Spark’s 2022 Annual Meeting Materials

MARKET RELEASE – 4 November 2022
Chair’s Address and Chief Executive Officer’s
Review delivered at Spark New Zealand Limited’s
2022 Annual meeting, held at 10 am on 4
November 2022

Chair’s Address (Justine Smyth)
Tihei mauri ora.
E ngā whare, e ngā papa, tēnā koutou.
E ngā mate, haere atu rā,
Rātou ki a rātou.
Tātou ki a tātou.
Te mana whenua, o ngā takiwā katoa, tēnā koutou.
E te whānau o Kora Aotearoa,
Nau mai, haere mai ki tēnei hui ā-tau.
Ko Justine Smyth tōku ingoa.
Nō reira, tēnā koutou, tēnā koutou, tēnā koutou katoa.

Good morning and welcome to Spark’s 2022 Annual Meeting of Shareholders.
My name is Justine Smyth, and I am the Chair of Spark New Zealand.
On behalf of the Board, it is my pleasure to update our shareholders on Spark’s
progress over the last year.
The Board and I are very excited to be here in person, after two-years of virtual only
meetings as a result of Covid restrictions.
This year, we’re holding our meeting in a hybrid manner – with some of you joining
us online.
For those of you joining us virtually, you’ll still be able to vote and submit questions
during the meeting. We will respond to questions on the resolutions when we get to
that part of the proceedings, and we will also have time to respond to general
questions after the resolutions.
Before we get started, some housekeeping matters.

Bathrooms are located in the atrium behind Subway. In the unlikely event of an
emergency, please leave the venue using the nearest exit and follow the instructions

of Spark employees who will be on hand to direct you to assemble outside on Halsey
Street.

With that taken care of, I would now like to declare the meeting open.
Based on the information conveyed to me I confirm that there is a quorum of
shareholders, and the meeting is duly convened.
Today you will hear from me as Chair of the Board and from our CEO Jolie Hodson.
We will then put forward the resolutions as described in the Notice of Meeting and
respond to general questions put to us by shareholders.
I would like to introduce my fellow Directors and Management who are on the stage
with me today.
• Alison Barrass;
• Paul Berriman;
• Warwick Bray;
• Sheridan Broadbent;
• Jolie Hodson, Director and CEO;
• Charles Sitch;
• David Havercroft; and
• Stefan Knight, Finance Director
Also present is our General Counsel, our Company Secretary, auditors from Deloitte,
lawyers from Russell McVeagh, and share registrar – Link Market Services.
Unfortunately, our Director, Gordon MacLeod is unable to join us today as he has
just undergone emergency surgery for a ruptured appendix.
Now let me turn to Spark’s progress over the past year.
In Aotearoa, a large part of 2022 was still defined by Covid. For Spark, we faced
ongoing disruptions in the first half of the year from lockdowns, with Auckland in
particular spending 107 days locked down.
The second half, saw economic volatility emerge as a result of the war in Ukraine,
rising inflation, labour shortages, and supply chain constraints.
The most material impact for Spark continued to be our lower levels of mobile
roaming revenue, given travel was restricted for much of the year. The good news is
we’ve now started to see this revenue return, as border restrictions have eased and
we're once again welcoming international tourists to our shores.
Like all businesses, we’re operating in an incredibly tight labour market, and skills
shortages in the technology sector are an ongoing challenge. We’re working
collaboratively across the sector to build a talent pipeline over the longer term, while
increasing our focus on internal talent mobility in the short term.
Our teams are also working to tightly manage our supply chain, holding more stock
on shore and working to longer lead times to mitigate the impact of delays and price
volatility.
But we’re optimistic about the future, and we are well positioned for future growth.

