your response to Q2A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of security holder approval or the date of the court hearing in the case of court
approval).
*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
*Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval. Please advise
before business day 0 of
the Appendix 7A bonus
issue timetable.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)

+ See chapter 19 for defined terms
31 January 2020 Page 4
Part 2B – Proposed +bonus issue - issue details
Question
No.
Question Answer
2B.1 *Class or classes of +securities that will
participate in the proposed +bonus issue
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed bonus issue, make sure you clearly identify
any different treatment between the classes.

2B.2 *Class of +securities that will be issued in
the proposed +bonus issue (please enter
both the ASX security code & description)

2B.3 *Issue ratio
Enter the quantity of additional securities to be issued
for a given quantity of securities held (for example, 1
for 2 means 1 new security issued for every 2 existing
securities held).
Please only enter whole numbers (for example, a
bonus issue of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).

2B.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐ Fractions rounded up to the next whole
number
☐ Fractions rounded down to the nearest
whole number or fractions disregarded
☐ Fractions sold and proceeds distributed
☐ Fractions of 0.5 or more rounded up
☐ Fractions over 0.5 rounded up
☐ Not applicable
2B.5 *Maximum number of +securities proposed
to be issued (subject to rounding)

Part 2C – Proposed +bonus issue – timetable
Question
No.
Question Answer
2C.1 *+Record date
Record date to identify security holders entitled to
participate in the bonus issue. Per Appendix 7A section
1 the record date must be at least 4 business days
from the announcement date (day 0).

2C.3 *Ex date
Per Appendix 7A section 1 the ex date is one business
day before the record date. This is also the date that
the bonus securities will commence quotation on a
deferred settlement basis.

2C.4 *Record date
Same as Q2C.1 above

+ See chapter 19 for defined terms
31 January 2020 Page 5
2C.5 *+Issue date
Per Appendix 7A section 1 the issue date should be at
least one business day and no more than 5 business
days after the record date (the last day for the entity to
issue the bonus securities and lodge an Appendix 2A
with ASX to apply for quotation of the bonus
securities). Deferred settlement trading will end at
market close on this day.

2C.6 *Date trading starts on a normal T+2 basis
Per Appendix 7A section 1 this is one business day
after the issue date.

2C.7 *First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
Per Appendix 7A section 1 this is two business days
after trading starts on a normal T+2 basis (3 business
days after the issue date).

Part 2D – Proposed +bonus issue – further information
Question
No.
Question Answer
2D.1 *Will holdings on different registers or sub
registers be aggregated for the purposes of
determining entitlements to the +bonus
issue?

2D.1a
Please explain how holdings on different
registers or subregisters will be aggregated
for the purposes of determining entitlements
Answer this question if your response to Q2D.1 is
“Yes”.

2D.2
*Countries in which the entity has +security
holders who will not be eligible to participate
in the proposed +bonus issue
Note: The entity must send each holder to whom it will
not offer the securities details of the issue and advice
that the entity will not offer securities to them (listing
rule 7.7.1(b)).

2D.3 *Will the entity be changing its
dividend/distribution policy as a result of the
proposed +bonus issue

2D.3a Please explain how the entity will change its
dividend/distribution policy if the proposed
+bonus issue proceeds
Answer this question if your response to Q2D.3 is
“Yes”.

2D.4 *Details of any material fees or costs to be
incurred by the entity in connection with the
proposed +bonus issue

2D.5 Any other information the entity wishes to
provide about the proposed +bonus issue

+ See chapter 19 for defined terms
31 January 2020 Page 6
3. PART 3 – DETAILS OF PROPOSED ENTITLEMENT OFFER
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” or “An accelerated offer”, please
complete parts 3A, 3F and 3G and the details of the securities proposed to be issued in Part 8. Please also complete Parts 3B
and 3C if your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” and Parts 3D and 3E if your
response to Q1.6 is “An accelerated offer”. Refer to sections 2,3,4,5 and 6 of Appendix 7A of the Listing Rules for the respective
timetables for entitlement offers, including non-renounceable, renounceable and accelerated offers.
Part 3A – Proposed entitlement offer – conditions
Question
No.
Question Answer
3A.1 *Are any of the following approvals required
for the entitlement offer to be unconditional?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
If any of the above approvals apply to the entitlement
offer, they must be obtained before business day 0 of
the timetable. The relevant approvals must be received
before ASX can establish an ex market in the
securities.
No
3A.1a Conditions
Answer these questions if your response to Q3A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).
*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval. Please advise
before
+
business day 0
of the relevant Appendix
7A entitlement offer
timetable.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)

