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Sky Announces 2020 Full Year Result

Full Year Results9 September 2020SKTCommunication Services

Sky New Zealand
PO Box 9059

Newmarket

Auckland 1149

New Zealand


10 Panorama Road

Mt Wellington

Auckland 1060

New Zealand


T. +64 9 579 9999


sky.co.nz





10 September 2020


Sky confirms FY20 results, enters new year in strong financial position

Sky Network Television Limited (SKT) delivered results for the twelve months ended 30 June 2020

(excluding non-cash impairment of goodwill) that were in line with guidance, with revenue towards

the upper end of the guidance range. The results reflect strong performance through the year,

sound navigation of COVID-19 challenges, and provide a positive start to FY21.

Key points:

• Revenue of $747.6m with 35% increase in streaming revenue

• Reported loss after tax of $156.8m including non-cash impairment of goodwill of $177.5m

• Operating profit before impairment of $44.9m

• Net cash from operating and investing activities of $82.7m

• Outlook

1

provided for FY21 of Revenue in the range of $660m - $700m; EBITDA of $125m -

$140m; NPAT of $10m - $20m, reflecting improved trading conditions driven by the faster than

expected return of sport

• Strong financial position to navigate any further COVID-19 uncertainty and deliver on strategy in

FY21 and beyond


The 2020 financial year began well for Sky with a new leadership team, refreshed strategy and

the signing of key sports rights providing clear direction and renewed purpose. In particular, the

decision to accelerate our focus on streaming while improving our service to satellite customers

saw Sky continue to achieve subscriber growth, both organically and through acquisitions that

have created further positive momentum across the business.


The onset of the COVID-19 pandemic during the second half of the year saw Sky swiftly adapt its

business operations to deal with the immediate and ongoing implications of gathering and border

restrictions. These actions ensured the business was well positioned to operate as an essential

service as we worked to minimise the impact on customers, staff and Sky’s financial performance,

while also strengthening our funding position for the longer term.


As such, the reported results (before non-cash write-down of goodwill) for the financial year are

in line with our expectations after confronting the impacts of COVID-19. They include revenue of

$747.6 million, at the upper end of FY20 guidance provided on 21 May 2020 (being revenue in

the range of $730m - $750m).



1

Subject to no adverse change in operating conditions, including future economic impacts flowing

from COVID-19.




As noted in the investor presentation released on 21 May 2020, Sky has continued to review the

assumptions underlying the carrying value of goodwill during the balance of the reporting period.

The Board is required to assess the fair value of intangible assets at each reporting period and has

decided to recognise a further $177.5 million impairment of goodwill. The Board’s decision

reflects the ongoing uncertainty of the impacts of COVID-19 on Sky, supported by an independent

valuation undertaken subsequent to its 21 May 2020 disclosure, and with reference to the

current market share price.


COVID-19 response

We were pleased with the strong engagement and viewership levels recorded for our satellite

and streaming services during the lockdown period when access to news, shows, documentaries,

movies, e-sports and archive sport content was able to keep customers informed and

entertained.


Proactive steps taken by Sky to minimise customer ‘spin-down’ from sport packages during the

COVID-19 lockdown proved very effective. Complimentary upgrades were well received by

customers, with only 8% of sport satellite customers downgrading their packages as a result. The

return of premium live sport starting in May 2020 demonstrated the importance of sport to New

Zealanders as the majority who downgraded sport packages renewed their subscriptions in the

final five weeks of FY20. Sky Sport Now delivered double digit growth in May and June.


Commercial customers were heavily impacted by COVID-19 restrictions and in recognition of the

long-term relationships held with many of these customers, Sky successfully supported them with

a range of discounts and payment holidays. A relaxing of gathering and domestic travel

restrictions, and the faster than anticipated return of sport, saw a return to normal billing for

licensed customers from July. We moved quickly to further support commercial customers in the

Auckland region impacted in August by Level 3 restrictions.


We continue to work constructively with key sport partners, and negotiations around COVID-

impacted sports payments for the 2020 sports calendar have been completed satisfactorily. The

details are commercial and confidential and reflect the faster return of live sport to our screens

and devices. This was in the best interests of all parties and greatly appreciated by sports fans.


Continued progress in delivering on refreshed strategy

Sky continued to grow customer numbers, achieving a record year end total of 990,000, down

slightly from a lockdown peak of 1 million announced in May but ahead of expectations. This

included an impressive increase of 153% in streaming customers to 404,000

2

by year end,

including customers acquired through the Lightbox and RugbyPass acquisitions, up from 160,000

in the previous year.


Throughout FY20 we maintained our focus on streaming while super-serving our satellite

customers. We successfully launched Sky Sport Now in August 2019 with 12 dedicated HD

streamed sport channels and in February 2020 we completed the acquisition of Lightbox,

strengthening Sky’s position as the leading local provider of paid entertainment streaming


2

Streaming customers include Lightbox bundled wholesale subscribers. These subscribers account for

approximately 52% of total entertainment streaming customers as at 30 June 2020.




services. The successful launch of our new Neon platform on 7 July 2020 combines the best of

both Lightbox and Neon products into one compelling offering with enhanced features and an

extensive range of high-quality content delivered at a competitive price point.


At the same time, new initiatives saw a meaningful rise in satellite customer retention rates, as

net customer loss reduced to 5.5% from 6.4% in the previous year, and we achieved net growth

in the final month of the year. Our Sky Go companion app is highly valued by our satellite

customers to deliver a complementary streaming option for viewing their content on the go, and

we plan to launch our enhanced Sky Go product in the second half of FY21. In addition, the

recently announced confirmation of a new satellite agreement with Optus further demonstrates

our commitment to this important and loyal customer base whilst also delivering increased

functionality, flexibility and overall reduced cost.


Sky’s acquisition of RugbyPass in August 2019 expanded our reach into the global rugby market

and opened up new avenues for future growth. While the current uncertainty surrounding the

availability of international rugby has slowed progress in our RugbyPass streaming business, we

have been delighted to be able to work in partnership with SANZAAR and NZ Rugby to bring

Super Rugby Aotearoa to a global audience in 60 countries. Continuing strong demand across all

RugbyPass platforms indicates ongoing audience appetite, with over 3 million unique views and

over 16 million hits on social media during April 2020, up 54% and 60% respectively on the prior

year. Our immediate focus has been to quickly pivot to a lower cost model to capture

opportunities, and whilst uncertainty remains, we continue to see potential for future growth.

Looking to FY21, Sky announced its intention to enter the broadband market. We see more and

more customers watching content over broadband on the device of their choice, and it makes

sense for us to ensure that our customers can view their great content over a broadband service

that is built for entertainment and delivers the same high quality experience that our satellite

customers receive. It also enables us to deepen our customer relationships and offer customers

even more value from their Sky bundle. A number of Sky staff are already using Sky’s broadband

service and it will be extended to a trial group of customers before Christmas, followed by a full

launch in 2021.

Organisational changes complete; continuing focus on costs

Changes to work practices necessitated through the Level 3 and 4 lockdowns were handled well

by the Sky team, which quickly moved to working from home arrangements. The transition

provided an opportunity to accelerate a number of transformation initiatives such as digitising a

range of support services that will deliver ongoing efficiencies. Our transition to a modern,

customer-led multi-media business has involved reorienting our focus and becoming a leaner,

more responsive and collaborative organisation. The major changes are now completed and have

involved a reduction in staff numbers of 18% over the past year with new structures now

embedded and delivering ongoing net annual cost savings of approximately $10 million from

FY21.


Our sharp focus on costs will remain a strong theme for our business in FY21 as we lock in the

gains made during FY20 and continue to innovate and transition to a lighter capital model. The

sale of OSB in early FY21 is further evidence of management’s focus on allocating capital

efficiently with this decision alone leading to a reduction in future capital investment of around

$50 million over the next few years. The faster-than-expected return of sport is likely to have an




impact on operating expenses, however the second half of FY20 has demonstrated Sky’s ability to

flex our cost profile in line with revenue.


Outlook

At the time of the capital raise, Sky provided a view on FY21 performance which was based on

expectations regarding the gradual return of live sport in the first half of FY21 before a full return

in H2 FY21. The faster return of sport than envisaged in this scenario will lead to higher revenues

and commensurate increases in programming and production costs as signalled at the time.

Whilst there is continuing uncertainty and we remain cautious, based on management’s current

assumptions regarding the sporting calendar, Sky expects to deliver results for the year ending 30

June 2021 as follows:


$m FY21 scenario Revised FY21 Outlook

3


Revenue 610 – 640 660 – 700

EBITDA 100 – 130 125 – 140

NPAT 5 – 15 10 – 20

CAPEX 40 – 50 45 – 55


The prudent steps taken in the renegotiation of our banking facilities and strengthening the

balance sheet through raising capital see us entering FY21 in a strong financial position, however

we recognise that the ongoing uncertainty caused by the COVID-19 situation is likely to remain

for some time.


The Board has therefore determined that no final dividend will be payable for the FY20 period.

The Board currently intends to reinvest available free cash flow during FY21 and will re-evaluate

the commencement of dividends following the completion of that period.


The Board and Executive team are confident in Sky’s ability to navigate the ongoing impact of

COVID-19 and to deliver on the refreshed growth strategy.


ENDS


Sky will host a webcast and conference call briefing to discuss the results at 10.00am NZST on

Thursday 10 September 2020. Details on how to participate are as follows:

• Live via video webcast (please note registration is required beforehand):

https://globalmeet.webcasts.com/starthere.jsp?ei=1352190&tp_key=b5faa4164a


• Live via teleconference (for audio only and those who would like to ask questions):

Please join the event conference 5-10 minutes prior to the start time using the Participant

Passcode 778845.

Have the conference call you:

With ‘click to join’, there is no need to dial-in. Simply click the link below and enter your information

to be connected. Note: the link becomes active 15 minutes prior to the scheduled start time.


3

Subject to no adverse change in operating conditions, including future economic impacts flowing from

COVID-19.




https://events.globalmeet.com/Public/ClickToJoin/ZW5jPUU2SFI4S2hvSUNDZWlDMU9Hb1VNWE5za

Hl1NW5jVGVodEtGUTJ0WFZJNjQvd0pnbkdwcFRwdz09

Or to dial in:

‘Click to join’ is the easiest way to join the conference. As an alternative, you can join by dialling one

of the access numbers below.

Participant Passcode: 778845



Authorised for release by the Board of Sky Network Television Limited.

For investor enquiries, please contact: For media enquiries, please contact:

Blair Woodbury Chris Major

Chief Financial Officer Director of External Affairs

P: +64 9 579 9999 P: +64 29 917 6127

E:

blair.woodbury@sky.co.nz E: chris.major@sky.co.nz


LocationPhone TypePhone Number

AustraliaTollfree/Freephone1 800 590 693

Australia , MelbourneLocal+61 (0)3 8317 0929

Hong KongTollfree/Freephone800 961 113

Hong Kong , Hong KongLocal+852 3008 1529

New ZealandTollfree/Freephone0800 423 972

New Zealand , AucklandLocal+64 (0)9 9133 624

SingaporeTollfree/Freephone800 186 5106

Singapore , SingaporeLocal+65 6320 9041

United KingdomTollfree/Freephone0800 358 6374

United Kingdom , LocalLocal+44 (0)330 336 9104

United States/CanadaTollfree/Freephone800-289-0459

---

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


Results for announcement to the market

Name of issuer Sky Network Television Limited

Reporting Period 12 months to 30 June 2020

Previous Reporting Period 12 months to 30 June 2019

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$747,646 6.0% decrease

Total Revenue $747,646 6.0% decrease

Net profit/(loss) from

continuing operations

$(156,772) 74.2% decrease

Total net profit/(loss) $(156,979) 74.2% decrease

Final Dividend

Amount per Quoted Equity

Security

Nil final dividend

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date Not Applicable

Dividend Payment Date Not Applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.029 $(0.246)

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

The adjusted net profit of $41.0 million, adjusted for the impact

of the $177.5 million goodwill impairment charge, $25.0 million

of other non-recurring costs and $3.2m of content write-offs is a

decrease of 57.9% over the $97.4 million adjusted net profit

reported in the previous year. For further explanation refer the

financial commentary and audited financial statements attached.


Authority for this announcement

Name of person


authorised

to make this announcement

Blair Woodbury

Contact person for this

announcement

Blair Woodbury

Contact phone number 027 250 0966

Contact email address Blair.Woodbury@sky.co.nz

Date of release through MAP


10/09/2020


Audited financial statements accompany this announcement.

---

SKY NETWORK TELEVISION LIMITED
2020 Annual Report

Contents
Chairman’s Update 2

CEO Update and Q+A 4

At a Glance 8

Summary of Strategic Priorities 10

Our Customers 12

Our Content 14

Our Products 20

Our People 24

Our Community 26

Our Board of Directors 28

Financials 30

Other Information 93

Sky / 2020 Annual Report
1

This Annual Report is dated 10 September 2020 and is signed for and on behalf of the Board of Directors by:

Martin Stewart

Director and Chief Executive

Philip Bowman

Director and Chairman

Welcome to our Annual Report for the
2020 financial year. To our long-standing

shareholders, thank you for your continued

support in 2020, and in particular to those

who participated in the capital raise.

We also recognise and thank those who

have chosen to become new investors in

Sky during this year.

Chairman’s Update

2

Sky is a business in transformation,
positioning itself for future growth.

Whilst few of us could have predicted

the disruption that was to follow with

COVID-19, the Sky team responded

professionally during the initial

lockdown period and subsequent

restrictions. As an essential

service we continued to support

our customers throughout, always

with a strong focus on the safety

and wellbeing of staff, customers

and other stakeholders. Working

during Level 4 lock-down provided

an enforced catalyst to challenge

many of our processes and we have

been able to embed many of the

lessons as permanent improvements

in the way that we will operate going

forward. On behalf of the Board, I

thank Martin, the leadership team

and all Sky staff for their work and

commitment in a challenging year.

I noted in my letter in the Interim

Report in February that delivering

on Sky’s strategy would require a

strengthened capital structure. Faced

with the additional challenge of the

COVID-19 pandemic, the Board moved

decisively with a capital raise. With net

cash on the balance sheet Sky is now in

a much stronger position to navigate

any further headwinds from the virus

whilst continuing to implement the

refreshed growth strategy. As we

foreshadowed at the time of the

capital raise, further review of the

assumptions underlying the carrying

value of goodwill has been undertaken.

The Board is required to assess the

fair value of intangible assets at

each reporting date. The decision to

make a further non-cash write down

of goodwill reflects the combination

of heightened uncertainties over key

business drivers arising from COVID-19

and the current share price, supported

by an independent valuation.

Successfully delivering a compelling

broadband proposition for Sky

customers is a key priority, as is

delivering our ongoing technology

innovation programme, where we

seek to enhance the experience

of customers at every stage of

their interaction with Sky.

For three decades Sky has played

a vital role in the sport ecosystem

of New Zealand supporting an

increasing number of the codes,

whilst bringing content with great

production values to Kiwis across

the country. New Zealand is not a

large market by world standards

and bearing in mind that there are

limits to the amount that customers

are prepared to pay for content,

particularly in uncertain economic

times, we recognise the careful

balance required between meeting

the expansion appetite of sport codes,

sustaining our sport partnerships

and prudently managing costs

to ensure shareholder returns.

As part of the process of refreshing

the composition of the Board, it

was good to welcome Joan Withers

and Keith Smith to the Sky Board

in September 2019 and April of

this year respectively. Both have

already made a positive impact

and I look forward to their ongoing

contribution. Susan Paterson has

announced her intention to retire

from the Sky Board in October; her

contribution will be missed, and I

would like to recognise and thank

Susan for her service and contribution

to Sky over the last five years.

Thank you again for your investment

in and support for Sky. I look forward

to speaking with you at the Annual

General Meeting in October.

Philip Bowman

INDEPENDENT CHAIRMAN

The Annual Report provides an opportunity to look across

the past 12 months, stepping back from the inevitable focus

since March 2020 on mitigating the local and global impacts

of COVID-19 on all aspects of the Sky business. Despite what

are arguably the most uncertain times for many decades, Sky

continued to make good progress in executing on its strategy,

and delivering against the milestones endorsed by the Board.

Highlights include:

Satellite

We have continued our

improvement of satellite customer

retention and achieved net

growth in satellite customers

in the final month of FY20.

We renewed our contract with

satellite provider Optus which will

deliver a better technical solution

with lower pricing and greater

contractual flexibility to ensure

we can optimise capacity and

cost into the future. This renewed

arrangement positions Sky to

continue to serve our core base

of satellite customers with the

reliable delivery mechanism that

for many Kiwis remains the chosen

way to receive our great content.

Streaming

We have delivered significant

growth in the number of streaming

customers. Our purchase of

Lightbox and the subsequent

merging of this service with

our Neon streaming product

has progressed ahead of our

expectations, and we are now

positioned as the most popular

locally-owned subscription

video on demand (SVOD)

service in New Zealand.

Broadband

We announced Sky’s intention to

enter the broadband market to

broaden customer relationships

and add significant additional

value to them. We look forward

to revealing full details of a

broadband proposition that

will be differentiated on

quality, service and price.

Sky / 2020 Annual Report

3

We are living in extraordinary times.
As we reflect on the past year for

Sky it is inevitable that we are

drawn to the last few months of

COVID-19 and what it has meant

for our business, our people, our

partners and our investors.

CEO Update and Q+A

4

I am immensely
proud of the way

the Sky team

responded to the

COVID-19 challenge,

staying focused on

meeting the needs

of our customers

and continuing

to deliver on our

strategy. Here

are some of my

personal highlights

from the last few

months:

• The superb engagement from customers during

the lockdown period, with strong viewership and

positive feedback, including a pleasing improvement

in NPS. It was a reminder of the special role that

Sky plays in the lives of our customers, entertaining,

informing and inspiring with our great content.

• The ‘can do’ approach of our people, who pivoted to

working from home in less than 48 hours, embraced

the Zoom culture, and took a mature approach to

the restructuring that we had to undertake.

• The engagement with our sport partners, who worked

constructively with us to deliver interesting content

when live sport was temporarily on hold. We successfully

negotiated rights fees for the lost season, recognising

these are difficult times for everyone and trying to

reach solutions that were fair for all. We are now

working closely with all of our sport partners to continue

to deliver great content in the coming months.

• We appreciated the swift support of our entertainment

studio partners to help secure additional value

for our affected sport package customers.

• Hearing that our ‘Streaking Baby’ (Life Needs

More Sport) ad was chosen as New Zealand’s

favourite ad. It’s great to make people smile.

• The successful launch of new Neon, which merged the

best of Lightbox and Neon into one superb streaming

service that has quickly become the most popular

locally-owned Subscription Video-On-Demand (SVOD)

service – nicely timed for our customers to have great

content to binge on while ‘staying in’ is the new reality.

• The feedback from our commercial customers when we

let them know that we were discounting and often fully

pausing their payments while COVID-19 restrictions were in

place. Our customers in the hospitality and accommodation

industry have been particularly hard hit and we have

done our best to support them through this time.

• I look forward to speaking with you at the

Annual General Meeting in October.

Q+A on next page

Sky / 2020 Annual Report

5

What are the main aspects of Sky’s strategy?
Let’s start with our goal, which is to connect our customers

with the sport and entertainment content they love, in ways

that work for them. We do that by securing the rights that

matter, delivering it across all platforms and devices, using

customer insights to drive our decisions, and innovating in the

digital space to meet current and future customer needs.

As a modern multi-media company that means delivering across the

four pillars of Satellite, Streaming, Broadband and RugbyPass.

Why is broadband so important?

There’s the obvious adjacency as a mechanism for high quality delivery of

our streaming and Video-On-Demand services. But it’s much more than

that. Offering a great broadband experience, differentiated on service,

price and quality, means we can deepen our customer relationships and

offer them much more value from their Sky bundle. We’re getting great

feedback from customers about what they want to see from us, with a

significant number of our satellite customers indicating they would buy

broadband from Sky based on our customer service reputation alone.

When is Sky Broadband coming?

Sky Broadband is already a reality, with successful in-home trials

underway with Sky staff. The next phase of testing involves

offering Sky Broadband to a group of customers to enjoy and

provide feedback on, and we remain focused on a FY21 launch.

What changes have you made internally?

Our transformation initiatives are designed to build a leaner, more

responsive and collaborative business. Clearly there is a cost-out

focus, with an 18% reduction in staff and ongoing emphasis on cost

control. But the main goal is to become a modern, digital, consumer-

led multi-media business, and we are well positioned to deliver it.

One of the positive things that emerged from the COVID-19 restrictions

was how well our people were able to work remotely. As a result

we are implementing a new hybrid flexible working model, with a

‘work anywhere’ ethos. Many of our people are keen to embrace it,

and it also means we can look to reduce our property footprint.

You talk about being customer-focused, but

how do you really know what customers want?

In the last year we have made significant progress with data and

insights, including creating a great initiative called Sky Nation

with over 20,000 highly engaged customers giving us regular

feedback on their Sky experience and what they want from us.

Our new ‘big data’ partnerships with specialists like Dot Loves

Data enable us to marry Sky viewing data with external data

sources to provide deeper insights, and our new sport viewing and

analytics platform enables deeper analysis of what sport fans

are watching and how they are watching. We continue to expand

our insights capability, and it’s a valuable resource for Sky and

our partners to become even more customer focused.

A key part of being

able to continue to

deliver and perform

was ensuring we

were in a strong

financial position, and

we are grateful for

the support of our

investors in raising

equity. It means we

have entered the 2021

financial year with a

strong cash position

and the ability to

implement key aspects

of our strategy.

6

What’s happening with sport in 2020 and 2021?
We’re having positive discussions with all of our sport partners,

and there’s a real commitment to delivering compelling sport

competitions for fans. It’s almost certainly going to be different

from what customers are used to, and some of the COVID-19

restrictions mean we’ll have to keep flexible, but it also means

there’s a great opportunity to try new things and innovate.

What’s happening with RugbyPass?

We bought RugbyPass in August 2019 to expand our reach into

the global rugby market and to open up new avenues for future

growth. While the current uncertainty surrounding the availability of

international rugby has slowed progress in the streaming business,

it’s been great to work in partnership with NZ Rugby and SANZAAR

to bring Super Rugby Aotearoa to audiences outside of New Zealand

through RugbyPass. Continuing strong demand across all RugbyPass

content platforms, with over three million unique views in April, up 54%

on the prior year, indicates ongoing audience appetite. Our immediate

focus has been to quickly pivot to a lower cost model to capture

opportunities, and we continue to see potential for future growth.

How are you feeling about entertainment

content and the threat of big studios

going direct to consumer?

One of the positive things that came out of the COVID-19 lockdown

was the reinforcement of the ‘power of the bundle’. Our customers

embraced all aspects of our entertainment content, and even with

the temporary paucity of live sport only 8% of our satellite sport

customers changed their subscriptions. We were able to keep our

loyal customers entertained and engaged because of the deep

range of great content we have available. So yes, we absolutely

acknowledge that trends are shifting, including towards direct-

to-consumer in some markets, but we believe our global partners

continue to see the value of using Sky to reach their New Zealand

fans and the value of our bundle and strong customer relationships.

We also offer the unique ability to deliver their content across

satellite, streaming and free-to-air, and the ability to bundle their

apps with our existing offers and upcoming broadband service.

We feel ready for FY21. On behalf of the team here at Sky,

I would like to thank you for your ongoing support.

Martin Stewart

CHIEF EXECUTIVE

Sky / 2020 Annual Report

7

FY20 Highlights
An incredible range of content in New Zealand

Delivering great content in all the ways our customers want

70+

Satellite channels

12

Dedicated sport

channels and streams

$82.7m

153%

Free cash flow

Growth in streaming

customers

$747.6m

$13

.95

Revenue

Launched new Neon at

attractive price point

40

Sky Go channels

streaming online 24/7

1000s

of TV shows and movies

On Demand

Sky is New Zealand’s

leading digital

multi-media

business committed

to connecting our

customers with

the sport and

entertainment

content they

love, in ways that

work for them.

Through our partnerships

with leading studios and

sport rights holders, expert

curation and award-winning

content production, we

provide New Zealanders with

the best range of acquired

and created content,

including sport, movies,

shows, documentaries,

music and news.

We offer New Zealanders

the choice to watch what

they want, when they want,

how they want, by delivering

our content across a range

of subscription satellite and

streaming products. Our

free-to-air channel Prime

opens a window into Sky

for all New Zealanders, and

our international RugbyPass

business delivers rugby to

a more global audience.

This year we’re celebrating

our 30th birthday. As a proud

New Zealand company, we’re

committed to supporting our

sport and creative sectors,

and our local communities.

50+ different sports and events,

from grassroots to the elite

At a Glance

NRL

V8 Supercars

PGASky Sport Breakers

All Blacks

Netball

8

30
992

Celebrating

30 years

Sky Crew

+9pts

990k

NPS improvement through

customer first approach

Customers

$23.5m

1.2m

Tax contribution in New Zealand

Customer calls supported by

our New Zealand based team

A world of acquired content

International

News

Dedicated children’s

channels and

services, supporting

safe viewing

Telling local stories

in partnership

with NZ On Air

Once Upon a Time

in Hollywood

Sis

WestworldGo Further South

Love IslandHoney Wars

The Handmaid’s Tale

Outlander

Aussie Gold Hunters

Strong entertainment

partnerships

coming soon

1) Includes third party bundled wholesale subscribers from the Lightbox acquisition. These subscribers

account for approximately 52% of total entertainment streaming customers at 30 June 2020.

© 2019 MGM Television Entertainment Inc. and Relentless Productions, LLC. THE HANDMAID’S TALE is a trademark of Metro-Goldwyn-Mayer Studios Inc. All Rights Reserved.

1

An incredible range of content in New Zealand

Sky / 2020 Annual Report

9

Our ambition
We aim to delight our customers

across all platforms and devices,

and we’re innovating in the

digital space to meet current

and future customer needs.

We focus on securing the rights

that matter, and use customer

insight to drive our decisions.

We are transforming into a

modern multimedia company,

with four strategic priorities.

Sky’s goal is to connect

customers with the sport

and entertainment they

love, in ways that work

for them.

How we’re enhancing our

position for the long term

For our customers, our investors, our people,

our partners and New Zealand

10

What matters
most

Our strategic

priorities

Our customers

Delighting our customers by

being a truly customer and

data-led business

Satellite

Strengthen our significant core

business through continued reliable

delivery and enhanced value perception

Streaming

Grow our entertainment and sport

streaming business. We are using digital

innovation to improve the customer

experience and move to a lower cost model

Broadband connectivity

Grow customer relationships with

broadband offers, differentiated on

quality, service and price

RugbyPass

Develop and grow an international rugby

content business and become the online

destination for fans globally

Our community

Making a positive difference to

New Zealand’s sport and creative

sector and our local communities

Our content

Sport and entertainment

leader through trusted

partnerships, expert curation

and innovative storytelling

Our products

Connecting our customers to the

content they love, in ways that work

for them - now and in the future

Our people

Doing right by our people by focusing

on our capability and culture, ensuring

our ways of working meet the needs

of our customers and partners

Sky / 2020 Annual Report

11

Our
Customers

Delighting our

customers by being

a truly customer and

data-led business

This year we’ve continued to build a culture that

genuinely listens and places customers at the heart

of our decisions. We’ve developed more capability

in the insights and customer experience areas of

our business. We’ve been talking to our customers

to understand what matters most, in order to

create meaningful experiences and exceed their

expectations now and in the future.

Sky Nation

Sky Nation is our customer community helping us

to uncover direct, agile and actionable insights

to make more data-driven decisions at Sky.

Launched in April 2020, we were thrilled to see our

Sky Nation community grow rapidly, with 23,000

customers from across New Zealand opting in to

engage with us to help make a positive impact on

the products and services that matter to them and

hear about the outcome of their feedback.

We use Sky Nation as a panel to get feedback on all

sorts of projects, initiatives and new ideas – we’ve

had 40,000 responses to a range of topics including

the appeal of Sky’s offering and channels, what

customers want from Sky Broadband, and what

fans want to see in future sport competitions.

The feedback we receive through Sky Nation will help

every part of Sky, from marketing and sales through to

content and technology, work collectively to craft market

leading propositions and deliver customers’ expectations.

In doing so we aim to deepen our customer relationships,

increase customer satisfaction, and consequently

loyalty; growing long term value for our investors.

Harnessing data and

actionable insights

With a real time

understanding of our

customers

To shape business

decisions, delight our

customers and create

life-long fans

Our Sky Nation community

23,000

Sky customers

20%

55%

44%

1%

65%

Customers from

Cape Reinga to Bluff

Happy or

delighted

with Sky

in rural NZ

Male

Female

Gender

Diverse

12

“ I would like to see Sky better
reward your long-standing

customers.”

What we’re hearing from

our customers

“ Sport coverage cannot be

bettered by any other company.”

“ I thought it was excellent that Sky

offered free movie channels during

the lockdown. Well done Sky - this

has been greatly appreciated.”

“ It’s great being able to only buy a

pass for the time you want to use

it. Has a wide range of sport.”

“ Great service from Kiwi

based call centre, very helpful,

pleasant and onto it.”

“ I love the restart feature on the

movies, ability to download to

my box, Box Sets for binge

watching sessions.”

“ As a family, we love to watch

movies. During lockdown I had

upgraded to the movies package.

It was super easy to upgrade with

the help of a supportive team

member online. I also love how we

can purchase individual movies to

watch as a family cheaper than

going to the actual movies! Bonus!”

“ I like the large variety of shows ...

I got Neon primarily for Game of

Thrones, but have discovered a

wealth of up to date material.

I am so so impressed.”

“ Have been a member since

1995 and could not live without

Sky. Never had an issue, I get

variety and the ability to watch

through Sky Go.”

“ The Sky box being Wi-Fi

compatible is such a bonus,

now Sky On Demand is at a

click of a button.”

“ I like the ability to see it all in one

place - free TV, sport, movies etc.”

“ I think apart from the free

channels, customers should be

able to choose the channels

they want.”

Sky / 2020 Annual Report

13

A story is powerful. It has the ability to connect
humans to their wildest imagination, their history

and whakapapa, their feelings, igniting their

hopes and dreams. Whether they’re an aspiring or

armchair athlete, an adventurer, a newly inspired

isolation foodie or just a kid at heart, Sky brings

New Zealanders stories that connect with the heart,

and the content they love in ways that work for them.

Our

Content

Sport and entertainment

leader through trusted

partnerships, expert

curation and innovative

storytelling

14

Sky / 2020 Annual Report
15

Local content, Sky Originals
The keyword for local content

is diversity. Diverse teams

producing diverse and inclusive

local content, much of it funded

with the support of NZ On Air.

Comedy special Sis and upcoming

drama series Inked are scripted

projects which came from an initiative

supporting new voices. Sis is the first

Polynesian project to premiere on

Comedy Central New Zealand with

huge engagement from NZ, Australia

and around the world, and Inked will

be the first largely Chinese language

series to premiere on a major free to

air network.

The impact of COVID-19 forced

the creative community to go into

overdrive and Prime’s drama INSiDE

was created during lockdown.

Recent local factual shows include

Honey Wars, an observational series

shot in the Far North inside a Māori

owned mānuka honey business, and

the upcoming Growing Dope, following

the ups and downs of a medicinal

cannabis business on the East Coast in

the heart of Ngāti Porou.

Buzzworthy and

bingeable shows

Premium content lovers were

spoiled for choice across Sky and

Neon with new seasons of the

most talked about shows like

Westworld, Peaky Blinders and

Outlander and the final seasons

of Homeland and Ray Donovan.

New obsessions Watchmen, Years

And Years and I May Destroy You

captivated audiences globally

and locally, tapping into timely

conversations around diversity,

politics and consent. British

content overperforms with Sky

audiences, from the miniseries Quiz

that delved into the Who Wants

To Be A Millionaire scandal of the

early 2000s to the sumptuous

Jane Austen adaptation Sanditon

from the BBC.

Coming in hot from

Hollywood

With mega-hits such as Jojo Rabbit,

Joker, Aquaman and Once Upon A

Time in Hollywood our blockbuster

movie slate is unrivalled, and with

quality animated and family titles

like Abominable, Spiderman: Far

From Home and The Secret Life Of

Pets 2 there is plenty to keep the

kids entertained.

We make it easy for our customers

by bringing a range of great content

together in one place, whether on the

big screen via satellite or on device

with Neon or Sky Go.

Our deep partnerships with world

renowned storytellers enable

us to share the best of global

entertainment, and we also showcase

strong local stories, often working

with NZ On Air. This year we renewed

multi-year partnerships with:

BBC Studios, home of BBC UKTV,

BBC Earth, BBC World News and

new preschool channel, CBeebies;

ViacomCBS, home of Comedy Central,

MTV, Nickelodeon, Nick Jr, MTV Hits,

MTV 80’s and Nick Music; Sky News

Australia and Vice. We also renewed

our partnership with Rialto, marking

20 years of the Rialto Channel and

a long-term commitment to New

Zealand’s independent and festival

movie and documentary channel. And

we developed new partnerships with

Hopster, who offer diverse storytelling

for kids; and CuriosityStream, for the

ultimate learner.

The best of real-life

entertainment

Perennial hits from our exceptional

factual and lifestyle channels continue

to deliver large audiences and whether

our customers want edge-of-their seat

viewing or a lean-back experience, Sky

has them covered. It seems viewers

just can’t get enough of Gold Rush,

Love It or List It Australia or Shark

Week. From the Australian bushfires

to the global pandemic, Sky’s array

of news channels kept our customers

informed around the clock. HBO true

crime documentary series’ McMillion$

and I’ll Be Gone In The Dark proved

popular across all platforms, while

at the opposite end of the reality

scale Love Island UK had massive

engagement and drove acquisition for

Neon.

For our littlest customers

The addition of CBeebies to our

suite of family channels further

strengthened our offering and

bolstered video-on-demand in the

kids space across both Sky and Neon,

while the recent launch of Nick Music

provides a safe space for kids to enjoy

their favourite music videos, further

expanding the powerhouse brands of

Nick and Nick Jr.

The Best in Entertainment

The content and media

landscape continues to

change at pace. Consumers

have plenty of choice, there’s

no question about that – but

it’s also a pretty confusing

landscape.

16

Game of Thrones
Most downloaded series

on Sky On Demand

Big Little Lies

Most watched series on Neon

Crazy Rich Asians

Most watched movie on Neon

Bohemian Rhapsody

Most watched movie

on Sky Go

Aussie Gold Hunters

Highest rating factual

content on Sky

Aquaman

Highest rating movie on Sky

Movies & most downloaded

movie on Sky On Demand

Vera

Highest rating entertainment

content on Sky

Love Island UK

Attracted new customers

and a different type of

content for Neon

Polynesian comedy

Sis breaks new ground

130+

April 18

2020 Emmy nominations

across Sky. We also

have New Zealand’s

largest range of 2020

Emmy nominated

content in the televised

primetime categories,

with 69 nominations

Neon’s biggest streaming

day of FY20

Through Sky Originals, we’re committed to

supporting and producing an increasingly diverse

range of local content for Sky’s platforms to reflect

a broad range of New Zealand communities.

Made with the support of NZ On Air, Sis is a

spin-off of the award-winning web series Baby

Mama’s Club and yet again broke fresh ground

for content in New Zealand.

The comedy sketch special follows the ‘ride or die’

friendships of cousins Malia, Gee Gee and Miki.

They’re street, stylish, and hilariously relatable.

As they navigate through a series of stand-alone

misadventures, the Polynesian millennials learn

about life and sisterhood.

Sky / 2020 Annual Report

17

Life Needs More Sport
Connecting

A significant change in the way

we tell our story as the home of

sport is through our award-winning

marketing campaigns. Everyday New

Zealanders and industry experts

have repeatedly voted our Life Needs

More Sport advertisements as their

favourites. Our Summer of Sport

campaign featuring a cheeky toddler

on a typical Kiwi beach perfectly

captured the joy and inspiration

sport delivers week in, week out.

We reach hundreds of thousands of

New Zealanders every day and week

through our social media platforms,

engaging them in conversations about

their favourite sports and athletes

and our in-house promotions team

creates and despatches eye-catching

advertisements for the vast array of

content we offer on Sky Sport.

A glance at our rugby offer

demonstrates this best, with premium

rugby featuring the All Blacks, Super

Rugby, the Black Ferns, Māori All

Blacks, international competitions

such as the Gallagher Premiership,

Super Rugby Australia, TOP14 or the

Men and Women’s HSBC Sevens, right

through to domestic competitions

with Mitre 10 Cup, the Farah Palmer

Cup, First XV and club rugby from

among the 600 plus clubs throughout

Aotearoa.

The variety can be seen across a host

of other sports including rugby league,

netball, football, golf, motorsport,

athletics, cricket, cycling, winter sports,

tennis, yachting, surfing, basketball,

darts, snooker, badminton, and more.

In short, “Life Needs More Sport” and

Sky Sport is the one to provide an

inexhaustible supply.

30 years of sharing the best

and most diverse range of

sport with New Zealanders

has been at the heart of the

Sky promise. The breadth and

depth of our sport content is

nothing short of exceptional.

The Home of Sport

2019 and 2020 has seen rights

secured across a wide variety of

sport and competitions from the

PGA Championship and Masters,

through to the Commonwealth

Games, Rugby, Netball, Supercars,

ICC Cricket tournaments, and

deals with Cricket Australia

(including Big Bash), BCCI and IPL.

Thrill-seekers can now catch up

with the wildest tricks and events

featured by Red Bull thanks to a

long-term partnership to share

their content across all Sky Sport

platforms. We’re delighted to

partner with World Surf League

to showcase the best from around

the globe in this fast-growing and

new Olympic sport. Our landmark

2019 deal with New Zealand Rugby

reflects the unique love Kiwis have

for the sport which unites and

inspires us week in, week out.

But it’s about more than accessing

broadcast rights. As the Home

of Sport, we are invested in the

growth of sport at all levels of

the game and all parts of our

community. This means supporting

and sponsoring grassroots and

community sport (Sky Sport

Next, Rugby League Roadshows),

as well as women’s sport (Kiwi

Ferns, Women’s Warriors, Tall

Ferns, White Sox, Netball NZ).

This approach strengthens our

relationships with key sport partners

and athletes through understanding

their challenges and supporting our

partners and athletes in tackling these.

We are committed to innovating the

sport experience at every touchpoint

– be that in broadcast, through

digital platforms, or in stadium at

Sky Stadium and Eden Park. As sport

and its fans change over time we’re

focused on reaching future fans

through associations with growth

sports like basketball and football

through strong relationships with the

Sky Sport NZ Breakers and Wellington

Phoenix. These sit alongside our

connections with established sports

in New Zealand – which we continue

to nurture such as netball, rugby and

rugby league.

Free to access

While delivering the best content

possible to our customers is our top

priority, we have also committed to

providing important content free


to access.

Examples are many and varied including

the finals of the Cricket World Cup and

Netball World Cup, key Super Rugby

Aotearoa games on Prime, the ANZ

Premiership Grand Final, and free


access to Silver Ferns, Constellation

Cup games, Vodafone Warriors, Black

Ferns and Kiwi Ferns matches.