Turning to our FY22 results, Spark pleasingly returned to growth, with revenue
increasing 3.5% to $3.72 billion driven mainly by our mobile service revenue growth
at 5.5% and outpacing the market.
Our cloud, security, and service management revenue grew modestly to $446
million, with performance impacted by the extended lockdowns in the first half,
supply chain disruption, and some execution challenges.
Spark IoT and Spark Health made a strong contribution to revenue growth during
the year, with Spark IoT revenue increasing 22% and Spark Health 46%.
When overall revenue growth was combined with our long-term focus on disciplined
cost reduction, we delivered EBITDAI growth to $1.15 billion, towards the top end of
our guidance range.
Net profit after tax increased by 7.6% to $410 million, largely driven by EBITDAI
growth, with net financing, depreciation and amortisation, and tax remaining stable.
Capital investment of $410 million was in line with guidance and our target envelope
of approximately 10%-11% of revenue.
Our free cash flow of $296 million was lower than our aspiration, impacted by
advanced purchasing of inventory and capital expenditure items to mitigate supply
chain disruption risks and the related impact on working capital.
As a result of our overall strong performance the Board declared a total FY22
dividend of 25 cents per share, 100% imputed.
In these uncertain times, we know our shareholders are looking for consistent
returns and want to make sure that capital is used effectively.
The Board reviewed Spark’s Capital Management Policy and released a new Capital
Management Framework, which is designed to grow long term shareholder value
through disciplined investment, while returning excess capital to shareholders and
maintaining financial strength and flexibility.
During FY22 we established TowerCo as a subsidiary company to improve the
performance, utilisation, and efficiency of our passive mobile infrastructure assets
and to explore the introduction of third-party capital.
This culminated in the agreement to sell a 70% stake in TowerCo to the Ontario
Teachers’ Pension Plan just after the close of the financial year. Ontario is a high-
calibre investor with a long-term partnering focus and significant experience
managing a portfolio of infrastructure investments globally.
As we confirmed to the market in October, the sale has now completed, delivering
net proceeds of $911 million and valuing the TowerCo business at $1.175 billion.
We have allocated up to $350 million which we intend to return to shareholders via
an on-market share buyback. The buyback will be subject to market conditions at
the time, and we may investigate alternative return opportunities. We will update
the market in due course.
A further $350 million will be invested in future growth opportunities like digital
infrastructure, scaling Spark Health and Spark IoT, and accelerating the
commercialisation of emerging technology, such as digital identity and verifiable
data through our subsidiary MATTR.
The remaining funds will be used to offset debt headroom requirements due to the
increased lease liability of our long-term agreement with TowerCo to secure access
to existing and new towers.

As we look to FY23, our ambition is to grow free cash flow to between $460 and
$500 million. This growth reflects the changes we have made to evolve from a
traditional telecommunications business to a more diversified and higher growth
digital services provider.
As a result, we are guiding to a total FY23 dividend of 27 cents, 100% imputed,
funded through earnings and free cash flow growth. This is the first time the total
dividend has increased since 2016 and reflects the confidence we have in Spark’s
strategy and future growth potential.
Our strategic focus on sustainability has continued during the year.
From an environmental perspective, there is no greater economy-wide priority than
climate change.
As we look to the future, we know the window to take meaningful action to prevent
the worst impacts of climate change is closing fast and every business must act.
During the year we established an emissions reduction and energy efficiency
programme to drive action against our science-based target of reducing scope 1 and
2 emissions 56% by 2030, from a FY20 baseline.
Over the past year we saw a 15% emissions reduction, through a combination of
grid decarbonisation and energy efficiency improvements within Spark.
We have also linked our financing to our sustainability performance – with Spark
Finance establishing three Sustainability-Linked Loans totaling $425 million and
issuing New Zealand’s first Sustainability-Linked Bond of $100 million.
From a broader governance perspective, we recognise that we operate within a
global supply chain, with suppliers in some geographies at a higher risk of issues like
modern slavery. Over the last year we have matured our approach to managing and
mitigating these risks including a new Human Rights Policy, making an explicit
commitment to respect all internationally recognised human rights, and setting clear
expectations on how we will address issues across our value chain.
We have transitioned to a new supplier risk management system, which improves
our visibility of supply chain risk and compliance, and we joined the Joint Audit Co-
operation of telecommunications companies.
We also continue to invest in community-led solutions to bridge the digital divide
through Spark Foundation, and in the last year, we have grown our not-for-profit
broadband service, Skinny Jump, by 33% – supporting over 23,000 households that
would otherwise be excluded from the digital world.
Finally, we have maintained our focus on investing in our people and culture, which
is undoubtedly the backbone of our business.
We are pleased to have achieved our 40:40:20 gender diversity target at the Board,
Leadership Squad, and senior leadership levels. During FY22 female representation
increased from 42% to 47% in our senior leadership roles.
We were also pleased to appoint two new Non-Executive Directors during the year.
In August, we announced the appointment of Gordon MacLeod and Sheridan
Broadbent. In accordance with the NZX Listing Rules, Gordon and Sheridan offer
themselves for re-election.
Shareholders will also be voting on the re-election of Warwick Bray and Jolie
Hodson.
As my last re-election was at the 2019 AGM, I will also retire and offer myself for re-
election today.