+ See chapter 19 for defined terms
31 January 2020 Page 7
Part 3B – Proposed standard pro rata issue entitlement offer - offer details
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant
questions in this part.
Question
No.
Question Answer
3B.1 *Class or classes of +securities that will
participate in the proposed entitlement offer
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed entitlement offer, make sure you clearly
identify any different treatment between the classes.

3B.2 *Class of +securities that will be issued in
the proposed entitlement offer (please enter
both the ASX security code & description)

3B.3 *Offer ratio
Enter the quantity of additional securities to be offered
for a given quantity of securities held (for example, 1
for 2 means 1 new security will be offered for every 2
existing securities held).
Please only enter whole numbers (for example, an
entitlement offer of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).

3B.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐Fractions rounded up to the next whole
number
☐Fractions rounded down to the nearest
whole number or fractions disregarded
☐Fractions sold and proceeds distributed
☐Fractions of 0.5 or more rounded up
☐Fractions over 0.5 rounded up
☐Not applicable
3B.5 *Maximum number of +securities proposed
to be issued (subject to rounding)

3B.6 *Will individual +security holders be
permitted to apply for more than their
entitlement (i.e. to over-subscribe)?
Yes or No
3B.6a *Describe the limits on over-subscription
Answer this question if your response to Q3B.6 is
“Yes”.

3B.7 *Will a scale back be applied if the offer is
over-subscribed?
Yes or No
3B.7a *Describe the scale back arrangements
Answer this question if your response to Q3B.7 is
“Yes”.

3B.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.

3B.9 *Has the offer price been determined? Yes or No
3B.9a *What is the offer price per +security?
Answer this question if your response to Q3B.9 is “Yes”
using the currency specified in your answer to Q3B.8.

+ See chapter 19 for defined terms
31 January 2020 Page 8
3B.9b *How and when will the offer price be
determined?
Answer this question if your response to Q3B.9 is “No”.

Part 3C – Proposed standard pro rata issue – timetable
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant
questions in this part.
Question
No.
Question Answer
3C.1 *+Record date
Record date to identify security holders entitled to
participate in the issue. Per Appendix 7A sections 2
and 3 the record date must be at least 3 business days
from the announcement date (day 0)

3C.2 *Ex date
Per Appendix 7A sections 2 and 3 the Ex Date is one
business day before the record date. For renounceable
issues, this is also the date that rights will commence
quotation on a deferred settlement basis.

3C.3 *Date rights trading commences
For renounceable issues only - this is the date that
rights will commence quotation initially on a deferred
settlement basis

3C.4 *Record date
Same as Q3C.1 above

3C.5 *Date on which offer documents will be sent
to +security holders entitled to participate in
the +pro rata issue
The offer documents can be sent to security holders as
early as business day 4 but must be sent no later than
business day 6. Business day 6 is the last day for the
offer to open.
For renounceable issues, deferred settlement trading in
rights ends at the close of trading on this day. Trading
in rights on a normal (T+2) settlement basis will start
from market open on the next business day (i.e.
business day 7) provided that the entity tells ASX by
12pm Sydney time that the offer documents have been
sent or will have been sent by the end of the day.

3C.6 *Offer closing date
Offers close at 5pm on this day. The date must be at
least 7 business days after the entity announces that
the offer documents have been sent to holders.

3C.7 *Last day to extend the offer closing date
At least 3 business days’ notice must be given to
extend the offer closing date.

3C.8 *Date rights trading ends
For renounceable issues only - rights trading ends at
the close of trading 5 business days before the
applications closing date.

