Spark New Zealand Limited H2 FY20 Results
Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand
MARKET RELEASE
26 August 2020
Spark New Zealand delivers to guidance with strong
performance in key markets and rapid response to COVID-19
• FY20 EBITDAI
1
guidance and dividend delivered – rapid response to COVID-19 and the
associated impacts materialising in the last quarter moderated FY20 impact
• Return to top-line growth, following two years of flat revenues
• Earnings growth underpinned by Spark’s market momentum and focus on cost discipline
• Mobile service revenue growth outperformed the market
2
Spark New Zealand (Spark) today announced revenue growth of 2.5% to $3,623 million for the
year ending 30 June 2020. Following a strong performance in the first half, Spark maintained its
momentum to achieve mobile service revenue growth of 3.9%, and double-digit growth in
cloud, security and service management revenue, which increased 10.8%.
In a year that was enormously challenging for all New Zealanders, Spark moved quickly to
mitigate COVID-19 impacts as much as possible, while maintaining essential services to keep
the country connected. Impacts included the loss of international roaming revenues, retail
revenue reductions from store closures, the removal of data overage charges, and an increase
in bad debt provisioning as a result of the economic impact of COVID-19 on Spark’s customers.
Some benefits were also realised from increased demand for collaboration products to support
remote working. Overall COVID-19 had a total negative EBITDAI impact of approximately $25
million in FY20.
Operating expenses increased as the benefit of cost-out activities were reinvested to fund
growth in key markets and labour capitalisation reduced in some areas.
Spark’s strong performance in key markets, continued focus on cost discipline and the timing of
COVID-19 impacts materialising in the last quarter, resulted in EBITDAI growth of 2.1% to
$1,113 million, placing the result in the mid-range of guidance. Net profit after tax increased
4.4% to $427 million, primarily driven by growth in EBITDAI and lower tax expense
3
.
Spark announced an H2 FY20 total dividend per share of 12.5c per share, 100% imputed,
bringing the total FY20 dividend to 25c per share.
Spark Chair Justine Smyth said: “FY20 marks the completion of our 3-year plan, which has
transformed Spark from a traditional telco to an end-to-end digital services company and
delivered compound annual growth in shareholder returns of 13%
4
.
1
Earnings before interest, tax, depreciation, amortisation, and investment income
2
Market share estimates sourced from IDC
3
Lower tax expense due to depreciation allowances being reintroduced for commercial building as part of the Government COVID-19 assistance package and a
higher proportion of non-taxable gains
4
Total shareholder return compound annual growth rate for the three years from 1 July 2017 to 30 June 2020
Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand
“Agile ways-of -working have improved our speed to market and customer focus, and we
have seen a significant increase in both customer and people engagement during this time. Our
sustained network investment has underpinned our ability to innovate and grow and provided
secure connectivity for our country during COVID-19.
“It is a credit to Spark’s people that we have delivered such a strong result, with growth on
nearly all key metrics, despite the impact of COVID-19 in the final quarter.
“We are now faced with a more uncertain economic climate, and we will continue to be
challenged as a country, as a business and as individuals to adapt to the challenges COVID-19
brings. Our long term focus on simplifying and digitising our customer experiences, supporting
digital transformation in the business community, and transitioning New Zealand off legacy
systems to modern technologies, is more relevant now than ever before and we are ready to
play our role in supporting New Zealand’s economic recovery.”
Spark moved quickly to mitigate the impacts of COVID-19 while maintaining its strong market
momentum coming out of the first half.
Spark CEO Jolie Hodson said: “It is fair to say this will be a year remembered more for the last
quarter than the first three, and it is a testament to the agility and commitment of our people
that we were able to adapt quickly, support our customers and deliver what we said we would
in a challenging environment.
“Our customers were quick to take up our new Endless data mobile plans, which contributed to
mobile service revenue growth that outperformed the market. We grew wireless broadband
connections by 16,000, however our aspirations are higher – and with the continued strong
performance of our network during COVID-19 we have the confidence to accelerate this further
in FY21.
“At a time when having an internet connection is more essential than ever before, we have
leaned in and accelerated the rollout of our not-for -profit broadband product Skinny Jump –
connecting more than 4,500 additional homes since COVID-19 hit.
“We are now entering a more challenging period as a country, and we expect the impact of
COVID- 19 to be more material in FY21. The recent return to Alert Level three in Auckland and
Alert Level two more broadly has reminded us that this challenge is not behind us, and we
moved quickly to lift broadband data caps for our customers once again. We know it is vital for
New Zealand that we continue to invest in smart infrastructure during this time, and we are
focussing our FY21 capital expenditure on supporting New Zealand’s economic recovery,
including through the rollout of 5G and investment in rural connectivity.
“We will continue to take a disciplined approach to cost management, ensuring we have the
flexibility to respond as economic conditions change.”
Spark confirmed FY21 EBITDAI guidance of $1,090 million to $1,130 million and a FY21
dividend of 23-25c per share, 100% imputed.
The details of Spark’s next three-year strategy will be shared at an Investor Briefing on 16
September 2020. The evolved strategy will build on the momentum and foundational
capabilities Spark has established through the successful execution of its current strategy.
Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand
Authorised by:
Alastair White
GM Capital Markets
- ENDS –
Media queries: Investor queries:
Leela Gantman Alastair White
Corporate Relations Director GM Capital Markets
+64 (0) 27 541 6338 +64 (0) 21 228 3855
---
Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Results for announcement to the market
Name of issuer Spark New Zealand Limited
Reporting Period 12 months to 30 June 2020
Previous Reporting Period 12 months to 30 June 2019
Currency NZD – New Zealand Dollar
Amount (000s) Percentage change
Revenue from continuing
operations
$3,623,000 2.5%
Total Revenue $3,623,000 2.5%
Net profit/(loss) from
continuing operations
$427,000 4.4%
Total net profit/(loss) $427,000 4.4%
Final Dividend
Amount per Quoted Equity
Security
NZD$0.12500000 (comprised only of an ordinary dividend)
Imputed amount per Quoted
Equity Security
NZD$0.04861111
Record Date 18 September 2020
Dividend Payment Date 2 October 2020
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
As at 30 June 2020
NZD$0.29
As at 30 June 2019
NZD$0.26
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
The change in Spark’s earnings before finance income and
expense, income tax, depreciation, amortisation and net
investment income (EBITDAI) is provided in the addendum.
Authority for this announcement
Name of person
authorised
to make this announcement
Stefan Knight, Finance Director (CFO)
Contact person for this
announcement
Alastair White, GM Capital Markets
Contact phone number +64 (0) 21 228 3855
Contact email address investor-info@spark.co.nz
Date of release through MAP
26 August 2020
Audited financial statements accompany this announcement.
Addendum:
Amount (000s) Percentage
change
Earnings before finance income and expense, income tax,
depreciation, amortisation and net investment income
(EBITDAI)
NZD$1,113,000 2.1%
---
Distribution Notice
Section 1: Issuer information
Name of issuer Spark New Zealand Limited
Financial product name/description Ordinary shares
NZX ticker code SPK
ISIN (If unknown, check on NZX
website)
NZ TELE0001S4
Type of distribution
(Please mark with an X in the
relevant box/es)
Full Year X Quarterly
Half Year Special
DRP applies Yes
Record date 18 September 2020
Ex-Date (one business day before the
Record Date)
17 September 2020
Payment date (and allotment date for
DRP)
2 October 2020 AUST & NZ;
13 October 2020 USA
Total monies associated with the
distribution
NZD $229,630,618
(1,837,044,943 shares @ $0.125 per share)
Source of distribution (for example,
retained earnings)
Retained earnings
Currency NZD – New Zealand Dollar
Section 2: Distribution amounts per financial product
Gross distribution NZD$0.17361111
Gross taxable amount NZD$0.17361111
Total cash distribution NZD$0.12500000
Excluded amount (applicable to listed
PIEs)
N/A
Supplementary distribution amount NZD$0.02205882
Section 3: Imputation credits and Resident Withholding Tax
Is the distribution imputed Fully imputed
Partial imputation
No imputation
If fully or partially imputed, please
state imputation rate as % applied
28%
Imputation tax credits per financial
product
NZD$0.04861111
Resident Withholding Tax per
financial product
NZD$0.00868056
Section 4: Distribution re-investment plan
DRP % discount (if any)
2%
Start date and end date for
determining market price for DRP
17 September 2020 23 September 2020
Date strike price to be announced (if
not available at this time)
23 September 2020
Specify source of financial products to
be issued under DRP programme
(new issue or to be bought on market)
New Issue
DRP strike price per financial product
Last date to submit a participation
notice for this distribution in
accordance with DRP participation
terms
21 September 2020
Section 5: Authority for this announcement
Name of person
authorised to make
this announcement
Stefan Knight, Finance Director (CFO)
Contact person for this
announcement
Alastair White, GM Capital Markets
Contact phone number +64 (0) 21 228 3855
Contact email address investor-info@spark.co.nz
Date of release through MAP
26 August 2020
---
Annual Report 2020
Now more than ever.
COVID-19 has challenged so much of what Kiwis have always held
dear. This year, suddenly separated from the daily interactions that
we treasure, we did what we’ve never done before: we discovered
new and powerful ways to stay connected digitally with those who
matter to us. We kept our distance, and yet we seemed more
together as a nation than many other parts of the world.
Spark New Zealand Annual Report 2020Connections matter
Helping Kiwis stay
connected during COVID-19.
1
During lockdown we have been reminded that as a ‘lifeline utility’
the role we play in keeping people connected is incredibly important.
For most Kiwis, almost every interaction with the outside world has been
enabled by a phone or internet connection. COVID-19 has been the
biggest test of our infrastructure as Kiwis moved to work, learn and be
entertained at home. Years of sustained investment to build capacity into
our network has meant that New Zealand has been well served at a time
when telecommunications services truly became an essential service.
1
Connections matterSpark New Zealand Annual Report 2020
As New Zealand went into
lockdown our wireless
broadband network traffic
increased by
40%
with more than 17,000 terabytes of data
used in total. Calling volumes on mobile
increased by 60% at peak, and Kiwis
benefited from over 7,200 terabytes of free
data to work, learn and connect from home.
We worked with our business
and enterprise customers to
r apID ly
expanD
and enable secure remote working
capability through IT solutions and
collaboration tools.
We helped our customers
stay
COnneCteD
by removing data limits on capped
broadband plans, waiving late payment
fees and not terminating services for those
experiencing financial hardship.
2
Spark New Zealand Annual Report 2020
Connections matter
To meet customer needs we
aDDeD extra
CapaCI t y
to 14 cell sites around the country and
deployed six ‘cell sites on wheels’ (COWs) to
further expand capacity in locations that
were experiencing high network loading.
These efforts resulted in speed increases of
between 70% and 160% for these locations.
Our teams adapted quickly to
repurpose 39 retail stores as
Emergency Distribution Centres
to provide hardware to
customers with urgent needs.
1,000
retail, call centre and Business Hub team
members were set up with ‘at-home kits’
to help our customers remotely.
Over
We’ve been doing our bit
to help bridge the digital
divide since 2016, when we
first launched
JUMp
our ‘not-for-profit’ broadband service. Since
the relaunch of the programme in March
2020 the reach of Jump has almost doubled
to connect 9,559 homes by the end of FY20.
This was achieved during COVID-19 by
working in partnership with community
organisations, and with the Ministry of
Education to connect households with
school-aged children around the country who
didn’t have an internet connection at home to
ensure as many kids could participate in
distance learning as possible.
3
Connections matterSpark New Zealand Annual Report 2020
We are evolving our approach to reporting to show a more integrated view of our performance
across financial and non-financial measures. Our 2019 Annual Report combined our financial
statements with non-financial performance measures, adopting the Global Reporting Initiative
(GRI) Standards, the most widely used global sustainability reporting standard.
This year’s report is a further evolution and is our first integrated report. Integrated reporting
considers the creation of value over the short, medium and long term, thinking holistically
about the resources and relationships the organisation uses or affects, and the dependencies
and trade-offs between them as value is created.
The report is prepared in accordance with the International <IR> Framework and the GRI Core
Option. We have not sought external assurance for the non-financial information in this report.
This report covers the activities of Spark New Zealand Limited and its subsidiaries. The report is
for the period 1 July 2019 to 30 June 2020. This report is dated 26 August 2020 and is signed
on behalf of the Board of Spark New Zealand Limited by Justine Smyth, Chair and Charles
Sitch, Chair, Audit and Risk Management Committee.
Key Dates
Investor Strategy Briefing 16 September 2020
Annual Meeting 6 November 2020
FY21 half-year results announcement 24 February 2021
FY21 year-end results announcement 18 August 2021
About this report
Justine Smyth, CNZM
Chair
Charles Sitch
Chair Audit and Risk
Management Committee
Spark New Zealand Annual Report 2020
4
Connections matter
Connections matter
How we create value
6
About Spark
8
Spark performance snapshot FY20
9
Chair and CEO review
10
Our performance
14
Our customers
16
Our network and technology
22
Our people
26
Our environment
32
Our communities
36
Our Board
40
Our Leadership Squad
44
Our governance and risk management
46
Our suppliers
49
Leadership and Board remuneration
50
Financial statements
Financial statements
53
Notes to the financial statements
58
Independent auditor’s report
98
Other information
Corporate governance disclosures
103
Managing risk framework roles and responsibilities
112
External initiatives and membership of associations
113
Material issues
114
Global Reporting Initiative (GRI) content index
115
Glossary
117
Contact details
118
Contents
5
Connections matterSpark New Zealand Annual Report 2020
How we create value
WHAT WE RELY ON
Social capital
Our customers
Consumers and organisations that are
enabled by our products and services
A culture that develops
and empowers
our people
OUR BUSINESS MODEL
Āwhinatia ngā tāngata katoa o Aotearoa
kia matomato te tipu i te ao matihiko.
TO HELP
WIN BIG
IN A DIGITAL WORLD
Our Values
Whakamana, We Empower
Matomato, We Succeed Together
Tūhono, We Connect
Māia, We are Bold
Financial capital
Financial capital
Equity, debt and cash generated
through our operations
Manufactured + intellectual capital
Our network
and technology
Our mobile sites, data networks, systems,
processes and digital services capability
Human + intellectual capital
Our people
Skilled, specialised and diverse workforce
that is the heart of our business
Natural capital
Our environment
Energy, materials and impacts of
our operations
Social + human capital
Our communities
Our communities around New Zealand and the
communities across our global supply chain
6
Spark New Zealand Annual Report 2020
How we create value
OUTPUTS FY20
OUTCOMES ON PAGES 8, 9 AND 13
Investment in resilient,
adaptable infrastructure
for New Zealand’s future
Innovation to create
value for Spark and
our customers
Providing leading products
and services that connect and
enable New Zealanders
Enhanced network
and technology
• Resilient network through COVID-19
• 40% increase in wireless broadband traffic
• 60% increase in mobile calling at peak
• 5G rollout under way
Supporting our customers’ own business models
and their value creation for New Zealand
Connected customers
• 2.519 million mobile connections
• 709,000 broadband connections
• Increase in customer interaction Net
Promoter Score
• Customers supported to adapt to COVID-19
Financial returns
• $3,623 million operating revenues and other gains
• $427 million net earnings
• 25 cents per share dividend
Engaged workforce
• Positive growth in employee
Net Promoter Score
• 50/50 gender split on Board and
Leadership Squad
• Investment in training
Environmental impact
• Net emissions 26.9 kilotonnes CO
2
-e
• 501 tonnes e-waste recovered
• 24,900 mobiles re-used/recycled
Supported communities
• Skinny Jump reaching 9,559
high-need households
• 501 employee volunteer days
7
Connections matterSpark New Zealand Annual Report 2020
Spark New Zealand Annual Report 2020
Spark is New Zealand’s largest telecommunications
and digital services company. Our customers range
from consumers and households to small
businesses, government and large enterprises.
Across all our services – mobile, broadband, cloud
services, digital services and entertainment – we
have relevance for almost every New Zealander.
98%
of New Zealanders
reached by our
4G network
709K
broadband
connections
2.519M
mobile
connections
5,224
New Zealand
employees
66
Retail Stores
26
Regional
Business Hubs
Brands and businesses
Fibre Transport Network
Data Centres
Earth Station Satellite Link
Corporate Offices
Tasman Global Access Cable
Connections to Australia
Connection to USA
Southern Cross Cable
IT infrastructure and
cloud services
Business
telecommunications
provider
Big-data analytics
business
Pre-pay mobile
and broadband
Cloud consulting
and Business
Transformation
Sports streaming
service
Digital trust and
verifiable data
About Spark
8
Spark New Zealand Annual Report 2020
About Spark
1 Earnings before finance income and expense, income tax, depreciation, amortisation
and net investment income (EBITDAI) and capital expenditure are non-Generally
Accepted Accounting Practice (non-GAAP) measures. These measures are defined
and reconciled in note 2.5 of the financial statements. Capital expenditure excludes
spectrum additions of $13 million.
2 Interaction Net Promoter Score, a measure of customer engagement.
3 Net Promoter Score, a measure of employee engagement.
Spark performance snapshot FY20
Operating revenues
and other gains
$3,623M
2.5%
EBITDAI
1
$1,113M
2.1%
Net earnings
$427M
4.4%
Mobile revenue
$1,288M
1.3%
Broadband revenue
$680M
-0.7%
Cloud security and service
management revenue
$443M
10.8%
Voice revenue
$391M
-11. 3 %
Capital expenditure
1
$374M
-10. 3%
Employee NPS
3
+66
25 points
Consumer and
small business iNPS
2
+33
10 point s
9
Connections matterSpark New Zealand Annual Report 2020
We got off to a fast start, delivering the
strongest first half results in recent years.
Revenues increased 4.0%, and we had a
standout performance in mobile – capturing
90% of total market growth in high-margin
service revenue, an increase of 5.5% on the
prior year. Revenues also benefited from
cloud, security and service management
growth, the introduction of Spark Sport and
a moderation in the rate of legacy voice
declines as fixed-line voice becomes a
smaller part of the business.
It is fair to say, however, that this year will be
remembered more for the last quarter than
the first three. When our country first faced
one of the greatest health and economic
challenges of our lifetimes, the way
New Zealanders work, learn and connect
changed dramatically overnight. For Spark,
COVID-19 highlighted more than ever before
the importance of our purpose – to help all
New Zealanders win big in a digital world. At
a time when a phone or internet connection is
a lifeline to the outside world, and a pre-
requisite to continue working and studying,
we have been reminded just how much
connections matter, and of the critical
importance of the services we provide for
our customers and our country.
Responding to COVID-19
Like many businesses we had to walk two
paths simultaneously – responding to the
situation in front of us, protecting our people
and mitigating the immediate impact on
our business, while planning for multiple
potential futures.
The health and safety of our people was
paramount, and we moved early to put in
place appropriate protocols to reduce people
movement, adhere to physical distancing
requirements and to uphold strict hygiene
standards. We identified team members who
were more vulnerable to COVID-19 and
worked with them to keep them safe.
As a lifeline utility we must maintain critical
services during emergency situations,
including all COVID-19 alert levels. To ensure
we were able to do this we put additional
protections in place to keep our critical
services team members separated from our
broader workforce, including our 111 team
and Network Operations Centre. Our
technology team monitored our network
continually and increased capacity wherever it
was needed – including 14 cell-site upgrades
and the deployment of six ‘cell sites on
wheels’ (COWs). Following years of sustained
investment our network performed
exceptionally well, despite our wireless
broadband network traffic increasing by 40%
and calling volumes on mobile increasing by
60% at peak during the lockdown.
We moved quickly to support our
customers and communities, recognising
how important our services were during
these exceptional circumstances.
To ensure customers could stay connected we
removed data limits on capped broadband
plans, waived late payment fees, suspended
disconnections, and put in place special
measures for customers experiencing financial
hardship. Our customers benefited from over
7,200 terabytes of free data to work, learn and
connect from home.
Tēnā koutou.
We started FY20 with a clear focus – delivering what we said
we would in the final year of our three-year strategy and setting
a path for the next three years, to take Spark into the future.
Connections matter
10
Spark New Zealand Annual Report 2020
Chair and CEO Review
We also set up Emergency Distribution
Centres to support customers with essential
equipment needs, repurposing 39 retail
stores across the country. Over 1,000 of our
retail, call centre and Business Hub team
members transitioned rapidly to new ways of
working by supporting our customers from
home. We worked in partnership with our
business and enterprise customers to enable
them to make the same shift, expanding and
enabling secure remote working capability
through IT solutions and collaboration tools.
The rapid shift from physical to digital also
highlighted issues of digital equity and
inclusion, one of our long-term focus areas.
Since we launched Jump, our not-for-profit
broadband service, in 2016, it had grown
through our network of community partners
to support 5,000 households across
New Zealand. Since COVID-19 hit we have
almost doubled the reach of Jump to connect
another 4,500 homes. This included working
with the Ministry of Education to support
homes with school-aged children around
the country who didn't have an internet
connection, ensuring they could continue
to participate as schools switched to
digital learning.
A strong FY20 result in
a challenging context
Our focus on delivery and execution of our
strategy, our strong half-year performance,
and the timing of COVID-19 impacts in the
last quarter of the financial year meant we
were well placed to adapt and respond to the
impact of the pandemic on our business.
Justine Smyth, Chair and
Jolie Hodson, Chief Executive
As a result, we delivered earnings above
the mid-point of our financial guidance
range and continued to pay shareholders
a dividend.
Operating revenues and other gains grew
2.5%, or $90 million, with standout
performances in mobile service revenue, and
cloud, security and service management.
Coupled with our continued focus on cost
management, this resulted in a 2.1% growth
in EBITDAI to $1,113 million.
The effects of COVID-19 did have an impact
on our financial performance, predominantly
through the loss of higher-margin roaming
revenues, retail revenue reductions due to
store closures, removing broadband data
overage charges, and our Spark Sport
platform being offered free of charge while
live sport was suspended globally. At the
same time we saw an increase in the demand
for collaboration products to support the shift
to working from home. Overall COVID-19
had a total negative EBITDAI impact of
approximately $25 million in FY20.
A continued focus on tight cost management
mitigated these impacts and enabled us to
invest in current and future growth initiatives,
which ultimately saw our total operating costs
increase by $67 million or 2.7%. In FY20 these
investments included the launch of cloud and
business transformation consultancy Leaven,
the growth of Spark Sport, the acquisition of
NOW Consulting as part of data analytics
business Qrious and the launch of emerging
technology business, Mattr.
Over the year we also tightened our focus
on our core business by completing the
divestment of Lightbox and CCL’s network
assets and the successful integration of our
cloud and ICT businesses Revera and CCL.
Our EBITDAI growth was partly offset by
higher interest costs due to increased debt
and lower investment income as Southern
Cross dividends ceased. Our taxation
expense reduced by $20 million (11.8%) due
to the Government reinstatement of tax
depreciation deductions on buildings and a
higher portion of non-taxable other gains.
As a result, net earnings were $427 million,
up 4.4%.
11
Connections matterSpark New Zealand Annual Report 2020
Closing out our
three-year strategy
This year marks the completion of our
three-year strategy. This was a bold strategy
to transform our business. We moved to Agile
ways-of-working, which has improved our
speed to market and customer focus, and our
employee Net Promoter Score, which
measures engagement, has risen year on
year. We have grown market share and
mobile services revenues while maintaining
our focus on cost discipline. And we have
diversified our business from traditional
telecommunications services to operate as
an end-to-end digital services company.
This hard work has translated into improved
customer experiences. Our customer
engagement scores for consumers and small
businesses, measured in interaction NPS, rose
10 points over the year. This is supported by
a reduction in the number of customers
needing to contact us to troubleshoot
issues, and an increase in the use of online
support channels.
We invested in our network and our
technology, re-engineering our IT stack
and investing for capacity over a sustained
period, which has built a point of competitive
advantage. We launched 5G wireless
broadband services in heartland
New Zealand, and we are poised for a
national rollout of both wireless broadband
and mobile 5G services, enabled by the
allocation of 5G spectrum announced in
May 2020.
The rollout of 5G will support wireless
broadband uptake, as the network delivers
greater capacity and speeds over time. 5G
will be a big part of how we will continue to
create a wireless future for New Zealand.
Looking to the future –
our next three-year strategy
We were due to launch our next three-year
strategy to the market in April. However
given the COVID-19 situation we needed
to pause and review. We will now share our
strategy on 16 September 2020.
Trends that have shaped our thinking for
some time now are accelerating due to the
disruption of COVID-19, including the
acceleration of consumer services from
physical to digital, the increasing pace of
business transformation and digitisation, the
exponential customer demand for data, and
the greater emphasis being placed on
connectivity as a basic social need. The recent
return to Alert-Level 3 in Auckland, and
Alert-Level 2 for the rest of the country, has
reminded us that the immediate challenge of
COVID-19 is not behind us. However, there is
also a longer-term opportunity for
New Zealand to accelerate its own digital
transformation, and rebuild for a future that is
more connected, productive and sustainable.
While we are operating in more uncertain
times and preparing for a more challenging
year ahead of us, we believe we are well
positioned for the ‘new normal’ we find
ourselves in. We have a strong balance sheet,
a leading network, a diversified business and
an agile team.
Our next three-year strategy will be an
evolution of our current direction, building on
the momentum of the prior three years and
the evolving trends shaping our markets. It
will be focused on a set of core capabilities
that will underpin our continued strong
performance in our key markets and in new
markets where we see significant opportunity
for growth, such as digital health and the
Internet of Things (IoT).
Sustainability and our role
in economic recovery
As New Zealand responds to COVID-19
sustainability will remain a core focus for our
business. Rebuilding our economy will take
concerted and coordinated effort. The country
will be looking for leadership from businesses
with the scale to make a difference.
As such we have reviewed and refined our
approach to sustainability and updated our
Macro trends are accelerating
A seismic shift of business and
society from physical to digital.
An unprecedented recessionary
event requiring a period of nation
building and a focus on affordability.
Exponential growth in data –
data is the future currency.
Increasing pace of
technology disruption and
business transformation.
Greater emphasis on connectivity
as a basic social need.
Explosion of
connected devices.
$
12
Spark New Zealand Annual Report 2020
Chair and CEO Review
framework to reflect this new context and
opportunity. A key focus is on our own
sustainability, so that we can then support
New Zealand’s recovery and economic
transformation. The principle of equity is at
the heart of our approach, and we remain
committed to working in partnership to make
a positive contribution to digital equity and to
continue our focus on diversity and inclusion.
Sustainability will be integrated into our new
strategy as a key pillar, A positive digital future
for all of New Zealand. This sits alongside the
work of the Spark Foundation and Te Korowai
Tupo – our Māori strategy. We recognise that
how we work will be critical. We will work in
partnerships based around shared values,
underpinned by the principles of
kaitiakitanga and manaakitanga.
Thank you
We are both personally very proud of how
Spark has responded to the challenges of
FY20 and, most importantly, how we have
focused on supporting our customers at a
time when connections mattered more than
ever. This would not have been possible
without the dedication and hard work of our
own team of five thousand, who modelled
our values and never lost sight of our
purpose under challenging circumstances.
We would also like to thank our investors,
customers and partners for their continued
support of Spark.
Noho ora mai
We will work alongside New Zealand to
harness the power of technology and create
a positive digital future for all.
• Invest in the capabilities of our people, equipping them
to thrive in a digital future
• Reduce our footprint and meet our emissions target of
-25% by 2025, investing in our fleet and infrastructure
• Be responsible, transparent and accountable for our
social and environmental performance
• Focus our infrastructure investment on supporting
New Zealand’s recovery and transformation
• Support Kiwi businesses to adapt to become more
productive, resilient and sustainable through technology
• Support New Zealanders to upskill and adapt to new
ways of working
•Extend the reach of Skinny Jump target to benefit more
households – 20,000 by June 2021
•Partner alongside the Spark Foundation to address
barriers to digital equity, including access, skills, trust
and motivation
• Champion diversity and inclusion in our business and
our communities
FOR ALL OF
A POSITIVE
DIGITAL FUTURE
Be bold in our business to have a
positive impact on our communities
and the environment.
Create a
Sustainable Spark
Economic Recovery
and Transformation
Help New Zealand transform to a
high-productivity, low-carbon
economy.
Champion
Digital Equity
Champion digital equity so all
New Zealanders have the opportunity
to thrive in a digital future.
Our new sustainability framework
Justine Smyth, CNZM
Chair
Jolie Hodson
Chief Executive
13
Connections matterSpark New Zealand Annual Report 2020
Our performance
Operating revenues and other gains
• Mobile service revenue growth of $32 million, or 3.9%, was driven
by strong pay-monthly connection growth, up 79,000, or 6.3%, combined
with increased adoption rates of our Endless plans
2
. Strong mobile service
revenue growth in H1 FY20 of $22 million, or 5.5%, moderated in H2 FY20
to $10 million, or 2.4%, as a result of COVID-19 impacts, such as reduced
roaming revenues.
• Cloud, security and service management revenue growth of $43 million,
or 10.8%, was due to increased penetration of core cloud services and the
ongoing shift of customers to more flexible and future-proofed
cloud-based IT models, combined with the onboarding of new contracts.
• Procurement and partners revenue growth of $43 million, or 11.8%, was
due to strong sales of software and hardware.
• Voice revenue declines due to a combination of connection loss and
substitution moderated in FY20 to $50 million, or 11.3%, as voice revenue
becomes a smaller part of the business, combined with increased
conferencing and 0800 calling during the COVID-19 lockdown period.
• Other operating revenue grew $16 million, or 14.0%, largely
due to strong contributions in our Spark Sport and Qrious
growth businesses.
$ MILLION
MOBILE
BROADBAND
VOICE
CLOUD, SECURITY
AND SERVICE
MANAGEMENT
PROCUREMENT
AND PARTNERS
MANAGED DATA,
NETWORKS
AND SERVICES
OTHER OPERATING
REVENUES AND
OTHER GAINS
FY20
FY19
400
600
800
1,000
1,200
1,400
200
0
500
1,000
1,500
2,000
$ MILLION
FY20
FY19
PRODUCT
COSTS
LABOUROTHER
Operating expenses
• Product costs increased $33 million, or 2.1%, broadly in line with revenue
trends, with higher costs associated with cloud, security and service
management, procurement and partners and Spark Sport content, being
partly offset by lower mobile handset costs and voice product costs.
• Labour costs have increased $36 million, or 7.6%, due to increased
investment in support of revenue growth in areas such as Cloud, and wage
inflation. The portion of labour costs expensed following a shift in focus to
optimising existing products instead of large capital programmes also drove
an increase. The increase was partly offset by reduced labour costs in other
parts of the business as legacy products shrink and interactions move
to digital.
• Other operating expenses were broadly flat year-on-year, with lower
marketing expenses being largely offset by an increase in bad debt
provision levels, as a result of the economic impact of COVID-19.
Other
• Net investment income was $13 million lower largely due to no Southern
Cross dividends in FY20 as expected.
• Depreciation and amortisation was $15 million lower for property, plant
and equipment and intangibles and $17 million higher for right-of-use
assets and leased customer equipment assets.
• Net finance expense increased by $10 million due to the increase in
average debt during the year.
• Tax expense decreased by $20 million primarily due to depreciation
allowances being reintroduced for commercial building structures, as part
of the assistance package offered by the Government on 25 March 2020
and a higher proportion of non-taxable gains.
1 EBITDAI is a non-Generally Accepted Accounting Practice (non-GAAP) measure
and is not comparable to the New Zealand Equivalents to International Financial
Reporting Standards (NZ IFRS) measures. This measure is defined in note 2.5 of
the financial statements.
2 Endless plans are Spark’s mobile plans with unlimited calling minutes, unlimited
SMS and an allowance of data to use at the maximum available speed, after which
they are able to continue using mobile data but at a reduced speed.
0
100
200
300
400
500
NET INVESTMENT
INCOME
DEPRECIATION
AND AMORTISATION
NET FINANCE
EXPENSE
TAX
EXPENSE
$ MILLION
FY20
FY19
EBITDAI
1
$1,113M
2.1%
$3,623M up 2.5% year-on-year
$2,510M up 2.7% year-on-year
Net earnings
$427M
4.4%
• Other gains of $35 million, up $20 million from FY19, were generated
from the divestments of CCL’s network asset business and Lightbox,
the sale of surplus mobile network equipment and a fair value gain
on exchange of spectrum.
14
Spark New Zealand Annual Report 2020
Our performance
1 Capital expenditure is a non-GAAP measure and is defined in note 2.5 of the
financial statements.
Cash flowsOperating cash flows
• Operating cash flows increased by $126 million primarily due to higher
receipts from customers, which is consistent with operating revenues
and other gains for FY20 offset slightly by no Southern Cross dividend
receipts in FY20.
• Investing cash outflows were relatively consistent with the prior year.
• Financing cash outflows increased by $141 million as less borrowing
was required to support the dividend payments.
Key capital expenditure projects for the year included:
• Continued mobile network investment, including the deployment of
5G technology, increased capacity and coverage for wireless broadband
and the introduction of Spark’s sports streaming offering;
• IT systems investment included lifecycle investment and licensing for
internal IT systems, enhancements to products and IT systems to
improve customer experience and the implementation of the Spark
Sport platform;
• Plant, fixed network and core sustain included investment in the fibre
build programme, Optical Transport Network (OTN), fixed network
broadband and Carrier Ethernet expansions to meet customer demand
for services and traffic growth across the network (including the impact
of introducing sports streaming). Various investments in Spark
properties were also carried out, including the fit-out of Spark Square in
Christchurch; and
• Continued investment in the converged communication network (CCN),
which will replace the legacy PSTN network, and will enable us to deliver
IP-based voice services in the future.
This excludes non-cash spectrum additions of $13 million.
750
770
790
810
830
850
870
890
910
930
950
970
$ MILLION
RECEIPTS
FROM CUSTOMERS
FY19
RECEIPTS
FROM INTEREST
RECEIPTS FROM
DIVIDENDS
PAYMENTS TO
SUPPLIERS AND
EMPLOYEES
PAYMENTS FOR
INCOME TAX
PAYMENTS FOR
INTEREST ON DEBT
PAYMENTS FOR
INTEREST ON LEASES
PAYMENTS FOR INTEREST
ON LEASED CUSTOMER
EQUIPMENT ASSETS
FY20
$903M up 16.2%
Dividends per share
25.0 cents
No change
Earnings per share
23.2 cents
4.0%
$374M down 10.3%10.3% ( F Y19 11. 8 %)
Capital expenditure
1
Capital expenditure to operating revenues
CLOUD
CCN
CABLE AND CAPACITY
IT SYSTEMS
MOBILE NETWORKS
PLANT, FIXED NETWORK AND CORE SUSTAIN
OTHER
$
6
5
M
$
1
1
M
$
2
4
M
$
1
8
M
$
1
1
M
$
1
1
6
M
$
1
2
9
M
20202019
YEAR ENDED 30 JUNE$M$M
Net cash flows from operating activities903777
Net cash flows from investing activities(411)(426)
Net cash flows from financing activities(493)(352)
Net cash flows(1)(1)
CLOUD
CCN
CABLE AND CAPACITY
IT SYSTEMS
MOBILE NETWORKS
PLANT, FIXED NETWORK AND CORE SUSTAIN
OTHER
$
6
5
M
$
1
1
M
$
2
4
M
$
1
8
M
$
1
1
M
$
1
1
6
M
$
1
2
9
M
15
Connections matterSpark New Zealand Annual Report 2020
Our customers
+33
pOInts
Consumer and small
business interaction Net
Promoter Score (iNPS)
We have supported our customers
through COVID-19 by setting up our
retail teams with at-home kits to work
virtually from their own homes.
As New Zealand’s largest
telecommunications and digital services
company, we have relevance for almost
every New Zealander. From mobile,
broadband, cloud services, security, digital
services and live sports streaming, we have
customers ranging from individuals and
households through to small businesses,
government and large enterprises. We know
that as we respond to COVID-19 and Kiwis
embark on the journey to recovery, the
essential services that we provide are more
important than ever to support our
customers to create value for themselves
and others. This is a responsibility that we
take seriously.
We want to help New Zealand recover from
COVID-19 and transform to a high-
productivity, low-carbon economy. Through
the products and services we provide we
connect, empower and support our
customers to adapt and become more
sustainable through technology.
Customer experience
Over the course of FY20 we continued our
strategy of shifting customers towards digital
self-service interactions to improve customer
experience by making queries simpler and
easier to resolve online. This has seen an 18%
increase in the use of chat interactions,
including the MySpark App, online chat and
our chatbot Ivy. In the last 12 months the
amount of interactions resolved through Ivy
without being redirected to our customer
care team (deflection rate) has grown by 10%
and currently sits at 53% of all incoming chat
requests – a great result from a bot that was
originally pitched to deliver 27% deflection. A
combination of initiatives has reduced our
monthly care volumes (inbound calls and
chat) from 330,000 to 237,000 interactions,
a 28% reduction.
18%
increase in the use of chat
interactions, including the
MySpark App, online chat
and our chatbot Ivy.
We have increased our use of digital tools to
keep customers informed throughout their
customer journey while addressing complex
issues. Through a focus on staffing and
cross-skilling we have seen our call abandon
rates more than halve. Calls being answered
in a timely manner and having queries owned
through to conclusion has helped deliver an
increase of 10 points in iNPS (interaction Net
Promoter Score – based on rating and
feedback from customers after interaction
with our team members) from consumer
and small business customers in the last
12 months.
We continue to invest in our in-store
experience with the opening of new stores in
Dunedin and Whangarei and our Halo store in
Newmarket. We look forward to our new
Commercial Bay store opening in FY21.
16
Spark New Zealand Annual Report 2020
Our customers
Spark delivers Rugby World Cup 2019
for New Zealand
In September, we brought Rugby World
Cup 2019 (RWC) to New Zealand
through streaming.
To prepare for the tournament we made
significant upgrades to our infrastructure, to
ensure we had the capacity in our network to
deliver a great viewing experience. We
recognised that many Kiwis were new to
streaming, so we undertook a nationwide
education campaign to get New Zealand
‘match fit’, including partnerships with local
retailers to facilitate in-home set ups. We also
extended access to the game beyond our
online platform by setting up ‘Spark Sport for
Schools’ in rural areas – a programme that
provided free RWC Tournament Passes to
schools to hold viewings for their local
communities – and by providing all RWC
matches via pubs and clubs across
the country.
Not all New Zealanders were able to stream
on-line. Our partnership with TVNZ enabled
those customers to watch broadcast delayed
covereage of every All Blacks game on TVNZ
One, as well as other key matches live. We
also worked with TVNZ on our contingency
plan in the event of any technical difficulties.
This plan was activated when we experienced
a technical issue during the first All Blacks
match resulting in the game being simulcast
on TVNZ Duke. An urgent investigation
identified the issue and our team worked to
put a fix in place immediately. We apologised
to our customers for the issue and provided a
full or partial refund for those who were
impacted. Our customer care teams also
worked one-on-one with customers who
were having issues with their in-home set-up,
and in many instances conducted in-home
visits to help resolve issues.
Introducing a new technology on a large
scale brings its challenges – but as sports
streaming is increasingly becoming the way
sport and entertainment is delivered globally,
we are pleased to have helped New Zealand
to start the journey. And it’s fair to say we
learnt a few things along the way ourselves.
We celebrated several milestones during
RWC 2019:
• The All Blacks vs Ireland Quarter Final
was the largest streamed sports event
in New Zealand.
• The Wales vs France Quarter Final on
20 October set new Spark and Chorus
data traffic records for each of their
networks (a 40% increase on pre-RWC
Sunday night traffic).
• New Zealanders had taken up just over
200,000 RWC subscriptions.
• Spark Sport streamed nearly six million
hours of RWC content.
In June, in response to the disruption caused
to our retail stores due to COVID-19, we
launched New Zealand’s first virtual shopping
experience providing a similar customer
journey to a retail store. We also launched
‘Spark Studio’ – an innovative take on virtual
appointments that redesigns our retail
experience to allow our customers to connect
with our expert team remotely. This is
currently being concept tested and we hope
to roll it out nationwide soon.
We continued to make significant strides
towards a ‘unified frontline’ – where our
customer care and retail teams can easily be
cross-skilled and move between different
channels depending on where our customer
demand lies. This is good for our customers,
and also builds the skills and capabilities of
our team members. The onset of COVID-19
accelerated our pace when it impacted our
call centre in the Philippines. In response our
retail teams were set up to help with inbound
voice and chat enquiries from their own
homes – with 589 retail team members
receiving at-home kits to help our customers
virtually. They joined our call centre and
Business Hub teams to create a team of over
1,000. Over the long term this approach will
build teams that are skilled at supporting our
customers through a number of face-to-face
and virtual channels, building diversity in our
business and the speed at which we can
support our customers.
17
Connections matterSpark New Zealand Annual Report 2020
aggregator that manages these messages,
and the relationship with the content
provider, to block the messages. We also
block access to the URL featured in the scam
text to prevent customers inadvertently
clicking on the link. We are working with the
industry to strengthen our processes and
further reduce the likelihood of our
customers receiving such messages.
The most effective way to keep our customers
safe is through education and awareness. We
take any opportunity to empower our
customers to be vigilant when it comes to
scams and keeping their personal information
safe. This includes providing comprehensive
information about scamming on our website:
www.spark.co.nz/help/scams-safety
We have also partnered with Netsafe to
produce an educational scam call brochure to
distribute to organisations such as Age
Concern and retirement villages. We include
reminders to stay vigilant in direct customer
communications and share alerts to
widespread scams on our social media
channels. During the Alert-Level 4 lockdown
we created a factsheet with tips on how to
avoid scams while working from home, which
we shared across our website and social
media channels.
Cyber security
Cyber security is an important issue and we
invest heavily in managing risks to protect our
customers’ and our own data. We have one of
New Zealand’s largest security teams made
up of qualified and experienced people
working across engineering, analyst,
operations and security assurance roles.
Spark also provides security services for small,
medium and enterprise organisations,
including carrying out vulnerability
assessments and providing managed
security. We regularly test our systems and
security capabilities and hold a number of
industry recognised certifications that provide
assurance to our customers on the strength
and capability of our security abilities.
Products to support seniors
With over a million New Zealanders predicted
to be aged 65 plus by 2032, it makes sense
for Spark to provide solutions to address the
needs of older customers. In July 2019, we
announced two new products, Spark Gold
Plans and Call Screen.
Spark Gold Plans
We introduced two pay-monthly mobile plans
designed to meet the needs of those aged
65 years and over. Spark Gold Plans are only
available to seniors, with a focus on excellent
voice calling value over data, making one of
the plans the most affordable advertised pay
monthly mobile plan in the country at just
$12.99 a month. More information on Spark’s
Gold plans can be found on our website:
www.spark.co.nz/shop/mobile-plans/
gold-plans
Call Screen
The number of phone scam victims in
New Zealand has continued to grow. Many
are still losing thousands of dollars after
falling victim to scammers. And as frequent
landline users, many of those who have fallen
victim have been seniors. In the past year we
launched New Zealand’s first home phone
with nuisance call blocking technology, Call
Screen. Users can decide who they talk to by
screening incoming calls, reducing the fear of
becoming a victim of scammers. Most of the
time scammers use robo-dialling software
that automatically calls a series of numbers.
An actual human scammer won’t be
prompted until a person answers one of the
calls. A scammer’s robo-dialling system isn’t
sophisticated enough to leave a name, a
requirement of the Call Screen technology.
That means the call won’t connect and the
home phone won’t ring in the first place.
Customer safety
Protecting customers from scams
Phone and email scams are an ongoing
problem as scammers continue to evolve
their approach in an effort to defraud Kiwis.
We saw scammers use COVID-19 to take
advantage of people while they worked
from home.
We play an active role in limiting the amount
of scam calls being received by our
customers by monitoring unusual calling
activity and having offending numbers
blocked, as well as blocking those reported
to us by customers. Where possible, our
security and fraud teams work with law
enforcement to identify and shut down
scamming operations, but this is challenging
when they are located offshore.
We are a member of the NZ
Telecommunications Forum’s (TCF) Scam
Prevention Code, which improves the process
for the telecommunications industry to
identify and share scamming information.
Offending numbers are shared with members
to be blocked across all networks. These
measures make a scammer’s job more
difficult and could deter them, however,
sometimes they will continue using a
different number.
We also work with the TCF to prevent
customers receiving scam text messages.
These are usually from four-digit numbers
called ‘short codes’. When we identify
illegitimate activity we work with the
We empower our
customers to be
vigilant when it comes
to online safety and
include comprehensive
information and
education about scams
on our website.
18
Spark New Zealand Annual Report 2020
Our customers
Marketing and
legal compliance
Under our Code of Ethics all Spark people
are responsible for ensuring we behave
ethically and comply fully with all applicable
laws and regulations. Spark’s Legal and
Compliance Policy sets out the specific
accountabilities that our people have for
complying with the law. Spark’s people
leaders make sure their people have the
information and training necessary to meet
these standards, and our Legal and Digital
Trust teams support our people with
comprehensive frameworks, tools, training
and advice. Every employee is required to
complete online training modules on the
Code of Ethics and how to apply it, and we
reinforce this training through regular one-on-
one and broader internal communication
across the business. See: www.sparknz.
co.nz/about/governance
Spark continues to engage constructively
with the Commerce Commission as
appropriate, both proactively and reactively,
on a case-by-case basis. Spark did not receive
any formal sanction by the Commerce
Commission in FY20. We also had no
complaints upheld by the Advertising
Standards Authority over the past year.
Product recall
In August 2019 we announced a product
recall of a power back-up device that had
been issued to approximately 14,000 wireless
landline phone customers during the
previous four months. The power back-up
had been included to ensure that wireless
landlines would continue working for up to
four hours in a power cut. The recall followed
the discovery of a manufacturing fault in
some power back-ups that could cause the
unit to overheat, leading to a fire risk. While
we are unaware of any harm caused to our
customers due to this issue, we made the
decision to recall the device as our customers’
safety is paramount. In issuing the recall, we
contacted all affected customers and took
comprehensive steps to arrange alternative
technology for them as required. Spark sent
ongoing recall reminders to customers
throughout the remainder of 2019 and has
observed a very high return rate of the
recalled units.
Customer privacy
Our customers, along with all
New Zealanders, value their privacy and they
trust that we will protect and manage
information about them in a way that aligns
with their expectations. We are committed to
respecting customer privacy and the personal
information entrusted to us by customers. It is
also Spark’s focus to enable our customers to
safely and easily manage their personal
information. Providing transparency to
customers about how we use and collect
personal information is a key part of this.
Spark’s Privacy Policy sets out our
commitment to our customers when it comes
to handling their information. The policy sets
out transparently what data we collect and
how we use that data. In our policy we
commit to handling all personal information
appropriately in compliance with the Privacy
Act 1993 and our customers’ expectations.
We also set out customers’ rights and choices
in respect to their personal information. See:
www.spark.co.nz/help/other/terms/
policies/privacy-policy
We are committed to
respecting our customers’
privacy and the personal
information they share with us.
All of our people are required to complete
online privacy training and to treat customer
information consistently with Spark’s Privacy
Policy. This includes following Spark’s data
governance processes and standards for the
collection, use and disclosure of personal
information and engaging with Spark’s
privacy and security teams. We are reviewing
our systems, processes and training to ensure
compliance with the Privacy Act 2020 when it
comes into force in December 2020.
In FY20 there were no complaints from the
Office of the Privacy Commissioner, however
it raised two minor operational matters that
Spark is addressing.
We are implementing reporting capability
that will enable us to report on substantiated
complaints received from customers in the
future. There were no significant customer
data breach incidents in FY20 but in line with
Spark’s commitment to transparency Spark
did notify some data incidents to a small
number of impacted customers as well as the
Office of the Privacy Commissioner.
Customer terms and conditions
In FY20 we simplified our terms and
conditions to make them easier for customers
to understand. While the rights and
obligations of Spark and our customers
stayed the same, we restructured our terms
and used clearer language. Spark customers
were notified about the new terms and
conditions on their bills throughout
November 2019 and prepaid customers were
sent an SMS with a link to the new terms and
conditions. See: www.spark.co.nz/help/
other/terms
19
Connections matterSpark New Zealand Annual Report 2020
We continued our affiliation with Pride Month
through our documentary-style video fronted by
gender non-conforming performer Gabriel, also
known as Princess, who demonstrated some of the
employment challenges that members of the
LGBTQIA+ community faced.
We had our biggest ever Summer of Music, supporting
some of the best and most exciting shows around the
country, including Six60, Splore and Laneways. At Bay
Dreams we launched Fan Studio, our photographic
platform that gives Spark customers the chance to win
prizes, which now sits outside Spark Arena. When
COVID-19 decimated the local live music industry, we
created content platforms for our customers through
Spark Sessions, bringing Kiwis the best of
New Zealand’s music scene straight into their
living rooms.
Play by Spark was our
initiative to help parents
and kids find balance in
their screen time usage.
The advertisement campaign
featured a heart-warming
‘breaking-up’ conversation
between a young boy and his
gaming avatar, that generated
much-needed conversations
online about striking the right
balance between playtime
and screen time.
Join Aleisha on
a brand run by Kiwis,
for Kiwis.