18

Against a backdrop of a global pandemic and thanks to the co-
operation of the entire population, New Zealand Rugby pulled

off a spectacular tournament in Investec Super Rugby Aotearoa;

captivating rugby fans here and around the world.

322,260 people flooded through the gates with an average crowd of 17,903; up 55.35%

on the 2019 regular season and up 65.23% on 2020 pre-COVID. Sky Sport viewership

increased 65.2% (vs pre-COVID) across all our platforms with fans engaging on Sky

Sport, Sky Sport Now and Sky Go, and in pubs and clubs throughout New Zealand.

Initially the novelty of being able to play and attend live sport was likely a huge

contributor to the success of the competition, but it quickly became evident that the

finest players in the world were meeting each week in a battle to win big in some of the

most creative, exciting and explosive rugby we have seen in a while.

The Sky Sport crew tested a variety of new initiatives designed to heighten interest in

the games such as Player Cam, Fan Cam and in-game coach interviews. The stadia

also pulled out all the stops to provide fun-filled experiences for families and fans.

Sky congratulates everyone involved in Super Rugby Aotearoa. Bring it on in 2021.

22,634

All Blacks v Wallabies

17 August 2019

Top sport event on Sky

Sport and Sky Sport Now

Hours of live sport

The way sporting codes have

pulled together to get back up

in the face of COVID-19 just

goes to show how sport itself

builds resilience.

In addition to the success of rugby,

Sky Sport has been right behind

the ANZ Premiership, the Vodafone

Warriors who have taken on the

challenge of competing in the re-

started NRL away from family and

friends, and the Wellington Phoenix

who have also competed in the

A-League away from home.

Out of adversity comes opportunity

and Sky Sport has supported,

broadcast and live-streamed the

unique and unprecedented events such

as the Sal’s NBL Competition, the

New Zealand Tennis League and the

New Zealand Badminton League.

COVID-19 brought out the best in

the Sky Sport team with popular

new shows launched and produced

remotely during lockdown including

Isolation Nation, NetFit, Netball Zone

and Sky Sport Presents The Pod. The

latter show digs deep into some of

the personal histories of outstanding

leaders in their respective sporting

fields and has generated substantial

coverage in mainstream media.

Sky / 2020 Annual Report

19

We know that we have a privileged role in
our customers’ lives – we entertain them,

we amuse them, we inform and inspire them.

We know our customers choose Sky for our

great content – and we’re obsessed about

delivering it in ways that best meet their needs.

The breadth and depth of our sport and

entertainment content and the way in which

our customers can access it means that Sky

can be in the lives of all New Zealanders.

Our

Products

Connecting our

customers to the

content they love,

in ways that work

for them – now

and in the future

20

2 hours
Average hours customers

spend on Neon per day

Gangs of London

Most watched TV series

Joker

Most watched movie

Neon and Lightbox:

Better together

In February 2020 Sky purchased

the New Zealand streaming service

Lightbox. The recent merge of

Lightbox with our own streaming

service Neon has created a

powerhouse paid streaming service

for New Zealanders, bringing together

the finest features from both services

under a reinvigorated Neon brand.

The best hit TV shows, movies and blockbuster

movie rentals are now all in one place, and we’re

adding new content regularly. We’ve made the

platform easier to use, increased stability and

added new features. Customers can access

Neon on more devices than ever before, create

up to five profiles per account with profile-based

recommendations for a more personalised

experience, and enjoy a dedicated kids area with

parental controls for safer viewing.

With Download to Go, customers can download

their favourite shows or movies to mobile or

tablet devices to watch offline or while on the

move, and with movie rentals customers can

rent the latest digital release movies.

For $13.95 per month with no contract required,

the new Neon offers a world-class streaming

experience that delivers the best range of

quality content and value for money.

Since the migration to new Neon

Sky / 2020 Annual Report

21

Sky Sport Now:
Game-changing sport

streaming

Sky was the first company to bring sport

streaming to New Zealand, first with Sky

Go and then FanPass, which streamed

four sport channels 24/7 for four and a

half years. In August 2019 we changed

the game again when we transformed

FanPass into Sky Sport Now, adding eight

additional live channels including ESPN

plus a library of On Demand content.

Sky Sport Now provides customers with the choice

to watch all of Sky Sport’s great content on a range

of devices through a weekly, monthly or yearly pass.

No long-term contracts, instant access, and no Sky

Box needed. With its unrivalled line up of Live and On

Demand sport and huge range of feature content,

highlights and stats, Sky Sport Now is New Zealand’s

premiere sport streaming service.

Sky Sport Now simultaneously streams 12 high-

definition sport channels 24/7. That’s over 100,000

hours of sport streaming, and thousands of events

every year.

Over the past year we’ve continued to enhance Sky

Sport Now, making it available on more devices

and adding more features to meet customer needs.

Sport is best on the big screen and Sky Sport Now

customers can now watch sports content on smart

TVs from Panasonic, Sony, TCL, and Samsung, via

Freeview’s Android TV platform as well as Apple

TV and PlayStation 4. There’s so much sport on Sky

Sport Now that there are simply not enough hours

in the day to be able to watch it in real time, so

we’ve extended the catch-up features across more

platforms so fans don’t miss out on the action.

As New Zealand’s ultra-fast broadband access

and uptake increases, and more and more New

Zealanders choose to stream their sport content,

we’ll continue to optimise Sky Sport Now to ensure

we continue to deliver the best possible sport

streaming experience to New Zealanders.

22

Sky Nation insights
• Our own customers are

significantly more likely to

consider Sky Broadband due

to stronger brand perceptions

and the desire to bundle their

TV and broadband packages

• The majority of Sky customers

believe we are credible and

have a reputation for quality

service and reliable service into

Kiwi homes. Sky Broadband

can lean on our strengths of

reliable and quality service into

Kiwis homes

• Customers overwhelmingly

want us to focus on three

key areas; speed, value for

money and rewarding existing

customers for their loyalty

• Our base has strongly advised

they want a good value for

money bundles and prices for

broadband, and appear more

interested in long term value,

rather than one off deals or

upfront discounts

The future

of satellite

While Sky is embracing

a streaming future, we

remain committed to the

hundreds of thousands

of New Zealanders

who currently rely on

our satellite services to

receive their sport and

entertainment.

We’ve recently announced a revised

contract with our satellite provider

Optus. The updated agreement

enables Optus to build and launch

a new breed of satellite that is fully

configurable in space, meaning its

location, coverage, bandwidth and

capacity can be changed in orbit as

customer demands evolve – where

traditional satellites are limited by

on-ground configurations that can’t

be altered after launch. The new

software-defined satellite, Optus

11, will give Sky the ability to flex the

transponder capacity as customer

demands evolve over the course of the

ten year arrangement.

The revised contract with Optus gives

our customers comfort that we’ll be

able to continue to deliver our great

content to them without disruption as

we have done successfully for many

years. The New Zealanders who don’t

have access to streaming-capable

internet can rest assured that we

have them covered.

RugbyPass

RugbyPass is the premier destination

for rugby fans across the globe, with

news, analysis, shows, highlights,

podcasts, documentaries, and in some

territories live streaming of rugby

competitions all in HD.

RugbyPass’ subscription arm consisting

of sport streaming, on demand rugby

content and a linear TV channel

operates primarily in Asia, with smaller

outlets in Europe and Australia, whilst

the advertising-funded web content

and media arm has built the largest

independent rugby audience in the

major rugby markets.

Sky purchased RugbyPass in 2019 to

open up growth opportunities and in

particular, expand our reach into the

global rugby market. While COVID-19

has impacted our ambitions for the

sport streaming side of RugbyPass due

to the lack of global rugby product,

we’ve taken the opportunity to refocus

towards the audience media business.

Sky Broadband

In May we announced plans

to become a one-stop-shop

for connectivity and content

through the launch of a high-

performance broadband service.

We want to provide the best possible

sport and entertainment experience

to New Zealanders, and a high-quality,

high-speed broadband service built

specifically for entertainment helps

us do that. It also enables us to

reward our customers with greater

value whilst opening opportunities for

growth. The service will draw on our

wide reach, rich content offering, and

New Zealand based customer services

team. We’ve harnessed customer

insights to design Sky Broadband

around exactly what New Zealanders

want – super-fast reliable broadband,

genuine responsive service, simple

packages, great pricing and not a

word of jargon in sight.

We’ll first offer Sky Broadband to

our customers as an opportunity to

reward their loyalty. We’ll then focus

on the hundreds of thousands of New

Zealand homes that are fibre ready

through the Ultra-Fast Broadband

scheme but not yet connected.

3 million

on the prior year

unique views in April

54%

Sky / 2020 Annual Report

23

As we transform Sky into a leaner, more responsive,
collaborative organisation, we have farewelled a

number of our team members. Many have been a

part of the Sky family for many years, and we thank

them for their dedication and contribution to Sky.

Our superb team showed resilience and a strong

customer service ethos through the COVID-19

lockdown. The rapid pivot to working from home

while continuing to deliver Sky services, at a time

when our customers needed them most, has paved

the way for a hybrid flexible working policy aptly

dubbed ‘Anywhere Works’. It also accelerated our

digital capability and will have positive impacts on our

property needs.

As New Zealand and the world continues to grapple

with the challenges of COVID-19, the safety and

wellbeing of our people will remain a core focus. We

have worked with Sir John Kirwan and his Mentemia

team to deliver mental wellbeing programmes for

our people, including making available the Mentemia

wellbeing app and workshops to equip our people

with the tools and techniques to improve mental

wellbeing.

Critical to our organisation is a talented

and diverse workforce who share

a common goal – delivering for our

customers.

Our people are crucial to our success as a

business. We work hard to ensure that we

continue to attract the best, develop skills

and make Sky a great place to work.

Our People have experienced a lot of

change this year, and we recognise that

organisational change and the impact of

COVID-19 bring with them challenges and

uncertainty.

Our

People

Doing right by our people by

focusing on our capability and

culture, ensuring our ways of

working meet the needs of

our customers and partners

24

Sky / 2020 Annual Report
25

We’re proud to make a significant
social, cultural and economic

contribution to New Zealand.

This year Sky supported 992 jobs, invested millions

into our creative and sporting industries, and

continued our rich history of working alongside our

customers, crew and partners to make a positive

difference in our local communities.

Sky is a longstanding supporter of causes supporting

youth health and wellbeing. Special Children’s

Christmas Parties is a charity helping to bring some

joy to more than 10,000 special Kiwi kids at the

six events held across New Zealand. The parties

are filled with bouncy castles, games and gifts for

Kiwi kids in need, and Sky has been a part of these

special days for 14 years. The Starship Foundation

gives our children better health and brighter futures.

We’ve been a supporter since 2001 – ensuring Sky

channels are at every Starship bedside to entertain

(and sometimes just distract) patients and families

during their stay, and donating airtime to help the

Foundation raise awareness and donations for their

fundraising efforts.

Sport has a great part to play in fostering children’s

wellbeing, social skills and academic success. As the

Home of Sport, we’re committed to improving access

and engagement to sport for all New Zealanders.

In addition to supporting grassroots sport, over the

past year we have continued to donate thousands of

sport tickets to schools and junior club sports teams

throughout New Zealand.

This year we’ve been delighted to launch a number

of new initiatives that have been designed to make

a positive difference to New Zealand’s sport and

creative sector and our local communities.

Making a positive

difference to

New Zealand’s

sport and

creative sector

and our local

communities

Our

Community

26

Sky Community
Advertising

While New Zealand was in

COVID-19 lockdown in April, our

people pulled together to quickly

launch Sky Community Advertising,

an initiative designed to help raise

the profile of organisations making

a real difference in Kiwis lives,

particularly during COVID-19.

Since then, we’ve donated $1.9 million

of TV advertising airtime to community

groups working across a wide range of

causes - from youth development, health

and wellbeing, and domestic violence,

to organisations that support the arts,

small business and rural sectors.

Having received such a positive response,

we’ve since extended our offer to more

organisations who applied for Sky

Community Advertising and will continue

to do so over the months ahead to

make the biggest difference possible.

Sky Sport Next

Sky Sport Next was launched in

November 2019 in partnership with

the New Zealand Sport Collective.

This initiative gives more than 50 rising

and grassroots sports a greater profile in

the community to drive awareness and

participation. We do this by funding filming

and streaming from diverse events such

as Badminton and Basketball to Condor

Sevens, Golf Croquet, Canoe Racing,

Equestrian, Athletics and Water Polo. Tens

of thousands of New Zealanders have been

able to watch up and coming athletes of all

ages compete at events throughout New

Zealand on the free to access Sky Sport Next

YouTube channel. From time to time events

have also been screened on Sky Sport and

free to access on Prime.

Doing our bit to help,

through COVID-19

and beyond.

Sky has donated airtime to:

• White Ribbon

• Make-a-Wish Foundation

• Manaaki

• Rural Support Trust

• Read NZ Te Pou Muramura

• MusicHelps

• Graeme Dingle Foundation

• National Foundation for

Deaf & Hard of Hearing

• Mentemia

• Leukaemia & Blood Cancer

• NZ KidsCan

• The Student Volunteer Army

• Pet Refuge

• Starship Foundation

• Age Concern NZ

• Bowel Cancer NZ

• Ronald McDonald House

• UNICEF

• Fred Hollows Foundation

• Halberg Foundation

• Prostate Cancer Foundation

of New Zealand

Sky Sport Next is an

initiative supporting

rising talent and

grassroots sport

across New Zealand.

Showcasing over 50 sporting

codes and 1000’s of sporting

events.

Sky / 2020 Annual Report

27

Geraldine McBride
INDEPENDENT DIRECTOR

Geraldine was appointed

to the Board in September

2013. A renowned Enterprise

Business Technology and AI

thought leader with a science

background, Geraldine’s global

career spans 30 years, with

senior executive roles in IBM,

Dell and SAP. Her most recent

roles were President & CEO of

SAP North America and SAP

Asia Pacific Japan. Geraldine is

a Director of National Australia

Bank, and Fisher and Paykel

Healthcare. She is also CEO

& Director of MyWave.AI, a

market leading Enterprise AI

company focused on Intelligent

Personalisation by putting

the customer at the centre of

business.

Philip Bowman

INDEPENDENT CHAIRMAN

Philip was appointed Chair of

Sky in September 2019. Philip

is a distinguished businessman

who has led several major global

companies and served on the

Board of a significant number

of public and private companies.

Philip brings knowledge of the

media sector, including having

served on the Board of Sky

UK for ten years. Other roles

include Group Finance Director

of Bass, CEO of Bass Retail,

CEO of Allied Domecq, CEO of

Scottish Power, CEO of Smiths

Group, senior non-executive

director of Burberry, Chairman

of Liberty, Chairman of Coral

Eurobet, Chairman of Miller

Group, and non-executive

director of Scottish & Newcastle.

He currently sits on the Boards

of two other listed companies,

Kathmandu and Ferrovial SA.

Philip has a degree with honours

in Natural Sciences (University

of Cambridge) and Master in

Natural Sciences (University of

Cambridge). He is also a Fellow

of the Institute of Chartered

Accountants of England and

Wales.

Martin Stewart

CHIEF EXECUTIVE & DIRECTOR

Martin joined Sky as Chief

Executive in February 2019 and

was appointed to the Board in

April 2019. A highly-regarded

media sector operator with

a wealth of experience in the

UK, Europe and the Middle

East, Martin brings a valuable

international perspective

to Sky. In the Media and

Communications space Martin

has been CEO of OSN, the

leading pay TV network in the

Middle East and was CFO of

Sky in the United Kingdom when

Sky launched its digital platform

and the company doubled its

subscriber base in 4 years. Other

major roles include CFO of the

Football Association in the UK,

CEO of ONO (Cable Europa in

Madrid), and CFO and Executive

Director of EMI Group.

Derek Handley

INDEPENDENT DIRECTOR

Derek was appointed to the

Board in September 2013.

He is a New Zealand-based

entrepreneur and founding

General Partner at Aera VC, a

global venture capital investor

backing deep-technology start-

ups tackling the United Nations

Sustainable Development

Goals across the future of

climate, carbon, food, health,

work and learning. For the

last ten years, while based in

New York Derek co-created

companies and platforms

delivering social impact and

environmental transformation.

He co-founded the sustainability

alliance, ‘The B Team’ with Sir

Richard Branson and helped

build NY-based start-up studio

‘Human Ventures’. Previously

Derek was named in the ‘Silicon

Alley 100’ most influential

technology people in New York.

He is Adjunct Professor at AUT

University in Auckland, was a

formative member of the Air

New Zealand Sustainability

Advisory Panel, and is an

aspiring civilian astronaut with

Virgin Galactic. Derek also

created the Aera Foundation,

a charitable studio advancing

new models that fuse social and

financial goals.

Our Board of Directors

28

Keith Smith
INDEPENDENT DIRECTOR

Keith was appointed to the

Board in April 2020. He has

a long-standing record of

leadership as a director and

advisor to companies in a

diverse range of industries,

including the energy sector,

rural services, printing, media

and exporting. Keith is Chair

of listed company Goodman

(NZ) Limited (the Manager

of Goodman Property Trust),

Deputy Chair of The Warehouse

Group Limited, and is a director

of Mercury NZ Ltd and several

other private companies. He is a

past President of the Chartered

Accountants Australia and New

Zealand.

Joan Withers

INDEPENDENT DIRECTOR

Joan was appointed to the

Board in September 2019. She

brings a wealth of experience

spanning a 25-year career in

the media industry, including

CEO positions at Fairfax and

the Radio Network as well as

being the former Chair of TVNZ.

Joan’s depth of governance

experience includes her current

roles as Chair of The Warehouse

Group, a director of ANZ

NZ, and previously Chair of

Auckland International Airport

and Mercury NZ Ltd. Joan is a

Trustee of the Louise Perkins

Foundation, and is Chair of a

steering committee working

to increase the percentage

of South Auckland Maori and

Pacific Island students taking

up roles in the health sector.

She holds a Masters Degree in

Business Administration from

the University of Auckland.

In 2015 Joan was named

Supreme Winner in the Women

of Influence Awards and was

named as Chairperson of the

Year in the Deloitte Top 200

Management Awards.

Mike Darcey

INDEPENDENT DIRECTOR

With an extensive track record

of strategy and delivery across

television, publishing and

technology, Mike was appointed

to the Board in September

2017. A New Zealander, he has

lived and worked in the UK

since 1989. Fifteen of those

years were spent at Sky UK,

initially as the Director of

Strategy, then six years as Chief

Operating Officer. He played a

prominent role in most of Sky

UK’s major strategic decisions

and its major commercial and

regulatory dealings during this

period. From 2013 to 2015 Mike

was CEO of News UK. Since

2015, Mike has had a series of

non-executive roles and these

currently include Chairman of

M247 (a global connectivity

and cloud services provider),

Chairman of British Gymnastics,

and director of Arqiva (the UK’s

main independent provider of

television broadcast and mobile

infrastructure). He also provides

strategic consulting services in

the media sector.

Susan Paterson ONZM

INDEPENDENT DIRECTOR

Susan was appointed to the

Sky Board in August 2015.

Susan began her career as a

pharmacist and later completed

a MBA at London Business

School, leading to a career in

management and strategy

consulting in New Zealand,

Europe and the United States

of America. She has been a

professional director for over 20

years, and is a Chartered Fellow

of the Institute of Directors.

Susan is Chair of Steel and

Tube and Theta, and a director

of Goodman NZ, Arvida Group,

ERoad, Les Mills NZ and the

Reserve Bank of New Zealand.

She is also a Member of the

Electricity Authority, and past

director or Chair of a number

of commercial infrastructure

and growth companies and

not for profit entities including

Airways Corp, Transpower

New Zealand, Abano Healthcare,

Housing New Zealand, Home

of Cycling (Avantidrome), NZ

Golf Board, Auckland Hockey,

the NZ Eco-Labelling Trust, St.

Cuthbert’s College and EECA.

Previously she was an external

Monetary Policy Advisor to the

Reserve Bank Governor. In 2015

Susan was made an Officer of

the New Zealand Order of Merit

for her services to corporate

governance.

Susan will conclude her term on

the Sky Board in October 2020

and has chosen not to seek

re-election at the forthcoming

Annual General Meeting.

Sky / 2020 Annual Report

29

30

Sky / 2020 Annual Report
31

For the year ended 30 June 2020

Our 2020

Financials

Financial Overview ................................................................................................32

Financial Performance Trends

....................................................................38

Directors’ Responsibility Statement

.....................................................39

Consolidated Income Statement

............................................................41

Consolidated Statement of Comprehensive Income

...........42

Consolidated Balance Sheet

.......................................................................43

Consolidated Statement of Changes in Equity

.........................44

Consolidated Statement of Cash Flows

..........................................45

Notes to the Consolidated Financial Statements

...................46

Independent Auditor's Report

...................................................................87

32
Financial Overview

Summary

The 2020 financial year began well for Sky with pleasing progress on strategy and positive momentum building within the business.

The onset of the COVID-19 pandemic in the second half of the year presented challenges for the business, and Sky’s operations

were swiftly adapted to deal with the immediate and ongoing implications. As a result, Sky was able to continue to operate as an

essential service and worked to minimise the impact on customers, staff and Sky’s financial performance while also strengthening

our funding position for the longer term.

The net loss after tax for the year ended 30 June 2020 was $156.8 million compared to a net loss of $607.8 million in the prior

year. The net loss includes a goodwill impairment charge of $177.5 million (prior year $670.0 million). Earnings before interest, tax,

depreciation and amortisation are $164.2million compared to $230.1 million in the prior year.

However, the adjusted results are in line with our expectations after confronting the impacts of COVID-19, with adjusted net

profit after tax of $41.0 million, compared to an adjusted net profit after tax of $97.4 million in the prior year. COVID-19 affected

many aspects of Sky’s business in the final quarter of FY20, including a reduction in advertising and commercial revenues. Some of

that reduction was offset by revenue from acquired businesses Lightbox and RugbyPass, and a reduction in satellite revenue was

partially offset by a growth in streaming revenue. Satellite revenue decline was driven mainly by lower satellite customers during

the period.

As foreshadowed in the investor presentation released on 21 May 2020, Sky has continued to review the assumptions underlying

the carrying value of goodwill during the balance of the reporting period. The Board is required to assess the fair value of intangible

assets at each reporting period and has decided to recognise a further $177.5 million impairment of goodwill. The Board’s

decision reflects the ongoing uncertainty of the impacts of COVID-19 on Sky, supported by an independent valuation undertaken

subsequent to its 21 May 2020 disclosure, and with reference to the current market share price. The impairment of goodwill is a

non-cash charge that had no impact on Sky’s 2020 cash flows or any of its bank covenants.

Along with implementing its strategy to enhance streaming services and serve satellite customers, Sky has undertaken a

significant transformation of its business in FY20. Sky has repositioned to be a modern multimedia company, with this

revitalised focus leading to changes in our structure and expansion into new opportunities for growth, including our plans to

offer a broadband service. Alongside these changes, Sky is maintaining a sharp focus on costs with these initiatives leading

to ongoing reductions in operating and capital expenditure.

Costs incurred in FY20 included a number of one-off costs totalling $28.2 million, including redundancy costs, non-recurring

consultancy fees, satellite reservation fees and content write-offs. Prior year adjustments include costs relating to the decision

to cancel the infinite video platform (IVP) project, content write-offs, redundancy and consultancy payments.

Non-GAAP Financial Information

Sky has used non-GAAP profit measures when discussing financial performance (refer to note 32 of the Financial Statements).

The directors and management believe that these measures provide useful information on the underlying performance of the

Group. They are used internally to evaluate performance, analyse trends, and allocate resources. Non GAAP financial measures

are not prepared in accordance with NZ IFRS and are not uniformly defined and therefore should not be viewed in isolation nor

considered as a substitute for measures reported in accordance with NZ IFRS.

The adjustments are summarised below:

For the years ended 30 June

in NZD millions

2020

(adjusted)

2020

(reported)

2019

(adjusted)

2019

(reported)

%

inc/(dec)

Financial performance data

Total revenue

747.6747.6795.1795.1(6.0)

Total operating expenses

555.2583.4554.1565.00.2

EBITDA

192.4164.2241.0230.1(20.2)

Less

Depreciation, amortisation and impairment

119.3119.393.0131.128.3

Net operating profit before interest, income tax

and impairment of goodwill


73.1


44.9


148.0


99.0


(50.6)

Impairment of goodwill

- 177.5 - 670.0-

Net finance costs

13.713.712.412.410.5

Profit/(loss) before tax

59.4(146.3)135.6(583.4)(56.2)

Income tax expense

18.410.538.224.4(51.8)

Profit/(loss) after tax

41.0(156.8)97.4(607.8)(57.9)

Sky / 2020 Annual Report
33

Summary of Adjustments

The adjustments do not account for the impacts of acquiring RugbyPass and Lightbox during the year or for the impacts of

COVID-19. Information on the acquisition of RugbyPass and Lightbox can be found in Note 27 of the Financial Statements and

the impacts of COVID-19 are discussed in Note 3 of the Financial Statements.

In NZD millions

30-Jun-2030-Jun-19

Statutory loss after tax

(156.8)(607.8)

Adjustments to earnings as follows:

Content write-offs

3.25.7

Non-recurring costs included in other costs (1)

25.05.0

Impairment of property, plant and equipment

- 4.8

Cancellation of IVP project

- 33.4

Impairment of goodwill

177.5670.0

Tax effect of adjustments

(7.9)(13.7)

Total adjustments

197.8705.2

Adjusted profit after tax

41.097.4

(1) Adjustments for non-recurring costs include redundancy costs of $15.5 million and Holidays Act compliance provision of $3.2 million (refer notes 5

and 26), non-recurring consultancy costs of $3.3 million and satellite reservation fee of $3.0 million.

Adjusted earnings before interest, tax, depreciation and amortisation (EBITDA) for the year ended 30 June 2020 are $192.4 million,

a decrease of 20.2% on the previous year’s comparative of $241.0 million.

EBITDA was impacted by the adoption of NZ IFRS 16 leases from 1 July 2019 as per the table below:

In NZD millions

30-Jun-20

Operating expenses - previously reported in EBITDA

40.3

Depreciation on right-of-use assets

33.6

Interest on finance liabilities

3.4

Cash flow - reduction of liability

36.9

Adjusted net operating profit before interest and tax decreased from $148.0 million to $73.1 million.

34
Financial Commentary (Continued)

Customers

Sky delivers sport and entertainment content to customers through satellite and streaming services. Since the beginning of the

2020 financial year, Sky accelerated its focus on growing its streaming customer base while continuing to serve satellite customers.

Total customer numbers returned to growth in FY19 and significantly increased in FY20 through organic growth of the Neon and

Sky Sport Now streaming products and through the acquisition of RugbyPass and Lightbox, with improved retention of satellite

customers also making a positive contribution.

Average revenue per user (ARPU) for satellite customers continued to reduce slightly and was impacted in the final quarter of FY20

by COVID-19.

20202019201820172016

Satellite customers (1)

585,248 619,073 661,361 705,652 739,558

Streaming customers (2)

404,321 159,767 106,366 110,861 91,218

Other customers (3)

- - - 8,26921,903

Total customers

989,569 778,840 767,727 824,782 852,679

Net customer growth - satellite

-5%-6%-6%-5%-9%

Net customer growth - streaming

153%50%-4%22%121%

Satellite acquisition (4)

41,51049,95259,60379,68588,957

Satellite churn (4)

(75,643)(91,841)(103,394)(113,226)(131,401)

Satellite ARPU (monthly) (5)

$82.08 $83.46 $84.54 $85.05 $86.59

Streaming ARPU (monthly) (6)

$19.80 - - - -

(1) Satellite customer groups comprise residential satellite customers including reseller and commercial.

(2) Streaming customer group comprise Neon, Lightbox, Sky Sport Now (formerly FanPass), RugbyPass and retransmission.

(3) Other customers include customers from non-trading businesses, IGLOO and Fatso.

(4) Satellite acquisition and churn is for Sky residential customers only, including reseller.

(5) Satellite subscription ARPU is average revenue per user for Sky residential customers only, including reseller customers, calculated as the average

for the twelve-month period.

(6) Streaming subscription ARPU is the blended rate across Neon, Lightbox, Sky Sport Now (formerly FanPass), RugbyPass and retransmission.

Sky / 2020 Annual Report
35

Revenue Analysis

Sky’s total revenue was $747.6 million, as follows:

In NZD millions

20202019% inc/(dec)

Residential satellite subscriptions (1)

582.0629.8(7.6)

Other subscriptions (2)

105.498.66.9

Total subscription revenue

687.4728.4(5.6)

Advertising

45.251.8(12.7)

Other revenue and other income

15.0 14.9 0.7

Total other revenue

60.266.7(9.6)

Total revenue

747.6795.1(6.0)

(1) Residential satellite subscriptions include residential satellite customers and reseller customers.

(2) Other subscriptions include Neon, Lightbox, Sky Sport Now, RugbyPass, retransmission and commercial customers.

The COVID-19 pandemic and the associated restrictions on movement, travel and gatherings adversely impacted Sky’s revenue

during the final quarter of FY20.

Sky took a proactive approach with commercial customers (e.g. hotels, motels, restaurants and bars), including discounting or

suspending charging on a case by case basis for customers impacted by lockdown and gathering restrictions. A return to normal

billing practices commenced for the majority of customers from 1 August 2020, with additional support provided later that month

for customers in the Auckland region impacted by a further period of Level 3 restrictions.

Advertising revenues were subdued through the last quarter of FY20, due to market uncertainty surrounding COVID-19 as well as

the absence of live sport. The availability of sport content also impacted on Sky’s residential customer base with a portion of Sky

Sport Now streaming customers electing to pause subscriptions and 8% of satellite customers that subscribe to sport electing

to downgrade their packages. Sky’s satellite sport subscribers were offered complimentary upgrades that reduced the extent of

downgrades, with this initiative well received by customers. The return of live sport events during May saw most satellite sport

customers return by year-end and delivered a strong increase in Sky Sport Now subscriptions.

In contrast, increased demand for entertainment content during the Level 3 and 4 lockdown period resulted in strong growth for

Sky’s entertainment streaming services, Neon and Lightbox.

Sky’s programming costs were lower than anticipated as sport production costs were avoided through the COVID-19 impacted

period. Sky also worked closely with key sport partners to negotiate equitable reductions for COVID-19 impacted sport payments

in 2020.

Residential satellite subscriptions revenue decreased by 7.6% to $582.0 million due to fewer satellite customers, a lower uptake

of premium services (sport and movies) and lower pay-per-view buys. A continuing focus on customer retention saw a 21%

improvement in net annual churn rates as targeted initiatives gained traction.

Other subscriptions revenue includes commercial revenue earned from Sky subscriptions at hotels, motels, restaurants and bars

throughout New Zealand, revenue derived from transmission of programming for third parties and revenue from streaming

subscription services such as Neon, Lightbox, Sky Sport Now and RugbyPass. This revenue increased 6.9% to $105.4 million in 2020

due mainly to an increase in subscriber numbers for Sky’s streaming services from the acquisitions of RugbyPass and Lightbox.

Advertising revenue decreased by 12.7% to $45.2 million in 2020 due to a general weakening of market conditions for advertising

expenditure and impacts of COVID-19.

Other revenue and other income increased marginally by 1.3% to $15.0 million in 2020 mainly due to an increase in satellite access

fees received.

36
Financial Commentary (Continued)

Expense Analysis

A further breakdown of Sky’s operating expenses for 2020 and 2019 is provided below:

30-Jun-2030-Jun-19

In NZD millions AdjustedReported% inc/(dec)% of revenueAdjustedReported% of revenue

Programming

335.5342.14.644.9320.8326.540.3

Subscriber related costs

101.9106.615.413.688.388.311.1

Broadcasting and

infrastructure

70.377.9(26.6)9.495.895.812.0

Other costs

47.5 56.8(3.3)6.449.254.36.2

Depreciation, amortisation

and impairment

119.3 119.3 28.316.093.0 131.1 11.7

Total operating expenses

674.5702.74.390.2647.1696.081.4

Programming costs comprise both the costs of purchasing programme rights and also programme operating costs. Programme

rights costs include the costs of sport rights, pass-through channel rights (e.g. ESPN, Living Channel, National Geographic etc.),

movies (including pay-per-view), streaming rights and music rights. Programme operating costs include the costs of producing live

sport events, satellite and fibre linking costs and original shows produced in-house.

Sky’s adjusted programming costs have increased by $14.7 million and equate to 44.9% of revenue in 2020, up from 40.3% in 2019.

The increase is mainly due to the rights costs of $16.7 million relating to the acquisitions of RugbyPass and Lightbox. Adjusted

programming costs exclude impairment of RugbyPass and other entertainment programme rights of $3.2 million (refer note 9 of

the Financial Statements) and redundancy costs of $3.4 million.

Subscriber related costs include the costs of servicing and monitoring equipment installed at subscribers’ homes, indirect

installation costs, the costs of Sky’s customer service department, sales and marketing costs and general administrative costs

associated with managing the subscriber relationship.

In 2020, subscriber related costs increased by 15.4% due to an increase in sales and marketing costs as Sky implemented initiatives

to attract and grow streaming subscribers. Adjusted subscriber related costs exclude redundancy costs of $4.7 million.

Broadcasting and infrastructure costs consist of transmission and linking costs for transmitting Sky and Prime’s content from

its studios in Auckland to customers over satellite, streaming and other distribution platforms and the costs of operating Sky’s

television stations at Mt Wellington and Albany.

Sky’s broadcasting and infrastructure costs are detailed below:

In NZD millions

20202019

Broadcasting and infrastructure

70.3 63.1

Optus lease expense

- 32.7

Satellite reservation fees

3.0 -

Redundancy

4.6 -

77.9 95.8

The change from 2019 mainly reflects the effect of the adoption of NZ IFRS 16 from 1 July 2019. Optus lease costs are

now expensed as depreciation and interest, whereas previously the cost was an operating cost included in broadcasting and

infrastructure costs. Other adjustments included a one-off satellite reservation fee incurred while Sky worked through the future of

the Optus satellite of $3.0 million and redundancy costs of $4.6 million. The remaining increase is due to costs relating to internet

delivery costs and support for Sky’s streaming services, Neon, Lightbox, Sky Sport Now and RugbyPass.

Other costs include advertising costs and the overhead costs relating to corporate management of the Sky Group including

consultancy costs. The adjusted other costs have decreased by 3.3% to $47.5 million. Adjusted other costs exclude redundancy

costs of $2.7 million, $3.2 million Holidays Act compliance provision and $3.3 million of one-off consultancy costs.

Sky / 2020 Annual Report
37

Depreciation, amortisation and impairment costs include depreciation charges for subscriber equipment including satellite

dishes and decoders owned by Sky, fixed assets such as television station facilities, amortisation of the right-of-use assets created

under NZ IFRS 16 and amortisation of computer software and intangible assets. The current year includes depreciation relating

to right-of-use assets of $33.6 million. This increase offsets the prior year impairment cost for the infinite video platform (IVP) of

$38.2 million. Depreciation of property, plant and equipment has decreased as decoders and installation costs reach the end of

their useful lives while amortisation of intangibles has increased in relation to acquired intangibles for Lightbox and RugbyPass.

Depreciation, amortisation and impairment costs are summarised below:

In NZD millions

20202019

Depreciation of property, plant and equipment

54.7 70.9

Amortisation of intangibles

31.0 22.0

Depreciation of right-of-use assets

33.6 -

Impairment of IVP project

- 38.2

Total depreciation, amortisation and impairment 119.3 131.1

Finance costs, net have increased from $12.4 million to $13.7 million. The increase relates to interest of $3.4 million on lease

liabilities as a result of adopting NZ IFRS 16 lease accounting on 1 July 2019. This is partially offset by a reduction in interest as

debt levels have reduced throughout the year. Sky’s weighted average interest rates are as follows:

20202019

Borrowings

5.42%6.52%

Bonds

6.16%6.13%

Lease liabilities

4.30%-

Combined weighted average

5.21%6.34%

Capital expenditure

Sky’s capital expenditure over the last two years ended 30 June is summarised as follows:

In NZD millions

20202019

Subscriber equipment

4.47.3

Installation costs

12.615.5

Projects under development

11.734.5

Software

19.710.0

Other

8.19.0

Capital expenditure

56.576.3

Assets acquired by way of business acquisitions

16.4 -

Total capital expenditure

72.976.3

Sky has a stated objective to manage capital expenditure within a target band of 7% - 9% of revenue, with FY20 spending of 7.6%

comfortably within this range. The average over the past five years has been 9.6% with this year’s performance contributing to a

positive downward trend.

Capital expenditure had a greater emphasis on Sky’s streaming services in 2020, and less on costs associated with Sky’s satellite

delivery platform.

This approach is consistent with Sky’s accelerated focus on streaming, requiring additional investment in the Sky Go, Sky Sport

Now and Neon platforms which led to an increase in expenditure included as software within intangible assets.

Satellite installation costs and subscriber equipment costs decreased by 25.4%. Capital expenditure in FY19 included expenditure

for the IVP project that was subsequently discontinued. Assets acquired by way of business acquisitions include the Lightbox

streaming platform and other intangible assets.

38
In NZD 000

20202019201820172016

For the year ended 30 June

Income statement

Total revenue

747,646795,126852,710893,485928,200

Total operating expenses

583,395564,958566,900601,145602,914

EBITDA (1)

164,251230,168285,810292,340325,286

Depreciation, amortisation and impairment (2)

119,318131,103102,414105,148100,241

Impairment of goodwill

177,500670,000360,000 - -

Net interest expense and financing charges

15,85913,65017,57620,47019,684

Losses/(gains) on currency and other

(2,120)(1,208)(66)(850) 371

Net (loss)/profit before income tax

(146,306)(583,377)(194,114)167,572204,990

Balance sheet

Property, plant,and equipment, intangibles and

right-of-use assets


287,962


213,702


268,925


301,008


331,157

Goodwill

256,312395,3311,065,3311,425,3311,425,331

Total assets

837,936771,3531,503,0021,887,2001,943,564

Interest bearing loans and liabilities

212,513193,662235,344298,663348,085

Working capital (3)

90,2918,6079,03810,21530,945

Total liabilities

462,966419,785476,315559,322612,641

Total equity

374,970351,5681,026,6871,327,8781,330,923

Cash flow

Net cash from operating activities

157,300178,026213,613244,536275,844

Net cash used in investing activities

(74,627)(69,780)(58,194)(79,640)(133,635)

Free cash flow

82,673108,246155,419164,896142,209

Capital expenditure

Capital expenditure

56,45876,30058,20079,700128,800

Assets acquired by way of business combination (4)

16,354----

Total capital expenditure

72,81276,30058,20079,700128,800

(1) Earnings before income tax, interest expense, depreciation, amortisation and impairment, unrealised gains and losses on currency and interest

rate swaps.

(2) The 2020 year includes depreciation on right-of-use assets of $33.6 million. (refer note 13). The 2019 year includes impairment of property, plant

and equipment of $38.2 million relating to the cancellation of the infinite video platform (IVP) and related decoders and equipment (refer note 12).

(3) Working capital excludes current borrowing, bonds, derivative financial instruments, available for sale financial assets and contract liabilities and

lease liabilities. Prior periods have been adjusted to exclude contract liabilities.

(4) RugbyPass and Lightbox, acquired in the 2020 financial year (refer note 27), were the only substantial acquisitions in the last five years.