And finally, as we announced recently, Paul Berriman will be stepping down at the
close of this Annual Meeting.
I wish to thank Paul for the significant contribution he has made to Spark during his
tenure of over a decade on the Board. Paul has provided invaluable guidance during
pivotal moments in Spark’s history and has played an instrumental role in
supporting Spark’s transformation from a legacy telco to New Zealand’s largest
telecommunications and digital services provider.
On behalf of the Board, we thank you Paul and wish you every success in the future.
As I noted, I will offer myself for re-election this year, and in doing so I wanted to
say what an honour and a privilege it has been to serve you our shareholders as a
non-executive director for the past eleven years and as Chair for the last four.
For me, the primary role of our Board is to develop a clear strategy for how we
deliver value to our shareholders, our customers, and Aotearoa. I am proud of the
strong performance Spark has delivered over many years, and that we closed out
FY22 ranked #2 against our international peers for total shareholder returns, with a
compound annual growth rate of 12% for the last three years.
We are well underway in forming our business strategy for the three years ahead,
with a focus on leveraging the competitive advantage we have built, while looking at
new sources of future growth.
And finally, I am enormously proud of how Spark delivers value. I have seen the
culture grow stronger each year, fuelled by a more diverse and empowered
workforce, who are committed to improving the experience we deliver our
customers, and on living up to our purpose – to help all of New Zealand win big in a
digital world
On behalf of the Board, I would like to thank all Spark people for their hard work
and dedication and acknowledge and thank my fellow directors – and you, our
shareholders – for your support over the last year.
Nō reira, tēnā koutou, tēnā koutou, tēnā tatou katoa.
I now invite Jolie to the address the meeting.

Chief Executive Officer’s Review (Jolie Hodson)
Tēnā koutou katoa, ngā mihi nui kia koutou.
Thank you Justine, and good morning everyone. I echo Justine’s earlier comments
that it is fantastic to be here in person with many of you today, and to those joining
us remotely, a virtual tēnā koutou katoa.
As Justine has shared, Spark delivered another strong financial result in FY22.
This was the second year of our 3-year strategy, and as we continued to deliver
what we said we would, we have also been laying the foundations for future growth.
We continued to grow our established markets of wireless and cloud.
• The market-leading result Justine outlined in mobile was driven by our
maturing data-driven marketing capabilities, which has seen a 13% increase
in customers on Endless mobile plans and supported a 4.9% increase in total
ARPU.
• We redesigned and launched simpler broadband plans during the year, which
stabilised our broadband base, and we now have 28% of that base on
wireless – meaning we are on track to meet our FY23 target of ~30%.