For low-cost mobile and broadband
COL_SKI1123_ALEISKIWI_MAX_AK0009_03.indd 1COL_SKI1123_ALEISKIWI_MAX_AK0009_03.indd 117/03/20 6:21 PM17/03/20 6:21 PM
Spark had a huge year for brand and customer
campaigns that continue to build an emotional
connection with Kiwis.
Skinny had another busy
year. After 18 months, the
successful ‘Famous
Names’ brand campaign
came out of market.
Utilising the brand’s
advocacy as a key
strength, it was replaced
with a new platform called
Skinny Friend-vertising.
This campaign was driven
out of the insight that
everyone in New Zealand
is connected to each other
and aims to reach all Kiwis
with an advertisement for
Skinny fronted by a person
they know.
Bringing our brand to life
LITTLE CAN BE HUGE
PL AYTIME
BALANCE
WITHSCREEN TIME
Get involved at spark.co.nz/play
SPK0995_Spark Play_OOH_4x6m AT10PC_v2.indd 124/10/19 2:09 PM
20
Spark New Zealand Annual Report 2020
Our customers
Supporting New Zealand
businesses
The Spark group had a busy year supporting
our business partners and customers as they
navigated an unprecedented year of
disruption and recovery. Through our digital
services expertise and network technology
we helped them create value for their people
and customers.
Wholesale
Our wholesale business continued to make
progress in our growth products category.
We continued to invest in new product
capabilities across the Tasman Global Access
(TGA) and Southern Cross (SX) cables, as well
as corporate satellite, setting us up for future
growth opportunities. We’ve also supported
global Content Delivery Networks (CDNs)
and cloud providers with their New Zealand
co-location and connectivity requirements.
During the Alert-Level 4 lockdown we
supported our Service Providers (who were
experiencing increased internet usage by
their customers), by providing burstable
domestic IP data free of charge. We also lifted
data caps on wireless broadband plans
resold by our Wireless Broadband partners.
Internet of Things (IoT)
In March we teamed up with Vector as the
energy company moves to modernise the
way energy consumption is measured in Kiwi
homes and businesses. This deal has seen a
significant number of Vector’s New Zealand-
based advanced meters connected to Spark’s
4G-supported CAT M1 Internet of Things
(IoT) network, with the ability to shift on to 5G
connectivity as part of a multi-year rollout.
While today’s networks have limits on the
number of simultaneous connections, the
capacity and reliability of 5G technology will
see it underpin mass deployment of IoT. 5G is
designed to support connected device
densities of up to 1 million devices per
square kilometre on a continual basis.
Leaven
In August we announced the launch of
Leaven, a new cloud and digital
transformation consultancy built to help
organisations make the shift to new and more
digital ways of working.
As the world transitions to a digital era,
organisations are looking for smarter ways to
turn their aspirations for digital transformation
into action, embracing the capabilities of
public cloud services to become more
efficient, reduce cost and create new services.
This was accelerated with COVID-19, where
businesses looked to cloud-based offerings
to help them scale, work flexibly and have
remote access to their technology services.
Leaven focuses on cloud adoption, digital
innovation and business transformation, and
empowers its clients to embrace public cloud
technology and new ways of working,
supported by all-important governance
and compliance requirements.
Since its launch, Leaven has delivered its
portfolio of services to a growing number
of clients, ranging from large corporate and
public sector to smaller organisations
looking to maximise the value they get
from the cloud.
Qrious
Qrious, our data, analytics and AI business,
has continued helping New Zealand
organisations navigate the changing business
environment, using data and critical insight.
It’s been a huge year for Qrious, with the
acquisition of NOW Consulting, being
awarded ISO 27001 security certification,
recognition by Inland Revenue (IRD) as an
Approved Research Provider, as well as
receiving the Snowflake 2020 Solution Partner
of the Year (APAC) award. Qrious also
launched its summer intern programme,
which gave eight university students a rare
opportunity to extend their skill-base and
develop solutions for real-world problems
through work experience in its Q.Lab
Research Division.
CCL
Computer Concepts Limited (CCL) divested
the operational parts of its network services
division to a new business called Cello,
formerly known as Octave. The decision is
consistent with CCL’s shift to a simpler
operating model following the brand merger
with Spark’s wholly owned cloud business,
Revera. CCL received the Strategic Partner of
the Year award, recognising joint initiatives
with CTP and Leaven at the Hewlett Packard
Enterprise (HPE) annual partner awards
where Revera, now operating under the CCL
brand, was also awarded Service Provider of
the Year. In March, CCL and Microsoft
announced a three-year strategic partnership
to drive New Zealand business and public
sector migration to Microsoft Azure
cloud technologies.
Streaming services
Spark Sport
Spark Sport kicked off with the start of the
2019-20 Premier League season in August,
then, six months after launch, we brought
New Zealand the Rugby World Cup 2019
via streaming.
Spark Sport also announced a six-year
partnership with New Zealand Cricket as the
official production and broadcast partner for
all Blackcaps and White Ferns matches
played in New Zealand.
When COVID-19 hit, major sports bodies
were forced to cancel or postpone sporting
events. As a result, we offered Spark Sport for
no charge from mid-March until the end of
June. While COVID-19 created challenges for
all broadcasters carrying live sport it also
significantly accelerated streaming
connectivity in New Zealand homes. We now
have a range of sports available on the
platform, including rugby, football, cricket,
tennis, motorsports, basketball, MMA, racing,
boxing, golf, hockey, e-sports and athletics.
Lightbox
In December Spark announced it had
entered an agreement for Sky Network
Television Limited (Sky) to purchase its
entertainment streaming business, Lightbox.
This sale was completed in February and in
June, Sky announced it was merging
Lightbox with its Neon streaming service.
Spark customers on selected broadband and
Pay Monthly mobile plans continued to
receive Lightbox “on us” until July 2020.
Following this, Spark announced a
partnership with Neon that allowed
customers to trial the new service for three
weeks and add Neon to their plans for a
discounted rate of $9.95 per month.
21
Connections matterSpark New Zealand Annual Report 2020
Our network
and technology
Our network and technology underpins our
ability to help New Zealanders grow and
stand strong in a digital world. This includes
our mobile sites, data centres, networks,
systems, processes and digital services
capability. We create value for ourselves, our
customers and our communities by investing
in resilient, adaptable infrastructure for
New Zealand’s future and the products and
services that connect and empower
New Zealanders.
Investing in our network infrastructure
Digital technology is becoming ever-more
essential to how we work, learn and connect,
and New Zealanders rely on it every day. We
see significant year-on-year growth in data
usage on our mobile network. Over the past
two years we have invested heavily,
enhancing capacity by approximately 80%.
This included building over 150 new cell sites
and the extensive rollout of 4.5G, which
significantly enhances network performance
and capacity relative to conventional 4G.
COVID-19 was a test of the adaptability
and resilience of our networks. During
New Zealand’s 33-day Alert-Level 4 lockdown
data usage on Spark’s broadband network
resembled a seven-day weekend. Data usage
each weekday was double the norm, and
weekend peak usage was elevated further
again. Even with volumes increasing to levels
not seen before in New Zealand, the network
performed very well.
Rolling out 5G
We launched our first 5G service in
September 2019, with a number of business
and consumer customers invited to trial
high-speed 5G mobile broadband in
Alexandra in Central Otago. We chose
Alexandra as it has one of the highest uptake
rates in the country for Spark’s existing
wireless broadband product. In November
November 2019
5G wireless broadband live
in Westport, Clyde, Twizel,
Tekapo and Hokitika
The history of our
network investment:
November 2013
Launch of 4G
June 2016
Launch of 4.5G
in Christchurch - 1.2Gbps
July 2016
Launch of Wireless
Broadband
June 2018
4.5G live in Queenstown
March 2018
Outdoor trial of
5G in Wellington
April 2018
Indoor demo of 5G
reaching speeds of
18Gbps
December 2018
4.5G live in Taupo
June 2019
20% of Spark’s Broadband
base wireless
August 2019
4.5G live in Spark sites
across the country
September 2019
5G wireless broadband
live in Alexandra
November 2019
Spark 5G live on the
water in Auckland
Harbour for Emirates
Team New Zealand
November 2019
Announcement of Spark’s
5G rollout plans and
network vendors
July 2020
Start of wider 5G
rollout commencing
in Palmerston North
June 2020
100th Rural
Connectivity
Group tower live
May 2020
Announcement of
allocation of 3.5 GHz
spectrum to enable
accelerated 5G rollout
22
Spark New Zealand Annual Report 2020
Our network and technology
2019, we launched New Zealand’s first
commercial 5G wireless broadband service
into selected areas of five heartland
communities – Westport, Clyde, Twizel,
Tekapo and Hokitika.
In May 2020 the New Zealand Government
offered Spark the management rights to 60
MHz of 3.5 GHz (or C Band) spectrum until
31 October 2022. The spectrum allocation
was completed in July 2020 and enables a
significant investment by Spark in 5G
infrastructure across the country over the
coming year, which will play a critical role in
New Zealand’s response to, and recovery
from, COVID-19.
The 3.5 GHz spectrum is crucial for the rollout
of a full suite of 5G services. We plan to switch
on 5G sites in a number of major centres and
regions across the North and South islands
over the next year. To maintain this
momentum, we are keen to work with
Government to accelerate the timeline for
the longer-term spectrum auction, which is
currently scheduled for November 2022.
We have continued with our multi-vendor
strategy for our 5G rollout, using Nokia for
our initial rollouts in Auckland and Palmerston
North. We maintain an ongoing relationship
with both Samsung and Huawei.
Electromagnetic fields (EMF)
and health concerns
The rollout of 5G technology has raised
community interest in electromagnetic
fields (EMF) or radio waves and health.
Misinformation across social media has
caused confusion over the safety of the
next-generation technology, resulting in the
spread of dangerous and false theories
linking 5G technology to COVID-19.
During the Alert-Level 4 lockdown there were
a number of incidents of wilful damage to
5G starter fund
With the Government’s 5G spectrum
allocation announced and businesses
now operating in a changed world,
Spark reshaped and relaunched its
5G Starter Fund with an added focus on
transforming health and wellness for all
New Zealanders.
The Fund was initially launched in March with
a prize pool of $500,000 but was put on hold
due to COVID-19. The Fund was relaunched
at the end of May with an increased prize of
$625,000 for up to four Kiwi businesses to
develop 5G applications that can help to
support New Zealand’s economic recovery.
All winners will receive business and tech
mentoring from industry leaders, as well as
access to technology and equipment to test
and build on Spark’s 5G network.
“New Zealand is in a unique position – its
size, cultural make-up and creativity means
Kiwi businesses have a global edge.
“It’s important, now more than ever, for
companies to embrace the impact they can
have in their own backyard, and on the world.
As New Zealand responds to COVID-19 Kiwi
entrepreneurs have an opportunity to use 5G
to make a real difference to our future – those
who will be successful will be passionate and
willing to take a leap of faith, believing that
their idea is the next big thing for
New Zealand.”
Ido Leffler, Spark director and 5G Starter
Fund panellist
New Zealand’s mobile networks, including
several Spark cell towers. The vandalism
resulted in damage to critical communications
infrastructure during a time of national
emergency, and in some cases resulted in
short-term, localised outages.
Ensuring public confidence in the safety of
mobile technology is important, and is
potentially material to our capacity to invest
and roll out improved network infrastructure.
We work individually and as an industry via
the Telecommunications Forum (TCF) to help
ensure information about 5G and safety is
available to the public should they have any
concerns. The New Zealand Ministry of Health
and the Prime Minister’s Chief Science
Advisor have developed resources we
frequently share with interested parties.
Thousands of studies have been performed
over the years into whether there is any health
impact from radio waves, and to date no
adverse health effect has been causally linked
with exposures to wireless technologies that
comply with the New Zealand limits,
including 5G.
5G will initially use radio frequencies very
similar to 3G and 4G, and while eventually it
will use radio frequencies at higher levels (i.e.
millimetre waves), this doesn’t result in higher
or more intense exposure. Exposure levels
will remain well below limits set by the
New Zealand Government in NZS2772.
To check that we meet our obligation to
comply with national limits, Spark has
commissioned independent monitoring of
exposures to radio waves around our cell
sites. You can read more about this
programme here:
www.health.govt.nz/our-work/radiation-
safety/non-ionising-radiation/
independent-cellsite-monitoring
23
Connections matterSpark New Zealand Annual Report 2020
integrated services to these rural
communities from just one cell site.
Network resilience
We recognise how important
telecommunications and digital connectivity
is to millions of New Zealanders and
New Zealand businesses. We place great
emphasis on the resilience and diversity of
our networks.
We expanded our mobile network in the
lead up to Rugby World Cup, this included
the deployment of the single radio access
network (SRAN) and Long-Term Evolution
(LTE) sites, as well as significantly
increasing capacity and coverage for
wireless broadband.
We continued our work on Spark’s fibre build
programme, Optical Transport Network
(OTN) and Carrier Ethernet expansion to
meet customer demand for services and
traffic growth across the network.
Investment also continued into the
converged communication network (CCN)
that will replace the legacy PSTN network and
enable us to deliver IP-based voice services in
the future.
During COVID-19 Alert-Level 4 there was a
significant growth in daytime traffic, as well as
increases to the peak evening load, as the
whole country worked or learnt from home.
The network had sufficient capacity to carry
the load and was very stable across fixed and
wireless broadband and mobile voice despite
the increase in usage. Spark expanded
capacity where needed with ‘cell sites on
wheels’ (COWs), or by adding additional
capacity onto individual cell sites.
Flooding in the South Island in December
2019 caused damage to both Spark’s western
and eastern fibre routes and resulted in
outages to landline, mobile and broadband
Expanding rural
broadband coverage
We work in collaboration with Vodafone,
2Degrees and Crown Infrastructure Partners
(CIP) to build essential broadband and
mobile services for rural New Zealand via the
Rural Connectivity Group (RCG). The RCG is a
joint venture between Spark, Vodafone and
2degrees, and has been contracted by CIP to
deliver the Government’s Rural Broadband
Initiative Phase 2 (RBI2) and Mobile Black
Spot Fund programmes.
The aim of the RCG project is to deliver new
or improved mobile and wireless broadband
coverage to over 30,000 rural homes and
businesses. It also aims to provide further
mobile coverage to over 1,000 kilometres of
state highways and provide connectivity to
over 100 New Zealand tourist destinations
by December 2022. This means it will build
over 400 cell sites across rural New Zealand
delivering essential broadband and
mobile services.
The connectivity is much needed to bridge
the digital divide for rural communities and
help the rural sector remain competitive.
Bringing together the investment from Spark,
Vodafone and 2degrees, along with the
Government’s RBI2 funding, has been the key
to providing service into more challenging
and remote areas of New Zealand.
To date, the RCG has built over 100 sites,
delivering high-speed wireless broadband
and quality mobile coverage to more than
8,121 homes and businesses, as well as
343km of state highway, improving safety on
our roads and making them easier to access
by emergency services.
The RCG network uses Nokia 4G Multi
Operator Core Network (MOCN) which
allows all three mobile networks to provide
We got 5G out on the
water with our Emirates
Team New Zealand
campaign.
Spark 5G helping
Emirates Team
New Zealand make the
boat go faster
In November 2019 we started trialling a
5G service on the water for Emirates Team
New Zealand, delivering on our promise to
help make the boat go faster in the bid to
defend the America’s Cup.
The 5G service covers parts of Auckland
Harbour, off Milford and Takapuna, where
Emirates Team New Zealand do some of their
test sailing. The faster speeds and higher
bandwidth of 5G means the team can
livestream data and video back to engineers
and designers at the base straight off the
AC75 boat, Te Aihe, while it’s sailing.
Real-time access to the data gives Emirates
Team New Zealand a design advantage in
preparing for the America’s Cup racing.
“Before the team had access to 5G they had
to get a hard disk with all the data off the
sailing boat, then the chase boat took it back
to the base, and a team member would run
the hard disk up to the data server at the
base. Design work using the data couldn’t
happen until well after the boat had docked.
“Now we have 5G on the water, there are
hundreds of real-time data streams such as
boat speed, ride height, and hydraulic
pressure coming off the water and back to
our design team at the base. Our team can
do progressive design and development
work during the day while the boat is sailing
allowing our design-thinking to evolve much
faster. We were never able to do this before
5G.” Dan Bernasconi, Head of Design for
Emirates Team New Zealand.
24
Spark New Zealand Annual Report 2020
Our network and technology
services to customers in the lower South
Island (although 111 calls were maintained as
they were automatically rerouted onto other
networks which were still operating). The
Minister of Broadcasting, Communications
and Digital Media, Kris Faafoi, subsequently
announced plans for a new fibre optic route
on the West Coast.
We recognise that an increase in extreme
weather events is likely to increase as a
climate-related risk. To learn more about our
approach to risk, including climate-related
risk, see page 48.
PSTN decommissioning: upgrading
landline calling
Over the past year we have continued our
programme to close the legacy PSTN (public
switched telephone network) and transition
to the new, IP-based CCN (converged
communications network). We have now
decommissioned 232 telephone exchange
switches, which is 33% of the Spark PSTN.
Customers continue to move to wireless and
fibre voice services, which are supported by
the CCN technology. In the past financial year
over 140,000 more customers have moved
away from the PSTN. In July Spark announced
the next phase of the PSTN closures project,
which will begin in early FY21. In September
2020 Spark will launch a pilot project in
Devonport, Auckland and Miramar,
Wellington to move all customers off the local
PSTN switches and over to the CCN. Once all
customers have moved, the local PSTN
switches will be decommissioned. The
change will impact less than 1,000 customers
Rural Connectivity
Group (RCG) cell tower
at Whangarei Heads.
We have continued
our programme to
close the legacy PSTN
(public switched
telephone network).
across these two suburbs combined, and we
will be working with our customers to ensure
they have everything they need to stay
connected before we make the switch.
The PSTN is nearing end-of-life, its
components have not been manufactured
since 2003, and the people with the skills
needed to maintain this technology are also
becoming scarce.
Spark will work closely with customers during
the pilot project in Devonport and Miramar to
test and learn how it can best guide
customers through the process. We will take
what we’ve learnt to inform our plans to make
this same change, using an area-by-area
approach, across New Zealand over the
coming years.
4G voice services
We have activated 4G HD Voice on our
network, otherwise known as Voice over LTE
or VoLTE. Most phones we launch are now
VoLTE capable, and we are progressing
turning this on for capable handsets already
in market. While 3G will continue to be a
primary means of voice delivery in the
immediate future, 4G voice provides fast call
set up time and improved call quality, and will
enable voice services for cell sites rolled out
as part of the Rural Broadband Initiative 2
(RBI2), the majority of which are 4G only.
Agreements signed for build of new
Southern Cross NEXT cable
Southern Cross Cable Network and its
shareholders have signed agreements and
gained the regulatory approvals needed to
move into the construction phase for the
NEXT cable between Australia and
New Zealand to the United States. The cable
is set for completion by early 2022 and will
span Sydney to Los Angeles, via Auckland,
Fiji, Tokelau, and Kiribati.
Alcatel Submarine Networks will build the
cable that Southern Cross believes will have
the lowest latency between Australia and
New Zealand and the US. Telstra has bought a
25% stake in Southern Cross, reducing
Spark’s holding to around 40%. The other
shareholders of Southern Cross are
Singapore’s Singtel and US communications
technology company Verizon.
25
Connections matterSpark New Zealand Annual Report 2020
Our people
Our approach is to employ the best people
we can and to invest in them to bring out
their full potential. We aim to provide an
employee experience aligned with our
purpose, which enables our people to move
fast, progress and focus on what matters for
our customers.
We provide experiences and opportunities
for our people to continuously learn. This
will build the growth mindsets, behaviours
and capabilities that will differentiate
Spark’s culture and support sustainable
competitive advantage.
The outcome is fulfilling and rewarding
employment which equips our people for
a positive future of work, building human
capital in Spark and New Zealand.
Spark Contribution Models
The Spark Contribution Models define the
skills, knowledge, experience, behavioural
and mindset requirements for people
working in different teams across Spark. The
models guide our people on what Spark
values, giving a clear description of how they
can progress their careers at Spark. The
models also give our leaders a tool to help
coach, review and support our people to
grow their skills.
Equality and objectivity are important
elements of the contribution models. This is
linked to our adoption of an Agile model that
encourages flat organisational structures,
valuing and growing people’s individual ‘craft’
over traditional titles and hierarchy.
Continuous learning
and development
Spark’s development philosophy is based
upon the 70/20/10 principle, where 70% is
through on-the-job experiences, 20%
through building and maintaining
relationships with others, and 10% through
formal development opportunities.
We operate formal development
programmes for people in key roles. Our
Leading Agility Foundations programme is
targeted at Chapter Leads and Product
Owners. The programme runs over three
months, and combines self-directed learning
with structured learning in cohorts of peers,
with applied learning opportunities. In the
past year 120 of our people completed
the programme.
Our Agile Adaptive Leaders programme is for
people in key leadership roles and individuals
identified for development and succession
planning. The programme runs over six
months in cohort groups of up to 12 people,
with diverse groups from across Spark
coming together to learn via facilitated
learning and exposure to leading-edge
performance, visionary and thought leaders.
This approach is to build a strong and
cohesive leadership community within Spark.
Coaching is a core focus of the programme,
with an objective to increase the capacity of
Our team of talented and diverse people are the heart of our
business. Our business model relies on human and intellectual
capital in our workforce and in our communities.
Employee Net
Promoter Score (eNPS)
+66
25 points from FY19
26
Spark New Zealand Annual Report 2020
Our people
our leaders to coach and be coached.
Experimentation is also part of the
programme, where we give our leaders
opportunities to apply their leadership insight
and learnings to build and deliver a
meaningful initiative that brings Spark’s
purpose to life.
To date five cohorts, and a total of 60 Leaders,
have completed the programme. The success
of the programme means we will continue to
roll it out in FY21.
Spark Hauora – Health
and Wellbeing
The health and wellbeing of our people is
something we take very seriously. Over the
past three years we have built up a volunteer
wellbeing community of around 650
employees. In the past year we launched
Spark Hauora, a Health and Wellbeing
programme to encourage our people to
lead healthy lifestyles, to care for themselves
and others and to help them bring their
best version of themselves to Spark and
their families.
Almost 60% of staff now engage with our
mental health community and related
content. In the past year we were recognised
for our mental health and wellbeing efforts by
being named as a finalist in the Emerging
Diversity and Inclusion Category at the 2019
Diversity Awards NZ, which honours a
diversity and inclusion initiative that is less
than two years old.
We recently signed the ‘WorkWell Pledge’, a
wellbeing agreement to work collaboratively
with Toi Te Ora Public Health, an organisation
regarded as one of the leading health and
wellbeing experts in New Zealand. In
partnership with Toi Te Ora Public Health and
Spark’s own Health, Safety and Wellbeing
ambassadors, we strive to continuously work
with our people to evolve our wellbeing focus
and maturity.
Supporting our people
through COVID-19
The focus of our response to COVID-19 has
been to keep our people safe and keep our
business running as a critical lifeline utility. We
have robust business continuity plans in place
to ensure we can continue to provide services
to our customers and New Zealand.
We activated our Business Continuity Plan
in February 2020, well ahead of the
New Zealand Alert-Level 4 lockdown. This
meant stepping up preparations with our
people, systems, customers and industry
colleagues. Not all of our people were able to
transition to working from home. A big focus
was to protect our frontline teams who would
have to keep working on site, such as those in
network operations, data centres, exchanges
and 111 operations.
Teams were split into three or four to ensure if
the virus affected employees in one team the
other teams could carry on. At an early stage,
we also stopped visits by other people to
those critical sites. We implemented rigorous
cleaning, hygiene and social distancing
controls in our workspaces, which were
maintained as employees began to return as
lockdown restrictions lifted.
To support our people in their transition to
working from home we provided a number of
set-up guides, and kept up regular
communication from our leaders throughout
lockdown. Topics included how to create the
perfect space for home working, workstation
ergonomics and tips for taking care of the
health and wellbeing of themselves and
others. We also shared guidance on
scheduling days to create a routine with a
clear start and end to the working day. This
included a clear time to switch-off and keep a
clear line between work and home life.
Our people celebrate
Diwali at Spark City.
27
Connections matterSpark New Zealand Annual Report 2020
We recognised the importance of individuals
and teams staying connected, with our
people making a smooth transition to online
meeting and collaboration tools. People were
encouraged to schedule regular chats with
colleagues that replicated normal day-to-day
contact in the workplace. We also promoted
our network of support service providers for
employees needing additional support.
Within the business we acted early to reduce
potential long-term impacts of COVID-19 on
our workforce. In April we announced that
there will be no annual salary review increases
for the next year for all Spark people,
including the Leadership Squad and fees for
the Board of Directors. We also put on hold
external recruitment across the Spark group.
Over the April 2020 Easter period we asked
all of our people working in non-essential
roles to take four days of annual leave.
As with many of our customers, the mass shift
to home working forced a rapid adoption of
online meeting and collaboration tools
enabled by our technology. We will look to
continue this discipline, to make these
temporary habits permanent, to best use our
technology and in turn reduce the cost and
environmental impact of business travel.
Health and safety
Spark has well established Health and Safety
(H&S) systems. These include processes for
risk assessment, audit and employee training.
We focus on continuous improvement of our
performance through our H&S strategy, which
is built around the four pillars of our
Gold Standard:
• a strong health and safety
management framework
• a proactive ‘owners’ approach to health
and safety the management of critical
hazards and associated risks
• a culture of empowerment at every level
of the organisation
• a commitment by the business to
ensuring the resources and capability are
in place to deliver the health and
safety strategy.
In FY20 we continued to take a detailed
approach to applying good risk management
practice and control for our most critical
hazards and risks. This has seen H&S plans
developed and implemented at all our office
and exchange buildings, along with improved
physical controls for working at height,
confined spaces, and hazardous substances.
We have also made Asbestos Management
Plans available at relevant buildings for
people working on-site. We are in the process
of removing asbestos from some of our
older sites.
Through employee consultation and
participation, our most at-risk business areas
– Critical Environments, Retail, Network
Development and Technical Services – have
1 We have restated the FY19 TRIFR reported last year from 3.46 to
4.64 as we have shifted reporting to a rolling 12-month average.
built H&S Roadmaps to be implemented in
the year ahead.
We also developed a new Supplier
Consultation Process with our partners
IMPAC. Together we developed a new online
tool to deliver an interactive onboarding
process for high-risk projects with our
suppliers. This tool will be rolled out across
our most at-risk business areas during FY21.
No Spark employees or contractors suffered
work-related serious injury or death over the
year, and our TRIFR (Total Recordable
Incident Frequency Rate) was 3.58 for FY20,
compared to 4.64 in FY19
1
. Our target for
FY21 is to reduce our TRIFR to 3.0.
Another key measure of performance is our
participation in the Accident Compensation
Corporation’s accredited employer
programme. We achieved Tertiary level again
in FY20, and reported our lowest number of
claims and lowest costs relating to employee
injury management of approximately
$14,000, less than half the costs from
previous years.
In FY21 we will continue our focus on
improving systems around Spark’s critical
health and safety risks. We plan to implement
our ‘SparkSafe’ capital programme for
working at heights at problematic sites with
access to mobile towers and continue to work
across the business to ensure continuous
improvement in our performance.
To support our people working
from home we provided set-up
guides and kept up regular
communication from our
leaders throughout lockdown.
28
Spark New Zealand Annual Report 2020
Our people
Diversity and inclusion
Spark’s Māori Strategy
Our Māori Strategy is about cultural
transformation, finding the shared space
between Te Ao Māori and the corporate
world. It aims to build deeper more authentic
partnerships with our communities, our
customers and our people. More information
is included in our community section on
page 39.
Blue Heart programme
Our Blue Heart programme supports Spark’s
focus on a ‘heart-led’ approach to diversity
and inclusion. It has evolved to be an icon for
our wider approach to an inclusive and
heart-led culture and our move to an Agile
way of operating has helped us accelerate
this shift. This approach has been
instrumental in bringing together multi-
functional squads across diverse cultural,
ethnic and professional backgrounds.
Spark Pride
As a Rainbow Tick accredited company,
we are incredibly proud of our ongoing
commitment to the Rainbow community.
We continued our support of the Rainbow
community over the year, signing up as a
major partner of Auckland Pride 2020 and
launching the Pride & Spark Empowerment
Initiative. The Initiative helped connect and
resource Auckland’s diverse rainbow
communities by supporting those producing
events for the festival. Support includes
workshops, access to mentors and funding.
We also continued our ongoing support of
OUTLine NZ, a national charity that offers a
free support line for members of the
LGBTQIA+ community and their friends and
family. As part of the partnership we launched
a new film focusing on recruitment of those
within the LGBTQIA+ whānau. The film is a
reminder for employers that individuality is a
strength that should be welcomed, and that
resources are available to support people
foster more inclusive workplaces:
www.outline.org.nz/workplace
In March 500 of our Christchurch employees moved into Spark Square,
our new building in the city’s Cathedral Square. Spark Square is the first
new building completed by private developers in Cathedral Square since the
earthquakes, and reflects our commitment to supporting the rejuvenation of
Christchurch’s central business district.
New Christchurch office
29
Connections matterSpark New Zealand Annual Report 2020
Gender diversity and
gender pay gap
Over the past year we have seen positive
improvements in our gender diversity and
gender pay ratio measures. Our target for
Board and leadership diversity is a 40:40:20
ratio. This refers to 40% men, 40% women,
20% of any gender.
The current composition of our Board is 50%
female and 50% male, and FY20 changes to
our Leadership Squad means this team is also
comprised of 50% female and 50% male. We
have also seen an increase in females in other
senior roles, up 4% to 39%. Spark is the first
large NZX-listed business to have both a
female Chair and female CEO. Our Diversity
and Inclusion Policy
1
sets out our framework
in this area.
Spark’s overall pay ratio of average female to
average male pay for all employees is -17%.
This is a slight improvement from our FY19
ratio of -18%. This is the first year we have
reported the overall pay ratio of median
female to median male pay, making Spark
one of the first New Zealand companies to do
so. For FY20 this figure is -26%.
The Spark Contribution Models are used to
set salaries based on areas of expertise. This
ensures that people assessed to make an
equal contribution receive equal pay. A major
contributor to this pay ratio differential is the
make up of New Zealand’s technology sector
having a significantly higher proportion of
males in technology roles. Spark has sought
to reduce this ratio over time with initiatives
such as Women in Technology scholarships
and partnering with external technology
educators, designed to proactively build a
New Zealand-wide pipeline of female
technology qualified employees.
Gender pay ratio
CategoryNumber of
employees in
category
Pay Ratio:
Average
1
Pay Ratio:
Median
2
Leadership:
Spark’s wider leadership group,
including the Leadership Squad
572%-2%
Technology:
Employees that work in technology-
focused areas of the business
2,296-18%-26%
Customer Channels:
People primarily employed within our
contact centres and retail operations
1,1380%0%
Rest of Spark
3
:
including corporate, product,
marketing and customer units
1,733-15%-21%
Total5,224-17%-26%
1 Pay Ratio = (average female salary – average male salary) / average male salary.
2 Pay Ratio = (median female salary – median male salary) / median male salary.
3 In future reporting we will provide more detail on the ‘Rest of Spark’ category, to understand our performance
and inform actions to drive change over the medium term.
Calculated using hourly On Target Earnings or Total Base Remuneration plus Short Term
Incentive Target values.
Parental leave
Spark provides a parental leave policy for eligible employees, regardless of gender, sexuality,
age or whether the employee is giving birth or adopting a child. If an employee has been
employed by Spark for a minimum of 12 months then Spark will top up the Government’s
parental leave payments so the employee receives 80% of their salary. In line with Government
changes we have extended this period from 22 weeks to 26 weeks from 1 July 2020. As a
guaranteed minimum, Spark ensures that the total amount someone receives, less any
Government paid primary carer's payments, will not be less than the equivalent of six weeks of
ordinary salary.
Eligibility for Parental Leave is in accordance with Government legislation.
FemaleMale
1
Employees that took parental leave943
Employees that returned to work after taking parental leave713
Employees that returned to work after taking parental leave
that remain employed 12 months after their return to work
412
Return to work rate
2
93%100%
Retention rate
3
66%100%
1 Males that took less than 30 days paternity leave have been excluded.
2 Return to work rate = Total number of employees that did return to work after parental leave divided by the
total number of employees due to return to work after taking parental leave.
3 Retention rate = Total number of employees retained 12 months after returning to work following a period of
parental leave divided by the total number of employees returning from parental leave in the prior reporting
period.
1 https://www.sparknz.co.nz/content/dam/telecomcms/
sparknz/content/governance/Diversity-Policy.pdf
50/50
Male/female ratio for our
Board and Leadership Squad
7%
7%
30
Spark New Zealand Annual Report 2020
Our people
Demographics of our workforce
Including permanent and fixed-term employees of Spark and its directors, as at 30 June 2020.
GenderAge
Number of
people
(year-on-year
change)
Female %
(year-
on-year
change)
Female #Male %
(year-
on-year
change)
Male #Under 30
years old
(year-on-year
change)
30 – 50
years old
(year-on-year
change)
Over 50
years old
(year-on-year
change)
Directors
1
8
(no change)
50%
(+7%)
FY20: 4
FY19: 3
50%
(-7%)
FY20: 4
FY19: 4
0%
(no change)
25%
(11%)
75%
(-11%)
Leadership Squad
2
8
(+1)
50%
(+7%)
FY20: 4
FY19: 3
50%
(-7%)
FY20: 4
FY19: 4
0%
(no change)
100%
(14%)
0%
(-14%)
Other leadership
roles
3
57
(+3)
39%
(+4%)
FY20: 22
FY19: 18
61%
(-4%)
FY20: 35
FY19: 33
0%
(no change)
79%
(-1%)
21%
(1%)
Permanent starters729
(-367)
35%
(-3%)
FY20: 258
FY19: 419
65%
(3%)
FY20: 471
FY19: 677
41%
(-5%)
51%
(2%)
8%
(3%)
Permanent leavers944
(-320)
43%
(1%)
FY20: 402
FY19: 531
57%
(-1%)
FY20: 542
FY19: 733
33%
(no change)
54%
(1%)
13%
(-1%)
Total
4
5,231
(-148)
34%
(-2%)
FY20: 1,769
FY19: 1,917
66%
(2%)
FY20: 3,462
FY19: 3,467
21%
(-2%)
57%
(no change)
22%
(2%)
1 Mr Bray and Ms Hodson commenced as directors on 23 September 2019.
2 Excludes the CEO (for FY20) and former Managing Director (for FY19) as they are included as directors in the line above. The Leadership Squad is considered ‘senior
managers’ for the purposes of the Financial Markets Conduct Act 2013 and ’senior executives’ for the purposes of the ASX Corporate Governance Council’s Principles
and Recommendations.
3 Substantive roles that report directly to members of the Leadership Squad.
4 Includes non-executive directors. Spark’s employee headcount, including our CEO, is reported as 5,224.
5,224
Total number of
employees
2,296
Employees that work in technology
focused areas of the business
COVID19410I%Dr1apV
941l1y410I%Dr1apV
aeID1y410I%Dr1apV
2
2
%
2
1
%
5
7
%
80%
Spark tops up Government
parental leave payments
to 80% of salary
93%
Return to work rate of
female employees after
taking parental leave
UNDER 30 YEARS OLD
30 – 50 YEARS OLD
OVER 50 YEARS OLD
21%
57%
22%
Age of permanent and fixed-term
employees of Spark as at 30 June 2020
31
Connections matterSpark New Zealand Annual Report 2020
Our environment
Our approach is to operate our business
efficiently and responsibly, and account
for the indirect environmental impacts of
our products and services. This includes
the opportunity to use technology to
improve efficiency and address
environmental challenges.
Maturing our approach to environmental
management is an area of focus. We have
strong processes in place to manage many
of our environmental impacts. However, we
recognise we need to make improvements
in some areas, including our policies and
our reporting.
Our approach to climate-related risk is
also maturing. We have considered the
requirements of the Taskforce on Climate-
related Financial Disclosures (TCFD) in this
year’s report. See pages 46-48 to understand
our approach to risk, including climate-
related risk.
Our climate change
commitment
As a founding member of the Climate
Leaders Coalition (CLC) we are committed to
business leadership and collective action
when it comes to addressing climate change.
In 2016 we set a target to reduce our
emissions by 25% by 2025 against FY16
baseline. This is a credible and ambitious
target. However, it is not aligned with the
latest science-based targets which typically
set more ambitious reduction goals over a
longer period of time in order to contribute
to limiting warming to 1.5 degrees.
We have recently committed to the 2019 CLC
pledge that raises our ambition. This requires
us to set a target grounded in science that will
deliver substantial emissions reductions to
contribute to New Zealand being carbon
neutral by 2050.
In practice this will mean a more ambitious
target, over a longer period to 2030 and
beyond. We remain committed to our current
target. By setting a new target, and creating a
pathway towards it, we will also accelerate
our progress towards our 2025 reduction
target, which will require significant work to
achieve. We will also improve our external
climate change reporting by seeking
independent verification of our emissions.
Reducing our network
emissions
Our main source of emissions is our use of
electricity. We consume the most electricity in
powering our networks and technology,
including data centres and switches.
Traffic over our networks increases
significantly each year. To keep up with
demand we have been investing in expanding
coverage and increasing capacity in our core
networks, including adding 150 new mobile
sites over the past two years. It’s important that
we meet our customers’ needs for digital
connectivity. However, we recognise that we
must invest and expand our network in a way
that also reduces its footprint.
Global consultancy Bell Labs conducted an
independent review of our efficiency, which
found our data centre and network building
power usage effectiveness (PUE) to be “very
good” and our traffic-vs-power growth-ratio vs
industry standards to be “outstanding” when
measured against our international peers.
One way to reduce electricity consumption is
to migrate to more efficient systems. Many
Our environment refers to natural capital, the resources that
make up and power our network and technology, and the
physical environment and hazards that it operates within.
32
Spark New Zealand Annual Report 2020
Our environment
Kiwis have already made the switch to get
their landline and broadband delivered over
newer technologies like fibre or wireless
broadband, or have simply dropped their
landline completely in favour of using their
mobile. However, in many areas of
New Zealand our landline voice calling is still
running on the legacy public switched
telephone network (PSTN) that is nearing the
end of its life.
Since 2017 more than half a million Kiwis
have moved over to the newer Converged
Communications Network (CCN). The CCN is
a more resilient and fully digital technology
that handles all the different services our
customers will expect and demand – fixed,
mobile, video, collaboration, Voice over LTE
(VoLTE) and future services like Voice
over WiFi.
In the year ahead we plan to step up our work
to move customers over to the CCN. We will
take an area-by-area approach. For most
customers the change will be a very simple
process. We will support customers to make
an informed choice about what service they
would like to move to, and we have put in
place a team of support people who can find
solutions for those with more complex needs.
At the end of FY20 232 PSTN switches had
been retired across New Zealand, which
accounts for 33% of PSTN switches.
Decommissioning the PSTN switches results
in significant reduction in electricity usage.
We save around 60,000kWh each year in a
typical urban PSTN exchange building or as
much as 1 GWh each year in our largest
exchanges, around 16 times more. This year
we’ve achieved further annual savings of
around 3 GWh through these energy
efficiency improvements, totalling 3% in the
past two years.
Our FY20 emissions
Over the past year our gross carbon
emissions were unchanged from FY19.
Electricity emissions increased this year due
to higher carbon intensity in the national grid,
offset in part by electricity efficiency
improvements achieved in the network. Travel
emissions reduced by 26%. Refrigerant
leakage increased 4% this year, and emissions
from diesel for generators were unchanged.
Waste reduced 16% in FY20 with fewer
people going to the office.
Spark is now offsetting travel emissions by
purchasing carbon credits through Air New
Zealand’s FlyNeutral programme. We are
including these in our emissions reporting for
the first time, covering flights for the FY19
and FY20 period. Including these offsets, our
FY20 net emissions were around the same
level as the FY16 base year, with the carbon
credits offsetting growth in other areas of
the business.
GREENHOUSE GAS EMISSIONS
Kilotonnes-CO
2
-equivalents
FY16
BASEFY17FY18FY19FY20
CHANGE
FY16 – FY20
Direct Emissions (Scope 1)
1
3.43.63.63.53.6+7%
Electricity Emissions (Scope 2)16.6 13.416.216.817.5+5%
Value Chain Emissions (Scope 3)
2
6.9 6.98.35.75.7-17%
Gross Emissions27.023.928.128.428.2+5%
Carbon Offsets (2.4)(1.3)
Net emissions27.023.928.126.0
3
26.90%
1 We have applied higher default refrigerant leakage estimates this year and restated Scope 1 refrigerant emissions for prior years following the same methodology
2 This year we have applied significantly lower emission factors for New Zealand domestic air travel, based on new Government guidance following a 2016 Ministry of
Transport study of aviation fuel consumption in New Zealand
3 Adjusted from previously reported figure to include offsetting
0
50
100
150
200
FY20FY19FY18FY17FY16
OFFICE
DATA CENTRES
NETWORK
ELECTRICITY CONSUMPTION
Gigawatt Hours (GWh)
0
FY20FY19FY18FY17FY16
OTHER
TRAVEL
REFRIGERANT
FLEET
DIESEL
ELECTRICITY
GREENHOUSE GAS
EMISSIONS BY SOURCE
Tonnes-CO
2
e
10,000
20,000
30,000
In collecting activity data to calculate scope 1 and scope 2 emissions Spark has used ISO 14064-1, New Zealand
Guidance for Voluntary, Corporate Greenhouse Gas Reporting and The Greenhouse Gas Protocol: A Corporate
Accounting and Reporting Standard (Revised Edition).
Electricity emissions are calculated based on grid electricity consumption and the transmission and distribution losses
emission factor as described in: Ministry for the Environment Measuring Emissions: A Guide for Organisations: 2019
detailed guide. Wellington: Ministry for the Environment.
33
Connections matterSpark New Zealand Annual Report 2020
Air travel
In FY20 the COVID-19 alert levels had
a significant impact on our emissions.
We stopped all international air travel,
and domestic travel has been significantly
reduced.
We want to embed the good practices we
adopted through lockdown, which forced
many of our teams, and many of our
interactions with customers and other
stakeholders, online. For FY21 we have put
tighter controls in place over air travel and are
aiming to significantly reduce our flight spend
compared to pre-lockdown patterns.
Our fleet
Spark has a core fleet of around 240 vehicles
operating across New Zealand, and a further
214 vehicles assigned to subsidiaries and
business partners. Our fleet emissions are
around 6% of our total emissions. This means
we have an important opportunity to make
meaningful reductions in emissions by
changing the composition of our fleet and
our usage patterns.
We have a long-term focus on increasing fleet
efficiency. We introduced 47 hybrid vehicles
into our fleet in 2015, and in 2016 we made a
commitment to convert 30% of our core fleet
to PHEV (Plug in Hybrid Electric Vehicles) or
fully electric vehicles. We achieved this target
in FY20, having replaced 86 vehicles with
PHEVs, representing 32% of our core fleet.
The majority of these vehicles were Mini
Countrymen PHEVs. When compared to pure
EVs, PHEVs are higher-emitting. However,
they are the most practical solution for Spark
currently because many of our sales and
service staff using the vehicles are required to
travel large distances in areas where charging
infrastructure is not yet fully available.
We want to continue this momentum and we
will use what we have learned from the roll
out of PHEVs to support change across our
broader fleet. We are committed to
increasing the number of EVs and higher-
range PHEVs in our fleet over time and to
reporting transparently on this. At the end of
FY20 19% of our broader fleet was PHEV or
EV. Our long-term target is 30%.
Health and safety is another priority in our
fleet management, with vehicle safety a key
element in our vehicle choice. In FY20 we
rolled out GPS systems across our fleet. These
systems inform us immediately if any drivers
have been involved in an accident (if the
vehicle has rolled or flipped), if our vehicles
have any unusual speeding or deceleration
activity and if the device has been removed.
Another advantage is that data from the GPS
is enabling us to better understand the
distances that each vehicle covers. This data is
helping to determine future buying decisions,
such as where to deploy EV or PHEV vehicles
in each location.
E-waste and
network recycling
Spark has a comprehensive programme for
managing end-of-life network equipment and
technology. This is separated into different
waste streams – such as mobile phones,
printed circuit boards, copper cables, lead
batteries and all types of metals. The different
items are sorted, processed by our recycling
partners and then some components are sent
overseas for recycling, reselling or reusing.
In FY20 we recovered a total of 501 tonnes of
e-waste, an increase of 36% on last year. Of
this, 198 tonnes was network e-waste (up
420% on FY19), and 303 tonnes was metals,
cables and batteries (down 8%). The increase
in network e-waste is due to network projects,
In FY20 we added Mini
Countrymen PHEVs to
our core fleet.
34
Spark New Zealand Annual Report 2020
Our environment
such as the decommissioning of our PSTN
network. To improve collection we have
focused on education within Spark, and we
have begun to work with some of our larger
customers to support them to responsibly
recycle their surplus equipment.
Mobile phone recycling
Spark is a member of the Telecommunication
Forum’s (TCF) RE:MOBILE product
stewardship scheme. The scheme takes
unused mobile phones, and either
refurbishes and on-sells them in overseas
markets or recycles them. Any profits from
the scheme are donated to the charity
Sustainable Coastlines.
In FY20, 24,900 mobile phones or other
devices were reused or recycled through
this scheme. This has increased from
17,500 in FY19.
To support this scheme we have recycling bins
in our stores and offices around New Zealand.
We are working with our industry partners and
the TCF to boost the awareness of the scheme
and overcoming the barriers consumers feel in
recycling their devices. In the past year this
included promoting the scheme to our mobile
customers by mailing out 80,000 RE:MOBILE
recycling envelopes, and raising awareness
with our retail staff. The programme also
signed Olympic pole-vaulter Eliza McCartney
as brand ambassador for RE:MOBILE.
Packaging and
consumer waste
Reducing the environmental impact of our
products and packaging is a long-term focus.
This includes making decisions that reduce
packaging bulk, use recycled or recyclable
materials and avoid the use of plastics. The
environmental impacts of these decisions are
considered against packaging function,
branding requirements and cost. We
recognise that this is an area of growing
interest to our customers, and that we have
the opportunity to do more.
We work with our third-party suppliers to
reduce packaging and the use of plastics in
our products. We have recently created our
first environmentally friendly packaging for
our 5G modems, which use recycled paper
and a design that reduces the amount of
bleaching in the production processes.
In November we introduced new
environmentally friendly shopping bags at
our stores. The new bags are made from
recycled paper and are fully recyclable. We
chose a bag made from 100% recycled paper
because it has a low impact in its production
as well as a low end-of-life impact. The bags
use vegetable-based inks and are free from
any plastics.
We introduced
environmentally friendly
shopping bags made
from 100% recycled
paper at our stores.
35
Connections matterSpark New Zealand Annual Report 2020
Our communities
Our products and services help our
communities to stay connected and enable
the provision of community services. Beyond
the direct impacts of our products we want to
reach out to play a role in building healthy,
connected, and equitable communities. This
is how we create value and build social and
human capital.
We know that the impact of COVID-19 will be
felt across New Zealand and that some
communities will be more impacted than
others. The role of digital technology in
New Zealand’s recovery and transformation
brings the issue of digital equity into the
spotlight. We want a positive digital future in
which every Kiwi has the opportunity to thrive.
Digital equity
Spark works alongside the Spark Foundation
to address barriers to digital equity. The
Government’s Digital Inclusion Blueprint
1
identifies four elements essential to
digital equity:
• Access: for everyone to be able to enjoy
the benefits of the digital world we need
to ensure connectivity, affordability
and accessibility
• Motivation: people need to understand
the benefits of the digital world to have a
meaningful reason to engage with it
• Skills: the know-how to use the internet
and digital technology in ways that are
appropriate and beneficial
• Trust: having trust in the internet and
online services and the digital literacy to
manage personal information and avoid
potential harm
Spark Foundation
1 Available at https://www.digital.govt.nz/assets/
Documents/113Digital-Inclusion-BlueprintTe-
Mahere-mo-te-Whakaurunga-Matihiko.pdf
We work alongside
New Zealand to harness the
power of technology for a
positive digital future for all.
Spark Foundation is the charitable
organisation supported by Spark
New Zealand, taking the lead in delivering
Spark’s community work. The Foundation’s
vision is that no New Zealander is left
behind in a digital world. Its mission is to
accelerate towards digital equity, including
access, skills, capabilities and wellbeing in
the digital age.
Spark Foundation supports the delivery of
Skinny Jump, managing the partnerships that
deliver the programme in the community.
Spark Foundation also allocates funding for
programmes through a strategic partnership
approach, focusing on partnering with
organisations whose work is aligned
to its strategy.
In FY20 Spark Foundation sold
the Givealittle crowd funding platform. Spark
Foundation acquired Givealittle in 2012 with
the aim of growing a generosity platform that
would make a difference to New Zealand.
Over that time donations through the platform
grew from $650,000 to $33 million in FY19.
The decision to sell Givealittle was taken after
a review of Spark Foundation’s strategy, to
help ensure Givealittle’s continued growth and
better enable Spark Foundation’s resources to
invest in accelerating digital equity in
New Zealand.