Financial Performance

Trends (as reported)

Sky / 2020 Annual Report
39

Directors’ Responsibility

Statement

The directors of Sky Network Television Limited (Sky) are responsible for ensuring that the consolidated

financial statements of Sky and its subsidiaries (the Group) present fairly the financial position of the Group

as at 30 June 2020 and the results of its operations and cash flows for the year ended on that date.

The directors consider that the consolidated financial statements of the Group have been prepared using

appropriate accounting policies, consistently applied and supported by reasonable judgements and estimates

and that all relevant financial reporting and accounting standards have been followed.

The directors believe that proper accounting records have been kept which enable, with reasonable accuracy,

the determination of the financial position of the Group and facilitate compliance of the consolidated financial

statements with the Financial Markets Conduct Act 2013.

The directors consider they have taken adequate steps to safeguard the assets of the Group and to prevent

and detect fraud and other irregularities.

The directors present the consolidated financial statements of the Group for the year ended 30 June 2020.

The Board of Directors of Sky authorise these financial statements for issue on 9 September 2020.

For and on behalf of the Board of Directors


Martin Stewart

Director and Chief Executive

Philip Bowman

Director and Chairman

Date: 9 September 2020

40
Contents

Financial Statements

Consolidated Income Statement ..................................................41

Consolidated Statement of Comprehensive Income .............. 42

Consolidated Balance Sheet ......................................................... 43

Consolidated Statement of Changes in Equity ........................ 44

Consolidated Statement of Cash Flows .................................... 45

Basis of Preparation

1. General Information.................................................................... 46

2. Basis of Consolidation ................................................................ 47

3. Significant Accounting Policies and

Key Sources of Estimation Uncertainty .................................. 47

Performance

4. Segment and Revenue Information ........................................ 50

5. Operating Expenses .................................................................... 52

6. Earnings Per Share ...................................................................... 53

7. Taxation ......................................................................................... 53

Working Capital

8. Trade and Other Receivables .................................................... 55

9. Programme Rights Inventory .................................................... 57

10. Trade and Other Payables and Contract Liabilities .......... 58

Assets

11. Assets Held for Sale .................................................................. 58

12. Property, Plant and Equipment.............................................. 59

13. Right-Of-Use Assets ................................................................. 61

14. Intangible Assets ....................................................................... 62

15. Goodwill ....................................................................................... 63

Funding

16. Borrowings ...................................................................................67

17. Lease Liabilities ...........................................................................69

18. Finance Costs, Net .....................................................................70

19. Share Capital ..............................................................................71

20. Reserves ........................................................................................72

Financial Risk Management

21. Derivative Financial Instruments ............................................73

22. Financial Risk Management - Market Risk............................76

23. Credit Risk ....................................................................................77

24. Liquidity Risk ................................................................................78

25. Classification of Financial Instruments .................................81

Other

26. Contingent Consideration and Provisions ............................82

27. Business Acquisitions .................................................................83

28. Related Parties ...........................................................................84

29. Commitments .............................................................................85

30. Contingent Liabilities ................................................................86

31. Subsequent Events ....................................................................86

32. Non-GAAP Financial Information ...........................................86

Independent Auditor's Report........................................................87

Sky / 2020 Annual Report
41

For the year ended 30 June 2020

In NZD 000Notes30-Jun-2030-Jun-19

Revenue

746,641795,126

Other income

1,005 -

Total revenue

4747,646795,126

Expenses

Programming

342,096326,461

Subscriber related costs

106,55488,323

Broadcasting and infrastructure

77,94295,846

Depreciation, amortisation and impairment of assets

5119,318131,103

Other costs

56,80354,328

Total expenses

702,713696,061

Operating profit before impairment

44,93399,065

Impairment of goodwill

5,15 177,500 670,000

Operating loss

(132,567)(570,935)

Finance costs (net)

18 13,73912,442

Loss before tax

(146,306)(583,377)

Income tax expense

7 10,46624,460

Loss for the year

(156,772)(607,837)

Attributable to

Equity holders of the Company

6(156,979)(608,158)

Non-controlling interests

207321

(156,772)(607,837)

Loss per share

Basic and diluted loss per share (cents)

6(23.91)(119.99)

Consolidated

Income Statement

42
Consolidated Statement

of Comprehensive Income

For the year ended 30 June 2020

In NZD 00030-Jun-2030-Jun-19

Loss for the year

(156,772)(607,837)

Items that may be reclassified to profit or loss

Exchange difference on translation of foreign operations

220 -

Deferred hedging gains/ (losses) transferred to operating expenses during the year

1,196(2,745)

Income tax effect

(335)769

Net other comprehensive income/(loss) to be reclassified to profit or loss,

net of income tax


1,081


(1,976)

Items that may not be reclassified to profit and loss

Deferred hedging losses transferred to non-financial assets during the year

(51)(10,097)

Income tax effect

142,827

Net other comprehensive loss not being reclassified to profit or loss,

net of income tax


(37)


(7,270)

Total comprehensive loss for the year

(155,728)(617,083)

Attributable to:

Equity holders of the Company

(155,935)(617,404)

Non-controlling interest

207321

(155,728)(617,083)

Sky / 2020 Annual Report
43

As at 30 June 2020

In NZD 000Notes30-Jun-2030-Jun-19

Current assets

Cash and cash equivalents

110,6774,283

Trade and other receivables

856,85461,996

Programme rights inventory

9113,82289,458

Derivative financial instruments

213,2655,019

284,618160,756

Non-current assets

Property, plant and equipment

12124,585163,217

Right-of-use assets

1396,821-

Intangible assets

1466,55650,485

Deferred tax asset

7216-

Goodwill

15256,312395,331

Derivative financial instruments

214611,564

544,951610,597

Assets held for sale

11 8,367 -

Total assets

837,936771,353

Current liabilities

Interest bearing loans and borrowings

16 100,7651,701

Lease liabilities

17 36,562-

Trade and other payables

10 176,021136,078

Contract liabilities

10 51,18054,396

Income tax payable

15,04111,052

Derivative financial instruments

21 9222,721

380,491205,948

Non-current liabilities

Interest bearing loans and borrowings

16 1,883191,961

Lease liabilities

17 73,303-

Contingent consideration

26 5,283-

Deferred tax liability

7 - 18,924

Derivative financial instruments

21 4052,952

80,874213,837

Liabilities associated with assets held for sale

11 1,601 -

Total liabilities

462,966419,785

Equity

Share capital

19 767,608577,403

Reserves

20 991(53)

Retained deficit

(394,875)(227,111)

Total equity attributable to equity holders of the Company

373,724350,239

Non-controlling interest

1,2461,329

Total equity

374,970351,568

Total equity and liabilities

837,936771,353

Consolidated

Balance Sheet

Martin Stewart

Director and Chief Executive

Philip Bowman

Director and Chairman

For and on behalf of the Board 9 September 2020

44
For the year ended 30 June 2020

Attributable to owners of the parent

In NZD 000Notes

Share

capitalReserves

Retained

deficitTo t a l

Non-

controlling

interest

To t a l

equity

For the year ended 30 June 2020

Balance at 1 July 2019

577,403(53)(227,111)350,2391,329351,568

Impact of adoption of

new accounting standard


3


-


-


(10,785)


(10,785)


-


(10,785)

Adjusted balance

577,403(53)(237,896)339,4541,329340,783

Loss for the year

- - (156,979)(156,979)207(156,772)

Exchange difference on translation

of foreign operations


-


220


-


220


-


220

Cash flow hedges, net of tax

20 - 824 - 824 - 824

Total comprehensive loss for the year

- 1,044(156,979)(155,935) 207 (155,728)

Transactions with owners in their

capacity as owners

Rights issue and placement of shares

19 157,091 - - 157,091 - 157,091

Issue of ordinary shares related

to business combination


19


24,378


-


-


24,378


-


24,378

Issue of ordinary shares to

NZ Rugby Union9,19 15,436 - - 15,436 - 15,436

Transaction costs relating

to share issues19(7,086) - - (7,086) - (7,086)

Dividend paid

- - - - (290)(290)

CEO share based remuneration

28 386 - - 386 - 386

190,205 - - 190,205(290)189,915

Balance at 30 June 2020

767,608 991 (394,875) 373,724 1,246 374,970

For the year ended 30 June 2019

Balance at 1 July 2018

577,4039,032438,9981,025,4331,2541,026,687

Reversal of deferred tax on

held for sale investment


-


-


420


420


-


420

Balance at 1 July 2018 (restated)

577,4039,032439,4181,025,8531,2541,027,107

Loss for the year

- - (608,158)(608,158)321(607,837)

Cash flow hedges, net of tax

20 - (9,246) - (9,246) - (9,246)

Total comprehensive loss for the year

- (9,246)(608,158)(617,404) 321 (617,083)

Transactions with owners in their

capacity as owners

Dividend paid

- - (58,371)(58,371)(246)(58,617)

Supplementary dividends

- - (8,552)(8,552) - (8,552)

Foreign investor tax credits

- - 8,5528,552 - 8,552

CEO share based remuneration

19,28 - 161 -

161 - 161

- 161 (58,371)(58,210)(246)(58,456)

Balance at 30 June 2019

577,403(53)(227,111)350,2391,329351,568

Consolidated Statement

of Changes in Equity

Sky / 2020 Annual Report
45

For the year ended 30 June 2020

In NZD 000Notes30-Jun-2030-Jun-19

Cash flows from operating activities

Loss before tax

(146,306)(583,377)

Adjustments for:

Depreciation and amortisation

5 119,318 131,103

Impairment of goodwill

5 177,500 670,000

Impairment of programme rights

9 3,240 5,715

Unrealised foreign exchange loss/(gain)

18 1,953 (258)

Interest expense

18 16,020 13,895

Bad debts and movement in provision for loss allowance

5 1,352 1,186

Other non-cash items

1,040 605

Movement in working capital items:

Decrease/(increase) in receivables

10,128 (65)

Increase in payables

17,631 5,362

Increase in programme rights

(5,056)(16,795)

Cash generated from operations

196,820227,371

Interest paid

(15,995)(14,045)

Bank facility fees paid

(25)(800)

Income tax paid

(23,500)(34,500)

Net cash from operating activities

157,300178,026

Cash flows from investing activities

Proceeds from sale of property, plant and equipment

- 228

Acquisition of property, plant, and equipment

12(27,470)(66,307)

Acquisition of intangibles

14(28,988)(10,035)

Acquisition of subsidiaries,net of cash acquired

27(18,169)-

Disposal of held for sale financial asset

11 - 6,334

Net cash used in investing activities

(74,627)(69,780)

Cash flows from financing activities

Proceeds from rights issue and placement of shares

19157,091 -

Transaction costs incurred for rights issue

19(7,086) -

Repayment of borrowings - bank loan

16(207,000)(300,000)

Advances received - bank loan

16119,000 257,000

Vendor finance received

16 - 3,205

Repayment of other borrowings

16(1,093)(1,693)

Payments for lease liability principal

17(36,901)-

Dividend paid to minority shareholders

(290)(246)

Dividends paid

- (66,923)

Net cash from/(used in) financing activities

23,721 (108,657)

Net increase/(decrease) in cash and cash equivalents

106,394 (411)

Cash and cash equivalents at beginning of year

4,283 4,694

Cash and cash equivalents at end of year

110,677 4,283

Consolidated Statement

of Cash Flows

46
Notes to the Consolidated

Financial Statements

For the year ended 30 June 2020

1. General Information

This section sets out the Group’s accounting policies that relate to the consolidated financial statements as a whole.

They have been presented in a structure which is intended to make them more relevant to shareholders. Where an accounting

policy is specific to one note, the policy is described in the note to which it relates.

Sky Network Television Limited (Sky) is a company incorporated and domiciled in New Zealand. The address of its registered office

is 10 Panorama Road, Mt Wellington, Auckland, New Zealand. The consolidated financial statements for the year ended 30 June

2020 comprise Sky Network Television Limited and its subsidiaries (the Group).

Sky is a company registered under the Companies Act 1993 and is a reporting entity under Part 7 of the Financial Markets Conduct

Act 2013. The consolidated financial statements of the Group have been prepared in accordance with the requirements of the

Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

The Group’s primary activity is to operate as a provider of sport and entertainment media services in New Zealand and overseas.

These consolidated financial statements were authorised for issue by the Board on 9 September 2020.

Basis of preparation

The consolidated financial statements of the Group have been prepared in accordance with Generally Accepted Accounting

Practice in New Zealand (NZ GAAP). The Group is a for-profit entity for the purpose of complying with NZ GAAP. The consolidated

financial statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS), other

New Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The consolidated

financial statements also comply with International Financial Reporting Standards (IFRS).

These consolidated financial statements are prepared on the basis of historical cost except where otherwise identified.

The consolidated financial statements are presented in New Zealand dollars.

Group structure

The Group has a majority share in the following subsidiaries:

Name of EntityPrincipal Activity

Country of

IncorporationParent Interest held

Jun-20Jun-19

Sky DMX Music LimitedCommercial MusicNew ZealandSky

50.50%50.50%

Sky Ventures LimitedInvestmentNew ZealandSky

100.00%100.00%

Media Finance LimitedNon-tradingNew ZealandSky

100.00%100.00%

Outside Broadcasting Limited Broadcasting servicesNew ZealandSky

100.00%100.00%

Screen Enterprises Limited Non-tradingNew ZealandSky

100.00%100.00%

Igloo LimitedNon-tradingNew ZealandSky

100.00%100.00%

Believe It Or Not LimitedEntertainment quizzesNew ZealandSky

51.00%51.00%

Sky Investment Holdings Limited

(incorporated 15 August 2019)

InvestmentNew ZealandSky

100.00% _

RugbyPass Limited

(acquired 19 August 2019)

Streaming servicesIrelandSky Investment

Holdings Limited

100.00% _

RugbyPass Asia Pte Ltd

(acquired 19 August 2019)

Management servicesSingaporeRugbyPass Limited

100.00% _

Lightbox New Zealand Limited

(acquired 31 January 2020)

Streaming servicesNew ZealandSky

100.00% _

Sky / 2020 Annual Report
47

2. Basis of Consolidation

The Group financial statements consolidate the financial statements of Sky and its subsidiaries. The acquisition method of

accounting is used to account for the acquisition of subsidiaries and businesses by the Group. The consideration transferred in

a business combination is measured at fair value, which is calculated as the sum of the acquisition date fair value of the assets

transferred and the liabilities incurred. Each identifiable asset and liability is generally measured at its acquisition date fair value

except if another NZ IFRS requires another measurement basis. The excess of the consideration of the acquisition and the amount

of any non-controlling interest in the acquired company, less the Group's share of the net of the acquisition date amounts of the

identifiable assets acquired and the liabilities assumed, is recognised as goodwill. Acquisition related costs are expensed as incurred.

Subsidiaries

Subsidiaries are entities that are controlled, either directly or indirectly, by the Group. The Group controls an entity when it is

exposed to, or has rights to, variable returns from its involvement with the entity, and has the ability to affect those returns from

its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are

deconsolidated from the date on which control ceases.

Intragroup balances and any unrealised gains and losses or income and expenses arising from intragroup transactions, are

eliminated in preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as are unrealised

gains unless the transaction provides evidence of an impairment of the asset transferred.

Transactions with non-controlling interests

Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions – that is,

as transactions with the owners in their capacity as owners. The difference between the fair value of any consideration paid and

the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals

to non-controlling interests are also recorded in equity.

3. Significant Accounting Policies and

Key Sources of Estimation Uncertainty

Growth strategy and future performance

In the 31 December 2019 interim financial statements, the Group reported that it has continued to execute its strategy which

included:

• The acquisition of RugbyPass Limited in August (refer note 27).

• Negotiating a five-year partnership agreement with the New Zealand Rugby Union (NZR) as a result of successfully renewing

the SANZAAR contract for the five years from 2021 to 2025 (refer note 15), including the issuance of 21,801,325 Sky shares to

NZR with a fair value of $15 million (refer note 9).

• Changing the organisational design and structure within the Group (refer note 5), and

• Completing the acquisition of Lightbox from Spark in January 2020 (refer note 27).

COVID-19

On 11 March 2020 the World Health Organisation declared a global pandemic as a result of the outbreak and spread of COVID-19.

Following this, on 25 March 2020 the New Zealand Government raised its Alert Level to 4 (nationwide lockdown of non-essential

services) for an initial four-week period. Restrictions on movement, travel and gatherings resulted in the significant reduction of

live sports, and increased uncertainty around the future scheduling of sporting events and flow of content, both in New Zealand

and internationally. Sky’s operations were considered to be an essential service and were able to operate during Alert Level 4.

The lockdown resulted in increased demand for entertainment content as people stayed at home and as a result Neon and

Lightbox recorded strong growth.

The Group took several immediate steps to support customer retention and to manage liquidity including:

• Proactively reducing charges to commercial customers and allowing them to suspend their accounts while they were unable

to operate.

• Offering entertainment and movie package upgrades to sports subscribers to reward loyalty, mitigate downgrades and churn.

• Undertaking cost saving measures in relation to operating expenditure, particularly in relation to programming operations

due to a reduction in sports related production.

• Deferring non-essential capital projects.

• Accelerated the raising of additional capital.

48
Notes to the Consolidated Financial Statements (Continued)

3. Significant Accounting Policies and Key Sources

of Estimation Uncertainty (Continued)

As discussed above, the Group was in the process of implementing its growth strategy and ensuring the appropriate funding

structure was in place to support the strategy. The Group completed a capital raise on 21 May 2020 to raise $157 million of

additional capital to strengthen Sky’s balance sheet and reposition for its refreshed strategy and help mitigate the impacts

of COVID-19. The capital raise and renegotiation of bank facility terms (refer note 16) enabled the Group to repay debt and

have access to sufficient capital to repay the bonds in March 2021, withstand near term headwinds and to execute on future

growth opportunities based on the Board approved forecasts. Based on the additional capital secured, including consideration

of an earlier return to sport than forecast, the Board considers that compliance with financial covenants will continue to be

met for at least the next 12 months from approving these consolidated financial statements (refer note 16).

The ongoing uncertainties discussed and other economic effects of the pandemic have been considered in the Group’s key

estimates and judgements as disclosed in the following notes:

• Intangible assets - the ability to achieve future forecasts and the consequential impacts on the carrying value of goodwill and

other finite life intangibles (refer notes 14 and 15).

• Receivables - the ability of its subscribers and commercial customers to pay (refer note 8).

• Programming rights - the ability to monetise prepaid and future sports programming rights (refer note 9).

• Identification of cash generating units (CGUs) and allocation of goodwill to CGUs - the Board reassessed their view of the

Group's CGUs and believe that Sky and RugbyPass are separate individual CGUs which require judgement (refer note 15).

Considering the above, the Board has reviewed the operating and cash flow forecasts for the five-year period to 2025. The Board

is satisfied based on their review of these financial forecasts that during the period to at least 12 months from the approving of

the consolidated financial statements there will be adequate cash flows generated from operating and financing activities to meet

the obligations of the Group.

Accounting policies

The accounting policies applied by the Group in these consolidated financial statements are the same as those applied by

the Group in its consolidated financial statements as at and for the year ended 30 June 2019, except for the adoption of new

standards effective as of 1 July 2019 (detailed below). The Group has not early adopted any other standard, interpretation or

amendment that has been issued but is not yet effective.

The Group has applied NZ IFRS 16 Leases for the first time for the year ended 30 June 2020, using a modified retrospective approach

which does not require restatement of previous financial statements. The nature and effect of these changes are disclosed below.

NZ IFRS 16 - Impact on the financial statements

NZ IFRS 16 primarily changes lease accounting for lessees; lease agreements now give rise to the recognition of an asset

representing the right to use the leased item and a loan obligation for future lease payables. Lease costs are recognised in the

form of depreciation of the right-of-use asset and interest is recognised on the lease liability. The new standard has substantively

changed the accounting treatment for operating leases where rental charges were previously recognised on a straight-line basis

and no lease asset or lease obligation was recognised. The standard was effective for accounting periods beginning on or after

1 January 2019 and the Group adopted the standard from 1 July 2019.

In applying NZ IFRS 16 for the first time the Group has used the following practical expedients permitted by the standard:

• Use of a single discount rate to leases with reasonably similar characteristics.

• Use of hindsight in determining a lease term.

• Exclusion of initial direct costs for the measurement of the lease asset at the date of initial recognition.

• Exclusion of leases with a remaining term of less than 12 months.

Lease liabilities are measured at the present value of the remaining lease payments using the Group’s incremental borrowing rate (IBR)

as at 1 July 2019 as described in note 17. The associated right-of-use assets were measured on a retrospective basis as if the new rules

had always been applied. Right-of-use assets are classified as transmission, property, equipment and motor vehicles. Finance leases at

30 June 2019 were transferred to lease liabilities and right-of-use assets on 1 July 2019.

Sky / 2020 Annual Report
49

The impact of adoption of NZ IFRS 16 on the Group’s consolidated financial statements is summarised in the table below:

In NZD 000Note30-Jun-201-Jul-19

Right-of-use assets

1396,82177,962

Lease liabilities

17(109,865)(92,944)

Deferred tax

3,6524,194

Retained earnings

10,78510,785

Lease payments are discounted using the interest rate implicit in the lease. If the rate cannot be readily determined, which is

the case for most of the Group’s leases, the Group’s incremental borrowing rate (IBR) is used. The IBR is the rate that the Group

would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic

environment with similar terms, security and conditions. To determine the IBR, the Group calculates its internal borrowing rate on a

quarterly basis. The weighted average IBR at 30 June 2020 was 4.37% (1 July 2019: 4.00%).

The table below reconciles commitments disclosed as at 30 June 2019 to the lease liability balance at 1 July 2019:

Commitments disclosed as at 30 June 2019

Operating leases

92,660

Contracts for transmission service

7,038

Other service commitments (note 29)

26,511

126,209

Less short term and immaterial leases recognised on a straight-line basis as an expense

(2,354)

Less contracts assessed as service commitments

(22,813)

Adjustment for transponder accrual

(3,070)

Discounting using the Group's incremental borrowing rate at the date of initial application

(5,028)

Operating lease liability

92,944

Current lease liabilities

36,873

Non-current lease liabilities

56,071

92,944

The adoption of NZ IFRS 16 does not have any significant impact on the Group’s banking covenants since transmission leases were

already treated as finance leases in the covenant calculations.

Foreign currency translation

Functional and presentation currency

The Group’s consolidated financial statements are presented in New Zealand dollars (NZD) which is the Group’s functional and

presentation currency.

Transactions and balances

Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange

rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are

translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary items that

are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction.

Foreign currency differences are generally recognised in profit or loss and presented within finance costs, except when deferred

in other comprehensive income as qualifying cash flow hedges.

50
Notes to the Consolidated Financial Statements (Continued)

Description of revenue streams

Within its operating business segment Sky has several revenue streams which it reports against. These include:

Residential satellite revenue: This includes revenue from Sky’s subscription services linked to its satellite customers.

Customers are invoiced on a monthly basis and contracts are normally for a period of 6 or 12 months with monthly

renewals thereafter. Early termination fees apply. Revenue is recognised over the period to which the subscription related.

Unearned subscriptions and deferred revenues are revenues that have been invoiced relating to services not yet performed

and are reported as contract liabilities (refer note 10).

Other subscription revenue: This includes commercial revenue earned from Sky subscriptions at businesses throughout

New Zealand, revenue from content sold to third parties for retransmission and revenue from streaming services such as

Neon, Sky Sport Now, RugbyPass and Lightbox. This revenue is recognised over time based on the timing of the services

provided. Contracts vary in length, including daily, weekly, monthly and are payable in advance.

Contracts with wholesale customers, where some of the Group’s services, (including Neon, Lightbox and Sky Sport Now) are

combined with the customer’s products and sold as part of a bundled service have differing provisions such that the Group

has been determined to be either the principal or the agent depending on the wholesale contract terms. Revenue from these

contracts is invoiced monthly depending on the services provided, and is reported on a gross basis with the commission paid

or discount offered being treated as an operating expense where the Group is determined to be the principal and on a net

basis where the Group is determined to be the agent.

Advertising revenue: This relates to revenue received from customers in return for advertising placed on the Group’s services.

This revenue is reported when the advertisement is screened. Contract terms and rates vary depending on the customer and

services provided. Customers are billed monthly in arrears. Revenue is earned at a point in time.

Other revenue: This includes revenue from installation services, transmission services and various other non-subscriber

related revenue. This revenue is recorded when the product or service has been delivered to the customer at a point in time.

3. Significant Accounting Policies and Key Sources

of Estimation Uncertainty (Continued)

Foreign operations

The income statements of foreign operations are translated into the Group’s reporting currency at average exchange rates for

the period and the assets and liabilities of foreign operations are translated into NZD at the exchange rates prevailing at the

reporting date. The income and expenses of foreign operations are translated into NZD at the exchange rates at the dates of

the transactions.

Foreign exchange differences are recognised in other comprehensive income and accumulated in the translation reserve.

Goods and services tax (GST)

The consolidated statement of comprehensive income and statement of cash flows have been prepared so that all components

are stated exclusive of GST. All items in the consolidated balance sheet are stated net of GST with the exception of receivables

and payables, which include GST invoiced.

4. Segment and Revenue Information

In NZD 00030-Jun-2030-Jun-19

Residential satellite subscriptions

581,962629,763

Other subscriptions

105,38198,595

Advertising

45,15551,805

Other revenue

14,143 14,963

Other income

1,005-

747,646795,126

Sky / 2020 Annual Report
51

Key estimates and judgements

Gross versus net presentation

If the Group has control of goods or services when they are delivered to a customer, then the Group is the principal in the sale

to the customer, otherwise the Group is acting as an agent. Whether the Group is considered to be the principal or an agent

in the transaction depends on analysis by management of both the legal form and substance of the agreement between the

Group and its business partners; such judgements impact the amount of reported revenue and operating flows. Scenarios

requiring judgement to determine whether the Group is a principal or an agent include, for example, those where the Group

contracts through a third party to deliver its services such as Neon, Sky Sport Now, RugbyPass and Lightbox to customers via

a bundled service offering.

Operating segments are reported in a manner consistent with the internal reporting provided to Sky's executive team who are

the chief operating decision-makers. Sky's executive team is responsible for allocating resources and assessing performance of

the operating segments. Sky operates in a single operating segment; the provision of sport and entertainment media services in New

Zealand. RugbyPass has been identified as a separate operating segment and will form a separate cash generating unit for the year

ended 30 June 2020. For financial reporting purposes and with reference to the aggregation criteria in the accounting standards

RugbyPass will be aggregated with the Sky business operating segment for the purposes of reporting segment disclosure.

The table below shows the disaggregation of the Group’s revenue from contracts with customers on the basis of when revenue

is recognised for its principal revenue streams as described below.

In NZD 000

Residential

satellite

subscriptions

Other

subscriptionsAdvertising

Other

revenue

Total revenue

from contracts

with customers

For the year ended 30 June 2020

Revenue from customers

581,962105,38145,15528,000760,498

Inter-segment revenue

- - - (13,857)(13,857)

Total revenue

581,962105,38145,15514,143746,641

Timing of revenue recognition

At a point in time

10,822 - 45,1557,56363,540

Over time

571,140105,381 - 7,585684,106

581,962105,38145,15515,148747,646

For the year ended 30 June 2019

Revenue from customers

629,76398,59551,80532,847813,010

Inter-segment revenue

- - - (17,884)(17,884)

Total revenue

629,76398,59551,80514,963795,126

Timing of revenue recognition

At a point in time

13,895 - 51,8057,50573,205

Over time

615,86898,595 - 7,458721,921

629,76398,59551,80514,963795,126

Inter-segment revenue relates to intergroup production services.

52
Notes to the Consolidated Financial Statements (Continued)

5. Operating Expenses

Loss before tax includes the following separate expenses/(credits):

In NZD 000Notes30-Jun-2030-Jun-19

Depreciation, amortisation and impairment

Depreciation and impairment of property, plant and equipment (1)

1254,698109,100

Amortisation of intangibles

1431,05022,003

Depreciation of right-of-use assets

1333,570 -

Impairment of goodwill

15177,500670,000

Total depreciation, amortisation and impairment

296,818801,103

Credit loss

Movement in provision

319(57)

Net write-off

1,0331,243

Total credit loss

81,3521,186

Fees paid to external auditors

Audit fees paid to principal auditors (2)

649369

Regulatory reporting

32

Non-assurance services by principal auditors

Agreed upon procedures on the bank compliance certificate

33

Treasury related financial markets risk analysis and commentary

3528

Scenario analysis of property requirements

36

Total fees to external auditors

726402

Employee costs (3)

105,70792,483

Kiwisaver employer contributions

2,3042,193

Donations

302214

Operating lease and rental expenses (4)

91635,872

(1) The majority of depreciation and amortisation relates to broadcasting assets (refer note 12).

(2) The audit fee includes the fee for both the annual audit of the financial statements and the review of the interim financial statements.

(3) Redundancy costs of $15.5 million (30 June 2019: $2.2 million) and a Holidays Act 2003 compliance provision of $3.2 million (note 26) and share

based payments of $386,000 (note 28) are included within employee costs.

(4) The balance includes short term and immaterial operating leases which have been excluded from the new accounting treatment for leases, which

under NZ IFRS 16 have been capitalised as lease liabilities and right-of-use assets (refer notes 13 and 17).

Employee entitlements to salaries, wages and annual leave, to be settled within 12 months of the reporting date represent

present obligations resulting from employees' services provided up to the reporting date calculated at undiscounted

amounts based on remuneration rates that the Group expects to pay.

Incentive plans are recognised as a liability and an expense for discretionary short term incentives (STIs) based on a formula

that takes into account the economic value added by employees during the reporting period. The Group recognises this

provision where contractually obliged or where there is a past practice that has created a constructive obligation.

Sky / 2020 Annual Report
53

6. Earnings Per Share

Basic and diluted loss per share

30-Jun-20

30-Jun-19

(restated)30-Jun-19

Loss after tax attributable to equity holders of the

parent (NZD 000)


(156,979)


(608,158)


(608,158)

Weighted average number of ordinary shares on issue

(thousands)


656,639


506,842


389,140

Basic and diluted earnings/(loss) per share(cents)

(23.91)(119.99)(156.28)

30-Jun-2030-Jun-1930-Jun-19

Issued ordinary shares at the beginning of the year

389,139,785389,139,785389,139,785

Ordinary shares issued on 19 August 2019

25,085,408 - -

Ordinary shares issued on 1 November 2019

21,801,325 - -

Ordinary shares issued on 21 February 2020

200,000 - -

Ordinary shares issued on 2 June 2020

998,629,091 - -

Ordinary shares issued on 16 June 2020

311,423,949 - -

Total number of shares on issue

1,746,279,558 389,139,785 389,139,785

Weighted average number of ordinary shares on issue

656,638,762 506,842,173 389,139,785

The prior year loss per share has been restated to adjust for the impact of the rights issue completed in June 2020 (refer note 19).

Basic loss per share

Basic earnings or loss per share is calculated by dividing the profit attributable to equity holders of Sky by the weighted average

number of ordinary shares on issue during the year.

Diluted earnings per share

Diluted earnings or loss per share is calculated by adjusting the weighted average of ordinary shares outstanding to assume

conversion of all dilutive potential ordinary shares. Sky had no dilutive potential ordinary shares during the current or prior period.

7. Taxation

Income tax expense

The total charge for the year can be reconciled to the accounting profit/(loss) as follows:

In NZD 00030-Jun-2030-Jun-19

Loss before tax

(146,306)(583,377)

Prima facie tax expense at 28%

(40,966)(163,346)

Non deductible expenses

49,806187,812

Prior year adjustment

9(8)

Adjustment for change to building depreciation

(2,487) -

Tax loss not recognised

1,813 -

Other

22

Effect of foreign tax rates

2,289-

Income tax expense

10,46624,460

Allocated between

Current tax payable

27,65642,344

Deferred tax

(17,190)(17,884)

Income tax expense

10,466 24,460

54
Notes to the Consolidated Financial Statements (Continued)

7. Taxation (Continued)

Buildings are currently not depreciable for tax purposes. As a result of a change in tax legislation enacted on 25 March 2020

with effect from 1 July 2020, (being the beginning of the 2020/2021 income year), the ability to tax depreciate buildings has

been reinstated. The change requires the restatement of the tax base (representing the future benefit of available tax deductions)

in the current 2019/2020 income year. This has resulted in a decrease to the deferred tax liability of $2,486,958.

Current income tax expense

Income tax expense represents the sum of the tax currently payable and deferred tax, except to the extent that it relates

to items recognised directly in other comprehensive income, in which case the tax expense is also recognised in other

comprehensive income. The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as

reported in profit or loss because it excludes items of income or expense that are taxable or deductible in other years and it

further excludes items that are never taxable or deductible. The Group's liability for current tax is calculated using the rates

that have been enacted or substantively enacted by the balance date.

Imputation credits

In NZD 00030-Jun-2030-Jun-19

Imputation credits available for subsequent

reporting periods based on a tax rate of 28%


145,963


119,646

The above amounts represent the balance of the imputation credit account as at the end of the reporting period adjusted for:

• Imputation credits that will arise from the payment of the amount of the provision for income tax;

• Imputation debits that will arise from the payment of dividends. Availability of these credits is subject to continuity of ownership

requirements.

Deferred tax (assets) and liabilities

The following are the major deferred tax liabilities and assets and the movements thereon during the current and prior reporting periods.

In NZD 000Notes

Fixed

assets

Leased

assetsOther

Recognised

directly

in equityTo t a l

For the year ended 30 June 2020

At 1 July 2019

8,17815,983(5,271)3418,924

Acquired on acquisition of subsidiaries

271,923 - - -1,923

NZ IFRS 9 hedging adjustment recognised

through other comprehensive income


20


-


-


-


321


321

Reinstatement of building depreciation

(2,487) - - - (2,487)

Leased assets under NZ IFRS 16

- retained earnings impact on transition


3


-


(4,194)


-


-


(4,194)

(Credited)/charged to profit and loss

(5,715)(4,911)(4,077)(14,703)

Balance at 30 June 2020

1,8996,878(9,348)355(216)

For the year ended 30 June 2019

At 1 July 2018

17,54322,364(3,133)4,05240,826

NZ IFRS 9 hedging adjustment recognised

through other comprehensive income


20


-


-


-


(3,597)


(3,597)

Revaluation of available for sale investment

recognised through other comprehensive income


-


-


-


(421)


(421)

(Credited)/charged to profit and loss

(9,365)(6,381)(2,138) - (17,884)

Balance at 30 June 2019

8,17815,983(5,271)3418,924

Certain deferred tax assets and liabilities have been offset as allowed under NZ IAS 12 where there is a legally enforceable right

to set off current tax assets against current tax liabilities and where the deferred tax assets and liabilities are levied by the same

taxation authority.

Sky / 2020 Annual Report
55

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases

of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is not

accounted for if it arises from initial recognition of an asset or liability in a transaction, other than a business combination,

that at the time of the transaction neither affects accounting nor taxable profit or loss. Deferred income tax is determined

using tax rates that have been enacted or substantively enacted by the balance date and are expected to apply when the

related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred income tax assets are

recognised to the extent that it is probable that future taxable profit will be available against which the temporary

differences can be utilised.

Key estimates and judgements

Deferred tax assets are recognised for unused tax losses and other deductible temporary differences to the extent that it

is probable that taxable profit will be available against which the losses and other deductible temporary differences can

be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be

recognised based upon the likely timing and level of future taxable profits. No deferred tax asset has been recognised in

relation to the RugbyPass accumulated losses of $14,506,000 and Igloo Limited’s accumulated losses of $12,150,000

(30 June 2019: $12,150,000). Those tax losses can be carried forward for use against future taxable profits of both entities

subject to meeting the requirements of the income tax legislation in the local tax jurisdiction including shareholder continuity.

8. Trade and Other Receivables

In NZD 000Notes30-Jun-2030-Jun-19

Trade receivables

40,193 51,405

Less provision for loss allowance

(898)(579)

Trade receivables - net

39,295 50,826

Other receivables

6,019 2,308

Prepaid expenses

11,540 8,862

Balance at end of year

56,854 61,996

Deduct prepaid expenses

(11,540)(8,862)

Financial instruments

2545,31453,134

Impairment of trade receivables

The Group applies the NZ IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss

allowance for all trade receivables.

To measure the expected credit losses trade receivables have been grouped based on the shared credit risk characteristics

and the days past due. The expected loss rates are based on the payment profiles of revenue over a period of 24 months before

30 June 2020 and 1 July 2019 respectively and the corresponding historical credit losses experienced within this period. As a result

of the COVID-19 pandemic the Group has increased its expected loss rates due to the uncertain future outlook for its residential

and commercial satellite customers. The ability of these customers to settle receivables in the near future is not currently

considered to relate to the historical credit risk characteristics of those customers.

The impairment of trade receivables as at 30 June 2020 is as follows:

30-Jun-2030-Jun-19

In NZD 000

Gross ImpairmentGross Impairment

Residential subscribers

24,383(653)31,622(423)

Commercial subscribers

2,975(58)5,197(17)

Wholesale customers

7,900 - 8,040 -

Advertising

2,894(32)5,132(42)

Other

2,041(155)1,414(97)

40,193(898)51,405(579)

56
Notes to the Consolidated Financial Statements (Continued)

8. Trade and Other Receivables (Continued)

As at 30 June, the ageing analysis of trade receivables is as follows:

30-Jun-2030-Jun-19

In NZD 000

Expected

loss rate

Gross

carrying

amount

Loss

allowanceIn NZD 000

Expected

loss rate

Gross

carrying

amount

Loss

allowance

Not past due

0.2% 34,735 71

Not past due

0.2% 44,527 84

Past due 0-30 days

2.2%3,56680

Past due 0-30 days

2.3%5,177118

Past due 31-60 days

6.4%93760

Past due 31-60 days

6.9%94465

Past due 61-90 days

53.7%406218

Past due 61-90 days

39.1%399156

Greater than 90 days

85.4%549469

Greater than 90 days

43.6%358156

40,19389851,405579

Movements in the provision for impairment of receivables were as follows:

In NZD 000Note30-Jun-2030-Jun-19

Opening balance

579 636

Charged during the year

5 1,352 1,186

Utilised during the year

(1,033)(1,243)

Closing balance

898 579

The provision charged and the amount utilised for impaired receivables has been included in subscriber related costs in profit or loss.

Amounts charged to the allowance account are generally written off when there is no expectation of receiving additional cash, usually

ninety days after a customer has been disconnected. The maximum exposure to credit risk at the reporting date is the fair value of

each class of receivable. The Group holds collateral of $1.2 million (30 June 2019: $1.3 million) in the form of deposits for satellite

commercial customers.

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using the

effective interest method, less provision for impairment. Collectability of trade receivables is reviewed on an on-going basis.

Debts which are known to be uncollectible are written off. An impairment loss is recognised based on expected credit losses

for each trade receivable group.

