Spark New Zealand Limited logo

Spark New Zealand Limited FY23 Results

Full Year Results17 August 2023SPKCommunication Services

Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand





MARKET RELEASE – FRIDAY, 18 AUGUST 2023


Spark delivers to guidance with revenue, EBITDAI, and NPAT

all in growth


• Reported revenue

1

, EBITDAI

2

, and NPAT

3

all in growth, driven by one-off proceeds from the

strategic divestment of a majority stake in Spark’s TowerCo business

• Adjusted revenue, EBITDAI, and NPAT all in growth, with mobile performance a standout

• Free cash flow growth at top end of aspiration, largely funding the total FY23 dividend of 27cps,

100% imputed – an increase of 2cps vs. FY22


Spark New Zealand (Spark) today announced its FY23 results, with revenue, EBITDAI, and NPAT all in

growth.


Spark Chair Justine Smyth said, “In a challenging year for all businesses in Aotearoa, Spark’s strong

revenue growth and disciplined cost control has underpinned earnings and dividend growth for our

shareholders. The Board and I are pleased to complete the current three-year strategy period delivering

to guidance, and with a strong platform for future growth.


“Over the last three years Spark’s locally unique data and AI capability, simplified portfolio, and

significant network and technology investments have delivered market leadership in mobile, a stabilised

leadership position in broadband, and strong growth in high-tech categories such as IoT and digital

health.


“The strategic review of Spark’s infrastructure assets resulted in the divestment of a 70% stake in its

TowerCo business to the Ontario Teachers’ Pension Plan for $911 million, enabling us to return value to

shareholders while investing in future growth. We allocated up to $350 million of these proceeds to an

on-market share buy-back

4

, and at the end of June $146 million had been returned to shareholders.


“As we look to FY24, we have confidence in Spark’s ability to continue to grow earnings and free cash

flow and are guiding to a higher total FY24 dividend of 27.5 cents per share, 100% imputed.”


FY23 operating highlights


The TowerCo transaction and exit of Spark Sport resulted in a net EBITDAI gain of $529 million,

contributing to a 20.7% increase in reported revenues to $4,491 million, a 49.7% increase in EBITDAI to

$1,722 million, and NPAT of $1,135 million.


When adjusting for the one-off benefit, revenues increased 5.1% to $3,908 million, underpinned by

mobile service revenue growth of 9%. Spark is number one in mobile market share by service revenue

and total connections

5

, with the strength of its dual brands Spark and Skinny, product innovation, and the

ongoing return of roaming supporting connection and value growth.


Broadband connections remained broadly stable in line with strategy, with high levels of competition

driving a 2% revenue decline to $626 million and rising input costs continuing to put pressure on retail

margins. These costs were passed through in price increases during the year and when combined with


1

Operating revenues and other gains

2

Earnings before finance income and expense, income tax, depreciation, amortisation, and net investment income (EBITDAI) is a non-Generally Accepted

Accounting Practice performance measure that is defined and reconciled to net earnings in Spark New Zealand’s Financial Statements

3

Net Profit After Tax

4

Subject to market conditions at the time. Spark may investigate alternative return options

5

Market share estimates sourced from IDC as at 30 June 2023

Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand



the ongoing growth in wireless broadband supported profitability in a highly competitive sector. Spark

achieved its three-year ambition of 30% of its base on wireless broadband.


Cloud, security, and service management revenues decreased 2.2% to $436 million, impacted by the

mix shift from private cloud to public cloud and service management activity normalising post Covid-19.


While digital health revenues were impacted by delays, and deferrals due to health sector reforms, IoT

and digital health collectively contributed $122 million of revenue, and IoT surpassed its three-year target

of 1.2 million connected devices, growing 76% to 1.46 million.


When combined with disciplined cost control adjusted EBITDAI grew 3.7% to $1,193 million, in line with

guidance. Adjusted NPAT increased 5.6% to $433 million, driven by EBITDAI growth, lower depreciation

and amortisation costs, and partially offset by higher tax expense.


Free cash flow was towards the upper end of the FY23 aspiration at $489 million, driven by EBITDAI

growth and disciplined capital management.


Commenting on the results, Spark CEO Jolie Hodson said, “In a volatile economic environment we have

remained firmly focussed on delivering what we said we would in this last year of our three-year strategy,

while charting a path for the future.