Spark Foundation’s partnership with The
Electric Garden mixes growing food with
digital technology to support learning.
36
Spark New Zealand Annual Report 2020
Our communities
Accelerating digital equity
through Skinny Jump
Census data estimates that around 211,000
New Zealand homes don’t have access to
broadband. Research from Internet NZ
indicates that cost is the biggest barrier to
this access.
To help bridge the digital divide Spark
Foundation launched Jump in 2016,
providing internet access to those who go
without. Jump was first targeted at families
with school-aged children.
In March 2020 Jump was relaunched as
Skinny Jump, as Jump runs on the Skinny
mobile broadband network. Eligibility for
Skinny Jump was extended to include job
seekers, senior citizens, refugees, new
migrants, people recently released from
prison, people with disabilities and people
living in social housing.
With the launch of the new Skinny Jump the
cost was also halved, to $5 for 30GB of data,
with the option to renew up to five times a
month. The service is entirely prepaid, so
there are no long-term contracts or credit
checks needed, and all it takes to get set up is
registering through a partner and plugging in
the modem.
Skinny Jump is available through a community
partner network, which is overseen by Digital
Inclusion Alliance Aotearoa (DIAA) and
includes 176 local partners nationwide
spanning community libraries and community
hubs amongst others.
Since the relaunch in March the Skinny Jump
customer base has nearly doubled to reach
9,559 by the end of FY20. The aspiration is to
reach 20,000 homes by the end of FY21.
In response to COVID-19 Skinny Jump also
worked in partnership with the Ministry of
Education and AUT to connect school and
university students in need of broadband at
home free of charge.
See: www.skinny.co.nz/jump
“Digital equity is a critical issue in New Zealand, but
something most of us take for granted. If you can’t get
online, then you’re already ten steps behind the person who
can – so it’s exciting to see Skinny Jump being offered to
more groups of Kiwis who are currently missing out. We’ve
witnessed first-hand the incredible difference that Jump has
made to the lives of the school-aged families who’ve been
on the programme and can’t wait to see the impact it will
have on the lives of so many other New Zealanders.”
Sue Kini, Digital Inclusion Alliance Aotearoa (DIAA)
“Jump has been absolutely life-changing for me and my
whānau. We live rurally and once we got our modem, we
were able to plug in and get online straight away. My kids
are smart but without access to the internet at home I was
worried that they would fall behind in their schoolwork. It’s
been such a fantastic tool for my whānau that I promote it to
other Kiwis, just like us, who might be struggling to afford an
internet connection at home. No one should miss out on
having access to the internet because of the cost.”
Shona Te Huki, a Taranaki mother with school-aged kids who has been on the
Jump programme since 2018.
37
Connections matterSpark New Zealand Annual Report 2020
Emergency Phone programme for
victims of domestic violence
At the start of Alert-Level 4 lockdown, Spark was approached by Shine and Women’s
Refuge NZ to provide mobile phones loaded with prepaid credit for individuals who
were fleeing domestic violence during lockdown. As part of this, 40 mobile phones with
prepaid credit were sent to Women’s Refuge centres around the country.
Spark Foundation has now set up an ongoing Emergency Phone programme to support
domestic violence groups across New Zealand. The programme is a joint venture between
Spark Foundation and 100 domestic violence support organisations. As part of the new
initiative, 570 Skinny Tahi Phones with $20 Skinny prepaid credit will be made available to
support our most at-risk New Zealanders.
Employee donations
$269
,
328
(FY19: $481k)
Spark’s matching
$172
,
692
(FY19: $221k)
Number of employees
participating
488
(FY19: 735)
Spark Give results
for the year
Total staff eligible
for volunteering
1
4,383
Total employee
participation
501
(2019: 806)
% of employee
participation
11%
(2019: 18%)
Employee volunteering
for the year
Spark Give
Our payroll giving programme, Spark Give,
enables our people to donate to schools and
charities via their pay, with benefits for doing
so. Spark Foundation matches the amount
employees donate dollar-for-dollar up to
$500 per employee per annual year. Since
this programme was established in July 2011
over $6 million has been donated to
Volunteering and
Payroll Giving
Our approach to staff volunteering
Spark employees are able to take one
volunteer day each year. The Spark Foundation
encourages skills and mission-based
volunteering. Skill-based volunteering means
our people focus on opportunities that take
advantage of their specialised skills and talents
to assist not-for-profits. Mission-based
volunteering means volunteering with
organisations whose work aligns with the
purpose of Spark – to help all of New Zealand
win big in a digital world.
The Spark Foundation works with our people
to help them find an appropriate skill or
mission-based volunteering opportunities.
The Foundation works with two partners,
Helptank and Voluntari.ly, to help drive
greater uptake of the Spark volunteer day
and also greater impact from the volunteering
our people do.
COVID-19 was a catalyst for many of our
employees to consider what they could do to
support their communities. Many employees
were seconded to volunteer to support the
expanded Skinny Jump. However, our
decision to put our volunteer programme on
hold in lockdown between March and June
has contributed to a drop in employee
participation.
We are also working to align digital equity
work with employee volunteering to offer
support to seniors and other groups. We are
piloting a digital mentoring programme to
match our employees with seniors who are
new Skinny Jump customers who request
support making the most of the digital world.
New Zealand schools and charities. We are
currently reviewing how the Spark Give
programme aligns to Spark Foundation’s new
strategy and digital equity focus. Because of
this we haven’t actively promoted payroll
giving to our employees in FY20, and we
have seen our employee giving reduced
compared to FY19.
1 Excludes selected subsidiaries and fixed-term employees.
38
Spark New Zealand Annual Report 2020
Our communities
Spark’s Māori Strategy
Our Māori Strategy is about cultural
transformation, finding the shared space
between Te Ao Māori and the corporate
world. It aims to build deeper more authentic
partnerships with our communities, our
customers and our people.
Spark’s first Māori Business Strategy, Te Pou
Arataki, was launched in 2017. A key focus
was ‘Kanohi Kitea’– for our people to be seen,
empowered and connected. Over the past
three years the strategy has been successful
in driving change across Spark through
programmes such as our Te Reo Māori Plan,
providing cultural responsiveness training to
key Spark people, and delivering a self-
directed Māori Made Easy programme to 75
tauira (students). Spark has also formed
partnership to support our communities,
including the Marae Digital Connectivity
project, and supporting Kapa Haka, Matariki
and Te wiki o Te Reo Māori.
In the year ahead our focus is moving to
further growth by developing strategic
partnerships with Māori, supporting the
development of, and unleashing, the Māori
economy. To do so we are evolving Spark’s
Māori Strategy. We have taken Te Pou Arataki
and reimagined Te Korowai Tupu o Kora
Aotearoa, the cloak of growth of Spark
New Zealand. Te Korowai Tupu is inspired,
driven, and led by kawa (protocol), tikanga
(process) and kaupapa Māori and takes the
threads of a tangata whenua world view that
can be woven across Kora Aotearoa, into our
strategic pillars, business strategies, Spark
values and shared Māori values to embrace
the physical and spiritual nature of te ao
Māori. Our success will be measured through
authentic partnerships delivering great
outcomes for Māori and Aotearoa.
Te Korowai Tupu has three key threads
(hukahuka) within the strategy. Toitū –
sustainability, Te Tiriti o Waitangi – The Treaty
of Waitangi, and Mana Taurite – Equity. We
aim to work in partnership with Māori to effect
change to unleash the potential of Māori
Business and all New Zealanders as a driver
for economic, cultural, environmental and
social growth.
Spark’s role in the Marae Digital
Connectivity initiative
We are working with the Government to
bring our broadband and technology
capabilities to the Marae Digital Connectivity
initiative as a key connectivity partner.
A Digital Marae is a marae with reliable digital
connectivity that allows communities to be
more connected than ever before, providing
pathways to digital health, economic, social
and educational services. Technology can
enable stronger, safer, more connected
communities, even in the most remote
rural areas.
Spark has taken an approach guided by
tikanga Māori to deliver this programme
alongside Crown Infrastructure Partners (CIP)
and Te Puni Kōkiri.
Kupu 2.0 to support Te Reo Māori in
the classroom
Spark’s Kupu is a breakthrough mobile app
that helps people learn Te Reo Māori by
translating photos of objects around them.
In the past year we’ve launched an improved
version that can now be used across more
schools in Aotearoa, thanks to the launch of a
new version for use on tablets and desktops.
Kupu is a free and easy app for teachers to
use. It is powered by Google cloud vision
technology, combining with Te Aka Māori
Dictionary translations.
We launched an
updated version of
‘Kupu’ for use on
tablets and desktops.
We celebrate Matariki to
recognise our unique Māori
identity and continue
building our inclusive Blue
Heart culture.
39
Connections matterSpark New Zealand Annual Report 2020
Our Board
1. Justine Smyth, CNZM
Chair
Justine joined the Board of Spark
New Zealand in December 2011 and became
Chair in 2017. She has extensive experience
in governance, mergers and acquisitions,
taxation and financial performance of large
corporate enterprises, as well as actively
investing in small and medium enterprises
(SMEs). Her background is in finance and
business management, having been a Partner
with Deloitte and Group Finance Director at
Lion Nathan. She is currently a director of
Auckland International Airport Limited, and
Chair of The Breast Cancer Foundation
New Zealand. Justine has a Bachelor of
Commerce from the University of Auckland
and is a Fellow of Chartered Accountants of
Australia and New Zealand and a Chartered
Fellow of the Institute of Directors. In 2020
Justine was appointed a Companion of the
New Zealand Order of Merit for services to
governance and women.
2. Alison Barrass
Non-executive Director
Alison joined the Board in September 2016.
She brings a broad range of skills, including
knowledge and expertise in the fast-moving
consumer goods (FMCG) sector and in
governance, leadership and marketing-led
innovation. Her background includes 30 years
experience at major international FMCG
companies, including PepsiCo, Kimberley-
Clark, Goodman Fielder and Griffins Foods.
She is currently a director with GWA Group,
Heilala Vanilla, Lewis Road Creamery, Rockit
Global and is Chair of Tom & Luke. Alison was
previously Chair of Methven Ltd, Chair of the
Breast Cancer Research Trust and a director
of The Parenting Place. Alison has a Bachelor
of Science from the University of
Southampton and a Business Diploma in
Marketing from the University of Auckland.
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3.
5.
7.
4.
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2.
40
Spark New Zealand Annual Report 2020
Our Board
3. Paul Berriman
Non-executive Director
Paul joined the Board in December 2011,
bringing over 35 years of international
experience in telecommunications, media
and convergence. Since 2002 he has been
Group Chief Technology Officer of the HKT
Trust, where he’s responsible for leading the
group’s product and technology roadmap
and strategic development. Prior to this he
was Managing Director of management
consultancy Arthur D. Little in Hong Kong and
he has held roles in Reuters and several major
Hong Kong service providers. In 2009 Paul
was recognised by the IPTV World Forum
with its Special Merit Award for Outstanding
Industry Contribution and in 2008 he was
listed as one of the Global Telecoms Business
Magazine’s top 100 “most influential persons
in telecoms”. He is a Chartered Engineer who
holds a Bachelor of Science in electro-
acoustics from the University of Salford (UK)
and a Masters in Business Administration
from the University of Hong Kong. Paul is a
Director of Rain Networks in South Africa, and
the global Next Generation Mobile Networks
Alliance of mobile network operators.
4. Warwick Bray
Non-executive Director
Warwick joined the Board in September
2019. He brings over four decades of
experience in the international
telecommunications, technology and media
sectors, most recently in senior executive
roles at Telstra. During his nine years at Telstra
up until 2018, his executive roles comprised
Chief Financial Officer, Group Managing
Director Product, Executive Director Mobile
and Head of Corporate Strategy. Earlier in
his career, he was a managing director at
JP Morgan (London) and Dresdner Kleinwort
Wasserstein (London) in telecommunications
equity research. He also worked at
McKinsey & Company in Europe, advising
telecommunications companies on strategy,
regulation and operational improvement, and
as a network systems engineer at Hewlett
Packard. Warwick has served on the GSMA
strategy committee, the boards of Hong Kong
mobile business CSL and Australian pay TV
operator Foxtel and as Chairman of the
Australian Mobile Telecommunications
Association. He holds a Bachelor of
Science (Hons) and a Masters in Business
Administration from the University
of Melbourne.
5. Pip Greenwood
Non-executive Director
Pip joined the Spark Board in April 2018,
bringing significant experience in capital
markets, mergers and acquisitions,
telecommunications and governance. She
was formerly interim CEO of Russell McVeagh
and a senior partner at the firm, with over ten
years experience on the firm’s Board
including time as its Chair. Over the years
Pip has advised on many high-profile
New Zealand corporate transactions that have
changed the face of industries. She was a
member of the New Zealand Takeovers Panel
from 2007 to 2011 and is a current director of
Fisher & Paykel Healthcare, Westpac
New Zealand, The a2 Milk Company and
a trustee of the Auckland Writers Festival.
Pip has a Bachelor of Laws from the University
of Canterbury.
6. Jolie Hodson
Chief Executive and Executive Director
Jolie joined the Board in September 2019. As
Chief Executive Officer Jolie is responsible for
ensuring Spark has a sound strategy and
applies her leadership to delivering on that
strategy, while building a leadership team
around her and a business that is able to
adapt to the fast-changing world of digital
services. Jolie became CEO on 1 July 2019.
Prior to that she was Spark’s Customer
Director. Jolie joined Spark in 2013 as CFO
before becoming CEO Spark Digital in
October 2016 – and in both roles played a
pivotal part in transforming Spark from a
legacy telco to a growing digital service
company. Prior to this, she worked for
20 years in a range of senior finance roles
for the Lion Group and Deloitte. She has a
Bachelor of Commerce from the University
of Auckland, and is a Fellow of Chartered
Accountants of Australia and New Zealand.
7. Ido Leffler
Non-executive Director
Ido joined the Board in June 2014. He brings
experience in developing digital brands
and extensive networks in the start-up
communities of Silicon Valley and Australasia.
Ido is the co-founder and Chief Executive
Officer at Yoobi, a US based school supplies
company that engages kids through bright
colours, cool designs and, most importantly,
cause. He is also Co-founder of Yes To Inc – a
leading global natural beauty brand, and the
Co-Founder of Beach House Group – a global
consumer products solutions house. He has a
Bachelor of Business from the University of
Technology in Sydney.
8. Charles Sitch
Non-executive Director
Charles joined the Board in December 2011.
He has more than 20 years experience in
driving business strategy, having worked for
McKinsey & Company from 1987, where he
became senior director in 2010, primarily
working with CEOs and boards on strategy
and operations turnarounds, before retiring in
2010. Since 2006 he has been involved in
various new business ventures. Charles is
Chairman of the Board of Trinity College at
the University of Melbourne. He holds a
Masters in Business Administration from
Columbia Business School and a Bachelor
of Laws and a Bachelor of Commerce
from Melbourne University. He is also a
Graduate of the Australian Institute of
Company Directors.
41
Connections matterSpark New Zealand Annual Report 2020
Strategic role of the Board
Spark’s Board plays a critical role in helping
to guide and test company strategy, by
engaging in an ongoing conversation with
the Leadership Squad around key strategic
decisions. These decisions are in relation to
the long-term strategic planning and direction
of the business, including non-financial
performance and our ability to create value
in the medium and long term. This includes
customer experience, environmental, social
and governance measures.
During FY20 the Board provided oversight
and strategic support to assess the impacts
of COVID-19 on Spark’s business. Regular
briefing calls were held with management to
discuss Spark’s response, including steps
taken to protect our people and keep our
business running as a critical lifeline utility. As
the body elected by shareholders to protect
and enhance the value of Spark’s assets, the
Board has oversight of Spark’s financials and
the annual and three-year planning
processes. Board members engage in robust
discussions with management around the
strategic direction of the business to test and
ensure investment is going towards the
things that will deliver the best outcomes for
the company and shareholders. This flows
through to Spark’s remuneration policies
where there is Board involvement in setting
targets and hurdles for short-term and
long-term incentives.
The Spark Board has a strong focus on
improving diversity and inclusion across
Spark – and in particular improving a
balanced gender representation at senior
levels. This has been led by Justine Smyth in
her previous role as Chair of the HRCC and
more recently in her current role as Board
Chair. Justine and her fellow Board members
have ensured diversity and gender equality
are true priorities at Spark, have challenged
the business to set stretch targets in this
regard and have helped lay the foundations
for the culture of diversity and inclusion that is
now flourishing across the business.
Board changes
The Board appointed Warwick Bray, as a
non-executive director, and Chief Executive
Jolie Hodson, as an executive director, to the
Board effective from 23 September 2019.
Future Director
Spark also supports the Future Directors
programme and appointed its second Future
Director Ana Wight effective 1 February 2020
for a period of 12 months.
Board succession
Spark’s Board has an appropriate mix of
tenure, skills, diversity and experience. This
allows the Board to be ambitious and to
deliver on those ambitions and to enable
Spark to tackle the challenges and
opportunities of the digital era.
The Board skills matrix on the following
page outlines the qualifications, capabilities,
geographical location, tenure and gender
of each member of the Board.
There is an ongoing Board succession
programme, which is focused on finding new
directors with relevant skills and experience
that complement the diverse perspectives
already represented around the table.
Our Spark City
building in Auckland.
42
Spark New Zealand Annual Report 2020
Our Board
Board skills matrix
Justine
Smyth
Alison
Barrass
Paul
Berriman
Ido
Leffler
Charles
Sitch
Pip
Greenwood
Warwick
Bray
Jolie
Hodson
Qualifications
BCOM, FCA,
CFINSD
BSC, DIP BUS,
MARKETING
MBA, BSC,
CENG
BBSMBA, LLB,
BCOM
LLBBSC, MBABCOM, FCA
Capability
Strategic knowledge for scale telco/
technology businesses
Financial / commercial
Risk management / legal / regulatory
and/or sustainability
Customer insight / retail / brand
People leadership and culture
Listed company governance
Capital markets / capital structure
Digital / data / media / new markets
Geographical location
NZNZHong Kong
Australia
AustraliaNZAustraliaNZ
Tenure (years)
8.73.98.76.28.72.30.90.9
Gender
FFMMMFMF
The Board skills matrix identifies the predominant skills of each director. The Board has specifically limited high capability and medium
capability to both having a maximum of two areas for each director.
KEY:
HIGH CAPABILITY
MEDIUM CAPABILITY
Definitions of categories of capability:
Strategic knowledge for scale telco/
technology businesses: experience as a
senior executive in, or as a strategy
professional advisor to, large telco/
technology businesses.
Financial / commercial: a strong accounting
and finance background, most likely being
a chartered accountant, having held the
position of CFO in a significant publicly
listed company, or leadership position in
professional services/advisory firm.
Risk management / legal / regulatory
and/or sustainability: experience in
identifying and mitigating both financial
and non-financial risks / extensive legal
experience / experience with influencing
public and regulatory policy decisions and
outcomes / experience in the design and
application of sustainability frameworks.
Customer insight / retail / brand: experience
as a senior executive responsible for driving
customer experience including by effectively
using insights, optimising customer
journeys and building brand experience
for customers.
People leadership and culture: experience
as a CEO of a significant publicly listed
company or large private stand-alone
company. Leadership skills including the
ability to set appropriate organisation culture.
Listed company governance: listed
company Board experience other than
Spark, experience with sophisticated
governance structures.
Capital markets / capital structure: strong
knowledge of debt and equity capital
markets, and experience with mergers and
acquisitions / experience dealing with a
range of funding sources and capital
structuring models.
Digital / data / media / new markets:
experience as a senior executive in, or as a
professional advisor to, digital, data and/or
media business, or businesses in emerging
new markets. Experience in the use of digital
channels and the latest innovative and
digital technologies.
43
Connections matterSpark New Zealand Annual Report 2020
Our Leadership Squad
1. Melissa Anastasiou
General Counsel
As General Counsel, Melissa leads Spark’s
legal and compliance functions, providing
Spark with strategic legal and commercial
guidance, ensuring the business acts lawfully
and with the utmost integrity. She has also
played a pivotal role in leading out Spark’s
diversity and inclusion programme. Melissa
joined Spark in 2009 and undertook a range
of legal roles across the organisation before
being appointed as Group General Counsel
in 2012. Prior to joining Spark Melissa spent a
number of years as a Senior Legal Counsel
for UK mobile provider Telefonica O2. She
also has extensive experience working for
leading corporate law firms in Auckland and
the UK. Melissa has a Bachelor of Laws from
Victoria University of Wellington.
2. Matt Bain
Marketing Director
As Marketing Director Matt brings his
outstanding digital marketing and customer
experience skills to place the customer right
at the centre of Spark’s thinking and actions.
Matt was previously based in Amsterdam as
European Managing Director for agency
AKQA – one of the world’s leading innovation
and brand experience agencies, with
responsibility for 500+ employees across five
countries. Over an 18-year career Matt has
built an impeccable international reputation
with some of the world’s greatest brands –
Nike, Heineken, Mini, Rolls Royce, Siemens,
EA Sports, Audi, Phillips, Tommy Hilfiger and
KLM amongst others. He holds a Masters of
Commerce from the University of Auckland.
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8.
44
Spark New Zealand Annual Report 2020
Our Leadership Squad
3. Mark Beder
Technology Director
As Technology Director Mark steers the big
technology choices and deployments that
ensures Spark offers customers the best data
connectivity experience possible. This means
optimising the huge investments in data
networks, mobile, and IT infrastructure to set
Spark up for success and growth and enable
New Zealand’s digital future. Mark became
Chief Operating Officer in 2016, after joining
the business in 2003. Since 2003 he has
held several senior roles, including
General Manager Value Management with
responsibility for Group Procurement, IT and
network investment, management of the
Chorus relationship and mobile capacity. He
has successfully driven major initiatives and
innovation, including Spark’s Mobile network
evolution and the ongoing replacements
of the PSTN with a new Converged
Communications Network (CCN). Before
joining Spark Mark worked as a Senior
Manager for Ernst & Young Consulting in
Auckland. He has a Bachelor of Commerce
from the University of Auckland.
4. Leela Gantman
Corporate Relations Director
Leela joined Spark as Corporate Relations
Director in January 2020, bringing with her
over 18 years experience in corporate and
agency roles in New Zealand and Australia.
Prior to joining Spark Leela was Head of
Communications at Fletcher Building, and
before this External Relations Director at
beverages group Lion in Australia.
As Spark’s Corporate Relations Director Leela
is responsible for reputation management,
internal communications, government,
industry and community engagement as
well as the charitable activities of the Spark
Foundation. She also oversees the Company’s
sustainability strategy. Leela holds a Bachelor
of Arts in Communications from the University
of Technology Sydney.
5. Stefan Knight
Finance Director
Stefan was appointed Finance Director in
March 2020. Stefan has been with Spark since
2003 and has worked across a range of
finance and business performance-related
roles. He played a key role over recent years
in important Spark initiatives, including the
Turnaround and Quantum business
improvement programmes and, more
recently, was part of the leadership group that
helped shape the organisation’s move to an
Agile way of working. Stefan has held senior
roles across the business including leading
the Spark Digital Finance function and
leading reviews that drove significant
improvements in customer profitability. Prior
to that Stefan held roles in Strategy and in
Investor Relations where he managed
relationships with both debt and equity
investors. Stefan is a Chartered Accountant,
and began his career at Deloitte working
across both Audit and Corporate Finance.
Stefan has a Bachelor of Commerce in
Accounting and Finance from the University
of Auckland.
6. Grant McBeath
Customer Director
As Customer Director at Spark New Zealand
Grant leads the customer facing teams and
is focused on developing clear insight into
what customers value and helping the teams
deliver it.
Grant joined Spark in 2013 as General
Manager of Sales for the Spark Consumer
and SMB business. The role grew and he
picked up the Consumer and SME Sales,
Service and Operations teams, and he had a
period of six months as acting CEO for Spark
Home, Mobile and Business in 2018 prior to
Spark transitioning to Agile ways of working.
Prior to working for Spark, Grant held a
number of global roles at Nokia throughout
Asia, and other global roles with Chevron
Texaco, Coca-Cola and Cadbury in
New Zealand. Grant completed a BCom
at the University of Auckland, and also
completed his MBA from the Helsinki School
of Economics.
7. Heather Polglase
Human Resources Director
Heather was appointed HR Director in
September 2019. Heather joined Spark in
2013 and has over 20 years international HR
experience, with a proven track record for
business transformation, talent management,
leadership development and succession
planning across a range of industries
including FMCG, retail, hospitality,
technology and telecommunications.
At Spark, Heather has held various senior HR
positions and delivered a number of critical
initiatives, including Spark’s Leadership and
Development programme to build high-
performing teams and leaders.
Prior to joining Spark, Heather was a senior
HR leader for almost a decade within
Progressive Enterprises including two years
in Australia leading HR, Strategy & Change
Management at Dan Murphy’s. She has a
Bachelor of Business Studies Degree
(Hospitality Management) from Auckland
University of Technology.
8. Tessa Tierney
Product Director
As Product Director Tessa is responsible for
designing and delivering products and
service experiences that customers value.
Tessa is also responsible for shaping Spark’s
investments and maturing capability in digital,
IT, data and experience design to deliver on
future business needs.
Tessa joined Spark in 2015 as the Manager of
Brand, Communications and Events for Spark
Digital before moving on to become Business
Manager. In 2017, Tessa joined the team that
was responsible for successfully transitioning
Spark into an Agile organisation, and is
regarded as one of New Zealand’s leading
Agile and product development practitioners.
Tessa brings to the role more than 16 years
of experience in information and
communication technologies, having
previously held a variety of roles at Vodafone
New Zealand. She has a Diploma in
Communications Studies from Manukau
Institute of Technology.
45
Connections matterSpark New Zealand Annual Report 2020
Our governance and
risk management
Maintaining high standards
of corporate governance
The Board regularly reviews and assesses
Spark’s governance structures and processes
to ensure that they are consistent with
international best practice, in both form
and substance.
Spark has complied with the
recommendations of the NZX Corporate
Governance Code and substantially complied
with the principles and recommendations of
the ASX Corporate Governance Councils
Principles and Recommendations (4th
Edition) for the FY20 reporting period. You
can read about how we have complied with
these recommendations and principles in
Spark’s Annual Corporate Governance
Statement 2020 at: https://www.sparknz.
co.nz/about/governance
Copies of, and details about, Spark’s
corporate governance policies, practices and
processes can be found on our website at:
https://www.sparknz.co.nz/
about/governance
Non-financial performance
and reporting
In addition to our focus on strong corporate
governance, Spark seeks to present a clear
and transparent assessment of our
environmental and social performance over
the year. In FY19 we integrated elements of
the GRI Standards into our annual report. In
FY20 we strengthened this by adopting
elements of the Integrated Reporting
International <IR> Framework.
The Spark Board has endorsed this
progressive approach to building our
non-financial reporting. Members of the
Board have been involved in developing our
approach to adopting the Integrated
Reporting International <IR> Framework, and
have approved the content of this report. As
we mature our reporting approach we will
include a formal statement regarding the
Board’s involvement in the preparation and
presentation of the report in accordance with
the Integrated Reporting International
<IR> Framework.
Managing risk
Our managing risk policy and framework
helps people to manage uncertainty and
challenges as they pursue Spark’s strategy
and business objectives.
The policy, overseen by the Audit and Risk
Management Committee (ARMC), confirms
the objectives for identifying and managing
risks that can impact Spark’s organisational
performance. For clarity, organisational
performance includes all stated objectives
and targets in Spark’s strategy and business
plans. The policy also includes a confirmed
set of roles and responsibilities to clarify
what activities need to be undertaken by
each function.
The policy and framework are benchmarked
to COSO ERM 2017 (COSO), a leading
practice risk management standard.
Spark has used this standard since July
2018 when we transitioned to the Agile
Operating Model.
To achieve our purpose, Spark must successfully execute our
business strategy while maintaining high standards of
operational performance and corporate governance.
46
Spark New Zealand Annual Report 2020
Our governance and risk management
Spark’s framework is structured into five risk
management domains:
• Governance and Culture
This domain reinforces the importance of
risk management and influences how
people apply the framework. Examples
include the policy and the defined
governance structure that supports its
application across Spark.
• Strategy and Objective Setting
This domain focuses on integrating risk
management into strategy setting and
business planning. Examples include
timing the collation of risk information so
that it is considered by the Leadership
Squad when they are considering
opportunities, analysing performance
and allocating resources.
• Performance
This domain involves maintaining a
portfolio view of risks under active
management. Examples include the
principal risk profile that is maintained
and used by the Leadership Squad and
the ARMC to understand relevant risks
and how they are being managed.
• Review and Revision
This domain involves identifying and
implementing opportunities to
continuously improve risk management
practices. Examples include regular
assessments of the policy and framework.
• Information, Reporting
and Communication
This domain focuses on guiding Spark on
how to use the policy and framework.
Examples include information pages,
access to support channels and
education sessions.
All five domains working together enables a
robust system for risk management at Spark.
More information on the roles and
responsibilities are included in the table
on page 112.
The policy and framework are assessed
annually, and externally every three years to
ensure they remain effective. All assessment
results and agreed actions are shared with
the ARMC to ensure they remain informed
about the status of the policy and framework.
Spark’s principal
business risks
A principal risk update was completed in
June 2020. The principal risks identified were:
Estimating impacts and responding with
balanced judgement to COVID-19
Estimating the impacts that COVID-19 will
have on the New Zealand economy and
Spark is challenging. Risk factors include over
or under-estimating the revenue impacts and
not taking advantage of opportunities and
preserving the health and safety of our
people. Examples include maintaining
momentum in core segments and managing
customer financial hardship issues and
leading with health and safety policies that
effectively balance the needs of all
stakeholders. To mitigate this risk, Spark has
identified probable scenarios and response
plans, and tuned its performance monitoring
to track measures that indicate if anticipated
impacts are arriving so that we have early
warning signals and response options.
Continuous investment into maturing Spark’s
health and safety framework ensures that
people are at the centre of decision making
at all levels within the business.
Executing simplification projects
Spark is planning to simplify its portfolio of
products and migrate customers to new
plans. This objective introduces revenue and
customer experience risks because execution
requires cooperation by a complex set of
stakeholders (e.g. customers, regulatory
bodies, suppliers and internal teams) and
retiring legacy products is challenging.
Mitigations include further investment
in Agile maturity, and structured
governance and delivery methods for
simplification projects.
Delivering technology and network
leadership within constraints
Proven delivery methods for large projects
such as the 5G transition help de-risk new
delivery and sustain existing technology.
With a high share of operational cost, the
Technology Units will also have to continue
executing net-cost reduction while
maintaining operational standards. In
addition to cost optimisation mitigations,
technology units have strengthened
operational risk management to ensure
visibility and coordinate risk response actions.
Maintaining customer trust in our
information security and privacy controls
Evolving external threats, internal changes,
changing legislation and high expectations
from customers and stakeholders may create
delivery challenges. Security and Privacy
47
Connections matterSpark New Zealand Annual Report 2020
Managing climate-related risk
Climate change has potential to disrupt
business operations and our customers.
We have considered the requirements of
the Taskforce on Climate-related Financial
Disclosures (TCFD) in this year’s report.
Short-term risks include impacts on energy
costs, the cost of achieving our emissions
reduction targets and one-off impacts of
extreme weather events. Longer-term risks
include increasing frequency and severity of
extreme weather events, climate-related
impact on network demand and usage
patterns, including land-use change and sea
level rise.
Managing the risk of network outage and
availability of services is core to Spark’s
business. Our risk and business continuity
plans incorporate the impacts of weather-
related events which we expect to be the
biggest risk to our business from
climate change.
Climate-related regulatory risks are
evaluated in our business planning process.
We do not directly participate in the NZ
Emissions Trading Scheme. However, we are
exposed to a carbon price through our
supply chain purchasing, mainly through
electricity and fuel.
Spark also has an opportunity to create
climate-related financial value which
potentially could materially increase our
revenue. This would be through the provision
of digital services to support customers to
mitigate and adapt to climate change. We
plan to evaluate revenue opportunities as
compared to adaptation costs in future.
Information on our network efficiency and
energy consumption is included on page 33.
Information on network resilience is included
on page 24.
roadmaps jointly created with Agile Units and
strong governance involving the Leadership
Squad help to ensure that significant risks are
managed. The Security Tribe is responsible
for critical operational controls to ensure
standards and compliance are upheld. Our
Digital Trust team sets privacy frameworks
and standards that Agile Units need to apply
to maintain appropriate operational controls
for privacy.
Cost optimisation while maintaining
operational standards
While executing net cost reduction is a
strength for Spark, it needs to be done safely
so that operational delivery standards for
customers are maintained. Inherent risks
include unintended consequences from
initiatives, brand reputation damage and
accelerated regulatory intervention. To
mitigate this risk, the Leadership Squad has
established a formal delivery structure. This
structure includes strong governance and all
initiatives using road-tested execution
methodologies. Trajectory toward targets is
measured, which in turn enables intervention
and course corrections when required.
Business continuity and
crisis management
The Business Continuity and Crisis
Management Policy protects customers from
the impact of disruptive events, ensures value
generating activities are resilient and
complies with relevant external standards, for
example Civil Defence and 111 obligations.
Spark’s framework is benchmarked to
ISO22301 and ISO22313, which are
acknowledged as leading practice standards
for business continuity. The core elements of
the framework are crisis management,
incident and problem management, business
continuity plans, network and technology
disaster recovery plans, work area recovery
sites and readiness and assurance activities.
Spark’s business continuity framework
performed well when called upon in the
COVID-19 pandemic. The Leadership Squad
supported by the business were able to
navigate the rapidly evolving situation and
take steps to protect people and continue
supporting customer delivery. Pandemic
management continues to occur as discussed
in the risk section above.
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Spark New Zealand Annual Report 2020
Our governance and risk management
Our supply chain is complex, as our direct
suppliers often have suppliers of their own.
We work hard to ensure integrity in our
supply chain, using our Supplier Code of
Conduct and regular business reviews with
key suppliers.
We also recognise the importance of doing
the right thing by our suppliers, particularly
our smaller, local suppliers. That includes
paying suppliers in a timely fashion. Our
standard payment terms are the 20th of
the month following the month of the
invoice date.
We manage supplier relationships based
on the strategic importance to Spark and
our customers. This is split across two
management frameworks – Strategic
Partnership Management and Strategic
Supplier Management. Our Strategic
Partnership Management framework is how
we partner with suppliers that directly impact
our customers. The primary goal is to
maintain, grow and seek out partnerships
that enable beneficial growth in new and
existing markets and provide value-added
services to customers.
Our Strategic Supplier Management
framework allows us to focus on key
relationships by building and maintaining
world-class services with cost leadership and
resilience as a significant focus.
Spark’s Supplier Code of Conduct
Spark is committed to sourcing our products
and services from suppliers that provide safe
working conditions, treat workers with respect
and dignity and conduct business in an
environmentally and socially responsible
manner. Our Supplier Code of Conduct sets
out the minimum standards we expect from
all of our suppliers across labour and human
rights, health and safety, environmental
sustainability and ethical business practices.
See: www.sparknz.co.nz/suppliers/
All new suppliers are requested to sign up to
the Code as part of their onboarding process.
In FY20 the only suppliers who did not sign
up to Spark’s Code were either global
suppliers that have their own code of conduct
which Spark deemed equivalent to the Spark
Code, or suppliers deemed low-risk based
on the services provided and the nature of
the supplier.
If a supplier is unable to meet the
requirements of the Code, we work with them
to implement our process of remediation
plans and timeframes. We have ongoing
conversations with suppliers that are
managed in our framework. In FY20 we
recorded no serious breaches of the Code.
The Supplier Code of Conduct was
introduced in FY18. To embed the Code we
worked with our top 100 suppliers by
contract value to ensure they were signed up
to the Code or could demonstrate they are
adhering to an existing equivalent code of
practice. We also used the Code as a basis for
four comprehensive audits of large, offshore-
based suppliers. These were significant
suppliers operating in high-risk locations,
according to FTSE4Good criteria.
In last year’s report we had committed to four
further ‘deep dive’ audits in FY20. These were
not completed. Our focus instead was on
incorporating environmental, social and
ethical considerations into our supplier
selection processes. From FY20 onwards we
are now including a scored section in our
Request for Proposal (RFP) process where we
seek information from suppliers on their
non-financial performance and credentials.
Our suppliers
Our business relies on over 2,000 local and global suppliers.
Each year we spend over $2 billion to support our business
and meet our customers’ needs.
49
Connections matterSpark New Zealand Annual Report 2020
Leadership and
Board remuneration
In April 2020 we announced that due to
COVID-19 there will be no annual salary
review increases for all Spark people,
including the Leadership Squad and fees
for the Board of Directors.
Leadership Squad
remuneration
Remuneration mix
The table below shows the standard FY20
remuneration mix for the majority of the
Leadership Squad expressed as a percentage
of fixed remuneration. The Short-Term
Incentive (STI) scheme, is expressed at target,
which is 50% of the maximum opportunity,
and the Long-Term Incentive scheme (LTI)
values represent the maximum LTI value.
Leadership Squad remuneration
Long-Term Incentive40% of base
Short-Term Incentive50% of base
SalaryBase
Fixed remuneration
All Spark employee packages – including the
CEO and Leadership Squad – include a fixed
remuneration component that is set based
on contribution, experience and market
relativities. Fixed remuneration supports the
attraction, motivation and retention of highly
skilled executives.
Fixed remuneration generally consists of
base salary. KiwiSaver sits outside fixed
remuneration and as such, KiwiSavers receive
employer contributions on top of base salary
and cash incentives. A number of Spark-
funded benefits, including medical and life
insurances, are also available to eligible
employees on top of fixed remuneration.
Short-term Incentive schemes
Spark operates a small number of short-term
incentive schemes, from monthly and
quarterly commission and sales incentive
plans, to annual cash-based short-term
incentives. Employees in specific sales
positions may have a component of their
remuneration subject to individual or
divisional sales performance targets, such
that their total remuneration potential is
directly linked to the acquisition and retention
of profitable business for Spark.
For senior leaders, including the Leadership
Squad, a component of their remuneration
package is at risk in the form of an annual
cash-based short-term incentive. Spark’s STI
scheme rewards senior leaders for the
achievement of annual performance
objectives, with payments awarded from a
fixed cash pool that is set based on overall
Spark performance against financial and/or
non-financial annual performance objectives.
The actual payment to individuals is at the
sole discretion of Spark and takes into
account contributing factors such as
performance and the performance of
individual parts of the business. The Board
will assess performance at the end of the
financial year to determine the actual
payment, which will be in the range of 0% to
200% of the target.
Spark seeks to remunerate our people with competitive salaries,
paying in line with the market so we can recruit and retain the
best talent. In keeping with our focus on customer experience,
we incorporate customer satisfaction measures into our
performance incentives.
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Spark New Zealand Annual Report 2020
Leadership and Board remuneration
Eligibility to participate in the STI scheme is
at the discretion of the company and is
targeted at individuals in senior roles who
play a significant role in driving the overall
performance of Spark.
The STI scheme rules contain a clawback
provision that allows Spark to clawback any
payments made under the STI scheme, for a
period of 12 months following the payment,
in the event of a material financial
misstatement or should it be found that the
participant committed an act of fraud that
affected the eligibility to, and amount of,
the payment.
FY20 Short-term Incentive scheme outcomes
For FY20 substantively all STI participants
shared the same Spark Group targets
comprising of EBITDAI, and Customer
Experience measures, as well as an additional
measure based on Spark Sport – RWC
performance.
The FY20 Group performance outcome,
as approved by the Board is summarised
as follows:
Performance
metric%OutcomeResult
Group EBITDAI50%41.25%
Threshold
met
Customer
Experience 30%41.75%
Above
target
Spark Sport –
RWC20%0.00%
Threshold
not met
Total100%83%
Based on the above result, the total available
funding pool for all eligible STI participants
across Spark for FY20 was $4.25 million. Total
payments cannot exceed $4.25 million.
FY21 Short-term Incentive scheme target
The mechanics of the FY21 STI will be similar
to FY20. Group results will be the main
determinate of the STI pool, with substantially
all participants sharing the same Group
measures. The FY21 Group measures will be
a combination of EBITDAI and Customer
Experience as in FY20, and an additional
measure based on our three-year strategy.
Long-term Incentive schemes
Spark believes that senior leaders should
have part of their remuneration linked to the
long-term performance of the company, so
for the Leadership Squad and a select group
of senior leaders, a long-term incentive
forms part of their remuneration package.
In FY20, the company operated one main
scheme: the Spark New Zealand Long Term
Incentive Scheme.
FY20 / FY21 Long-term Incentive scheme
For FY20, members of the Leadership Squad
(including the CEO) and selected senior
leaders were granted options under the
Spark Long-Term Incentive Scheme. Under
the scheme, participants were granted
options at the start of the three-year vesting
period. The number of options granted
equalled the gross LTI value divided by the
volume weighted average price of Spark
New Zealand shares for the 20 days prior
to the grant date. Subject to satisfaction of
the performance hurdle and continued
employment, at vesting each option
converts to a Spark share based on a zero
exercise price. If the target is not met (or
the participant leaves) then the options
simply lapse.
For FY21, members of the Leadership Squad
(including the CEO) and selected senior
leaders will be granted options under the
same scheme as FY20.
FY20 and FY21 Long-term Incentive
performance measure
Vesting of the FY20 LTI grant (September
2019 grant) is contingent on participants’
continued employment with Spark through to
September 2022 and the company achieving
a Total Shareholder Return (TSR) performance
hurdle. TSR is a measure of share price
appreciation and dividends paid over the
three-year period of the grant. The target for
this hurdle is Spark’s cost of equity plus 1%
compounding annually.
For FY21, the Long-term Incentive
performance measure remains unchanged
from FY20.
Performance evaluation
The CEO annually reviews the performance
of her direct reports. The evaluation is
undertaken using criteria set by the CEO,
including the performance of the business,
the accomplishment of strategic and
operational objectives and other non-
quantitative objectives agreed with the
HRCC at the beginning of each financial
year. The last Leadership Squad evaluations
were undertaken during June 2020.
Spark undertakes appropriate checks
before appointing someone onto the
Leadership Squad.
CEO remuneration
Remuneration policy, strategy
and governance
CEO Jolie Hodson’s remuneration package
reflects the scope and complexity of her
role and is set by the Board with reference
to the remuneration of CEOs of similarly
sized organisations.
CEO Remuneration FY20
For FY20 the CEO’s remuneration package
comprised of a fixed cash component, an
at-risk short-term incentive, and an at-risk
long-term incentive (to be awarded under the
Spark Long-term Incentive Scheme). The
construct of the CEO’s remuneration package
is such that 60% of her remuneration package
is at risk. The table below shows the at target
remuneration mix:
Long-term Incentive75% of base
Short-term Incentive75% of base
SalaryBase
The CEO is also expected to maintain a
holding of Spark shares as set out on page
104 of this report.
Remuneration components
Short-term Incentive scheme
The CEO is a participant in the Spark STI
scheme, an annual cash-based short-term
incentive, subject to the achievement of
specific performance objectives set by the
Board based on Spark’s strategy and business
plan for the respective financial year. These
objectives will be a combination of financial
and non-financial measures. For FY20 the
performance objectives and the outcomes
achieved are described earlier in this section.
Long-term Incentive scheme
For FY20 the CEO’s annual LTI was granted as
share options under the Spark Long Term
Incentive Scheme. Under the scheme
participants are granted options at the start of
the three-year vesting period. The number of
51
Connections matterSpark New Zealand Annual Report 2020
options granted equals the gross LTI value
divided by the volume weighted average
price of Spark shares for the 20 days prior to
the grant date. Subject to satisfaction of the
performance hurdle and continued
employment, at vesting each option converts
to a Spark share based on a zero exercise
price. If the target is not met (or the participant
leaves) then the rights simply lapse.
The LTI component of the CEO’s
remuneration package is designed to link
part of her remuneration to the long-term
performance of Spark, and align her interests
with those of shareholders, through the grant
of options with a post-allocation
performance hurdle.
Performance hurdle
A performance hurdle applies to long-term
incentives made to the CEO. This hurdle is
agreed by the Board and sets a minimum
level of performance that is required to be
achieved over the period of each grant, for
the LTI to be eligible to vest. For FY20, a
performance hurdle of Spark’s TSR applies.
The target for this hurdle is Spark’s cost of
equity plus 1% compounding annually.
Spark’s TSR must meet or exceed this target
over the period of the grant (from the date
the options are granted to the date three
years after that date) for the options to vest. If
Spark’s TSR does not meet this target, all of
the options will lapse. Testing to determine
whether the TSR performance hurdle has
been met will occur at the end of the vesting
period of the grant. The Board will receive
independent advice to the effect that the
performance hurdle has been met, or not
met, in determining whether the CEO can
exercise the options or whether the options
will lapse.
CEO termination
Spark may terminate the CEO’s employment
with three months notice. A payment of nine
months base remuneration will be made, plus
entitlements for annual performance
incentives and long-term incentives subject to
the rules relating to these incentives, in the
case of termination by Spark, other than for
termination for cause.
If there is a change of control that results in
the CEO no longer being the CEO of a
publicly listed company then she will be able
to terminate her employment with three
months’ notice and receive payment as if
Spark had terminated her employment.
Spark may also terminate the CEO’s
employment without notice for defined
causes, in which case she will receive no
further entitlement to any remuneration.
Board remuneration
Remuneration and strategy
The remuneration of directors is reviewed
annually by the Human Resources and
Compensation Committee (HRCC) – taking
account of the company’s size and complexity
and the responsibilities, skills, performance
and experience of the directors – with
recommendations made to the Board for
approval. Specialist independent consultants
may be engaged from time to time to provide
advice and ensure that the remuneration of
Spark’s directors is appropriate and
comparable to that of similar companies in
New Zealand and, as relevant, Australia.
Apart from the CEO, no director of Spark
receives compensation in the form of share
options or restricted shares nor do they
participate in any bonus or profit-sharing
plan. That said, non-executive directors are
expected to maintain a holding of Spark
shares as set out on page 110 of this report.
As is the case for employees, directors are
required to comply with the Insider Trading
Policy when buying or selling Spark shares
and any such transactions are disclosed to
the market.
Remuneration components
No superannuation or retirement allowance
was paid to any Spark director during FY20.
Spark does not have service contracts with
any director (apart from the CEO) that
provide for any benefits or remuneration in
the event that a director’s service with Spark is
terminated. New Zealand-based non-
executive directors are eligible for Spark-
funded medical insurance, and all non-
executive directors are also eligible for
Spark-funded life insurance.
Our team of talented
and diverse people are
the heart of our business.
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Spark New Zealand Annual Report 2020
Leadership and Board remuneration
Section 4: Liabilities and equity
4 .1Payables, accruals and provisions
79
4.2Lease liabilities
80
4.3Debt
82
4.4Capital risk management
83
4.5Equity and dividends
84
Section 5: Financial instruments
5 .1Derivatives and hedge accounting
86
5.2Financial risk management
90
Section 6: Other information
6 .1Income tax
93
6.2Employee share schemes
94
6.3Related party transactions
95
6.4Subsidiaries
96
6.5Reconciliation of net earnings to net cash flows
from operating activities
97
6.6Commitments and contingencies
97
Independent auditor’s report98
Financial statements54
Notes to the financial statements58
Section 1: General information
1.1About this report
58
1.2Key estimates and assumptions
58
1.3Significant transactions and events in the
financial year
59
Section 2: Financial performance information
2 .1Segment information
61
2.2Operating revenues and other gains
62
2.3Operating expenses
65
2.4
Finance income, finance expense, depreciation,
amortisation and net investment income
66
2.5Non-GAAP measures
67
Section 3: Assets
3 .1Receivables and prepayments
68
3.2Inventories
71
3.3Long-term investments
72
3.4Right-of-use assets
73
3.5Leased customer equipment assets
74
3.6Property, plant and equipment
75
3.7Intangible assets
77
3.8Net tangible assets
78
Financial statements
53
Connections matterSpark New Zealand Annual Report 2020
Statement of profit or loss and other comprehensive income
YEAR ENDED 30 JUNE
20202019
NOTES$M$M
Operating revenues and other gains2.2 3,623 3,533
Operating expenses2.3 (2,510) (2,443)
Earnings before finance income and expense, income tax, depreciation,
amortisation and net investment income (EBITDAI) 1,113 1,090
Finance income2.4 36 37
Finance expense2.4 (94) (85)
Depreciation and amortisation2.4 (479) (477)
Net investment income2.4 1 14
Net earnings before income tax 577 579
Income tax expense6.1 (150) (170)
Net earnings 427 409
Other comprehensive income
Items that will not be reclassified to profit or loss:
Revaluation of long-term investments designated at fair value through
other comprehensive income3.3 91 87
Items that may be reclassified to profit or loss:
Cash flow hedges net of tax5.1 (35) (59)
Other comprehensive income 56 28
Total comprehensive income 483 437
Earnings per share
Basic and diluted earnings per share (cents) 23.2 22.3
Weighted average ordinary shares (millions) 1,837 1,836
Weighted average ordinary shares and options (millions) 1,838 1,836
See accompanying notes to the financial statements.