Sky / 2020 Annual Report
57

9. Programme Rights Inventory

In NZD 00030-Jun-2030-Jun-19

Opening balance

89,45878,378

Acquired as part of acquisition of RugbyPass and Lightbox (note 27)

9,517-

Settled by issue of shares to NZ Rugby Union (Note 19)

15,436-

Acquired during the year

280,247275,789

Written off during the year

(3,240)(5,715)

Charged to programming expenses

(277,596)(258,994)

Balance at end of year

113,82289,458

Key estimates and judgements

The COVID-19 pandemic has resulted in uncertainty around the valuation and amortisation of sports rights specifically in

relation to the value of major sports competitions. Some competitions have been delayed or postponed. As at 30 June 2020 it

is not clear when and if certain sports events will take place, and as a consequence, management have exercised judgement in

assessing the value of programming rights at year end and the estimated amortisation of rights costs. Where the Group has

negotiated an equitable reduction due to COVID-19 prior to balance date on contracted payments for certain sports rights

where content has been prepaid but not delivered or where content has been contracted for but will not be delivered, the

amortisation expense has been adjusted accordingly.

Programme rights inventories for broadcast are stated at the lower of cost and net realisable value (‘NRV’), and net of the

accumulated expense charged to the income statement to date. Such programming rights are included as inventories when

the legally enforceable licence period commences and all of the following conditions have been met: (a) the cost of each

programme is known or reasonably determinable; (b) the programme material has been accepted by the Group in accordance

with the conditions of the rights; and (c) the programme is available for its first showing.

Prior to being included in inventories, the programming rights are classified as television programme rights not yet available

for transmission and not recorded as inventories on the Group’s balance sheet and are instead disclosed as contractual

commitments (see note 29).

The cost of television programme inventories is recognised as programming rights in the income statement, over the period

the Group utilises and consumes the programming rights, applying linear-broadcast and time-based methods of amortisation

depending on the type of programme right, taking into account the circumstances primarily as described below.

These circumstances may change or evolve over time and, as such, the Group regularly reviews and updates the method used

to recognise programming expense.

• Sports – the majority or all of the cost is recognised in the income statement on the first broadcast or, where the rights are

for multiple seasons or competitions, such rights are recognised principally on a straight-line basis across the contracted

broadcast period or season.

• Movies – the cost is recognised in the income statement on an “as played” basis over the period for which the broadcast

rights are licensed.

• Pass through channels – the cost is amortised in the month of activity.

• Entertainment streaming content is amortised on a straight-line basis over the licence period.

The Group regularly reviews its programming rights for impairment. Where programme broadcast rights are surplus to

the Group’s requirements, and no gain is anticipated through a disposal of the rights, or where the programming will not

be broadcast for any other reason, a write-down to the income statement is made. Any reversals of inventory write-downs

are recognised as reductions in operating expense.

58
Notes to the Consolidated Financial Statements (Continued)

10. Trade and Other Payables and Contract Liabilities

In NZD 000Notes30-Jun-2030-Jun-19

Trade payables

94,009 79,000

Deferred consideration

27 10,522 -

Employee entitlements

7,307 13,575

Tax payables

13,750 8,885

Accruals

41,159 34,618

Provisions

26 9,274 -

Balance at end of year

176,021 136,078

Less

Payables not classified as financial instruments

(30,331)(22,460)

Financial instruments

25145,690113,618

Trade payables have increased due to accruals for sports rights payments where delivery of rights has been either postponed

or delayed.

Tax payables, provisions and employee benefits do not meet the definition of a financial instrument and have been excluded from

the “Trade and other payables” category.

Trade and other payables, other than contingent consideration which is measured at fair value, are initially measured at fair

value and are subsequently measured at amortised cost, using the effective interest method.

Contract liabilities

In NZD 00030-Jun-2030-Jun-19

Deferred revenue

51,180 54,396

The opening balance of contract liabilities at 1 July 2018 was $60,746,000. Contract liabilities of $54,396,000 were expensed during

the year ending 30 June 2020.

Contract liabilities are not classified as financial instruments.

Contract liabilities are recognised for payments received from customers in advance and are recognised into revenue over

the service period. Sky invoices customers in advance for both residential and commercial subscriptions. Contract liabilities

recognised at the end of the financial year are recognised as revenue in the following year.

11. Assets Held for Sale

On 11 February 2020, the Board made the decision to dispose of the assets of Outside Broadcasting Limited (OSB) a subsidiary

of Sky. The sale of the assets of OSB is expected to be completed within a year from the reporting date. As at 30 June 2020 the

assets have been classified as held for sale in the financial statements. Assets and liabilities held for sale have been reported at

their book values. OSB is part of the Sky operating segment. The sale of OSB was announced on 12 August 2020 (refer note 31).

In NZD 000Note30-Jun-20

Assets

Property, plant and equipment (net)

127,245

Right-of-use assets (net)

131,122

Assets held for sale

8,367

Liabilities

Employee entitlements

235

Short term lease liabilities

17349

Long term lease liabilities

171,017

Liabilities associated with assets held for sale

1,601

Sky / 2020 Annual Report
59

12. Property, Plant and Equipment

In NZD 000

Land, buildings

& leasehold

improvements

Broadcasting

& studio

equipment

Decoders &

associated

equipment

Capitalised

installation

costs

Other

plant &

equipment

Projects

under

developmentTo t a l

For the year ending 30 June 2020

Cost

Balance at 1 July 2019

70,011 144,811 321,242 261,914 89,091 42,866 929,935

Acquired as part of the

acquisition of RugbyPass and

Lightbox



-



-



-



-



385



-



385

Transfer between categories

(2,408)(78) - - 2,486 - -

Transfer from projects

937 1,676 - - 4,663 (9,440)(2,164)

Assets held for sale (note 11)

(196)(48,942) - - (6,485)(52)(55,675)

Additions

2,4193,68168112,5975,6542,43827,470

Disposals

- (503)(17,840)(22,590)(3,252) - (44,185)

Balance at 30 June 2020

70,763100,645304,083251,92192,54235,812855,766

Accumulated depreciation

Balance at 1 July 2019

26,267136,325298,351209,01263,337 33,426 766,718

Depreciation for the year

2,380 6,460 15,586 23,471 6,801 - 54,698

Assets held for sale (note 11)

(125)(42,414) - - (5,891) - (48,430)

Disposals

- (503)(17,830)(22,590)(882) - (41,805)

Balance at 30 June 2020

28,52299,868296,107209,89363,365 33,426 731,181

Net book value at

30 June 2020


42,241


777


7,976


42,028


29,177


2,386


124,585

For the year ending 30 June 2019

Cost

Balance at 1 July 2018

64,582 139,293 331,720 287,210 77,062 23,295 923,162

Transfer between categories

3,364 1,737 - - 6,739 (11,840)-

Transfer to software assets

- - - - - (3,127)(3,127)

Additions

2,951 4,153 3,229 15,566 5,476 34,538 65,913

Disposals

(886)(372)(13,707)(40,862)(186) - (56,013)

Balance at 30 June 2019

70,011144,811321,242261,91489

,09142,866929,935

Accumulated depreciation

Balance at 1 July 2018

24,753129,828280,099222,51256,388 - 713,580

Depreciation for the year

2,400 6,869 27,165 27,362 7,135 - 70,931

Impairment

- - 4,743 - - 33,426 38,169

Disposals

(886)(372)(13,656)(40,862)(186) - (55,962)

Balance at 30 June 2019

26,267136,325298,351209,01263,337 33,426 766,718

Net book value

at 30 June 2019


43,744


8,486


22,891


52,902


25,754


9,440


163,217

60
Notes to the Consolidated Financial Statements (Continued)

12. Property, Plant and Equipment (Continued)

Land, buildings and leasehold improvements at 30 June 2020 includes land with a cost of $8,820,000 (30 June 2019: $8,820,000).

Depreciation related to broadcasting assets (including decoders and capitalised installation costs) of $45,527,000 (30 June 2019:

$61,391,000) accounts for the majority of the total depreciation charge. Due to immateriality of the remaining depreciation, no

allocation of depreciation has been made across expense categories in the consolidated statement of comprehensive income.

In the prior year, an impairment charge of $38,169,000 was incurred in relation to the closure of infinite video platform project

(IVP) and impairment of decoders and associated equipment.

In compliance with NZ IFRS 16 ‘Leases’, assets relating to finance leases with a value of $2,387,000 were transferred to

right-of-use assets on 1 July 2019. (Refer note 13).

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses except land which

is shown at cost less impairment. Cost includes expenditure that is directly attributable to the acquisition of the items.

Capitalised installation costs are represented by the cost of satellite dishes, installation costs and direct labour costs. Where

parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of

property, plant and equipment.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when

it is probable that the future economic benefits embodied within the item will flow to the Group and the cost of the item

can be measured reliably. The cost of additions to plant and other assets constructed by the Group consist of all appropriate

costs of development, construction and installation, comprising material, labour, direct overhead and transport costs. For

qualifying assets directly attributable interest costs incurred during the period required to complete and prepare the asset

for its intended use are capitalised as part of the total cost. All other costs are recognised in profit or loss as an expense is

incurred. Additions in the current year include $2,064,000 of capitalised labour costs (30 June 2019: $746,000) and $205,000

of capitalised interest (30 June 2019: $997,000).

Projects under development comprise expenditure on partially completed assets. The projects include items of property, plant

and equipment and intangible assets. At completion of the project the costs are allocated to the appropriate asset categories

and depreciation or amortisation commences.

Costs may also include transfers from equity of any gains or losses on qualifying cash flow hedges of foreign currency

purchases of property, plant and equipment.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and recognised in other

costs in profit or loss.

Depreciation

Property, plant and equipment are depreciated using the straight-line method so as to allocate the costs of assets to their

residual values over their estimated useful lives as follows:

Leasehold improvements 5-50 years

Buildings 50 years

Broadcasting and studio equipment 5-10 years

Decoders and associated equipment 4-5 years

Other plant and equipment 3-10 years

Capitalised installation costs 5 years

The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date.

Key estimates and judgements

The estimated life of technical assets such as decoders and other broadcasting assets is based on management's best

estimates. Changes in technology may result in the economic life of these assets being different from that estimated

previously. The Board and management regularly review economic life assumptions of these assets as part of management

reporting procedures.

Sky / 2020 Annual Report
61

13. Right-Of-Use Assets

In NZD 000TransmissionPropertyEquipmentMotor vehiclesTo t a l

Right-of-use assets

Transition balance on 1 July 2019

61,8987,6028,03842477,962

Reclassify assets relating to finance

leases previously recognised


-


-


2,387


-


2,387

Held for sale (note 11)

- (1,029) - (93)(1,122)

Additions and lease modification

42,875 5,6283,5042152,028

Terminations

- (864) - - (864)

Depreciation

(25,341)(1,740)(6,342)(147)(33,570)

Balance at 30 June 2020

79,4329,5977,58720596,821

In the previous year, the Group only recognised lease assets for those assets relating to finance leases under NZ IAS 17 Leases.

The assets were presented in property, plant and equipment.

The Group leases various premises, transmission equipment, motor vehicles and sundry equipment. Rental contracts vary

between one and five years with some office leases containing renewal options. The Group has incorporated renewal options

into the lease term where it is reasonably certain that the lease will be extended.

Right-of-use assets are measured at cost which includes the initial measurement of the lease liability, plus any lease payment

made before the commencement date, initial direct costs and restoration costs less any lease incentives received. Right-of-use

assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

Due to COVID-19 some lessors have provided the Group with lease concessions, being by way of reduction or postponement

of monthly payments, for periods of up to three months. These concessions have not resulted in any changes in either the lease

asset or the lease liability (refer note 17). The value of lease concessions received is $309,000 for property leases and $440,000 for

equipment leases. These are recorded as a deduction from operating expenses.

62
Notes to the Consolidated Financial Statements (Continued)

14. Intangible Assets

In NZD 000NotesSoftware

Other

intangibles

Projects

under

developmentTo t a l

For the year ending 30 June 2020

Cost

Balance at 1 July 2019

151,8891,083 - 152,972

Acquired as part of the acquisition of

RugbyPass and Lightbox


27


7,995


7,974

-


15,969

Transfer from projects under

development

122,164 - - 2,164

Additions

19,697 - 9,291 28,988

Disposals

(3) - - (3)

Balance at 30 June 2020

181,7429,0579,291200,090

Accumulated amortisation

Balance at 1 July 2019

101,4241,063 - 102,487

Amortisation for the year

29,3301,720 - 31,050

Disposals

(3) - (3)

Balance at 30 June 2020

130,7512,783-133,534

Net book value at 30 June 2020

50,9916,2749,29166,556

For the year ending 30 June 2019

Cost

Balance at 1 July 2018

138,883 1,083 - 139,966

Transfer from projects under

development


12


3,127


-

-


3,127

Additions

10,035 - - 10,035

Disposals

(156) - -(156)

Balance at 30 June 2019151,8891,083

-

152,972

Accumulated amortisation

Balance at 1 July 2018

79,573 1,050 - 80,623

Amortisation for the year

21,990 13 - 22,003

Disposals

(139) - -(139)

Balance at 30 June 2019

101,424 1,063 - 102,487

Net book value at 30 June 2019

50,46520-50,485

Software development costs recognised as assets are amortised on a straight-line basis over their estimated useful lives

(generally three to five years).

Direct costs associated with the development of broadcasting and business software for internal use are capitalised where

it is probable that the asset will generate future economic benefits. Capitalised costs include external direct costs of materials

and services consumed and direct payroll-related costs for employees (including contractors) directly associated with the

project and interest costs incurred during the development stage of a project. Additions in the current year to software

include $9,432,000 of accumulated capitalised labour costs (30 June 2019: $4,014,000), $7,956,000 of which were incurred

in the current year (30 June 2019: $3,331,000) and $513,000 of capitalised interest (30 June 2019; $60,000).

Projects under development comprise expenditure on partially completed assets. The projects include items of property, plant

and equipment and intangible assets. At completion of the project the costs are allocated to the appropriate asset categories

and depreciation or amortisation commences.

Key estimates and judgements

Assets that are subject to amortisation and depreciation are tested for impairment whenever events or changes in

circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount

by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's

fair value less costs to sell and value-in-use.

Sky / 2020 Annual Report
63

Key estimates and judgements

The determination of CGUs and the allocation of goodwill to these CGUs required judgement by management and this has been

outlined above.

The forecasts used in impairment testing also require assumptions and judgements about the future, such as discount rates,

terminal growth rates, forecast revenues, and assumptions around programming rights, and other costs and capital expenditure

to which the impairment models are very sensitive, and which are inherently uncertain. Actual results may differ materially from

those forecast or implied. The forecasts are not, and should not be read as, a forecast of, or guidance as to, the future financial

performance and earnings of the Group.

15. Goodwill

In NZD 000Notes30-Jun-2030-Jun-19

Opening balance

395,3311,065,331

Acquisition of RugbyPass

2738,481-

Impairment

5(177,500)(670,000)

Closing balance

256,312 395,331

Assets that have an indefinite useful life are not subject to amortisation and are tested at each reporting date for

impairment and whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Impairment tests are performed by assessing the recoverable amount of each individual asset or cash generating unit (CGU).

The recoverable amount is determined as the higher amount calculated under a value-in-use or a fair value less costs of

disposal calculation. Both methods utilise pre-tax future cash flows which are included in the Group’s five-year business plan.

Following the emergence of COVID-19 and in advance of raising capital, the Group revisited its five-year strategy including

overlaying the known impacts of COVID-19 and any delays in growth as a result. The final five-year business plan used for the

impairment testing was approved by the Board in May 2020. Given the heightened level of uncertainty at present, as detailed

in the key estimates and judgments outlined below, forecasting with confidence and high levels of accuracy is difficult and

actual results may differ significantly from the forecasts contained in the Board approved five-year business plan.

Goodwill represents the excess of the cost of acquisition over the fair value of the Group's share of the net identifiable assets,

liabilities and contingent liabilities of the acquired subsidiary at the date of acquisition and the fair value of the non-controlling

interest in the acquired subsidiary. In prior years the goodwill balance has been allocated to the Group’s single reportable

segment. The majority of goodwill arose as a result of the acquisition of Sky by Independent Newspapers Limited (INL) in

2005. Subsequent acquisitions have resulted in increases to goodwill. In August 2019, the Group acquired RugbyPass and

recognised goodwill of $38.5 million (refer note 27).

For the year ended 30 June 2020, RugbyPass is reported as a separate CGU, albeit it continues to be included as part of

the Group’s single reportable segment (refer note 4). This differs from the reporting as at 31 December 2019 where the

Group reported one CGU, combining Sky and RugbyPass cash flows. Since the December 2019 reporting date, the Board has

reassessed their view of the Group’s CGUs and now believe that the separation of Sky and RugbyPass into individual CGUs

represents the lowest level for which there are separately identifiable cash inflows largely independent of the cash inflows

from other assets. This reassessment was largely driven by COVID-19 and the uncertainty it caused in the global sporting

rights market. This uncertainty has led the Board to pivot the RugbyPass strategy away from content rights monetisation

through streaming to the monetisation of its audience reach and self-generated content through advertising, sponsorship

and lower priced subscriptions to view non-rights content. This means the forecast revenue model for RugbyPass now largely

differs from that of Sky’s which continues to primarily be subscriber-based content rights monetisation.

In separating out the RugbyPass CGU from Sky’s, all of the RugbyPass acquisition goodwill of $38.5 million was allocated to

the RugbyPass CGU as it is management’s view that in conjunction with the factors described above, the existing Sky business

has not received any material synergy benefits from the acquisition of RugbyPass to date.

In performing impairment testing, if the carrying values exceed the recoverable amounts of the CGU, then the goodwill

allocated to each of these units is considered to be impaired and an impairment expense is recognised in the income

statement. The recoverable amounts of both CGUs for the year ended 30 June 2020 have been determined based on fair value

less cost of disposal calculations using the discounted cash flow (DCF) model. Valuations for the year ended 30 June 2020

have been completed by an independent third-party valuer. This valuation methodology uses level three inputs in terms of the

fair value hierarchy in NZ IFRS 13.

The fair value less cost of disposal calculations include benefits of future changes to the cost structure as the Group leverages

new technologies and continues to refine its operating models. For RugbyPass, it also includes the impacts of the change in

strategy. Some of these changes would not be included if value-in-use calculations were used to determine the recoverable

amounts of the CGUs and therefore fair value less cost of disposal calculations lead to the highest recoverable amounts for

both CGUs.

64
Notes to the Consolidated Financial Statements (Continued)

15. Goodwill (Continued)

Cash flows over the forecast period (FY21 to FY25)

Forecast cash flows are prepared based on management’s current expectations, with consideration given to internal information

and relevant external industry data and analysis. The cash flow assumptions reflect the Group’s growth ambitions which are

included in the Board approved five-year plan.

In determining the cash flows for the five-year business plan, the Group considered forecasts under several scenarios given the

uncertainty arising from the COVID-19 pandemic before selecting the most likely scenario representing a partial return of live

sports through 2020, with a more fulsome sports calendar in 2021. The Board acknowledges that there continues to be ongoing

uncertainties surrounding:

• the quantum and timing of subscription revenues including expected acquisition and retention rates for streaming and satellite

customers

• timing of live sports across the various sporting codes and delivery of rights according to contract, or delivery of equivalent

content

• formalised agreement of cost reductions for sports rights which were not delivered due to COVID-19 in accordance with

contractual commitments

• expansion of content delivery by means other than satellite, specifically the launch of broadband services.

Key cash flow assumptions include the following:

Sky CGU

Residential satellite and streaming revenues have been forecast based on management’s current expectations of subscriber

numbers and average revenues per user (ARPU). In forming these expectations, management has referenced past acquisitions,

churn, and acquisition performance. As well as past experience, the forecasts factor in management intervention and planned

growth strategies, specifically in streaming following Sky’s acquisition and merger of the Lightbox platform with Neon and the

repositioning of Sky Sport Now to increase its appeal to customers.

Broadband revenues represent a new revenue stream for Sky following its anticipated launch date in the 2021 financial year and

are estimated based on management’s expectations of Sky’s market penetration with reference to relevant industry data and

Sky’s expected ARPU.

Programming expenses include both programming rights and programming costs. Programming rights expenses have been

forecast with reference to contractual arrangements for content currently in place and management’s expectations of future

renewal of content arrangements. Management assumes the continuity of rugby content supply as envisioned in the short form

agreements (NZR Agreements) entered into by Sky, SANZAAR and NZ Rugby in October 2019. The parties continue to negotiate

relevant updates to the NZR Agreements reflecting changes to rugby content and competitions as a result of restrictions arising

from COVID-19 or as mutually agreed by the contractual parties. Management has assumed that sufficient volume of quality

rugby content will be delivered for the length of the contracted period and that the applicable contracted payments will be paid.

Programming costs largely comprise of sports production costs and are forecast with reference to the latest sporting calendar

and management’s expectations of future events.

Broadcasting and infrastructure expenses are forecast with reference to historical trends with assumed cost savings as Sky

continues to refine its operational activities through a period of transformational change and right-sizes its cost base.

RugbyPass CGU

Future RugbyPass revenues and costs are estimated with reference to comparable content generation, subscription, and

marketing businesses leveraging RugbyPass’ existing industry and user relationships, audience reach and content engagement.

Capital expenditure within both CGUs is forecast with reference to revenue consistent with historical trends and the changing

nature of the Group’s asset base.

Discount rates and terminal growth rates

The terminal growth rates and discount rates used in the 30 June 2020 impairment assessment calculations (and the equivalent

assumptions for 30 June 2019) are detailed below. Costs of disposal are assumed to be 1% of enterprise value.

30-Jun-20

30-Jun-19

%

Sky CGU

RugbyPass

CGU

Sky CGU

RugbyPass

CGU

Terminal growth rate

1.4%2.0%0.0% -

Discount rate (post-tax)

15.3%35.0%9.0% -

Discount rate (pre-tax)

21.3%48.6%12.5% -

*Note that FY19 only had the Sky CGU

Sky / 2020 Annual Report
65

Management has assumed that a terminal growth rate of 1.4% (2019: 0%) more accurately reflects the long-term growth rate

to apply to cash flows beyond those explicitly modelled. The 1.4% rate takes into account the surety of content supply from

entering into long-term content supply agreements in the current financial year and the changing balance of future revenues with

streaming and other subscription revenue that are likely to more than offset the decline of residential satellite revenues. Any risks

of not achieving this long-term growth rate have been adequately factored into the discount rate.

The discount rates represent the current assessment of the risks specific to each CGU, taking into account the time value of money

and risks of achieving the cash flow estimates. The discount rate calculation is based on the specific circumstances of the CGUs

and is derived from its weighted average costs of capital (WACC).

The discount rates applied to the CGUs as at 30 June 2020 are materially higher than the prior year and interim reporting period

due to a number of factors driven in the most part by the impacts of COVID-19. The key impacts are summarised as follows:

• A higher risk weighting for RugbyPass given its recent change in strategy due to COVID-19 whereby the cash flows from the

higher certainty streaming business have been replaced with cash flows from the less advanced monetisation of its audience and

self-generated content business.

• Uncertainty of access to, and the nature of, content being delivered, especially sport content and future rugby content

• The delay of the launch of Sky Broadband to later than initially planned with launch now planned for later in FY21

• Uncertainty which exists within the overall economic environment and the impacts on Sky still being unknown

The increases in discount rates for the reasons described above are the key driver of impairment across both the CGUs.

Impairment of goodwill

In NZD 000

NotesSky CGU

RugbyPass

CGU

Opening balance

395,331 -

Acquisition of RugbyPass

27 - 38,481

Impairment

5(150,000)(27,500)

Closing balance

245,331 10,981

Based on the assumptions outlined above, an impairment of $177.5 million has been recognised. This impairment review

recognised that the difference between the Group's total market capitalisation and the carrying value of net assets had increased

beyond a level that could be supported. Following the current year impairment of goodwill, the recoverable amounts of both CGUs

now equal their carrying amounts.

Sky CGU

Using the fair value less cost of disposal approach, a recoverable amount for the Sky CGU of $349.7 million has been calculated. As

a result, an impairment to the goodwill balance of $150 million has been recognised as at 30 June 2020.

RugbyPass CGU

Using the fair value less cost of disposal approach, a recoverable amount for the RugbyPass CGU of $15.8 million has been

calculated. An impairment to the goodwill balance of $27.5 million has been recognised as at 30 June 2020.

66
Notes to the Consolidated Financial Statements (Continued)

15. Goodwill (Continued)

Sensitivities

The impact of new product offerings that are planned, proposed price changes and market changes arising from competition make

it difficult to estimate subscriber numbers with a high degree of accuracy and therefore there is significant uncertainty in the level

of future subscriber numbers. Actual results may be materially different from the plan. Adverse changes in the key assumptions,

in particular changes in the quality, pricing or retention of key content contracts, subscriber numbers and ARPU could give rise to a

further impairment of goodwill.

The key forecast cash flow assumptions by CGU are outlined below. For each key assumption management has identified what

a reasonable possible change may be, based on expected ranges which would significantly impact the recoverable amount. The

expected impacts on the CGU recoverable amount which result from a sensitivity to subscribers also captures the change in the

directly attributable variable costs caused by the increase/decrease to subscribers. The expected impact on the CGU recoverable

amount from the cost sensitivities do not capture any changes in revenue which may result if costs were to increase/decrease.

Sensitivity

Expected impact on CGU

recoverable amount

Upside

$000

Downside

$000

Sky CGU

Residential Satellite revenues+/-10% change to subscribers

181,618 (181,956)

+/-10% change to ARPU

346,057 (338,166)

Streaming revenues+/-10% change to subscribers

39,249 (48,929)

+/-10% change to ARPU

59,064 (45,407)

Broadband revenues+/-10% change to subscribers

3,367 (3,367)

+/-10% change to ARPU

19,861 (14,895)

Sky CGU costs+/-20% change to programming expenses

393,206 (393,206)

+/-10% change to broadcasting and infrastructure costs

16,205 (16,205)

+/-1% change to capex as % of revenue

64,935 (64,935)

DCF assumptions+/-2% change to discount rate

68,510 (50,775)

+/-1% change to terminal growth rate

20,867 (18,062)

RugbyPass CGU

Revenues+/-10% change to audience reach

1,913 (1,913)

+/-10% change to RugbyPass subscribers

706 (763)

+/-10% change to RugbyPass ARPU

1,349 (1,349)

Costs+/-1% change to capex as % of revenue

571 (571)

DCF assumptions+/-10% change to discount rate

13,750 (6,557)

+/-1% change to terminal growth rate

453 (426)

Market capitalisation comparison

The Group compares the carrying amount of net assets with its market capitalisation value at each reporting balance date. The share

price as at 30 June 2020 was $0.15 equating to a market capitalisation of $261.9 million. As at 8 September 2020, the date prior to

the financial statements being signed, the share price was $0.16 equating to a market capitalisation of $281.2 million. This market

value excludes any control premium and may not reflect the value of the Group’s net assets. The carrying amount of the Group’s net

assets as at 30 June 2020 was $375.0 million ($0.21 per share) following the impairment of goodwill across the Sky and RugbyPass

CGUs. Management and the directors have considered the market capitalisation and net assets and concluded that this has been

adequately considered in determining the appropriate impairment.

Sky / 2020 Annual Report
67

16. Borrowings

30-Jun-2030-Jun-19

In NZD 000CurrentNon-currentTo t a lCurrentNon-currentTo t a l

Borrowings

9701,8832,853 1,093 90,643 91,736

Lease liabilities(note 17)

- - - 608 1,796 2,404

Bonds

99,795 - 99,795 - 99,522 99,522

100,765 1,883 102,648 1,701 191,961 193,662

Borrowings include bank debt and third party loans.

Bank loans

On 18 May 2020 the Group agreed a Facility Commitment Letter with a syndicate of banks comprising Bank of New Zealand,

Commonwealth Bank of Australia and Westpac Bank which included key terms for the renegotiated bank facility. One of the

terms included in this letter was to undergo an equity raise which the Group successfully completed by raising a total amount of

approximately $157,000,000 (refer to note 19). The Facility Commitment Letter also granted a waiver for COVID-19 pandemic

related business activity that could affect the Group's covenant compliance.

On 2 July 2020 the Group signed a renegotiated bank facility with a syndicate of banks comprising Bank of New Zealand,

Commonwealth Bank of Australia and Westpac Bank securing a facility of $200 million ending on 31 July 2023.

The renegotiated facility does not include a stepdown in facility limit during the term of the facility. Previously the Group’s

bank facility was for a value of $200 million expiring in July 2022 with the facility reducing to $150 million from July 2021.

The facility arrangements (together with certain hedging arrangements and the existing $100 million bond) take the benefit of

shared security granted by certain members of the Group, including (i) a general security deed granted by each of Sky Network

Television Limited and Outside Broadcasting Limited, (ii) real property mortgages granted over certain real property interests of Sky

Network Television Limited and (iii) a spectrum mortgage granted over certain spectrum. In addition, the renegotiated bank facility

also provides for RugbyPass Limited to accede to the shared security arrangements by providing a guarantee and general security

deed. The loan facility is subject to certain covenant clauses whereby the Group is required to meet certain key financial ratios.

There have been no breaches of covenant clauses and no breaches are anticipated within the next 12 months.

Bank overdrafts of $1,902,000 (30 June 2019; $6,780,000) have been set off against cash balances.

Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial

recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption

value being recognised in profit or loss over the period of the borrowings, using the effective interest method. Borrowings

are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least

12 months after the balance date.

Cash and cash equivalents comprise cash balances and call deposits with maturities of three months or less. Bank overdrafts

that are repayable on demand and which form an integral part of the Group’s cash management are included as a component

of cash and cash equivalents for the purpose of the statement of cash flows.

Bonds

On 31 March 2014 the Group issued bonds for a value of $100 million which were fully subscribed.

Terms and conditions of outstanding bonds are as follows:

30-Jun-2030-Jun-19

BondBond

Nominal interest rate

6.25%6.25%

Market yield

4.37%3.58%

Issue date

31-Mar-1431-Mar-14

Date of maturity

31-Mar-2131-Mar-21

In NZD 000

Carrying amount

99,795 99,522

Fair value

101,380 104,523

Face value

100,000 100,000

68
Notes to the Consolidated Financial Statements (Continued)

Changes in liabilities arising from financing activities

In NZD 0001 July 2019

Adoption

NZ IFRS 16AdditionsRepaymentFeesReclass

Other

movements 30 June 2020

Current liabilities

Third party loan

1,093 - - (1,093) - 970 - 970

Bonds

-----99,795-99,795

Finance lease

608 - - - - (608) - -

Lease liabilities

- - - - - 36,562 - 36,562

Derivatives - Interest rate

631 - - - - - (631) -

Non- current liabilities

Borrowings

87,356 - 119,000(207,000)212143 - (289)

Third party loan

3,287 - - - - (1,115) - 2,172

Finance lease

1,796 - - - - (1,796)- -

Lease liabilities

- 95,35752,028(36,901) - (34,156)(3,025)73,303

Bonds

99,522 - - - 273(99,795) - -

Derivatives - Interest rate

(11) - - - - - 11 -

194,28295,357171,028(244,994)485 - (3,645)212,513

In NZD 0001 July 2018AdditionsRepaymentFeesReclass

Other

movements 30 June 2019

Current liabilities

Borrowings

458 - - - 635 - 1,093

Finance lease

582 - - - 26 - 608

Derivatives - Interest rate

412 - - - 219 - 631

Non- current liabilities

Borrowings

130,822 257,000 (300,000)(466) - - 87,356

Third party loan

1,803 3,205(1,086) - (635) - 3,287

Finance lease

2,429 - (607) - (26) - 1,796

Bonds

99,250 - - 272 - 99,522

Derivatives - Interest rate

1,475 - - - (219)(1,267)(11)

237,231260,205(301,693)(194) - (1,267)194,282

Other movements include, exchange differences, and changes in fair value.

Bonds are recognised initially at fair value less costs of issue. Costs of issue are amortised over the period of the bonds.

Subsequent to initial recognition, bonds are stated at amortised cost with any difference between cost and redemption value

being recognised in profit or loss over the period of the bonds, using the effective interest method. Bonds are classified in the

consolidated balance sheet as current liabilities since settlement of the liability is due within 12 months after the balance date.

The difference between carrying amount and fair value has not been recognised in the consolidated financial statements as

the bonds are intended to be held until maturity.

16. Borrowings (Continued)

Sky / 2020 Annual Report
69

17. Lease Liabilities

This note provides information for leases where the Group is a lessee

In NZD 000TransmissionPropertyEquipment

Motor

vehiclesTo t a l

Lease liabilities

Transition balance on 1 July 2019

75,3538,9548,21142692,944

Reclassification of finance leases previously recognised

- - 2,413 - 2,413

Additions for the period

42,875 5,6283,5042152,028

Add interest for period

2,258550530193,357

Lease terminations

- (913) - - (913)

Held for sale (note 11)

- (1,270) - (96)(1,366)

Less repayments

(30,459)(2,261)(7,375)(163)(40,258)

Foreign currency revaluation

1,411 - 249 - 1,660

Balance at 30 June 2020

91,43810,6887,532207109,865

Current

29,8281,9794,6579836,562

Two to five years

61,6107,9812,87510972,575

More than five years

- 728 - - 728

91,43810,6887,532207109,865

Expense relating to short term leases for the period included in expenses in the consolidated statement of comprehensive income

is $6,471,000. A property lease was terminated during the period resulting in a lease gain of $50,000 which is recorded in other

income in the profit or loss statement.

On 29 June 2020 the Group agreed a variation of its satellite lease with Optus which extended the lease period until the launch of

a new satellite which is expected to be between 31 December 2023 and 31 May 2024. The lease also alters the payment profile of

the transponders and allows the Group to utilise between five and seven transponders. The variation has been treated as a lease

modification which increased lease assets and lease liabilities by a value of $42,875,000.

The Group leases various properties, transmission equipment, motor vehicles and sundry equipment. Rental contracts vary

between one and five years with some office leases containing renewal options. Sky has incorporated renewal options into

the lease term where it is reasonably certain that the lease will be extended.

70
Notes to the Consolidated Financial Statements (Continued)

17. Lease Liabilities (Continued)

For higher value contracts the Group makes adjustments to the borrowing rate after considering the effect of the lease term,

the currency and value of the lease, any security given, and the economic environment in which the Group operates.

For leases where there are renewal options the lease payments may change. When lease payments are adjusted, the lease

liability is reassessed and adjusted against the right-of-use asset. Lease payments are allocated between principal and finance

cost. The finance cost is charged to profit or loss over the lease period.

Critical judgements in determining the lease term

In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise

a renewal option. Renewal options are only included in the lease term if the option is reasonably certain to be exercised.

Most of the Group’s property leases contain renewal options, and generally where it is likely that these options will be exercised

they have been included in the calculation of the lease liability. Management reassesses the likelihood of exercising termination

options at each reporting date or when there is any significant change in circumstances. Any changes in the lease term or value

affect the valuation of the liability and the right-of-use asset and are adjusted accordingly.

The COVID-19 pandemic has resulted in some lessors providing the Group with lease concessions for periods of up to three

months. These concessions have not resulted in any changes in either the lease asset or the lease liability (refer note 13).

The value of lease concessions received is $749,000. These are recorded as a deduction from operating expenses.

18. Finance Costs, Net

In NZD 00030-Jun-2030-Jun-19

Finance income

Interest income

(161)(275)

(161)(275)

Finance expense

Interest expense on bank loans

5,9526,564

Interest expense on bonds

6,1556,132

Lease interest

3,357261

Amortisation of bond costs

273272

Bank facility finance fees

283666

Total interest expense

16,02013,895

Unrealised exchange loss/(gain) - foreign currency payables

401(599)

Unrealised exchange loss - foreign currency hedges

1,552341

Realised exchange (gain)/loss - foreign currency payables

(4,073)(920)

13,73912,442

Interest income is recognised on a time-proportion basis using the effective interest method, which is the rate that exactly

discounts estimated future cash flow receipts through the expected life of the financial asset to that asset's net carrying amount.

Borrowing costs directly attributable to acquisition, construction or production of an asset that takes a substantial period of

time to prepare for its intended use are capitalised as part of the cost of the respective assets. All other borrowing costs are

expensed in the period in which they are incurred. Borrowing costs consist of interest and other costs that the Group incurs

with the borrowing of funds.

Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction.

Non-monetary items carried at fair value that are denominated in foreign currencies are translated to New Zealand dollars

at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of

historical cost in a foreign currency are not re-translated. Foreign exchange gains and losses resulting from the settlement

of foreign currency transactions and from the translation at the year-end exchange rate of monetary assets and liabilities

denominated in foreign currencies are recognised in profit and loss except where hedge accounting is applied and foreign

exchange gains and losses are deferred in other comprehensive income.

Sky / 2020 Annual Report
71

19. Share Capital

NotesNumber of shares (000)Ordinary shares (NZD 000)

Shares on issue at 30 June 2019

389,140 577,403

Shares issued for purchase of RugbyPass

27 25,085 24,378

Shares issued to NZ Rugby Union

9 21,801 15,436

Shares issued to Chief Executive

28 200 386

Rights issue and placement May 2020

1,310,053 157,091

Less transaction costs

- (7,086)

1,746,279 767,608

On 19 August 2019 Sky issued 25,085,408 shares at a value of $1.24 to RugbyPass Investors,LLC as part of the consideration

for the purchase of RugbyPass (refer note 27).

On 1 November 2019 Sky issued 21,801,325 shares at a value of $0.92 to the NZ Rugby Union as part of the consideration in

relation to the SANZAAR and Rugby Union Partnership agreement. The shares were valued at fair value being the listed price on

the acquisition date less an attributable discount (refer note 9). The Group has measured the value of the consideration received

indirectly by reference to the fair value of the equity instruments granted and recorded this as a prepayment for programme rights.

On 21 February 2020, 200,000 ordinary shares were issued to Sky’s Chief Executive Martin Stewart as part of Mr Stewart’s

employment agreement with Sky at a value of $1.93 per share.

On 21 May 2020 the Group announced an equity raising at an offer price of NZ$0.12 per share, comprising: a fully underwritten $9.0

million institutional placement and fully underwritten $148.0 million pro-rata non-renounceable accelerated entitlement offer (the

Offer) to eligible shareholders, at a ratio of 2.83 for 1. A total of 1,310,053,040 new shares were issued under the Offer raising a total

amount of approximately $157.0 million. Transaction costs of $7.1 million have been deducted from the proceeds of the Offer.