• In cl oud, security, and service management we are focused on lifting
performance through refreshed products and pricing and further growing our
cloud specialist skills.
As Justine noted, we also continued to see strong momentum in our future markets,
with revenue growth across Spark Health and IoT.
• Spark Health won new national contracts through the newly established Te
Whatu Ora, or Health New Zealand, and launched its new cloud-based digital
health platform, Kete Waiora.
• Spark IoT grew connections by 75% to 832,000 and we took a significant
stake in our partner Adroit, to accelerate future growth in sustainable
monitoring solutions.
• In Sport we delivered a successful season of cricket and we remain focused
on strategic partnerships to improve returns.
This growth across our established and future markets was supported by our focus
on four core capabilities that are differentiating Spark in the market as they further
embed across the business.
We are a simpler business than we were a year ago.
• We retired 102 legacy mobile and broadband plans, while increasing digital
journeys for sales and service by 23%.
• This has made it easier for our customers to interact with Spark, evidenced
by a 17.5% reduction in calls to our call centre and an 18% growth in online
revenue.
We continued to hone our data capability to better understand our customers’
needs.
• Our data and AI-driven marketing capability can now better predict the needs
of ~90% of our customers’ households and make recommendations for more
than half of our small-medium business customers.
• This has increased our marketing campaign conversion by 19% year on year.
As we deliver these simpler, more digital, and data-driven customer experiences, we
are improving engagement – with our customer interaction net promoter score
(iNPS) up 9 points from FY21.
Building a smart, automated network that underpins Aotearoa’s digital economy
remained a focus.
Despite the challenges of Covid lockdowns, our 5G roll-out continued at pace.
• We made solid progress towards our goal of 90% population coverage by the
end of calendar year 2023, with 5G live in 21 locations across the country by
the end of FY22. Today we are now live in 53 locations.
• We were pleased to announce a couple of weeks ago that we have reached an
agreement with the Crown in principle, for a direct allocation of C-band
spectrum that will provide Spark with long-term management rights to 80
MHz of 3.5 GHz spectrum.
• In return for that allocation, we will commit an additional $24 million in
funding to the Rural Connectivity Group between 2023 and 2025, which will
enable RCG to expand mobile coverage further into rural New Zealand and to
address more mobile black spots on state highways. We have also agreed to
deploy more extensive 5G services in provincial towns in the same time
period.
• We encourage the Government to proceed with pace on the finalization of this
agreement, and on the future allocation of 600MHz, which will be particularly
important for rural 5G coverage.

Looking beyond 5G, we have also continued to boost capacity and resilience in our
network.
• Our Takanini Data Centre expansion is on track for delivery, our Mayoral
Drive Exchange upgrade is complete, and the build of our Optical Transport
Network 2.0 – which is the fibre backbone of our network – is 87% complete.
• We were also pleased to welcome customers onto the new Southern Cross
NEXT cable, which has almost doubled international capacity for New Zealand.
Finally, we have made significant progress building a growth mindset across Spark
and we have continued to make significant investments in the capability and
wellbeing of our people.
• We launched a new and more holistic wellbeing strategy, Mahi Tahi, to
support our people’s mental health and wellbeing during ongoing Covid-19
disruptions.
• We recently completed a culture survey across our business, and were
pleased to have 89% of our people participate, sharing their thoughts and
feedback on Spark’s culture with us.
• This resulted in an employee NPS of +77, with 79% of our people feeling like
they belong at Spark which we are extremely proud of.
• The survey has also provided us with important insights on where we can do
better, and how we can continue to build a high-performance culture, where
all our people feel like they belong.
As I look to the future, and consider the challenges we face as a nation, it’s clear
that technology will continue to play a critical role in how we adapt and transition to
a more sustainable future.
This year I stepped into the role of Convenor of the Climate Leaders Coalition, to
work alongside my fellow signatories and collectively raise the bar on what business
leadership on climate action looks like.
As a digital services company, Spark has an important role to play on this journey,
enabling Kiwi businesses across a range of sectors to decarbonise and improve
environmental performance. We are already seeing this come to life in some parts of
our business, with over half of our Spark IoT revenue in FY22 linked to
environmental solutions – from more efficient use of water on farms to enabling the
deployment of electric car charging stations to more areas across the country.
Earlier this week, we were joined by Prime Minister Jacinda Ardern, and Minister of
Climate Change James Shaw at our innovation studio to officially launch a new piece
of research. This research quantifies the emissions reductions that can be enabled
by digital technology and identifies what these opportunities look like across
different sectors.
We are seeing an acceleration in technology convergence, as 5G, multi access edge
compute, data and AI, IoT, and cloud computing combine to deliver powerful
solutions to business problems. This is opening up new opportunities to help
bus inesses transform, and new commercialisation opportunities for Spark.