3C.9 *Trading in new +securities commences on
a deferred settlement basis
Non-renounceable issues - the business day after the
offer closing date
Renounceable issues – the business day after the date
rights trading ends

+ See chapter 19 for defined terms
31 January 2020 Page 9
3C.10 *Last day for entity to announce the results
of the offer to ASX, including the number
and percentage of +securities taken up by
existing +security holders and any shortfall
taken up by underwriters or other investors
No more than 3 business days after the offer closing
date

3C.11 *Issue date
Per Appendix 7A section 2 and section 3, the issue
date should be no more than 5 business days after the
offer closes date (the last day for the entity to issue the
securities taken up in the pro rata issue and lodge an
Appendix 2A with ASX to apply for quotation of the
securities). Deferred settlement trading will end at
market close on this day.

3C.12 *Date trading starts on a normal T+2 basis
Per Appendix 7A section 2 and 3 this is one business
day after the issue date.

3C.13
*First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
Per Appendix 7A section 2 and 3 1 this is two business
days after trading starts on a normal T+2 basis (3
business days after the issue date).

Part 3D – Proposed accelerated offer – offer details
Question
No.
Question Answer
3D.1 *Class or classes of +securities that will
participate in the proposed entitlement offer
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed entitlement offer, make sure you clearly
identify any different treatment between the classes.
SKT fully paid ordinary shares
3D.2 *Class of +securities that will issued in the
proposed entitlement offer (please enter
both the ASX security code & description)
SKT fully paid ordinary shares
3D.3 *Has the offer ratio been determined? Yes
3D.3a *Offer ratio
Answer this question if your response to Q3D.3 is
“Yes” or “No”. If your response to Q3D.3 is “No” please
provide an indicative ratio and state as indicative.
Enter the quantity of additional securities to be offered
for a given quantity of securities held (for example, 1
for 2 means 1 new security will be offered for every 2
existing securities held).
Please only enter whole numbers (for example, an
entitlement offer of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).
2.83 for 1
3D.3b *How and when will the offer ratio be
determined?
Answer this question if your response to Q3D.3 is “No”.
Note that once the offer ratio is determined, this must
be provided via an update announcement.
N/A

+ See chapter 19 for defined terms
31 January 2020 Page 10
3D.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐ Fractions rounded up to the next whole
number
☒ Fractions rounded down to the nearest
whole number or fractions disregarded
☐ Fractions sold and proceeds distributed
☐ Fractions of 0.5 or more rounded up
☐ Fractions over 0.5 rounded up
☐ Not applicable
3D.5 *Maximum number of +securities proposed
to be issued (subject to rounding)
1,234,521,046
3D.6 *Will individual +security holders be
permitted to apply for more than their
entitlement (i.e. to over-subscribe)?
Yes
3D.6a *Describe the limits on over-subscription
Answer this question if your response to Q3D.6 is
“Yes”.
Eligible Retail Shareholders who have taken
up all of their Entitlements in full may apply
for additional New Shares up to 20% of their
entitlement by completing the appropriate
section on the Entitlement and Acceptance
Form, or as directed via the online
application, and applying for additional New
Shares at the Offer Price. Payment must be
made for both your Entitlements and any
additional New Shares for which you wish to
apply.
3D.7 *Will a scale back be applied if the offer is
over-subscribed?
Yes
3D.7a *Describe the scale back arrangements
Answer this question if your response to Q3D.7 is
“Yes”.
If there are excess over-subscription
applications for additional New Shares, Sky
and the Joint Lead Managers reserve the
right to scale back applications for additional
New Shares in their absolute discretion.

In the event of a scale back, any application
monies received for more than an Eligible
Retail Shareholders' allocation of New
Shares and additional New Shares will be
refunded following allotment. No interest will
be paid on any application monies received
and refunded.
3D.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.
NZD
3D.9 *Has the offer price for the institutional offer
been determined?
Yes
3D.9a
*What is the offer price per +security for the
institutional offer?
Answer this question if your response to Q3D.9 is
“Yes” using the currency specified in your answer to
Q3D.8.
NZD$0.12
3D.9b *How and when will the offer price for the
institutional offer be determined?
Answer this question if your response to Q3D.9 is “No”.
N/A