Due to restriction clauses in both contracts for disposal of the shares, a discount has been allocated to determine the fair value

of the consideration for the shares as follows:

In NZD 000RugbyPassNZ Rugby Union

Shares issued at market value

31,10620,057

Translation adjustment

(1,506)-

Less discount

(5,222)(4,621)

Fair value of consideration

24,37815,436

72
Notes to the Consolidated Financial Statements (Continued)

20. Reserves

In NZD 000Notes

Hedge

reserve

Share based

compensation

reserve

Currency

translation

reserve

Total

reserves

As at 30 June 2020

Balance as at 1 July 2019

(214)161 - (53)

Translation of subsidiary

- 220220

Employee share scheme

28 - 386 - 386

Credit to equity for equity-settled share based payment

19 - (386) - (386)

Cash flow hedges (net of tax)

Revaluation

2,243 - - 2,243

Reclassification to profit or loss

(1,098) - - (1,098)

Deferred tax

7(321) - - (321)

Balance at 30 June 2020

610161220991

As at 30 June 2019

Balance as at 1 July 2018

9,032 - - 9,032

Employee share scheme

28 - 161 - 161

Cash flow hedges (net of tax)

-

Revaluation

(911) - - (911)

Reclassification to profit or loss

(11,932) - - (11,932)

Deferred tax

73,597 - - 3,597

Balance at 30 June 2019

(214)161 - (53)

Sky / 2020 Annual Report
73

21. Derivative Financial Instruments

30-Jun-2030-Jun-19

In NZD 000NotesAssetsLiabilities

Notional

amountsAssetsLiabilities

Notional

amounts

Interest rate swaps - cash flow hedges

- - - - (855) 60,000

Interest rate swaps - fair value through

profit or loss


-


-


-


235


-


10,000

Total interest rate derivatives

- - - 235(855)70,000

Forward foreign exchange contracts

- cash flow hedges


2,926


(683)


127,920


4,557


(4,282)


343,162

Forward foreign exchange contracts

- dedesignated


800


(644)


102,910


1,791


(536)


43,596

Total forward foreign exchange derivatives

3,726(1,327) 230,830 6,348(4,818) 386,758

3,726(1,327) 230,830 6,583(5,673) 456,758

Analysed as:

Current

3,265(922)165,9005,019(2,721)291,656

Non-current

461 (405)64,930 1,564 (2,952)165,102

3,726(1,327)230,8306,583(5,673)456,758

Derivatives used for hedging - cash flow hedges

172,926(683)127,9204,557(5,137)403,162

At fair value through profit or loss

17 800 (644) 102,910 2,026 (536) 53,596

3,726(1,327)230,8306,583(5,673)456,758

Foreign exchange rates

Foreign exchange rates used at balance date for the New Zealand dollar are:

30-Jun-2030-Jun-19

USD

0.64020.6714

AUD

0.93420.9561

GBP

0.52160.5288

EUR

0.57120.5896

JPY

68.942372.4434

74
Notes to the Consolidated Financial Statements (Continued)

21. Derivative Financial Instruments (Continued)

Sensitivity analysis for foreign exchange

A 10% strengthening or weakening of the NZD against the following currencies as at 30 June would have resulted in changes to

equity (hedging reserve) and unrealised gain/losses (before tax) as shown below. Based on historical movements, a 10% increase

or decrease in the NZD is considered to be a reasonable estimate. This analysis assumes that all other variables, in particular

interest rates, remain constant. The analysis is performed on the same basis for the prior year.

10% rate increase 10% rate decrease

In NZD 000 GAIN/(LOSS)EquityProfit or lossEquityProfit or loss

As at 30 June 2020

Foreign currency payables

USD

- 3,036 - (3,711)

AUD

- 6,222 - (7,640)

Foreign exchange hedges

USD

(3,535)(2,804)4,3213,427

AUD

(8,262)(6,553)10,0988,009

(11,797)(99)14,41985

As at 30 June 2019

Foreign currency payables

USD

- 2,334 - (2,852)

AUD

- 2,057 - (2,515)

Foreign exchange hedges

USD

(12,810)(2,174)16,5652,658

AUD

(17,980)(1,848)21,9752,258

(30,790)36938,540(451)

Interest rates

During the year ended 30 June 2020, interest rates on borrowings varied in the range of 2.1% to 6.25% (30 June 2019:3.2% to 6.5%).

The Group’s interest rate structure is as follows:

30-Jun-2030-Jun-19

In NZD 000Notes

Effective

interest rateCurrentNon-current

Effective

interest rateCurrentNon-current

Assets

Cash and cash equivalents

0.41%110,677 - 3.01%4,283 -

Liabilities

Borrowings

165.42%(970)(1,883)6.52%(1,093)(90,643)

Lease liabilities

174.30%(36,562)(73,303) - - -

Finance leases

17 - - - 6.58%(608)(1,796)

Bonds

166.16%(99,795) - 6.13% - (99,522)

Derivatives

Floating to fixed interest rate swaps

- - 50,000 10,000

Fixed to floating interest rate swaps

- - - 10,000

(26,650)(75,186)52,582(171,961)

Gains and losses on interest rate hedges recognised in the hedging reserve in equity (note 20) are released to profit or loss within

finance cost until the repayment of the bank borrowings.

Sky / 2020 Annual Report
75

Sensitivity analysis for interest-bearing instruments

As at 30 June 2020 the Group does not hold any variable rate loans nor any interest rate hedges. In the prior year a change of 100

basis points in interest rates on the reporting date, would have increased/(decreased) the hedging reserve in equity and profit or

loss (before tax) by the amounts shown below. Based on historical movements, a 100 basis point movement is considered to be a

reasonably possible estimate. This analysis assumes that all other variables remain constant.

100 BP Increase 100 BP decrease

In NZD 000 GAIN/(LOSS)EquityProfit or lossEquityProfit or loss

As at 30 June 2019

Variable rate instruments - bank loans

- (880) - 880

Interest rate hedges - cash flow

204 - (204) -

204(880)(204)880

Derivative financial instruments

Derivative financial instruments are used to hedge the Group’s exposure to foreign exchange and interest rate risks.

The Group does not hold or issue derivatives for trading purposes. However, derivatives that do not qualify for hedge

accounting are accounted for as trading instruments. Derivative financial instruments are initially recognised at fair value

on the date a derivative contract is entered into and are re-measured at their fair value at subsequent reporting dates.

The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging

instrument and, if so, the nature of the item being hedged.

At inception the Group documents the relationship between hedging instruments and hedged items, as well as its

risk management objective and strategy for undertaking various hedge transactions. This process includes linking all

derivatives designated as hedges to specific assets and liabilities or to specific firm commitments or forecast transactions.

The Group also documents its assessment, both at hedge inception and on an on-going basis, of whether the derivatives

that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items.

Derivatives consist of currency forwards and interest rate swaps. The fair value is recognised in the hedging reserve within

equity until such time as the hedged item will affect profit or loss. The amounts accumulated in equity are either released

to profit or loss or used to adjust the carrying value of assets purchased. For example, when hedging forecast purchase of

programme rights in foreign currency, the gains and losses previously deferred in equity are transferred from equity and

included in the initial measurement of the cost of the programme rights. The deferred amounts are ultimately recognised

in programme rights' expenses in profit or loss.

Amounts accumulated in the hedging reserve in equity on interest rate swaps are recycled in profit or loss in the periods

when the hedged item affects profit or loss (for example when the forecast interest payment that is hedged is made).

The gain or loss relating to any ineffective portion is recognised in profit or loss as “interest rate swaps - fair value" in

finance costs. The gain or loss relating to interest rate swaps which do not qualify for hedge accounting is recognised in

profit or loss within the interest expense charge in "finance costs, net".

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any

cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction

is ultimately recognised in profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gain

or loss that was reported in equity is immediately transferred to profit or loss. Changes in the fair value of any derivative

instruments that do not qualify for hedge accounting are recognised immediately in profit or loss.

76
Notes to the Consolidated Financial Statements (Continued)

22. Financial Risk Management - Market Risk

Financial risk management objectives

The Group undertakes transactions in a range of financial instruments which include cash and cash equivalents, receivables,

payables, derivatives and various forms of borrowings including bonds and bank loans.

These activities result in exposure to financial risks that include market risk (currency risk, fair value interest rate risk, cash flow

interest rate risk and price risk), credit risk and liquidity risk.

The Group seeks to minimise the effects of currency and interest rate risks by using derivative financial instruments to hedge

these risk exposures. The use of financial derivatives is governed by the Group's policies approved by the Board of directors, which

provides written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative

financial instruments, and the investment of excess liquidity. The Group does not enter into or trade financial instruments, including

derivative financial instruments, for speculative purposes.

The Corporate Treasury function reports monthly to the Board. The Audit and Risk Committee (a standing committee of the

Board) is responsible for developing and monitoring the Group's risk management policies and advising the Board in this respect.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Group's

income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control

market risk exposures within acceptable parameters, while optimising the return on risk.

The Group buys and sells derivatives in the ordinary course of business, and also incurs financial liabilities, in order to manage

market risks. All such transactions are carried out within the guidelines set by the Board. In general the Group seeks to apply

hedge accounting in order to manage income statement volatility.

a) Foreign exchange risk

The Group is exposed to foreign exchange risk arising from various currency exposures primarily with respect to the Australian

dollar and the United States dollar in relation to purchases of programme rights and the lease of transponders on the satellite.

Foreign exchange risk arises when purchases are denominated in a currency that is not the entity's functional currency. The net

position in each foreign currency is managed by using forward currency contracts and foreign currency options and collars to limit

the Group's exposure to currency risk.

The Group's risk management policy is to hedge foreign capital expenditure (capex) and foreign operating expenditure (Opex)

in accordance with the following parameters. Approximately 90% of anticipated transactions in each major currency qualify as

'highly probable' forecast transactions for hedge accounting purposes.

PeriodMinimum hedgingMaximum hedging

Capex order greater than NZD $250,000Time of issuing order

100%100%

Fixed commitments greater than $750,000Up to 3 years

100%100%

>3 years

0%100%

Variable commitments0-12 months

85%95%

13-24 months

0%50%

25-36 months

0%30%

Due to COVID-19 there was uncertainty of timing of future foreign currency commitments and the Board approved an exemption

to operate outside the hedging policy until the commitments are confirmed.

Sky / 2020 Annual Report
77

The Group's exposure to foreign currency risk that has been covered by forward foreign exchange contracts is as follows:

30-Jun-2030-Jun-19

In NZD 000USDAUDOTHERUSDAUDOTHER

Foreign currency payables

(33,397)(67,013)(1,162)(25,672)(22,631)(487)

Dedesignated forward exchange contracts

30,50072,410 - 24,73118,865 -

Net balance sheet exposure

(2,897)5,397(1,162)(941)(3,766)(487)

Forward exchange contracts

(for forecasted transactions)


37,060


90,860


-


138,500


204,662

-

Total forward exchange contracts

67,560163,270 - 163,231223,527 -

b) Cash flow and fair value interest rate risk

The Group's interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow

interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. Group policy is to maintain its

borrowings in fixed rate instruments as follows:

PeriodMinimum hedgingMaximum hedging

Variable rate borrowings

1- 3 years40%90%

3-5 years20%60%

5-10 years0%30%

The Group manages its cash flow interest rate risk by using floating-to-fixed interest rate swaps. Such interest rate swaps have

the economic effect of converting borrowings from floating rates to fixed rates. Under the interest rate swaps, the Group agrees

with other parties to exchange, at specified intervals (quarterly), the difference between fixed contract rates and floating rate

interest amounts calculated by reference to the agreed notional principal amounts. The Group also enters into fixed-to-floating

interest rate swaps to hedge fair value interest rate risk arising where it has borrowed at fixed rates. The Board approved short

term exemptions for interest rate hedging parameters while the long term capital structure is revisited.

23. Credit Risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its

contractual obligations and arises from cash and cash equivalents, deposits with banks, derivative financial instruments and

the Group's receivables from customers. The carrying amount of these financial assets represents the maximum exposure to

credit risk at year end.

Credit control assesses the credit quality of the customer, taking into account, its financial position, past experience and

other factors. In monitoring customer credit risk, customers are grouped according to their classification and their credit

characteristics and the existence of any previous financial difficulties.

Credit risk with respect to individual residential and commercial customer receivables is limited due to the large number of

subscribers included in the Group's subscriber base. The credit risk for advertising, wholesale and reseller customers is assessed

individually and trade receivables aging is reviewed monthly. In addition, receivables balances are monitored on an on-going

basis with the result that the Group's exposure to bad debts is not significant. The Group establishes an impairment loss

that represents its estimate of expected credit losses in respect of trade receivables. The main component of the impairment

loss is based on a collective loss component established for Groups of similar assets in respect of losses that have been incurred

but not yet identified. The collective loss allowance is determined based on historical data of payment statistics for similar

financial assets (refer note 8).

As a result of the COVID-19 pandemic the Group has increased its expected loss rates due to the uncertain future outlook for

its residential and commercial satellite customers. The ability of these customers to settle receivables in the near future is not

currently considered to relate to the recent historical credit risk characteristics of those customers.

Derivative counterparties and cash transactions are limited to high credit quality financial institutions. The Group has policies

that limit the amount of credit exposure to any one financial institution. The maximum exposure to credit risk on the derivative

financial instruments is the value of the derivative assets' receivable portion of $3,726,000 (30 June 2019: $6,583,000).

78
Notes to the Consolidated Financial Statements (Continued)

24. Liquidity Risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. Prudent liquidity risk

management implies maintaining sufficient cash and cash equivalents, the availability of funding through an adequate amount

of committed credit facilities and the ability to close out market positions. The Group aims to maintain flexibility in funding by

keeping committed credit lines available. During COVID-19 the Group has strengthened its focus on managing working capital

including increase in control around accounts payable, more frequent review of cash balances, and a higher level of interaction

with customers having overdue balances.

Management monitors the Group's cash requirements, on a daily basis, against expected cash flows based on a rolling daily

cash flow forecast for at least 90 days in advance. In addition management compares actual cash flow reserves against forecast

and budget on a monthly basis.

Current liabilities exceed current assets at 30 June 2020 due to the Group's bonds maturing in March 2021 (refer note 16). The

Group had an undrawn facility balance of $200,000,000 as at 30 June 2020 (30 June 2019: $112,000,000) that can be drawn down

to meet short-term working capital requirements. The facility limit at 30 June 2020 is $200,000,000 (30 June 2019: $200,000,000).

The table below analyses the Group's financial liabilities into relevant maturity Groupings based on the remaining period from

the balance date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash

flows, including interest payments in respect of financial liabilities and the net settled interest rate derivatives that are in a loss

position at balance date. Balances due within 12 months equal their carrying value as the impact of discounting is not significant.

In NZD 000Notes

Carrying

amount

Contractual

cash flows

Less than

one year1-2 years>3 years

At 30 June 2020

Non derivative financial liabilities

Other loans

162,853 (3,391)(1,172)(1,172)(1,047)

Lease liabilities

17109,865 (114,696)(38,662)(27,695)(48,339)

Bonds

1699,795 (106,250)(106,250) - -

Trade and other payables

10145,690(145,690)(145,690)

Contingent consideration

275,283 (5,283) - (5,283) -

Derivative financial liabilities

Forward exchange contracts used

for hedging -net outflow/inflow (1)


21


1,327


(1,330)


(923)


(407)


-

364,813(376,640)(292,697)(34,557)(49,386)

At 30 June 2019

Non derivative financial liabilities

Secured bank loans

1687,356 (96,672)(2,834)(2,834)(91,004)

Other loans

164,380 (4,564)(1,172)(1,172)(2,220)

Finance leases

172,404 (2,673)(728)(728)(1,217)

Bonds

1699,522 (110,942)(6,250)(104,692) -

Trade and other payables

10113,618 (113,618)(113,618) - -

Derivative financial liabilities

Forward exchange contracts used

for hedging -net outflow/inflow (1)


21


4,818


(4,905)


(2,107)


(1,912)


(886)

Interest rate swaps (1)

21855 (603)(545)(58) -

312,953(333,977)(127,254)(111,396)(95,327)

1) The table excludes the contractual cash flows of the interest rate swaps and forward exchange contracts which are included in assets.

Sky / 2020 Annual Report
79

The table below analyses the Group's foreign exchange derivative financial instruments which will be settled on a gross basis into

relevant maturity groupings based on the remaining period at the balance date to the contractual maturity date. The amounts

disclosed in the table are the contractual undiscounted cash flows. Inflows have been calculated using balance date spot rates.

In NZD 000

Exchange

rate

Contractual

cash flows

foreign

exchange

amount

Contractual

cash flows

Less than

one year1-2 years3-5 years

At 30 June 2020

Forward foreign exchange contracts

Outflow (at FX hedge rate)

USD

(67,560)(62,655)(4,905) -

AUD

(163,270)(103,245)(60,025) -

Inflow (at year end market rate)

USD

0.6402 44,676 69,78364,7185,066 -

AUD

0.9342 152,559 163,304103,26760,038 -

2,2572,085174 -

At 30 June 2019

Forward foreign exchange contracts

Outflow (at FX hedge rate)

USD

(163,231)(132,549)(28,118)(2,564)

AUD

(223,527)(109,106)(79,829)(34,592)

Inflow (at year end market rate)

USD

0.6714 114,011 169,810137,89229,2512,667

AUD

0.9561 208,508 218,086106,45077,88633,750

1,1382,687(810)(739)

Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to

provide returns for shareholders, benefits for other stakeholders and to maintain an optimal capital structure. In May 2020 the

Group conducted an equity raise comprised of a placement of shares to institutional investors and a pro-rata non-renounceable

entitlement offer of shares to eligible shareholders of 2.83 new shares for every 1 existing at the record date at an offer price of

12 cents per share (the Offer). The Offer was fully underwritten and raised a total of approximately $157 million. The Offer raise

was conducted to help ensure the Group is well capitalised to withstand the impacts of COVID-19 and positioned to execute on

future growth opportunities as conditions improve.

The capital structure of the Group consists of debt which includes the borrowings disclosed in note 16, cash and cash equivalents

and equity attributable to equity holders of Sky comprising share capital, reserves and retained earnings as disclosed in note 19.

The Board reviews the Group’s capital structure on a regular basis. The Group has a facility agreement in place with a syndicate

of banks and a retail bond issue as described in note 16. The Group’s bank loan facility is subject to a number of covenants,

including interest and debt cover ratios, calculated and reported quarterly, with which it has complied for the entire year

reported (2019: complied).

As at 30 June 2020 the Group’s debt excluding lease liabilities is $102 million (30 June 2019: $191 million). This is covered by cash

reserves of $111 million.

80
Notes to the Consolidated Financial Statements (Continued)

24. Liquidity Risk (Continued)

Fair value estimation

The methods used to estimate the fair value of financial instruments are as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability,

either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs),

for example discounted cash flow.

The Group’s financial assets and liabilities carried at fair value are valued on a level 2 basis.

In NZD 000Note30-Jun-2030-Jun-19

Assets measured at fair value

Dedesignated forward exchange contracts

21 2,926 2,026

Derivatives used for hedging - cash flow hedges

21 800 4,557

Total assets

3,726 6,583

Liabilities measured at fair value

Contingent consideration

26,27(5,283) -

Dedesignated forward exchange contracts

21(683)(536)

Derivatives used for hedging - cash flow hedges

21(644)(5,137)

Total liabilities

(6,610)(5,673)

The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques.

These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity

specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

The Group uses a variety of methods and assumptions that are based on market conditions existing at each balance date.

Techniques, such as estimated discounted cash flows, are used to determine the fair value of financial instruments. The fair

value of forward exchange contracts is based on market forward foreign exchange rates at year end. The fair value of interest

rate swaps is the estimated amount that the Group would receive or pay to terminate the swap at the reporting date, taking

into account current interest rates, observable yield curves and the current creditworthiness of the swap counterparties.

Contingent consideration is valued on a level 2 basis at market value less an appropriate discount rate (refer note 26).

Sky / 2020 Annual Report
81

25. Classification of Financial Instruments

Financial assets are classified in the following categories: those to be measured subsequently at fair value through other

comprehensive income or profit or loss, and those to be measured at amortised cost. The classification depends on the purpose

for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition

and re-evaluates this designation at each reporting date.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or other comprehensive income.

Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to

purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets

have expired or have been transferred and the Group has transferred substantially all the risk and rewards of ownership.

At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value

through profit or loss, transaction costs that are directly attributable to the acquisition of the financial assets. Transaction costs

of financial assets carried at fair value through profit or loss are expensed in profit or loss.

The following table presents the Group’s financial assets and liabilities according to classifications:

30-Jun-2030-Jun-19

In NZD 000Notes

Carrying

amountFair value

Carrying

amountFair value

Financial assets at amortised cost

Cash and cash equivalents

110,677110,6774,2834,283

Trade and other receivables

845,31445,31453,13453,134

Financial assets at fair value through profit or loss

Derivatives designated as hedging instruments (cash flow hedges)

212,9262,9264,5574,557

Derivatives not designated as hedging instruments

218008002,0262,026

159,717159,71764,00064,000

Financial liabilities at amortised cost

Bank loans

16(434)(434)87,35685,678

Other loans

163,2873,2184,3804,260

Bonds

1699,795101,38099,522104,523

Lease liabilities

17109,865102,463 - -

Finance leases

17 - - 2,4042,440

Trade and other payables

10145,690145,690113,618113,618

Contingent consideration

265,2835,283--

Financial liabilities at fair value through OCI

Derivatives designated as hedging instruments (cash flow hedges)

216836835,1375,137

Derivatives not designated as hedging instruments (fair value hedges)

21644644536536

364,813358,927312,953316,192

Prepaid expenses, contract liabilities, unearned subscriptions, tax payables and employee benefits do not meet the definition of a

financial instrument and have been excluded from the “Trade and other receivables” and Trade and other payables” categories above.

The fair values of financial assets and financial liabilities are determined as follows:

Cash and cash equivalents, trade and other receivables carried at amortised cost, trade and other payables, and other current

liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The fair value of quoted notes and bonds is based on price quotations at the reporting date being a level 1 basis. The fair value of

loans from banks and lease liabilities is estimated on a level 3 basis by discounting future cash flows using rates currently available

for debt on similar terms, credit risk and remaining maturities.

Impairment of financial assets

From 1 July 2019, the Group assesses, on a forward-looking basis, the expected credit losses associated with its debt instruments

carried at amortised costs and fair value through other comprehensive income. The impairment methodology applied depends on

whether there has been a significant increase in credit risk.

For trade receivables, the Group applies the simplified approach permitted by NZ IFRS 8, which requires expected lifetime losses

to be recognised from initial recognition of the receivables (Refer note 8 for further details).

82
Notes to the Consolidated Financial Statements (Continued)

26. Contingent Consideration and Provisions

In NZD 000NotesRugbyPass

Holidays

Act 2003

compliance

provision

Other

provisionsTo t a l

Earnout on acquisition of RugbyPass

275,283 - - 5,283

Provision for holiday pay

- 3,215 - 3,215

Provision for onerous contracts

- 670670

Provision for restructuring

- - 5,3895,389

Balance at 30 June 2020

5,2833,2156,05914,557

Current - within one year

10 - 3,2156,0599,274

Long term - later than one year

5,283 - - 5,283

5,2833,2156,05914,557

Earnout on acquisition of RugbyPass

The acquisition agreement allows for a maximum earnout amount of USD10 million based on the achievement of certain

specified targets during the earnout period from 1 January 2020 to 31 December 2022. The agreement also provides for an interim

earnout amount of up to a maximum of USD 3.5 million payable for the 18 month period from 1 January 2020 to 30 June 2021.

The contingent consideration was valued at NZD 5.3 million as at acquisition date (refer note 27).

Holidays Act 2003 compliance provision

Included within other provisions is a provision for holiday pay of $3,215,000. This provision arose from leave entitlement calculation

issues under the Holidays Act 2003 and represents management’s best estimate of outstanding remediation payments to the

affected current and former staff. The provision contains an element of uncertainty around the anticipated rate of success in

tracing former staff and judgement has been applied in estimating this rate.

Other provisions

These include restructuring and provision for onerous contracts. The restructuring provision is mostly comprised of redundancy

costs incurred as a result of the Group’s change in strategic direction (refer note 3) and are expected to be paid out in the short

term. Redundancy costs of $15,479,000 have been included within employee costs in the profit and loss statement (refer note 5).

Provisions are recognised when:

• There is a present legal or constructive obligation as a result of past events;

• It is more likely than not that an outflow of economic resources will be required to settle the obligation; and

• The amount can be reliably estimated.

Measurement is the present value of the expenditure expected to be required to settle the obligation.

Key estimates and judgements

Provision for remediation of under‐payments under the Holidays Act 2003. The estimated liability has been calculated on

a sample basis and extrapolated across the population of employees and former employees impacted. The sample was

selected from across the business and detailed calculations of the underpayments were completed for the sample. Both the

sample and full population of employees were grouped across occupational groupings to extrapolate the underpayments and

reach the estimated liability. Sky has consulted with an expert and obtained external legal advice where necessary to ensure

correct interpretation of Sky’s employment agreements against the Holidays Act 2003. Key decisions and methodologies

were documented, presented and discussed with the Audit and Risk Committee. Due to the complexity involved in calculating

amounts due to individual employees, it is possible that more information could become available which results in a material

change to the liability.

RugbyPass - Contingent consideration. As at 30 June 2020, Sky reassessed the fair value of the contingent consideration

and considered it appropriate to continue to recognise this at NZD 5.3 million. In coming to this conclusion, Sky has considered

the current performance of RugbyPass, the uncertainty surrounding the current economic environment given the existence

of COVID-19 and the probability of payment. Management will keep monitoring performance and continue to revisit this

provision in light of events outside Sky’s control and changes in strategic direction driven by those events and other market

circumstances.

Sky / 2020 Annual Report
83

27. Business Acquisitions

On 19 August 2019 the Group, through its subsidiary Sky Investment Holdings Limited, acquired 100% of the share capital

of RugbyPass Limited (Ireland) and RugbyPass Asia Pte Limited (together RugbyPass).

The acquisition has significantly expanded the Group’s reach into the global rugby market. RugbyPass is an online destination

for global rugby fans, offering a live streaming rugby service across Asia, Australia and Europe, along with a wide array of

original video content, news, analysis, statistics and a world-first rugby player and team rankings system, the RugbyPass Index.

On 31 January 2020 Sky acquired 100% of the share capital Lightbox New Zealand Limited (Lightbox) from Spark New Zealand

Limited (Spark). Lightbox is an entertainment streaming service operating in New Zealand. The assets acquired include subscribers,

technology platforms to manage customers and provide entertainment content to a wide range of devices, prepaid content rights and

the Lightbox brand. Spark continues to make Lightbox and its successor service Neon available to its customers for an agreed period.

Details of the purchase consideration, the net assets acquired, and goodwill for both acquisitions are as follows:

In NZD 000NotesRugbyPassLightbox To t a l

Cash paid

15,633 2,977 18,610

Payable for acquisition

10 - 10,522 10,522

Ordinary shares issued

19 24,378 - 24,378

Contingent consideration

26 5,283 - 5,283

Total consideration

45,294 13,49958,793

The fair value of the 25,085,408 shares issued as part of the consideration paid for RugbyPass was based on the published share

price on 19 August 2019 of $1.24 per share less an attributable discount (refer Note 19).

Based on the best information available at the reporting date, the provisionally determined fair value of the assets and liabilities

recognised as a result of the acquisitions are as follows:

In NZD 000Notes RugbyPass Lightbox To t a l

Cash

441 - 441

Trade and other receivables

7346141,348

Inventories

91,8827,6359,517

Intangible assets

147,8518,11815,969

Property, plant and equipment

12 -385385

Trade payables

(2,081)(1,565)(3,646)

Deferred revenue

(76)(267)(343)

Deferred tax liability

7(711)(1,212)(1,923)

Other liabilities

(1,227)(209)(1,436)

Net identifiable assets acquired

6,81313,49920,312

Add goodwill

38,481 - 38,481

Fair value of purchase consideration

45,29413,49958,793

RugbyPass Limited (Ireland) has accumulated losses relating to prior years of EUR 14,991,000 as at 31 December 2018, that it is

able to utilise against taxable income in the future. No deferred tax asset has been recognised for these losses as the timing and

extent of their recoverability is uncertain.

For financial reporting purposes the assets and liabilities of RugbyPass have been valued and consolidated as if the acquisition had

occurred on 1 July 2019 which is the date the Group effectively obtained control of RugbyPass. RugbyPass contributed revenue

of $4,653,000 and losses of $14,506,000 to the Group for the period 1 July 2019 to 30 June 2020. This excludes impairment of

RugbyPass goodwill of $27,500,000 which is recorded in the parent company Sky Investment Holdings Limited (refer note 15).

A deferred tax asset has not been recorded as recovery is not expected in the short term.

Lightbox contributed revenue of $10,456,000 and losses of $3,968,000 to the Group for the period 1 February 2020 to 30 June 2020.

Revenue and earnings for the year from 1 July 2019 to 30 June 2020 have not been disclosed as this is not practicable due to the

limited information available.

84
Notes to the Consolidated Financial Statements (Continued)

Significant estimate: RugbyPass contingent consideration

The acquisition agreement for RugbyPass allows for a maximum earnout amount of USD 10.0 million based on the achievement

of certain specified targets during the earnout period from 1 January 2020 to 31 December 2022. The agreement also provides

for an interim earnout amount of up to a maximum of USD3.5 million for the 18-month period from 1 January 2020 to 30 June

2021. The contingent consideration has been valued at NZD 5.3 million at the acquisition date. As at 30 June 2020, Sky continues

to measure the fair value of the contingent consideration at NZD 5.3 million. In coming to this conclusion, Sky has considered

the current performance of RugbyPass, the uncertainty surrounding the current economic environment given the existence of

COVID-19 and the probability of payment.

27. Business Acquisitions (Continued)

28. Related Parties

There were no loans to directors by the Group or associated parties at any of the reporting dates.

Related party transactions include the following:

In NZD 00030-Jun-2030-Jun-19

Remuneration of key personnel (included in employee costs)

8,69114,750

CEO share based remuneration

386161

Directors' fees

826636

Dividends paid to directors and key management personnel

- 40

Total related party transactions

9,90315,587

The first tranche of 200,000 shares of the Chief Executive’s entitlement to 800,000 shares vested in February 2020 at a fair value

of $386,000 (refer note 19).

The Group’s directors and key management personnel collectively had shareholdings of 3,491,032 shares (30 June 2019: 318,243

shares) which carry the normal entitlement to dividends. The increase is the result of acquisitions relating to the Sky's rights issue

(refer note 19). Share transactions undertaken by directors can be found as part of the statutory disclosures on page 98.

Sky / 2020 Annual Report
85

29. Commitments

In NZD 00030-Jun-2030-Jun-19

Lease commitments:

Year 1

- 35,357

Year 2

- 35,763

Year 3

- 15,924

Year 4

13,1051,668

Year 5

22,4661,532

Later than year 5

144,1592,416

179,73092,660

Contracts for transmission services:

Year 1

1,3554,757

Year 2

6802,281

Year 3

680 -

Year 4

607 -

Year 5

607 -

3,9297,038

Contracts for future programmes:

Year 1

255,100184,958

Year 2

237,100106,148

Year 3

184,80033,785

Year 4

143,10013,593

Year 5

139,6002,076

Later than five years

55,5001,955

1,015,200342,515

Capital expenditure commitments:

Property, plant and equipment

Year 1

8615,475

8615,475

Other services commitments:

Year 1

20,66022,494

Year 2

10,4753,389

Year 3

856535

Year 4

4393

32,03426,511

The prior year commitments include contracts which were previously treated as operating leases which have now been reclassified

to lease liabilities as a result of the adoption of NZ IFRS 16 Leases and have therefore not been included as lease commitments.

Note 3 includes a reconciliation of the prior year operating lease commitments.

Lease commitments relate to the Optus lease contract that has not commenced and which will be recorded as a lease liability

from the commencement date.

The contract with Optus Networks Pty Limited (Optus) to lease transponders on the D1 satellite which was launched in

October 2006 and commissioned in November 2006 for a period of 15 years was previously accounted for as an operating lease.

On 1 July 2019 this lease was classified as a lease liability and a right to use asset (refer notes 13 and 17).

In December 2018 Sky entered into an extension of its satellite service agreement with Optus for a further ten years to 2031. Sky’s

future payments under the agreement are likely to exceed $200 million. The agreement was conditional on Optus procuring the

successful launch of a new satellite to replace the existing D1 satellite. In June 2020, the Group revised the contract with Optus to

allow for a late launch date of the replacement satellite (to be known as O11), greater functionality and flexibility over transponder

capacity for the term of the contract with corresponding potential cost savings.

86
Notes to the Consolidated Financial Statements (Continued)

30. Contingent Liabilities

The Group has no undrawn letters of credit at 30 June 2020 (30 June 2019: $650,000 relating to Datacom Employer Services for

Sky executive payroll liabilities).

The Group is subject to litigation incidental to their business, none of which is expected to be material. No provision has been made

in the Group's financial statements in relation to its current litigation and the directors believe that such litigation will not have a

significant effect on the Group's financial position, results of operations or cash flows.

31. Subsequent Events

Sale of Outside Broadcasting Limited (OSB)

On 12 August 2020 Sky announced the sale of Outside Broadcasting Limited (OSB) assets to global operator NEP New Zealand

Limited. As part of the transaction NEP New Zealand will be Sky’s technical production partner in New Zealand for the next

ten years. The OSB assets sold will include six HD OB units and all ancillary equipment including leases for two OSB warehouse

facilities. The majority of OSB team members and some Sky broadcast specialists will transition to NEP New Zealand. The

transaction allows Sky to avoid future significant capital investment of around $50 million for broadcast equipment while

continuing to give its customers the best sports viewing experience. Settlement is conditional on the approval of the Commerce

Commission and the Overseas Investment Office.

Bank facility

On 2 July 2020 the Group signed a renegotiated bank facility with a syndicate of banks comprising Bank of New Zealand,

Commonwealth Bank of Australia and Westpac Bank securing a facility of $200 million facility maturing on 31 July 2023

(refer note 16 for further information).

COVID-19

On 12 August 2020 the government announced a move from Level 1 to Level 3 for Auckland and Level 2 for the rest of the country.

This has not resulted in changes to assumptions relating to the Group's key estimates and judgements referred to in these financial

statements.

32. Non-GAAP Financial Information

Sky has used operating profit before impairment, which is a non-GAAP profit measure when discussing financial performance.

The directors and management believe that this measure provides useful information on the underlying performance of the Group.

This is used internally to evaluate performance, analyse trends and allocate resources. Operating profit before impairment does

not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial information

presented by other entities.

Sky / 2020 Annual Report
87

Independent

Auditor’s Report

To the shareholders of Sky Network Television Limited

We have audited the consolidated financial statements which comprise:

• the consolidated balance sheet as at 30 June 2020;

• the consolidated income statement for the year then ended;

• the consolidated statement of comprehensive income for the year then ended;

• the consolidated statement of changes in equity for the year then ended;

• the consolidated statement of cash flows for the year then ended; and

• the notes to the consolidated financial statements, which include significant accounting policies.

Our Opinion

In our opinion, the accompanying consolidated financial statements of Sky Network Television Limited (the Company), including its

subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 30 June 2020, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial

Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International

Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for

the audit of the consolidated financial statements section of our report.

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) (PES 1) issued by the New Zealand

Auditing and Assurance Standards Board and the International Code of Ethics for Professional Accountants (including International

Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled

our other ethical responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of providing treasury related financial markets risk analysis and

commentary, agreed upon procedures on the bank compliance certificate, regulatory reporting and scenario analysis of property

requirements. In addition, certain partners and employees of our firm may subscribe to Sky services on normal terms within the

ordinary course of the trading activities of the Group. These relationships and other services have not impaired our independence.

PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

88
Independent Auditor's Report (Continued)

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 of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key Audit MatterHow our audit addressed the key audit matter

Impairment of goodwill, including the impact of COVID-19

The carrying amount of goodwill as at 30 June 2020 amounted

to $256.3 million (2019: $395.3 million). The Group recognised

additional goodwill of $38.5 million during the year in relation

to the acquisition of RugbyPass Limited (RugbyPass). This

increase was offset by an impairment charge recognised of

$177.5 million (2019: $670.0 million) during the year.

Goodwill impairment is an area of focus for the audit due to

the significance of the carrying value on the balance sheet,

the inherent judgement involved in performing the impairment

assessment and the impact of COVID-19 on the assumptions

that the Group's assessment is based on.

At 30 June 2020, the Group considered the recoverable

amount using the Fair Value Less Costs of Disposal (FVLCD)

methodology as being the most appropriate approach to

assess whether or not there is an impairment in the carrying

value of goodwill. The forecasts in the impairment model

prepared by the Group are based on the Group’s strategy, some

elements of which would be excluded under a Value In Use (VIU)

methodology under NZ IAS 36, Impairment of assets. As such,

management has concluded that the FVLCD methodology

results in a higher recoverable amount compared to VIU.

Management has engaged an independent third-party expert

to prepare a valuation report for the two separate cash

generating units (CGUs) identified: Sky and RugbyPass.

The future cash flows in the FVLCD models were prepared

based on the Board approved five year forecast cash flows.

The key assumptions used in the impairment models are the

following:

• residential satellite and streaming revenues (including

subscriber numbers and average revenue per user (ARPU));

• broadband revenues;

• programming expenses;

• broadcasting and infrastructure expenses;

• capital expenditure;

• discount rates; and

• terminal growth rates.

Reasonably possible changes in key assumptions that could

result in an impairment are disclosed in note 15 to the

consolidated financial statements.

We obtained the valuation report prepared by management’s

third-party expert and held discussions with them and

management to understand the assumptions used in

the goodwill impairment assessment. We gained an

understanding of the current and forecast outlook for the

industry and the strategic direction of the business relevant

to the analysis performed on goodwill impairment and

considered management’s assessment of FVLCD based on

market capitalisation at balance date.

We then performed the following audit procedures:

• Assessed the appropriateness of the separation of the Sky

and RugbyPass CGUs into separate CGUs and considered

the basis of allocation of goodwill across the Sky and

RugbyPass CGUs;

• Assessed the appropriateness of using a FVLCD approach

against NZ IAS 36;

• Checked the calculation of the valuation models including

the mathematical accuracy and compared the resulting

balances to the relevant carrying values of each CGU;

• Engaged our own valuation expert to assist us to:

• understand the valuation methodology applied by

management’s third-party expert in preparing the

valuation models;

• assess the economic and industry forecasts, cost of

capital and other inputs to comparable organisations in

relation to discount rates and terminal growth rates;

• challenge the rate used for cost of disposal by comparing

it to external evidence; and

• challenge management’s expert and management

on the reasonableness of key cash flow assumptions,

including movements in subscriber numbers, ARPU and

programming costs, as well as the impact of COVID-19

on these assumptions.

• Considered the appropriateness of changes in key

assumptions from the previous year by performing a

lookback procedure against the actual FY20 results,

understanding the key elements of the forecast cash flows

approved by the Board versus the prior year and considered

the impact on our assessment of forecast cash flows;

• Obtained and evaluated management’s third-party expert’s

sensitivity analyses to ascertain the impact of reasonably

possible changes and also considered alternative possible

scenarios, including the effect of COVID-19; and

• Considered the appropriateness of the disclosures in note

15 to the consolidated financial statements against the

requirements of the accounting standards.

Sky / 2020 Annual Report
89

Key Audit MatterHow our audit addressed the key audit matter

Capital structure and funding considerations,

including the impact of COVID-19

For the year ended 30 June 2020, the Group continued to

execute its growth strategy which included the completion of

the RugbyPass and Lightbox business acquisitions, retention of

key programming contracts and change in the organisational

design and structure of the Group.

As a result of COVID-19, the Group took steps to manage

liquidity. This included renegotiating the bank facility with

a syndicate of banks and raising additional capital through

a rights issue. The Group had no outstanding bank borrowings

and has an undrawn facility balance of $200 million as at

30 June 2020.

The Group concluded that the capital raise and renegotiated

bank facility terms will enable the Group to have access to

sufficient capital to repay the bonds in March 2021.