Financial statements
54
Spark New Zealand Annual Report 2020
Financial statements
Statement of financial position
AS AT
30 JUNE 2020
AS AT
30 JUNE 2019
NOTES$M$M
Current assets
Cash 53 54
Short-term receivables and prepayments3.1 777 755
Short-term derivative assets5.1 1 2
Inventories3.2 96 100
Taxation recoverable 1 –
Total current assets 928 911
Non-current assets
Long-term receivables and prepayments3.1 284 291
Long-term derivative assets5.1 60 32
Long-term investments3.3 308 182
Right-of-use assets3.4 698 625
Leased customer equipment assets3.5 86 55
Property, plant and equipment3.6 1,015 1,012
Intangible assets3.7 968 987
Total non-current assets 3,419 3,184
Total assets 4,347 4,095
Current liabilities
Short-term payables, accruals and provisions4.1 463 447
Taxation payable 44 19
Short-term derivative liabilities5.1 5 14
Short-term lease liabilities4.2 41 31
Debt due within one year4.3 228 433
Total current liabilities 781 944
Non-current liabilities
Long-term payables, accruals and provisions4.181 68
Long-term derivative liabilities5.1 156 111
Long-term lease liabilities4.2 531 459
Long-term debt4.3 1,244 962
Deferred tax liabilities6.1 61 86
Total non-current liabilities 2,073 1,686
Total liabilities 2,854 2,630
Equity
Share capital 949 945
Reserves (353) (409)
Retained earnings 897 929
Total equity 1,493 1,465
Total liabilities and equity 4,347 4,095
See accompanying notes to the financial statements.
On behalf of the Board
Justine Smyth, CNZM Jolie Hodson
Chair Chief Executive
Authorised for issue on 26 August 2020
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Connections matterSpark New Zealand Annual Report 2020
Statement of changes in equity
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVE
SHARE-BASED
COMPEN-
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2020NOTE$M$M$M$M$M$M$M
Balance at 1 July 2019 945 929 (85) 2 (303) (23) 1,465
Net earnings - 427 – – – – 427
Other comprehensive income/(loss) - – (35) – 91 – 56
Total comprehensive income/(loss) - 427 (35) – 91 – 483
Contributions by, and distributions to, owners:
Dividends4.5 - (459) – – – – (459)
Supplementary dividends - (39) – – – – (39)
Tax credit on supplementary dividends - 39 – – – – 39
Issuance of shares under share schemes 4 – – – – – 4
Total transactions with owners 4 (459) – – – – (455)
Balance at 30 June 2020 949 897 (120) 2 (212) (23) 1,493
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVE
SHARE-BASED
COMPEN-
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2019NOTE$M$M$M$M$M$M$M
Balance at 1 July 2018 941 979 (26) 2 (390) (23) 1,483
Net earnings – 409 – – – – 409
Other comprehensive income/(loss) – – (59) – 87 – 28
Total comprehensive income/(loss) – 409 (59) – 87 – 437
Contributions by, and distributions to, owners:
Dividends4.5 – (459) – – – – (459)
Supplementary dividends – (42) – – – – (42)
Tax credit on supplementary dividends – 42 – – – – 42
Issuance of shares under share schemes 4 – – – – – 4
Total transactions with owners 4 (459) – – – – (455)
Balance at 30 June 2019 945 929 (85) 2 (303) (23) 1,465
See accompanying notes to the financial statements.
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Spark New Zealand Annual Report 2020
Financial statements
Statement of cash flows
YEAR ENDED 30 JUNE
20202019
NOTES$M$M
Cash flows from operating activities
Receipts from customers 3,594 3,424
Receipts from interest 34 35
Receipts from dividends – 15
Payments to suppliers and employees (2,497) (2,483)
Payments for income tax (140) (135)
Payments for interest on debt (52) (45)
Payments for interest on leases (30) (30)
Payments for interest on leased customer equipment assets (6) (4)
Net cash flows from operating activities6.5 903 777
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 13 1
Proceeds from sale of business 23 –
Proceeds from long-term investments – 2
Payments for purchase of business (11) –
Payments for, and advances to, long-term investments (35) (6)
Payments for purchase of property, plant and equipment, intangibles and capacity (393) (415)
Payments for capitalised interest (8) (8)
Net cash flows from investing activities (411) (426)
Cash flows from financing activities
Net proceeds from debt4.4 30 154
Receipts from finance leases 6 6
Payments for dividends (459) (459)
Payments for leases (42) (36)
Payments for leased customer equipment assets (28) (17)
Net cash flows from financing activities (493) (352)
Net cash flows (1) (1)
Opening cash position 54 55
Closing cash position 53 54
See accompanying notes to the financial statements.
57
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: General informationNotes to the financial statements: General information
Section 1
General information
1.1 About this report
Reporting entity
These financial statements are for Spark New Zealand Limited (the
Company) and its subsidiaries (together ‘Spark’ or ‘the Group’).
Spark is a major supplier of telecommunications and digital
services in New Zealand. Spark provides a full range of
telecommunications, information technology, media and other
digital products and services, including: mobile services; voice
services; broadband services; internet TV; cloud, security and
service management services; procurement and partner services
and managed data, networks and services.
The Company is incorporated and domiciled in New Zealand,
registered under the Companies Act 1993 and is an FMC reporting
entity under the Financial Markets Conduct Act 2013. The Company
is listed on the New Zealand Main Board equity security market and
the Australian Securities Exchange and the address of its registered
office is Spark City, 167 Victoria Street West, Auckland 1010,
New Zealand.
Basis of preparation
The financial statements have been prepared in accordance with
Generally Accepted Accounting Practice in New Zealand (‘NZ
GAAP’). They comply with New Zealand equivalents to International
Financial Reporting Standards (‘NZ IFRS’) and other applicable
Financial Reporting Standards, as appropriate for profit-oriented
entities. The financial statements also comply with International
Financial Reporting Standards (‘IFRS’).
The measurement basis adopted in the preparation of these
financial statements is historical cost, modified by the revaluation of
certain investments and financial instruments, as identified in the
accompanying notes. These financial statements are expressed in
New Zealand dollars, which is Spark’s functional and presentation
currency. All financial information has been rounded to the nearest
million, unless otherwise stated.
Certain comparative information
has been updated to conform with the current year’s presentation.
The principal accounting policies applied in the preparation of
these financial statements are set out in the accompanying notes
where an accounting policy choice is provided by NZ IFRS. A policy
is also included when it is new, has changed, is specific to Spark’s
operations, is significant or is material. Where NZ IFRS does not
provide an accounting policy choice, Spark has applied the
requirements of NZ IFRS but a detailed accounting policy is
not included.
New and amended standards adopted by Spark
Early adoption of Definition of Material (Amendments to NZ
IAS 1 and NZ IAS 8)
Spark early adopted amendments to NZ IAS 1 Presentation of
Financial Statements and NZ IAS 8 Accounting Policies, Changes in
Accounting Estimates and Errors from the year ended 30 June
2019. The amendments clarify the definition of ‘material’ in respect
of information in the financial statements and notes that information
is material if omitting, misstating or obscuring it could reasonably
be expected to influence decisions that the primary users of
general-purpose financial statements make on the basis of those
financial statements, which provide financial information about a
specific reporting entity. Spark has used this amended definition of
material in determining the disclosures to be included within these
financial statements.
1.2 Key estimates and assumptions
The preparation of these financial statements requires management
to make estimates and assumptions. These affect the amounts of
reported revenues and expenses and the measurement of
assets and liabilities as at 30 June. Actual results could differ from
these estimates.
The principal areas of judgement and estimation for Spark
in preparing these financial statements are found in the
following notes:
• Note 2.2 Operating revenues and other gains
• Note 3.1 Receivables and prepayments
• Note 3.4 Right-of-use assets
• Note 3.6 Property, plant and equipment
• Note 3.7 Intangible assets
• Note 4.2 Lease liabilities.
58
Spark New Zealand Annual Report 2020
Notes to the financial statements
1
1.3 Significant transactions and events in the
financial year
The following significant transactions and events affected the
financial performance and financial position of Spark for the year
ended 30 June 2020:
Debt programme (see note 4.3)
• On 18 September 2019 Spark issued A$125 million of unsecured
and unsubordinated fixed-rate bonds with a coupon rate of
2.60% maturing on 18 March 2030.
• On 25 October 2019, $250 million of unsecured fixed-rate bonds
with a coupon rate of 5.25% matured.
• On 2 April 2020 Spark established two new committed revolving
bank facilities; $75 million with Westpac New Zealand Limited
and $75 million with ANZ Bank New Zealand Limited. These
facilities will mature on 2 October 2021.
• On 6 April 2020, GBP18 million of unsecured and
unsubordinated fixed-rate medium term notes with a coupon
rate of 5.75% matured.
• On 5 June 2020 Spark issued A$100 million of unsecured and
unsubordinated fixed-rate bonds with a coupon rate of 1.90%
maturing on 5 June 2026.
Other payables (see note 4.1)
• On 24 June 2020 Spark entered into a repurchase arrangement
whereby $25 million of network equipment was sold to a third
party and immediately repurchased at the sale price plus a fee
on deferred payment terms over 18 months.
Long-term investments (see note 3.3)
• On 30 June 2020, TPG Telecom Limited (formerly Vodafone
Hutchinson Australia) announced that it has been admitted to the
Australian Stock Exchange (ASX) and that on 13 July 2020 it will
merge with TPG Corporation Limited (formerly TPG Telecom
Limited). As at 30 June 2020 the fair value of Spark’s investment
was $247 million and the increase of $91 million during the year
has been recognised within other comprehensive income.
• Spark’s net earnings for the year includes $1 million from our
share of the net profits of associates and joint ventures.
Capital expenditure (see notes 2.5, 3.4, 3.6 and 3.7)
• Spark’s additions to property, plant and equipment, intangible
assets (excluding spectrum) and capacity right-of-use assets were
$374 million, details of which are provided in notes 3.4, 3.6 and
3.7 and on page 15 of this annual report.
Dividends (see note 4.5)
• Dividends paid during the year ended 30 June 2020 in relation
to the H2 FY19 second-half dividend (ordinary dividend of
11 cents per share and special dividend of 1.5 cents per share)
and H1 FY20 first-half dividend (ordinary dividend of 12.5 cents
per share) totalled $459 million or 25.0 cents per share.
Divestments (see note 2.2)
• On 31 January 2020 Spark sold its entertainment streaming
business Lightbox New Zealand Limited (Lightbox) to Sky
Network Television Limited.
• On 31 January 2020 Computer Concepts Limited (CCL), Spark’s
wholly owned provider of cloud and ICT services, completed the
transaction to divest the operational parts of its network services
division (which were duplicated elsewhere in the Group).
Acquisitions (see note 3.7)
• On 5 September 2019 Spark’s subsidiary Qrious Limited
completed the acquisition of NOW Consulting, the
New Zealand-based data consulting division of WhereScape
Software, which gives a unique data and analytics offering in the
New Zealand market.
Southern Cross NEXT Cable (see note 3.3)
• On 1 October 2019 Spark announced that agreements had been
signed and regulatory approvals received for the build of the
Southern Cross NEXT undersea data cable (SX NEXT) and the
introduction of Telstra as a 25% shareholder of Southern Cross
and anchor customer of SX NEXT. SX NEXT has been developed
as an extension of the existing Southern Cross cable ecosystem.
When completed it is expected to be the lowest latency path
from Australia and New Zealand to the United States.
• Spark’s shareholding in Southern Cross has reduced from 50% to
approximately 40% as a result of Telstra becoming a shareholder.
• The SX NEXT build commenced during FY20, although progress
has been interrupted due to the COVID-19 pandemic.
• Spark contributed $22 million of equity during FY20 and may
need to contribute additional equity depending on the level of
SX NEXT pre-sales that are secured. No further equity
contributions are expected to be made in FY21.
• No dividends were received from Southern Cross during FY20.
Dividends have been suspended for the duration of the SX NEXT
build phase and are not expected to resume until FY23.
Changes in segments (see note 2.1)
• Spark has reclassified the comparative segment results to reflect
minor changes in the management of videoconferencing and
other collaboration services from voice to managed data,
networks and services.
59
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: General information
Impact of COVID-19
On 11 March 2020 the World Health Organisation declared a global pandemic due to the outbreak of COVID-19. On 25 March 2020
New Zealand entered Government-directed Alert-Level 4 lockdown resulting in the shut down in all but essential services until 27 April
2020. The supply of telecommunications and digital services is considered an essential service therefore Spark was able to continue
trading throughout all alert levels, with restrictions around retail stores.
The table below provides an assessment of the impact of COVID-19 on Spark’s statement of financial position.
ITEMCOVID-19 ASSESSMENTNOTE
Cash No impact to the carrying value held.
Receivables and
prepayments
Spark has recognised an additional $6 million expected credit loss provision primarily driven by
the additional risk arising from forecasts in future economic conditions. Contract assets have
been reviewed for impairment in respect of contracts that may become onerous as a result of
COVID-19 and none have been identified.
3.1
Inventories Content rights in relation to events postponed due to COVID-19 and goods held for resale are
not considered to be impaired at balance date.
3.2
Long-term investmentsWhere investments are accounted for at fair value the carrying value reflects the share price at
balance date. All remaining investments are equity accounted for. No investments are
considered impaired as a result of COVID-19.
3.3
Property, plant and
equipment
Spark’s assets are held at cost less accumulated depreciation. Spark has not identified any
indicators that these assets are impaired as a result of COVID-19.
3.6
Intangible assets Spark has performed an impairment assessment of goodwill using a COVID-19 adjusted
forecast. No impairment was recognised following this assessment.
3.7
Lease liabilities As a result of COVID-19 Spark received a number of rent concessions. Spark has elected, as a
practical expedient under NZ IFRS 16, not to assess whether particular rent concessions
occurring as a direct consequence of COVID-19 are lease modifications and instead accounted
for those rent concessions directly in the statement of profit or loss.
4.2
DebtDebt is held at amortised cost plus, for hedged liabilities that are in a fair value hedging
relationship, adjustments for fair value changes attributable to the risk being hedged. Interest
rates and foreign exchange rates have been impacted by COVID-19 and reflected in the
carrying value at balance date.
4.3
Derivative financial
instruments
COVID-19 has impacted interest rates, foreign exchange rates and electricity prices. Derivatives
are recorded at fair value; the carrying value reflects these changes at balance date.
5.1
Taxation
The reintroduction of depreciation allowances for commercial building structures impacts
deferred tax assets and tax expense estimates for future periods.
6.1
1.3 Significant transactions and events in the financial year (continued)
60
Spark New Zealand Annual Report 2020
Notes to the financial statements
2
Section 2 Financial performance information
2.1 Segment information
The segment results disclosed are based on those reported to the Chief Executive and are how Spark reviews its performance.
Spark’s segments are measured based on product margin, which includes product operating revenues and direct product costs.
The segment result excludes other gains, labour, operating expenses, depreciation and amortisation, net investment income, finance
income and expense and income tax expense, as these are assessed at an overall Group level by the Chief Executive.
Comparative segment results
Spark has reclassified the comparative segment results to reflect minor changes in the management of videoconferencing and other
collaboration services from voice to managed data, networks and services. There is no change to the overall Spark reported result because
of these changes.
20202019
OPERATING
REVENUESPRODUCT COSTS
PRODUCT
MARGIN
OPERATING
REVENUESPRODUCT COSTS
PRODUCT
MARGIN
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Mobile 1,288 (459) 829 1,271 (496) 775
Voice 391 (146) 245 441 (159) 282
Broadband 680 (339) 341 685 (341) 344
Cloud, security and service management 443 (90) 353 400 (73) 327
Procurement and partners 408 (362) 46 365 (322) 43
Managed data, networks and services 248 (119) 129 242 (110) 132
Other operating revenues 130 (82) 48 114 (63) 51
Segment result 3,588 (1,597) 1,991 3,518 (1,564) 1,954
Reconciliation from segment product margin to consolidated net earnings before income tax
20202019
YEAR ENDED 30 JUNE$M$M
Segment product margin1,9911,954
Other gains3515
Labour(511)(475)
Other operating expenses (note 2.3)(402)(404)
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment
income (EBITDAI)1,1131,090
Finance income3637
Finance expense(94)(85)
Depreciation and amortisation(479)(477)
Net investment income114
Net earnings before income tax577579
Notes to the financial statements: Financial performance information
61
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial performance information
2.2
Operating revenues and other gains
The accounting policies specific to Spark’s operating revenues are outlined below:
Contracts with customers
Spark records revenue from contracts with customers in accordance with the five steps in NZ IFRS 15:
1. Identify the contract with a customer;
2. Identify the performance obligations in the contract;
3. Determine the transaction price, which is the total consideration provided by the customer;
4. Allocate the transaction price amount to the performance obligations in the contract based on their relative stand-alone selling
prices; and
5. Recognise revenue when or as the performance obligation is satisfied.
Spark often provides products and services in bundled arrangements (for example, a broadband modem together with a broadband
service). Where multiple products or services are sold in a single arrangement, revenue is recognised in relation to each distinct good or
service. A product or service is distinct where, amongst other criteria, a customer can benefit from it on its own or together with other
resources that are readily available. Revenue is allocated to each distinct product or service in proportion to its stand-alone selling price
and recognised when, or as, control is transferred to the customer.
Where contracts require the customer to commit to a minimum level of service or a minimum monthly payment amount that cannot be
decreased without terminating the contract, revenue is allocated to performance obligations using the minimum enforceable rights and
obligations and any excess amount is recognised as revenue as it is earned.
Generally, control for products is transferred and revenue recognised at the point in time it is delivered to the customer and for services,
control is transferred, and revenue recognised, over time as the service is provided. These services are typically provided, and thus
recognised, on a monthly basis. Control of products is typically transferred when the customer has physical possession of the goods. The
nature of the various performance obligations in our contracts with customers and when revenue is recognised is outlined below:
PERFORMANCE OBLIGATIONS
FROM CONTRACTS WITH CUSTOMERS
TIMING OF SATISFACTION
OF THE PERFORMANCE OBLIGATION AND PAYMENT
Mobile services, broadband services, media services, cloud,
security and service management services, managed data services
and rental of equipment
As the service is provided (usually monthly). Generally billed and
paid on a monthly basis.
Usage, other optional or non-subscription services, and pay-per-
use services
As the service is provided. Generally billed and paid on a
monthly basis.
Fixed modems, mobile handsets and other distinct goodsWhen control is passed to the customer, generally when the
customer takes possession of the goods. For goods sold in
packages or on interest-free terms, customers usually pay in equal
instalments over 6 to 36 months.
Installation or set-up services (where distinct)As the service is provided. Generally billed and paid following the
provision of the service.
Performance obligations, where Spark acts as an agent, includes some third-party media services and certain cloud, security and service
management contracts. Contracts with significant payment terms include those that have goods that were purchased on interest-free
payment terms of greater than 12 months.
62
Spark New Zealand Annual Report 2020
Notes to the financial statements
2
20202019
YEAR ENDED 30 JUNE
$M$M
Operating revenues
Mobile 1,288 1,271
Voice 391 441
Broadband 680 685
Cloud, security and service management 443 400
Procurement and partners 408 365
Managed data, networks and services 248 242
Other operating revenues 130 114
3,588 3,518
Other gains
Net gain on sale of long-term investments/businesses 5 2
Gain on sale and exchange of property, plant and equipment and intangibles 28 11
Gain on lease modifications and terminations 2 2
35 15
Total operating revenues and other gains 3,623 3,533
Other gains
In the year ended 30 June 2020 other gains includes a net $5 million gain from the sale of the operational parts of the network services
division of Computer Concepts Limited (CCL) Spark’s wholly owned subsidiary and the sale of Spark’s entertainment streaming business
Lightbox, $16 million from the sale of property, plant and equipment (primarily in relation to mobile network equipment), $12 million gain
on exchange of intangible assets (primarily spectrum assets) and gains from lease modifications and terminations of $2 million.
In the year ended 30 June 2019 other gains comprised a $2 million gain from the sale of Feenix Communications Limited, $11 million from
the sale of property, plant and equipment (primarily in relation to mobile network equipment) and gains from lease modifications and
terminations of $2 million.
2.2 Operating revenues and other gains (continued)
63
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial performance information
Key estimates and assumptions
Determining the transaction price
Determining the transaction price of Spark’s contracts requires judgement in estimating the amount of revenue we expect to be
entitled to for delivering the performance obligations within a contract. The transaction price is the amount of consideration that
is enforceable and to which we expect to be entitled in exchange for the goods and services we have promised to our customer.
We determine the transaction price by considering the terms of the contract and business practices that are customary within that
product, as well as adjusting the transaction price for estimated variable consideration and for any effects of the time value of
money. The expected value or most likely amount methods are used to determine variable consideration and any amount where
it is determined that it is highly probable a revenue reversal will not subsequently occur is included in the transaction price. In
making this determination, consideration is given to the likelihood and potential magnitude of the revenue reversal, as well as
factors outside of Spark’s influence, the time when the uncertainty is expected to be resolved and Spark’s experience with similar
types of contracts. Judgement is required to determine the discount rate underlying any time value of money calculations, as well
as whether the financing component in a contract is significant. Discounts, rebates, refunds, credits, price concessions, incentives,
penalties and other similar items are reflected in the transaction price at contract inception.
Determining the stand-alone selling price and the allocation of the transaction price
Determining the stand-alone selling price of performance obligations and the allocation of the transaction price between
performance obligations involves judgement. The transaction price is allocated to performance obligations based on the relative
stand-alone selling prices of the distinct goods or services in the contract. The best evidence of a stand-alone selling price is the
observable price of a good or service when the entity sells that good or service separately in similar circumstances and to similar
customers. If a stand-alone selling price is not directly observable, we estimate the stand-alone selling price taking into account
reasonably available information relating to the market conditions, entity-specific factors and the class of customer. In
determining the stand-alone selling price, we allocate revenue between performance obligations based on expected minimum
enforceable amounts to which Spark is entitled. Any amounts above the minimum enforceable amounts are recognised as
revenue as they are earned.
Distinct goods and services
We make judgements in determining whether a promise to deliver goods or services is considered distinct. We account for
individual products and services separately if they are distinct (i.e. if a product or service is separately identifiable from other
items in the bundled package and if the customer can benefit from it). The consideration is allocated between separate products
and services in a bundle based on their stand-alone selling prices.
Timing of satisfaction of performance obligations
We make judgements in determining whether performance obligations are satisfied over time or at a point in time, as well as the
methods used for measuring progress towards completed satisfaction of performance obligations. Revenue for performance
obligations satisfied over time is recognised using the resources consumed by customers method or the time-elapsed method,
as these best depict the transfer of goods or services to customers. Revenue for performance obligations satisfied at a point in
time is recognised when control of the good or service is transferred to the customer, which is typically when the customer takes
possession of the good.
2.2 Operating revenues and other gains (continued)
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Spark New Zealand Annual Report 2020
Notes to the financial statements
2
2.3 Operating expenses
20202019
YEAR ENDED 30 JUNE$M$M
Product costs 1,597 1,564
Labour 511 475
Other operating expenses
Network support costs 65 61
Computer costs 98 93
Accommodation costs 63 67
Advertising, promotions and communication 78 87
Bad debts 17 12
Impairment expense 2 3
Other 79 81
Total other operating expenses 402 404
Total operating expenses 2,510 2,443
Cost of inventories recognised as an expense
The cost of inventories recognised as an expense in relation to broadband modems, mobile devices and other accessories was
$353 million (30 June 2019: $391 million).
Lease expenses
Expenses relating to short-term leases and leases of low-value assets were $8 million (30 June 2019: $6 million). Rent concessions of
$2 million were received as a result of COVID-19 and treated as a reduction of expenses.
Donations
Donations for the year ended 30 June 2020 were $2,306,000, comprised of Spark’s donation to Spark Foundation of $2,249,000 and other
donations of $57,000 (30 June 2019: $2,246,000, comprised of Spark’s donation to the Spark Foundation of $2,207,000 and other
donations of $39,000). Spark made no donations to political parties in the years ended 30 June 2020 or 30 June 2019.
Auditor’s remuneration
20202019
YEAR ENDED 30 JUNE$’000$’000
Audit of financial statements
Audit and review of financial statements
1
1,096 1,085
Other services
Regulatory audit work
2
65 54
Other assurance services
3
– 121
Other non-assurance services
4
10 –
Total fees paid to auditor 1,171 1,260
1 The audit fee includes fees for both the annual audit of the financial statements and the review of the interim financial statements.
2 Regulatory audit work consists of the audit of telecommunications-related regulatory disclosures and reporting on trust deed requirements and solvency returns.
3 Other assurance services relate to reporting on other compliance services.
4 Other non-assurance services relate to tax services.
65
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial performance information
2.4
Finance income, finance expense, depreciation, amortisation and net investment income
20202019
YEAR ENDED 30 JUNENOTES$M$M
Finance income
Finance lease interest income 13 14
Other interest income 23 23
36 37
Finance expense
Finance expense on long-term debt
1
(53) (48)
Lease interest expense4.2 (31) (30)
Leased customer equipment interest expense (6) (4)
Other interest and finance expenses (12) (11)
(102) (93)
Plus: interest capitalised
2
8 8
(94) (85)
Depreciation and amortisation expense
Depreciation - property, plant and equipment3.6 (233) (246)
Depreciation - right-of-use assets3.4 (64) (56)
Depreciation - leased customer equipment assets3.5 (27) (18)
Amortisation - intangible assets3.7 (155) (157)
(479) (477)
Net investment income
Dividend income – 15
Share of associates’ and joint ventures’ net losses3.3 1 (1)
1 14
1 Includes $8 million transferred from the cash flow hedge reserve for the year ended 30 June 2020 (30 June 2019: $3 million).
2 Interest was capitalised on property, plant and equipment and intangible assets under development for the year ended 30 June 2020 at an annualised rate
of 4.4% (30 June 2019: 4.2%).
66
Spark New Zealand Annual Report 2020
Notes to the financial statements
2
2.5 Non-GAAP measures
Spark uses non-GAAP financial measures that are not prepared in accordance with New Zealand Equivalents to International Financial
Reporting Standards (‘NZ IFRS’). Spark believes that these non-GAAP financial measures provide useful information to readers to assist in
the understanding of the financial performance, financial position or returns of Spark. These measures are also used internally to evaluate
performance of products, to analyse trends in cash-based expenses, to establish operational goals and allocate resources. However, they
should not be viewed in isolation, nor considered as a substitute for measures reported in accordance with NZ IFRS, as they are not
uniformly defined or utilised by all companies in New Zealand or the telecommunications industry.
Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes significant items (such as gains,
expenses and impairments) greater than $25 million. There are no adjusting items for the years ended 30 June 2020 or 30 June 2019.
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment
income (EBITDAI)
Spark calculates EBITDAI by adding back depreciation and amortisation, finance expense and income tax expense and subtracting finance
income and net investment income (which includes dividend income and Spark’s share of net profits or losses from associates and joint
ventures) to net earnings. A reconciliation of Spark’s EBITDAI is provided below and based on amounts taken from, and consistent with,
those presented in these financial statements.
20202019
YEAR ENDED 30 JUNE$M$M
Net earnings reported under NZ IFRS 427 409
Less: finance income (36) (37)
Add back: finance expense 94 85
Add back: depreciation and amortisation 479 477
Less: net investment income (1) (14)
Add back: income tax expense 150 170
EBITDAI 1,113 1,090
Capital expenditure
Capital expenditure is the additions to property, plant and equipment and intangible assets (excluding goodwill, acquisitions and other
non-cash additions that may be required by NZ IFRS, such as decommissioning costs) and additions to capacity right-of-use assets where
such additions are paid up front.
20202019
YEAR ENDED 30 JUNENOTES$M$M
Additions to property, plant and equipment3.6 242 217
Additions to intangible assets3.7 134 189
Additions to capacity right-of-use assets3.4 11 11
Capital expenditure including spectrum 387 417
Less spectrum additions3.7 (13)–
Capital expenditure excluding spectrum 374 417
67
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
Section 3
Assets
3.1 Receivables and prepayments
20202019
AS AT 30 JUNE$M$M
Short-term receivables and prepayments
Trade receivables 289 335
Prepayments 140 93
Short-term unbilled revenue 231 234
Short-term contract assets 11 15
Short-term contract costs 47 47
Short-term finance lease receivables 16 12
Other short-term receivables 43 19
777 755
Long-term receivables and prepayments
Long-term unbilled revenue 52 50
Long-term contract costs 66 81
Long-term finance lease receivables 144 144
Other long-term receivables 22 16
284 291
Amounts are stated at their net carrying value, including expected credit loss allowance provisions. The fair value of finance lease
receivables is estimated to be $163 million (30 June 2019: $255 million) and the carrying amount of all other receivables, measured at
amortised cost, are approximately equivalent to their fair value because of the short term to maturity.
Contract assets
Contract assets primarily relate to Spark’s rights to consideration for performance obligations delivered but not billed at the reporting date.
Contract assets are transferred to receivables when the rights become unconditional. The following summarises significant changes in
those balances:
20202019
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July 15 29
Additions from new contracts with customers, net of terminations and renewals 17 26
Transfer of contract assets to trade receivables (21) (40)
Closing balance as at 30 June 11 15
68
Spark New Zealand Annual Report 2020
Notes to the financial statements
3
Contract costs
Contract costs include costs to obtain a contract (such as commission costs) and costs to fulfil a contract. These costs are expected to be
recovered and are therefore initially deferred and then recognised within operating expenses on a systematic basis that is consistent
with the transfer to the customer of the goods or services to which the asset relates. The following summarises significant changes in
those balances:
20202019
COSTS TO
OBTAIN A
CONTRACT
COSTS TO
FULFIL A
CONTRACTTOTAL
COSTS TO
OBTAIN A
CONTRACT
COSTS TO
FULFIL A
CONTRACTTOTAL
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Opening balance as at 1 July 37 91 128 41 80 121
Additions 12 25 37 17 37 54
Amortisation recognised in operating expenses (21) (31) (52) (21) (26) (47)
Closing balance as at 30 June 28 85 113 37 91 128
Short-term contract costs 15 32 47 18 29 47
Long-term contract costs 13 53 66 19 62 81
Key estimates and assumptions
Determining the costs we incur to obtain or fulfil a contract that meet the deferral criteria within NZ IFRS 15 requires us to make
significant judgements. Further, where such costs can be deferred, determining the appropriate amortisation period to recognise
the costs within operating expenses requires management judgement, including assessing the expected average customer
tenure for consumer customers and the expected contract term for enterprise customers.
Expected credit loss allowance provision
Movements in the loss allowance provision are as follows:
20202019
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July 30 31
Charged to costs and expenses
1
24 19
Bad debts recovered (4) (5)
Utilised(19)(15)
Closing balance as at 30 June 31 30
1 Includes $6 million reflecting increased expected credit losses above our standard provisioning policies primarily as a result of COVID-19.
3.1 Receivables and prepayments (continued)
69
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
Spark has applied the simplified approach to providing for expected credit losses, which requires the recognition of a lifetime expected
loss provision for trade receivables, unbilled revenue, contract assets, contract costs, finance lease receivables and other receivables. The
calculation of the allowance provision incorporates forward-looking information, such as forecasted economic conditions.
The expected credit loss allowance provision has been determined as follows:
CURRENT≤ 1 MONTH> 1 MONTHTOTAL
AS AT 30 JUNE 2020$M$M$M$M
Expected loss rate2.9%2.6%13.5%3.3%
Gross carrying amount 876 39 37 952
Expected credit loss allowance provision 25 1 5 31
Short-term loss allowance provision 20 1 5 26
Long-term loss allowance provision 5 – – 5
The expected credit loss provision prior to assessing the impacts of COVID-19 reduced by $5 million to $25 million due to lower
receivable balances which in turn reduced the provision level required. At 30 June 2020 an additional $6 million expected credit loss
provision was recognised primarily due to forecasted changes in unemployment rates and gross domestic product in New Zealand
resulting from COVID-19. As a result, the expected credit loss provision increased by a net $1 million during the year to $31 million.
AS AT 30 JUNE 2019$M$M$M$M
Expected loss rate2.4%5.4%22.7%3.1%
Gross carrying amount 905 56 22 983
Expected credit loss allowance provision 22 3 5 30
Short-term loss allowance provision 14 3 5 22
Long-term loss allowance provision 8 – – 8
The composition of the credit loss allowance provision between receivable types is as follows:
20202019
AS AT 30 JUNE$M$M
Trade receivables 13 13
Unbilled revenue 13 10
Contract assets and contract costs 3 2
Finance lease receivables 2 5
Expected credit loss allowance provision 31 30
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of
recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could
generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be
subject to enforcement activities to comply with the Group’s procedures for recovery of amounts due.
Key estimates and assumptions
The expected credit loss allowance provision is determined based on assumptions about the risk of default and expected loss
rates of customers and other counterparties. Spark uses judgement in making these assumptions and selecting the inputs to the
impairment calculation based on Spark’s past collection history, existing market conditions, as well as forward-looking estimates
at the end of the reporting period. Forward-looking estimates include assessment of forecasted changes to interest rates,
unemployment rates and gross domestic product in New Zealand.
3.1 Receivables and prepayments (continued)
70
Spark New Zealand Annual Report 2020
Notes to the financial statements
3
Finance lease receivables
Spark has a number of leases for space in exchange buildings, including as a lessor for space in Spark exchanges and a lessee for space in
Chorus exchanges. These leases include a legal right of offset, as Spark and Chorus settle the payments on a net basis and are therefore
shown as a net finance lease receivable on the statement of financial position.
In addition, Spark sub-leases a number of office building floors. Where sub-leases are for the whole of the remaining non-cancellable term
of the head lease, these are classified as a finance lease.
The profile of lease net receipts is set out below:
20202019
UNDISCOUNTEDDISCOUNTEDUNDISCOUNTEDDISCOUNTED
AS AT 30 JUNE$M$M$M$M
Less than one year 17 16 13 12
Between one and five years 66 52 67 52
More than five years 309 92 322 92
Finance lease receivables 392 160 402 156
Less unearned finance income (232)– (246)–
Present value of finance lease receivables 160 160 156 156
Short-term finance lease receivables 16 12
Long-term finance lease receivables 144 144
The leases with Chorus have multiple rights of renewal and the full lease terms have been used in the calculation of the net financial lease
receivable, as it is likely that due to the specialised nature of the buildings, the leases will be renewed to the maximum terms.
3.2 Inventories
20202019
AS AT 30 JUNE$M$M
Goods held for resale 86 63
Content rights inventory 8 35
Maintenance materials and consumables 2 2
Total inventories 96 100
Content rights inventory
Spark enters into contracts for the right to stream digital content for sport and previously to subscribers of Lightbox. Content rights are
stated at the lower of cost and net realisable value, less accumulated amortisation and includes prepaid content that is not yet available
for broadcast.
The amortisation of content rights is recognised within operating expenses on a straight-line basis over their licence periods or, for live
sports content, over its broadcast period. The content rights amortisation charge for the year ended 30 June 2020 was $40 million (30 June
2019: $24 million).
3.1 Receivables and prepayments (continued)
71
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
3.3
Long-term investments
20202019
AS AT 30 JUNE$M$M
Shares in Hutchison 247 156
Investment in associates and joint ventures 54 21
Other long-term investments 7 5
308 182
Spark holds a 10% interest in Hutchison Telecommunications Australia Limited (Hutchison) which is quoted on the Australian Securities
Exchange (ASX) and its fair value is measured using the observable market share price as quoted on the ASX, classified as being within
level one of the fair value hierarchy. As at 30 June 2020 the quoted price of Hutchison’s shares on the ASX was AUD$0.170 (30 June 2019:
AUD$0.110). The increase in fair value of $91 million is recognised in other comprehensive income (30 June 2019: $87 million increase).
Investment in associates and joint ventures
Spark’s investment in associates and joint ventures at 30 June 2020 consists of the following:
NAMETYPECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Connect 8 LimitedJoint VentureNew Zealand50%Fibre network construction
Flok LimitedAssociate New Zealand38%Hardware and software development
Lightbox Sport General Partner LimitedJoint VentureNew Zealand50%A holding company
NOW New Zealand LimitedAssociateNew Zealand36%Internet service provider
Pacific Carriage Holdings LimitedAssociateBermuda38%A holding company
Pacific Carriage Holdings Limited IncAssociateUnited States35%A holding company
PropertyNZ Limited (homes.co.nz)AssociateNew Zealand22%Property data website
Rural Connectivity Group LimitedJoint VentureNew Zealand33%Rural broadband
Southern Cross Cables Holdings LimitedAssociateBermuda35%A holding company
TNAS LimitedJoint VentureNew Zealand50%Telecommunications development
All investments in associates and joint ventures are measured using the equity method and none are considered to be individually
material. Changes in the aggregate carrying amount of Spark’s investment in associates and joint ventures was as follows:
20202019
ASSOCIATESJOINT VENTURESTOTALASSOCIATESJOINT VENTURESTOTAL
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Opening balance as at 1 July 9 12 21 10 11 21
Opening value on transfer to equity method – – – – – –
Additional investment during the year 22 10 32 2 1 3
Disposals – – – (2) – (2)
Share of net profits/(losses) – 1 1 (1) – (1)
Closing balance as at 30 June 31 23 54 9 12 21
Spark has suspended equity accounting for Pacific Carriage Holdings Limited and Southern Cross Cables Holdings Limited (together
‘Southern Cross’) as their carrying values were reduced to nil. Spark has no obligation to fund Southern Cross’ deficits or repay dividends.
For the year ended 30 June 2020 Spark’s share of Southern Cross profits not recognised due to the existence of historic cumulative
Southern Cross deficits was $51 million (30 June 2019: $57 million).
72
Spark New Zealand Annual Report 2020
Notes to the financial statements
3
3.4 Right-of-use assets
Spark is a lessee for a large number of leases, including:
• Property – Spark leases a number of office buildings and retail stores. These leases generally have rights of renewal that are reasonably
certain to be exercised and therefore may have long effective lease terms;
• Capacity arrangements – Spark enters into a number of indefeasible right of use capacity arrangements for cable capacity;
• Mobile sites – Spark has entered into a number of agreements to allow the operation of mobile network infrastructure throughout
New Zealand;
• Motor vehicles – Spark leases motor vehicles for use in sales, field operations and maintenance of infrastructure equipment; and
• Other – Spark leases equipment that is held at Spark premises and used to provide services to customers.
Movements in right-of-use assets are summarised below:
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLESOTHERTOTAL
YEAR ENDED 30 JUNE 2020$M$M$M$M$M$M
Opening net book value287 243 94 1 – 625
Additions79 11 13 2 33 138
Disposals(8)– – – – (8)
Remeasurements2 – 5 – – 7
Depreciation charge(27)(21)(10)(1)(5)(64)
Closing net book value333 233 102 2 28 698
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLESOTHERTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M
Opening net book value306 254 65 2 – 627
Additions5 11 28 – – 44
Remeasurements2 – 8 – – 10
Depreciation charge(26)(22)(7)(1)– (56)
Closing net book value287 243 94 1 – 625
All capacity additions for the year ended 30 June 2020 were fully paid on control being obtained and therefore deemed capital
expenditure as reconciled in note 2.5 (30 June 2019: all fully paid and deemed capital expenditure).
Income from sub-leasing right-of-use assets for the year ended 30 June 2020 was $1 million (30 June 2019: $3 million).
73
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
Key estimates and assumptions
At inception of a contract Spark assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the
contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess
whether a contract conveys the right to control the use of an identified asset, Spark assesses whether:
• The contract involves the use of an identified asset;
• Spark has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and
• Spark has the right to direct the use of the asset.
At inception or on reassessment of a contract that contains a lease component, Spark allocates the consideration in the contract
to each lease component on the basis of their relative stand-alone prices. Spark recognises a right-of-use asset at the lease
commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate
of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any
lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of
the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are
determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically assessed for
impairment losses and adjusted for certain remeasurements of the lease liability.
3.5 Leased customer equipment assets
Spark acts as the intermediate party (as a lessee and a lessor) in a number of back-to-back lease arrangements for customer premises
equipment. Such arrangements may also include an initial sale and leaseback transaction. A sale and leaseback transaction contains a
genuine sale if control of an asset is transferred under NZ IFRS 15. For Spark’s back-to-back lease arrangements we have assessed that
a sale does not occur as control over the equipment remains with Spark instead of passing to the buyer-lessor.
Spark as the seller-lessee continues to recognise the leased customer equipment asset, which is initially measured at cost. The asset is
subsequently depreciated using the straight-line method based on the expected lease term. Movements in leased customer equipment
assets are summarised below:
20202019
YEAR ENDED 30 JUNE$M$M
Opening net book value55 31
Additions61 42
Disposals (3)–
Depreciation charge(27)(18)
Closing net book value86 55
20202019
AS AT 30 JUNE$M$M
Cost158 100
Accumulated depreciation and impairment losses(72)(45)
Closing net book value86 55
Leased customer equipment assets are on-leased to customers under operating leases. Amounts recovered from customers for the year
ended 30 June 2020 were $31 million (30 June 2019: $19 million).
3.4 Right-of-use assets (continued)
74
Spark New Zealand Annual Report 2020
Notes to the financial statements
3
3.6 Property, plant and equipment
TELECOMMUNI-
CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2020$M$M$M$M$M$M
Opening net book value623 60 199 125 5 1,012
Additions– – 29 – 213 242
Transfers166 – 1 49 (216)–
Disposals– – – (6)– (6)
Depreciation charge(148)– (31)(54)– (233)
Closing net book value641 60 198 114 2 1,015
AS AT 30 JUNE 2020
Cost3,818 60 562 569 2 5,011
Accumulated depreciation and impairment losses(3,177)– (364)(455)– (3,996)
Closing net book value641 60 198 114 2 1,015
TELECOMMUNI-
CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M$M
Opening net book value 638 60 208 126 7 1,039
Additions – – 21 – 196 217
Transfers 146 – – 52 (198) –
Impairments – – 2 – – 2
Depreciation charge (161) – (32) (53) – (246)
Closing net book value 623 60 199 125 5 1,012
AS AT 30 JUNE 2019
Cost 4,035 60 561 649 5 5,310
Accumulated depreciation and impairment losses (3,412) – (362) (524) – (4,298)
Closing net book value 623 60 199 125 5 1,012
75
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
Joint arrangement
Spark has entered into a joint arrangement in relation to the construction and operation of the Tasman Global Access fibre-optic submarine
cable between Australia and New Zealand. As at 30 June 2020 the carrying value of Spark’s share of property, plant and equipment and
intangible assets in the joint operation was $31 million (30 June 2019: $33 million).
Key estimates and assumptions
Spark’s property, plant and equipment is measured at cost and depreciation is charged on a straight-line basis over the assets’
estimated useful lives. Determining the appropriate useful life of property, plant and equipment requires management
judgement, including the expected period of service potential, the likelihood technological advances will make the asset
obsolete, the likelihood of Spark ceasing to use it and the effect of government regulation.
The estimated useful lives of Spark’s property, plant and equipment is as follows:
Telecommunications equipment and plant
Junctions and trunk transmission systems 10 – 50 years
Switching equipment 5 – 12 years
Customer premises equipment 3 – 5 years
Airconditioning equipment 10 – 20 years
Network management systems 2 – 5 years
Batteries 5 – 15 years
Power and building equipment 10 – 25 years
Buildings 9 – 50 years
Other assets
Motor vehicles 6 years
Furniture and fittings 2 – 25 years
Computer equipment 3 – 5 years
The assessment of assets for impairment is based on a large number of factors, such as changes in current competitive
conditions, expectations of growth in the telecommunications industry, the discontinuance of services, the expected future cash
flows an asset is expected to generate and other changes in circumstances that indicate an impairment exists. Key judgements
include rates of expected revenue growth or decline, expected future margins and the selection of an appropriate discount rate
for valuing future cash flows.
3.6 Property, plant and equipment (continued)
76
Spark New Zealand Annual Report 2020
Notes to the financial statements
3
3.7 Intangible assets
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2020$M$M$M$M$M$M
Opening net book value 312 163 78 213 221 987
Additions
1
– 13 – – 121 134
Transfers 173 – 10 – (183) –
Acquisitions – – 1 9 – 10
Disposals (5) (1) – – – (6)
Impairments (2) – – – – (2)
Amortisation charge (127) (17) (11) – – (155)
Closing net book value 351 158 78 222 159 968
AS AT 30 JUNE 2020
Cost 1,985 282 141 270 159 2,837
Accumulated amortisation and impairment losses (1,634) (124) (63) (48) – (1,869)
Closing net book value 351 158 78 222 159 968
1 Total software capitalised in the year ended 30 June 2020 includes $42 million of internally generated assets. Other software capitalised in the year includes software
licenses and externally supplied labour.
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M$M
Opening net book value 314 179 82 213 168 956
Additions
1
– – – – 189 189
Transfers 132 – 4 – (136) –
Disposals (1) – – – – (1)
Amortisation charge (133) (16) (8) – – (157)
Closing net book value 312 163 78 213 221 987
AS AT 30 JUNE 2019
Cost 2,071 271 131 261 221 2,955
Accumulated amortisation and impairment losses (1,759) (108) (53) (48) – (1,968)
Closing net book value 312 163 78 213 221 987
1 Total software capitalised in the year ended 30 June 2019 includes $19 million of internally generated assets. Other software capitalised in the year includes software
licenses and externally supplied labour.
Key estimates and assumptions
Intangible assets are amortised over their useful lives on a straight-line basis, except goodwill, which is tested for impairment
annually. Determining the appropriate useful life of an intangible asset requires management judgement, including assessing the
expected period of service potential, the likelihood technological advances will make it obsolete and the likelihood of Spark ceasing
to use it.
The estimated useful lives of Spark intangible assets is as follows:
Software 2 – 8 years
Spectrum licences 17 – 20 years
Other intangible assets
Customer contracts and brands 5 – 10 years
Other intangible assets 5 – 80 years
77
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Assets
Goodwill
Goodwill by cash-generating unit (CGU) is presented below:
20202019
AS AT 30 JUNE$M$M
Mobile 28 28
Cloud, security and service management 167 167
Qrious 14 5
Digital Island 13 13
222 213
During the years ended 30 June 2020 and 30 June 2019 no impairment arose as a result of the assessment of goodwill. Headroom
currently exists in each CGU and, based on sensitivity analysis performed, no reasonably possible changes in the assumptions, including
anticipated COVID-19 impact, would cause the carrying amount of the CGUs to exceed their recoverable amounts.
Key estimates and assumptions
Goodwill is assessed annually for impairment by estimating the future cash flows, based on Board-approved business plans,
which reflect the anticipated impact of COVID-19, with key assumptions being forecast earnings and capital expenditure for each
CGU. The forecast financial information is based on both past experience and future expectations of CGU performance. The
major inputs and assumptions used in performing an impairment assessment that require judgement include revenue forecasts,
operating cost projections, customer numbers and customer churn, discount rates, growth rates and future technology paths.
Nil terminal growth was applied to all CGUs and a pre-tax discount rate of 8.8% was utilised for the year ended 30 June 2020 (30
June 2019: 10.1%).
3.8 Net tangible assets
The calculation of Spark’s net tangible assets per share and its reconciliation to the statement of financial position is presented below:
20202019
AS AT 30 JUNE$M$M
Total assets 4,347 4,095
Less intangible assets (968) (987)
Less total liabilities (2,854) (2,630)
Net tangible assets 525 478
Number of shares outstanding (in millions) 1,837 1,836
Net tangible assets per share$0.29$0.26
Net tangible assets per share is a non-GAAP financial measure that is not defined in NZ IFRS. Total assets includes right-of-use assets and
total liabilities includes lease liabilities.
3.7 Intangible assets (continued)
78
Spark New Zealand Annual Report 2020
Notes to the financial statements
4
Section 4 Liabilities and equity
4.1 Payables, accruals and provisions
20202019
AS AT 30 JUNE$M$M
Short–term payables, accruals and provisions
Trade accounts payable 237 258
Revenue billed in advance 74 84
Accrued personnel costs 38 45
Accrued interest 2 4
GST payable 37 35
Short–term sale and leaseback liabilities 31 14
Short–term provisions 6 3
Other short–term payables and accruals 38 4
463 447
Long–term payables, accruals and provisions
Long–term sale and leaseback liabilities 58 43
Long–term provisions 5 4
Other long–term payables & accruals18 21
81 68
Trade accounts payable and sale and leaseback liabilities are financial instruments and held at amortised cost.
Provisions
Total provisions as at 30 June 2020 were $11 million (30 June 2019: $7 million). New provisions of $7 million were made during the year
(30 June 2019: $3 million) and provisions of $3 million were utilised or released (30 June 2019: $15 million).
The largest portion of the provisions relate to make-good provisions of $7 million (30 June 2019: $4 million).