+ See chapter 19 for defined terms
31 January 2020 Page 11
3D.9c *Will the offer price for the institutional offer
be determined by way of a bookbuild?
Answer this question if your response to Q3D.9 is “No”.
If your response to this question is “yes”, please note
the information that ASX expects to be announced
about the results of the bookbuild set out in
section 4.12 of Guidance Note 30 Notifying an Issue of
Securities and Applying for their Quotation.
N/A
3D.9d *Provide details of the parameters that will
apply to the bookbuild for the institutional
offer (e.g. the indicative price range for the
bookbuild)
Answer this question if your response to Q3D.9 is “No”
and your response to Q5B.9c is “Yes”.
N/A
3D.10
*Has the offer price for the retail offer been
determined?
Yes
3D.10a *What is the offer price per +security for the
retail offer?
Answer this question if your response to Q3D.10 is
“Yes” using the currency specified in your answer to
Q3B.8.
NZD$0.12
3D.10b *How and when will the offer price for the
retail offer be determined?
Answer this question if your response to Q3D.10 is
“No”.
N/A
Part 3E – Proposed accelerated offer – timetable
If your response to Q1.6 is “An accelerated offer”, please complete the relevant questions in this Part.
Question
No.
Question Answer
3E.1a *First day of trading halt
The entity is required to announce the accelerated offer
and give a completed Appendix 3B to ASX. If the
accelerated offer is conditional on security holder
approval or any other requirement, that condition must
have been satisfied and the entity must have
announced that fact to ASX. An entity should also
consider the rights of convertible security holders to
participate in the issue and what, if any, notice needs
to be given to them in relation to the issue
21 May 2020
3E.1b *Announcement date of accelerated offer 21 May 2020
3E.2 *Trading resumes on an ex-entitlement
basis (ex date)
For JUMBO, ANREO, AREO, SAREO, RAPIDs offers
25 May 2020
3E.3 *Trading resumes on ex-rights basis
For PAITREO offers only

3E.4 *Rights trading commences
For PAITREO offers only

3E.5 *Date offer will be made to eligible
institutional +security holders
21 May 2020
3E.6 *Application closing date for institutional
+security holders
22 May 2020

+ See chapter 19 for defined terms
31 January 2020 Page 12
3E.7 *Institutional offer shortfall book build date
For AREO, SAREO, RAPIDs, PAITREO offers

3E.8
*Announcement of results of institutional
offer
The announcement should be made before the
resumption of trading following the trading halt.
25 May 2020
3E.9 *+Record date
Record date to identify security holders entitled to
participate in the offer. Per Appendix 7A sections 4, 5
and 6 the record date must be at least 2 business days
from the announcement date (day 0).
25 May 2020
3E.10 *Settlement date of new +securities issued
under institutional entitlement offer
If DvP settlement applies, provided the Appendix 2A is
given to ASX before noon (Sydney time) this day,
normal trading in the securities will apply on the next
business day, and if DvP settlement does not apply on
the business day after that.
29 May 2020
3E.11
*+Issue date for institutional +security
holders
2 June 2020
3E.12 *Normal trading of new +securities issued
under institutional entitlement offer
2 June 2020
3E.13 *Date on which offer documents will be sent
to retail +security holders entitled to
participate in the +pro rata issue
The offer documents can be sent to security holders as
early as business day 4 but must be sent no later than
business day 6. Business day 6 is the last day for the
offer to open. For renounceable offers, deferred
settlement trading in rights ends at the close of trading
on this day. Trading in rights on a normal (T+2)
settlement basis will start from market open on the next
business day (i.e. business day 7) provided that the
entity tells ASX by 12pm Sydney time that the offer
documents have been sent or will have been sent by
the end of the day.
27 May 2020
3E.14 *Offer closing date for retail +security
holders
Offers close at 5pm on this day. The date must be at
least 7 business days after the entity announces that
the offer documents have been sent to holders.
9 June 2020
3E.15 *Last day to extend the retail offer closing
date
At least 3 business days’ notice must be given to
extend the offer closing date.
3 June 2020
3E.16 *Rights trading end date
For PAITREO offers only

3E.17
*Trading in new +securities commences on
a deferred settlement basis
For PAITREO offers only
The business day after rights trading end date

3E.18 *Entity announces results of the retail offer
to ASX, including the number and
percentage of +securities taken up by
existing retail +security holders
12 June 2020
3E.19 *Bookbuild for any shortfall (if applicable)
For all offers except JUMBO, ANREO