This was an area of audit focus due to the impact of funding

on compliance with banking financial covenants, going concern

considerations and the significance of the capital raise

transaction to the Group.

Notes 3 and 16 of the consolidated financial statements include

disclosures on the Group’s capital structure and borrowings,

respectively.

We performed the following audit procedures to respond

to the assessed audit risk arising from the Group’s capital

structure and future funding requirements:

• Updated our understanding of the Group’s strategy,

including its response to COVID-19 impacts to the business;

• Updated our understanding of the relevant banking

agreements, financial covenants and any conditions included

in the bank facility agreement that may result in a change in

the financial ratios and performed the following procedures:

• reperformed the compliance with financial covenants

calculations for the past year;

• reperformed the calculations for the forecast financial

covenants and compared the inputs to the calculations

to the Board approved budget for the year ending 30

June 2021;

• performed sensitivity analysis to assess the level of

forecasting risk and the COVID-19 impacts incorporated

into the forecast assumptions; and

• considered the Group’s ability to settle its obligations as

they fall due for at least 12 months from the date the

consolidated financial statements are signed, including

the bond due in March 2021, given the ongoing working

capital requirements and capital expenditure required to

support the strategy.

• Obtained an understanding of the background of the capital

raising activity through discussions with management and

the Directors, including performing the following specific to

the transaction:

• validated receipt of the capital raise proceeds and

agreed the issue of equity securities to the Company’s

share register (managed by a third party) and the NZ

Companies Office; and

• tested, on a sample basis, that transaction costs

recorded in equity were directly attributable to the

capital raise and that it was appropriate to deduct these

costs from equity.

• Reviewed the disclosures in the consolidated financial

statements for compliance with accounting standards.

Accounting for business acquisitions

The Group acquired the assets and liabilities of RugbyPass

in August 2019 for $45.3 million, comprising cash of $15.6

million, $24.4 million of shares and $5.3 million as contingent

consideration.

In January 2020, the Group also acquired Lightbox for a total

cash consideration of $13.5 million.

This was a key audit matter due to the complexities in

identifying and valuing the assets and liabilities acquired

and the significant judgement in relation to the contingent

consideration recognised. Intangible assets recognised in

relation to the two acquisitions amount to $16.0 million.

Management engaged an independent expert to assist in the

purchase price allocation exercise of these acquisitions.

Refer to note 27 in the consolidated financial statements for

disclosures on these business acquisitions.

We performed the following audit procedures:

• obtained an understanding of the acquisitions by reading

the relevant contractual agreements and documents;

• obtained the valuations undertaken by management’s

expert to determine the purchase price allocations and

tested the mathematical accuracy of the models; and

• used our own valuation expert to assist us in challenging

and evaluating the valuation methodology to measure the

assets and liabilities acquired and the significant judgement

in valuing the contingent consideration; and

• considered the appropriateness of the disclosures in the

consolidated financial statements against the accounting

standards.

90
Independent Auditor's Report (Continued)

Our Audit Approach

Overview

An audit is designed to obtain reasonable assurance whether the consolidated financial statements are

free from material misstatement.

Overall Group materiality: $4.4 million, which represents approximately 2.5% of earnings before interest,

depreciation and amortisation (EBITDA) adjusted for goodwill impairment and redundancy costs.

Given the volatility in profit before income tax over recent years and the Group currently executing its

growth strategy, in our judgement, adjusted EBITDA provides an appropriate benchmark for calculating

materiality.

As reported above, we have three key audit matters, being:

• Impairment of goodwill, including the impact of COVID-19

• Capital structure and funding considerations, including the impact of COVID-19

• Accounting for business acquisitions

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group

materiality for the consolidated financial statements as a whole as set out above. These, together with qualitative considerations,

helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of

misstatements, both individually and in aggregate on the consolidated financial statements as a whole.

Audit scope

We designed our audit by assessing the risks of material misstatement in the consolidated financial statements and our

application of materiality. As in all of our audits, we also addressed the risk of management override of internal controls including

among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due

to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the consolidated

financial statements as a whole, taking into account the structure of the Group, the accounting processes and controls, and the

industry in which the Group operates.

Information other than the Consolidated

Financial Statements and Auditor’s Report

The Directors are responsible for the annual report. Our opinion on the consolidated financial statements does not cover the other

information included in the annual report and we do not express any form of assurance conclusion on the other information.

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 to be materially misstated. If, based on the work we have performed on the

other information that we obtained prior to the date of this auditor’s report, 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.

Responsibilities of the Directors for the

Consolidated Financial Statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the consolidated financial

statements in accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable

the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible for assessing the Group’s ability to continue as a

going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless

the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

Sky / 2020 Annual Report
91

Auditor’s Responsibilities for the Audit of

the Consolidated Financial Statements

Our objectives are 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 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) and ISAs will

always detect a material misstatement when it exists. Misstatements can arise from fraud or error and 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.

As part of an audit in accordance with ISAs (NZ), the auditor exercises professional judgement and maintains professional

scepticism throughout the audit.

The auditor also:

• Identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud

or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence that is sufficient and

appropriate to provide a basis for the auditor’s opinion. The risk of not detecting a material misstatement resulting from fraud is

higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the

override of internal control.

• Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the

circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

• Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related

disclosures made by management.

• Concludes on the appropriateness of the use of the going concern basis of accounting by those charged with governance and,

based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast

significant doubt on the Group’s ability to continue as a going concern. If the auditor concludes that a material uncertainty

exists, the auditor is required to draw attention in the auditor’s report to the related disclosures in the consolidated financial

statements or, if such disclosures are inadequate, to modify the auditor’s opinion. The auditor’s conclusions are based on the

audit evidence obtained up to the date of the auditor’s report. However, future events or conditions may cause the Group to

cease to continue as a going concern.

• Evaluates the overall presentation, structure and content of the consolidated financial statements, including the disclosures,

and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves

fair presentation.

• Obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the

Group to express an opinion on the consolidated financial statements. The auditor is responsible for the direction, supervision

and performance of the group audit. The auditor remains solely responsible for the audit opinion.

The auditor communicates with those charged with governance regarding, among other matters, the planned scope and timing of the

audit and significant audit findings, including any significant deficiencies in internal control that the auditor identifies during the audit.

The auditor also provides those charged with governance with a statement that the auditor has complied with relevant ethical

requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably

be thought to bear on the auditor’s independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, the auditor determines those matters that were of most

significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. The

auditor describes these matters in the auditor’s report unless law or regulation precludes public disclosure about the matter or when,

in extremely rare circumstances, the auditor determines that a matter should not be communicated in the auditor’s report because

the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might

state those matters which we are required to state to them in an 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 Company and the Company’s shareholders,

as a body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Keren Blakey.

For and on behalf of:

Chartered Accountants Auckland

9 September 2020

92

Sky / 2020 Annual Report
93

Other

Information

Corporate Governance .........................................................................94

Interests Register

.......................................................................................96

Company and Bondholder Information

.................................98

Waivers and Information

.................................................................106

Share Market and Other Information

..................................107

Directory

.........................................................................................................108

94
Corporate Governance

Sky’s Board is committed to fulfilling its corporate governance obligations and maintaining high ethical standards. The Board

regularly reviews Sky’s corporate governance framework to ensure it is consistent with best practice.

This section of our annual report includes key information about Sky’s corporate governance policies and practices. You will find

a more detailed corporate governance statement online at sky.co.nz/investor-relations/corporate-governance which provides

further information covering all of the required disclosures under the ASX Corporate Governance Principles and Recommendations

(ASX Recommendations) and the NZX Corporate Governance Code (NZX Code). The corporate governance statement has been

approved by the Board.

Board Of Directors

Committees

The Board operates two permanent board committees,

namely the Audit and Risk Committee and the People and

Performance Committee (formerly, the Nomination and

Remuneration Committee). The members of the Audit and

Risk Committee are Keith Smith (Chair), Susan Paterson,

Joan Withers and Derek Handley. The members of the People

and Performance Committee are Susan Paterson (Chair),

Joan Withers and Derek Handley.

Independent and

Executive Directors

At 30 June 2020 all of the directors of Sky other than Martin

Stewart were considered to be independent directors. Martin

Stewart is currently the only executive director on the Board,

and is not considered independent as he is also Sky’s Chief

Executive. All directors other than Martin Stewart are considered

independent because they do not have any “Disqualifying

Relationship” (as defined by the NZX Listing Rules), and

none of the factors in NZX Recommendation 2.4 or ASX

Recommendation 2.3 apply to materially diminish independence.

Diversity

Diversity of gender, skill, age, ethnicity, experience and beliefs

are valued by Sky. Sky recognises the value of diversity and the

organisational strength, problem solving ability and innovative

approach that it brings. The provision of equal opportunities

for all employees is fundamental to the way in which Sky

functions as a business.

Sky’s Diversity Policy reflects a continuing commitment to

diversity and inclusion, and is available at sky.co.nz/investor-

relations/corporate-governance.

The Board acknowledges the importance of gender diversity

both on boards and within companies, and as noted in Sky’s

Diversity Policy, this is one of the diversity characteristics that

is considered when evaluating new director candidates.

Gender Diversity for FY20

As at 30 June 2020, Sky’s Board had three female directors

and five male directors (compared to two female directors

and four male directors as at 30 June 2019).

Sky’s officers (being a person who is concerned or takes part

in the management of Sky and reports to the Board, or to a

person who reports to the Board) include two female officers

and seven male officers. Sky takes an holistic approach to

diversity. Sky’s measurable objectives for achieving diversity

are that:

• Each year the Board actively considers the composition of

the Board and any opportunities for new directors to join

the Board with diversity (including gender diversity) being

one of the key criteria when considering new appointments.

• Each year the Board compares the number of female and

male employees at Sky to the previous financial year’s

figures to ensure that Sky is maintaining a strong level of

female participation at all levels of the organisation.

• Each year the Board considers the extent of age

diversification at Sky by comparing the number of

employees aged over and under 45 years to the previous

financial year’s figures, in order to ensure Sky is benefiting

from a mix of experience and new ways of thinking.

For the year ended 30 June 2020, the Board is satisfied

that Sky achieved its gender diversity objectives and other

measurable diversity objectives as follows:

• The Board considered opportunities for new directors to

join the Board with diversity (including gender diversity)

in mind for new appointments.

• Sky maintained consistent levels of gender and age

diversification amongst its Board members, officers and

employees across the organisation.

Sky / 2020 Annual Report
95

The chart below represents Sky’s gender and age diversification as at 30 June 2020:

The table below provides a detailed breakdown of the age diversification of Sky’s workforce:

Age20202019

20 - 30

21%17%

30 - 40

31%32%

40 - 50

28%29%

50 - 60

15%16%

60 - 70

4%5%

70 - 80

1%1%

Board Level

OfficersAll Staff

No of Women: 3

Total Number: 8

2019

No of Women: 2

Total Number: 6

Over 45 - 88%

(2019 - 83%)

1

No of Women: 2

Total Number: 9

2019

No of Women: 2

Total Number: 9

Over 45 - 89%

(2019 - 89%)

No of Women: 427

Total Number: 992

2019

No of Women: 512

Total Number: 1,137

Over 45 - 36%

(2019 - 36%)

Risk Management

Sky’s risk framework is overseen and monitored by both the

Board and the Audit and Risk Committee. Sky maintains a

risk register and the Audit and Risk Committee, in conjunction

with management, regularly report to the Board on the

effectiveness of the management of Sky’s business risks

and whether the risk management framework and systems

of internal compliance and control are operating efficiently

and effectively in all material respects.

Sky has a Controlling and Managing Risk Policy which

provides an overview of its risk management process.

The policy outlines Sky’s strategic risk management

objectives and guidelines and provides a framework to

identify, manage and report on risks, both financial and

non-financial. The Audit and Risk Committee reviews the

Controlling and Managing Risk Policy annually. The Audit and

Risk Committee reviewed Sky’s risk management framework

during the reporting period to 30 June 2020 and is satisfied

that Sky has in place a robust risk assessment process.

Sky’s internal audit function is contracted out to an

independent third party. An annual internal audit plan is

presented and approved by the Audit and Risk Committee

and the Audit and Risk Committee receives internal audit

reports during the year and monitors completion of action

items that arise.

Material exposure to economic,

environmental and social

sustainability risks

Sky identifies and assesses material exposure to economic,

environmental and social sustainability risks on an annual

basis. A summary of Sky’s risk management framework, the

key economic, environmental and social sustainability risks it

faces, and how Sky intends to manage those risks is included

in the Controlling and Managing Risk Policy on Sky’s website

(at www.sky.co.nz/investor-relations/corporate-governance).

Principal risks that could affect results and performance include:

• Regulatory environment;

• Competition;

• Programming rights;

• Content protection;

• Business disruption;

• Investment strategy – Adoption of new technology;

• Financial risks;

• Reputational risks and brand perception; and

• Business transformation.

(1) The percentage of the Board over 45 was incorrectly reported as 100% in the 2019 Annual Report.

96
Disclosures of Interest – General Notices

Directors have given general notices disclosing interests in various entities pursuant to section 140(2) of the Companies Act 1993.

Those notices which remain current as at 30 June 2020 are as follows:

Director EntityRelationship

Philip Bowman

1

Better Capital PCC LimitedDirector

Kathmandu Holdings Limited (Listed)Director

Tegel Group Holdings LimitedChair

Ferrovial SA (Listed)Director

Majid al Futtaim Holding LLCDirector

Majid al Futtaim Properties LLCChair

Majid al Futtaim Capital LLCDirector

Atropos SCIPrésident Directeur Générale

Tom Tom Holdings, Inc.Director

Vinula Pty. LimitedDirector

Vinula Super Fund Pty. LimitedDirector

Mike DarceyM247Chair

Arqiva Group LimitedDirector

British GymnasticsChair

Derek HandleyAera LimitedDirector

Aera FoundationTrustee

Aera VC Management LimitedDirector

Geraldine McBrideMy Wave Holdings LimitedDirector, CEO

My Wave LimitedDirector

Fisher & Paykel Healthcare Corporation LimitedDirector

National Australia Bank LimitedDirector

Susan Paterson ONZMReserve Bank of New Zealand

1

Director

Theta Systems LimitedChair, Director

Les Mills Holdings LimitedDirector

Goodman (NZ) Limited and associated companiesDirector

Arvida Group LimitedDirector

Steel and Tube Holdings LimitedChair, Director

The Electricity AuthorityBoard Member

Institute of Directors Auckland BranchMember

EROAD Limited Director

New Zealand Golf

2

Director (Retired)

The Home of Cycling Charitable Trust

2

Chair (Retired)

Keith Smith

1

Anderson & O’Leary Limited and associated companiesChair

Enterprise Group Holdings Limited and associated companiesChair

Goodman (NZ) Limited and associated companiesChair

H J Asmuss & Co Limited and associated companiesChair

Healthcare Holdings Limited and associated companiesChair

Mercury NZ LimitedDirector

Mobile Surgical Services LimitedChair

The Warehouse Group Limited and associated companiesDirector

Tree Scape LimitedDirector

Gwendoline Holdings Limited (non-trading)Director

Joan Withers

1

The Warehouse Group LimitedChair

ANZ Bank New Zealand LimitedDirector

Louise Perkins FoundationTrustee

Martin StewartN/A

Interests Register

(1) Entries added by notices given by the directors during the year ended 30 June 2020.

(2) Entries removed by notices given by the directors during the year ended 30 June 2020.

Sky / 2020 Annual Report
97

Disclosures of Interest

– Particular Transactions/Use of Company Information

During the year to 30 June 2020, in relation to Sky:

• no specific disclosures were made in the Interests Register

under section 140(1) of the Companies Act 1993; and

• no entries were made in the Interests Register as to the

use of company information under section 145(3) of the

Companies Act 1993.

Disclosures of Relevant Interests in Securities

During the year to 30 June 2020, the following disclosures

were made in the Interests Register in relation to Sky’s

directors and senior managers acquiring a relevant interest

in Sky’s shares under section 148 of the Companies Act 1993

and under the Financial Markets Conduct Act 2013:

• Geraldine McBride (Director) made two disclosures during

the 2020 financial year:

• on 29 August 2019 regarding an acquisition of 23,016

ordinary shares in Sky; and

• on 23 June 2020 regarding an indirect interest in the

acquisition of 65,135 ordinary shares in Sky by Wongaling

Pty Limited.

• Martin Stewart (Director and CEO) made three disclosures

during the 2020 financial year:

• on 21 February 2020 regarding the vesting of 200,000

ordinary shares as part of a contractual entitlement to receive

a total of 800,000 ordinary shares in instalments of 200,000

on each of the first four anniversaries of commencement of

employment, with the shares vesting if Sky exercises its no

fault termination right or if there is a change of control and


Mr Stewart is no longer Chief Executive;

• on 5 June 2020 regarding the acquisition of 270,000

ordinary shares in Sky; and

• on 23 June 2020 regarding the acquisition of 566,000

ordinary shares in Sky.

• Keith Smith (Director) made four disclosures during the

2020 financial year:

• an initial disclosure notice on 28 April 2020 regarding his

beneficial interest in 20,901 ordinary shares in Sky by

Gwendoline Holdings Limited;

• on 5 June 2020 regarding his indirect interest in the

acquisition of 30,000 ordinary shares in Sky by Lily Wong;

• on 15 June 2020 regarding his indirect interest in the

acquisition of a further 30,000 ordinary shares in Sky by

Lily Wong; and

• on 23 June 2020 regarding his interest in the acquisitions

of 59,149 ordinary shares in Sky by Gwendoline Holdings

Limited, and 55,468 ordinary shares in Sky jointly acquired

by Keith and his brother Robert Smith.

• Philip Bowman (Director and Chair) made one disclosure on

5 June 2020 regarding the acquisition of 500,000 ordinary

shares in Sky.

• Mike Darcey (Director) made one disclosure on 8 June 2020

regarding the acquisition of 1,500,000 ordinary shares in Sky.

• Derek Handley (Director) made one disclosure on 23 June 2020

regarding the acquisition of 13,584 ordinary shares in Sky.

• Susan Paterson (Director) made one disclosure on 23 June

2020 regarding a beneficial interest in the acquisition of

33,960 ordinary shares by herself and Richard Taylor jointly

as trustees of the SM Taylor Family Trust.

• Sophie Moloney (Chief Commercial Officer) made one

disclosure on 8 June 2020 regarding the acquisition of

908,333 ordinary shares in Sky.

• Blair Woodbury (Chief Financial Officer) made one

disclosure on 8 June 2020 regarding the acquisition of

208,333 ordinary shares in Sky.

Insurance and Indemnities

Sky has in place directors’ and officers’ liability insurance to

cover risks normally covered by such policies arising out of acts

or omissions of Sky directors or employees in that capacity.

In addition, Sky put in place additional insurance in respect of

directors’ liability that may arise as a result of the capital raise

which was announced to the market on 21 May 2020.

Sky has entered into a deed of indemnity pursuant to which

it has agreed to indemnify directors, senior management and

officers of Sky against liability incurred from acts or omissions

of such directors, senior management or officers, subject to

certain exceptions, which are normal in such indemnities.

Sky Subsidiaries’

Interests Registers

The directors of Sky’s subsidiaries have given notices disclosing

interests in various entities pursuant to section 140 of the

Companies Act 1993. Those notices which remain current as

at 30 June 2020 are set out below:

1

• Screen Enterprises Limited: Martin Stewart has given a general

notice disclosing interests arising from being an employee of Sky.

• Sky DMX Music Limited: Martin Stewart and Chaz Savage

have each given a general disclosure notice disclosing

interests arising from being senior employees of Sky and,

in Martin Stewart’s case, a shareholder of Sky.

• Believe It Or Not Limited: Chaz Savage has given notice

disclosing interests arising from being an employee of SKY.

Brendan Lochead has given a general notice disclosing his

interest arising from being a shareholder of Believe It Or

Not Limited and a director and shareholder of Mad If You

Don’t Limited. Annabelle Lochead has given a general notice

disclosing her interest arising from being the wife of Brendan

Lochead (who is a shareholder of Believe It Or Not Limited)

and a director and shareholder of Mad If You Don’t Limited.

• Lightbox New Zealand Limited: Martin Stewart has given

a general notice disclosing interests arising from being an

employee of Sky.

• Sky Investment Holdings Limited: Martin Stewart, Sophie

Moloney and Blair Woodbury have each given a general

disclosure notice disclosing interests arising from being

senior employees and shareholders of Sky.

(1) Grant McKenzie retired as a director of Sky DMX Music Limited

and Believe it Or Not Limited on 16 December 2019. Martin Wrigley

retired as a director of Sky DMX Music Limited on 16 December

2019. George McFarlane retired as a director of Screen Enterprises

Limited on 8 November 2019. Mr McKenzie, Mr Wrigley and Mr

McFarlane had each disclosed interests arising as employees of Sky.

98
Company and Bondholder Information (Continued)

Company and

Bondholder Information

Directors Holding and Ceasing Office

• Philip Bowman (Chair) (appointed 1 September 2019)

• Peter Macourt (ceased 17 October 2019)

• Martin Stewart

• Mike Darcey

• Derek Handley

• Geraldine McBride

• Susan Paterson, ONZM

1


• Joan Withers (appointed 17 September 2019)

• Keith Smith (appointed 21 April 2020)

Statement of Directors’ Interests

For the purposes of NZX Listing Rule 3.7.1(d), the following table sets out the quoted financial products in which each director had

a relevant interest as at 30 June 2020:

Relevant interestsShares

Philip Bowman500,000

Mike Darcey1,500,000

Derek Handley17,584

Geraldine McBride88,151

Susan Paterson43,960

Keith Smith

2

215,118

Martin Stewart 1,036,000

600,000

3

Joan WithersNil

(1) Susan Paterson will conclude her current term on the Sky Board in October and has chosen not to seek re-election at the forthcoming Annual

General Meeting.

(2) 75,068 shares jointly held by Keith and his brother Robert Smith; 80,050 held by Gwendoline Holdings Limited to which Keith is a discretionary

beneficiary of a trust which owns Gwendoline Holdings Limited; and 60,000 held by Keith’s partner Lily Wong.

(3)

Power to control the acquisition/disposal of 600,000 ordinary shares as a result of a contractual entitlement to receive such shares in instalments of

200,000 on each of the next three anniversaries of commencement of employment, with the shares vesting if Sky exercises its no fault termination

right or if there is a change of control and Mr Stewart is no longer Chief Executive.

Sky / 2020 Annual Report
99

Subsidiaries

At 30 June 2020, Sky had the following subsidiary companies:

SubsidiaryDirector(s)Business during FY20

Believe It Or Not LimitedAnabelle LocheadQuizzes for the hotel

entertainment industry.

Brendan Lochead

Grant McKenzie (retired 16 December 2019)

Christopher Shaw

Chaz Savage (appointed 16 December 2019)

Igloo LimitedMartin StewartDid not trade.

Lightbox New Zealand Limited

(acquired 31 January 2020)

Martin Stewart (appointed 31 January 2020)Streaming services

within New Zealand.

Matthew Bain (retired 31 January 2020)

Stefan Knight (retired 21 January 2020)

David Chalmers (retired 20 December 2020)

Media Finance LimitedMartin Stewart Did not trade.

Outside Broadcasting LimitedMartin Stewart Mobile on-site broadcasting

facilities and services.

Screen Enterprises LimitedGeorge MacFarlane (retired 8 November 2019)Did not trade.

Martin Stewart (appointed 8 November 2019)

Sky DMX Music LimitedGrant McKenzie (retired 16 December 2019)Operates the Sky

DMX music business.

Martin Wrigley (retired 16 December 2019)

Steven Hughes

Kenneth Eissing Jr (retired 16 August 2019)

David Hoodis (appointed 25 September 2019)

Chaz Savage (appointed 16 December 2019)

Martin Stewart (appointed 16 December 2019)

Sky Investment Holdings Limited

(incorporated 15 August 2019)

Martin Stewart (appointed 15 August 2019)Investment in the form of

acquisition of Rugby Pass Limited

(Ireland) and Rugby Pass Asia Pte

Limited (Singapore).

Sophie Moloney (appointed 15 August 2019)

Blair Woodbury (appointed 15 August 2019)

Sky Ventures Limited

(previously Cricket Max Limited)

Martin Stewart Did not trade.

Rugby Pass Asia Pte (Singapore)

Tang Edmund Koon KayManagement service.

Timothy Martin (retired 27 July 2020)

Rugby Pass Limited (Ireland)Timothy MartinInternational streaming

service.

Neil Martin

The remuneration of Sky’s employees acting as directors of subsidiary companies is disclosed in the relevant banding for employee

remuneration or, in the case of Martin Stewart, his remuneration is disclosed below under the heading of “Chief Executive

Remuneration”.

No director of any subsidiary company received directors’ fees or extra benefits by virtue of the fact that they are acting as

directors of subsidiary companies.

100
Company and Bondholder Information (Continued)

Remuneration of Directors

The total remuneration and value of other benefits received by directors of Sky during the year 1 July 2019 to 30 June 2020

was as follows:

NameBoard Fees

Audit and Risk

Committee

People and

Performance

CommitteeOther

1


Total

Remuneration

Martin Stewart

2

-----

Derek Handley

100,000 12,000 5,000 -117,000

Peter Macourt

(ceased 17 October 2019)


50,767


3,584


1,493


-


55,844

Geraldine McBride

100,000 - -- 100,000

Susan Paterson

100,000 16,665 12,000 - 128,665

Mike Darcey

100,000 - - - 100,000

Philip Bowman

(appointed 1 September 2019)


166,667


-


-


15,000


181,667

Joan Withers

(appointed 17 September 2019)


79,167


8,333


2,084


15,000


104,583

Keith Smith

(appointed 21 April 2020)


19,166


3,833


-


15,000


38,000

Totals

715,767 44,415 20,577 45,000 825,759

(1) Remuneration categorised “Other” comprises fees paid for the relevant directors’ participation in the due diligence committee

for the capital raise which was announced to the market on 21 May 2020.

(2) Martin Stewart did not receive any remuneration for the performance of his duties as a director during the year to 30 June

2020. His remuneration for the performance of his duties as CEO is set out below.

The directors’ fee pool has been set at a maximum amount of $950,000 per annum since October 2015. The current fees

paid to Sky directors are set out in the table above. Directors do not receive any performance or equity-based remuneration

or superannuation or retirement benefits (for their role as directors). This reflects the role of the directors which is to provide

oversight and guide strategy, whereas the role of management is to operate the business and execute Sky’s strategy.

Chief Executive Remuneration

The CEO remuneration is a mix of base salary, short-term incentive (STI) and share entitlements, and is benchmarked against the

market annually.

The CEO’s remuneration for the year ending 30 June 2020 and for the period 21 February 2019 to 30 June 2019

3

was:

20202019

Base salary

1,500,000625,000


STI

-312,500

4

Total remuneration

1,500,000

5

937,500

(3) Martin Stewart was appointed as CEO of Sky on 21 February 2019. CEO remuneration for the full year ending 30 June 2019 is

reported in Sky’s 2019 Annual Report.

(4) The CEO’s remuneration for FY19 included an STI entitlement of $312,500, which was paid during FY20 but for accounting

purposes is treated as accruing during FY19.

(5) In addition to cash remuneration, the CEO’s FY20 remuneration included 200,000 ordinary shares in Sky Network Television

Limited issued as part of the remuneration arrangements in the CEO’s employment agreement and notified to the market

on 21st February 2020. The value of the shares as at the date of issue was $65,800 (at $0.329 per share).

The CEO is entitled to participate in an STI scheme based on 50% of the CEO’s base salary. The STI framework and specific

metrics are considered by the People and Performance Committee and recommended to the Board for approval on an annual

basis. The Board is extremely cognisant of the requirement to ensure that any STI is aligned to shareholder interests. While an

STI was proposed for FY20 for the CEO and senior leadership team, as a result of COVID-19, the CEO agreed with the Board

and senior management that no STI bonus would be payable for the 2020 financial year.

Sky / 2020 Annual Report
101

Shareholders

Substantial Product Holders

According to notices given to Sky under the Financial Markets Conduct Act 2013 the following persons were substantial product

holders in Sky as at 30 June 2020 and 31 July 2020 (as indicated below):

Entity

SKT: Voting Securities

as at 30 June 2020

Jupiter Asset Management Limited and its related bodies corporate

154,729,719

Accident Compensation Corporation

134,665,936

UBS Group AG and its related bodies corporate

93,369,859

Black Crane Asia Pacific Opportunities Fund

89,496,785

Mitsubishi UFJ Financial Group, Inc., First Sentier Investors

(Australia) IM Ltd, First Sentier Investors Realindex Pty. Limited


82,208,566

Kiltearn Partners LLP and The Kiltearn Global Equity Fund

1

34,939,993

Entity

SKT: Voting Securities

as at 31 July 2020

Jupiter Asset Management Limited and its related bodies corporate

154,729,719

Accident Compensation Corporation

134,665,936

Kiltearn Partners LLP and The Kiltearn Global Equity Fund

1

122,095,343

UBS Group AG and its related bodies corporate

93,369,859

Black Crane Asia Pacific Opportunities Fund

89,496,785

Mitsubishi UFJ Financial Group, Inc., First Sentier Investors

(Australia) IM Ltd, First Sentier Investors Realindex Pty. Limited


82,208,566

(1) Prior to 30 June 2020, the last substantial product holder notice provided by Kiltearn Partners LLP and The Kiltearn Global Equity Fund was

released on 30 April 2020, prior to the issuance of shares under the capital raising announced by Sky on 21 May 2020, and therefore the figures

shown as at 30 June 2020 are prior to the allotment of any shares to Kiltearn Partners LLP and The Kiltearn Global Equity Fund. A further notice

was released on 2 July 2020, showing the interests held by Kiltearn Partners LLP and The Kiltearn Global Equity Fund after the allotment of shares

under the capital raising.

The total number of issued voting securities of Sky as at 30 June 2020 and 31 July 2020 was 1,746,279,558.

102
Company and Bondholder Information (Continued)

Twenty Largest Shareholders as at 31 July 2020

Name

Holding

Percentage

(2 d.p.)

HSBC Nominees (New Zealand) Limited

297,370,87717.03

JPMorgan Chase Bank NA NZ Branch

222,318,61612.73

Accident Compensation Corporation

149,973,8988.59

New Zealand Depository Nominee Limited

99,937,9345.72

HSBC Nominees (New Zealand) Limited A/C State Street

87,165,8414.99

Citibank Nominees (New Zealand) Limited

79,144,3504.53

HSBC Custody Nominees (Australia) Limited

69,024,6863.95

BNP Paribas Nominees (NZ) Limited

33,380,7731.91

BNP Paribas Nominees (NZ) Limited

27,973,3151.60

National Nominees Limited

25,724,8961.47

RugbyPass Investors LLC

25,085,4081.44

JBWere (NZ) Nominees Limited

23,717,3771.36

New Zealand Rugby Union Incorporated

21,801,3251.25

HSBC Nominees A/C NZ Superannuation Fund Nominees Limited

16,666,6660.95

Forsyth Barr Limited

15,575,8790.89

Leveraged Equities Finance Limited

12,235,7780.70

Citicorp Nominees Pty Limited

11,689,2720.67

ANZ Wholesale Australasian Share Fund

9,627,5850.55

Forsyth Barr Limited

8,540,8420.49

BNP Paribas Nominees Pty Ltd

8,258,0990.47

Twenty Largest Bondholders as at 31 July 2020

Name

Holding

Percentage

(2 d.p.)

FNZ Custodians Limited

15,016,00015.02

Investment Custodial Services Limited

10,138,00010.14

JBWere (NZ) Nominees Limited

5,416,0005.42

Citibank Nominees (New Zealand) Limited

5,392,0005.39

Custodial Services Limited

3,755,0003.76

Masfen Securities Limited

3,430,0003.43

Custodial Services Limited

2,546,0002.55

Custodial Services Limited

2,537,0002.54

FNZ Custodians Limited

1,486,0001.49

ANZ Custodial Services New Zealand Limited

1,449,0001.45

Forsyth Barr Custodians Limited

1,424,0001.42

Custodial Services Limited

1,300,0001.30

Custodial Services Limited

1,239,0001.24

Tappenden Holdings Limited

1,000,0001.00

Investment Custodial Services Limited

965,0000.97

Investment Custodial Services Limited

600,0000.60

Zhenji Rong & Yizhen Wu

572,0000.57

Investment Custodial Services Limited

500,0000.50

JML Capital Limited

500,0000.50

University Of Otago Foundation Trust

500,0000.50

Sky / 2020 Annual Report
103

Distribution of Ordinary Shares and Shareholdings as at 31 July 2020

No. of

shareholders

Percentage

(to 2 d.p.)

No. of

shares

Percentage

(to 2 d.p.)

1 – 1,0001,95219.241,101,6800.06

1,001 – 5,0002,77727.377,911,3840.45

5,001 – 10,0001,36013.4010,552,0380.60

10,001 – 100,0003,16231.16116,731,3466.68

100,001 and over9128.991,609,983,11092.20

TOTAL

10,163100.161,746,279,558100.00

Non-Marketable Parcels of Shares

As at 31 July 2020, 4,169 shareholders in Sky had non-marketable parcels of shares for the purposes of ASX Listing Rule 4.10.8.

Other Information

For the purposes of ASX Listing Rule 4.10.14 and 4.10.18, as at 31 July 2020:

• Sky had a total of 46,886,733 ordinary shares deemed securities subject to voluntary escrow on issue, as disclosed to the market

in Substantial Product Holder notices dated 19 August 2019 and 1 November 2019; and

• There was no on-market buy back.

For the purposes of ASX Listing Rule 4.10.16, as at 31 July 2020 Sky had a total of 600,000 unquoted equity securities on issue, held

by one holder.

1

Voting Rights Attached to Shares

Each share entitles the holder to one vote.

Distribution of Bonds and Bondholdings as at 31 July 2020

SKT020 Bonds

No. of

bondholders

Percentage

(to 2 d.p.)

No. of

bonds

Percentage

(to 2 d.p.)

1 – 1,000-0.00-0.00

1,001 – 5,00012310.93615,0000.62

5,001 – 10,00023120.532,228,0002.23

10,001 – 100,00067860.2724,259,00024.26

100,001 and over897.9172,898,00072.90

TOTAL

1,125100.00100,000,000100.00

Voting Rights Attached to Bonds

Each bondholder is entitled to one vote for every dollar of principal outstanding on their bonds at meetings of bondholders.

Bondholders do not have the right to attend or vote at shareholders’ meetings.

(1) See the explanatory note in relation to the 600,000 share rights held by Martin Stewart, in the Statement Of Directors’ Interests section above.

104
Company and Bondholder Information (Continued)

Employee Remuneration

The number of employees or former employees of Sky and its subsidiaries (excluding directors of Sky but including employees

of Sky holding office as directors of subsidiaries, other than the Chief Executive

1

) whose remuneration and benefits were within

specified bands for the year to 30 June 2020 is as follows:

These figures include severance payments made during the financial year.

Remuneration $

No. of employees

100,000 – 110,000

59

110,001 – 120,000

56

120,001 – 130,000

36

130,001 – 140,000

28

140,001 – 150,000

26

150,001 – 160,000

14

160,001 – 170,000

14

170,001 – 180,000

8

180,001 – 190,000

6

190,001 – 200,000

11

200,001 – 210,000

3

210,001 – 220,000

4

220,001 – 230,000

5

230,001 – 240,000

2

240,001 – 250,000

6

260,001 – 270,000

1

270,001 – 280,000

3

280,001 – 290,000

2

300,001 – 310,000

1

320,001 – 330,000

1

330,001 – 340,000

1

380,001 – 390,000

1

440,001 – 450,000

3

460,001 – 470,000

1

490,001 – 500,000

1

510,001 – 520,000

2

550,001 – 560,000

2

580,001 – 590,000

1

(1) The remuneration of Sky’s Chief Executive Martin Stewart is not included in the above table as he is also a director of Sky. His remuneration is

disclosed under the heading “Chief Executive Remuneration” above.

Sky / 2020 Annual Report
105

Donations

During the year 1 July 2019 to 30 June 2020, Sky made cash donations totalling $302,000. Sky’s subsidiaries did not make any

donations.

Auditors

The auditors of Sky and its subsidiaries were PricewaterhouseCoopers. The amount paid to PricewaterhouseCoopers by Sky in the

year to 30 June 2020 for statutory audit services and for other assurance services was:

Statutory audit services ($000)Other assurance services ($000)

Sky

64977

Sky’s subsidiaries did not pay PricewaterhouseCoopers any fees.

106
Waivers and Information

Current and Ongoing Waivers

and Confirmations

The following is a summary of all waivers granted in favour of

Sky and confirmations which were relied upon by Sky in the

year to 30 June 2020. These were:

1. A waiver to permit Sky to lodge its half yearly and final

reports in the form of an NZX Appendix 1 instead of an ASX

Appendix 4D and ASX Appendix 4E, on the condition that

Sky provides any additional information required by the ASX

Appendices as an annexure to the NZX Appendix 1.

2. A waiver from ASX Listing Rule 6.10.3 to the extent

necessary to permit Sky to set the “specified time” to

determine whether a security holder is entitled to vote at a

shareholders’ meeting in accordance with the requirements

of relevant New Zealand legislation.

3. A waiver from ASX Listing Rule 15.7 to permit Sky to provide

announcements simultaneously to both ASX and NZX.

4. A waiver from ASX Listing Rule 14.3 to the extent

necessary to allow Sky to receive director nominations

between the date three months and the date two months

before the annual meeting.

5. A waiver from ASX Listing Rule 7.11.3 to the extent this

rule required Sky to make a non-renounceable offer of not

greater than one equity security for each equity security

held, and a waiver from ASX Listing Rule 7.1, 7.40 and

10.11 to allow Sky to utilise extra placement capacity.

6. Confirmation that the rights attaching to Sky shares set

out in Sky’s constitution are appropriate and equitable for

the purpose of ASX Listing Rule 6.1 and comply with ASX

Listing Rule 2.1.

7. Confirmation that ASX will accept financial accounts

prepared in accordance with New Zealand GAAP and

New Zealand Auditing Standards, and denominated in

New Zealand dollars.

8. Confirmation that Sky can provide to ASX substantial

holder information provided to it under the New Zealand

Securities Markets Act 1988 (now the Financial Markets

Conduct Act 2013).

9. A waiver from NZX Listing Rule 7.8.5(b) to the extent

this rule requires Sky to prepare an appraisal report

to accompany a notice of meeting provided to Sky

shareholders to consider a resolution to approve the issue

of the CEO Retention Shares.

10. A waiver from NZX Listing Rules 4.1 and 4.4 to the extent

these Rules required Sky to obtain approval by Ordinary

Resolution to issue equity securities under an accelerated

non-renounceable rights offer and a waiver for NZX Listing

Rule 4.5 to allow Sky to utilise additional placement capacity.

Admission to the official list of the

Australian Securities Exchange

In connection with Sky’s admission to the official list

of the ASX, the following information is provided:

1. Sky is incorporated in New Zealand.

2. Sky is not subject to Chapters 6, 6A, 6B and 6C of

the Australian Corporations Act 2001 dealing with

the acquisition of shares (such as substantial holdings

and takeovers).