“In mobile we lead the market on both connections and service revenue, and we have maintained our

leading position in broadband in the face of ongoing input cost escalation and high levels of competition.


“I am particularly pleased that we have been able to shift from our traditional telco roots to broader digital

services over the last three years, with legacy products like landline voice now below 6% of overall

revenues and a growing high-tech portfolio. We have made strong progress in our digital identity

business MATTR, which recently secured a significant contract with the New South Wales (NSW)

Government in Australia as technology partner on the NSW Digital ID and Verifiable Credentials

programme.


“In business we continued to see the mix shift from private to public cloud impacting margins, while

service management revenues normalised as we cycled the Covid-19 period that included a higher level

of activity in the health sector. We are actively refocusing the business to adapt to these trends,

realigning our cost base to changed margin profiles, and investing in product innovation within enterprise

service management and hybrid cloud, where Spark is uniquely positioned to lead.


“Overall, we have finished the three-year strategy period in a strong position and with momentum in our

key markets. We have a clear plan for the next three years and the ability to invest to develop new

revenue streams. We have allocated $250-$300 million to invest in the high growth data centre market

and are further expanding our Takanini campus while also investigating other options.


“We have continued our 5G rollout at pace, with 77 locations across the country, and we have made a

fast start on our plans to invest $40-$60 million in 5G Standalone, which will enable New Zealanders to

realise the full potential of 5G.


“The growth we have achieved has been underpinned by a sustained focus on doing business well –

investing in the capability, wellbeing, and engagement of our people, improving the experiences of our

customers, and creating a sustainable Spark.


“As we look to the future we are well placed to continue adapting as our country and markets evolve, and

we are optimistic about the role Spark can play in empowering the people and businesses creating

Aotearoa’s tomorrow.”


FY24 guidance


Spark provided the following guidance for FY24, subject to no adverse change in operating outlook:

• EBITDAI: $1,215-$1,260 million

Spark New Zealand Limited
ARBN 050 611 277 Spark City, 167 Victoria Street West, Private Bag 92028, Auckland, New Zealand



• Capital expenditure: ~$510-$530 million

• Total dividend per share: 27.5 cents per share, 100% imputed


Authorised by:

Alexa Preston

Finance Lead Partner – Group Performance & Investor Relations



For more information contact


For media queries please contact:

Althea Lovell

Corporate Relations Lead 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


Spark is New Zealand's largest telecommunications and digital services company, with a purpose 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

---

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






Results for announcement to the market

Name of issuer Spark New Zealand Limited

Reporting Period 12 months to 30 June 2023

Previous Reporting Period 12 months to 30 June 2022

Currency NZD - New Zealand Dollar

Amount (000s) Percentage change

Revenue from continuing

operations

NZD$4,491,000 20.7%

Total Revenue NZD$4,491,000 20.7%

Net profit/(loss) from

continuing operations

NZD$1,135,000 176.8%

Total net profit/(loss) NZD$1,135,000 176.8%

Interim/Final Dividend

Amount per Quoted Equity

Security

NZD$0.13500000 (comprised only of an ordinary dividend)

Imputed amount per Quoted

Equity Security

NZD$0.05250000

Record Date 15 September 2023

Dividend Payment Date 6 October 2023

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

As at 30 June 2023: NZD$0.61 As at 30 June 2022: NZD$0.34

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Changes in Spark’s earnings before finance income and

expense, income tax, depreciation, amortisation and net

investment income (EBITDAI) are provided in the addendum.

Authority for this announcement

Name of person


authorised

to make this announcement

Stefan Knight, Finance Director (CFO)

Contact person for this

announcement

Chante Mueller, Head of Investor Relations

Contact phone number +64 (0) 27 469 3062

Contact email address investor-info@spark.co.nz

Date of release through MAP


18 August 2023


Audited financial statements accompany this announcement.



Addendum:


Amount (000s) Percentage

change

Reported earnings before finance income and expense,

income tax, depreciation, amortisation and net investment

income (Reported EBITDAI)

NZD$1,722,000 49.7%

Adjusted

1

earnings before finance income and expense,

income tax, depreciation, amortisation and net investment

income (Adjusted EBITDAI)

NZD$1,193,000 3.7%


1

Adjusted earnings before finance income and expense, income tax, depreciation, amortisation

and net investment income (EBITDAI) reflects the impact of the net gain on sale of Connexa of

$583 million and the one-off provision of $54 million for Spark Sport. EBITDAI and Adjusted

EBITDAI are non-GAAP measures which are defined and reconciled in note 2.5 of Spark’s

financial statements.