+ See chapter 19 for defined terms
31 January 2020 Page 13
3E.20 *Entity announces results of bookbuild
(including any information about the
bookbuild expected to be disclosed under
section 4.12 of Guidance Note 30)
For all offers except JUMBO, ANREO

3E.21 *+Issue date for retail +security holders
Per Appendix 7A section 2 and section 3, the issue
date should be no more than 5 business days after the
offer closes date. This is the last day for the entity to
issue the securities taken up in the pro rata issue and
lodge an Appendix 2A with ASX to apply for quotation
of the securities. Deferred settlement trading will end at
market close on this day.
16 June 2020
3E.22 *Date trading starts on a normal T+2 basis
For PAITREO offers only
This is one business day after the issue date.

3E.23 *First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
For PAITREO offers only
This is two business days after trading starts on a
normal T+2 basis (3 business days after the issue
date).

Part 3F – Proposed entitlement offer – fees and expenses
Question
No.
Question Answer
3F.1 *Will there be a lead manager or broker to
the proposed offer?
Yes
3F.1a *Who is the lead manager/broker?
Answer this question if your response to Q3F.1 is
“Yes”.
Forsyth Barr Limited and Goldman Sachs
New Zealand Limited
3F.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q3F.1 is
“Yes”.
The Company agrees to pay a combined
management and underwriting fee of 3.5%
of the total gross proceeds raised under the
Offer.
3F.2 *Is the proposed offer to be underwritten? Yes
3F.2a *Who are the underwriter(s)?
Answer this question if your response to Q3F.2 is
“Yes”.
Note for issuers that are an ASX Listing (i.e. not an
ASX Debt Listing or ASX Foreign Exempt Listing): If
you are seeking to rely on listing rule 7.2 exception 2 to
issue the securities without security holder approval
under listing rule 7.1 and without using your placement
capacity under listing rules 7.1 or 7.1A, you must
include the details asked for in this and the next 3
questions.
Forsyth Barr Group Limited and Goldman
Sachs New Zealand Limited
3F.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the offer that is
underwritten)?
Answer this question if your response to Q3F.2 is
“Yes”.
Fully underwritten

+ See chapter 19 for defined terms
31 January 2020 Page 14
3F.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q3F.2 is
“Yes”.
This includes any applicable discount the underwriter
receives to the issue price payable by participants in
the issue.
The Company agrees to pay a combined
management and underwriting fee of 3.5%
of the total gross proceeds raised under the
Offer.
3F.2d *Provide a summary of the significant
events that could lead to the underwriting
being terminated
Answer this question if your response to Q3F.2 is
“Yes”.
You may cross-refer to a disclosure document, PDS,
information memorandum, investor presentation or
other announcement with this information provided it
has been released on the ASX Market Announcements
Platform.
Refer to the Underwriting Agreement
summary in the Offer Document
3F.2e *Is a party referred to in listing rule 10.11
underwriting or sub-underwriting the
proposed offer?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing) and your response to Q3F.2 is “Yes”.
No
3F.2e(i) *What is the name of that party?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.
Note: If you are seeking to rely on listing rule 10.12
exception 2 to issue the securities to the underwriter or
sub-underwriter without security holder approval under
listing rule 10.11, you must include the details asked
for in this and the next 2 questions. If there is more
than one party referred to in listing rule 10.11 acting as
underwriter or sub-underwriter include all of their
details in this and the next 2 questions.
N/A
3F.2e(ii) *What is the extent of their underwriting or
sub-underwriting (i.e. the amount or
proportion of the issue they have
underwritten or sub-underwritten)?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.
N/A
3F.2e(iii) *What fee, commission or other
consideration is payable to them for acting
as underwriter or sub-underwriter?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.
Note: This includes any applicable discount the
underwriter or sub-underwriter receives to the issue
price payable by participants in the issue.
N/A
3F.3 *Will brokers who lodge acceptances or
renunciations on behalf of eligible +security
holders be paid a handling fee or
commission?
No
3F.3a
*Will the handling fee or commission be
dollar based or percentage based?
Answer this question if your response to Q3F.3 is
“Yes”.
N/A