Notes to the financial statements: Liabilities and equity
79
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Liabilities and equity
4.2
Lease liabilities
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLESOTHERTOTAL
YEAR ENDED 30 JUNE 2020$M$M$M$M$M$M
Opening lease liability balance 394 2 93 1 – 490
Leases entered into during the year77– 9 2 31 119
Disposals(9)– – – – (9)
Interest expense24– 6 – 1 31
Principal repayments(46)– (14)(1)(6)(67)
Remeasurements3 – 5 – – 8
Closing lease liability balance 443 2 99 2 26 572
Short–term lease liabilities25 – 8 1 7 41
Long–term lease liabilities418 2 91 1 19 531
Lease liabilities – non–cancellable commitments
1
198 2 13 2 26 241
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLESOTHERTOTAL
YEAR ENDED 30 JUNE 2019$M$M$M$M$M$M
Opening lease liability balance 406 2 64 2 – 474
Leases entered into during the year5 – 28 – – 33
Interest expense25 – 5 – – 30
Principal repayments(44)– (11)(1)– (56)
Remeasurements2 – 7 – – 9
Closing lease liability balance 394 2 93 1 – 490
Short–term lease liabilities23 – 7 1 – 31
Long–term lease liabilities371 2 86 – – 459
Lease liabilities – non–cancellable commitments
1
189 2 37 1 – 229
1 Relates to the discounted lease liability for future minimum rental commitments for non–cancellable periods of leases, excluding rights of renewal, which are at Spark’s
option.
80
Spark New Zealand Annual Report 2020
Notes to the financial statements
4
Key estimates and assumptions
Spark recognises a lease liability at the lease commencement date. The lease liability is initially measured at the present value of
the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that
rate cannot be readily determined, Spark’s incremental borrowing rate. Generally, Spark uses its incremental borrowing rate as
the discount rate, with adjustments for the type and term of the lease.
Lease payments included in the measurement of the lease liability comprise:
• Fixed payments, including in–substance fixed payments;
• Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the
commencement date;
• Amounts expected to be payable under a residual value guarantee;
• The exercise price under a purchase option that Spark is reasonably certain to exercise; and
• Lease payments in an optional renewal period if Spark is reasonably certain to exercise an extension option.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in
future lease payments arising from a change in an index or rate, if there is a change in Spark’s estimate of the amount expected to
be payable under a residual value guarantee or if Spark changes its assessment of whether it will exercise a purchase or
extension option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right–of–use
asset or is recorded in profit or loss if the carrying amount of the right–of–use asset has been reduced to zero.
Spark has elected not to recognise right–of–use assets and lease liabilities for short–term leases that have lease terms of 12
months or less and leases of low–value assets. Spark recognises the lease payments associated with these leases within operating
expenses on a straight–line basis over their lease terms.
4.2 Lease liabilities (continued)
81
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Liabilities and equity
4.3
Debt
Debt is recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, debt is classified and measured
at amortised cost plus, for hedged liabilities that are in a fair value hedging relationship, adjustments for fair value changes attributable to
the risk being hedged. Any difference between cost and redemption value (including fair value changes) is recognised in the statement of
profit or loss over the period of the borrowings, using the effective interest rate method.
20202019
AS AT 30 JUNE$M$M
FACE VALUEFACILITYCOUPON RATEMATURITY
Short–term debt
Commercial paperVariable< 5 months 228 150
228 150
Bank funding
The Hongkong and Shanghai Banking Corporation Limited100 million NZDVariable30/11/2021 50 40
MUFG Bank, Ltd125 million NZDVariable30/11/2022 100 100
150 140
Domestic notes
250 million NZD5.25%25/10/2019 – 250
100 million NZD4.50%25/03/2022 103 103
100 million NZD4.51%10/03/2023 108 107
125 million NZD3.37%07/03/2024 135 130
125 million NZD3.94%07/09/2026 140 131
486 721
Foreign currency Medium Term Notes
Euro Medium Term Notes – 18 million GBP
1
5.75%06/04/2020– 33
Australian Medium Term Notes – 100 million AUD1.90%05/06/2026 107 –
Australian Medium Term Notes – 150 million AUD4.00%20/10/2027 185 173
Australian Medium Term Notes – 125 million AUD2.60%18/03/2030 139 –
Norwegian Medium Term Notes – 1 billion NOK
2
3.07%19/03/2029 177 178
608 384
1,472 1,395
Debt due within one year 228 433
Long–term debt 1,244 962
1 British pounds sterling.
2 Norwegian krone.
None of Spark’s debt is secured and all debt ranks equally with other liabilities. There are no financial covenants over Spark’s debt,
however, there are certain triggers in the event of default, as defined in the various debt agreements. There have been no events of default
over Spark’s debt in the years ended 30 June 2020 and 30 June 2019.
The fair value of long–term debt, including long-term debt due within one year, (calculated based on the present value of future
principal and interest cash flows, discounted at market interest rates at balance date) was $1,254 million compared to a carrying value
of $1,244 million as at 30 June 2020 (30 June 2019: fair value of $1,258 million compared to a carrying value of $1,245 million).
20202019
AS AT 30 JUNE$M$M
Total debt1,4721,395
Less short-term debt(228)(150)
Total long-term debt (including long-term debt due within one year)1,2441,245
82
Spark New Zealand Annual Report 2020
Notes to the financial statements
4
4.4 Capital risk management
Spark manages its capital considering shareholders’ interests, the value of Spark’s assets and the Company’s credit rating. The Board
continues to be committed to the Company maintaining a single ‘A Band’ credit rating and its capital management policies are designed
to ensure this objective is met. As part of this commitment Spark manages its debt levels to ensure that the ratio of net debt at hedged
rates (being inclusive of associated derivatives) to EBITDAI does not materially exceed 1.4 times on a long–run basis, which, for credit rating
agency purposes, Spark estimates equates approximately to adjusted debt to EBITDA of 1.7 times. The difference between these two
ratios is primarily due to the credit rating agency making adjustments for leases and captive finance operations.
As at 30 June 2020 the Company’s Standard & Poor’s credit ratings for long–term and short–term debt was A– and A–2 respectively, with
outlook stable (30 June 2019: same).
Net debt
Net debt at hedged rates, the primary net debt measure Spark monitors, includes long–term debt at the value of hedged cash flows due
to arise on maturity, plus short–term debt, less any cash. Net debt at carrying value includes the non–cash impact of fair value hedge
adjustments and any unamortised discount.
Net debt at hedged rates is a non–GAAP measure and is not defined in accordance with NZ IFRS but is a measure used by management.
A reconciliation of net debt at hedged rates and net debt at carrying value is provided below:
20202019
AS AT 30 JUNE$M$M
Cash (53) (54)
Short–term debt at face value 228 150
Long–term debt at face value 1,162 1,205
Net debt at face value 1,337 1,301
To retranslate debt balances at swap rates where hedged by currency swaps 12 15
Net debt at hedged rates
1
1,349 1,316
Non–cash adjustments
Impact of fair value hedge adjustments
2
4831
Unamortised discount – –
Net debt at carrying value 1,397 1,347
1 Net debt at the value of hedged cash flows due to arise on maturity and includes adjustment to state principal of foreign currency medium term notes at the hedged
currency rate.
2 Fair value hedge adjustments arise on domestic notes in fair value hedges and foreign currency medium term notes in dual fair value and cash flow hedges. These have
no impact on the cash flows to arise on maturity.
A reconciliation of movements in net debt is provided below:
CASH FLOWSNON–CASH MOVEMENTS
YEAR ENDED 30 JUNE 2020
AS AT 1 JULY
2019
$M
PROCEEDS
$M
PAYMENTS
$M
INTEREST
AMORTISATION
$M
FAIR VALUE
CHANGES
$M
FOREIGN
EXCHANGE
MOVEMENT
$M
OTHER
$M
AS AT 30 JUNE
2020
$M
Cash(54)(6,945)6,946––––(53)
Short–term debt1501,150(1,075)3–––228
Long–term debt1,2451,847(1,882)–44(9)(1)1,244
Derivatives6278(288)–(27)9–(22)
Net debt 1,347 (3,670) 3,701 3 17 – (1) 1,397
CASH FLOWSNON–CASH MOVEMENTS
YEAR ENDED 30 JUNE 2019
AS AT 1 JULY
2018
$M
PROCEEDS
$M
PAYMENTS
$M
INTEREST
AMORTISATION
$M
FAIR VALUE
CHANGES
$M
FOREIGN
EXCHANGE
MOVEMENT
$M
OTHER
$M
AS AT 30 JUNE
2019
$M
Cash(55)(7,049)7,050––––(54)
Short–term debt1491,358(1,361)4–––150
Long–term debt1,0482,039(1,880)238(1)(1)1,245
Derivatives14169(171)–(9)3–6
Net debt 1,156 (3,483) 3,638 6 292 (1) 1,347
83
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Liabilities and equity
4.5
Equity and dividends
Share capital
Movements in the Company’s issued ordinary shares were as follows:
20202019
YEAR ENDED 30 JUNENUMBERNUMBER
Shares at the beginning of the year 1,836,191,581 1,835,390,783
Issuance of shares under share schemes and other transfers 853,362 800,798
Shares at the end of the year 1,837,044,943 1,836,191,581
All issued shares are fully paid and have no par value. Shareholders of ordinary shares have the right to vote at any general meeting of the
Company.
Dividends declared and paid
20202019
YEAR ENDED 30 JUNE
CENTS
PER SHARE$M
CENTS
PER SHARE$M
Previous year second half–year dividend paid 12.5 230 12.5 229
First half–year dividend paid 12.5 229 12.5 230
Total dividends paid in the year 25.0 459 25.0 459
Second half–year dividend declared subsequent to balance date not provided for 12.5230 12.5 230
Events after balance date
On 26 August 2020 the Board approved the payment of a second-half ordinary dividend of 12.5 cents per share or approximately
$230 million. This ordinary dividend will be 100% imputed. In addition, supplementary dividends totalling approximately
$26 million will be payable to shareholders who are not resident in New Zealand. In accordance with the Income Tax Act 2007,
Spark will receive a tax credit from Inland Revenue equivalent to the amount of supplementary dividends paid.
84
Spark New Zealand Annual Report 2020
Notes to the financial statements
4
4.5 Equity and dividends (continued)
H1 FY20 H2 FY20
ORDINARY DIVIDENDS ORDINARY DIVIDENDS
Dividends declared
Ordinary shares 12.5 cents 12.5 cents
American Depositary Shares
1
36.69 US cents 41.03 US cents
Imputation
Percentage imputed75%100%
Imputation credits per share 3.6458 cents 4.8611 cents
Supplementary dividend per share
2
1.6544 cents 2.2059 cents
‘Ex’ dividend dates
New Zealand Stock Exchange12/03/2017/09/2020
Australian Securities Exchange12/03/2017/09/2020
American Depositary Shares 12/03/2017/09/2020
Record dates
New Zealand Stock Exchange13/03/2018/09/2020
Australian Securities Exchange13/03/2018/09/2020
American Depositary Shares 13/03/2018/09/2020
Payment dates
New Zealand and Australia 3/04/202/10/2020
American Depositary Shares 17/04/2013/10/2020
1 For H2 FY20 these are based on the exchange rate at 20 August 2020 of NZ$1 to US$0.6564 and a ratio of five ordinary shares per one American Depositary Share. The
actual exchange rate used for conversion is determined in the week prior to payment when the Bank of New York performs the physical currency conversion.
2 Supplementary dividends are paid to non–resident shareholders.
Dividend Reinvestment Plan
The dividend reinvestment plan has been reinstated for the H2 FY20 dividend after being suspended in 2015. Shares issued under the
dividend reinvestment plan will be issued at a 2% discount to the prevailing market price around the time of issue. The last date for
shareholders to elect to participate in the dividend reinvestment plan for the H2 FY20 dividend is 21 September 2020.
If shareholders previously participated in the dividend reinvestment plan they will need to re-elect to participate. Previous elections have
not been retained.
Spark’s Dividend Reinvestment Plan Offer Document and Participation Notice can be found on Spark’s Investor Centre Website:
investors.sparknz.co.nz.
85
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial instruments
Section 5
Financial instruments
5.1 Derivatives and hedge accounting
20202019
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
AS AT 30 JUNE$M$M$M$M
Designated in a cash flow hedge1 (155)4 (119)
Designated in a fair value hedge35 – 21 –
Designated in a dual fair value and cash flow hedge22 – 6 –
Other3 (6)3 (6)
61 (161)34 (125)
Short-term derivatives1 (5)2 (14)
Long-term derivatives60 (156)32 (111)
Spark’s derivatives are held at fair value, calculated using discounted cash flow models and observable market rates of interest and foreign
exchange and electricity prices. This represents a level two measurement under the fair value measurement hierarchy, being inputs other
than quoted prices included within level one that are observable for the asset or liability. As at 30 June 2020 and 30 June 2019 no
derivative financial assets or derivative financial liabilities have been offset in the statement of financial position. The potential for offsetting
of any derivative financial instruments is $39 million (30 June 2019: was deemed immaterial).
Hedge accounting
Derivatives are hedge accounted when they are designated into an effective hedge relationship as a hedging instrument. The nature and
the effectiveness of the hedge accounting relationship will determine where the gains and losses on remeasurement are recognised.
Derivatives are designated:
• Fair value hedges, where the derivative is used to manage interest rate risk in relation to debt;
• Cash flow hedges, where the derivative is used to manage the variability in cash flows of highly probable forecast transactions; and
• Dual fair value and cash flow hedges, where the derivative is used to hedge the interest rate risk on foreign debt and the variability in
cash flows due to movements in foreign exchange rates.
At inception, each hedge relationship is formalised in hedge documentation. Hedge accounting is discontinued when the hedge
instrument expires or is sold, terminated, exercised or no longer qualifies for hedge accounting. Spark determines the existence of an
economic relationship between the hedging instrument and the hedged item based on the currency, amount and timing of respective
cash flows, reference interest rates, tenors (time to maturity), repricing dates, maturities and notional amounts. Spark assesses whether the
derivative designated in each hedging relationship is expected to be, and has been, effective in offsetting the changes in cash flows of the
hedged item using the hypothetical derivative method.
Derivatives in hedge relationships are designated based on a hedge ratio of 1:1. In these hedge relationships the main source of
ineffectiveness is the effect of the counterparty and Spark’s own credit risk on the fair value of the derivatives, which is not reflected in the
change in the fair value of the hedged item attributable to changes in foreign exchange and interest rates.
Cash flow hedges
Cross-currency interest rate swaps and interest rate swaps are jointly designated in cash flow hedges to manage interest and foreign
exchange rate risk on debt. The hedged cash flows will affect Spark’s statement of profit or loss and other comprehensive income as
interest and principal amounts are repaid over the remaining term of the debt.
Interest rate swaps are designated in cash flow hedges to manage the interest rate exposure of highly probable forecast variable rate debt
and aggregate variable interest rate exposures created by swapping local or foreign currency fixed-rate debt into variable rate debt.
Electricity hedge contracts are designated in cash flow hedges to reduce electricity price risk from price fluctuations. These hedge
contracts establish the price at which future specified quantities of electricity are purchased and settled. Any resulting differential to be
paid or received is recognised as a component of electricity costs through the term of the contracts.
Spark also enters into forward exchange contracts to hedge forecast foreign currency purchases, the majority expected to be made within
12 months. The related cash flows are recognised in the statement of profit or loss and other comprehensive income over this period.
86
Spark New Zealand Annual Report 2020
Notes to the financial statements
5
A reconciliation of movements in the cash flow hedge reserve, net of tax, is outlined below:
20202019
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July (85) (26)
Loss recognised in other comprehensive income (49) (63)
Amount reclassified to finance expense 8 3
Amount reclassified to property, plant and equipment/intangible assets and inventory 6 1
Total movements to other comprehensive loss (35) (59)
Closing balance as at 30 June (120) (85)
Other amounts deferred in equity will be transferred to the statement of profit or loss over the next five years (30 June 2019: six years).
As at 30 June 2020 the cost of hedging reserve was $2 million (30 June 2019: $1 million). The movement in the hedge reserves includes
$49 million in the change in fair value of interest rate swaps less $14 million associated deferred tax.
Fair value hedges
Interest rate swaps are designated in a fair value hedge to manage interest rate risk in relation to debt. The gain or loss from remeasuring
the interest rate swaps and debt at fair value is recognised in the statement of profit or loss and other comprehensive income. During the
year ended 30 June 2020 there has been no material ineffectiveness on fair value hedging relationships (30 June 2019: no material
ineffectiveness).
Dual fair value and cash flow hedges
Spark has Australian dollar (AUD) and Norwegian Krone (NOK) denominated debt. As part of Spark’s risk management policy, cross-
currency interest rate swaps (CCIRSs) are entered into to convert all of the proceeds of the debt issuances to New Zealand dollars and
convert the foreign currency fixed rate of the debt issuance to a New Zealand dollar floating rate. To mitigate profit or loss volatility, the
CCIRSs were designated into a dual fair value and cash flow hedge relationship. The foreign currency basis element of the CCIRSs are
excluded from the designation and are separately recognised in other comprehensive income in a cost of hedging reserve.
For fair value hedges, the gain or loss from remeasuring the CCIRSs and debt at fair value is recognised in the statement of profit or loss
and other comprehensive income. For cash flow hedges, gains or losses deferred in the cash flow hedge reserve will be reclassified to
Spark’s statement of profit or loss and other comprehensive income as interest and principal amounts are repaid over the remaining term
of the debt.
The change in fair value of the hedging instruments relating to the foreign currency basis component of the CCIRS is recognised in other
comprehensive income and accumulated in a cost of hedging equity reserve. Subsequently, the cumulative amount is transferred to profit
or loss at the same time as the hedged item impacts profit or loss.
5.1 Derivatives and hedge accounting (continued)
87
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial instruments
The details of the hedging instruments are as follows:
NOTIONAL
AMOUNT OF
HEDGING
INSTRUMENT
STATEMENT OF
FINANCIAL
POSITION LINE
ITEM
CARRYING AMOUNT OF
THE HEDGING INSTRUMENT
LIFE TO DATE
CHANGE-IN-
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE-
NESSASSETSLIABILITIES
AS AT 30 JUNE 2020$M$M$M
Cash flow hedges
Interest rate swapsNZD 860m Derivatives – (148) (148)
Forward foreign exchange contractsNZD 207m Derivatives 1 (4) (3)
Electricity derivatives329 GWh Derivatives – (2) (2)
Fair value hedges
Interest rate swapsNZD 390m Derivatives 35 – 35
Fair value and cash flow hedges
Cross-currency swapsAUD 150m Derivatives 16 – 16
Cross-currency swapNOK 1b Derivatives 3 – 3
Cross-currency swapsAUD 125m Derivatives 3 – 3
Cross-currency swapsAUD 100m Derivatives – – –
58 (154) (96)
AS AT 30 JUNE 2019
Cash flow hedges
Cross-currency swapGBP 18m Derivatives – (12) (12)
Interest rate swaps NZD 866m Derivatives – (99) (99)
Forward foreign exchange contracts NZD 131m Derivatives 2 (1) 1
Electricity derivatives 329 GWh Derivatives 2 (7) (5)
Fair value hedges
Interest rate swaps NZD 390m Derivatives 21 – 21
Fair value and cash flow hedges
Cross-currency swaps AUD 150m Derivatives 3 – 3
Cross-currency swap NOK 1b Derivatives 3 – 3
31 (119) (88)
5.1 Derivatives and hedge accounting (continued)
88
Spark New Zealand Annual Report 2020
Notes to the financial statements
5
The details of hedged items are as follows:
STATEMENT OF
FINANCIAL POSITION
LINE ITEM
CARRYING AMOUNT OF
THE HEDGED ITEM
ACCUMULATED AMOUNT OF
FAIR VALUE HEDGE ADJUSTMENTS
ON THE HEDGED ITEM INCLUDED
IN THE CARRYING AMOUNT
OF THE HEDGED ITEM
LIFE TO DATE
CHANGE-IN-
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE-
NESS
ASSETSLIABILITIESASSETSLIABILITIES
AS AT 30 JUNE 2020$M$M$M$M$M
Cash flow hedges
Aggregated variable interest rate exposure – – – – – 138
Highly probable forecast variable rate debt – – – – – 10
Committed foreign exchange transactions – – – – – 3
Highly probable forecast purchases of electricity – – – – – 2
Fair value hedges
Domestic Notes Long–term debt – (426) – (36) (35)
Fair value and cash flow hedges
Australian Medium Term Note (AUD 150m) Long–term debt – (185) – (26) (16)
Norwegian Medium Term Note (NOK 1b) Long–term debt – (178) – (17) (3)
Australian Medium Term Note (AUD 125m) Long–term debt – (139) – (6) (3)
Australian Medium Term Note (AUD 100m) Long–term debt – (107) – – –
– (1,035) – (85) 96
AS AT 30 JUNE 2019
Cash flow hedges
Euro Medium Term Note (GBP 18m) Long–term debt – (33) – – 12
Aggregated variable interest rate exposure – – – – – 58
Highly probable forecast variable rate debt – – – – – 41
Committed foreign exchange transactions – – – – – (1)
Highly probable forecast purchases of electricity – – – – – 5
Fair value hedges
Domestic Notes Long–term debt – (411) – (21) (21)
Fair value and cash flow hedges
Australian Medium Term Note (AUD 150m) Long–term debt – (173) – (18) (3)
Norwegian Medium Term Note (NOK 1b) Long–term debt – (178) – (3) (3)
– (795) – (42) 88
5.1 Derivatives and hedge accounting (continued)
89
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial instruments
5.2
Financial risk management
a) Market risk
Spark is exposed to market risk primarily from changes in foreign
currency exchange rates, interest rates and electricity prices. Spark
employs risk management strategies, including the use of
derivative financial instruments, to manage these exposures
through a Board-approved treasury policy, which provides the
framework within which treasury-related activities are conducted.
Spark manages the concentration of exposures using well-defined
market and credit risk limits and through timely reporting to senior
management. All contracts have been entered into with high-credit
quality financial institutions, except electricity hedge contracts,
which are generally settled monthly. The risk associated with these
transactions is that the fair value or cash flows of financial
instruments will change due to movements in market rates or, in the
case of default by a counterparty, through the cost of replacement
at the current market rates.
Currency risk
Nature of the risk
Currency risk is the risk that eventual New Zealand dollar net cash
flows from transactions undertaken by Spark will be adversely
affected by changes in foreign currency exchange rates.
Exposure and risk management
Spark’s total net exposure (from non-derivative financial
instruments) to foreign currency as at 30 June 2020 is $605 million
(30 June 2019: $362 million). This includes $161 million long-term
debt principal denominated in NOK (30 June 2019: $175 million)
and $400 million long-term debt principal denominated in AUD
(30 June 2019: $157 million). The remaining exposure is primarily
trade payables and other receivables denominated in United States
dollars (USD).
Spark manages currency risk arising from foreign-currency debt
through hedging. Spark’s long-term debt issued in NOK and AUD
is fully hedged using cross-currency interest rate swaps to convert
foreign-currency cashflows into floating-rate New Zealand dollar
exposures.
Currency risk from capital and operational expenditure in foreign
currencies (and related trade payables) has been substantially
hedged by entering into forward exchange contracts.
Sensitivity to foreign currency movements
As at 30 June 2020 a movement of 10% in the New Zealand dollar
would (after hedging) impact the statement of profit or loss by less
than $3 million (30 June 2019: less than $1 million) and the
statement of changes in equity by less than $19 million (30 June
2019: less than $16 million). This analysis assumes a movement in
the New Zealand dollar across all currencies and only includes the
effect of foreign exchange movements on monetary financial
instruments.
Interest rate risk
Nature of the risk
Interest rate risk is the risk that fluctuations in interest rates impact
Spark’s cash flows, financial performance or the fair value of its
holdings of financial instruments.
Exposure and risk management
Spark is exposed to interest rate risk from its financing activities,
which primarily include loans and debt issuance either at fixed or
floating rates. For floating-rate exposures, Spark employs the use of
derivative financial instruments to reduce its exposure to
fluctuations in interest rates, with the objective to minimise the cost
of net borrowings and to minimise the impact of interest rate
movements on interest expense and net earnings.
Cross-currency interest rate swaps are used to convert foreign
currency debt into floating-rate New Zealand dollar exposures.
Interest rate swaps are used to convert floating-rate exposures into
fixed-rate exposures and vice versa. As a result Spark’s interest rate
exposure is limited to New Zealand only.
Sensitivity to interest rate movements
As at 30 June 2020 a movement in interest rates of 25 basis points
would (after hedging) impact the statement of profit or loss by less
than $1 million (30 June 2019: less than $1 million for a movement
of 100 basis points) and statement of changes in equity by less than
$3 million (30 June 2019: less than $59 million for a movement of
100 basis points).
Electricity price risk
Nature of the risk
Electricity price risk is the risk that fluctuations in spot electricity
prices will impact Spark’s financial performance.
Exposure and risk management
Spark is a large consumer of electricity, which exposes the Group to
fluctuations in the market spot price. To reduce its exposure to
electricity price risk, Spark has entered into electricity hedge
contracts. These contracts establish a fixed price for Spark, with the
counterparty topping up or retaining the difference between the
spot price and the fixed price over the term of the contract.
Sensitivity to electricity price movements
As at 30 June 2020 a movement of 10% in forward electricity prices
would impact the statement of profit or loss and statement of
changes in equity (after hedging) by less than $3 million (30 June
2019: less than $3 million).
90
Spark New Zealand Annual Report 2020
Notes to the financial statements
5
b) Credit risk
Nature of the risk
Credit risk arises in the normal course of Spark’s business on cash,
receivables and derivative financial instruments if a counterparty
fails to meet its contractual obligations.
Exposure and risk management
Spark is exposed to credit risk if customers and counterparties fail
to make payments in respect of:
• Payment of trade and other receivables as they fall due; and
• Contractual cash flows of derivative assets held at fair value.
Spark’s assets subject to credit risk as at 30 June 2020 were
$1,035 million (30 June 2019: $1,041 million).
Spark considers the probability of default upon initial recognition
of cash, receivables and derivative assets and whether there has
been a significant and ongoing increase in credit risk at the end of
each reporting period. To assess this Spark compares the risk of
default occurring on these assets at the reporting date, with the risk
of default at the date of initial recognition. Available, reasonable
and supportive forward-looking information is considered,
especially the following indicators:
• External credit rating (as far as available);
• Actual or expected significant adverse changes in business,
financial or economic conditions that are expected to cause a
significant change to the customer or counterparty’s ability to
meet their obligations; and
• Significant changes in the value of the collateral supporting the
obligation or in the quality of third-party guarantees or credit
enhancements.
Spark manages its exposure using a credit policy that includes
limits on exposures with significant counterparties that have been
set and approved by the Board and are monitored on a regular
basis. Spark places its cash and derivative financial instruments with
high-credit quality financial institutions and does not have
significant concentration of risk with any single party. Concentration
of credit risk for trade and other receivables is limited due to
Spark’s large customer base.
Spark has certain derivative and debt arrangements that are subject
to bilateral credit support agreements that require Spark or its
counterparties to post collateral funds to support the value of
certain derivatives subject to certain agreed threshold amounts.
As at 30 June 2020 no collateral was posted (30 June 2019: nil).
Letters of credit and guarantees may also be held over some
receivable amounts. The carrying amounts of financial assets
represent the maximum credit exposure.
At balance date there has been no material deterioration in Spark’s
or counterparty’s credit risk resulting from COVID-19, however,
within the market there have been minor changes in the outlook for
some banks, further deterioration could impact Spark in FY21.
5.2 Financial risk management (continued)
c) Liquidity risk
Nature of the risk
Liquidity risk represents Spark’s ability to meet its contractual
obligations as they fall due.
Exposure and risk management
Spark uses cash and derivative financial instruments to manage
liquidity and evaluates its liquidity requirements on an ongoing
basis. In general, Spark generates sufficient cash flows from its
operating activities to meet its financial liabilities. As at 30 June
2020 current assets of $928 million were greater than current
liabilities of $781 million (30 June 2019: current liabilities of
$944 million were greater than current assets of $911 million).
Positive operating cash flows enable working capital to be
managed to meet short-term liabilities as they fall due.
In the event of any shortfalls Spark has the following financing
programmes:
• An undrawn committed standby facility of $200 million with a
number of creditworthy banks (30 June 2019: $200 million);
• Committed bank facilities of $575 million with $150 million
drawn as at 30 June 2020 (30 June 2019: $425 million facility
with $140 million drawn); and
• Committed bank overdraft facilities of $15 million with
New Zealand banks (30 June 2019: $15 million).
There are no compensating balance requirements associated with
these facilities.
Spark’s liquidity policy is to maintain unutilised committed facilities
of at least 110% of the next 12 months’ forecast peak net funding
requirements. Spark’s funding policy requires that the maximum
amount of long-term debt, excluding short-term debt such as
commercial paper, maturing in any 12-month period is not to
exceed $300 million, which has been met.
91
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Financial instruments
Maturity analysis
The following table provides an analysis of Spark’s remaining contractual cash flows relating to financial liabilities. Contractual cash flows
include contractual undiscounted principal and interest payments.
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2020$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade payables 237 237 237 – – – –
Sale and leaseback liabilities 89 103 20 21 37 25 –
Lease liabilities 572 786 36 35 69 169 477
Short and long-term debt 1,472 1,598 243 20 185 401 749
Derivative financial liabilities
Interest rate swaps (net settled) 155 160 14 14 27 66 39
Electricity derivatives (net settled) 2 2 – 1 1 – –
Cross-currency interest rate swaps
(gross settled) –
Inflows – (119) (1) (1) (2) (6) (109)
Outflows – 119 1 1 2 6 109
Forward exchange contracts (gross settled) –
Inflows – (124) (98) (24) (2) – –
Outflows 4 128 102 24 2 – –
2,531 2,890 554 91 319 661 1,265
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2019$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade payables 258 258 258 – – – –
Sale and leaseback liabilities 57 70 14 12 19 25 –
Lease liabilities 490 829 29 28 56 154 562
Short and long-term debt 1,395 1,559 419 54 30 539 517
Derivative financial liabilities
Interest rate swaps (net settled) 105 114 7 10 19 45 33
Electricity derivatives (net settled) 7 7 – 1 4 2 –
Cross-currency interest rate swaps
(gross settled)
Inflows – (35) – (35) – – –
Outflows 12 48 1 47 – – –
Forward exchange contracts (gross settled)
Inflows – (74) (61) (11) (2) – –
Outflows 1 75 62 11 2 – –
2,325 2,851 729 117 128 765 1,112
5.2 Financial risk management (continued)
92
Spark New Zealand Annual Report 2020
Notes to the financial statements
6
Notes to the financial statements: Other information
Section 6
Other information
6.1 Income tax
Income tax expense
The income tax expense is determined as follows:
20202019
YEAR ENDED 30 JUNE$M$M
Statement of profit or loss
Current income tax
Current year income tax expense (175) (170)
Adjustments in respect of prior periods 13 2
Deferred income tax
Depreciation, provisions, accruals, tax losses and other 8 1
Reintroduction of tax depreciation on buildings 10 –
Adjustments in respect of prior periods (6) (3)
Income tax expense recognised in the statement of profit or loss (150) (170)
Reconciliation of income tax expense
20202019
YEAR ENDED 30 JUNE$M$M
Net earnings before income tax 577 579
Tax at current rate of 28% (162) (162)
Adjustments to taxation
Non-assessable gains on sale 7 1
Other non-assessable items 1 (2)
Tax effects of non-New Zealand profits (9) (6)
Taxes paid in foreign jurisdictions (4)–
Reintroduction of tax depreciation on buildings 10 –
Adjustments in respect of prior periods 7 (1)
Total income tax expense (150) (170)
Tax depreciation on buildings
On 25 March 2020 the Government enacted legislation to reintroduce tax depreciation on commercial and industrial buildings, effective
from 1 July 2020. This increases the tax base of building assets because depreciation can be claimed from FY21 onwards (previously the
tax base for building assets was zero). As deferred tax is calculated on the difference between the carrying amount of an asset and its tax
base, the increase in tax base has reduced Spark’s deferred tax liability by $10 million. This also results in a one-off decrease in tax expense
of $10 million.
93
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Other information
Deferred tax assets and liabilities
Deferred tax assets and liabilities are offset in the statement of financial position and presented as a net deferred tax liability. The
movement in the deferred tax assets and liabilities is provided below:
FIXED ASSETSLEASES
PROVISIONS &
ACCRUALSOTHERTOTAL
ASSETS/(LIABILITIES)$M$M$M$M$M
Opening balance as at 30 June 2019 (133) 26 (3) 24 (86)
Amounts recognised in statement of profit or loss
Relating to the current period 1 1 4 2 8
Reintroduction of tax depreciation on buildings 10 – – – 10
Adjustments in respect of prior periods (5) – (1) – (6)
Amounts recognised in equity relating to the current year – – – 13 13
Closing balance as at 30 June 2020 (127) 27 – 39 (61)
Opening balance as at 1 July 2018 (133) 24 – – (109)
Amounts recognised in statement of profit or loss
Relating to the current period 1 2 (4) 2 1
Adjustments in respect of prior periods – – (2) (1) (3)
Amounts recognised in equity relating to the current year (1) – 3 23 25
Closing balance as at 30 June 2019 (133) 26 (3) 24 (86)
Spark has not recognised the tax effect of accumulated unrestricted losses and temporary differences amounting to AUD$461 million at
30 June 2020 based on the relevant corporation tax rate of Australia (30 June 2019: AUD$461 million). These losses and temporary
differences may be available to be carried forward to offset against future taxable income. However, utilisation is contingent on the
production of taxable profits over a significant period of time and is subject to compliance with the relevant taxation authority
requirements.
Spark has a nil imputation credit account as at 30 June 2020 (30 June 2019: $21 million negative balance). The imputation credit account
had a positive balance as at 31 March 2020 and 31 March 2019.
6.2 Employee share schemes
Spark operates share-based compensation plans that are equity settled as outlined below.
Restricted share schemes (RSS)
A restricted share scheme was initially introduced for selected employees in September 2001. For new allocations after August 2015 these
were replaced by two new restricted share schemes:
• Spark New Zealand Long-Term Incentive Scheme; and
• Spark New Zealand Managing Director Long-Term Incentive Scheme.
The Spark New Zealand Long-Term Incentive Scheme is for the Leadership Squad and senior leaders and delivers one scheme with the
same set of rules under one long-term incentive, with a performance hurdle in place. The Spark New Zealand Managing Director Long-
Term Incentive Scheme related to the previous Managing Director, Simon Moutter.
Under these restricted share schemes ordinary shares in the Company are issued to Spark Trustee Limited. Participants purchase shares
from Spark Trustee Limited with funds lent to them by the Company and which are held on their behalf by Spark Trustee Limited. If the
individual is still employed by Spark at the end of the vesting period (generally three years) and applicable performance hurdles are met,
the employee is provided a cash bonus, which must be used to repay the loan and the shares are then transferred to the individual. The
target for this hurdle is the Company’s cost of equity plus 1% compounding annually.
6.1 Income tax (continued)
94
Spark New Zealand Annual Report 2020
Notes to the financial statements
6
Share option scheme
In September 2019 members of the Leadership Squad (including the CEO) and selected senior leaders were granted options under the
new Spark Long-Term Incentive (LTI) Scheme. Under the scheme participants were granted options at the start of the three-year vesting
period. The number of options granted equalled the gross LTI value divided by the volume weighted average price of Spark New Zealand
shares for the 20 days prior to the grant date. Subject to satisfaction of the performance hurdle and continued employment, at vesting
each option converts to a Spark share based on a zero exercise price. If the target is not met (or the participant leaves Spark employment)
then the options simply lapse.
Vesting of the September 2019 LTI grant is contingent on: participants’ continued employment with Spark through to September 2022;
and the Company achieving a Total Shareholder Return (TSR) performance hurdle. TSR is a measure of share price appreciation and
dividends paid over the three-year period of the grant. The target for this hurdle is the Company’s cost of equity plus 1% compounding
annually. Options with an intrinsic value of $5 million remain outstanding at year end and have a weighed average remaining life of
2.2 years.
Information regarding shares and options awarded under these schemes is as follows:
20202019
OPTIONS RSSOPTIONS RSS
NUMBER OF
OPTIONS
NUMBER OF
SHARES
NUMBER OF
OPTIONS
NUMBER OF
SHARES
Opening balance as at 1 July – 1,755,862 – 1,662,244
Granted 1,088,715 – – 701,852
Vested – (541,860) – (479,156)
Lapsed (90,590) (127,541) – (129,078)
Closing balance as at 30 June 998,125 1,086,461 – 1,755,862
Percentage of total ordinary shares0.05%0.06%0.00%0.10%
The fair value of the employee services received in exchange for the grant of equity instruments is recognised as an expense, with a
corresponding entry in equity. The total charge recognised for these schemes for the year ended 30 June 2020 was $1.8 million (30 June
2019: $2.0 million) and the expense relating to the restricted shares schemes was $1.4 million (30 June 2019: $2.0 million). As at 30 June
2020, $2.1 million of share scheme awards remain unvested and not expensed (30 June 2019: $2.9 million). This expense, measured at its
fair value based on a valuation model, will be recognised over the remaining vesting period of the awards.
Spark Share, an employee share purchase scheme, does not have a material impact on these financial statements.
6.3 Related party transactions
Related parties of Spark include the associates and joint venture companies listed in note 3.3 and key management personnel detailed
below.
Interest of directors in certain transactions
A number of the Company’s directors are also directors of other companies and any transactions undertaken with these entities have been
entered into on an arm’s length commercial basis.
Transactions with associate and joint venture companies
Spark has the following transactions with associates and joint ventures:
• Spark provides network operations and management services to Southern Cross in respect of its operations in New Zealand;
• Spark makes payments to Southern Cross in connection with capacity it has purchased on Southern Cross’ network;
• Spark made payments to Southern Cross for operational expenditure relating to cable maintenance;
• Spark made payments to Connect 8 Limited for fibre and telecommunications construction services;
• Spark sold mobile network equipment to Connect 8 Limited; and
• Spark made payments to Rural Connectivity Group for network services.
6.2 Employee share schemes (continued)
95
Connections matterSpark New Zealand Annual Report 2020
Notes to the financial statements: Other information
Balances and amounts in respect of these transactions with associate and joint venture companies are set out in the table below:
20202019
AS AT AND FOR THE YEAR ENDED 30 JUNE$M$M
Operating revenues
1
11 37
Operating expenses 9 9
Capacity acquired and other capital expenditure
2
59 29
Receivables 15 33
Payables (2)–
1 This does not include any dividend income from Southern Cross for the year ended 30 June 2020 (30 June 2019: $15 million).
2 As at 30 June 2020 Spark has committed to purchases of $62 million for cable capacity from Southern Cross (30 June 2019: $33 million).
Key management personnel compensation
20202019
YEAR ENDED 30 JUNE$’000$’000
Directors’ remuneration
1
1,349 1,342
Salary and other short-term benefits
2
7,686 8,520
Long-term incentives and share-based compensation
3
901 2,191
9,936 12,053
1 Excludes Chief Executive remuneration.
2 Includes short-term benefits paid on termination.
3 Includes $776,000 share-based compensation and $125,000 other long-term incentives (30 June 2019: $1,941,000 share-based compensation and $250,000 other
long-term incentives).
The table above includes remuneration of the Chief Executive and the other members of the Leadership Squad, including amounts paid to
members of the Leadership Squad who left during the year ended 30 June or were in acting Leadership Squad positions. Like other Spark
employees, members of the Leadership Squad also receive product and service concessions. In addition, where members of the
Leadership Squad are KiwiSaver members, they receive contributions towards their KiwiSaver schemes.
6.4 Subsidiaries
Subsidiaries are all entities over which Spark has control. The significant subsidiary companies of Spark and their activities are as follows:
NAMECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Computer Concepts LimitedNew Zealand100%IT infrastructure and business cloud services
Digital Island LimitedNew Zealand100%Business telecommunications provider
Gen-i Australia Pty Limited Australia100%Provides outsourced telecommunications services
Mattr LimitedNew Zealand 100%Software company focused on decentralised identity and verifiable data
Qrious LimitedNew Zealand100%Big data analytics business
Revera LimitedNew Zealand100%IT infrastructure and data centre provider
Spark Finance LimitedNew Zealand100%A Group finance company
Spark New Zealand Trading LimitedNew Zealand100%Provides local, national and international telephone and data services
Spark Retail Holdings LimitedNew Zealand100%Retailer of telecommunications products and services
TCNZ (Bermuda) LimitedNew Zealand100%A holding company
Teleco Insurance LimitedBermuda100%A Group insurance company
Telecom New Zealand USA LimitedUnited States100%Provides international wholesale telecommunications services
Telecom Southern Cross LimitedNew Zealand100%A holding company
Telegistics LimitedNew Zealand100%Mobile phone repair and equipment distribution
The financial year end of all significant subsidiaries is 30 June.
6.3 Related party transactions (continued)
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Spark New Zealand Annual Report 2020
Notes to the financial statements
6
6.5 Reconciliation of net earnings to net cash flows from operating activities
20202019
YEAR ENDED 30 JUNE$M$M
Net earnings for the year 427 409
Adjustments to reconcile net earnings to net cash flows from operating activities
Depreciation and amortisation 479 477
Bad and doubtful accounts 21 17
Deferred income tax (11)–
Share of associates’ and joint ventures’ net losses (1) 1
Impairments 2 3
Other gains (35) (15)
Other 18 7
Changes in assets and liabilities net of effects of non-cash and investing and financing activities
Movement in receivables and related items 26 (122)
Movement in inventories (10) (21)
Movement in current taxation 21 35
Movement in payables and related items (34) (14)
Net cash flows from operating activities 903 777
6.6 Commitments and contingencies
Capital and other commitments
As at 30 June 2020 capital expenditure contracted for, but not yet incurred, was $246 million (30 June 2019: $249 million) with
$149 million due in the year ending 30 June 2021. Commitments principally relate to telecommunications network equipment, spectrum
rights and cable capacity.
As at 30 June 2020 Spark had other supplier commitments of $760 million (30 June 2019: $264 million), with $425 million due in the year
ending 30 June 2021. Commitments include mobile handsets, modems, licenses and content rights.
Contingencies
No ongoing claims, investigations and inquiries are expected to have a significant effect on Spark’s financial position or profitability.
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Connections matterSpark New Zealand Annual Report 2020
© 2020 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent
member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.
Independent Auditor’s Report
To the shareholders of Spark New Zealand Limited
Report on the audit of the consolidated financial statements
Opinion
In our opinion, the accompanying consolidated
financial statements of Spark New Zealand Limited
(the company) and its subsidiaries (the group) on
pages 54 to 97:
i.present fairly in all material respects the
group’s financial position as at 30 June
2020 and its financial performance and
cash flows for the year ended on that date;
and
ii.comply with New Zealand Equivalents to
International Financial Reporting Standards
and International Financial Reporting
Standards.
We have audited the accompanying consolidated
financial statements which comprise:
—the consolidated statement of financial position
as at 30 June 2020;
—the consolidated statements of profit and loss
and other comprehensive income, changes in
equity and cash flows for the year then ended;
and
—notes, including a summary of significant
accounting policies and other explanatory
information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of the group in accordance with Professional and Ethical Standard 1 International Code of
Ethics for Assurance Practitioners (Including International Independence Standards) (New Zealand) issued by the
New Zealand Auditing and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International Independence
Standards) (‘IESBA Code’), and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code.
Our responsibilities under ISAs (NZ) are further described in the auditor’s responsibilities for the audit of the
consolidated financial statements section of our report.
Our firm has also provided other services to the group in relation to regulatory audit, other assurance-related
services (such as trustee reporting) and taxation consulting services. Subject to certain restrictions, partners and
employees of our firm may also deal with the group on normal terms within the ordinary course of trading activities
of the business of the group. These matters have not impaired our independence as auditor of the group. The firm
has no other relationship with, or interest in, the group.
Independent auditor’s report
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Spark New Zealand Annual Report 2020
Independent auditor’s report
Materiality
The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the
nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually
and on the consolidated financial statements as a whole. The materiality for the consolidated financial
statements as a whole was set at $26 million determined with reference to a benchmark of group earnings
before income tax. We chose the benchmark because, in our view, this is a key measure of the group's
performance.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the consolidated financial statements in the current period. We summarise below those matters and our key
audit procedures to address those matters in order that the shareholders as a body may better understand the
process by which we arrived at our audit opinion. Our procedures were undertaken in the context of and solely
for the purpose of our statutory audit opinion on the consolidated financial statements as a whole and we do not
express discrete opinions on separate elements of the consolidated financial statements.
Key changes in the assessment of audit risks
COVID-19
The COVID-19 pandemic has created additional risks across a number of areas of the business, particularly the
recoverability of receivables. All forward-looking assumptions are inherently more uncertain during these
unprecedented times. While the key audit matter "Revenue recognition" detailed below, is unchanged from last
year, the underlying audit risk has increased which impacted the extent and nature of audit evidence that we had
to gather. We also draw attention to Note 1.3 of the consolidated financial statements which describes the
impact of the COVID-19 on the business.
The key audit matter How the matter was addressed in our audit
Revenue recognition
Refer to note 2.2 to the financial statements which
discloses total revenues of $3,623 million (2019:
$3,533 million) including:
-Mobile $1,288 million (2019: $1,271 million)
-Broadband $680 million (2019: $685 million)
-Voice $391 million (2019: $441 million)
-Cloud, security and service management
$443 million (2019: $400 million)
Revenue recognition is considered to be a key audit
matter due to the complexity of the revenue
recognition accounting standards as applied to the
telecommunications industry.
The adoption of this accounting standard involves
key judgements and estimates, principally
surrounding:
Revenue arrangements with multiple goods and/or
services:
Our audit procedures included:
For Mobile, Broadband and Voice products bundled into
a single offer:
-reviewing a sample of customer contracts to
understand each of the performance
obligations in the bundled offering;
-challenging the group’s assessment for each
performance obligation about whether the
customer can benefit from the product or
service on its own or together with readily
available resources;
-assessing the allocation of the transaction
price to the performance obligations by
comparing the stand-alone selling price
assigned to observed market prices or
estimated prices;
-examining the stages at which revenue for
each performance obligation is recognised;
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Connections matterSpark New Zealand Annual Report 2020
The key audit matter How the matter was addressed in our audit
-assessing the length of the contractual
term with customers that have a material
impact on the timing of revenue and cost
recognition;
-identifying the separate performance
obligations of bundled arrangements and
determining whether they are distinct;
-allocating the transaction price to the
performance obligations in bundled
arrangements; and
-examining contracts to determine whether
Spark is the principal or agent which will
impact the reporting of revenue and costs
on a gross or net basis.
Contractual arrangements for Cloud, Security and
Service Management services offered, involving
the design, build and offering of ongoing
Information Technology solutions, including ‘as a
service’ offerings:
-identifying the separate performance
obligations of bundled transactions and
whether those performance obligations
are distinct;
-assessing whether the performance
obligations are satisfied at a point in time
or over time; and
-determining the quantum and timing of
contract profit. The latter includes
assessing the assumptions underpinning
the individual project profitability forecasts
over the life of the contract and the
recoverability of contract specific assets.
-assessing the recognition and timing of
costs to acquire and costs to fulfil customer
contracts; and
-in light of COVID-19, assessing the basis for
the calculation of the expected credit loss
provision.
For the bundled offerings, we identified no errors with
the assessment of each performance obligation in the
bundled offerings and reasonable assumptions were
used to reflect the stand-alone selling price allocated to
each performance obligation.
For contractual arrangements for Cloud, Security and
Service Management product offers:
-reviewing a sample of contracts to
understand the services the g
roup has
contracted to deliver;
-agreeing revenue recognised to a sample of
customer contracts and agreed customer
contract variations;
-evaluating the timing of revenue recognition
applied for
each contract reviewed by
discussing with and challenging of the
project managers, reviewing project
summary reports, customer correspondence
and historical customer profitability analyses;
and
-evaluating the status of implementation of
each contract, thr
ough discussion with
project managers and reviewing project
summary reports.
For the Spark Cloud, Security and Service Management
contracts, we consider the estimates of projected
revenue and costs or the assessments of the stage of
completion of the projects to be balanced.
We identified no errors with revenue recognition.
Impact of changes in technology and the group’s network strategy on the carrying value of property,
plant & equipment and intangible assets
Refer to notes 3.6 and 3.7 to the financial
statements.
The group has property, plant & equipment and
intangible assets of $1,983 million (2019: $1,999
million) with additions during the year of $376
million (2019: $406 million).
The capitalisation and carrying value of property,
plant & equipment and intangible assets is
considered to be a key audit matter due to the
significance of the assets to the group’s statement
of financial position, and due to the level of
Our audit procedures included:
-examining controls surrounding application of
accounting policies to capitalise or expense
project spend;
-assessing the capitalisation of costs incurred
on capital projects, by examining a sample of
additions to identify if the spend meets the
definition of an asset as per the applicable
accounting standards;
-assessing the allocated useful economic
lives, by comparing to industry benchmarks
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Spark New Zealand Annual Report 2020
Independent auditor’s report
The key audit matter How the matter was addressed in our audit
judgement involved in determining the carrying
value of these assets, principally:
-the capitalisation or expensing of costs;
-the useful economic lives assigned to the
assets capitalised;
-the impact of planned or unexpected
replacement technology on the carrying
value of property, plant & equipment and
intangible assets; and
-accounting for software as a service
contracts.
and our knowledge of the business and its
operations and the technology life-cycles
anticipated;
-assessing the need for accelerated
depreciation or impairment of assets, by
considering the impact of developments in
technology and changes to the group’s
technology transformation strategy; and
-reviewing a sample of software as a service
contracts to determine whether the licensing
and delivery model provided by the contracts
have been expensed or capitalised as
appropriate depending on the terms of each
contract.