3. Limitations on the acquisition of the securities imposed

by New Zealand law are as follows:

(a) In general, Sky securities are freely transferable

and the only significant restrictions or limitations

in relation to the acquisition of securities are those

imposed by New Zealand laws relating to takeovers,

overseas investment and competition.

(b) The New Zealand Takeovers Code creates a general

rule under which the acquisition of more than 20%

of the voting rights in Sky or the increase of an

existing holding of 20% or more of the voting rights

in Sky can only occur in certain permitted ways.

These include a full takeover offer in accordance

with the Takeovers Code, a partial takeover offer in

accordance with the Takeovers Code, an acquisition

approved by an ordinary resolution, an allotment

approved by an ordinary resolution, a creeping

acquisition (in certain circumstances) or compulsory

acquisition if a shareholder holds 90% or more of

Sky shares.

(c) The New Zealand Overseas Investment Act 2005

(and associated regulations) regulates certain

investments in New Zealand by overseas persons.

The rules applicable to overseas investments have

recently been amended through the Overseas

Investment (Urgent Measures) Amendment Act

2020 (and associated regulations). In general

terms, consent or notification is likely to be required

where an ‘overseas person’ acquires shares or an

interest in shares in Sky that amount to more than

25% of the shares issued by SKY or, if the overseas

person already holds more than 25%, the acquisition

increases that holding.

(d) The New Zealand Commerce Act 1986 is likely to

prevent a person from acquiring Sky shares if the

acquisition would have, or would be likely to have,

the effect of substantially lessening competition

in a market.

Sky / 2020 Annual Report
107

Share Market and

Other Information

Enquiries

Sky is continually striving to improve its electronic

communications with investors and stakeholders and reduce

our environmental impact by encouraging investors to

receive communications electronically via Sky’s share registry,

Computershare Investor Services Limited. Sky investors can

elect to receive communications from Sky electronically by

visiting www.investorcentre.com/nz.

New Zealand

Sky’s ordinary shares are quoted on the NZX Main Board

and trade under the code SKT. Sky’s bonds are listed on the

NZX Debt Market and trade under the code SKT020. Sky’s

International Security Identification Number issued for the

Company by the NZX is NZSKTE0001S6.

NZX Limited

Level 1, NZX Centre

11 Cable Street

Wellington 6011, New Zealand

Mailing address:

PO Box 2959

Wellington 6140, New Zealand

Tel: +64 4 472 7599 Fax: +64 4 496 2893

Website: nzx.com

Australia

Sky’s ordinary shares are also quoted on the ASX and trade

under the code SKT.

ASX Limited

Exchange Centre

20 Bridge Street, Sydney

NSW 2000, Australia

Mailing address

PO Box H224

Australia Square, Sydney

NSW 1215, Australia

Tel: +61 2 9338 0000 Fax: +61 2 9227 0885

Annual Meeting

Details of the Annual Shareholder Meeting are available on

Sky’s website.

The next Annual Shareholder Meeting of Sky Network

Television Limited will be held via a web platform at

www.web.lumiagm.com, on Tuesday 13 October 2020,

commencing at 10:30 a.m. (NZ time).

108
Directory

Registrars

Shareholders should address questions relating to share

certificates, notify changes of address or address any

administrative questions to Sky’s share registrar as follows:

New Zealand Ordinary Share Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland 0622

New Zealand

Mailing address:

Private Bag 92119

Auckland Mail Centre

Auckland 1142, New Zealand

Tel: +64 9 488 8700 Fax: +64 9 488 8787

Email: enquiry@computershare.co.nz

Australian Branch Register

Computershare Investor Services Pty Limited

Yarra Falls, 452 Johnston Street

Abbotsford, VIC 3067

GPO Box 2975

Melbourne VIC 3000, Australia

Freephone: 1800 501 366 (within Australia)

Tel +61 3 9415 5000 (outside Australia)

Fax +61 3 9473 2500

Email: enquiry@computershare.co.nz

Bondholder Trustee

The New Zealand Guardian Trust Company Limited

Level 6, 191 Queen Street

Auckland 1010, New Zealand

Mailing address:

PO Box 274, Shortland Street

Auckland 1140, New Zealand

Tel: 0800 683 909 Fax: +64 9 377 7470

Email: ct-auckland@nzgt.co.nz

Directors

Philip Bowman (Chair) (appointed 1 September 2019)

Derek Handley

Geraldine McBride

Joan Withers (appointed 17 September 2019)

Keith Smith (appointed 21 April 2020)

Martin Stewart

Mike Darcey

Susan Paterson, ONZM

Peter Macourt (ceased 17 October 2019)

Officers

Martin Stewart Director and Chief Executive

Blair Woodbury Chief Financial Officer

Sophie Moloney Chief Commercial Officer

and Company Secretary

Chris Major Director of External Affairs

Tex Teixeira Chief Content Officer

Steve Bayliss Chief Creative Officer

Chaz Savage Chief Customer Officer

Prabhu Singh Chief Technology Officer

Justin Tomlinson Chief Innovation Advisor

New Zealand Registered Office

10 Panorama Road, Mt Wellington,

Auckland 1060, New Zealand

Tel: +64 9 579 9999 Fax: +64 9 579 8324

Website: sky.co.nz

Australian Registered Office

c/- Allens Arthur Robinson Corporate Pty Limited

Level 4, Deutsche Bank Place,

126 Philip Street,

Sydney, NSW 2000, Australia

Tel: +61 2 9230 4000 Fax: +61 2 9230 5333

Auditors to Sky

PricewaterhouseCoopers

PwC Tower, Level 27

15 Customs Street West, Auckland 1010

Tel: +64 9 355 8000 Fax: +64 9 355 8001

Solicitors to Sky

Buddle Findlay

PwC Tower,

15 Customs Street West, Auckland 1010

Tel: +64 9 358 2555 Fax: +64 9 358 2055

Chapman Tripp

Level 34, PwC Tower

15 Customs Street West, Auckland 1010

Tel: +64 9 357 9000 Fax: +64 9 357 9099

Sky / 2020 Annual Report
109

110

---

RESULTS PRESENTATION
For the year ended 30 June 2020

Agenda
2

FY20 Highlights

COVID-19 impact

Financial performance

FY20 Progress in strategy focus areas

Looking ahead

FY20 Highlights
Sky has delivered

results in-line with

guidance and

entered FY21 in a

strong financial

position

3

1

A reconciliation between reported and adjusted figures is set out on page 10 and 11.

747.6m

Revenue

At top end of guidance range

$730m - $750m

82.7m

Free cash flow

$157.3m operating cash flow and

$74.6m investing cash flow

Increased focus on

Streaming

Acquired and merged Lightbox

with Neon; Acquired

RugbyPass; Launched Sky Sport

Now

164.2m

EBITDA

within guidance range of $155m

- $175m

21%

Improvement in satellite net

churn

585k satellite customers

at 30 June

Secured key rights

including SANZAAR Rugby,

Netball, Supercars,

ICC Cricket, IPL,

Commonwealth Games, BBC,

ViacomCBS and more

192.4m

Adjusted EBITDA

Refinanced debt

and raised capital

to strengthen balance sheet

and navigate COVID-19

uncertainty

(156.8m)

Net loss after tax

Net Profit After Tax excluding

goodwill of $20.7m within guidance

range of $20m - $25m

35%

Increase in streaming

revenue

through organic growth and

acquisitions to achieve brand

presence and scale

41.0m

Adjusted NPAT

661
619

585

106

160

404

Jun -18Jun -20Jun -19

768

990

779

Satellite

(1)

Streaming

(2)

+27%

27% growth in customer relationships in FY20

Satellite customer numbers stabilising and achieved

growth in the final month of FY20.

Significant growth of 153% in streaming customers from

30 June 2019 to 30 June 2020.

Streaming boosted by successful acquisitions of

RugbyPass and Lightbox.

At 31 August streaming customer numbers have

reduced to 315k reflecting the changed recognition of

former Lightbox customers following Neon merger, but

with minimal revenue impact due to confidential

commercial terms in place with Spark until January

2021.

1

Satellite customer groups comprise Sky Residential, Commercial and Vodafone reseller customers.

2

Streaming customer groups comprise Neon, Lightbox, Sky Sport Now, RugbyPass and Vodafone

retransmission customers, but do not include free trials. At 30 June 2020 Lightbox bundled wholesale subscribers account for approximately 52% of total entertainment SVOD streaming custo mers.

4

Customer numbers (000’s)

COVID-19 Impact
5

39
46

36

7

9

4

2

8

11

4

10

S

a

t

e

l

l

i

t

e

2

S

t

r

e

a

m

i

n

g

Q

3


E

B

I

T

D

A

C

o

m

m

e

r

c

i

a

l

A

d

v

e

r

t

i

s

i

n

g

R

i

g

h

t

s

P

r

o

d

u

c

t

i

o

n

O

n

e


o

f

f

s


i

n

c

u

r

r

e

d


i

n


Q

4

R

e

m

u

n

e

r

a

t

i

o

n


s

a

v

i

n

g

s

O

t

h

e

r


c

o

s

t


s

a

v

i

n

g

s

Q

4


E

B

I

T

D

A


u

n

d

e

r

l

y

i

n

g

Q

4


E

B

I

T

D

A


r

e

p

o

r

t

e

d

Strong cost control protected EBITDA in Q4

Q4 revenue reduction offset by lower programming costs,

including live sport production costs avoided and working

with partners to negotiate reductions for COVID-19

impacted sports payments.

Remuneration savings included release of executive

incentive scheme payments.

Q4 included $7m of one-off redundancy costs and $3m of

Holidays Act provision.

Lower revenue from satellite partially offset by an increase

from streaming.

Commercial revenue significantly impacted due to

gathering and border restrictions. Proactive support well

received by commercial customers.

Advertising revenue down due to economic uncertainty

and the absence of live sport.

EBITDA movements Q3 to Q4 ($m)

6

($18m)$25m

Net revenue impactCost savings impact

Resilient satellite base contributing to strong rebound
The majority of the 8.2% sports satellite customerswho downgraded

subscriptions during period impacted by COVID-19 restrictions reinstated in the

final five weeks to 30 June.

COVID-period gains in movie package subscriptions largely retained.

Entertainment and Movie package upgrades provided to sports subscribers

ended on 31 July.

Net daily change in customer upgrades/downgrades

Weekly satellite customer movement (000’s)

+24%

Ave

Limited ability to acquire satellite customers during nationwide Level 4 and 3

lockdown corrected with net churn of -2,500 in the 17 weeks from the end of

lockdown to 31 August, compared to -10,600 over the same weeks in 2019.

7

-18%

Acquisition

Churn

Movies

Entertainment

Sport

Mar -20
Sep-20

Jun -20

Dec -20

Mar -21

Jun -21

+4%+9%

+9%

+18%

Faster return of sport delivering revenue performance stronger

than planned in Q4 FY20 and in the FY21 Scenario

1

+19%

8

Actual monthly revenue performance compared to FY21 Scenario

1

1

Sky provided a view on FY21 performance in May based on the availability of live sport (the FY21 Scenario). The FY21 Scenario indicated full year revenue for FY21 of between $610m - $640m.

Percentages shown are performance above Q4 FY20 and FY21 Scenario expectations.

FY21 begins

Financial Performance
9

1
Adjusted items normalise for non-recurring costs and non-cash impairments. A reconciliation between adjusted and reported figures is detailed further on page 11 in relation to FY20. Reconciliation

between adjusted and reported figures is detailed further in Sky’s FY20 full year results materials.

$m

FY20

Adjusted

1

FY20

Reported

FY19

Adjusted

1

FY19

Reported

Revenue

747.6747.6795.1795.1

Operating Expenses

555.2583.4554.1565.0

EBITDA

192.4164.2241.0230.1

Depreciation & Amortisation

119.3119.393.0131.1

Impairment of Goodwill

-177.5-670.0

EBIT

73.1(132.6)148.0(570.9)

Interest

13.713.712.412.4

Profit/(Loss) before tax

59.4(146.3)135.6(583.4)

Tax

18.410.538.224.4

Net Profit/(Loss) after tax

41.0(156.8)97.4(607.8)

Financial Performance

10

Non -cash adjustment and one-off costs explained
11

$m

Net Loss after tax – Reported

(156.8)

Goodwill177.5

Sky goodwill impairment $150.0m

RugbyPass impairment $27.5m

Net Profit after tax – excluding goodwill

20.7

Redundancies15.5

~18% of FTE left/leaving

Gross annualised savings of $15m with $5m reinvested

to build new capabilities and support growth

Other one-off costs12.7

Non-recurring consultancy costs $3.3m

Holidays Act provision $3.2m

Content write-offs $3.2m

Satellite reservation fee $3.0m

Tax effect of adjustments(7.9)

Net Profit after tax – Adjusted

41.0

Strong growth in streaming revenue; satellite trend
continues to improve

630

582

44

59

55

47

52

45

15

FY19

15

FY20

748

795

-5.9%

Advertising

Residential satellite

1

Commercial

Other

Streaming

2

Revenue reduction of 5.9% in FY20 compares favourably

against 6.8% decline in FY19, despite impact of COVID-19

on FY20 performance.

FY20 revenue reduction of 3.7% YoY after adjusting for net

impact of $18m in Q4 due to COVID-19.

Residential satellite revenue loss continuing to slow.

35% increase in streaming revenue through organic growth

and acquisitions.

1

Residential satellite revenue includes Vodafone reseller subscriptions.

2

Streaming revenue includes Neon, Lightbox, Sky Sport Now, RugbyPass and retransmission revenues.

12

Total revenue ($m)

Satellite revenue continuing to stabilise
13

Satellite subscription ARPU

2

($)

1

FY17 and FY18 satellite revenue is adjusted for the adoption of NZ IFRS 15.

2

Satellite subscription ARPU is the monthly average revenue for residential customers including Vodafone, reseller customers, ca lculated as the average for the twelve month period.

Satellite ARPU impacted by COVID-19 in Q4 as a number of

customers downgraded from sports packages.

Q4 sport downgrade impact equivalent to $0.25 of ARPU,

multiroom impact of $0.47 and rolling full year impact of pricing

changes implemented in FY19 such as removing HD and Rugby

Channel fees.

Residential satellite revenue loss continuing to slow, down 7.6% in

FY20, including impact from COVID-19, compared to 9.3% reduction

in FY19.

FY17FY18FY20FY19

85

85

83

82

Satellite revenue

1

($m)

736

694

630

582

FY17FY18FY20FY19

-7.6%

35% increase in streaming revenue through organic
and acquisition growth

14

1

Streaming subscription ARPU is the blended rate across Neon, Lightbox, Sky Sport Now, RugbyPass and retransmission, calculated a s the average for the twelve month period.

Streaming revenue has essentially doubled over the past two

years with a compound average growth rate of 40% since FY18.

Blended monthly ARPU

1

in FY20 of $20

Changing mix following significant growth in

Neon/Lightbox subscriptions.

Higher ARPU Sky Sport Now subscriptions

disproportionately impacted by COVID-19. Return of live

sport now driving customer reactivations and new

customer acquisitions.

FY17FY18FY20FY19

+35%

Streaming revenue($m)

28

30

44

59

Commercial and advertising disproportionately
impacted by COVID-19

15

Commercial revenue ($m)

Q3Q4

Advertising revenue ($m)

Advertising revenue down $3.8m or 33% in Q4 compared to Q3

due to business uncertainty surrounding COVID-19 and the

absence of live sport.

YoY revenue decline has been slightly higher than total market due

to impact of 2019 Rugby World Cup but otherwise market share

has remained consistent

1

.

Commercial revenue impacted by border and gathering restrictions,

with Q4 revenue down $9.2m or 65% compared to Q3, higher than

the YoY reduction of $8.5m.

Proactive support provided on a case-by -case basis through

discounts and payments holidays. Return to normal billing for

licenced premise customers from 1 August. Further support

provided in the Auckland region during recent Level 3 restrictions.

Q3Q4

14

5

11

8

-33%

-65%

1

Data source: SMI Dataminer, agency reported advertising revenue,Nielsen Television Audience Measure (Arianna)

Operating expenses closely managed
319

87

63

118

49

49

336

102

70

119

48

28

ProgrammingSubscriber

Related

Broadcasting

&

Infrastructure

FY19 IFRS

reclassification

Depn/AmortOtherOne offs

11

1

One -off items shown separately. FY19 restated for NZ IFRS 16. $11m IFRS16 delta to reconcile to FY19 reported costs.

FY19FY20

Reported operating expense increase less than 1%.

Programming expenses increase due to additional

programming costs associated with acquisitions, rights

increases during the year offset by Q4 reductions.

Subscriber related cost increases included investment in

marketing initiatives to drive customer growth and support

product launches.

Broadcast and infrastructure included incremental increase in

internet delivery costs to support expanded and acquired

streaming services.

Other costs include advertising costs and corporate overhead

costs.

16

Operating expenses

1

($m)

17
Capital expenditure ($m)

FY20 capex was 7.6% of revenue, down from 9.6% in

FY19. Continuing to target capex spend within 7%-9% of

revenue.

Capex of $23m in H2 FY20, down 30% on H1 FY20 as

management sought to offset impacts of COVID-19.

Satellite installation capex declined by 32% driven by

lower installation volumes. Capex per installation

declined from $380 to $310.

Increased capex for software and intangibles reflecting

increased focus on streaming and digitisation of

production and broadcast assets.

Decrease in WIP due to cancellation of IVP project in

2019.

Sale of OSB to NEP

1

reduces future capex requirements

related to technology upgrades estimated at $50m over

the next 5 years.

1

Sale of OSB to NEP announced in August 2020 and remains subject to regulatory approvals under the Commerce Act and Overseas Investment Act

Transition to a lighter capital model continues; capex

within target range

35

12

10

9

10

20

19

13

Software & Intangibles

FY19

22

Plant & Equipment

Other

Satellite installations

56

76

Work in progress

FY20

-26%

$82.7m free cash flow generation
4

111

197

56

18

16

24

37

150

89

83

Lease principal

repayment

Net decrease

in borrowings

Cash from

Operations

FY20

Cash on

hand June

2019

CapexInterest

paid

Acquisition of

subsidiaries

Tax paidProceeds

from

Share Issue

Cash on

hand June

2020

Strong cash generation, despite challenges caused by COVID-19.

Funds from the capital raise used to pay down debt with sufficient funds on hand at end of FY20 to repay bond in March 2021.

Free cash

flow

generated

18

Cash flow ($m)

Currently no net debt and secure funding in place
19

100100100100

200

131

87

111

June 2018June 2019June 2017

5

March 2021

5

4

June 2020June 2021

Drawn funding - bank

Drawn funding - bond

Cash on hand

Total funding facilities

$200m

facility

Funds from the capital raise applied to pay down debt with sufficient cash on hand at year end to repay bonds in March 2021.

Access to significant undrawn bank facility of $200m through to 31 July 2023, following one year extension.

Facility limit remains at $200m (no stepdown to $150m previously scheduled for 31 July 2021).

400

$m

FY20 Progress in
strategy focus areas

20

FY20 Progress
StreamingBroadbandRugbyPass

Satellite

Strengthenour significant

core business through

continued reliable delivery

and enhanced value

perception

Continued to improve retention

Minimised COVID-19 spin-down

Advertising revenue reduced

Commercial revenue impacted by

COVID-19 restrictions

New Optus agreement in place

Significant revenue and

customer growth

Acquired LightBox

Launched New Neon on time

Launched Sky Sport Now

Developed platform and

enhanced functionality

Value proposition tested and

refined

Customer and operational

processes being tested

On target for phased launch

Gaining traction prior to COVID-19

Significant growth in engaged

network

Lack of live international content

slowing path to achieve target

return

Revised business model activated

Growour entertainment and

sports streaming business.

We are using digital

innovation to improve the

customer experience and

move to a lower-cost model

Growcustomer relationships

with broadband offers

differentiated on quality,

service and price

Developand grow an

international rugby content

business and become the

online destination for fans

globally

Valuable Core

Current Growth OpportunityFuture Growth Opportunity

21

22
21% improvement in satellite retention

1

Activations and disconnections information is for Sky residential customers only, including Vodafone reseller customers.

2

Gross churn is total disconnections for

residential satellite customers, including Vodafone reseller customers.

Satellite customer churn

2

Continued improvement in satellite retention with FY20 net loss

from activations/disconnections reduced by 21% as initiatives gain

traction.

Sky Go unlocking value for satellite customers with strongest use

recorded by higher ARPU subscribers and delivering a meaningful

difference in churn rates across the satellite base.

16%

15%15%

13%

FY17

FY18FY19

FY20

G

r

o

s

s


c

h

u

r

n


(

%

)

-92

-113

80

60

-103

50

Satellite customer subscriptions

1

(000’s)

FY17FY18FY19

42

FY20

-92

-113

80

60

-103

50

-75

Activations

Disconnections

-17%

-19%

Satellite customer gross churn, including reseller customers

improved to 13% and ex-reseller to 11%.

73% of customer base has been with Sky for more than five years

and has extremely low churn at 7%.

23
Package mix stable with opportunity

for growth

31%

10%59%

EntertainmentSport

Satellite subscriptions by content

1

1

Satellite subscriptions include residential satellite customers and Vodafone reseller customers at 30 June 2020. Package mix at 30 June 2020. Includes residential satellite customers

and Vodafone reseller customers. Entertainment packages include Starter, Entertainment and Movies. Sport only content is a combined Starter and Sport package.

2

Price range is the

monthly averageARPU range achieved across product combinations in June 2020, excluding GST.

3

Add-on prices listed exclude GST.

Customer package mix remains stable YoY at 30 June 2020 despite

reduced availability of live sport content.

At 30 June 68% of satellite customers subscribed for at least two

additional content packages above the starter tier.

Average FY20 ARPU of $82 includes add-ons

3

e.g. MySky+

($17.40), Multi-room ($21.74), specialist channels and pay-per -

view.

S

t

a

r

t

e

r


P

a

c

k

Satellite package mix

2

at 30 June 2020

26%

48%

20%

Starter + 3

$115

Starter + 2

$77 - $86

Starter + 1

$45 - $57

$31

6%

24
Neon is the leading local provider of

paid entertainment streaming content

Significant growth in FY20 with customers recognising

quality

1

and variety of content offering at an attractive

price point.

Acquisition of Lightbox completed in February 2020

strengthening market position and offering.

Wholesale agreement for Lightbox customers in place for

the majority of FY21.

Significant growth in customer numbers and streaming

requests through Level 3 and 4 Lockdown.

New Neon strengthened content offering combines the

best of both platforms and includes enhanced features and

additional functionality such as accessibility from more

devices, profile recommendations, and a dedicated kids

area.

1

Content offered by Sky received 62 Emmy nominations in 2020 compared to 48 for content offered by Netflix. Content available through other major NZ paid

and free-to -air providers received between 1 and 16 nominations each.

25
New Zealand’s #1 sport streamer

Successful launch of Sky Sport Now in August 2019

1

and

building solid base prior to interruption of live sports - now

rebounding strongly.

“Warriors on Us” promotion attracted both returning (31%)

and new customers (69%). Over half of the new customers

subsequently subscribed.

Sky Sport Now customers saw double digit growth each

month since the return of sport, and with July and August

subscriber numbers each achieving all-time highs.

Additional functionality and features post launch, including:

increased range of devices, new landing pages, and

extended 24 hour catchup.

Introduced a range of trial and pricing options. Limited time

offers currently available for Annual Pass at $299.99 ($25 per

month) through to flexibility of the Weekly Pass at $19.99

(per week).

1

Sky Sport Now replaced FanPass in August 2019. FanPass included four SD channels of sport content whereas Sky Sport Now has 12 HD channels, including 2 ESPN channels.

Broadband on track for launch
1/3

rd

of all New Zealand households have a relationship

with Sky

1

Significant addressable market, including 40% of fibre

ready households yet to upgrade

2

Customer

engagement,

refining offer

and building

in -house scale

Currently in

use by staff as

a trial

Full launch

in second

half of FY21

Differentiated offering, based on quality, service and

value.

Strong indications of preparedness to switch to Sky

Broadband.

Purpose built for streaming sports, entertainment.

Leverages 30 year history for technical excellence and

reliable delivery, supported by quality service from our

New Zealand based call centre and trusted install

technicians.

Minimal capital investment required through leveraging

variable cost model.

Relatively low marketing investment required for existing

large customer base with owned channeladvertising, e-

coms engagement and 1.2 million+ customer interactions

handled by our team annually.

Launch focus on existing customer base to reward loyalty,

enhance value proposition and increase retention.

Positions Sky to capture future growth from increased

demand for streaming services.

1

Source: Statistics NZ Dwelling and Household estimates – June 2020 estimates 1,795,300 households. Sky’s satellite subscriber base is at 30 June 2020 is 585,000.

2

Source: Crown

Infrastructure Partners Quarterly Connectivity Update, Q2: to 30 June 2020.

Extend trial

to selected

customers in

H1 FY21

26

27
RugbyPass focused on monetising content

Focus for FY21

Audience Media Business

Primary focus for FY21 lower cost, non-rights dependent

subscriber model and branded RugbyPass content.

New product launches and commercialisation path focuses on

core rugby markets (UK, NZ, SA, Australia):

‘The XV’ – ‘The Athletic’ style premium subscription

product

Podcast offering aimed at Northern/Southern hemisphere

fans

Statistics service for broadcast and digital partners

Premium Rugby Content Business

Linear channel retains brand presence and revenue driver in

Asia.

COVID-19 impact

Premium rugby content business significantly impacted by limited

availability of international live rugby, leading to pausing of streaming

ambitions.

Advertising revenue down 50% in Q4 compared to Q3 with near term

challenges remaining.

Tight focus on costs and cash preservation with immediate cuts,

including reductions in headcount, premises and marketing.

Significant opportunity remains

Audience growth YoY of >60% across direct and engaged social

audience with 16m social media hits / 3m unique views in April 2020

1

while no live sport being played.

Rugby in growth across many major consumer markets (Western

Europe, North America, Asia). Substantial addressable market of

338m

2

rugby fans worldwide.

1

Source: Google Analytics.

2

Source: Nielsen/World Rugby 2018

1

2

Content by numbers
28

1

Source: Nielsen TAM. Average reach per month in FY20. Includes: 2.83 million via satellite and Prime, with Sky Sport Now and Neon taking the total above 3.0 million.

2

Source: IBMS;

4

Source: 69 Primetime Emmy Nominations.

>7,500

Live Sporting events broadcast in FY20

3

covering over 50 sports codes on Sky in FY20

130!

Emmy Nominations

3

received by Sky content in 2020, including 69 Primetime Emmy Nominations

>10,000

Hours of entertainment and movie content

3

premiered on Sky platforms in FY20

+2,440

Titles, events or series acquired in FY20

3

Including sport and entertainment

titles (excluding Lightbox)

>530

Content provider relationships

2

from large global content creators to local

production storytellers across sport, entertainment and movies

Sky reached over 3 million Kiwis a month on average in FY20

1

through satellite, Prime and

our streaming products Sky Sport Now and Neon.

3million+

The home of sport
SANZAAR

BeIN Sports & UEFA

NRL

Netball NZ

Supercars

ESPN

ICC Cricket

PGA Tour

NZRL

© 2020 Spin Master PAW Productions Inc. © 2020 Viacom International Inc. All Rights

Reserved.

© 2019 MGM Television Entertainment Inc. and Relentless Productions LLC. All Rights Reserved.

NBL

ASB Classic

Australian Open FIFA

Cricket AustraliaUFC

Rugby SevensBCCI

Tour de FranceIndyCar

+100s more

Hyundai A-League

29

Best in show
CBS

HBO

Discovery Inc

Viacom CBS

MGM

Sony

FX – 20

th

Century TV

Sky Studios

BBC Studios

NBC Universal

20

th

Century Film

Foxtel

Entertainment One TV

Warner Bros TV

Roadshow

E!

Entertainment

National Geographic

Turner

Channels

Paramount Pictures

Disney

Endemol Shine

© 2020 Spin Master PAW Productions Inc. © 2020 Viacom International Inc. All Rights

Reserved.

© 2019 MGM Television Entertainment Inc. and Relentless Productions LLC. All Rights Reserved.

+100s more

30

Looking Ahead
31

FY21 Priorities
Streaming

BroadbandRugbyPassSatellite

Continue to be nimble in addressing COVID-19 impacts

Ongoing focus on cost

Further reduction in net

customer loss through

improved retention and

acquisition

Enhanced Sky Go app

launching in Q3 of FY21

Improve advertising revenue

share

Grow Neon customers,

including transitioning

wholesale customers to

paying

Grow Sky Sport Now

Platform development,

including planned migrations

to streamline systems and

reduce cost

Continually improving user

experience and expanding

product features

Expand existing staff trial to

selected customers in first

half of 2021

Full launch in second half of

FY21, with an initial focus on

existing customer base

Continue to develop and

grow Audience Media

business

Continue to review global

rights position for streaming

business

Valuable CoreCurrent Growth OpportunityFuture Growth Opportunity

32

Sky provided a view on FY21 performance in May based on the availability of live sport (FY21 scenario). The faster
return of sport is expected to lead to higher revenues and commensurate increases in programming and

production costs as signalled at the time

While there is continuing uncertainty regarding the ongoing impact of COVID-19 and we remain cautious, Sky

expects to deliver results for the year ending 30 June 2021 as follows:

The Board currently intends to reinvest available free cash flow during FY21 and will re-evaluate the

commencement of dividends follow the completion of that period.

$mFY21 scenarioRevised FY21 Outlook

1

Revenue610 - 640660 – 700

EBITDA100 - 130125 – 140

NPAT

2

5 - 1510 - 20

Capex40 - 5045 - 55

1

Subject to no adverse change in operating conditions, including future economic impacts flowing from COVID-19.

2

NPAT presented is prior to any non-cash adjustments

Outlook

33

We have repositioned
to be a leading

multimedia

organisation,

transforming rapidly

to meet the current

and future needs of

customers

34

Resilience and progress in FY20

The most customer relationships that Sky has ever had

Solid financial position

Sharp focus on costs

Clear path forward with significant opportunities ahead

Questions

This presentation has been prepared by Sky Network Television Limited and its group of companies (“the Company”) for informational purposes. This disclaimer
applies to this document and the verbal or written comments of any person presenting it.

Information in this presentation has been prepared by the Company with due care and attention. However, neither the Company nor any of its directors,

employees, shareholders nor any other person give any warranties or representation (express or implied) as the accuracy or compl eteness of this information. To

the maximum extent permitted by law, none of the Company, its directors, employees, shareholders or any other person shall have any liability whatsoever to any

person for any loss (including, without limitation, arising from any fault or negligence) arising from this presentation or any information supplied in connection

with it.

This presentation may contain projections or forward-looking statements regarding a variety of items. Such projections or forward-looking statements are based on

current expectations, estimates and assumptions and are subject to a number of risks, and uncertainties, including material adve rse events, significant one-off

expenses and other unforeseeable circumstances. There is no assurance that results contemplated in any of these projections and forward-looking statements will

be realised, nor is there any assurance that the expectations, estimates and assumptions underpinning those projections or forwa rd -looking statements are

reasonable. Actual results may differ materially from those projected in this presentation. No person is under any obligationto update this presentation at any

time after its release or to provide you with further information about the Company.

The Company has used the non-GAAP financial measure EBITDA and has presented adjusted results when discussing financial performance, as the directors and

management believe that these measures provide useful information on the underlying performance of the Company. EBITDA is define d by the Company as

earnings before income tax, interest expense, depreciation, amortisation and impairment, unrealised gains and losses on currency and interest rate swaps.

Adjustments made to Sky’s GAAP financial measures normalised for non-recurring costs and non-cash impairments, and are describedin more detail herein. You

should not consider this in isolation from, or as a substitute for, the information provided in the audited consolidated financial statements for the twelve months

ended 30 June 2020, which are available at https://www.sky.co.nz/investor-relations/results-and-reports.

The information in this presentation is of a general nature and does not constitute financial product advice, investment advice or any recommendation. The

presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any security and may not be relied upon in connection with the purchase or

sale of any security. Nothing in this presentation constitutes legal, financial, tax or other advice.

Disclaimer

35

---


 

ANNUAL CORPORATE

GOVERNANCE STATEMENT

2020

10 SEPTEMBER 2020

The following disclosures and compliance statements are provided in accordance with the NZX

Corporate Governance Code and the ASX Corporate Governance Principles and Recommendations

(3rd edition). This corporate governance statement is current as at 10 September 2020, and has been

approved by the Board. All the policies and charters referred to below are available on our website

www.sky.co.nz/investor-relations.

 

NZX AND ASX CORPORATE GOVERNANCE BEST PRACTICE CODES

The NZX Corporate Governance Code sets standards for effective corporate governance in New

Zealand and Sky is committed to reporting against this code. The Board considers that Sky has

complied with the NZX and ASX corporate governance best practice codes in all material respects

during the 2020 financial year, except where otherwise indicated.

 

ANNUAL GENERAL MEETING

Notice of Sky’s Annual Shareholder Meeting is available online at www.sky.co.nz/investor-relations.

1. ETHICAL STANDARDS

Directors should set high standards of ethical behaviours, model this behaviour, and hold

management accountable for delivering these standards throughout the organisation.

CODE OF ETHICS

Sky has a Code of Ethics which outlines Sky’s minimum ethical standards and policies in respect of

various matters including conflicts of interest, corporate opportunities, confidentiality, insider trading and

dealing with corporate assets, in addition to encouraging compliance with applicable laws and

regulations. The Code of Ethics applies to Sky's directors, senior executives, employees and other

persons, and is available on Sky’s website.

WHISTLEBLOWING

Sky’s Whistleblowing Policy provides an internal process for staff to report any serious wrongdoing and

gives protection to the employee making the disclosure in accordance with the policy. The policy

outlines types of behaviour that may be considered serious wrongdoing, how an employee can make a

disclosure and how they are protected. The Whistleblowing Policy is posted on Sky’s website.

SECURITIES TRADING

Sky has a formal Securities Trading Policy (formerly called the Insider Trading Policy) which is posted

on Sky’s website. Sky’s Securities Trading Policy has recently undergone a review, creating more

robust procedures for reducing the risk of insider trading. The policy outlines that directors, officers and

employees of Sky may not buy or sell securities in Sky, nor may they tip others, while in the possession

of material information. Additional restrictions apply to key management personnel who are prohibited

from trading during prohibited periods (other than in exceptional circumstances) and must at all times

(including outside prohibited periods) obtain written consent to trade from the Chief Financial Officer,

and Chair of the Board or the Chair of the Audit and Risk Committee (as applicable). Sky’s Securities

Trading Policy affirms the law relating to insider trading contained in the Financial Markets Conduct Act

2013 and complies with ASX Listing Rule 12.12.

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

2. BOARD COMPOSITION AND PERFORMANCE

To ensure an effective board, there should be a balance of independence, skills, knowledge,

experience and perspectives.

BOARD OF DIRECTORS – COMPOSITION

Sky’s Board is appointed or ratified by the shareholders of Sky by ordinary resolution. The NZX Listing

Rules provide for a minimum of three directors, and Sky’s constitution provides for a maximum of ten

directors. As at 30 June 2020, the Board consisted of eight directors whose relevant skills, experience

and expertise are outlined in their biographies in Sky’s annual report. The Board operates under a

written charter (Board Charter), which sets out the respective roles and responsibilities of the Board,

the Chair and management. A copy of the Board Charter is available on Sky’s website.

NOMINATION AND APPOINTMENT

The Board gives consideration to the Board’s skills, experience and diversity when evaluating potential

board candidates. The objective of the Board is to have a mix of skills represented on the Board that

are relevant to Sky’s business and strategy.

As part of the process of refreshing the composition of the Board, Philip Bowman, Joan Withers and

Keith Smith joined the Sky Board during the financial year ending 30 June 2020.

The Board may appoint directors to fill casual vacancies that occur or add persons to the Board up to

the maximum number prescribed by the constitution. At each annual meeting all directors appointed by

the Board since the last annual meeting must retire and seek re-election, if eligible. Directors must also

not hold office (without re-election) past the third annual meeting following the director’s appointment

or 3 years, whichever is longer. Directors’ fees have been set at a maximum amount of $950,000 per

annum since October 2015.

As at 30 June 2020 the Board is comprised of:

 Philip Bowman (Chair) – appointed 1 September 2019

 Martin Stewart (Chief Executive) – appointed 18 April 2019

 Derek Handley – appointed 13 September 2013

 Geraldine McBride – appointed 13 September 2013

 Susan Paterson ONZM – appointed 20 August 2015

1


 Mike Darcey – appointed 19 September 2017

 Joan Withers – appointed 17 September 2019

 Keith Smith – appointed 21 April 2020


Before appointing directors to the Board, or putting candidates forward at annual meetings for re-

election, the Board ensures that appropriate checks are carried out to ensure candidates have the

necessary skills to act for the company. Material information that is relevant to a decision on whether

or not to elect or re-elect the director is provided to shareholders. Written agreements are in place with

each Board member and senior executive setting out the terms of their appointment.

New Board members receive induction training so as to gain an understanding of Sky’s business and

operations including its financial, strategic and risk management position as well as a director’s rights,

duties and responsibilities, the role of the Board, the Board committees and the executive management

team. It is expected that all directors will be required to stay informed of changes to, and emerging

 

1

 Susan Paterson will conclude her current term on the Sky Board in October 2020 and has chosen not to seek 

re‐election at the forthcoming Annual General Meeting. 

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

issues in, director duties and responsibilities. In addition, visits to specific company operations, when

appropriate, and briefings from key executives and industry experts will be arranged. Sky will reimburse

directors for reasonable costs incurred in attending appropriate conferences and training courses.

A majority of Sky's Board are independent directors. At 30 June 2020 all of the directors of Sky other

than Martin Stewart were considered to be independent directors. The Chair of Sky's Board is Philip

Bowman, an independent director. Martin Stewart is currently the only executive director on the Board

and is not considered independent as he is Sky’s Chief Executive.

ROLE OF THE BOARD

The Board of directors oversees Sky’s business and is responsible for its corporate governance. The

Board sets corporate policies and the strategic direction of the company and oversees management

with the objective of enhancing the interests of shareholders. Management is responsible for the

implementation of the corporate policies set by the Board, as well as the day-to-day running of Sky’s

business including risk management and controls and liaising with the Board about these matters.

Various information reports are sent to the Board in order to keep them informed about Sky’s business

including reports during the year ended 30 June 2020 on the effectiveness of the management of

material legal and business risks. Directors also receive operating and financial reports, and access to

senior management at Board and committee meetings.

The Board operates two permanent Board committees, namely the Audit and Risk Committee and the

People and Performance Committee (formerly the Nomination and Remuneration Committee). The

members of the Audit and Risk Committee as at 30 June 2020 are Keith Smith (Chair), Susan Paterson,

Joan Withers and Derek Handley. The members of the People and Performance Committee are Susan

Paterson (Chair), Joan Withers and Derek Handley.

DELEGATIONS

To enable the effective functioning of the day-to-day business of Sky, the Board has delegated certain

of its powers to Sky’s Chief Executive and senior management. Those powers are set out in Sky’s

delegated authorities policy (with treasury management delegations set out in the treasury policy) and

relate to how Sky employees are able to authorise any transaction with a financial implication, or to

perform other functions relating to human resource matters or finance and legal matters. Specifically,

Board approval is required for:

(a) any action or transaction that exceeds the limits delegated to the Chief Executive;

(b) significant programming contracts;

(c) transponder leases; and

(d) appointing or removing authorised signatories to bank accounts, entering into overdraft

facilities or similar credit arrangements, entering into loans, mortgages, debentures or other

financial instruments or making investments or removing funds from investments.