---

Distribution Notice







Section 1: Issuer information

Name of issuer Spark New Zealand Limited

Financial product name/description Ordinary shares

NZX ticker code SPK

ISIN (If unknown, check on NZX

website)

NZ TELE0001S4

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies No

Record date 15 September 2023 AUST, NZ & USA;

Ex-Date (one business day before the

Record Date)

14 September 2023 AUST, NZ & USA;

Payment date (and allotment date for

DRP)

6 October 2023 AUST & NZ;

16 October 2023 USA

Total monies associated with the

distribution

NZD$249,075,122

(1,845,000,906 shares @ $0.135 per share)

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD – New Zealand Dollar

Section 2: Distribution amounts per financial product

Gross distribution NZD$0.18750000

Gross taxable amount NZD$0.18750000

Total cash distribution NZD$0.13500000

Excluded amount (applicable to listed

PIEs)

N/A

Supplementary distribution amount NZD$0.02382353

Section 3: Imputation credits and Resident Withholding Tax

Is the distribution imputed


Fully imputed

Partial imputation

No imputation

If fully or partially imputed, please

state imputation rate as % applied

28%

Imputation tax credits per financial

product

NZD$0.05250000

Resident Withholding Tax per

financial product

NZD$0.00937500

Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)

N/A

Start date and end date for

determining market price for DRP

N/A


N/A

Date strike price to be announced (if

not available at this time)

N/A

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

N/A

DRP strike price per financial product

N/A

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

N/A

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Stefan Knight, Finance Director (CFO)

Contact person for this

announcement

Chante Mueller, Head of Investor Relations

Contact phone number +64 (0) 27 469 3062

Contact email address investor-info@spark.co.nz

Date of release through MAP


18 August 2023

---

Hello tomorrow
Spark Annual Report 2023

ANAMATAKO TE PAE

WHAKAMAUA

Tahutahuna te
Kora Karakia:

the Spark Karakia

Papā te whatitiri,

hikohiko te uira

The thunder peels,

the lightning flashes

Ko te pae anamata,

whakamaua, kia ngita

Fix your attention

to the future horizon and secure it

Kei reira te kora e

pūrātoke ana

There, is a small gleaming fragment

Kua kitea te kora

e pūrātoke ana

We have found the small

gleaming fragment

Mā wai rā te kora e tutungi,

e poipoi?

Who will light and nurture

this spark?

Mā tātou te kora e tutungi,

e poipoi

It is us who will light and nurture

the spark!

Tahutahuna te kora, (hī!)

Set fire to the spark, yes!

te kora whitawhita, (hī!)

The zealous spark, yes!

te kora tangata ēi!

The spark of humanity!

The 2023 financial year saw us complete the three-year strategy we
started in mid-2020, while setting a path for the future.

Our last strategy started at a time when the world around us was

turned upside down by COVID-19. While the most challenging days

of the pandemic are now behind us, its impacts linger on and

Aotearoa continues to change rapidly.

New Zealand is getting bigger, older, and more diverse and globally

we now face greater political volatility and cost of living challenges

than we have for many years. Compounding this is the universal

challenge of climate change, which is causing more frequent and

extreme weather events on our shores and highlighting the urgent

need for adaptation and our transition to a low-carbon economy.

Despite these challenges, we are optimistic about our country’s

future and the role Spark can play in supporting its growth.

That’s why our mission for the years ahead is to empower the

people and businesses creating Aotearoa’s tomorrow.

We will bring New Zealanders the best digital-first experiences,

curated to their needs. We will invest in the networks and high-tech

solutions that embolden our customers to innovate, grow and

become more sustainable through technology. We will create an

innovation culture that fuels our progress and equips our people

to thrive in an increasingly digital world. And we will do it all

without wavering from our commitments to Toitū Sustainability

and Te Korowai Tupu – our Māori Strategy.

Ko te pae anamata whakamaua. Hello tomorrow.