We found no issues as a result of our audit procedures
over the amounts capitalised to property, plant &
equipment and intangible assets.
We found asset useful lives used by the group were
within an acceptable range when compared to those
commonly used in the industry, and appropriately
reflected technological developments within the group’s
intended capital roadmap. We considered the impact of
developments in technology and changes to the group’s
technology transformation strategy on useful lives and
carrying value and considered the carrying value to be
appropriate.
Other information
The Directors, on behalf of the group, are responsible for the other information included in the entity’s Annual
Report. Other information includes the 'Connections matter' section which includes the Chair and CEO review,
and 'Other information' section which includes corporate governance disclosures. Our opinion on the
consolidated financial statements does not cover any other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the consolidated financial statements our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears materially
misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Use of this independent auditor’s report
This independent auditor’s report is made solely to the shareholders as a body. Our audit work has been
undertaken so that we might state to the shareholders those matters we are required to state to them in the
independent auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept
or assume responsibility to anyone other than the shareholders as a body for our audit work, this independent
auditor’s report, or any of the opinions we have formed.
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Connections matterSpark New Zealand Annual Report 2020
Responsibilities of the Directors for the consolidated financial
statements
The Directors, on behalf of the group, are responsible for:
—the preparation and fair presentation of the consolidated financial statements in accordance with generally
accepted accounting practice in New Zealand (being New Zealand Equivalents to International Financial
Reporting Standards) and International Financial Reporting Standards;
—implementing necessary internal control to enable the preparation of a set of consolidated financial
statements that is fairly presented and free from material misstatement, whether due to fraud or error; and
—assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related
to going concern and using the going concern basis of accounting unless they either intend to liquidate or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial
statements
Our objective is:
—to obtain reasonable assurance about whether the consolidated financial statements as a whole are free
from material misstatement, whether due to fraud or error; and
—to issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs NZ will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
A further description of our responsibilities for the audit of these consolidated financial statements is located at
the External Reporting Board (XRB) website at:
http://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor's report is David Gates.
For and on behalf of
KPMG
Wellington
26 August 2020
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Independent auditor’s report
Corporate governance disclosures
Stock exchange listings
Spark’s ordinary shares are listed on the NZX and ASX. Spark is admitted to the Official List of ASX as a foreign exempt issuer. As an NZX listed
issuer and ASX foreign exempt issuer, Spark complies with NZX Listing Rules and applicable ASX Listing Rules.
Spark’s American Depositary Shares, each representing five ordinary Spark shares and evidenced by American Depositary Receipts (ADRs), are
traded over-the-counter in the United States. This is a Level 1 ADR programme that is sponsored by Bank of New York Mellon.
Spark Finance Limited, a wholly owned subsidiary of Spark New Zealand Limited, has debt securities listed on the NZX. Details of debt
securities issued by Spark Finance Limited can be found in Spark Finance Limited’s reports at: https://investors.sparknz.co.nz/Investor-Centre
Director remuneration
The total remuneration available to non-executive directors is fixed by shareholders. The current annual remuneration limit is $1,630,000 that
was approved at the annual meeting held in November 2017.
The fees payable to non-executive directors during FY20 were:
BOARD/COMMITTEECHAIR
1
MEMBER
2
Board of Directors$368,700$145,200
Audit and Risk Management Committee (ARMC)$39,100$19,000
Human Resources and Compensation Committee (HRCC)$33,500$16,800
Nominations and Corporate Governance Committee (NOMs)––
1 Committee chair and member fees were not payable to the Chair of the Board. Committee member fees were not payable to committee Chairs.
2 Member fees were payable for each committee.
Committee membership as at 30 June 2020 was as follows:
HUMAN RESOURCES AND
COMPENSATION COMMITTEE
AUDIT AND RISK
MANAGEMENT COMMITTEE
NOMINATIONS AND
CORPORATE GOVERNANCE COMMITTEE
Alison Barrass (Chair)
Ido Leffler
Justine Smyth
Charles Sitch (Chair)
Paul Berriman
Warwick Bray
Pip Greenwood
Justine Smyth (ex officio)
Justine Smyth (Chair)
Alison Barrass
Paul Berriman
Warwick Bray
Pip Greenwood
Ido Leffler
Charles Sitch
The total remuneration received by non-executive directors of Spark during FY20 was as follows:
1
NAME OF DIRECTORBOARD FEES
AUDIT & RISK
MANAGEMENT
COMMITTEE FEES
NOMINATIONS &
CORPORATE
GOVERNANCE
COMMITTEE FEES
HUMAN
RESOURCES AND
COMPENSATION
COMMITTEE FEES
TOTAL
REMUNERATION
2
Justine Smyth$368,700–––$368,700
Alison Barrass$145,200––$33,500$178,700
Paul Berriman$145,200$19,000––$164,200
Warwick Bray
3
$112,056$14,663$126,719
Pip Greenwood$145,200$19,000––$164,200
Ido Leffler$145,200––$16,800$162,000
Charles Sitch$145,200$39,100––$184,300
Total$1,206,756$91,763$50,300$1,348,819
1 The figures shown are gross amounts and exclude GST (where applicable) and are rounded to the nearest dollar.
2 This table excludes contributions towards medical and life insurance of a total of $7,090. Spark meets costs incurred by directors that are incidental to the performance of their duties.
This includes providing New Zealand-based directors with mobile phones and $120 per month home phone account credits and overseas-based directors with $400 per month
phone allowances. Spark also meets the costs of directors’ Spark-related travel. As these costs are incurred by Spark to enable directors to perform their duties, no value is attributable
to them as benefits to directors for the purposes of the above table.
3 Mr Bray was appointed as a director and a member of the ARMC from 23 September 2019.
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Former Managing Director remuneration
The total remuneration earned by or paid to the former Managing Director, Simon Moutter, for FY20 is as follows:
PERIODSHORT-TERM INCENTIVE
1
EQUITY INCENTIVE
2
FY20 actual remunerationNZ$974,925NZ$779,940
1 FY19 actual STI was earned in FY19 and was paid in FY20.
2 FY19 actual equity incentive was earned in FY19 and was awarded in FY20 in the form of redeemable ordinary shares that will reclassify as ordinary shares in September 2021.
The following former Managing Director long-term incentives vested in FY20:
GRANT YEARSECURITIES
PERFORMANCE
PERIOD
PERFORMANCE
MEASURE
VESTING
OUTCOME
SHARES
TRANSFERRED
VALUE
TRANSFERRED
1
FY17Restricted Shares September 2016
- September 2019
Absolute TSR,
hurdle – Spark’s
annual cost of
equity + 1%
compounding
100% - 3 year TSR
result was 48%
compared with a
37% target
177,151NZ$781,236
TotalNZ$781,236
1 Represents the NZX listed price of Spark shares on the exercise/transfer date multiplied by the number of shares transferred.
Additionally, Mr Moutter’s FY17 Equity Incentive (essentially a deferred STI) vested on 19 September 2019, as the service condition was
satisfied. Accordingly, 91,958 redeemable ordinary shares converted to ordinary shares.
CEO remuneration
The total remuneration earned or paid in FY20, and anticipated target remuneration expected to be earned or paid in FY21, by and to the CEO,
Jolie Hodson is as follows:
PERIODBASE SALARY
1
SHORT-TERM INCENTIVE
2
LONG-TERM INCENTIVE
3
FY20 actual remunerationNZ$1,200,000NZ$747,000NZ$900,000 in the form of share options
FY21 anticipated target remunerationNZ$1,200,000NZ$900,000NZ$900,000 in the form of share options
1 Base salary excludes employer contributions towards KiwiSaver and is not at risk.
2 FY20 actual short-term incentive was earned in FY20 and will be paid in FY21. The gross amount earned in FY19 and paid in FY20 was $458,500. FY21 anticipated short-term
incentive will be earned in FY21 and paid in FY22.
3 FY20 long-term incentive was granted in FY20 and, subject to performance hurdles, will vest in September 2022. FY21 anticipated target long-term incentive will be granted in FY21
and, subject to performance hurdles, will vest in September 2023.
The following CEO long-term incentives vested in FY20:
GRANT YEARSECURITIES
PERFORMANCE
PERIOD
PERFORMANCE
MEASURE
VESTING
OUTCOME
SHARES
TRANSFERRED
VALUE
TRANSFERRED
1
FY17Restricted SharesSeptember 2016
- September 2019
Absolute TSR,
hurdle – Spark’s
annual cost of
equity + 1%
compounding
100% - 3 year TSR
result was 48%
compared with a
37% target
45,351NZ$199,998
TotalNZ$199,998
1 Represents the NZX listed price of Spark shares on the exercise/transfer date multiplied by the number of shares transferred.
The CEO is expected to acquire and hold shares that are at least equivalent in value to 25% of the CEO’s base salary but ideally would increase
this shareholding to 100% of base salary subject to the vesting of shares under any Long-Term Incentive schemes. To fulfil this expectation
shares are to be acquired within a four-year period from 1 July 2019.
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Spark New Zealand Annual Report 2020
Corporate governance disclosures
Other directors’ fees
Mr Richard Quince received a director’s fee of NZ$10,000 (excluding GST) for acting as a director of Teleco Insurance (NZ) Limited. Ocorian
Services (Bermuda) Limited received directors’ fees of US$2,590 in relation to Ms Alison Dyer-Fagundo acting as a director of TCNZ (Bermuda)
Limited while it was a company incorporated under the laws of the Islands of Bermuda, and US$2,900 in relation to Ms Alison Dyer-Fagundo
acting as a director of Teleco Insurance Limited.
Board and committee meeting attendance for FY20
The Board held nine formal meetings during FY20. The table below shows director attendance at these Board meetings and committee
member attendance at committee meetings. Sub-committees of the Board also met regularly throughout the year to consider matters of
special importance.
BOARDARMCHRCCNOMS
Total number of meetings held9752
Alison Barrass9–52
Paul Berriman97–2
Warwick Bray
1
85–2
Pip Greenwood97–2
Jolie Hodson
2
8–––
Ido Leffler9–52
Charles Sitch97–2
Justine Smyth
3
9652
1 Mr Bray was appointed as a director on 23 September 2019.
2 Ms Hodson was appointed as a director on 23 September 2019.
3 Ms Smyth attended ARMC meetings in an ex officio capacity.
During FY20 the Board provided oversight and strategic support to assess the impacts of COVID-19 on Spark’s business. In addition to the
meetings noted in the table above, regular briefing calls were held with management to discuss Spark’s response, including steps taken to
protect our people and keep our business running as a critical lifeline utility.
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Connections matterSpark New Zealand Annual Report 2020
Director independence
The Board has determined, based on information provided by directors regarding their interests, that at 30 June 2020 Ms Barrass, Mr Berriman,
Mr Bray, Ms Greenwood, Mr Leffler, Mr Sitch and Ms Smyth were independent. The Board determined that Ms Hodson was not independent
due to her position as CEO.
The criteria for determining director independence and conflict of interest may be found in the Board Charter at: https://www.sparknz.co.nz/
about/governance
Director interests
Directors made the following entries in the interests register for FY20:
• Directors disclosed, pursuant to section 140 of the Companies Act 1993, interests in the following entities during FY20:
DIRECTORENTITYRELATIONSHIP
Paul BerrimanLynx Analytics Pte LimitedCeased to be a director
Pip GreenwoodVulcan Steel LimitedDirector
Ido LefflerBrandless (Dhosi)
Lux Group Limited
Beach House Group
Ceased to be a Board member
Director
1
Ceased to be a director
2
Jolie HodsonLightbox Sport General Partner Limited
Mattr Limited
NZ Telecommunications Forum Incorporated
Appointed and ceased to be a director
3
Director
Board member
Justine SmythPushpay Holdings Limited
Appointed and ceased to be a director
4
1 Appointment effective 24 July 2020.
2 Cessation effective 10 August 2020.
3 Cessation effective 6 August 2020.
4 Cessation effective 18 July 2020.
• Directors disclosed, pursuant to section 148 of the Companies Act 1993, the following acquisitions and disposals of relevant interests in
Spark shares during FY20:
NAMEDATE NATURE OF TRANSACTIONCONSIDERATION NUMBER OF SHARES
Alison Barrass20 February 2020Purchase of ordinary shares$2,585516
Pip Greenwood19 September 2019Purchase of ordinary shares$30,0736,750
14 November 2019Purchase of ordinary shares$59,56213,575
4 June 2020Purchase of ordinary shares$58,66913,000
Jolie Hodson19 September 2019Issue of optionsServices to Spark203,317
26 September 2019Unrestricting of restricted
ordinary shares
Services to Spark45,351
Ido Leffler5 March 2020Purchase of ordinary sharesAUD$102,87222,000
Charles Sitch18 June 2020Purchase of ordinary sharesAUD$78,24118,795
Justine Smyth3 June 2020Purchase of ordinary shares$112,22025,000
• Directors disclosed, for the purposes of section 162 of the Companies Act 1993, that insurance was renewed for Spark’s directors and
senior managers for the 12-month period from 1 June 2020 and deeds of indemnity provided to all directors and specified senior
managers of Spark.
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Corporate governance disclosures
Benefits provided to full-time employees that are not provided to temporary or part-time employees
The following table sets out benefits provided to full-time employees during FY20 that are not provided to temporary or part-time employees
1
:
FULL-TIME PERMANENT
EMPLOYEES
PART-TIME PERMANENT
EMPLOYEES
FIXED-TERM / CASUAL
EMPLOYEES
Parental LeaveYe sYe sYe s
2
Insurance cover:
• Medical
• Life & Terminal Illness
• Income Protection
• Trauma
Ye sYe s
3
No
Spark Account Credit
4
Ye sYe sNo
Ability to participate in Spark
Share
5
Ye sYe sNo
Volunteer Day
6
Ye sYe sNo
Spark Give
7
Ye sYe sNo
8
Eligibility to join Marram
9
Ye sYe sNo
Eligible for Purchased Leave
10
Ye sYe sNo
1 Excludes benefits offered to some subsidiaries, which differ from Spark’s overall benefits suite.
2 Eligibility for Parental Leave is in accordance with Government legislation.
3 Employees must work at least 15 hours a week to be eligible.
4 Employees with a Spark account will receive a monthly credit of $120 which can be used towards Spark products or services.
5 Spark’s employee share purchase scheme.
6 The opportunity for Spark employees to take a day of paid volunteer leave.
7 If an employee donates to a charity or to a school directly from their pay then Spark will match the amount dollar-for-dollar, up to a $500 annual matching cap.
8 Casual employees are ineligible.
9 Marram Trust offers access to accommodation across New Zealand for discounted rates, as well as providing a basic level of healthcare cover.
10 The ability to purchase additional annual leave via a deduction of base salary.
107
Connections matterSpark New Zealand Annual Report 2020
Employee remuneration
The table below shows the number of employees and former employees, not being directors of Spark, who, in their capacity as employees,
received remuneration and other benefits during FY20 totalling NZ$100,000 or more
1
.
RANGECURRENTFORMERTOTALRANGECURRENTFORMERTOTAL
$100,000 - $110,000 33617353$360,001 - $370,000 527
$110,001 - $120,000 3647371$370,001 - $380,000 202
$120,001 - $130,000 27113284$380,001 - $390,000 224
$130,001 - $140,000 2105215$390,001 - $400,000 101
$140,001 - $150,000 1876193$400,001 - $410,000 101
$150,001 - $160,000 1385143$410,001 - $420,000 213
$160,001 - $170,000 77279$420,001 - $430,000 101
$170,001 - $180,000 78078$430,001 - $440,000 101
$180,001 - $190,000 53255$460,001 - $470,000 101
$190,001 - $200,000 45146$470,001 - $480,000 202
$200,001 - $210,000 31031$480,001 - $490,000 202
$210,001 - $220,000 31031$490,001 - $500,000 101
$220,001 - $230,000 20525$510,001 - $520,000 101
$230,001 - $240,000 10313$520,001 - $530,000 101
$240,001 - $250,000 808$530,001 - $540,000 202
$250,001 - $260,000 10010$550,001 - $560,000 101
$260,001 - $270,000 9312$560,001 - $570,000 202
$270,001 - $280,000 505$800,001 - $810,000 202
$280,001 - $290,000 325$860,001 - $870,000 112
$290,001 - $300,000 303$910,001 - $920,000 011
$300,001 - $310,000 617$970,001 - $980,000 101
$310,001 - $320,000 101$1,040,001 - $1,050,000 101
$320,001 - $330,000 707$1,070,001 - $1,080,000 101
$330,001 - $340,000 303$1,090,001 - $1,100,000 011
$350,001 - $360,000 202$1,200,001 - $1,210,000 011
Total1,942812,023
1 The table includes base salaries, short-term incentives and vested long-term incentives. The table does not include: amounts paid after 30 June 2020 relating to FY20; long-term
incentives that have been granted and have yet to vest (based on grant values, the total value of which was NZ$9.03 million as at 30 June 2020); product and service concessions
received by employees; contributions paid towards health and other insurances; contributions paid to the Government Superannuation Fund (a legacy benefit provided to a small
number of employees); and, if the individual is a KiwiSaver member, contributions of 3% of gross earnings towards that individual’s KiwiSaver scheme.
108
Spark New Zealand Annual Report 2020
Corporate governance disclosures
Shareholdings
As at 30 June 2020 there were 1,837,044,943 Spark ordinary shares on issue, each conferring to the registered holder the right to one vote on a
poll at a meeting of shareholders on any resolution, held as follows:
SIZE OF HOLDINGNUMBER OF HOLDERS
1
%NUMBER OF SHARES%
1-1,00012,79330.696,628,3370.36
1,001-5,00017,67942.4046,242,1442.52
5,001-10,0006,01414.4344,528,9692.42
10,001-100,0004,99211.97113,437,7336.18
100,001 and over2140.511,626,207,76088.52
Total41,692100.001,837,044,943100.00
1 Includes 1,214,002 shares on issue held by Spark Trustee Limited on behalf of 41 holders for the Spark Long-Term Incentive Plan (as further described in note 6.2 of the financial
statements). There are 1,190,024 shares on issue held by Spark Trustee Limited on behalf of 1,111 holders for Spark Share.
As at 30 June 2020 there was an additional class of 210,061 redeemable ordinary shares on issue all held by Mr Simon Moutter (the former
Managing Director). Redeemable ordinary shares have the same voting rights as ordinary shares (but are subject to restrictions
regarding disposal).
The 20 largest registered holders of Spark shares at 30 June 2020 were:
NAME
1
NUMBER OF SHARES%
1.HSBC Nominees (New Zealand) Limited
2
365,556,76419.90
2.HSBC Nominees (New Zealand) Limited
2
215,304,35611.72
3.JP Morgan Chase Bank204,779,71811.15
4.Citibank Nominees (NZ) Limited140,240,3587.63
5.HSBC Custody Nominees (Australia) Limited76,382,8944.16
6.National Nominees New Zealand Limited54,934,7652.99
7.Accident Compensation Corporation51,721,4572.82
8.New Zealand Superannuation Fund Nominees Limited39,063,4602.13
9.Cogent Nominees Limited37,963,4572.07
10.BNP Paribas Nominees NZ Limited
3
35,123,2051.91
11.JP Morgan Nominees Australia Pty Limited33,670,4891.83
12.Citicorp Nominees Pty Limited29,602,0311.61
13.FNZ Custodians Limited23,288,9051.27
14.National Nominees Limited22,448,0041.22
15.BNP Paribas Nominees NZ Limited
3
22,240,1591.21
16.Premier Nominees Limited21,453,5011.17
17.Tea Custodians Limited21,189,2631.15
18.Forsyth Barr Custodians Limited20,865,2921.14
19.JB Were (NZ) Nominees Limited16,492,4530.90
20.New Zealand Depository Nominee15,340,7900.84
1 The shareholding of New Zealand Central Securities Depository Limited (custodian for members trading through NZClear) has been reallocated to the applicable members.
2 Has a different holder identification number to the other HSBC Nominees (New Zealand) Limited entry.
3 Has a different holder identification number to the other BNP Paribas Nominees NZ Limited entry.
109
Connections matterSpark New Zealand Annual Report 2020
According to substantial holder notices as at 30 June 2020 the substantial holders in Spark were as follows:
NAMENUMBER OF ORDINARY SHARES% OF ORDINARY SHARES ON ISSUE
1
Blackrock Investment Management (Australia) Limited137,946,7717.51
The Vanguard Group, Inc95,668,0545.21
1 Based on issued share capital of 1,837,044,943 as at 30 June 2020.
As at 30 June 2020 directors, or entities related to them, held relevant interests (as defined in the Financial Markets Conduct Act 2013) in Spark
shares as follows:
NAME
RELEVANT INTEREST IN SPARK SHARES AT 30 JUNE 2020
NUMBER%
1
Alison Barrass37,7160.0021
Paul Berriman20,0000.0011
Warwick Bray––
Pip Greenwood33,325
2
0.0018
Jolie Hodson347,474
3
0.0189
Ido Leffler32,000
4
0.0017
Charles Sitch32,729
5
0.0018
Justine Smyth375,201
6
0.0204
1 Each percentage stated has been rounded to the nearest 1/1000th of a percent.
2 Relevant interest in beneficial ownership of 33,325 ordinary shares held by Custodial Services Limited as custodian for Rakino Trust.
3 Includes 52,018 ordinary shares, 203,317 options and 92,139 restricted shares.
4 Relevant interest in beneficial ownership of 32,000 ordinary shares held by DJL International Pty Limited as trustee of the Maxim Trust.
5 Relevant interest in beneficial ownership of 32,729 ordinary shares held by Sitch Superannuation Pty Limited.
6 Relevant interest in beneficial ownership of 375,201 ordinary shares held by Miksha Trust.
All non-executive directors are expected to hold Spark shares. Subject to personal circumstances (that should be discussed with the Chair or, in
the case of personal circumstances of the Chair, with the Chair of the ARMC, as appropriate), there is an expectation that each non-executive
director will purchase and hold an amount of shares that are at least equivalent in value to the non-executive director base member fee as at
the date of their appointment or, in the case of directors appointed before 1 July 2017, as at 1 July 2017. Shares are to be purchased within a
three-year period from the date of appointment or, in the case of directors appointed before 1 July 2017, within a three-year period from that
date. To assess whether this expectation has been met, the aggregate purchase price for all shares acquired, less the aggregate sale price for all
shares disposed (if any), is used to calculate value.
110
Spark New Zealand Annual Report 2020
Corporate governance disclosures
Subsidiary company directors
The following people held office as directors of subsidiary companies at 30 June 2020. Alternate directors are indicated with an (A).
SUBSIDIARY COMPANYPRINCIPAL ACTIVITYCURRENT DIRECTORSDIRECTORS WHO
RETIRED DURING
THE YEAR
Computer Concepts LimitedIT infrastructure and Cloud services M Anastasiou, G McBeath, S KnightD Chalmers, J Hodson
Digilife New Zealand LimitedHome securityM Stribling, M SheppardD Werder
Digital Island LimitedBusiness telecommunications providerS Knight, G McBeathD Chalmers, J Hodson
Gen-i Australia Pty LimitedProvides outsourced
telecommunications services
F Evett, I Hopkins
Gen-i LimitedHolding company
S Knight, G McBeath
J Hodson
Mattr LimitedSoftware company focused on
decentralised identity and verifiable data
C Barber, J Hodson
Qrious LimitedBig-data analytics businessN Morris, S Knight D Chalmers
Qrious Consulting LimitedData consulting companyN Morris, S Knight
Revera LimitedIT infrastructure and data centre
provider
M Anastasiou, G McBeath, S KnightD Chalmers, J Hodson
Spark Finance LimitedGroup finance companyM Anastasiou, M Sheppard, S Knight,
A White
D Chalmers, D Werder
Spark New Zealand Cables LimitedInvestment companyM Sheppard, C Fraser
Spark New Zealand LS Limited
Lightbox Sport Limited partnership
G McBeath, S KnightD Chalmers, J Hodson
Spark New Zealand Trading LimitedProvides local, national and
international telephone and data
services
M Anastasiou, S Knight, M Beder
D Chalmers, J Hodson
Spark Retail Holdings LimitedRetailer of telecommunications
products and services
M Anastasiou, S KnightD Chalmers
Spark Trustee LimitedTrustee companyM Anastasiou, S Knight D Chalmers
TCNZ Australia Investments Pty
Limited
Holding company
F Evett, I Hopkins
TCNZ (Bermuda) LimitedHolding companyD Havercroft, J Wesley-SmithA Dyer-Fagundo, A
Pirie (A), M Stribling (A)
TCNZ Financial Services LimitedInvestment companyM Anastasiou, F Evett
TCNZ (United Kingdom) Securities
Limited
Holding/investment company
F Evett, M Palmer, J Reader
Teleco Insurance LimitedGroup insurance companyM Beder, A Dyer-Fagundo, A White,
M Anastasiou (A), F Evett (A)
D Werder
Teleco Insurance (NZ) LimitedMobile phone insuranceA White, R QuinceD Werder
Telecom Capacity LimitedHolding companyS Knight, J Wong D Chalmers
Telecom Enterprises LimitedInvestment companyM Anastasiou, S KnightD Chalmers
Telecom New Zealand (UK)
Enterprises Limited
Holding/investment companyF Evett, M Sheppard
Telecom New Zealand USA LimitedProvides international wholesale
telecommunications services
D Reeve, J WongD Werder
Telecom Pacific LimitedHolding companyM Anastasiou, M Sheppard
Telecom Southern Cross LimitedHolding companyM Anastasiou, S KnightD Chalmers
Telecom Wellington Investments
Limited
Investment companyM Anastasiou, F Evett
Telegistics LimitedMobile phone repair and equipment
distribution
R Singh, D Reeve, C Fletcher,
R Adams
111
Connections matterSpark New Zealand Annual Report 2020
Managing risk framework roles and responsibilities
ACTIVITY PERFORMED
BOARD
& ARMC
LEADER-
SHIP
SQUAD RISK
LEGAL
(DIGITAL
TRUST)
ORG
UNIT
LEADS
CENTRE OF
EXCELLENCE
LEADS
POLICY
OWNERS
ALL
SPARK
PEOPLE
Approves the Managing Risk Policy
✔
Monitors the managing risk framework
✔
Reviews principal risk updates
✔
Performs other items from its charter
✔
Prepares strategy and annual plan
✔
Runs QBR process and determines priorities
✔
Coaches and guides Leads
✔
Assigned as owners of identified principal risks
✔
Designs and continuously improves the managing
risk framework
✔
Helps the business apply the framework
✔
Prepares principal risk updates for the LS and ARMC
✔
Helps Leads to capture their risks for the QBR
content
✔
Executes Internal Audit plan (objective assurance)
✔
Designs and continuously improves the
empowerment framework
✔
Creates empowerment & and functional
guidance kits
✔
Oversees essential policies and webpage
✔
Creates and delivers training modules
✔
Use the Empowerment and Managing
Risk Frameworks
✔
Understand and adhere with the essential policies
✔
Maintain view of risks for OKRs and fill in QBR Memo
✔
Provide input into principal risk process
✔
Escalate risks to LS or Risk Team (if required)
✔
Review risk sections in QBR packs across Spark
✔
Maintain view of risks for their OKRs and fill in QBR
✔
Support Leads to manage identified risks
✔
Provide input into principal risks
✔
Maintain policy and guidance material
✔
Complete assessments of effectiveness
✔
Participate in policy owner working groups
✔
Follow this framework and the essential policies
✔
Make informed decisions after assessing the benefits
and risks
✔
112
Spark New Zealand Annual Report 2020
Corporate governance disclosures
External initiatives and membership of associations
Stakeholder engagement
Spark engages with a broad range of stakeholders as detailed in the table below. We have also engaged a small number of stakeholders
specifically for the purposes of developing and improving our non-financial reporting, and as part of our reporting materiality process. In
selecting the stakeholders we engaged with, we are guided by the definition set out in GRI 101: “entities or individuals that can reasonably be
expected to be significantly affected by the organisation’s activities, products, or services; or whose actions can reasonably be expected to
affect the ability of the organisation to implement its strategies or achieve its objectives.”
STAKEHOLDER GROUPHOW WE ENGAGE
Spark employees• Regular engagement through eNPS (employee net promotor score) methodology and newly launched
Joyous real-time employee feedback tool
• Comprehensive programme of internal communication and engagement from Leadership Squad (through
roadshows and online channels)
• Engagement with cross-section of employees in the preparation of this report
ShareholdersRegular engagement with investors including:
• Semi-annual earnings announcements, together with semi-annual post result investor briefings
• Semi-annual shareholder newsletters
• Annual meeting that allows shareholders a chance to ask questions directly of the Spark Board
• Regular investor roadshows
• Periodic investor strategy briefings
Suppliers• Ongoing conversations with our suppliers – both informal and formal
Customers• Regular feedback from customers on their experiences with us and their views of Spark through our Net
Promotor Score methodology and our Voice of the Customer programme
Government
• Engagement with central Government on issues related to the telecommunications industry, competition,
infrastructure investment and digital equity
• Engagement with local government to manage the process and impacts of infrastructure investment
Media
• Responding to media enquiries and through a proactive programme of engagement with key members of
New Zealand’s media
Local communities
• Engagement with local communities affected by our activities, in particular where we are building new
network infrastructure
Community partners• Spark Foundation works in partnership with, and engages, our community partners on an ongoing basis
Industry organisations
• Engagement with a number of industry organisations representing the technology community,
telecommunications users and the New Zealand business community
External initiatives Spark subscribes to or endorses
• Spark is a founding member of the Climate Leaders Coalition (CLC). The CLC is a group of CEOs who have collectively committed to
voluntary action on climate change, measuring and publicly reporting on their emissions, and setting an absolute target for reducing
emissions in line with the Paris Agreement. See page 33.
• Spark has committed to a government-accredited voluntary Product Stewardship scheme for mobile phones, which is actioned by the
Re:Mobile initiative. See page 35.
Spark was an active member of the following associations in FY20:
New Zealand Internet Task Force
International Telecommunication Union (Radiocommunication Sector membership)
NZTech (Including Internet of Things Alliance and AI Industry Forum)
BusinessNZ
Sustainable Business Council
Aotearoa Circle
Global Women
New Zealand Telecommunications Forum (TCF)
GSM Association (GSMA)
Champions for Change
113
Connections matterSpark New Zealand Annual Report 2020
Material issues
To prioritise Spark’s reporting on sustainability topics we have followed GRI’s materiality principle (set out in GRI 101) to identify and prioritise
topics which substantively influence the assessments and decisions of stakeholders or have a significant environmental, social or economic
impact.
Our assessment of material topics includes analysis of stakeholder feedback, review of industry peers and interviews with external stakeholders.
Internally we consult with a range of employees, including members of our strategy, finance, community, corporate relations, risk, legal and HR
teams, to determine Spark’s view of topics meeting the GRI materiality principle criteria.
In FY20 we have reviewed and updated our list of material impacts, taking into account new and emerging issues particularly related to the
impact of COVID-19. This has prioritised our role to support economic recovery, and highlighted the importance of investment in resilient and
adaptable infrastructure. We have also followed the materiality principles of the Integrated Reporting International <IR> Framework,
considering whether a matter could substantively affect Spark’s ability to create value in the short, medium or long term.
• Customer experience and support
• Data privacy and security
• Digital equity
• Equipping people for the future of work
• Operational excellence and financial performance
• Building partnerships for a strong Aotearoa
• Resilient, adaptable network infrastructure
• Supporting business customers through partnership
• Competition and regulation
• Diversity and Inclusion
• Ethical behaviour
• Ethical supply chain and procurement practices
• Adaptation to physical risk from climate change
• Disaster and crisis response
• Heath, Safety and Wellbeing
• Investment in innovation
• Leveraging services for community and
environmental outcomes
• Product stewardship
• Responsible and fair use of our products
and services
• Community investment
• Infrastructure impact
• Operational efficiency, emissions and waste
• Responsible employment practices
• Ta x
SIGNIFICANCE OF ECONOMIC, ENVIRONMENTAL AND SOCIAL IMPACTS
INFLUENCE ON STAKEHOLDER ASSESSMENTS AND DECISIONS
114
Spark New Zealand Annual Report 2020
Corporate governance disclosures
Global Reporting Initiative (GRI) content index
Our disclosure against each material topic includes our management approach, considering the requirements of GRI 103:
Management Approach.
Note: CGS refers to Spark’s Annual Corporate Governance Statement, which may be found here:
https://www.sparknz.co.nz/about/governance
IndicatorDisclosurePage number / reference
GRI 102: General disclosures 2016
102-1Name of the organisation4
102-2Activities, brands, products and services8
102-3Location of headquarters118
102-4Location of operations8
102-5Ownership and legal form103, 109
102-6Markets served8
102-7Scale of the organisation8-9, 84, 109
102-8Information on employees and other workers31
102-9Supply chain49
102-10Significant changes to the organisation and its supply chain59
102-11Precautionary principle or approach46-47
102-12External initiatives113
102-13Membership of associations113
102-14Statement from senior decision-maker10-13
102-16Values, principles, standards and norms of behaviour6, 19, 46, CGS Principle 1
102-18Governance structure42-43, 46, CGS Principles 2, 3 and 4
102-40List of stakeholder groups113
102-41Collective bargaining agreements
<1% of Spark employees in FY20
102-42Identifying and selecting stakeholders113
102-43Approach to stakeholder engagement113
102-44Key topics and concerns raised114
102-45Entities included in the consolidated financial statements58, 111
102-46Defining report content and topic boundaries113-114
102-47List of material topics114
102-48Restatements of information
33 (Emissions reporting)
102-49Changes in reportingN/A
102-50Reporting period4
102-51Date of most recent reportSpark’s FY19 Annual Report was
published on 21 August 2019
102-52Reporting cycle
Spark reports annually. Our financial
year is 1 July – 30 June
102-53Contact point for questions relating to the report118
102-54Claims of reporting in accordance with GRI standards4
102-55GRI content index115-116
102-56External assurance98-102
GRI 200 Economic Standard Series
201-2Financial implications and other risks and opportunities due to climate
change
48
203-1Infrastructure investments and services supported22-25
206-1Legal actions for anti-competitive behaviour, anti-trust and monopoly
practices
19
115
Connections matterSpark New Zealand Annual Report 2020
GRI 300 Environmental Standard Series
305-1Direct (Scope 1) emissions33
305-2Energy indirect (Scope 2) emissions33
305-3Other indirect (Scope 3) emissions33
306-2Management of significant waste-related impacts34-35
306-3Waste generated34-35
308-1New suppliers that were screened using environmental criteria49
308-2Negative environmental impacts in the supply chain and actions taken49
GRI 400 Social Standard Series
401-1New employee hires and employee turnover31
401-2Benefits provided to full-time employees that are not provided to
temporary or part-time employees
107
401-3Parental leave30
403-1
(2018)
Occupational health and safety management system28
403-9
(2018)
Work-related injuries28 (TRIFR reporting)
404-2Programmes for upgrading employee skills and transition assistance
programmes
17, 26-27
405-1Diversity of governance bodies and employees30-31, 43
405-2Ratio of basic salary and remuneration of women to men30
414-1New suppliers that were screened using social criteria49
414-2Negative social impacts in the supply chain and actions taken49
417-3Incidents of non-compliance concerning marketing communications19
418-1Substantiated complaints concerning breaches of customer privacy and
losses of customer data
19
116
Spark New Zealand Annual Report 2020
Corporate governance disclosures
Glossary
3Gthird-generation mobile network as defined by the International Telecommunications Union.
4Gfourth-generation mobile network as defined by the International Telecommunications Union.
5Gfifth-generation mobile network as defined by the International Telecommunications Union.
ADRan American Depositary Receipt.
ARMCthe Audit and Risk Management Committee.
ARPUAverage Revenue per User.
ASXthe Australian Securities Exchange.
Burstableable to exceed maximum bandwidths for short periods.
CCLComputer Concepts Limited.
CCNConverged Communications Network.
CompanySpark New Zealand Limited.
EBITDAIearnings before finance income and expense, income tax, depreciation, amortisation and net investment income.
EMFsElectromagnetic fields.
eNPSemployee Net Promoter Score and is our measure of employee satisfaction.
GRIthe Global Reporting Initiative.
Groupthe Group in relation to these financial statements, which are prepared for Spark New Zealand Limited (the
Company) and its subsidiaries (together the Group).
HRCCthe Human Resources and Compensation Committee.
IoTthe Internet of Things.
IFRSInternational Financial Reporting Standards.
LT ELong-Term Evolution.
LT ILong-Term Incentive, which is part of Spark Leadership Team and former Managing Director and CEO remuneration.
NOMsthe Nominations and Corporate Governance Committee.
NPSNet Promoter Score.
NZ GAAPGenerally Accepted Accounting Practice in New Zealand.
NZ IASNew Zealand International Accounting Standard.
NZ IFRSNew Zealand Equivalent to International Financial Reporting Standards.
NZXNZX Limited.
OTNOptical Transport Network.
PSTNPublic Switched Telephone Network.
QBRQuarterly Business Review.
RWCthe 2019 Rugby World Cup.
SMESmall and medium enterprise.
Southern CrossSouthern Cross Cables group of companies, which consists of two sister companies, Southern Cross Cables
Holdings Limited and Pacific Carriage Holdings Limited and their subsidiaries.
SRANSingle Radio Access Network.
STIShort-Term Incentive, which is part of Spark Leadership Team and former Managing Director and CEO
remuneration.
TSRTotal Shareholder Return and is a measure of share price appreciation and dividends paid over a given period.
117
Connections matterSpark New Zealand Annual Report 2020
Contact details
Registered office
Level 2
Spark City
167 Victoria Street West
Auckland 1010
New Zealand
Ph +64 4 471 1638 or 0800 108 010
Company secretary
Silvana Roest
For more information
For inquiries about transactions, changes of address or dividend payments contact the share registries below.
New Zealand registry
Link Market Services Limited
Level 11 Deloitte Centre
PO Box 91976
80 Queen Street
Auckland 1142
Ph +64 9 375 5998 (investor inquiries)
Fax +64 9 375 5990
enquiries@linkmarketservices.com
www.linkmarketservices.co.nz
Australian registry
Link Market Services Limited
Level 12
680 George Street
Sydney NSW 2000
Australia
Locked Bag A14
Sydney South NSW 1235
Australia
Ph +61 1300 554 484 (investor inquiries)
Fax +61 2 9287 0303
registrars@linkmarketservices.com.au
www.linkmarketservices.com.au
United States registry
Computershare Investor Services
P.O. Box 505000
Louisville, KY 40233-5000
United States of America
Ph +1 888 BNY ADRS (+1 888 269 2377) or
+1 201 680 6825 (from outside the
United States)
shrrelations@cpushareownerservices.com
www.mybnymdr.com
Spark New Zealand Limited
ARBN 050 611 277
For inquiries about Spark’s operating and financial performance contact:
investor-info@spark.co.nz
Investor Relations
Spark New Zealand Limited
Private Bag 92028
Auckland 1142
New Zealand
investors.sparknz.co.nz
insight
creative.co.nz
SPARK046
118
Spark New Zealand Annual Report 2020
Corporate governance disclosures
investors.sparknz.co.nz
ARBN 050 611 277
---
Results overview
How we adapted and delivered in FY20
Delivered what we said
we would – FY20 results
within guidance
Dividend of 25.0c and
total shareholder return
of 19% in FY20
Adapted at pace to COVID-19,
supporting our people,
customers and New Zealand
Successfully delivered our
3-year plan, and developed a
new path to FY23 that builds
on our competitive
advantage
3
FY20 snapshot
EBITDAI
(1)
$1,113m
REVENUE
(2)
$3,623m
EBITDAI MARGIN
30.7%
MOBILE SERVICE
REVENUE MARKET SHARE
(3)
40.2%
CONSUMER & SMALL
BUSINESS iNPS
+33
EMPLOYEE NPS
+66
DIGITAL EQUITY
9,559
iNPS score up 10 points from FY19
2.1% increase from FY19
2.5% increase from FY19
(0.2pp) decrease from FY19
1.0pp increase from FY19
# Skinny Jump connections –up
from 3,016 in FY19
People engagement score, up
25 points from FY19
10.8% increase from FY19
$443m
CLOUDREVENUE
(4)
(1)
Earnings before finance income and expense, income tax, depreciation, amortisation and net investment income (EBITDAI) is a non-Generally Accepted Accounting Practice performance measure that is defined and reconciled to
Spark New Zealand’s Annual Report
(2)
Operating revenue and other gains
(3)
Market share estimates sourced from IDC
(4)
Cloud, security & service management revenue
4
FY20 guidance delivered
FY19 ActualFY20 GuidanceFY20 Actual
EBITDAI
$1,090m$1,100m-$1,120m$1,113m
Capital expenditure
$417m~$370m$374m
Dividend per share
Ordinary 22.0c
(75% imputed)
Special 3.0c
(75% imputed)
Ordinary 25.0c
(at least 75% imputed)
Ordinary 25.0c
H1 FY20
(75% imputed)
H2 FY20
(1)
(100% imputed)
(1)
Dividend Reinvestment Plan reinstated for H2 FY20 dividend. Shares issued under the Dividend Reinvestment Plan will be issued at a 2% discount to the prevailing market price as determined around the time of issue
5
FY20 highlights
(1)
Market share estimates sourced from IDC
(2)
H1 FY20 service revenue growth of 5.5%. H2 FY20 service revenue growth of 2.4% impacted by loss of roaming revenues due to COVID-19 border closures
(3)
Endless plans are Spark’s mobile plans with unlimited calling minutes, unlimited SMS and an allowance of data to use at the maximum available speed, after which they are able to continue using mobile data but at a reduced speed
(4)
Estimated cost savings based on average wireless broadband volumes multiplied by the bundled UBA/UCCL input cost
(5)
Hewlett Packard Enterprise annual partner awards for the Asia Pacific region
WIRELESSDIGITAL SERVICES
MOBILEBROADBAND
CLOUD, SECURITY AND
SERVICE MANAGEMENT
Only NZ mobile provider to grow
service revenues, connections
and total ARPU in FY20
(1)
YoY increase of 79k in pay
monthly connections
Tripled customer base on
Endless
(3)
mobile propositions
Service revenue growth of 3.9%
(2)
driven by Endless upsell, partially
offset by COVID-19
Secured 60MHz of critical 5G
C-band spectrum
~$74m
(4)
annualised gross
cost reduction in access costs
Total YoY connection growth
of 14k
22% of base now on wireless
broadband
74% of base now on Unlimited
or Unplan, up 9pp YoY
Kept New Zealand working,
learning and connecting during
lockdown
Cloud, security and service
management revenue up $43m
or 10.8% YoY
Reveraand CCL businesses
successfully integrated
Launch of digital transformation
consultancy business Leaven
CCL awarded strategic partner
and service provider of the year
(5)
Announced strategic partnership
with Microsoft to drive adoption
of Azure cloud technologies
6
FY20 indicators of success
(1)
Consumer and business segments only
(2)
Internet of Things
(3)
Measured as school aged children 5-18 years who participate in one of the Spark Foundation’s digital inclusion or skills and capability programmes including Jump Digital Native Academy, Code Club, The Electric Garden and Like a Boss
(4)
Impacted by stop sell in the lead up to RWC and during COVID-19 lockdown
MeasuresTarget
30 June 2020
Actual
30 June 2020
Build customer intimacy
Consumer and small business iNPS8 pointliftAchieved
Growth in mobile and broadband change transactions completed online30%Exceeded
Create a wireless future
Go-live of 5G for America’s Cup (subject to spectrum)Ready for July 2020 launchLaunched
Preparation for commercial launch of 5G (subject to spectrum)
5G sites deployed to targeted geographical
locations
Launched
Growth in wireless broadband connections+20k+16k
(4)
- Not achieved
Create New Zealand’s
premier sports streaming
experience
Rugby World Cup tournament
Successfully deliver the RWC tournament with
platform availability of 99.9%
Delivered platform availability of
99.8%
Grow key markets
Mobile service revenue growth
(1)
4% to 5%Achieved
Cloud, security and service management revenue growth8% to 10%Achieved
Growth in number of connected IoT
(2)
devices60%Achieved
Launch progressive rollout of new concept Spark retail storesBy end of September 2019Completed
Mature Agile leadership
Percentage of Agile squads at or above level 385%Achieved
Deliver best cost
EBITDAI marginAt least 31%Achieved
Lead on sustainability
Transition to integrated reportingFor FY20 annual reportAchieved
Number of school students participating in one of the Spark Foundation’s
programmes
(3)
10kAchieved
7
Current 3-year plan successfully delivered
Outstanding customer
experience
Significant improvements across most key NPS
(1)
measures – with many above
+30.
Solid progress
Holding market share
Winning in mobile, growing connections and outpacing the market in mobile service
revenue share growth.
New Zealand’s largest hybrid cloud provider.
Return to broadband connection growth with focus on stablisingrevenues.
Achieved
Lowest cost operator
$228m gross cost reduction since FY17. Delivered through Quantum programme
focused on digitisation, automation and simplification and ongoing focus on
productivity and efficiency.
Delivered
Growing key markets
Sustained growth in mobile, cloud, security and service management.
Broadband market remains challenging.
Achieved
Top decile culture
Employee NPS +66.Continue to mature Agile ways of working.Strong diversity
and inclusion focus.
Achieved
Top 10 global telco ROI
Ranked #1against international peers
(2)
for Total Shareholder Returns. Compound
annual growth rate of 13%
(3)
Three-year
(3)
Return on Invested Capital 16% per annum. Ranked #2 against
international peers
(2)
.
(1)
Net Promoter Scoreis an index ranging from -100 to 100 that measures the willingness of an employee or customer to recommend a company to others
(2)
Pre-tax ROIC and TSR versus international peers: Verizon, BT Group, Telstra, Swisscom, Singapore Telecom, AT&T, Orange, KT Corporation, Vodafone Group, Telecom Malaysia
(3)
Representing the last three reported years for each peer
Revenue
0-2% CAGR
Achieved
EBITDAI
at least 31% margin
Achieved
Dividend
Sustainable total dividend of
25cps or above that is not
supplemented by debt
Solid progress
8
With strong market outcomes and industry leading returns
Create a
Sustainable Spark
Be bold in our business to have a positive
impact on our communitiesand the
environment.
•Invest in the capabilities of our people, equipping them to thrive in a
digital future
•Reduce our footprint and meet our emissions target of -25% by 2025,
investing in our fleet and infrastructure
•Be responsible, transparent and accountable for our social and
environmental performance
Economic Recovery and
Transformation
Help New Zealand transform to a high
productivity, low carbon economy.
•Focus our infrastructure investment on supporting NZ’s recovery
and transformation
•Support Kiwi businesses to adapt to become more
productive, resilient and sustainable through technology
•Support New Zealanders to upskill and adapt to new ways
of working
Champion
Digital Equity
Champion digital equity so all New
Zealanders have the opportunity to thrive
in a digital future.
•Extend the reach of Skinny Jump to benefit more households
– 20,000 by June 2021
•Partner alongside the Spark Foundation to address barriers
to digital equity, including access, skills, trust and motivation
•Champion diversity and inclusion in our business and
our communities
We will work alongside New Zealand to harness
the power of technology and create a positive
digital future for all.
New Sustainability
Framework introduced
9
FY20 – a year characterised by its final quarter
oIncrease in demand for collaboration products in support of
shift to working from home
oAcceleration of digital transformation as customers looked to
modern workplace tools
oPartnered with Ministry of Education to rollout Skinny Jump
wireless broadband modems to ensure as many kids could
participate in distance learning as possible
The impact of COVID-19 was moderated by the fact it only materialised in New Zealand in the final
quarter. Total negative EBITDAI impact of approximately $25m in FY20
(1)
COVID-19 OpportunitiesCOVID-19 Impacts
oLoss of higher-margin roaming revenue
oRetail revenue reductions due to store closures
oRemoval of overage fees on capped broadband plans
oWaived late payment fees and disconnections as a result of
financial hardship
oNo live sport globally, resulting in the Spark Sport platform
being provided free of charge
Spark will continue to respond and mitigate any COVID-19 impacts and reduce costs across the business
while supporting our customers and the community to work, learn and connect
10
(1)
The negative impact of $25m includesan additional $6 million expected credit loss provision primarily driven by the additional risk arising from uncertain future economic conditions. See note 1.3 of Spark’s 2020 Annual Report
Our new context
COVID-19 impacts will materialise further in FY21
•IMF has predicted the largest global economic downturn since the Great Depression of the
1930s, this will have flow on impacts forNew Zealand given our dependence on global trade and
tourism.
•Tourism unlikely to return to historical levelsfor some time.
•New Zealand will enter a recession and unemployment is forecast to increase.
•The impact on small-medium businesses, many of whom are our customers, may be significant.
•This creates an environment ofvolatility and uncertainty, which has been further exacerbated by
the resurgence of COVID-19.
•Billing collection risk as customers experience financial hardship and wage subsidies roll off.