For example, our investment in our subsidiary MATTR, which specialises in digital
identity and verifiable data, reached the stage of commercialisation during the year.

MATTR is focussed on solutions that enable trusted digital interactions for
individuals. It supported the creation of the Government’s Covid-19 vaccination
certificates and has secured additional contracts in offshore markets like the
Colleges of Canada around education credentials.

As businesses harness the power of technology to become more sustainable, we
expect to see digitisation continue to accelerate, and this brings the issue of digital
equity firmly into the spotlight.
With 1 in 5 New Zealanders digitally excluded in some way, we will not achieve a
just transition unless we lift digital equity across our communities, and this remains
a strategic focus for Spark.
And finally, as I offer myself for re-election as an executive director this year, I
wanted to finish by saying that it has been my absolute privilege to lead our team of
incredible people here at Spark and to serve on the Board.
During a time of significant disruption in New Zealand we have been able to
maintain our focus on delivering the results we committed to you, our shareholders,
and we are on track to deliver our FY23 strategy ambitions.
We are maximising shareholder value as we grow earnings and free cash flow, and
as we better realise the value of our passive mobile assets through the TowerCo
transaction.

As I look ahead, I am excited about the opportunity we now have to harness the
power of technology to help our customers transform, to help Aotearoa transition to
a low-carbon economy, and to keep delivering great experiences for our customers
and great returns for our shareholders.

I want to finish by recognising the pivotal role our people have played in delivering
these results, while supporting our customers through what have been
unprecedented times.
Spark has an important role to play as New Zealand transforms in the years ahead
and we are only able to fulfil our purpose as a business with the support of our
shareholders, our customers, our people, and our communities. And I thank you for
your ongoing support.
Nō reira, tēnā koutou, tēnā koutou, tēnā tatou katoa.

-ENDS-
Authorised by:
Alastair White
GM Capital Markets
For more information contact

For media queries please contact:
Althea Lovell
Corporate Relations Partner
(64) 21 222 2992
althea.lovell@spark.co.nz


For investor queries please contact:
Chante Mueller
Head of Investor Relations
(64) 27 469 3062
chante.mueller@spark.co.nz

About Spark

As New Zealand's largest telecommunications and digital services company, Spark’s
purpose is to help all of New Zealand win big in a digital world. Spark provides
mobile, broadband, and digital services to millions of New Zealanders and thousands
of New Zealand businesses.
www.sparknz.co.nz

---

ANNUAL
SHAREHOLDER
MEETING 2022

SPARKSPARK
ORDER OF
MEETING
PAGE
2
Introductions
Chair’s Address
CEO’s Review
Resolutions
Resolution Q&A
Conduct of Polls
General Q&A

SPARKSPARK
INTRODUCTIONS
PAGE
3
•Alison Barrass
•Paul Berriman
•Warwick Bray
•Sheridan Broadbent
•Jolie Hodson, CEO
•Charles Sitch
•David Havercroft
•Stefan Knight, Finance Director

CHAIR’S
ADDRESS

FY22
RESULTS
•Revenue: $3.72 billion (up
3.5%)
•EBITDAI: $1.15 billion (up 2.8%)
•NPAT: $410 million (up 7.6%)
•Free Cash Flow: $296 million
•FY22 Dividend: 25 cents per
share (100% imputed)

VALUEMAXIMISINGFOR OUR
SHAREHOLDERS

PERFORMANCE
ENVIRONMENTAL,
SOCIAL
& GOVERNANCE
•15% emissions reduction YoY
•$425 million Sustainability-Linked
Loans and $100 million
Sustainability-Linked Bond
•Strengthened ethical supply chain
practices
•Skinny Jump grew connections
33% to over 23,000 households
•40:40:20gender diversity target
achieved at Board, Leadership
Squad, and senior leadership levels.