There is no delegation to any person to raise capital or to specifically borrow money by any means

whatsoever. Such transactions may only be performed with Board approval. The Board is responsible

for monitoring those delegations and approving all changes to the Delegated Authorities Policy from

time to time (the Board may amend or withdraw delegations at its sole discretion at any time). All

delegated authorities are exercised on the Board’s behalf in accordance with relevant company policies

and procedures.



Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

MEETINGS

The Board has regularly scheduled meetings and also meets when a matter of particular significance

arises. During the year between 1 July 2019 and 30 June 2020, there were twenty Board meetings.

Attendance was as follows:

Board meetings held while

a director

Attendance at Board meetings


Philip Bowman

2

18 18

Susan Paterson 20 20

Derek Handley 20 20

Martin Stewart 20 20

Geraldine McBride 20 18

Mike Darcey


20 20

Joan Withers

3

17 16

Keith Smith

4

6 6


DIRECTORS SKILLS AND EXPERIENCE

The aim of the Board is to have a mix of skills represented on the Board that are relevant to Sky’s

business. The skills matrix for the directors is set out below:


        Primary skills      Secondary skills 

SKILLS ATTRIBUTE



Philip

Bowman

Martin

Stewart

Derek

Handley

Geraldine

McBride

Susan

Paterson

Mike

Darcey

Joan

Withers

Keith

Smith

Public company governance



Entrepreneur



International / Overseas

experience


Technology



Finance/Accounting/Banking/

Commercial


Consumer experience



New media



Television Industry



CEO / Former CEO or

equivalen

t


 

 

2

 Philip Bowman was appointed to Sky’s Board on 1 September 2019. 

3

 Joan Withers was appointed to Sky’s Board on 17 September 2019. 

4

 Keith Smith was appointed to Sky’s Board on 21 April 2020. 

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

BOARD PERFORMANCE

Board performance, including the performance of Board committees and individual directors, is

reviewed and evaluated periodically and as the need arises in accordance with the process set out in

the Board Charter. An evaluation was undertaken during the financial period to 30 June 2020

, as part

of a recruitment process for new board members following the retirement of Sky’s long-serving former

Chair, Peter Macourt. The Board identified that it would benefit from additional expertise in certain key

areas, which resulted in the recruitment of Philip Bowman (Chair), Joan Withers and Keith Smith to the

Board. Further information about Sky’s Board of Directors is contained in Sky’s annual report.

EXECUTIVE PERFORMANCE

Executive performance is reviewed and evaluated on a continual basis by the Board and Chief

Executive, and periodically as the need arises, in accordance with the process set out in the People

and Performance Committee (formerly the Nomination and Remuneration Committee) Charter,

principally as part of annual salary reviews and through participation in Sky’s short-term incentive (STI)

scheme.

COMPANY SECRETARY

The Company Secretary is accountable directly to the Board, through the Chair of the Board, on all

matters to do with the proper functioning of the Board. The Company Secretary is Sophie Moloney.


INDEPENDENT ADVICE


Sky has a procedure for Board members to seek independent legal advice at Sky’s expense.

DIVERSITY

Diversity of gender, skill, age, ethnicity, experience and beliefs are valued by Sky. Sky recognises the

value of diversity and the organisational strength, problem solving ability and innovative approach that

it brings. The provision of equal opportunities for all employees is fundamental to the way in which Sky

functions as a business.

Sky’s Diversity Policy reflects Sky’s continuing commitment to diversity and inclusion. Sky's Diversity

Policy requires the commitment of the Board to set measurable objectives for achieving diversity in

areas requiring improvement (which, at a minimum, includes gender diversity) and to assess annually

both the objectives and Sky's progress in achieving them.

The Board acknowledges the importance of gender diversity both on boards and within companies, and

as noted in Sky’s Diversity Policy, this is one of the diversity characteristics that is considered when

evaluating new director candidates. As at 30 June 2020, Sky’s Board had three female directors and

five male directors (compared to two female directors and four male directors as at 30 June 2019).

Sky’s officers (being a person who is concerned or takes part in the management of Sky and reports to

the Board, or to a person who reports to the Board) includes two female officers and seven male officers.

Sky takes a holistic approach to diversity. Sky’s measurable objectives for achieving diversity are that:

 Each year, the Board actively considers the composition of the Board and any opportunities

for new directors to join the Board with diversity (including gender diversity) being one of the

key criteria when considering new appointments.

 Each year the Board compares the number of female and male employees at Sky to the

previous financial year’s figures to ensure that Sky is maintaining a strong level of female

participation at all levels of the organisation.

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

 Each year the Board considers the extent of age diversification at Sky by comparing the

number of employees aged over and under 45 years to the previous financial year’s figures,

in order to ensure Sky is benefiting from a mix of experience and new ways of thinking.

For the year ended 30 June 2020, the Board is satisfied that Sky achieved its gender diversity objectives

and other measurable diversity objectives as follows:

 The Board considered opportunities for new directors to join the Board with diversity

(including gender diversity) in mind for new appointments.

 Sky maintained consistent levels of gender and age diversification amongst its Board

members, officers and employees across the organisation.

The chart below represents Sky’s gender and age diversification as at 30 June 2020.

5





The table below provides a detailed breakdown of the age diversification of Sky’s workforce.


A

ge 2020 2019

20 - 30

21% 17%

30 - 40

31% 32%

40 - 50

28% 29%

50 - 60

15% 16%

60 - 70

4% 5%

70 - 80

1%

1%




 

5

 For the purpose of Recommendation 1.5(c)(1) of the ASX Corporate Governance Principles and 

Recommendations (3rd edition), “Officers” referenced in the chart has the same meaning as “senior 

executives”, and includes the CEO and members of Sky’s executive leadership team who report directly to the 

CEO. 

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

3. BOARD COMMITTEES

The Board should use committees where this will enhance its effectiveness in key areas, while

still retaining Board responsibility.

The Board has established the following committees to act for, and/or make recommendations to, the

full Board on certain matters as described below.

AUDIT AND RISK COMMITTEE

The Audit and Risk Committee is responsible for overseeing the financial and accounting activities of

Sky including the activities of Sky’s auditors, accounting functions, internal audit, financial reporting

processes, dividend policies, tax planning and compliance, treasury and general risk management. The

committee operates under a formal Audit and Risk Committee Charter which is available on Sky’s

website.

The Charter also contains the External Audit Independence Group Policy, the object of which is to

ensure that audit independence is maintained, such that Sky’s external financial reporting is viewed as

being highly reliable and credible.

As at 30 June 2020, the members of the Committee, who are independent non-executive directors, are

Keith Smith (Chair), Susan Paterson, Joan Withers and Derek Handley. Committee members’

qualifications are detailed in Sky’s annual report.

Sky considers it appropriate that any non-executive director (whether or not a member of the

Committee) may attend Audit and Risk Committee meetings without invitation, while executive directors

should attend by invitation only.

PEOPLE AND PERFORMANCE COMMITTEE

The People and Performance Committee is responsible for providing recommendations regarding the

appointment, compensation levels and evaluation of Sky’s Chief Executive and senior executives, and

overseeing Sky’s general human resources policies, including remuneration. The current members are

Susan Paterson (Chair), Joan Withers and Derek Handley. A copy of the Committee’s Charter is

available on Sky’s website. Sky management may only attend Committee meetings on invitation.

The Board convenes a special nominations committee as required for the purpose of providing

recommendations regarding the appointment, compensation levels and evaluation of Sky’s directors.







Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

COMMITTEE MEETINGS

During the year ended 30 June 2020:

(a) The Audit and Risk Committee met six times and attendances were as reflected in the table below.

(b) The People and Performance Committee / Nomination and Remuneration Committee met four

times and attendances were as reflected in the table below:



Committee meetings held

while a Committee member

Attendance at Committee

meetings


Audit and Risk Committee

Keith Smith (Chair) 2 2

Susan Paterson 6 6

Joan Withers 4 4

Derek Handley 6 4

Philip Bowman 5 4

People and Performance Committee

Susan Paterson (Chair) 4 4

Joan Withers 2 2

Derek Handley 4 3


TAKEOVER PROTOCOL

The Sky Board has approved a Takeover Protocol that outlines the procedures when dealing with

takeover offers. This is available on Sky’s website at www.Sky.co.nz/investor-relations.


4. REPORTING AND DISCLOSURE

The Board should demand integrity in financial and non-financial reporting and in the

timeliness and balance of corporate disclosures.


Sky endeavours to provide investors and stakeholders with financial and non-financial reporting that is

clear, meaningful, timely and balanced. All key governance documents and policies, as well as all stock

exchange announcements, interim and annual reports and investor presentations are available online

at www.Sky.co.nz/investor-relations.

FINANCIAL REPORTING

The Audit and Risk Committee oversees the preparation of Sky’s financial statements, including

materiality guidance and setting policy to ensure the information presented is useful for investors and

other stakeholders.

Sky endeavours to prepare financial statements that are easy to read by using clear, precise language

and by structuring the report so that it is logically presented, and that policies and related notes are

combined in a format that is consistent and logical.

Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 


 

DIRECTORS, CHAIRMAN AND BOARD COMMITTEES CONFIRMATION OF

FINANCIAL STATEMENTS (ASX RECOMMENDATION 4.2)

Each year Sky’s Chief Executive and Chief Financial Officer confirm in a written statement to the Board

that the financial statements are true and correct, are prepared in accordance with applicable

accounting standards and present fairly the company’s financial position. Although the wording of that

statement is not exactly the same as the wording set out in section 295A of the Australian Corporations

Act 2001, in substance the statement meets the requirements of ASX Recommendation 4.2.

CONTINUOUS DISCLOSURE

Sky is committed to keeping the markets, shareholders and investors informed of material information

relating to its business, financial performance and strategy in order that trading in securities takes place

in an efficient well-informed market at all times.

Sky has a Continuous Disclosure Policy that is available on Sky’s website. The policy sets out the

responsibilities of Sky in relation to its continuous disclosure obligations under the NZX and ASX Listing

Rules and the Financial Markets Conduct Act 2013. The policy establishes the procedures required to

fulfil Sky’s obligations and details the process to appropriately identify and determine any material

information that may require disclosure.


5. REMUNERATION

The remuneration of directors and executives should be transparent, fair and reasonable.

The non-executive directors’ and the Chief Executive’s remuneration is reported under “Remuneration

of Directors” and “Chief Executive Remuneration” in the Corporate Governance section of Sky’s annual

report. For non-executive directors this includes a breakdown of Board and committee fees and the

actual amounts paid. For the Chief Executive, it includes details of both fixed remuneration and variable

performance-based remuneration. As noted above, the performance of key executives is monitored on

a continual basis by the Board and Chief Executive, principally as part of annual salary reviews and

through participation in Sky’s STI scheme.

Remuneration bands in respect of other employees of Sky and its subsidiaries are set out under

“Employee Remuneration” in the Corporate Governance section of Sky’s annual report.

The People and Performance Committee Charter formalises practices for setting remuneration for the

Chief Executive, the executive team and all employees.

As at 30 June 2020, Sky did not have a published remuneration policy as recommended by NZX

Corporate Governance Code recommendation 4.2. While Sky has not, during this reporting period,

complied with the code in this respect, Sky has in place policies, principles and procedures (including

the People and Performance Committee, governed by the Committee Charter as noted above) which

ensure that Sky remunerates directors, officers and employees appropriately, fairly and responsibly, as

recommended by NZX Corporate Governance Code recommendation 5.2. Sky has reviewed its

remuneration policies and procedures and intends to adopt a revised executive remuneration policy

during the 2021 financial year.




Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 

10 

 

6. RISK MANAGEMENT

Directors should have a sound understanding of the material risks faced by the issuer and

how to manage them. The Board should regularly verify that the issuer has appropriate

processes that identify and manage potential and relevant risks.

Sky’s risk framework is overseen and monitored by both the Board and the Audit and Risk Committee.

Sky maintains a risk register and the Audit and Risk Committee in conjunction with management

regularly report to the Board on the effectiveness of the management of Sky’s business risks and

whether the risk management framework and systems of internal compliance and control are operating

efficiently and effectively in all material respects.

Sky has a Controlling and Managing Risk Policy which provides an overview of Sky’s risk management

process. The policy outlines Sky’s strategic risk management objectives and guidelines and provides

a framework to identify, manage and report on risks both financial and non-financial. The Audit and Risk

Committee reviews the Controlling and Managing Risk Policy annually. The Audit and Risk Committee

reviews Sky's risk management framework with management at least annually to satisfy itself that it

continues to be sound and to ensure that Sky is operating within the risk appetite set by the Board. The

Audit and Risk Committee reviewed Sky’s risk management framework during the reporting period to

30 June 2020 and is satisfied that Sky has in place a robust risk assessment process.

Sky’s internal audit function is contracted out to an independent third party. An annual internal audit

plan is presented and approved by the Audit and Risk Committee and the Audit and Risk Committee

receives internal audit reports during the year and monitors completion of action items that arise.

Sky’s internal audit function assists it to better accomplish its objectives by bringing a systemic,

disciplined approach to evaluating and continually improving the effectiveness of Sky’s risk

management and internal control processes.

MATERIAL EXPOSURE TO ECONOMIC, ENVIRONMENTAL AND SOCIAL

SUSTAINABILITY RISKS

Sky identifies and assesses material exposure to economic, environmental and social sustainability

risks on an annual basis and like all media companies Sky is exposed to industry disruption and ongoing

structural changes in the way it carries out its business. A summary of Sky’s Controlling and Managing

Risk Policy, the key economic, environmental and social sustainability risks it faces, and how Sky

intends to manage those risks is available on Sky’s website.

Principal risks that could affect results and performance include:

 Regulatory environment;

 Competition;

 Programming rights;

 Content protection;

 Business disruption;

 Investment strategy – Adoption of new technology;

 Financial risks;

 Reputational risks and brand perception; and

 Business transformation.



Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 

11 

 

HEALTH AND SAFETY


Sky has a health and safety policies and procedures manual and a group health and safety

management committee to ensure that Sky fully complies with its health and safety obligations. Sky’s

strategic approach to health and safety is to:

• provide a safe workplace for all;

• fulfil all safety obligations within the business, in line with the strategic intent, corporate

objectives and legislative requirements; and

• share a vision and commitment to a safety culture that drives continual improvement and

resilience at all levels within Sky.


7. AUDITORS

The Board should ensure the quality and independence of the external audit process.

EXTERNAL AUDIT

The role of the external auditor is critical for the integrity of Sky’s financial reporting.

PricewaterhouseCoopers (PwC) is Sky’s external auditor. The Audit and Risk Committee is responsible

for reviewing and recommending to the Board the engagement of the external auditors, for reviewing

any regulatory requirements, for agreeing the scope of the audit, ensuring no management restrictions

are placed on the auditors and for evaluating the performance of the external auditors. Sky’s Audit and

Risk Committee Charter, available on Sky’s website, contains the policy for External Audit

Independence which sets out the framework for ensuring that independence of the external auditor is

maintained.

A copy of the most recent audit report, relating to the financial year is included in the annual report

available online.

INTERNAL AUDIT

Sky currently outsources to Ernst and Young (EY) its internal audit function, which is tasked with

monitoring Sky’s internal control systems and risk management. Internal audit operates with and

independently of management and reports directly to the Audit and Risk Committee.

The Audit and Risk Committee reviews the internal audit plan annually as well as the internal audit

reports at each committee meeting. The internal audit reports are made available to the external

auditors.





Sky New Zealand / Annual Corporate Governance Statement 2020  
 

 

 

12 

 

8. SHAREHOLDER RELATIONS

The Board should respect the rights of the shareholders and foster relationships with

shareholders that encourage them to engage with the issuer.

INVESTOR COMMUNICATION

Sky is committed to facilitating effective two-way communication with its shareholders and other

stakeholders. Sky’s approach to investor relations is designed to keep both the market and Sky’s

shareholders properly informed. Sky’s Investor Communications Policy outlines the steps that it will

take to enable shareholders and investors to engage with the company in an informed manner and to

allow them to make informed assessments of Sky’s value and future prospects, and vote on major

decisions where appropriate. The policy is overseen by Sky’s Chief Executive and Chief Financial

Officer. A copy of this policy is available on Sky’s website.

Sky uses the following methods to communicate with its investors:

SKY WEBSITE – INVESTOR RELATIONS

Sky’s website includes all documentation that has been released to the market to enable investors and

stakeholders access to all information in one place. This includes copies of annual reports,

presentations, media reports, news releases and corporate governance documents. In addition,

information may be requested directly from Sky’s website, to which Sky is committed to responding to

in a timely manner.

ELECTRONIC COMMUNICATIONS

Sky is continually striving to improve its electronic communications with its investors and stakeholders

by encouraging them to receive communications electronically via the company’s share registry,

Computershare Investor Services Limited.

ANNUAL SHAREHOLDER MEETING

Shareholders are encouraged to attend Sky's Annual Shareholder Meeting. Details of the Annual

Shareholder Meeting and the ways that shareholders can participate are available on Sky’s website.

 

Shareholders are provided with notices of shareholder meetings and explanatory notices. Sky’s

external auditors, legal representatives and share registrar attend the Annual Shareholder Meeting.

Directors, management and external auditors are available to answer any questions from shareholders

at the Annual Shareholder Meeting. Details of how shareholders unable to attend the Annual

Shareholder Meeting can submit questions in advance are included in the notice of meeting and

explanatory notes.

SKY EXECUTIVES

Sky’s executives are listed on the back page of Sky’s 2020 annual report and are available to answer

questions from shareholders at Sky’s Annual Shareholder Meeting.

---

Page 1
Rules 4.7.3 and 4.10.3

1


Appendix 4G



Key to Disclosures

Corporate Governance Council Principles and Recommendations




Name of entity:

Sky Network Television Limited


ABN / ARBN: Financial year ended:

70 653143 224 30 June 2020


Our corporate governance statement

2

for the above period above can be found at:

3



These pages of our annual report:


This URL on our website: www.sky.co.nz/investor-relations


The Corporate Governance Statement is accurate and up to date as at 9 September 2020 and has been approved by

the board.


The annexure includes a key to where our corporate governance disclosures can be located.


Date: 9 September 2020

Name of Director or Secretary authorising

lodgement:

Sophie Moloney, Company Secretary



1

Under Listing Rule 4.7.3, an entity must lodge with ASX a completed Appendix 4G at the same time as it lodges its annual report with ASX.

Listing Rule 4.10.3 requires an entity that is included in the official list as an ASX Listing to include in its annual report either a corporate

governance statement that meets the requirements of that rule or the URL of the page on its website where such a statement is located. The

corporate governance statement must disclose the extent to which the entity has followed the recommendations set by the ASX Corporate

Governance Council during the reporting period. If the entity has not followed a recommendation for any part of the reporting period, its corporate

governance statement must separately identify that recommendation and the period during which it was not followed and state its reasons for not

following the recommendation and what (if any) alternative governance practices it adopted in lieu of the recommendation during that period.

Under Listing Rule 4.7.4, if an entity chooses to include its corporate governance statement on its website rather than in its annual report, it must

lodge a copy of the corporate governance statement with ASX at the same time as it lodges its annual report with ASX. The corporate governance

statement must be current as at the effective date specified in that statement for the purposes of rule 4.10.3.

2

“Corporate governance statement” is defined in Listing Rule 19.12 to mean the statement referred to in Listing Rule 4.10.3 which discloses the

extent to which an entity has followed the recommendations set by the ASX Corporate Governance Council during a particular reporting period.

3

Mark whichever option is correct and then complete the page number(s) of the annual report, or the URL of the web page, where the entity’s

corporate governance statement can be found. You can, if you wish, delete the option which is not applicable.

Throughout this form, where you are given two or more options to select, you can, if you wish, delete any option which is not applicable and just

retain the option that is applicable. If you select an option that includes “OR” at the end of the selection and you delete the other options, you can

also, if you wish, delete the “OR” at the end of the selection.


Page

2

ANNEXURE – KEY TO CORPORATE GOVERNANCE DISCLOSURES

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


PRINCIPLE 1 – LAY SOLID FOUNDATIONS FOR MANAGEMENT

AND OVERSIGHT

1.1

A listed entity should disclose: (a) the respective roles and responsibilities of it

s board and

management; and

(b) those matters expressly reserved to the board a

nd those

delegated to management.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]


... and information about the respective roles and re

sponsibilities of

our board and management (including those matters e

xpressly

reserved to the board and those delegated to manage

ment):


in our Corporate Governance Statement



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


1.2

A listed entity should: (a) undertake appropriate checks before appointing

a person, or

putting forward to security holders a candidate for

election,

as a director; and

(b) provide security holders with all material info

rmation in its

possession relevant to a decision on whether or not

to elect

or re-elect a director.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


1.3

A listed entity should have a written agreement wit

h each director

and senior executive setting out the terms of their

appointment.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this recom

mendation

is therefore not applicable


1.4

The company secretary of a listed entity should be

accountable

directly to the board, through the chair, on all ma

tters to do with the

proper functioning of the board.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable



4


If you have followed all of the Council’s recommend

ations in full for the whole of the period above, y

ou can, if you wish, delete this column from the fo

rm and re-format it.


Page

3

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


1.5

A listed entity should:

(a) have a diversity policy which includes requirem

ents for the

board or a relevant committee of the board to set measurable objectives for achieving gender diversit

y and to

assess annually both the objectives and the entity’

s progress

in achieving them;

(b) disclose that policy or a summary of it; and (c) disclose as at the end of each reporting period

the

measurable objectives for achieving gender diversit

y set by

the board or a relevant committee of the board in a

ccordance

with the entity’s diversity policy and its progress

towards

achieving them and either: (1) the respective proportions of men and women on

the

board, in senior executive positions and across the


whole organisation (including how the entity has de

fined

“senior executive” for these purposes); or

(2) if the entity is a “relevant employer” under th

e Workplace

Gender Equality Act, the entity’s most recent “Gend

er

Equality Indicators”, as defined in and published u

nder

that Act.

... the fact that we have a diversity policy that com

plies with

paragraph (a):


in our Corporate Governance Statement

AND


in our Annual Report

... and a copy of our diversity policy or a summary o

f it:


at

www.sky.co.nz/investor-relations



... and the measurable objectives for achieving gende

r diversity set by

the board or a relevant committee of the board in a

ccordance with our

diversity policy and our progress towards achieving

them:


in our Corporate Governance Statement

AND


in our Annual Report


... and the information referred to in paragraphs (c)

(1) or (2):


in our Corporate Governance Statement

AND


in our Annual Report



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


1.6

A listed entity should:

(a) have and disclose a process for periodically ev

aluating the

performance of the board, its committees and indivi

dual

directors; and

(b) disclose, in relation to each reporting period,

whether a

performance evaluation was undertaken in the report

ing

period in accordance with that process.

... the evaluation process referred to in paragraph (

a):


in our Corporate Governance Statement

AND


at

www.sky.co.nz/investor-relations

(see Board Charter and

People and Performance Committee (formerly the Nomi

nations

and Remuneration Committee) Charter)


... and the information referred to in paragraph (b):



in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


Page

4

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


1.7

A listed entity should:

(a) have and disclose a process for periodically ev

aluating the

performance of its senior executives; and

(b) disclose, in relation to each reporting period,

whether a

performance evaluation was undertaken in the report

ing

period in accordance with that process.

... the evaluation process referred to in paragraph (

a):


in our Corporate Governance Statement

OR


at [

insert location

]


... and the information referred to in paragraph (b):



in our Corporate Governance Statement

OR


at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


Page

5

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


PRINCIPLE 2 - STRUCTURE THE BOARD TO ADD VALUE 2.1

The board of a listed entity should: (a) have a nomination committee which:

(1) has at least three members, a majority of whom

are

independent directors; and

(2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the num

ber of

times the committee met throughout the period and the individual attendances of the members at those meetings; or

(b) if it does not have a nomination committee, dis

close that

fact and the processes it employs to address board succession issues and to ensure that the board has

the

appropriate balance of skills, knowledge, experienc

e,

independence and diversity to enable it to discharg

e its

duties and responsibilities effectively.

[If the entity complies with paragraph (a):] ... the fact that we have a nomination committee that

complies with

paragraphs (1) and (2):


in our Corporate Governance Statement

OR



at [

insert location

]


... and a copy of the charter of the committee: ☒

at

www.sky.co.nz/investor-relations

(see Board Charter and

People and Performance Committee (formerly the Nomi

nations

and Remuneration Committee) Charter)

... and the information referred to in paragraphs (4)

and (5):


in our Corporate Governance Statement

OR



at [

insert location

]


[If the entity complies with paragraph (b):] ... the fact that we do not have a nomination committ

ee and the

processes we employ to address board succession iss

ues and to

ensure that the board has the appropriate balance o

f skills,

knowledge, experience, independence and diversity t

o enable it to

discharge its duties and responsibilities effective

ly:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


2.2

A listed entity should have and disclose a board sk

ills matrix

setting out the mix of skills and diversity that th

e board currently

has or is looking to achieve in its membership.

... our board skills matrix:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


Page

6

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


2.3

A listed entity should disclose:

(a) the names of the directors considered by the bo

ard to be

independent directors;

(b) if a director has an interest, position, associ

ation or

relationship of the type described in Box 2.3 but t

he board

is of the opinion that it does not compromise the independence of the director, the nature of the int

erest,

position, association or relationship in question a

nd an

explanation of why the board is of that opinion; an

d

(c) the length of service of each director.

... the names of the directors considered by the boar

d to be

independent directors:


in our Corporate Governance Statement

OR



at [

insert location

]


... and, where applicable, the information referred t

o in paragraph (b):


in our Corporate Governance Statement

OR



at [

insert location

]

... and the length of service of each director:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


2.4

A majority of the board of a listed entity should b

e independent

directors.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this recom

mendation

is therefore not applicable


2.5

The chair of the board of a listed entity should be

an independent

director and, in particular, should not be the same

person as the

CEO of the entity.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this recom

mendation

is therefore not applicable


2.6

A listed entity should have a program for inducting

new directors

and provide appropriate professional development op

portunities

for directors to develop and maintain the skills an

d knowledge

needed to perform their role as directors effective

ly.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


PRINCIPLE 3 – ACT ETHICALLY AND RESPONSIBLY 3.1

A listed entity should:

(a) have a code of conduct for its directors, senio

r executives

and employees; and

(b) disclose that code or a summary of it.

... our code of conduct or a summary of it:


in our Corporate Governance Statement

OR



at

www.sky.co.nz/investor-relations



an explanation why that is so in our Corporate Go

vernance

Statement


Page

7

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


PRINCIPLE 4 – SAFEGUARD INTEGRITY IN CORPORATE REPO

RTING

4.1

The board of a listed entity should: (a) have an audit committee which:

(1) has at least three members, all of whom are non

-

executive directors and a majority of whom are independent directors; and

(2) is chaired by an independent director, who is n

ot the

chair of the board,

and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of t

he

members of the committee; and

(5) in relation to each reporting period, the numbe

r of

times the committee met throughout the period and the individual attendances of the members at those meetings; or

(b) if it does not have an audit committee, disclos

e that fact

and the processes it employs that independently ver

ify and

safeguard the integrity of its corporate reporting,

including

the processes for the appointment and removal of th

e

external auditor and the rotation of the audit enga

gement

partner.

[If the entity complies with paragraph (a):] ... the fact that we have an audit committee that com

plies with

paragraphs (1) and (2):


in our Corporate Governance Statement

OR



at [

insert location

]

... and a copy of the charter of the committee:


at

www.sky.co.nz/investor-relations


... and the information referred to in paragraphs (4)

and (5):


in our Corporate Governance Statement

AND



at in our Annual Report (see Director Bios sectio

n)

[If the entity complies with paragraph (b):] ... the fact that we do not have an audit committee a

nd the processes

we employ that independently verify and safeguard t

he integrity of our

corporate reporting, including the processes for th

e appointment and

removal of the external auditor and the rotation of

the audit

engagement partner:


in our Corporate Governance Statement

OR



at [

insert location

]


an explanation why that is so in our Corporate Go

vernance

Statement


4.2

The board of a listed entity should, before it appr

oves the entity’s

financial statements for a financial period, receiv

e from its CEO

and CFO a declaration that, in their opinion, the f

inancial records

of the entity have been properly maintained and tha

t the financial

statements comply with the appropriate accounting s

tandards

and give a true and fair view of the financial posi

tion and

performance of the entity and that the opinion has

been formed

on the basis of a sound system of risk management a

nd internal

control which is operating effectively.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


Page

8

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


4.3

A listed entity that has an AGM should ensure that

its external

auditor attends its AGM and is available to answer

questions

from security holders relevant to the audit.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR


at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity that does not

hold an

annual general meeting and this recommendation is t

herefore

not applicable


PRINCIPLE 5 – MAKE TIMELY AND BALANCED DISCLOSURE 5.1

A listed entity should:

(a) have a written policy for complying with its co

ntinuous

disclosure obligations under the Listing Rules; and


(b) disclose that policy or a summary of it.

... our continuous disclosure compliance policy or a

summary of it:


in our Corporate Governance Statement

AND



at

www.sky.co.nz/investor-relations (see Continuous Di

sclosure

Policy)



an explanation why that is so in our Corporate Go

vernance

Statement


PRINCIPLE 6 – RESPECT THE RIGHTS OF SECURITY HOLDER

S

6.1

A listed entity should provide information about it

self and its

governance to investors via its website.

... information about us and our governance on our we

bsite:


at

www.sky.co.nz/investor-relations



an explanation why that is so in our Corporate Go

vernance

Statement


6.2

A listed entity should design and implement an inve

stor relations

program to facilitate effective two-way communicati

on with

investors.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


6.3

A listed entity should disclose the policies and pr

ocesses it has in

place to facilitate and encourage participation at

meetings of

security holders.

... our policies and processes for facilitating and e

ncouraging

participation at meetings of security holders:


in our Corporate Governance Statement

AND



at

www.sky.co.nz/investor-relations (see Investor

Communication Policy)



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity that does not

hold

periodic meetings of security holders and this reco

mmendation

is therefore not applicable


6.4

A listed entity should give security holders the op

tion to receive

communications from, and send communications to, th

e entity

and its security registry electronically.

... the fact that we follow this recommendation:


in our Corporate Governance Statement

OR


at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


Page

9

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


PRINCIPLE 7 – RECOGNISE AND MANAGE RISK 7.1

The board of a listed entity should: (a) have a committee or committees to oversee risk,

each of

which: (1) has at least three members, a majority of whom

are

independent directors; and

(2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the num

ber of

times the committee met throughout the period and the individual attendances of the members at those meetings; or

(b) if it does not have a risk committee or committ

ees that

satisfy (a) above, disclose that fact and the proce

sses it

employs for overseeing the entity’s risk management


framework.

[If the entity complies with paragraph (a):] ... the fact that we have a committee or committees t

o oversee risk

that comply with paragraphs (1) and (2):


in our Corporate Governance Statement

OR


at [

insert location

]


... and a copy of the charter of the committee: ☒

at

www.sky.co.nz/investor-relations


... and the information referred to in paragraphs (4)

and (5):


in our Corporate Governance Statement

OR



at [

insert location

]

[If the entity complies with paragraph (b):] ... the fact that we do not have a risk committee or

committees that

satisfy (a) and the processes we employ for oversee

ing our risk

management framework:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


7.2

The board or a committee of the board should: (a) review the entity’s risk management framework a

t least

annually to satisfy itself that it continues to be

sound; and

(b) disclose, in relation to each reporting period,

whether such

a review has taken place.

... the fact that board or a committee of the board r

eviews the entity’s

risk management framework at least annually to sati

sfy itself that it

continues to be sound:


in our Corporate Governance Statement

OR



at [

insert location

]

... and that such a review has taken place in the rep

orting period

covered by this Appendix 4G:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


Page

10

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


7.3

A listed entity should disclose:

(a) if it has an internal audit function, how the f

unction is

structured and what role it performs; or

(b) if it does not have an internal audit function,

that fact and

the processes it employs for evaluating and continu

ally

improving the effectiveness of its risk management

and

internal control processes.

[If the entity complies with paragraph (a):] ... how our internal audit function is structured and

what role it

performs:


in our Corporate Governance Statement

AND



at

www.sky.co.nz/investor-relations

(see Audit and Risk

Committee Charter)

[If the entity complies with paragraph (b):] ... the fact that we do not have an internal audit fu

nction and the

processes we employ for evaluating and continually

improving the

effectiveness of our risk management and internal c

ontrol processes:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


7.4

A listed entity should disclose whether it has any

material

exposure to economic, environmental and social sust

ainability

risks and, if it does, how it manages or intends to

manage those

risks.

... whether we have any material exposure to economic

,

environmental and social sustainability risks and,

if we do, how we

manage or intend to manage those risks:


in our Corporate Governance Statement

OR


at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


Page

11

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


PRINCIPLE 8 – REMUNERATE FAIRLY AND RESPONSIBLY 8.1

The board of a listed entity should: (a) have a remuneration committee which:

(1) has at least three members, a majority of whom

are

independent directors; and

(2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the num

ber of

times the committee met throughout the period and the individual attendances of the members at those meetings; or

(b) if it does not have a remuneration committee, d

isclose that

fact and the processes it employs for setting the l

evel and

composition of remuneration for directors and senio

r

executives and ensuring that such remuneration is appropriate and not excessive.

[If the entity complies with paragraph (a):] ... the fact that we have a remuneration committee th

at complies with

paragraphs (1) and (2):


in our Corporate Governance Statement

OR



at [

insert location

]


... and a copy of the charter of the committee: ☒

at

www.sky.co.nz/investor-relations


... and the information referred to in paragraphs (4)

and (5):


in our Corporate Governance Statement

OR


at [

insert location

]


[If the entity complies with paragraph (b):] ... the fact that we do not have a remuneration commi

ttee and the

processes we employ for setting the level and compo

sition of

remuneration for directors and senior executives an

d ensuring that

such remuneration is appropriate and not excessive:



in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR




we are an externally managed entity and this recomm

endation is

therefore not applicable


8.2

A listed entity should separately disclose its poli

cies and

practices regarding the remuneration of non-executi

ve directors

and the remuneration of executive directors and oth

er senior

executives.

... separately our remuneration policies and practice

s regarding the

remuneration of non-executive directors and the rem

uneration of

executive directors and other senior executives:


in our Corporate Governance Statement

AND



in our Annual Report



an explanation why that is so in our Corporate Go

vernance

Statement

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


8.3

A listed entity which has an equity-based remunerat

ion scheme

should: (a) have a policy on whether participants are permi

tted to

enter into transactions (whether through the use of


derivatives or otherwise) which limit the economic

risk of

participating in the scheme; and

(b) disclose that policy or a summary of it.

... our policy on this issue or a summary of it:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

OR



w e do not have an equity-based remuneration sche

me and this

recommendation is therefore not applicable

OR



we are an externally managed entity and this reco

mmendation

is therefore not applicable


Page

12

Corporate Governance Council recommendation

We have

followed the recommendation in full for the whole

of the

period above. We have disclosed ...

We have NOT followed the recommendation in full for

the whole

of the period above. We have disclosed ...

4


ADDITIONAL DISCLOSURES APPLICABLE TO EXTERNALLY MAN

AGED LISTED ENTITIES

-

Alternative to Recommendation 1.1 for externally ma

naged listed

entities: The responsible entity of an externally managed lis

ted entity

should disclose: (a) the arrangements between the responsible entity

and the

listed entity for managing the affairs of the liste

d entity;

(b) the role and responsibility of the board of the

responsible

entity for overseeing those arrangements.


... the information referred to in paragraphs (a) and

(b):


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement


-

Alternative to Recommendations 8.1, 8.2 and 8.3 for

externally

managed listed entities:

An externally managed listed entity should clearly

disclose the

terms governing the remuneration of the manager.


... the terms governing our remuneration as manager o

f the entity:


in our Corporate Governance Statement

OR



at [

insert location

]



an explanation why that is so in our Corporate Go

vernance

Statement

---

Appendix 4E Release to ASX under rule 4.3A

Other Information


Sky Network Television Limited

Year ended on 30 June 2020

(In NZD)



• Net tangible assets per security:


Current period $0.029: 1


Previous period $(0.246): 1




• Control gained over entities


On 19 August 2019 the Group, through its subsidiary Sky Investment Holdings Limited,

acquired 100% of the share capital of Rugby Pass Limited (Ireland) and Rugby Pass Asia

Pte Limited (together RugbyPass).

The acquisition has significantly expanded the Group’s reach into the global rugby

market. RugbyPass is an online destination for global rugby fans, offering a live streaming

rugby service across Asia, Australia and Europe, along with a wide array of original video

content, news, analysis, statistics and a world-first rugby player and team rankings

system, the RugbyPass Index.


On 31 January 2020 Sky acquired 100 percent of Lightbox New Zealand Limited

(Lightbox) from Spark. Lightbox is an entertainment streaming service operating in New

Zealand. The assets acquired include subscribers, technology platforms to manage

customers and provide entertainment content to a wide range of devices, prepaid content

rights and the Lightbox brand. Spark continues to make Lightbox and its successor

service NEON available to its customers for an agreed period.


Refer Note 27 Business Acquisitions of the consolidated financial statements attached for

details of the purchase consideration, the net assets acquired, and goodwill for the above

acquisitions.




• Loss of control of entities


Not applicable.




• Dividends


Final dividend payable: Nil


Date interim dividend paid: Nil




• Associates and joint venture entities


Details of Sky’s subsidiaries are contained in Sky’s annual report. Sky does not have any

associated joint venture entities.







• Details of aggregate share of profits (losses) of associates and joint venture

entities


Not applicable



• Accounting standards


New Zealand international financial reporting standards used in compiling report.



• Directors’ Details


The directors of Sky Network Television Limited at any time during the year are as

follows:


Philip Bowman Chairman (appointed 1 September 2019)

Peter Macourt Director (ceased 17 October 2019)

Martin Stewart Director & Chief Executive

Mike Darcey Director

Derek Handley Director

Geraldine McBride Director

Susan Paterson Director

Joan Wither s Director (appointed 17 September 2019)

Keith Smith Director (appointed 21 April 2020)

---

SKY Network Television Limited
10 Panorama Road, Mt Wellington

PO Box 9059, Newmarket

Auckland, New Zealand

Tel: +64 579 9999

Fax: +64 525 8324

www.skytv.co.nz





Director’s Declaration



The directors declare that the consolidated financial statements:



(i) comply with New Zealand International Financial Reporting Standards


(ii) give a true and fair view of the financial position of Sky Network Television Limited and its

subsidiaries as at 30 June 2020 and of their performance, as represented by the results of

their operations and their cash flows for the year ended on that date.



In the directors’ opinion at the date of this declaration there are reasonable grounds to believe that

Sky Network Television Limited will be able to pay its debts as and when they become due and

payable.



This declaration is made in accordance with a resolution of directors and is signed for and on

behalf of the Board of directors.



Dated at Auckland this 9th day of September 2020.






Philip Bowman Martin Stewart

Director and Chairman Director and Chief Executive

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