•Mobile market growth likely to be slower, particularly roaming and mobile handsets.
•IaaS and SaaS
(1)
likely to benefit, but potentially some offset in other IT outsourcing programmes.
•Greater confidence to increase caps and drive wireless broadband uptakeafter strong network
performance during lockdown.
•Cost reduction programs require acceleration in FY21.
•5G rollout and sustainability focus on digital divide even more critical to support New Zealand’s
recovery.
12
(1)
Infrastructure as a Service and Software as a Service
Macro trends are accelerating
A seismic shift of business and
society from physical to digital.
Increasing pace of technology
disruption and business transformation.
Exponential growth in data –
data is the future currency.
Greater emphasis on connectivity as a
basicsocial need.
Explosion of connected
devices.
An unprecedented
recessionary event requiring a
period of nation building and
a focus on affordability.
13
The next three years
We are not immune to COVID-19 impacts, but well positioned
•Spark remains committed to its S&P A- credit rating and continues to have
sufficient access to funding.
A leading
network
Strong
balance sheet
Diversified
Agile
Supportive
macro trends
•We have re-engineered our IT stack and invested in network capacity over a
sustained period, while competitors are just starting the journey.
•We have diversified beyond traditional telco services and operate as an end-
to-end digital services company.
•Our flip to Agile is reaching maturity and has improved our speed to market,
customer centricity and culture.
•As New Zealanders and businesses embrace digitisation our opportunities
increase, and our multi-brand strategy caters to value-conscious consumers.
15
The next three years
•Spark will share its next three year strategy at an Investor Briefing on 16 September 2020.
•The new strategy is an evolution – building on the momentum of the prior three years.
•It will be focussed on a set of core capabilities that will underpin growth in our key markets and in
new markets.
•As New Zealand recovers from COVID-19, our sustainability strategy will be focussed on improving
Spark’s sustainability performance,supporting economic transformationand liftingdigital equity.
16
A strategic focus on unconstrained capacity will underpin
growth in wireless
1.
Simplificationand moving off legacy technology will pave the way for
technology evolution, new revenue streams, and improved cost base and
environmental performance.
2.
5G rollout will cater to customers with high data needs, underpin innovation
and free up 4G spectrum to increase capacity in regional and rural areas.
3.
Wireless broadband take-up will continue to grow as 5G delivers greater
capacity and speeds over time.
4.
Big data and AI driving enhanced customer experience, lower cost of
acquisition and improving data insights and return on marketing investment.
17
Financials
Financial summary
Strong operational and financial results with all guidance metrics met. Impact of COVID-19 occurring in final quarter
moderating impact on FY20 performance
(1)
Lower tax expense due to depreciation allowances being reintroduced for
commercial building as part of the Government COVID-19 assistance package; and
a higher proportion of non-taxable gains
(2)
Net debt at hedged rates as reported in note 4.4 of Spark’s FY20 Annual Report
(3)
Shares issued under the Dividend Reinvestment Plan will be issued at a 2%
discount to the prevailing market price as determined around the time of issue
$23m
2.1%
EBITDAI
movement
vs. FY19
$18m
4.4%
NPAT
movement
vs. FY19
19
Return to top line revenue growth, up $90m or 2.5% YoY driven by:
•Increase in cloud, security and service management revenue of $43m or 10.8%;
•Excellent performance in mobile with growth in high margin service revenue of $32m or 3.9%;
•Growth in emerging revenue streams via Spark Sport and Qrious data analytics business.
Operating expenses up $67m or 2.7% YoY with $99m of gross cost-out benefits reinvested in support of
revenue growth.
$90m
2.5%
Revenue
movement
vs. FY19
$67m
2.7%
Opex
movement
vs. FY19
EBITDAI of $1,113m, up $23m or 2.1% YoY due to strong performance in key mobile and cloud markets.
NPAT growth of $18m or 4.4% YoY primarily due to:
•EBITDAI growth, and lower tax expense
(1);
partially offset by:
•Lower net investment income ($13m) due to no Southern Cross dividends in FY20; and
•Increase in net finance expense $10m due to the increase in average debt during the year and growth in
leases.
Free Cash Flow of $438m up $146m YoY, short of $460m aspiration due to a conscious decision to secure
5G mobile network equipment.
Net debt
(2)
of $1,349m up $33m on FY19, a decrease of $177m during H2 FY20, due to improvement in
free cash flow.
H2 FY20 dividendper share of 12.5c to be 100% imputed. Dividend Reinvestment Plan reinstated for H2
FY20 dividend
(3)
.
Financials
FY19
$m
FY20
$m
CHANGE
Operating revenues and other gains3,5333,6232.5%
Operating expenses(2,443)(2,510)(2.7%)
EBITDAI1,0901,1132.1%
Finance income3736(2.7%)
Finance expense(85)(94)(10.6%)
Depreciation and amortisation(477)(479)(0.4%)
Net investment income141(92.9%)
Net earnings before tax expense579577(0.3%)
Tax expense(170)(150)11.8%
Net earnings after tax expense4094274.4%
Capital expenditure417374(10.3%)
Free cash flow
(1)
29243850.0%
EBITDAI margin30.9%30.7%(0.2pp)
Effective tax rate29.4%26.0%(3.4pp)
Capital expenditure to operating revenues11.8%10.3%(1.5pp)
Earnings per Share22.3c23.2c4.0%
Total Dividend per Share25.0c25.0c-
(1)
The calculation of free cash flow is defined within the ‘cash flows’ worksheet of the FY20 detailed financials
20
3,533
3,623
6
16
20
32
43
43
(50)
(15)
(5)
3,450
3,500
3,550
3,600
3,650
FY19VoiceOther mobileBroadbandOther
managed
services
Other
operating
Other gainsMobile serviceProcurement &
partners
Cloud, security
& service
management
FY20
Revenue FY19 vs FY20 ($m)
+2.5%
(2)
(3)
Revenue
Strong performance in mobile and cloud resulting in a return to top line revenue growth of 2.5%
•H1 FY20 revenue growth of 4.0%, H2 FY20 broadly flat on H2 FY19 due to
impact of COVID-19.
•High levels of recurring revenue providing strong resilience – total FY20
recurring revenue ~70%.
•Market leading mobile service revenue growth driven by upsell to new endless
mobile propositions.
•Increase in cloud, security and service management due to new customer
transitions and growth in public cloud. Recurring/annuity revenue accounting
for ~80%.
•Broadband revenues impacted following Lightbox divestment
(1)
.
•FY20 COVID-19 revenue impacts:
oLoss of high margin mobile roaming revenue;
oLower handset sell through due to retail store closures;
oRemoval of broadband data caps and Spark Sport provided at no charge;
partially offset by
oIncrease in fixed line calling volumes; and
oDemand for collaboration products and services due to COVID-19 and
scaling up working from home.
(1)
Lightbox is an agency arrangement with associated costs being offset against associated operating revenue
(2)
Other operating revenue includes Spark Sport, Qrious and acquisition of NOW Consulting
(3)
Other gains reflects net gains from sale of surplus equipment, strategic divestments (CCL Network and Lightbox) and fair value gain on exchange of spectrum
FY21 revenue likely to be broadly flat reflective of contracting economy and
ongoing uncertainty due to COVID-19.
21
Spark’s end-to-end digital services offering is locally
unique and creates competitive advantage
Professionals Services
and Consulting
Service
Management
Procurement
Security
Cloud Services and
Data Centres
Managed Data
and Networks
Submarine Cables
and Transport
Network
Spark’s position
Market trends
•Growing demand for expertise to deliver cloud solutions
•Long term growth opportunities in business
transformation
•Sustained demand for outsourced IT management
•Customer needs shifting in response to cloud adoption
•Increased investment in remote working following
COVID-19
•Executive cyber risk concerns driving demand for security
•Increased focus on security of remote working
environments
•Ongoing shift to the cloud
•Public cloud hyperscale providers signalling interest in NZ
•Big data, AI and ML
(3)
enhancing customer experiences
and operational effectiveness
•Growing adoption of SD-WAN
•Growth of dedicated cloud connectivity
•5G rollout underway
•IoT
(1)
and explosion of connected devices
•Growth of international traffic, driven by cloud and video
•Development of Southern Cross NEXT
•Significant capability in business transformation
•Consulting expertise in data/analytics through
Qrious/Leaven
•Support customer environments end-to -end, including
growing cloud managed services capability
•Serves customer demand for end-to -end IT
outsourcing
•Effective sell through to higher margin managed
services
•Strength in Government/Enterprise market segment
•Largest Security Operations Centre (SOC) in NZ
•Complementary service to connectivity
•A market leader for onshore private cloud services
(2)
•Hybrid cloud offering via public cloud partnerships
•A market leader for managed data and networks
•Largest ownership stake in submarine cables
•Optical transport network with 800 Gb/s links to
support increasing demand for data
Product
Non-recurring
Lower margin
Non-recurring
Lower margin
Annuity
Higher margin
Annuity
Higher margin
Annuity
Higher margin
Annuity
Higher margin
Annuity
Higher margin
Revenue profile
(1)
Internet of Things
(2)
Market estimates sourced from IDC
(3)
Artificial Intelligence and Machine Learning
22
Operating expenses
•$99m of gross cost-out driven by:
oData insights reducing marketing spend;
oReduction in customer credits due to improved billing processes; and
oReduction in product costs through tight management of rebates and
supplier renegotiation.
•Cost-out reinvested in support of new and emerging revenues mobile, cloud,
Spark Sport and Qrious. Cloud and procurement product costs a significant
driver of increase.
•Increase in net labour costs of $36m YoY due to:
oInvestment in support of revenue growth and inflation;
oReduction in capitalisation of labour; and
oOffset by ongoing re-balancing of our workforce as legacy business
shrinks and interactions move to digital.
•FY20 COVID-19 operating expense impacts:
oLower mobile product costs due to retail store closures and reduced
handset sell through;
oLower travel, accommodation and advertising expenses; and
oSmall increase in bad debts.
Total operating expenses up 2.7% with cost efficiencies reinvested to fund growth in key markets
Robust cost out programme in place for FY21, targeting reductions in
excess of FY20 which will provide flexibility to respond appropriately to
changing economic conditions.
2,443
2,510
125
27
14
(99)
2,300
2,350
2,400
2,450
2,500
2,550
FY19Cost outInvestment in support
of growth
Reduction in labour
capitalisation
Other movementsFY20
Expenses FY19 vs FY20 ($m)
+2.7%
475
511
-
27
35
(26)
440
450
460
470
480
490
500
510
520
FY19Labour cost reductionReduced capitalisationInvestment in support of
revenue growth
FY20
Net Labour FY19 vs FY20 ($m)
23
EBITDAI
•Ongoing growth in total gross margin due to strong
performance in mobile and cloud markets and benefits of
cost management activities.
•Portfolio consolidation includes:
oOther gains generated by divestment of non-core
assets
oSale of surplus mobile network equipment; and a fair
value gain on exchange of spectrum; partially offset by
oAsset write-downs.
•EBITDAI margin in line with aspiration of at least 31%.
EBITDAI growth of 2.1% underpinned by strong momentum across key markets and cost management
•Impact of COVID-19 expected to be more material at ~$75m
for FY21:
oPreparing for a tougher economic environment which is
likely to result in broadly flat revenue;
oUpweighting focus on cost reduction to offset COVID-19
impacts; and
oAccelerating growth into 5G, wireless broadband and
modern workplaces.
1,090
1,113
1,128
90
25
(67)
(10)
1,000
1,050
1,100
1,150
1,200
FY19Revenue
growth
Operating
expenses
growth
FY20 ReportedPortfolio
consolidation
COVID-19FY20
Underlying
EBITDAI FY19 vs FY20 ($m)
+2.1%
+3.5%
24
Capital investment
Capitalexpenditure ($m)FY19FY20
Mobile network118116
IT systems132129
Core sustain and resiliency6365
Cloud
(2)
3624
Converged Communications Network (CCN)3118
International cable construction and capacity
(3)
1211
Other
(4)
2511
Total capital expenditure417374
Total capital expenditure to operating revenue 11.8%10.3%
(1)
Excluding expenditure on mobile spectrum
(2)
Reduction in Cloud spend due to shift towards leasing construct
(3)
International cable includes capacity purchases on Southern Cross cable and investment in Tasman Global Access cable
(4)
Reductions in other investments due to completion of IoT LoRA WAN network, divestment of Lightbox; and lower retail store fit-out spend
Capital expenditure successfully delivered in support of our business priorities within targeted envelope of ~$370m
(1)
•Sustained network investment provided critical connectivity
during COVID-19, which saw dramatic increases in usage
across Spark’s networks.
•Mobile network investment to support first deployment of
5G technology and increased capacity in support of growth
in wireless broadband and introduction of Spark Sport
streaming services.
•Investment in IT systems to improve digital customer
experience and implementation of Spark Sport platform.
FY21 capital expenditure focussed on supporting New
Zealand’s economic recovery, including the rollout of 5G
and investment in rural connectivity.
Prioritised allocation of capex combined with long-term
investments in mobile spectrum resulting in greater overall
investment in FY21 versus FY20.
25
Net debt
(1)
Total net debt of $1,349m, up $33m YoY. Net debt to EBTIDA ratio within S&P’s A-credit rating
•Reported net debt to EBTIDAI ratio of 1.21x
(4)
.
•Net Debt decreased by $177m during H2 FY20 as
expected, due to improvement in free cash flow.
•Portfolio reallocation through divestment of non-core assets
to invest in growth and strategic investments.
FY21 Net Debt expected to increase to fund upcoming
spectrum renewals for 1800MHz and 2100MHz.
1,316
1,349
459
46
2
(438)
(36)
850
950
1,050
1,150
1,250
1,350
Net debt as at
30 June 2019
Free cash flowDividends paidBusiness
acquisitions and
minority
investments
Proceeds from
asset and
business sales
Other
movements
Net debt as at
30 June 2020
Movement in net debt during FY20 ($m)
(2)
(3)
(1)
Net debt at hedged rates as reported in note 4.4 of Spark’s FY20 Annual Report
(2)
Business acquisitions and minority invests include acquisition of Now Consulting, Southern Cross Next and Rural Connectivity Group equity contributions
(3)
Proceeds from asset sales includes sale of surplus mobile network equipment and strategic divestments (CCL Network and Lightbox)
(4)
Spark’s internal capital management policy is to ensure that on a long-run basis reported net debt to EBITDAI does not exceed 1.4x; which Spark estimates is approximately equivalent to S&P’s 1.7x adjusted debt to EBTIDA threshold.
Spark’s internal threshold of 1.4x accounts for S&Ps adjustments in relation to IFRS16, and captive finance operations
26
Funding and liquidity
27
22%
29%
36%
12%
Sources of long term debt as at 30 June 2020
Bank Funding
Domestic Bonds
Offshore Bonds
Standby
(1)
(1)
Excludes $200m committed revolving bank facility maturing November 2020
(2)
Commitment stepdown to NZ$167m for the period 1 May 2022 to 20 April 2023
•Established an additional $150m of committed revolving bank
facilities on 2 April 2020to provideadditional funding and
liquidity during COVID-19uncertainty.
•Successfully issued AU$100m, 6-year fixed rate bond in June 2020
to refinance debt maturities.
As at 30 June 2020:
•Committed bank facilities of $575m of which $425m was undrawn.
•Undrawn $200m syndicated standby facility with a maturity of April
2023
(2)
.
•Only debt facility maturity over the next twelve months is the
$200m committed revolving bank facility due November 2020.
Remain committed to S&P A- credit rating and continue to have sufficient access to funding
100100
125125
107
165
169
134
0
50
100
228
33
200
200
25
0
50
100
150
200
250
300
350
400
450
Jun 21Jun 22Jun 23Jun 24Jun 25Jun 26Jun 27Jun 28Jun 29Jun 30Jun 31
Gross debt maturity profile (incl. undrawn) as at 30 June 2020
NZD BondsOffshore BondsBank Funding (drawn)
Commercial Paper (short term)Standby (undrawn)Bank Funding (undrawn)
167
Free cash flow
Free Cash Flow of $438m up $146m YoY, short of $460m aspiration due to a conscious decision to secure5G mobile
network equipment in advance of requirements
EBITDAI
$1,113m
CAPEX
$374m
WORKING CAPITAL
$17m
FREE CASH FLOW
$438m
2.1% increase from FY19
10.3% decrease from FY19
Improvement in working capital
from FY19
50% increase from FY19
FY20
free cash flow
growth driven by:
FY21 free cash flow aspiration $420m-$460m sufficient to fund shareholder distributions of 23-25 cps
(1)
after taking into account impact
of dividend reinvestment plan
(2)
.
FY21 free cashflow driven by:
1
23
EBITDAI stability
Prioritised capital
expenditure
Ongoing improvement in
working capital
(1)
Subject to no adverse change in operating outlook
(2)
Dividend Reinvestment Plan reinstated for H2 FY20 dividend. Shares issued under the Dividend Reinvestment Plan will be issuedata 2% discount to the prevailing market price as determined around the time of issue
28
FY21 indicators of success
Strategic PillarFocus AreaMeasureTarget 30 June 2021
World Class Capability
Customer ExperienceConsumer and small business iNPS8 point lift
Data driven insights80% of customer base
(1)
in household view
(2)
enabling
15% efficiency gain in
marketing spend
Wireless futureProgressive rollout of 5GLive in 5-7locations
Mature Agile
Leadership
Percentage of Agile squads at or above level 3.585%
Grow key markets
WirelessMobile service revenue growth0-3%
WirelessWireless broadband connections+40k
CloudCloud, security and service management revenue growth5-8%
Accelerate future markets
IoT
(3)
Growth in number of connected IoT devices50%
Spark SportSuccessfully deliver season 1 of New Zealand cricket
Platform availability of
99.9%
Lowest Cost ProviderDeliver best costEBTIDAI margin 31%
Build a sustainable future
Championing digital
equity
Skinny Jump connections+10k
Sustainable Spark
Set emissions reductions target aligned to New Zealand being
carbon neutral by 2050
(4)
By 30 June 2021
(1)
Spark and Skinny consumer and Spark SME customer base
(2)
Household view is an insights platform that allows us to better anticipate the needs of New Zealand households to deliver more targeted, relevant and personalised services
(3)
Internet of Things
(4)
As part of commitment to Climate Leaders Coalition
29
FY21 Guidance Key Assumptions
(1)
New Zealand economy to remain subdued for most of the financial year with parts of New Zealand intermittently
at different alert levels
AreaKey assumptions
Mobile
Post-paid service
margin
No material roaming revenue planned in FY21
Changes in mobile data usage as consumers are less mobile and utilise domestic broadband data
Prepaid service marginBase impacted by no incoming or outbound traveller SIMs and reduced consumer spend.
Mobile Handsets
Economic conditions reduce discretionary consumer spend but some mitigation as early indicators are better than
forecast, and Government demonstrates commitment to the rebuild
Broadband
Lower consumer spend due to economic conditions, offset by higher subscriptions due to ongoing flexible
working. Customer preference for quality experience likely to remain in the short to medium term, reducing
potential churn below normal levels
VoiceNo material impact for FY21 but do not expect repeat of FY20 calling upside during lockdown
Managed DataIncreased competitor activity driving down contract re-sign pricing
Managed
Services
Cloud growthModeration in growth rate due to economic uncertainty
CollaborationGrowth through increased demand for flexible working
Other managed
services
No material impact, although risk from reduced business spend
LabourTargeted rebalancing of the labour workforce to support new strategic capabilities
Opex (including
labour)
Robust programme of targeted cost efficiencies providing flexibility and optionality to respond to the COVID-19
impact which in total is estimated to be ~$75m of EBTIDAI
FY21 Dividend
FY21 dividend range reflects increased uncertainty as a result of COVID-19 and expected spectrum renewal
payments
(2)
Longer term aspiration for a sustainable dividend fully funded by free cashflow remains
(1)
Subject to no adverse change in operating outlook
(2)
1800MHz and 2100MHz spectrum renewal payment of $50m due January 2021
30
Guidance
(1)
FY20 ActualFY21 GuidanceFY21 Spectrum
Renewals
(2)
EBITDAI
$1,113m$1,090m to $1,130m
Capital expenditure
$374m~$350m
(3)
$50m
Dividend per share
Ordinary 25.0c
H1 FY20
(75% imputed)
H2 FY20
(4)
(100% imputed)
Ordinary 23-25c
( 100% imputed)
(1)
Subject to no adverse change in operating outlook
(2)
1800MHz and 2100MHz spectrum renewals
(3)
Includes purchase of property, plant and equipment, intangible assets and capacity (including Southern Cross) but excludes spectrum purchases and leased customer equipment assets
(4)
Dividend Reinvestment Plan reinstated for H2 FY20 dividend. Shares issued under the Dividend Reinvestment Plan will be issued at a 2% discount to the prevailing market price as determined around the time of issue
31
Disclaimer
This announcement may include forward-looking statements regarding future events and the future financial performance of Spark New
Zealand. Such forward-looking statements are based on the beliefs of and assumptions made by management along with information
currently available at the time such statements were made.
These forward-looking statements may be identified by words such as ‘guidance’, ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘will’,
‘plan’, ‘may’, ‘could’, ‘ambition’, ‘aspiration’ and similar expressions. Any statements in this announcement that are not historical facts are
forward-looking statements. These forward-looking statements are not guarantees or predictions of future performance, and involve
known and unknown risks, uncertainties and other factors, many of which are beyond Spark New Zealand’s control, and which may
cause actual results to differ materially from those projected in the forward-looking statements contained in this announcement.
Factors that could cause actual results or performance to differ materially from those expressed or implied in the forward-looking
statements are discussed herein and also include Spark New Zealand's anticipated growth strategies, Spark New Zealand's future results
of operations and financial condition, economic conditions and the regulatory environment in New Zealand, competition in the markets
in which Spark New Zealand operates, risks related to the sharing arrangements with Chorus, any impacts or risks to Spark’s anticipated
growth strategies, future financial condition and operations, economic conditions or the regulatory environment in New Zealand arising
from or otherwise with COVID-19, other factors or trends affecting the telecommunications industry generally and Spark New Zealand’s
financial condition in particular and risks detailed in Spark New Zealand's filings with NZX and ASX. Except as required by law or the
listing rules of the stock exchanges on which Spark New Zealand is listed, Spark New Zealand undertakes no obligation to update any
forward-looking statements whether as a result of new information, future events or otherwise.
Appendix
3-year TSR
(1)
Spark vs International Peers
(2)
(1)
TSR calculated as share price and dividend per share (reinvested at the ex-dividend date) over Spark's FY18 – FY20 period (1 July 2017 to 30 June 2020)
(2)
Peer group is not exhaustive but is a selected group of primarily integrated telco operators that are deemed the closest peerstoSpark in terms of market exposure
Ranked #1against international peers for Total Shareholder Returns. Compound annual growth rate of 13% and Total
Shareholder Returns of 46%
46%
41%
23%
14%
9%
(5%)
(13%)
(13%)
(19%)
(26%)
(29%)
(33%)
(53%)
SparkVerizonSwisscomBCEDeutsche
Telekom
AT&TOrangeTelstraKT
Corporation
SingTelVodafone
Group
Telecom
Malaysia
BT Group
33
Appendix
3-year ROIC
(1)
Spark vs International Peers
(2)
Spark three-year Return on Invested Capital 16% per annum. Ranked #2 against international peers
(1)
ROIC: pre-tax ROIC calculated as the average of annual operating EBIT divided by average invested capital, for the last three reporting years for each peer
(2)
Peer group is not exhaustive but is a selected group of primarily integrated telco operators that are deemed the closest peerstoSpark in terms of market exposure
18%
16%
15%
13%
13%
11%
10%
10%
8%
7%
6%
6%
5%
Verizon
Spark
BT Group
BCE
Telstra
Swisscom
Singapore Telecom
Deutsche Telekom
AT&T
Orange
KT Corporation
Vodafone Group
Telekom Malaysia
34
---
Spark New Zealand
Group result - reported
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Operating revenues and other gains1,7611,7721,7541,7791,8241,7993,5333,623902.5%
Operating expenses(1,305)(1,247)(1,265)(1,178)(1,324)(1,186)(2,443)(2,510)(67)(2.7%)
EBITDAI4565254896015006131,0901,113232.1%
Finance income1619181918183736(1)(2.7%)
Finance expense(37)(40)(40)(45)(46)(48)(85)(94)(9)(10.6%)
Depreciation and amortisation expense(237)(244)(245)(232)(234)(245)(477)(479)(2)(0.4%)
Net investment income2720-14(1)2141(13)(92.9%)
Net earnings before income tax225280222357237340579577(2)(0.3%)
Tax expense(63)(77)(69)(101)(70)(80)(170)(150)2011.8%
Net earnings for the period162203153256167260409427184.4%
Capital expenditure262151264153247127417374(43)(10.3%)
Free cash flows
1551441081845038829243814650.0%
Reported EBITDAI margin25.9%29.6%27.9%33.8%27.4%34.1%30.9%30.7%(0.2%)
Reported effective tax rate28.0%27.5%31.1%28.3%29.5%23.5%29.4%26.0%(3.4%)
Capital expenditure to operating revenues14.9%8.5%15.1%8.6%13.5%7.1%11.8%10.3%(1.5%)
Reported basic and diluted earnings per share (cents)8.811.18.314.09.114.122.323.20.94.0%
Group result - adjusted
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Operating revenues and other gains1,7611,7721,7541,7791,8241,7993,5333,623902.5%
Adjusted operating expenses(1,292)(1,211)(1,265)(1,178)(1,324)(1,186)(2,443)(2,510)(67)(2.7%)
Adjusted EBITDAI4695614896015006131,0901,113232.1%
Finance income1619181918183736(1)(2.7%)
Finance expense(37)(40)(40)(45)(46)(48)(85)(94)(9)(10.6%)
Depreciation and amortisation expense(237)(244)(245)(232)(234)(245)(477)(479)(2)(0.4%)
Net investment income2720-14(1)2141(13)(92.9%)
Adjusted net earnings before income tax238316222357237340579577(2)(0.3%)
Adjusted tax expense(67)(87)(69)(101)(70)(80)(170)(150)2011.8%
Adjusted net earnings for the period171229153256167260409427184.4%
Adjusted EBITDAI margin26.6%31.7%27.9%33.8%27.4%34.1%30.9%30.7%(0.2%)
Adjusted effective tax rate28.2%27.5%31.1%28.3%29.5%23.5%29.4%26.0%(3.4%)
Adjusted basic and diluted earnings per share (cents)9.312.58.314.09.114.122.323.20.94.0%
FY19 v FY20
Spark presents adjusted EBITDAI and adjusted net earnings when the year includes significant items greater than $25 million. FY18 included $49 million of
costs of change and adjusted EBITDAI and adjusted net earnings are as follows:
FY19 v FY20
The tax effect on costs of change in H1 FY18 is $4m and in H2 FY18 is $10m.
Spark New Zealand
Gross margin by product
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Mobile356376376399405424
775829547.0%
Voice176163143139124121
282245(37)(13.1%)
Broadband158157168176175166
344341(3)(0.9%)
Cloud, security and service management152163163164176177
327353268.0%
Procurement and partners172318252125
434637.0%
Managed data, network and services677466666564
132129(3)(2.3%)
Other product252425261533
5148(3)(5.9%)
Total product gross margin9519809599959811,010
1,9541,991371.9%
Other gains-10-15431
153520NM
Total gross margin9519909591,0109851,041
1,9692,026572.9%
Connections
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
Mobile connections
1
2,4372,4582,4642,5152,5002,5192,5152,51940.2%
Voice connections by type
2
POTS & ISDN491400356329288220329220(109)(33.1%)
VoIP47525762667362731117.7%
Voice over wireless1414182626242624(2)(7.7%)
552466431417380317417317(100)(24.0%)
Broadband connections
Copper384346296249211186249186(63)(25.3%)
Fibre2062382733063403673063676119.9%
Wireless1041161291401411561401561611.4%
694700698695692709695709142.0%
1 Mobile connections excluding MVNO connections but including legacy machine to machine and SIM based SmartWatch connections
Group FTE's
FY19FY20
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20000's000's000's
%
FTE permanent5,3845,2665,1075,1095,1194,9835,1094,983(126)(2.5%)
FTE contractors 230241212167200146167146(21)(12.6%)
Total FTE5,6145,5075,3195,2765,3195,1295,2765,129(147)(2.8%)
Dividends
FY19FY20
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20$$$
%
Ordinary dividends (cents per share)11.0011.0011.0011.0012.5012.5022.0025.003.0013.6%
Special dividends (cents per share)1.501.501.501.50--3.00-(3.00)(100.0%)
12.5012.5012.5012.5012.5012.5025.0025.00--%
2
Voice connections include all voice technology types, including POTS, ISDN, VoIP and wireless voice. Voice connections exclude connections where
Spark also provide a bundled broadband service, but include all wholesale voice connections (including those where the underlying customer has a
bundled broadband service).
FY19 v FY20
FY19 v FY20
FY19 v FY20
FY19 v FY20
Spark New Zealand
Group operating revenues and other gains
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Operating revenues
Mobile
Service revenue395400403413425423816848323.9%
Non-service revenue218224219236228212455440(15)(3.3%)
6136246226496536351,2711,288171.3%
Voice
Access1361241091059788214185(29)(13.6%)
Calling989587837981170160(10)(5.9%)
Other voice revenue3332292823235746(11)(19.3%)
267251225216199192441391(50)(11.3%)
Broadband331334344341345335685680(5)(0.7%)
Cloud, security and service management1791911952052192244004434310.8%
Procurement and partners1841731911742082003654084311.8%
Managed data, network and services13013212112112112724224862.5%
Other operating revenue5757565875551141301614.0%
Total operating revenues1,7611,7621,7541,7641,8201,7683,5183,588702.0%
Other gains-10-15431153520NM
Total operating revenues and other gains1,7611,7721,7541,7791,8241,7993,5333,623902.5%
Operating revenues includes revenues from Consumer, Business, Wholesale and other customer segments.
Wireless broadband revenues and connections are included in broadband revenues and connections.
Operating revenues and other gains by customer segment
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Operating revenues and other gains$m$m$m$m$m$m$m$m$m
%
Consumer7867877908158257571,6051,582(23)(1.4%)
Business8668668678579139271,7241,8401166.7%
Wholesale and other12814211813011214124825352.0%
Eliminations(19)(23)(21)(23)(26)(26)(44)(52)(8)(18.2%)
1,7611,7721,7541,7791,8241,7993,5333,623902.5%
Finance income
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Finance income$m$m$m$m$m$m$m$m$m
%
Finance lease interest income7777761413(1)(7.1%)
Other interest income912111211122323--%
1619181918183736(1)(2.7%)
Net investment income
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Net investment income$m$m$m$m$m$m$m$m$m
%
Dividend income2822-15--15-(15)(100.0%)
Share of associates' and joint ventures' net losses(1)(2)-(1)(1)2(1)12NM
2720-14(1)2141(13)(92.9%)
FY19 v FY20
FY19 v FY20
FY19 v FY20
FY19 v FY20
Spark New Zealand
Revenue classification changes
Product nameServices providedPrevious categoryNew category
VideoconferencingVoiceManaged data, network and services
As part of the ongoing revision of the Agile business model, the management of certain product lines have been reallocated from one part of the business
to another. The details of the key changes and the associated impact on revenue reporting are as follows:
Provision of videoconferencing and
other collaboration services over an IT
based platform
Spark New Zealand
Group operating expenses
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Product costs
Mobile257248246250248211496459(37)(7.5%)
Voice918882777571159146(13)(8.2%)
Broadband173177176165170169341339(2)(0.6%)
Cloud, security and service management27283241434773901723.3%
Procurement and partners1671501731491871753223624012.4%
Managed data, network and services63585555566311011998.2%
Other product costs32333132602263821930.2%
8107827957698397581,5641,597332.1%
Labour276237250225267244475511367.6%
Other operating expenses
Network support costs313137243530616546.6%
Computer costs414346474949939855.4%
Accommodation costs3229373033306763(4)(6.0%)
Advertising, promotions and communication5133474047318778(9)(10.3%)
Bad debts79667101217541.7%
Impairment expense165(2)-232(1)(33.3%)
Costs of change1336-------NM
Other4341423947328179(2)(2.5%)
219228220184218184404402(2)(0.5%)
Total operating expenses1,3051,2471,2651,1781,3241,1862,4432,510672.7%
Finance expense
Finance expense on debt252827323132596346.8%
Other interest and finance expense----11-22NM
Lease interest expense151415151516303113.3%
Leased customer equipment interest expense12223346250.0%
4144444950529310299.7%
Capitalised interest(4)(4)(4)(4)(4)(4)(8)(8)--%
3740404546488594910.6%
Depreciation and amortisation expense
Depreciation - property, plant and equipment129134128118119114246233(13)(5.3%)
Depreciation - right-of-use assets2426253128365664814.3%
Depreciation - leased customer equipment assets889915121827950.0%
Amortisation of intangibles767683747283157155(2)(1.3%)
23724424523223424547747920.4%
Adjusted operating expenses
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Total operating expenses1,3051,2471,2651,1781,3241,1862,4432,510672.7%
Less: costs of change(13)(36)-------NM
Adjusted operating expenses1,2921,2111,2651,1781,3241,1862,4432,510672.7%
FY19 v FY20
FY19 v FY20
Spark New Zealand
Analysis & KPI's - Mobile
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Mobile revenue by type (Consumer and Business)$m$m$m$m$m$m$m$m$m
%
Mobile service revenue388395398409421419807840334.1%
Mobile non-service revenue
1
208210206224216197430413(17)(4.0%)
5966056046336376161,2371,253161.3%
171918161619343512.9%
Total mobile revenue6136246226496536351,2711,288171.3%
Mobile product costs
3
(257)(248)(246)(250)(248)(211)(496)(459)377.5%
Mobile gross margin356376376399405424775829547.0%
Mobile gross margin %58.1%60.3%60.5%61.5%62.0%66.8%61.0%64.4%3.4%
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Total mobile revenue by customer segment$m$m$m$m$m$m$m$m$m
%
Consumer39740941044344341985386291.1%
Business19919619419019419738439171.8%
Wholesale and other171918161619343512.9%
6136246226496536351,2711,288171.3%
Average revenue per user (ARPU) - 6 month active
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Consumer and Business
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month
$ per
month%
Total ARPU27.5827.2527.5627.5728.4828.0527.5728.270.70 2.5%
Pay-monthly ARPU44.2943.3142.8242.4342.8241.1942.6242.00(0.62)(1.5%)
Prepaid ARPU12.2012.1312.2912.6613.2813.3712.4813.330.85 6.8%
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
Pay-monthly connections1,1581,1891,2251,2511,2871,3301,2511,330796.3%
Prepaid connections1,2451,2361,2061,2321,1811,1611,2321,161(71)(5.8%)
Internal connections44444444--%
Total mobile connections2,4072,4292,4352,4872,4722,4952,4872,49580.3%
1
Mobile non-service revenue includes handset sales and mobile interconnect.
2
Includes MVNO revenue.
3
Includes handset, interconnect and cellphone tower access costs.
4
Excludes MVNO connections but includes SIM based SmartWatch connections
FY19 v FY20
Wholesale and other customer segment mobile
revenue
2
FY19 v FY20
FY19 v FY20
Number of mobile connections at period end - 6
month active - Consumer and Business
4
FY19 v FY20
Spark New Zealand
Analysis & KPI's - Voice
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
Revenue by type$m$m$m$m$m$m$m$m$m
%
Access1361241091059788214185(29)(13.6%)
Calling989587837981170160(10)(5.9%)
Other voice revenue3332292823235746(11)(19.3%)
Total voice revenue267251225216199192441391(50)(11.3%)
Voice product costs
1
(91)(88)(82)(77)(75)(71)(159)(146)138.2%
Voice gross margin176163143139124121282245(37)(13.1%)
Voice gross margin %65.9%64.9%63.6%64.4%62.3%63.0%63.9%62.7%(1.2%)
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
POTS and ISDN491400356329288220329220(109)(33.1%)
VoIP47525762667362731117.7%
Voice over wireless1414182626242624(2)(7.7%)
Total voice connections552466431417380317417317(100)(24.0%)
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
Consumer118108104103934910349(54)(52.4%)
Business185180177178173169178169(9)(5.1%)
Wholesale and other2491781501361149913699(37)(27.2%)
Total voice connections552466431417380317417317(100)(24.0%)
1
Includes voice access (baseband), interconnect, and international calling costs.
Analysis & KPI's - Broadband
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Total broadband revenue331334344341345335685680(5)(0.7%)
Broadband product costs
2
(173)(177)(176)(165)(170)(169)(341)(339)20.6%
Broadband gross margin158157168176175166344341(3)(0.9%)
Broadband gross margin %47.7%47.0%48.8%51.6%50.7%49.6%50.2%50.1%(0.1%)
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
Copper384346296249211186249186(63)(25.3%)
Fibre2062382733063403673063676119.9%
Wireless1041161291401411561401561611.4%
Total broadband connections694700698695692709695709142.0%
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
000's000's000's000's000's000's000's000's000's
%
Consumer60160459859358759559359520.3%
Business929598991001039910344.0%
Wholesale and other11235113118NM
Total broadband connections694700698695692709695709142.0%
2
Includes broadband access (UBA/UCLL/Fibre), modem and e-mail platform support costs.
Broadband connections by technology
FY19 v FY20
Broadband connections by segment
FY19 v FY20
FY19 v FY20
Voice connections by type
FY19 v FY20
Voice connections by customer segment
FY19 v FY20
FY19 v FY20
Spark New Zealand
Analysis & KPI's - Cloud, Security and Service management
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Cloud, Security and Service management revenue1791911952052192244004434310.8%
Cloud, Security and Service management product costs(27)(28)(32)(41)(43)(47)(73)(90)(17)(23.3%)
Cloud, Security and Service management gross margin152163163164176177327353268.0%
Cloud, Security and Service management gross margin %84.9%85.3%83.6%80.0%80.4%79.0%81.8%79.7%(2.1%)
Contribution margin (approximated) %
1
36.9%46.6%36.9%42.0%34.2%37.9%39.5%36.1%(3.4%)
Analysis & KPI's - Procurement and Partners
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Procurement and partners revenue1841731911742082003654084311.8%
Procurement and partners product costs(167)(150)(173)(149)(187)(175)(322)(362)(40)(12.4%)
Procurement and partners gross margin172318252125434637.0%
Procurement and partners gross margin %9.2%13.3%9.4%14.4%10.1%12.5%11.8%11.3%(0.5%)
Analysis & KPI's - Managed data, network and services
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Videoconferencing2629252024284552715.6%
Managed data and networks104103961019799197196(1)(0.5%)
Managed data, network and services revenue13013212112112112724224862.5%
Managed data, network and services product costs
2
(63)(58)(55)(55)(56)(63)(110)(119)(9)(8.2%)
Managed data, network and services gross margin677466666564132129(3)(2.3%)
Managed data, network and services gross margin %51.5%56.1%54.5%54.5%53.7%50.4%54.5%52.0%(2.5%)
2
Includes wide area network access, international data, network backhaul and videoconferencing platform costs.
FY19 v FY20
1
Contribution margin is defined as reported gross margin less labour and other costs that are directly attributable to the implementation and ongoing
support of specific contract services.
FY19 v FY20
FY19 v FY20
Spark New Zealand
Statement of cash flows
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Cash flows from operating activities
Cash received from customers 1,768 1,721 1,770 1,654 1,861 1,733
3,4243,5941705.0%
Interest receipts 16 18 18 17 17 17
3534(1)(2.9%)
Dividend receipts 7 43 - 15 - -
15-(15)(100.0%)
Payments to suppliers and employees (1,266) (1,252) (1,314) (1,169) (1,396) (1,101)
(2,483)(2,497)(14)(0.6%)
Payments for income tax (70) (97) (44) (91) (82) (58)
(135)(140)(5)(3.7%)
Payments for interest on debt (14) (23) (22) (23) (26) (26)
(45)(52)(7)(15.6%)
Payments for interest on leases (14) (14) (13) (17) (14) (16)
(30)(30)--%
Payments for interest on leased customer equipment
assets
(1) (2) (2) (2) (3) (3)
(4)(6)(2)(50.0%)
Net cash flows from operating activities 426 394 393 384 357 546
77790312616.2%
Cash flows from investing activities
Proceeds from sale of property, plant and equipment - 1 - 1 13 -
11312NM
Proceeds from sale of business - 8 - - - 23
-2323NM
Proceeds from long-term investments - - - 2 -
2-(2)(100.0%)
Payments for purchase of businesses (46) (5) - - (11) -
-(11)(11)NM
Payments for, and advances to, long-term investments (6) (14) (6) - (30) (5)
(6)(35)(29)NM
Payments for purchase of property, plant and
equipment and intangibles
(236) (178) (258) (157) (273) (120)
(415)(393)225.3%
Payments for capitalised interest (4) (4) (3) (5) (4) (4)
(8)(8)--%
Net cash flows from investing activities (292) (192) (267) (159) (305) (106)
(426)(411)153.5%
Cash flows from financing activities
Net proceeds from debt 184 (10) 182 (28) 207 (177)
15430(124)(80.5%)
Receipts from finance leases 2 3 3 3 2 4
66--%
Payments for dividends (229) (229) (229) (230) (229) (230)
(459)(459)--%
Payments for leases (18) (19) (19) (17) (19) (23)
(36)(42)(6)(16.7%)
Payments for leased customer equipment assets (8) (9) (8) (9) (13) (15)
(17)(28)(11)(64.7%)
Net cash flows from financing activities (69) (264) (71) (281) (52) (441)
(352)(493)(141)(40.1%)
Net cash flow 65 (62) 55 (56) - (1)
(1)(1)--%
Opening cash position 52 117 55 110 54 54
5554(1)(1.8%)
Closing cash position 117 55 110 54 54 53
5453(1)(1.9%)
FY19 v FY20
Spark New Zealand
Analysis & KPIs - Free cash flows
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Net cash flows from operating activities
426 394 393 384 357 546 77790312616.2%
Payments for purchase of property, plant and
equipment and intangibles
(236) (178) (258) (157) (273) (120) (415)(393)225.3%
Payments for capitalised interest
(4) (4) (3) (5) (4) (4) (8)(8)--%
Payments for leases
(18) (19) (19) (17) (19) (23) (36)(42)(6)(16.7%)
Payments for leased customer equipment assets
(8) (9) (8) (9) (13) (15) (17)(28)(11)(64.7%)
Receipts from finance leases
2 3 3 3 2 4 66--%
excluding
Dividend receipts
(7) (43) - (15) - - (15)-15100.0%
Increase/(decrease) in working capital
(45) 52 38 99 31 (48) 137(17)(154)NM
Underlying free cash flow110 196 146 283 81 340
429421(8)(1.9%)
including
(Increase)/decrease in working capital
45 (52) (38) (99) (31) 48 (137)17154NM
Free cashflow155 144 108 184 50 388
29243814650.0%
Analysis & KPIs - Movement in working capital
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
EBITDAI 456 525 489 601 500 613
1,0901,113232.1%
excluding
Impairments (1) (6) (5) 2 - (2)
(3)(2)133.3%
Other gains - 10 - 15 4 31
153520NM
EBITDAI excluding impairments and other gains457 521 494 584 496 584
1,0781,08020.2%
Net cash flows from operating activities 426 394 393 384 357 546
77790312616.2%
excluding
Interest receipts 16 18 18 17 17 17
3534(1)(2.9%)
Dividend receipts 7 43 - 15 - -
15-(15)(100.0%)
Payments for income tax (70) (97) (44) (91) (82) (58)
(135)(140)(5)(3.7%)
Payments for interest on debt (14) (23) (22) (23) (26) (26)
(45)(52)(7)(15.6%)
Payments for interest on leases (14) (14) (13) (17) (14) (16)
(30)(30)--%
Payments for interest on leased customer equipment
assets
(1) (2) (2) (2) (3) (3)
(4)(6)(2)(50.0%)
Net cash flows from operating activities excluding
dividends, tax and net interest
502 469 456 485 465 632 9411,09715616.6%
EBITDAI excluding impairments and other gains 457 521 494 584 496 584
1,0781,08020.2%
less
Net cash flows from operating activities excluding
dividends, tax and net interest
502 469 456 485 465 632
9411,09715616.6%
Increase/(decrease) in working capital(45) 52 38 99 31 (48) 137(17)(154)NM
Cash conversion110%90%92%83%94%108%87%102%14%
FY19 v FY20
FY19 v FY20
Spark New Zealand
Group capital expenditure
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Cloud192026101683624(12)(33.3%)
Converged Communications Network (CCN)17152011117
3118(13)(41.9%)
International cable construction and capacity purchases
14-111-111211(1)(8.3%)
IT systems644970627356
132129(3)(2.3%)
Mobile network892689299224
118116(2)(1.7%)
Core sustain and resiliency382436275015
636523.2%
Other2117121356
2511(14)(56.0%)
Total capital expenditure
262151264153247127417374(43)(10.3%)
Analysis & KPI's - Capital expenditure depreciation and amortisation
H1 FY18H2 FY18H1 FY19H2 FY19H1 FY20H2 FY20FY19FY20
$m$m$m$m$m$m$m$m$m
%
Depreciation - property, plant and equipment129134128118119114246233(13)(5.3%)
Depreciation - right-of-use assets
1
10109131011
2221(1)(4.5%)
Amortisation of intangibles
767683747283157155(2)(1.3%)
Total capital expenditure depreciation and amortisation
215220220205201208425409(16)(3.8%)
1
Includes depreciation on capacity right-of-use assets only as these are included within Spark’s definition of capital expenditure.
FY19 v FY20
Capital expenditure is presented on an accruals basis, and includes purchase of property, plant and equipment and intangible assets, capacity purchases
(including Southern Cross) but excludes leased customer equipment assets.
On adoption of NZ IFRS 16 Leases, assets associated with capacity arrangements which were previously recognised
within intangible assets have been reclassified to right-of-use assets. Payments for capacity purchases remain within
Spark’s definition of capital expenditure. Total depreciation on property plant and equipment, depreciation on
capacity right-of-use assets and amortisation of intangibles is reconciled below:
FY19 v FY20
---
Principle 1:
Codes of Conduct
Spark has an integrated Company-wide
compliance framework. A Code of Ethics
(which applies to all employees) and a
Directors’ Code of Ethics, together set out
the standards by which Spark people are
expected to conduct themselves.
The Codes provide guidance on decision-
making and set out to instill a culture of
acting lawfully, ethically and responsibly. The
Code of Ethics contains links to Spark’s core
policies and details Spark’s values, expected
behaviours and sets out Spark’s approach to
conflicts of interest, bribery and corruption,
gifts and hospitality, confidentiality, use of
assets and information and compliance with
laws. The Codes also set out Spark’s
compliance escalation procedures that are
designed to be used to report breaches of
Spark’s legal obligations, the Codes
themselves and other Spark policies, either
through the Honesty Box confidential
whistle-blowing portal or other avenues.
Online training modules during the induction
process for new joiners and as part of Spark’s
continuous education programme, are used
to educate all staff about the Code of Ethics
and how to apply it. We reinforce this training
through regular one-on-one sessions and
broader internal communication (emails and
intranet articles) across the business. Training
on the Directors’ Code of Ethics is
coordinated by the Company Secretary.
Copies of the Code of Ethics and the
Directors’ Code of Ethics can be found at:
www.sparknz.co.nz/about/governance
Trading Policies
The Insider Trading Policy and the Disclosure
Policy (together with the associated
procedures for implementation) are two of
Spark’s core policies that address the
treatment of material information and trading
in Spark and other issuers’ financial products
while in possession of material information.
Copies of the Insider Trading Policy and the
Disclosure Policy can be found at:
www.sparknz.co.nz/about/governance
Code of
Ethical Behaviour
“Directors should set high
standards of ethical behaviour,
model this behaviour and hold
management accountable for
these standards being followed
throughout the organisation.”
The Board and management of Spark New Zealand Limited (Spark) are committed to
maintaining high standards of corporate governance. The Board regularly reviews and
assesses Spark’s governance structures and processes to ensure that they are consistent with
international best practice, in both form and substance.
Spark is required to report against the NZX Corporate Governance Code (NZX Code) and,
as part of its commitment to best practice governance, has elected to take into consideration
and substantially complies with the ASX Corporate Governance Council’s Principles and
Recommendations (the Fourth Edition).
This statement is a snapshot view of Spark’s practices, processes and policies measured
against the principles of the NZX Code. It was approved by the Board on 26 August 2020
and is accurate as at that date.
Annual Corporate
Governance Statement
2020
1
Spark New Zealand Annual Corporate Governance Statement 2020
2
Principle 2:
Board Composition
and Performance
“To ensure an effective board,
there should be a balance of
independence, skills, knowledge,
experience and perspectives.”
Board
A key factor in Spark’s long-term growth
framework is strong governance, with focus
areas including proactive risk management
policies and having a diverse Board.
A biography of each Board member and the
Board skills matrix that outlines the
qualifications, capabilities, geographical
location, tenure and gender of each member
of the Board can be found in the Our Board
section of the 2020 Annual Report.