Empowering the people

and businesses creating

Aotearoa’s tomorrow

Spark New Zealand Annual Report 2023

1

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

FY23 highlights
8%

GROWING

SHAREHOLDER

RETURNS

per share

27c

Total FY23 dividend of 27 cents

per share, 100% imputed,

with a value of $501 million

1


up from 25 cents per share

in FY22. $146 million

returned through on-market

share buy-back

1 This includes the dividend paid for H1FY23 of $252 million and the estimated

dividend to be paid for H2FY23 of $249 million.

MOBILE LEADING

THE MARKET

growth

9%

Mobile service revenue

grew 9%, supported by

data-driven marketing,

brand strength, product

innovation and growing

data usage – maintaining

market leading position

10%

BETTER

CUSTOMER

EXPERIENCES

MySpark app

unique users

1.57m

Interaction net promoter

score +31 points and

MySpark app unique

users growing 10% YoY

to 1.57 million

Highlights FY23

TowerCo transaction

enabling returns to

shareholders and

investment in

future growth

REALISING THE

VALUE OF

INFRASTRUCTURE

ASSETS

in proceeds

$911m

9%

Highlights FY23

Highlights FY23

Hello tomorrow2

WIRELESS
BROADBAND

GROWTH

of broadband base

30%

Meeting three-year

ambition by growing

wireless broadband from

20% of our base to 30%,

providing customer

choice and supporting

broadband profitability

76%

NEW

TECHNOLOGY

INVESTMENTS

IoT connections

1.46m

5G in 77 locations across the

country, Internet of Things

2


connections up 76% to 1.46

million, Takanini data centre

expansion and satellite trials

underway

2 The Internet of Things is a network of physical objects that are embedded with sensors, software, or

other technologies to capture data and share this with other devices or systems over the internet.

3 From FY23 we changed how we measure the engagement of our people to a more comprehensive

engagement score.

ENGAGED

PEOPLE

engagement

70%

Employee engagement

remains strong at 70%

3

,

approaching upper quartile

performance among large

New Zealand businesses, with

continued investment in skills

development, progression,

wellbeing and diversity

Skinny Jump connecting over

27,000 households in need

and new research launched

showing digital technology

could support at least 42%

of the emissions reductions

required to hit New Zealand's

2030 carbon budget targets

TECHNOLOGY

FOR GOOD

households

27k

+

10pp

14%

Ko te pae anamata, whakamaua

3

Spark New Zealand Annual Report 2023

Contents
Ko te pae anamata, whakamaua

– hello tomorrow

About this report

5

How we create value

6

Spark’s operations

8

Spark’s performance snapshot FY23

9

Chair and CEO review

10

Our new strategy

14

Our performance

18

Creating value for our customers

22

Creating value through our network and technology

32

Creating value for our environment

42

Creating value for our people

50

Creating value for our communities

62

Our governance and ESG management

68

Our risk management

72

Our Board and Leadership Squad

78

Leadership and Board remuneration

85

Financial statements

Financial statements

88

Notes to the financial statements

93

Independent auditor's report

136

Other information

Corporate governance disclosures

141

Spark’s managing risk framework roles and responsibilities

150

Sustainability appendix

Materiality

151

Stakeholder engagement

153

Global Reporting Initiative (GRI) content index

155

Glossary

157

Contact details

159

4Hello tomorrow

Contents

Contents

About this report
• This is an integrated report that shares our financial, social, environmental and

economic performance. To inform our approach we’ve applied the

International <IR> Framework, which considers the creation of value over the

short, medium and long term, thinking holistically about the resources and

relationships the organisation uses or affects and the dependencies and

trade-offs between them as value is created.

• At the heart of this approach is the <IR> value creation model (laid out on

pages 6 and 7), which details the ‘capitals’ we draw upon, our strategy and

business model, and the outputs and outcomes we deliver. We have a section

of the report dedicated to each of these capitals. Our detailed financial report

is covered in pages 88–139.

• The report also applies the Global Reporting Initiative (GRI) standards, the

most widely used global sustainability reporting standard. This requires us to

apply a materiality lens to identify and report against the sustainability issues

most important to our business and our stakeholders. We have a dedicated

sustainability appendix at the back of the report that includes our materiality

matrix and our GRI index that directs to where we have covered specific

sustainability topics in the report and elsewhere. See pages 151–156.