CHANGES
BOARD

BERRIMAN
PAUL

SPARK
Ngāmihi. Thank you.
PAGE
10

CEO
REVIEW

ESTABLISHED
GROW
MARKETS
•13%increase in
customer base on
Endless Mobile Plans
•4.9% increase in
Average Revenue Per
User (ARPU)
•28% of broadband
base on wireless

FUTURE
GROW
MARKETS
•Spark Health revenue up
46%
•Spark IoT revenue up
22%
•Spark IoT connections up
75% to832,000

EXPERIENCES
DATA-DRIVEN
SIMPLE
•102legacy mobile and
broadband plans retired
•Data and AI capability can
predict the needs of ~90%
of our customers’
households
•9 point increase in customer
interaction net promoter
score

SMART
AUTOMATED
•5G live in 21locations
•Takanini Data Centre expansion
on track for delivery this year
•Optical Transport Network 2.0
now 87% complete
•Internet capacity doubled
through Southern Cross NEXT
NETWORK

OURPEOPLE
•Mahi Ta h iwellbeing strategy launched
•89%of our people completed our Culture Survey
•+77 Employee Net Promoter Score (eNPS)
•79% of our people feel like they belong at Spark

AN EQUITABLE TRANSITION
LOW-CARBON
TO A
FUTURE

SPARK
PAGE
18
Ngāmihi. Thank you.

SPARKSPARK
RESOLUTIONS
PAGE
19
1. Auditor’s remuneration
2. Re-election of Gordon MacLeod
3. Re-election of Sheridan Broadbent
4. Re-election of Warwick Bray
5. Re-election of Justine Smyth
6. Re-election of Jolie Hodson

AUDITOR’S
REMUNERATION

RE-ELECTION
GORDON
OF
MACLEOD

RE-ELECTION
SHERIDAN
OF
BROADBENT

RE-ELECTION
WARWICK
OF
BRAY

RE-ELECTION
JUSTINE
OF
SMYTH

RE-ELECTION
JOLIE
OF
HODSON

SPARK
Questions
PAGE
26

SPARK
Ngāmihi. Thank you.
PAGE
27

Disclaimer
This announcement may include forward-looking statements regarding future events and the future financial performance of Spark New
Zealand. Such forward-looking statements are based on the beliefs of, and assumptions made by, management along with information
currently available at the time such statements were made.
These forward-looking statements may be identified by words such as ‘guidance’, ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘will’,
‘plan’, ‘may’, ‘could’, ‘ambition’, ‘aspiration’ and similar expressions. Any statements in this announcement that are not historical facts are
forward-looking statements. These forward-looking statements are not guarantees or predictions of future performance, and involve
known and unknown risks, uncertainties and other factors, many of which are beyond Spark New Zealand’s control, and which may
cause actual results to differ materially from those projected in the forward-looking statements contained in this announcement.
Factors that could cause actual results or performance to differ materially from those expressed or implied in the forward-looking
statements are discussed herein and also include Spark New Zealand's anticipated growth strategies, Spark New Zealand's future results
of operations and financial condition, economic conditions and the regulatory environment in New Zealand, competition in the markets
in which Spark New Zealand operates, risks related to the sharing arrangements with Chorus, any impacts or risks to Spark’s anticipated
growth strategies, future financial condition and operations, economic conditions or the regulatory environment in New Zealand arising
from or otherwise with COVID-19, other factors or trends affecting the telecommunications industry generally and Spark New Zealand’s
financial condition in particular and risks detailed in Spark New Zealand's filings with NZX and ASX. Except as required by law or the
listing rules of the stock exchanges on which Spark New Zealand is listed, Spark New Zealand undertakes no obligation to update any
forward-looking statements whether as a result of new information, future events or otherwise.