The Board of Directors is elected by
shareholders to protect and enhance the
value of the assets of Spark in the interests of
Spark and its shareholders. The Board has
statutory responsibility for the affairs and
activities of Spark, which in practice is
achieved through delegation to the Chief
Executive Officer (CEO) and those who are
charged with the day-to-day leadership and
management of the Company. The CEO has,
in some cases, formally delegated certain
authorities to direct reports and has
established an empowerment framework that
sets out decision rights at Spark.
More information regarding the respective
roles and responsibilities of the Board and
management is set out in the Board Charter,
which can be found at: www.sparknz.co.nz/
about/governance
The Board regularly reviews and assesses
Spark’s governance structures and processes
to ensure that they are consistent with
international best practice in both form and
substance.
Director Appointment
The procedures for the appointment and
removal of directors are governed by Spark’s
constitution. Each director has a signed letter
of appointment or employment agreement
setting out the terms of their appointment,
including their duties, terms, conditions of
appointment, expectations of the role and
remuneration. Spark directors have no fixed
term of office but are subject to the
retirement provisions contained in the
relevant stock exchange listing rules.
Recommendations for nominations of new
directors are generally made by the NOMs
and considered by the Board as a whole.
External consultants are from time to time
used to access a wide base of potential
candidates and to review the suitability of
candidates for appointment.
When recommending a candidate to act as
director, the NOMs takes into account such
factors as it deems appropriate, including the
candidate’s independence, experience,
professional skills, qualifications and personal
qualities. In doing so Spark will undertake
appropriate checks, including as to the
candidate’s character, education, criminal
record and bankruptcy history. The NOMs will
review the candidate’s skills and experience
relative to the Board skills matrix to determine
whether they will augment the existing Board
skillset and assess their availability to commit
themselves to the role.
If the Board appoints a new director during
the year, that person will stand for election by
shareholders at the next annual meeting.
Shareholders are provided with relevant
information on the candidates standing for
election in the notice of meeting.
Diversity and Inclusion
Spark’s talented workforce is a representation
of gender, ethnicity, culture and experience.
We believe that building greater diversity and
inclusion among our people speaks to our
role as a major New Zealand company that
shows leadership in areas important to
society. We also believe it will ultimately
deliver enhanced customer experiences and
business performance. One of Spark’s major
initiatives involved inviting all employees to
make the Blue Heart Pledge, which is an
individual’s personal commitment to support
a ‘heart-led’ approach to diversity and
inclusion at Spark.
Spark’s Diversity and Inclusion Policy sets out
the requirement for the Board to set and
review measurable objectives for achieving
diversity each year. The HRCC will annually
review and report to the Board on the relative
proportion of gender diversity that makes up
Spark New Zealand Annual Corporate Governance Statement 2020
3
Principle 2 continued:
Board Composition
and Performance
“To ensure an effective board,
there should be a balance of
independence, skills, knowledge,
experience and perspectives.”
Spark’s workforce and recommend objectives
to the Board. A copy of Spark’s Diversity and
Inclusion policy can be found at: www.
sparknz.co.nz/about/governance
For more details on the importance of
Diversity and Inclusion at Spark, and
reporting on our workforce demographics,
please see the Our People section of the
2020 Annual Report.
Director Training
The Board introduces new directors to
management and the business through
specifically tailored induction programmes,
depending on their needs. All directors are
regularly updated on relevant industry and
Company issues. This may include visits to
Spark operations and briefings from key
Leadership Squad members or external
experts. There is an ongoing programme of
presentations to the Board by management
from across Spark. From time to time the
Board may also undertake educational trips
to receive briefings from companies in
relevant industries, locally and abroad. The
Board expects all directors to undertake
continuous education so that they may
appropriately and effectively perform
their duties.
Board, Committee and
Director Performance
The Board regularly discusses governance
and performance and annually reviews its
own performance as a whole against the
Board Charter and each Committee’s
performance against its Charter. The Chair
meets with directors to discuss the
performance of each director individually.
Further, Board evaluations are undertaken
annually to seek director and Leadership
Squad feedback on a range of matters
relating to Board performance, including its
role and composition and engagement with
management, shareholders and stakeholders.
The collective results of the evaluation are
then reported to the Board by the Chair and
discussed individually with directors. The last
Board evaluation survey was undertaken in
July 2019 with the next Board evaluation
under way in August 2020.
Director Independence
Spark’s Board Charter requires that a majority
of directors be independent. When assessing
independence the Board will consider
whether a director is free of material
relationships with Spark (other than as a
director) and other entities and people who
could influence, or could reasonably be
perceived to influence, the director’s capacity
to exercise independent judgement and act
in the best interests of Spark and Spark’s
shareholders generally. The mere existence
of a relationship with Spark, or a customer or
supplier, may not necessarily mean that a
director is not independent. Rather, the Board
will assess each relationship on a case-by-
case basis to determine whether it is material
and might compromise the independence of
the director. The Board will also consider the
tenure of each director when assessing
independence and succession planning.
Please see the Board’s statement regarding
Director independence at page 106 of the
2020 Annual Report.
Board Positions
The Chair is elected by the Board. The Board
supports the separation of the roles of Chair
and the CEO. The Chair’s role is to manage
and provide leadership to the Board and to
facilitate the Board’s interface with the CEO.
The current Chair Justine Smyth is a non-
executive and independent director as
required by the Board Charter. The Board
does not have a Deputy Chair.
The Company Secretary is responsible for
supporting the effectiveness of the Board by
ensuring that its policies and procedures are
followed and for coordinating the completion
and dispatch of the Board agendas and
papers. The Company Secretary is
accountable to the Board, via the Chair, on all
governance matters, as further described in
the Board Charter.
Spark New Zealand Annual Corporate Governance Statement 2020
4
Principle 3:
Board Committees
“The board should use committees
where this will enhance its
effectiveness in key areas, while
still retaining board responsibility.”
Spark’s Board establishes committees to
assist in the execution of the Board’s
responsibilities. Board committees do not act
or make decisions on behalf of the Board
unless specifically mandated by prior Board
authority to do so.
The current committees of the Board are:
• Audit and Risk Management Committee
(ARMC);
• Human Resources and Compensation
Committee (HRCC); and,
• Nominations and Corporate Governance
Committee (NOMs).
Other committees may be established from
time to time to consider matters of special
importance or to exercise the delegated
authority of the Board.
Each Board Committee has a Charter
summarising the role, rights, responsibilities
and membership requirements for that
Committee. The Board annually reviews the
charters of the Board committees and their
performance against those charters, with the
last review conducted in November 2019.
The Board committee charters can be found
at: www.sparknz.co.nz/about/governance
The Board is responsible for appointing
committee members and Chairs according to
the skills, experience and other qualities they
bring to the Committee. All Spark committees
are comprised of a majority of independent
directors. A Committee Chair is entitled to
invite persons to attend Committee meetings
as deemed necessary. Spark management
and employees can only attend Committee
meetings at the invitation of the Committee.
Specific Committee memberships and
attendance information are outlined on
pages 103 & 105 of the 2020 Annual Report.
ARMC
The Board has delegated responsibility to the
ARMC for reviewing Spark’s principal risks on
an annual basis; ensuring that management
has established a risk management
framework that includes policies and
procedures to effectively identify, treat and
monitor principal business risks; assessing
the effectiveness of the risk management
system and ensuring it is fit for purpose
annually; and monitoring compliance with
the risk management framework.
The ARMC is tasked with ensuring the quality,
credibility and objectivity of Spark’s
accounting processes, including financial
reporting. The ARMC will discuss interim
financial statements and annual reports with
management, including whether the
reporting is consistent with the Committee
members’ information and knowledge and
whether it is adequate for shareholder needs.
The ARMC is comprised solely of non-
executive directors, and the Chair of the
ARMC is independent and is not the Chair
of the Board.
HRCC
The HRCC is responsible for reviewing
Spark’s remuneration policy and practices,
as well as Spark’s overall human resources
strategy, structure, policy and practices. The
remuneration of directors is reviewed by the
HRCC – taking account of the Company’s size
and complexity and the responsibilities, skills,
performance and experience of the directors
– with recommendations made to the Board
for approval.
NOMs
The NOMs role is to identify and recommend
to the Board individuals for nomination as
members of the Board and its committees
(taking into account such factors as it deems
appropriate, including experience,
qualifications, judgement and the ability to
work with other directors); and to develop
and review Spark’s corporate governance
principles and make recommendations to the
Board. The NOMs is also responsible for
reviewing Board succession planning.
Takeovers
Spark’s Board has put in place Takeover
Response Guidelines that set out the
procedure to be followed if there is a
takeover offer for Spark, including with
regards to communication between
insiders and the bidder, the preparation
of an independent advisor’s report and
establishment of a Bid Response
Sub-committee.
Spark New Zealand Annual Corporate Governance Statement 2020
5
Principle 4:
Reporting and
Disclosure
“The board should demand
integrity in financial and non-
financial reporting, and in the
timeliness and balance of
corporate disclosures.”
Continuous Disclosure
Spark is committed to providing material
information regarding Spark’s business and
operational performance to shareholders and
other stakeholders in compliance with
applicable laws and securities exchange
requirements. Pursuant to its Disclosure
Policy, Spark has an appointed Disclosure
Officer to authorise all financial market
communications. Together with the Company
Secretary the Disclosure Officer is responsible
for overseeing Spark’s disclosure practices
and ensuring that all material information is
lodged promptly and without delay with the
relevant securities exchanges and ensuring
that the Board receives copies of all material
market announcements and is kept informed
of the nature and quality of the information
being disclosed to the market.
Authorised spokespersons are restricted to
reduce the risk of inconsistent
communications and to ensure that public
comments are within the bounds of
information already in the public domain
and/or information that is not materially
price sensitive.
Reporting
Spark’s financial reports are prepared in a
manner that is balanced, clear and objective.
The financial statements in the Annual Report
are prepared in accordance with NZ GAAP
and comply with NZ IFRS.
Spark requires that, prior to the approval of
financial statements by the Board, its CEO
and Finance Director make a declaration that,
in their opinion, the financial records of the
entity have been properly maintained and
that the financial statements comply with the
appropriate accounting standards and give a
true and fair view of the financial position and
performance of Spark; and that their opinion
has been formed on the basis of a sound
system of risk management and internal
control, which is operating effectively.
In addition to the published financial
statements Spark’s Annual Report provides
information on Spark’s performance on a
number of non-financial matters, including
environmental, social and governance
commitments, integrating elements of the
Global Reporting Initiative Standards.
The 2020 Annual Report is also Spark’s first
report to adopt elements of the Integrated
Reporting International <IR> Framework.
Integrated reporting takes into consideration
the creation of value over the short, medium
and long term, thinking holistically about the
resources and relationships the organisation
uses or affects and the dependencies and
trade-offs between them as value is created.
Key Governance Documents
Spark’s website has a dedicated governance
section that contains Spark’s policies that
outline its core governance structures and
processes. This includes the Code of Ethics,
Board Charter (and the charters of the various
committees), Disclosure Policy, Insider
Trading Policy, Diversity and Inclusion Policy
and other principal corporate governance
documents: www.sparknz.co.nz/about/
governance
Spark New Zealand Annual Corporate Governance Statement 2020
6
Principle 5:
Remuneration
“The remuneration of directors
and executives should be
transparent, fair and reasonable.”
Policies and Practices
The HRCC is responsible for Spark’s
remuneration policy and practices and is also
ultimately responsible for ensuring Spark
meets legislative and regulatory requirements
as they relate to remuneration matters.
Spark is committed to ensuring that the
remuneration of directors is transparent, fair,
and reasonable and subject to shareholder
approval if required.
For more details on director and executive
remuneration please see the Leadership and
Board Remuneration section of the 2020
Annual Report.
Directors
Non-executive director remuneration is
determined with consideration of the size and
complexity of Spark and relative market
activity. From time to time independent
consultants are engaged for benchmarking
purposes to ensure that the remuneration of
Spark’s non-executive directors is appropriate
and comparable to that of similar companies
in New Zealand and, as relevant, Australia.
Non-executive directors are also expected to
purchase and hold an amount of Spark shares
within the first three years of their
appointments.
Jolie Hodson, as an executive director, does
not receive any director fees.
Further details on non-executive director
remuneration can be found at pages 52
& 103 of the 2020 Annual Report.
Further details on directors’ Spark
shareholdings can be found at pages 106
& 110 of the 2020 Annual Report.
Executives
The Leadership Squad’s remuneration
consists of a fixed remuneration component
and at-risk short-term and long-term
incentives. Spark’s STI rewards senior leaders
for the achievement of annual performance
objectives, with payments awarded from a
fixed cash pool that is set based on overall
Spark performance against financial and/or
non-financial annual performance objectives.
Spark believes that senior leaders should
have part of their remuneration linked to the
long-term performance of the Company. For
the Leadership Squad and a select group of
senior leaders, a long-term incentive, which
vests after three years contingent on
continued employment and Spark achieving
a performance hurdle, forms part of their
remuneration packages.
Further details on Leadership Squad
remuneration can be found at page 50 of the
2020 Annual Report.
CEO
The CEO’s remuneration package reflects the
scope and complexity of the role and is set by
the Board, with reference to the remuneration
of CEOs of similarly sized organisations. For
FY21 the CEO’s remuneration package
comprises a fixed cash component, an
at-risk short-term incentive and an at-risk
long-term incentive.
The CEO’s annual cash-based short-term
incentive is subject to the achievement of
specific performance objectives set by the
Board based on Spark’s strategy and business
plan for the respective financial year. The
CEO’s annual long-term incentive will be
granted as options under Spark’s LTI,
contingent on continued employment and
Spark achieving a performance hurdle. The
CEO is also expected to purchase and hold
an amount of Spark shares.
Further details on CEO remuneration can be
found at pages 51 & 104 of the 2020
Annual Report.
Spark New Zealand Annual Corporate Governance Statement 2020
7
Risk Management
“Directors should have a sound
understanding of the material
risks faced by the issuer and how
to manage them. The board
should regularly verify that the
issuer has appropriate processes
that identify and manage
potential and material risks.”
Spark’s Agile organisation design and
practices empower its people to make
decisions and manage the risks associated
with achieving Spark’s strategy and business
objectives. Strong corporate governance,
including a highly effective and integrated
risk management framework, helps Spark
people to make good business decisions that
create stakeholder value. Spark’s Managing
Risk Policy and Framework is benchmarked to
the COSO ERM 2017, a leading enterprise
risk management standard.
Spark’s Managing Risk Policy and Framework
is designed on the principles that managing
risk creates, protects and enhances value. It is
embedded in decision-making processes
and accountability structures so that
uncertainty and risks can be managed
effectively. It is iterative and responsive to
change so that it remains effective when
external and internal forces require Spark to
adapt its priorities and operating models. A
copy of Spark’s Managing Risk Policy can be
found at the following link:
www.sparknz.co.nz/about/governance
The ARMC plays an important role and is
responsible for ensuring that Management
has established a risk management
framework. Spark’s Risk Team is accountable
for designing and managing this framework
and provides the ARMC with regular updates
about its performance and evolution.
The ARMC reviews Management’s principal
risk profile annually. It also receives reports on
the effectiveness of the implementation and
operation of the policies and systems
designed to manage risk. The ARMC receives
quarterly reporting from the Risk, Internal
Audit and Fraud Lead that discusses progress
against the approved Risk, Internal Audit and
Fraud Plan. Information reported includes the
priorities, updates about the evolution of the
Managing Risk Framework, findings from its
internal audit reviews, updates about the
status of previously raised items and fraud
risk management.
The ARMC conducts an annual assessment to
confirm the Managing Risk Framework is
designed and operating effectively. The last
assessment was undertaken in August 2020
as part of year-end procedures. Every three
years Spark also has an external review to
ensure it continues to be fit for purpose and is
operating effectively.
A summary of Spark’s Managing Risk
Framework and Spark’s identified principal
business risks and mitigations are outlined in
the Our Governance and Risk Management &
Our Suppliers sections of the 2020 Annual
Report.
Health and Safety
The health and safety of people is of the
utmost importance to Spark. A safe and
healthy workplace is one in which people and
suppliers are accountable and empowered to
work together to protect and promote the
health, safety and wellbeing of all. To achieve
this Spark has established four pillars of
health and safety: a clearly defined Health
and Safety framework; active hazard and risk
management; development of an employee-
driven safety culture; and the right resources
and processes to deliver on the framework.
Integral to the framework is the H&S
Information System, which shapes and
monitors key performance indicators across
the business, focusing on Spark’s strategic
objectives, targets and managing critical
hazards and risks. The Board and Leadership
Squad are both integrally involved in health
and safety strategic planning, implementation
and monitoring.
Further details regarding Spark’s health and
safety performance can be found in the Our
People section of the 2020 Annual Report.
Principle 6:
Spark New Zealand Annual Corporate Governance Statement 2020
8
Auditors
“The board should ensure the
quality and independence of
the external audit process.”
External Audit
Oversight of Spark’s external audit
arrangements is the responsibility of the
ARMC. The External Auditor Independence
Policy and ARMC Charter together establish a
framework for Spark’s engagement with the
external auditor. The objective of this
framework is to ensure that audit
independence is maintained, both in fact and
appearance, such that Spark‘s external
financial reporting is viewed as being highly
reliable and credible.
The ARMC is responsible for the appointment
of Spark’s external auditor, its terms of
engagement and the level of fees incurred.
The ARMC Charter outlines the nature of the
services permitted to be performed and
those not permitted to be performed by the
external auditor.
The ARMC Charter requires that the
Committee annually assesses and confirm to
the Board the independence and objectivity
of the external auditor after consideration of
the External Auditor Independence Policy
criteria. Regular rotation of the external audit
firm is not mandated, however, rotation of the
key audit partner of Spark is required every
five years.
Procedures for communication between the
ARMC, the external auditor and Management
are set out in the ARMC Charter.
Representatives of Spark’s external auditor
are available at Spark’s annual meeting to
answer shareholder questions about the
conduct of the audit and the content of the
external auditor’s reports.
KPMG was appointed as Spark’s external
auditor effective 1 July 2002. Given the
duration of service, the Board considered it
was the appropriate time to rotate
external auditor.
Following a formal request for proposal
process for external audit services, in March
2020 the Spark Board recommended that
Deloitte be appointed as its new external
auditor, subject to approval by shareholders
at Spark’s Annual Meeting to be held in
November 2020.
The Audit and Risk Management Committee
Charter and the External Auditor
Independence Policy can be found at:
www.sparknz.co.nz/about/governance
Internal Audit
The Spark Internal Audit Team’s primary
objective is to assist the Board and CEO to
exercise good governance by providing
independent assurance on Spark’s control
and risk management processes. The ARMC
approves the appointment and oversees the
performance of Spark’s Risk, Internal Audit
and Fraud Lead, who is accountable for
leading Internal Audit and reports directly to
the Chair of the ARMC. The Internal Audit
Charter defines the Group’s objectives,
scope, independence, responsibilities and
authority. Internal Audit is independent from
the activities and operations it audits and has
unrestricted access to Spark’s records and
employees.
Internal Audit regularly performs audits
across Spark. It works to an annual Risk,
Internal Audit and Fraud Plan that outlines the
risk themes and engagements it intends to
complete over the plan year. The ARMC
approves this plan and ensures that the
Internal Audit is appropriately staffed and that
its scope of work is appropriate for the key
risks facing Spark.
Principle 7:
Spark New Zealand Annual Corporate Governance Statement 2020
9
Principle 8:
Shareholder Rights
and Relations
“The board should respect the
rights of shareholders and foster
constructive relationships with
shareholders that encourage
them to engage with the issuer.”
Shareholder Communications
and Disclosure
Spark is committed to promoting a fair,
orderly and transparent market through
comprehensive continuous disclosure and
ensuring shareholders are able to exercise
their rights in an informed manner.
Spark’s Disclosure Policy and associated
procedures governs communications with
shareholders and other stakeholders. All
material information is lodged promptly and
without delay with the relevant securities
exchanges. Once lodged the information will
also be published on Spark’s website, with
further dissemination through broadcast
emails to news agencies and other market
commentators where appropriate. Spark may
make available on its website any other
relevant information made available to
investors/analysts (e.g. roadshows and
presentation briefing materials).
Spark is committed to maintaining multiple
channels of shareholder communications and
engagement, which currently includes:
1. Semi-annual earnings announcements via
audio conference;
2. Semi-annual post-results briefings with
investors in New Zealand and Australia;
3. Regular ad hoc one-on-one and group
investor and analyst meetings;
4. An annual meeting;
5. An annual report and corporate
governance statement;
6. Semi-annual shareholder newsletters;
7. Investor briefing days (where
appropriate); and
8. Regular investor roadshows.
Spark provides shareholders with the option
to receive communications from, and send
communications to, Spark electronically.
Spark’s Investor Website
Spark’s website is an important avenue of
communication with shareholders and other
stakeholders. Spark maintains a dedicated
investor website (investors.sparknz.co.nz)
which contains market releases, periodic
financial information, current and past annual
reports, investor presentations and webcasts,
dividend and share price histories, notices
of meeting, biographies of Spark directors
and Leadership Squad, investor contacts,
important calendar dates and other
information about Spark.
Annual Meetings
All Spark shareholders are encouraged to
participate in the annual meeting including
virtually via an online annual meeting
platform, where shareholders can vote, ask
questions and watch the meeting via
webcast. Shareholders can also electronically
appoint and direct proxies to vote on their
behalf at the annual meeting.
The annual meeting webcast will be
archived on the Spark investor website after
the meeting.
The annual shareholders’ notice of meeting
is posted on Spark’s website as soon
as possible.
Spark is committed to ensuring that each
shareholder who invests in Spark has the right
to vote on major decisions that may change
the nature of the Company. All of Spark’s
shareholders have the right to one vote per
share and voting at the annual meeting is
conducted by poll.
Spark New Zealand Annual Corporate Governance Statement 2020
10
ARMC
Audit and Risk Management Committee
HRCC
Human Resources and
Compensation Committee
LT I
Long-Term Incentive Scheme, which is part of
Spark Leadership Squad and CEO remuneration
NOMs
Nominations and Corporate
Governance Committee
NZ GAAP
Generally Accepted Accounting Practice in
New Zealand
NZ IFRS
New Zealand equivalents to International
Financial Reporting Standards
Spark
Spark New Zealand Limited
STI
Short-Term Incentive Scheme, which is part of
Spark Leadership Squad and CEO remuneration
There are terms used in this document that
may be unfamiliar these are what each mean:
Glossary
---
1
Offer Document
This is an Offer Document in respect of Shares offered
under the Spark New Zealand Dividend Reinvestment Plan.
It is updated as at 25 August 2020.
REINVESTMENT
DIVIDEND
PL AN
2
Spark New Zealand operates a Dividend
Reinvestment Plan which offers Shareholders the
opportunity to directly increase their investment
in Spark New Zealand.
This booklet explains how the plan works.
Contents
From the Chairman ......................................................1
Choices available .........................................................2
Key features of the plan ...............................................4
Guide to completing the Participation Notice .........6
Terms and Conditions .................................................8
Definitions .....................................................................20
This document is important.
If you do not understand it or are in any doubt as to
how to act you should consult your financial adviser.
1
From the Chair
Shareholders’ interests are paramount for Spark New
Zealand and your company’s primary aim is to increase
value for Shareholders. This Dividend Reinvestment Plan
gives Shareholders a way to structure their investment in
Spark New Zealand according to their own investment
needs and goals.
The Plan lets Shareholders conveniently increase their
investment in Spark New Zealand without incurring
brokerage fees. This booklet explains how the Plan works.
Participation in the Plan is entirely optional. If you wish
to conveniently increase your investment in Spark New
Zealand, you can enrol in the Plan and Spark New Zealand
will reinvest your dividends in additional Shares and pay
for them with the net proceeds of your cash dividends.
Additional Shares in respect of a cash dividend under the
Plan will be issued at the prevailing market price, or (at the
Spark New Zealand Board’s discretion), at a small discount
to the market price.
For the latest dividend information and to see if a discount
currently applies go to: investors.sparknz.co.nz
If dividends are an important income source, you can do
nothing and you will continue to receive all future dividends
as cash without reinvesting the net proceeds or you can
choose to receive a mix of both cash dividends and Shares.
Please read this booklet thoroughly and consult your own
financial adviser if you have any questions.
Justine Smyth
Chair
2
Choice 1
Reinvest your dividends in further
Spark New Zealand Shares
Participation Notice
You should complete a Participation Notice online or a
Participation Notice Form (in a form provided by Spark New
Zealand from time to time) if you wish to reinvest your cash
dividends on all or any of your Shares in further Shares.
If you participate, promptly after each dividend payment
date you will be sent a statement detailing your dividend
entitlement and the number of additional Shares issued to
you under the Plan.
The Participation Notice Form should be delivered to the
Registrar at the address on page 19.Online Participation
Notice can be completed as per below:
New Zealand registered holders
Go to: https://investorcentre.linkmarketservices.co.nz
You will need your CSN/Holder number and FIN to
complete the investor validation process.
Australian registered holders
Go to: https://investorcentre.linkmarketservices.com.au
You will need your Holder number and Postcode to
complete the investor validation process.
Select the ‘Reinvestment Plans’ from the Payment & Tax
Menu to complete your Participation Notice
Level of Participation
You can opt for full or partial participation in the Plan. If you
tick the Full Participation box in the Participation Notice, this
will cover your current shareholding and any future Shares
you acquire or which are allocated to you under the Plan.
If you insert a number in the Partial Participation box of the
Notice, this will be treated as partial participation for the
number of Shares specified.
If the number you insert in the box exceeds the number of
Shares held by you, your application will be deemed to be
an application for full participation.
Partial participation in the Plan means that the Terms and
Conditions of the Plan will apply, both now and in the
3
future, only to the number of Shares nominated by you
now, until you notify the Registrar in writing of a variation.
Variation or termination of Participation
If, at a later date, you decide you wish to vary or terminate
your participation in the plan, simply complete the
Participation Notice online or provide written notice to the
Registrar at the address on page 19.
Choice 2
Receive dividends in cash
If you do nothing, you will continue to automatically receive
by direct credit the net proceeds of any dividend on your
Shares which do not participate in the Plan. There will be no
reinvestment of those proceeds.
Accordingly, unless you wish to apply for or vary your
participation in the Plan, you do not need to complete a
Participation Notice.
If, at a later date, you decide you do wish to participate,
simply complete the Participation Notice in accordance
with the instructions under Choice 1.
To update your direct credit bank account:
New Zealand registered holders
Go to: https://investorcentre.linkmarketservices.co.nz
You will need your CSN/Holder number and FIN to
complete the investor validation process.
Australian registered holders
Go to: https://investorcentre.linkmarketservices.com.au
You will need your Holder number and Postcode to
complete the investor validation process.
Select the ‘Update Payment Instructions’ from the Payment
& Tax Menu to update your bank account.
You will still receive a dividend statement by mail or email
advising the amount credited. Direct crediting is a more
secure and immediate way of receiving your dividend.
4
Key Features of the Plan
Shares acquired with the net proceeds
of cash dividends
The Plan provides Shareholders with an opportunity to
reinvest the net proceeds of any cash dividends payable
or credited on their Shares, in further Shares. This is a
convenient method of increasing your investment by
acquiring further Shares free of brokerage charges.
Eligibility
Participation in the Plan is optional and is open to all
Shareholders except where Spark New Zealand elects not
to offer participation under the Plan to Shareholders whose
address is outside New Zealand or Australia if Spark New
Zealand considers that to do so would:
(i) risk breaching the laws of places outside New
Zealand or Australia; or
(ii) be unreasonable having regard to the associated
costs of ensuring that the laws of those places are
complied with.
Full or Partial Participation
You may elect to participate in the Plan in respect of all or
part of your Shares. Participation in the Plan applies to all
future dividends on Participating Shares (unless you vary
your level of participation).
Dividend Policy
Details of Spark New Zealand’s dividend policy from time to
time will be available from: investors.sparknz.co.nz
5
Shares at or around market price
Under the Plan, additional Shares acquired in respect of a
cash dividend will be issued at market price as determined
around the time of issue, or (at the Spark New Zealand
Board’s discretion) at a small discount to the market price.
Details of your entitlement
If you elect to participate in the Plan and you have
Participating Shares, details of your total dividend
entitlement and the number of additional Shares issued
or transferred to you under the Plan will be sent to you
promptly after each dividend payment date. Please contact
the Registrar if you need to change your contact details.
Shares rank equally and can be sold
Shares issued under the Plan will rank equally in all respects
with existing Shares and can be sold at any time.
Flexible joining and withdrawal
arrangements
Shareholders can join, vary their participation or withdraw
from the Plan. Notice of joining, variation, or withdrawal
from the Plan received by the Registrar after 5pm (New
Zealand time) on an Election Date will be effective as at the
following Election Date.
6
Guide to Completing
the Participation Notice
Full ParticipationPartial Participation
(including any future
Spark New Zealand
Shares purchased)
(state number of
Spark New Zealand
Shares to participate)
Full Participation
Means that the Terms and Conditions
of the Plan will apply, both now and
in the future, to your total holding of
Shares, unless you vary the number
of participating Shares by providing
notice to the Registrar or you sell
your total shareholding.
Partial Participation
in the Plan
Means that, if you insert a number in the
Partial Participation box in the Participation
Notice, this will be treated as partial
participation for that number of Shares.
This means that the Terms and Conditions
of the Plan will apply, both now and in the
future, only to the number of your Shares
nominated by you on this form, unless you
vary the number of participating Shares by
providing notice to the Registrar or you sell
your total shareholding.
7
Online Participation Notice can be completed
as per below:
New Zealand registered holders
Go to: https://investorcentre.linkmarketservices.co.nz
You will need your CSN/Holder number and FIN to
complete the investor validation process.
Australian registered holders
Go to: https://investorcentre.linkmarketservices.com.au
You will need your Holder number and Postcode to
complete the investor validation process.
Select the ‘Reinvestment Plans’ from the Payment & Tax
Menu to complete your Participation Notice.
8
Terms and Conditions
1. Introduction
Spark New Zealand’s Board has approved the
establishment of the Spark New Zealand Dividend
Reinvestment Plan. The Plan enables Shareholders to
reinvest the net proceeds of cash dividends payable
or credited on all or some of their Shares by acquiring
further fully paid Shares. The terms and conditions of the
Plan (the “Terms and Conditions”) as determined by the
Board are set out below.
Words defined on pages 20 and 21 of this Offer
Document have the same meaning in these
Terms and Conditions.
2. Participation in the Plan
(a) Subject to these Terms and Conditions, Spark New
Zealand offers to all Shareholders the right to elect
to participate in the Plan.
(b) Spark New Zealand may, in its absolute discretion,
elect not to offer participation under the Plan
to Shareholders whose address is outside New
Zealand or Australia if Spark New Zealand
considers that to do so would (i) risk breaching the
laws of places outside New Zealand or Australia;
or (ii) be unreasonable having regard to the
associated costs of ensuring that the laws of those
places are complied with. The Board may, in its sole
discretion, elect to amend the jurisdictions in which
participation is offered under the Plan at any time.
(c) Shareholders who apply to participate in the Plan
and who reside outside New Zealand or Australia
will represent and warrant to Spark New Zealand
that the offer of the Plan and their participation
in it would not breach any laws in their country of
residence.
(d) Any person residing outside New Zealand or
Australia who holds Shares through a New
Zealand or Australian resident nominee should
not allow their nominee to participate in the Plan
if participation in respect of their Shares would be
9
contrary to the laws of their country of residence.
(e) Any person residing outside New Zealand or
Australia who participates in the Plan through a
New Zealand or Australian resident nominee will
be deemed to represent and warrant to Spark
New Zealand that they can lawfully participate
through their nominee.
(f) Spark New Zealand accepts no responsibility
for determining whether a Shareholder is able
to participate in the Plan under laws applicable
outside of New Zealand or Australia.
(g) Additional Shares to be issued to a Shareholder
under the Plan will be issued on the terms set out in
this Offer Document and subject to the same rights
as Shares acquired by all other Shareholders who
participate in the Plan.
(h) Normal cash dividend payments will be paid out
to those Shareholders not participating in the Plan
and on a Participant’s Non-Participating Shares, and
will not be reinvested in further Shares.
(i) Every shareholder eligible to participate in the Plan
shall be given a reasonable opportunity to do so.
3. Participation Notice
(a) Election to participate in the Plan must be made
on the prescribed Participation Notice, in a form
provided by Spark New Zealand from time to time,
or by electronic means specified by Spark New
Zealand from time to time.
(b) If a correctly completed Participation Notice is
received by the Registrar before 5pm (New Zealand
time) on an Election Date, participation in relation
to the net proceeds of cash dividends payable
or credited will commence on that Election Date,
otherwise participation will commence on the
first Election Date after receipt, subject to any
termination of the Plan becoming effective before
then.
(c) A separate Participation Notice must be given by a
Shareholder in respect of each holding of Shares
identified by a separate holder number or CSN.
10
4. Degree of participation
(a) Participation may be either full or partial.
(b) In the case of full participation in the Plan, these
Terms and Conditions will apply to the cash
dividends payable or credited in respect of all the
Participant’s Shares from time to time registered in
the Participant’s name, until such number of Shares
participating in the Plan is varied or participation in
the Plan is terminated in accordance with clause 11
of these Terms and Conditions.
(c) Partial participation applies only to the number
of Shares nominated by the Participant in a
Participation Notice, as varied from time to time
in accordance with clause 11 of these Terms and
Conditions. However, if at the relevant Record Date
the number of Shares held by the Participant is less
than the number of Participating Shares, then the
provisions of the Plan will only apply to such lesser
number of Shares.
(d) If the Participation Notice does not indicate the
degree of participation, it will be deemed to be
an application for full participation provided it is
otherwise correctly completed and signed.
(e) A Participation Notice will not attach to the Shares
in respect of which it has been given but will be
personal to the Shareholder giving it.
(f) Any Shares over which Spark New Zealand has a lien
or charge under the Constitution or otherwise, for a
sum which is presently payable, will not be eligible
to participate in the Plan.
5. Operation of the Plan
(a) By accepting this offer, each Participant directs
Spark New Zealand to apply the net proceeds of
every cash dividend payable or credited on the
Participating Shares held by the Participant on
the relevant dividend’s Record Date as payment
for the Shares to be issued to the Participant, in
accordance with the Plan.
Such direction shall continue until the Participant
or Spark New Zealand terminates the Participant’s
11
participation in the Plan in accordance with these
Terms and Conditions and shall not apply while
Spark New Zealand suspends the Plan.
Notice of termination of, or variation in,
participation in the Plan must be received prior to
5pm on the relevant Election Date (New Zealand
time) to be effective for a particular dividend.
The number of Shares to be issued to the
Participant in each case will be determined in
accordance with clause 7 of these Terms and
Conditions.
(b) The Board will, on the day that a Participant would
have otherwise received the net proceeds of cash
dividends on Participating Shares, either issue new
Shares or arrange the transfer of existing Shares to
the Participant in accordance with clause 7 of these
Terms and Conditions
(c) Additional Shares issued or transferred to the
Participant under the Plan will, from the date of
allotment, rank equally in all respects with all other
fully paid Shares.
(d) Additional Shares acquired by the Participant under
the Plan will be registered on the register where the
Participant already holds Shares.
6. Compliance with laws, listing rules
and Constitution
(a) The Plan will not operate in relation to a dividend
to the extent that the allotment, issue or transfer
of additional Shares under the Plan would breach
any applicable law, the listing rules of any stock
exchange on which Shares are listed, or any
provision of the Constitution.
(b) If and to the extent that the Plan does not operate
for such reason in respect of a Participant’s
Participating Shares, the relevant dividend on
Participating Shares will, until such time as the
issue is resolved, be paid or distributed in the
same manner as in respect of Shares which are
not Participating Shares.
12
7. Additional Share entitlement
(a) General: the number of Shares to be issued under
the Plan as fully paid to a Participant in a return for a
cash dividend will be:
(i) based on the net amount of the dividend the
shareholder would have otherwise received;
(ii) and calculated on the basis that the issue price
of the Additional Shares will be the market
price as determined in accordance with the
formula set out below less a discount (if any)
at the discretion of the Board.
(b) The number of Shares to be issued under the
Plan as fully paid to a Participant in return for a
cash dividend will be calculated in accordance
with the following formula:
N =
PS x D + B
P
Where:
N is the number of additional Shares which the
Participant will receive;
PS is the number of Participating Shares;
D is the net proceeds per Share from Spark New
Zealand (expressed in cents and decimals of cents,
including any supplementary dividends in respect
of Participating Shares payable to non-resident
Shareholders but excluding any tax credits and
after deduction of any withholding or other taxes,
if any) of cash dividends paid or credited on that
Share and which would otherwise have been paid
to a Shareholder in cash if the Shareholder had not
elected to participate in the Plan; and
B is the amount, if any, held to the order of the
Participant under the Plan in accordance with
paragraph 7(f) below as a result of rounding Share
entitlements when the Plan last operated;
P is the volume weighted average sale price
(expressed in cents and decimals of cents) for
a Share, calculated on all price setting trades
of Shares which took place through the NZX
13
Main Board over a period of five Business Days
commencing on the Ex Date (less a discount (if any)
at the discretion of the Board, as contemplated by
paragraph 13(a)(i) of these Terms and Conditions).
(c) If no sales of Shares occur during such period
then the volume weighted average sale price will
be deemed to be the sale price for a Share on the
first price setting trade of Shares on the NZX Main
Board which takes place after such period.
(d) Any volume weighted average sale price so
determined may be reasonably adjusted by the
Board to allow for any bonus or dividend or other
distribution expectation. If, in the opinion of the
Board, any exceptional or unusual circumstances
have artificially affected the volume weighted
average sale price so determined, the Board may
make such adjustments to that sale price as it
considers reasonable.
(e) Where the number calculated in accordance with
the preceding provisions is not a whole number,
then the number of Shares a Participant receives
will be rounded down to the nearest whole
number of Shares.
(f) Any net proceeds per Share as described in the
definition of “D” in clause 7(b) above which are
not applied to acquire a part of a Share because
of clause 7(e) above shall be held to the order of
the Participant and applied under the Plan on the
Participant’s behalf the next time the Plan operates.
Should the Participant:
(i) terminate his or her participation in the Plan, under
clause 11(a)(ii) of these Terms and Conditions; or
(ii) cease to be a Shareholder of Spark New
Zealand,any amount, which at the time is held to
the order of the Participant under this clause 7(f),
shall be forfeited.
8. Statements to Participants
Spark New Zealand will send to each Participant,
promptly after each dividend payment date, a statement
detailing in respect of that Participant:
14
(a) the number of Participating Shares as at the
relevant Record Date;
(b) the amount of cash dividend reinvested in respect
of Participating Shares and the amount of dividend
paid in cash on the Non-Participating Shares
(if applicable);
(c) the amount of any taxation deduction made;
(d) the number of Shares the Participant has received
under the Plan and the per unit issue price;
(e) advice as to the amount of any taxation credits;
(f) advice as to the amount held to the order of the
Participant under the Plan under clause 7(f); and
(g) such other matters required by law with respect to
dividends and/or reinvestment.
Participants should contact the Registrar if they need to
change their contact details.
9. No brokerage or commission costs
to Participants
No brokerage or commission costs will be payable by
Participants in respect of the Shares they receive
under the Plan.
10. Source of additional Shares
Additional Shares to be acquired by Participants under
the Plan may, at the Board’s discretion, be:
(a) new Shares issued by Spark New Zealand; or
(b) existing Shares acquired by Spark New Zealand
or its nominee or agent and transferred to
Participants; or
(c) any combination of (a) and (b) above.
11. Variation or termination
of participation
(a) A Participant may, at any time, by giving notice
to the Registrar:
(i) increase or decrease the number of
Participating Shares participating in the Plan; or
15
(ii) terminate participation in the Plan.
(b) Such alteration or termination will take effect
immediately upon receipt by the Registrar of the
notice, provided that any notice received after 5pm
(New Zealand time) on an Election Date will take
effect on the day following such dividend
payment date.
(c) If a Participant dies, receipt by the Registrar of a
notice of death in a form acceptable to Spark New
Zealand will be treated as notice under clause 11(a)
(ii) of these Terms and Conditions. Death of one
of two or more joint holders will not automatically
terminate participation.
12. Reduction or termination of
participation where no notice given
(a) Where a Participant with partial participation
disposes of part of his or her holding of Shares
then, unless the Participant advises the Registrar
otherwise:
(i) the Shares disposed of will be deemed to be
the Participant’s Non-Participating Shares;
except
(ii) if the number of Shares disposed of is more
than the number of the Participant’s Non-
Participating Shares, the balance will be
attributed to Participating Shares.
(b) If a Participant with full participation disposes
of part of their holding of Shares without giving
the Registrar written notice terminating their
participation in the Plan, the Participant will be
deemed to have terminated their participation in
the Plan with respect to the Shares disposed of
by them from the date that Spark New Zealand
registers a transfer of those Shares.
(c) If a Participant disposes of all of their holding of Shares
and ceases to be a Shareholder without giving the
Registrar written notice terminating their participation in
the Plan, the Participant will deemed to have terminated
participation in the Plan from the date that Spark New
Zealand registers a transfer of those Shares.
16
13. The Board’s discretion on
termination, suspension
and modification
(a) In addition to any other clauses in these Terms and
Conditions granting the Board discretion, the Board
may also in its sole discretion resolve:
(i) that the price at which additional Shares are
to be issued under the Plan shall contain a
discount to market price;
(ii) that participation in the Plan will not apply to
the whole or a part of the net proceeds of any
cash dividend and that the applicable part will
be paid out in cash and not be reinvested;
(iii) that a Participation Notice will cease to be
of any effect;
(iv) that the terms and conditions of the Plan be
modified, suspended or terminated;
(v) in the event of the subdivision, consolidation
or reclassification of Shares into one or more
new classes of Shares, that a Participation
Notice will be deemed to be a Participation
Notice in respect of the Shares as subdivided,
consolidated or reclassified unless such
Participation Notice is subsequently changed
or withdrawn by the Participants; and
(vi) that the Plan may be underwritten on such
terms as agreed between Spark New Zealand
and an underwriter.
(b) If the Plan is modified under clause 13(a)(iv) then
a Participation Notice will be deemed to be a
Participation Notice under the Plan as modified
unless such Participation Notice is subsequently
changed or withdrawn by the Participant.
(c) Notice of any modification, suspension or
termination by Spark New Zealand under clause
13(a) (iv) will be given to all Participants.
(d) However, no such modification or termination by
Spark New Zealand under clause 13(a)(iv) will be
made during the period commencing on a date
17
21 days before a Record Date for the purposes of
determining entitlement to a dividend and ending
on the date of payment of that dividend.
(e) Notwithstanding clauses 13(c) and (d), Spark
New Zealand may at any time, without the need of
any notice:
(i) modify or terminate the Plan to comply with
any applicable law, the listing rules of any stock
exchange on which Shares are listed, or any
provision of the Constitution; and
(ii) make minor amendments to the Plan where
such amendments are of an administrative or
procedural nature.
14. Stock Exchange Listing
Spark New Zealand will apply for Shares which may be
issued under the Plan to be quoted on the NZX Main
Board and the Australian Securities Exchange promptly
after they have been issued. NZX and ASX accept no
responsibility for any statement in this Offer Document.
15. No inside information
At the time the price for the Shares is set under clause
7 of these Terms and Conditions, Spark New Zealand
will ensure that it has no information that is not publicly
available that would, or would be likely to, have a
material adverse effect on the realisable price of the
Shares if the information were publicly available.
16. Taxation
The taxation consequences for each Shareholder should
they elect to participate in the Plan will differ depending
upon their particular circumstances. Accordingly, each
Shareholder should consult their own tax adviser as to
the taxation implications of the Plan. Spark New Zealand
does not accept any responsibility for the financial or
taxation effects of a Shareholder’s participation or
non-participation in the Plan.
18
17. Information for Australian
Shareholders
(a) The offer of Shares under the Plan does not
require disclosure for the purposes of section
708 of the Corporations Act 2001 (Cth).
Accordingly, this Offer Document will not
be lodged with the Australian Securities and
Investments Commission.
(b) Australian resident Shareholders should note that
Spark New Zealand is not licensed to provide
financial product advice in relation to the Shares
offered under the Plan. There is no cooling-off
regime that applies in respect of the issue of
Shares under the Plan. This Offer Document does
not take into account your personal objectives,
financial situation or needs. You should consider
obtaining your own financial product advice in
relation to the proposed offer from an independent
person who is licensed by Australian Securities and
Investments Commission to give such advice.
18. Governing Law
The Plan and its operation and these Terms and
Conditions will be governed by the laws of
New Zealand.
19. Available information
Copies of Spark New Zealand’s most recent Annual
Report, financial statements and auditor’s report are
available online at: investors. sparknz.co.nz.
A hard copy is also available free of charge on
request from:
Spark New Zealand Limited Spark City
167 Victoria Street West,
Auckland 1142, New Zealand
FAX: 09 303 3430
EMAIL: investor-info@spark.co.nz
WEBSITE: investors.sparknz.co.nz
19
20. Registrar’s address
The contact details of the Registrar are as follows:
Registrar in New Zealand
Link Market Services Limited,
PO Box 91976, Auckland 1142
Level 11, Deloitte Centre, 80 Queen Street,
Auckland 1010, New Zealand
PHONE: 09 375 5998
FAX: 09 375 5990
EMAIL: enquiries@linkmarketservices.co.nz
NZ CALL FREE: 0800 737 100
WEBSITE: www.linkmarketservices.co.nz
Registrar in Australia
Link Market Services Limited,
Locked Bag A14, Sydney South NSW 1235
Level 12, 680 George Street, Sydney NSW 2000
PHONE: +61 2 8280 7100
FAX: +61 2 9287 0303
EMAIL: registrars@linkmarketservices.com.au
AUS CALL FREE: 1300 554 474
WEBSITE: www.linkmarketservices.com.au
20
Definitions
The following words have these meanings in this Offer
Document:
ASX: ASX Limited.
Australian Securities Exchange: The equity security market
operated by ASX.
Board: Spark New Zealand’s Board of Directors.
Business Day: A day on which the NZX Main Board and
the Australian Securities Exchange are open for trading.
Constitution: Spark New Zealand’s constitution.
Election Date: The first Business Day following a Record
Date, or such later date as may be set by the Board and
advised to NZX and ASX.
Ex Date: The first Business Day before the relevant Record
Date, unless NZX determines otherwise.
issue: In the case of existing Shares, includes transfer
where the context requires.
Non-Participating Share: A Share registered in the name
of a Participant, the dividends on which are not subject to
the Plan, and in respect of a particular Election Date, the
Non- Participating Shares that are not participating in the
Plan on that date.
NZX: NZX Limited.
NZX Main Board: The main board equity security market
operated by NZX.
Participant: Any eligible holder of Shares who has
completed (and has not withdrawn) a Participation Notice
which has been accepted by the Board.
Participating Share: A Share registered in the name of a
Participant, the net proceeds of cash dividends on which
are subject to the Plan, and in respect of a particular
Election Date, the Participating Shares participating in the
Plan on that date.
Participation Notice: The Participation Notice for the Plan
as approved by Spark New Zealand.
Plan: The Spark New Zealand Dividend Reinvestment Plan
established by the Board pursuant to the Constitution on
the terms and conditions set out in this Offer Document,
as amended from time to time.
21
Record Date: The date and time fixed by the Board for
determining entitlement to the relevant dividend.
Registrar: Link Market Services Limited.
Shares: Ordinary Shares in Spark New Zealand.
Shareholders: Holders of Shares.
Spark New Zealand: Spark New Zealand Limited.
22
investors.sparknz.co.nz
ARBN 050 611 277
SPA5755
---
Dividend
Reinvestment
Plan
Do not complete this form if you wish to continue to receive in cash all dividends declared.
Participation Notice to reinvest your dividend.
A Dividend Reinvestment Plan operates for your Spark New Zealand Shares.
If you wish to reinvest all or part of the net proceeds of your cash dividends, simply complete this form, and return it in the post-paid
envelope provided.
If you already participate in the Plan and wish to vary your participation, then you will need to complete and return this form.
(including any future
Spark New Zealand
Shares purchased)
(state number of
Spark New Zealand
Shares to participate
I/We acknowledge receipt of a copy of the Offer Document.
I/We agree to be bound by the Terms and Conditions of the Dividend Reinvestment Plan set out in the Offer Document dated 25 August 2020.
I/We hereby direct that the net proceeds of all cash dividends I am/we are entitled to be paid or credited in respect of my/our
Participating Shares be applied toward the purchase of additional Spark New Zealand Shares in accordance with the Plan.
I/We warrant that if at any time I/we reside outside New Zealand or Australia and accept or continue to participate in the Plan, the offer of
the Plan and my/our participation in it does not breach any laws in my/our country of residence.
Name(s)
Shareholder number
Address
Email
Signature of Shareholder(s)
Date Daytime phone number
This notice may be returned at any time to the Share Registrar. This Participation Notice must be received
prior to 5pm on the relevant Election Date (New Zealand time) to be effective for a particular dividend.
Link Market Services Limited, PO Box 91976, Auckland 1142, New Zealand
Link Market Services Limited, Locked Bag A14, Sydney South NSW 1235, Australia
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.