+ See chapter 19 for defined terms
31 January 2020 Page 15
3F.3b *Amount of handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q3F.3 is “Yes”
and your response to Q3F.3a is “dollar based”.
N/A
3F.3c *Percentage handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q3F.3 is “Yes”
and your response to Q3F.3a is “percentage based”.
N/A
3F.3d
Please provide any other relevant
information about the handling fee or
commission method
Answer this question if your response to Q3F.3 is
“Yes”.
N/A
3F.4
Details of any other material fees or costs to
be incurred by the entity in connection with
the proposed offer
Standard share registry, external advisers
and NZX/ASX administrative fees
Part 3G – Proposed entitlement offer – further information
Question
No.
Question Answer
3G.1 *The purpose(s) for which the entity intends
to use the cash raised by the proposed
issue
You may select one or more of the items in the list.
☐ For additional working capital
☒ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered [provide
details below]
☒ Other [provide details below]
Additional details:
SKT intends that the proceeds raised from
the Offer will be applied to pay down debt,
withstand near term headwinds and execute
on future growth opportunities.

3G.2 *Will holdings on different registers or
subregisters be aggregated for the
purposes of determining entitlements to the
issue?
No
3G.2a *Please explain how holdings on different
registers or subregisters will be aggregated
for the purposes of determining
entitlements.
Answer this question if your response to Q3G.2 is
“Yes”.

3G.3 *Will the entity be changing its
dividend/distribution policy if the proposed
issue is successful?
No

+ See chapter 19 for defined terms
31 January 2020 Page 16
3G.3a *Please explain how the entity will change
its dividend/distribution policy if the
proposed issue is successful
Answer this question if your response to Q3G.3 is
“Yes”.

3G.4 *Countries in which the entity has +security
holders who will not be eligible to participate
in the proposed issue
For non-renounceable issues (including
accelerated): The entity must send each holder to
whom it will not offer the securities details of the issue
and advice that the entity will not offer securities to
them (listing rule 7.7.1(b)).
For renounceable issues (including accelerated):
The entity must send each holder to whom it will not
offer the securities details of the issue and advice that
the entity will not offer securities to them. It must also
appoint a nominee to arrange for the sale of the
entitlements that would have been given to those
holders and to account to them for the net proceeds of
the sale and advise each holder not given the
entitlements that a nominee in Australia will arrange for
sale of the entitlements and, if they are sold, for the net
proceeds to be sent to the holder (listing rule 7.7.1(b)
and (c)).
All countries except Australia and New
Zealand and such other jurisdictions (which
will include Canada, Denmark, Germany,
the Netherlands, Hong Kong, Norway,
Singapore, Switzerland, the United Arab
Emirates, the United Kingdom and certain
Approved US Shareholders), in which SKT
decides to make offers under applicable
exemptions from the requirement to issue a
prospectus or other disclosure document in
those jurisdictions.
3G.5 *Will the offer be made to eligible
beneficiaries on whose behalf eligible
nominees or custodians hold existing
+securities
Yes
3G.5a *Please provide further details of the offer to
eligible beneficiaries
Answer this question if your response to Q3G.5 is
“Yes”.
If, for example, the entity intends to issue a notice to
eligible nominees and custodians please indicate here
where it may be found and/or when the entity expects
to announce this information. You may enter a URL.
The Retail Entitlement Offer is available to
nominees/custodians with registered
addresses in eligible jurisdictions who are
registered shareholders on the Record Date
and who hold shares on behalf of underlying
beneficial holders (wherever they may
reside), except to the extent such beneficial
holders are:
 beneficiaries on whose behalf they hold
Existing Shares who would not satisfy
the criteria for an Eligible Retail
Shareholder;
 Eligible Institutional Shareholders who
received an offer to participate in the
Institutional Entitlement Offer (whether
they accepted their entitlement or not);
 Ineligible Institutional Shareholders who
were ineligible to participate in the
Institutional Entitlement Offer; or
 shareholders who are not eligible under
applicable securities laws to receive an
offer under the Retail Entitlement Offer.
3G.6 *URL on the entity's website where
investors can download information about
the proposed issue
www.shareoffer.co.nz/sky
SKT’s website will not include information
about the offer due to United States
securities law restrictions.
3G.7
Any other information the entity wishes to
provide about the proposed issue
N/A