• We report climate-related disclosures against the TCFD (Taskforce on

Climate-related Financial Disclosures) Framework and, where possible, we

have aligned to the incoming External Reporting Board (XRB) requirements.

See pages 74 – 77.

• This Annual Report is published alongside a suite of other disclosures covering

the FY23 period, including our Corporate Governance Statement, our Modern

Slavery Statement and our Greenhouse Gas Inventory Report. For the full suite

of FY23 disclosures please visit https://www.sparknz.co.nz/about/governance/

Justine Smyth, CNZM

Chair

Charles Sitch

Chair Audit and Risk

Management Committee

Key dates

Annual Meeting

03 November 2023

FY24 half-year results announcement

28 February 2024

FY24 year-end results announcement

23 August 2024

This report covers the activities of Spark New Zealand Limited and

its subsidiaries for the period 1 July 2022 to 30 June 2023. It is

dated 18 August 2023 and is signed on behalf of the Board of

Spark New Zealand Limited by Justine Smyth, Chair, and Charles

Sitch, Chair Audit and Risk Management Committee.

Hello tomorrow

Spark Annual Report 2023

ANAMATAKO TE PAE

WHAKAMAUA

Spark Greenhouse Gas

Inventory Report 2023

INVENTORY

GREENHOUSE GAS

Spark Modern Slavery

Statement 2023

S TATEMENT

MODERN SLAVERY

CORPORATE

GOVERNANCE

Spark Annual Corporate

Governance Statement 2023

Spark New Zealand Annual Report 2023

5

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

A culture that
develops and

empowers

our people

Investment in

resilient, adaptable

infrastructure for

New Zealand’s

future

Innovation to

create value for

Spark and our

customers

Providing leading

products and

services that

connect

and enable

New Zealanders

Economic

Transformation

Digital

Equity

Sustainable

Spark

Te Korowai

Tupu

Including the elements of our Sustainability Framework pages 14 and 16

How we create value

WHAT WE RELY ON

Our customers

Social capital


Consumers and organisations

that are enabled by our

products and services

Financial capital

Financial capital

Equity, debt and cash generated

through our operations

Our network

and technology

Manufactured + intellectual capital

Our mobile sites, data networks,

systems, processes and digital

services capability

Our people

Human + intellectual capital

Engaged, adaptive and

inclusive teams that are the

heart of our business

Our environment

Natural capital

Energy, materials and impacts

of our operations

Our communities

Social + human capital

Our communities around

New Zealand and the communities

across our global supply chain

OUR BUSINESS MODEL

G

O

V

E

R

N

A

N

C

E

B

U

S

I

N

E

S

S


S

T

R

A

T

E

G

Y

W

h

a

k

a

m

a

n

a

,


W

e


E

m

p

o

w

e

r

M

a

t

o

m

a

t

o

,


W

e


S

u

c

c

e

e

d


T

o

g

e

t

h

e

r

T

ū

h

o

n

o

,


W

e


C

o

n

n

e

c

t

M

ā

i

a

,


W

e


a

r

e


B

o

l

d

TO HELP

WIN BIG

OUR PURPOSE

IN A DIGIT AL WORLD

O

U

R


V

A

L

U

E

S


6

How we create value

Hello tomorrow

How we create value

OUTPUTS FY23OUTCOMES FY23
• 120% increase in mobile capacity over the past

three years

• 56 additional locations with 5G now live in 77

locations across New Zealand

• Investment in mobile core and Optical Transport

Network 2.0 to build adaptability, resilience and

capacity

Connected and resilient

New Zealand

Enabling a connected New Zealand and providing

infrastructure to support innovation

See page 32

• 2.7 million mobile connections, up from

2.5 million in FY22

• 699,000 broadband connections, down 5,000

from FY22

• Consumer and small business interaction

score (iNPS), up 2 points from FY22 to +31

• Growth of technology solutions to solve

real-world business problems

Connected customers

Enabling our customers to realise the benefits of digital

technology and enabling their own value creation

See page 22

• $4,491 million reported operating revenue

and other gains. Adjusted operating revenue

and other gains up 5.1% to $3,908 million

• $1,135 million reported net earnings. Adjusted

net earnings up 5.6% to $433 million

• 27 cents per share dividend, up 2 cents per

share from FY22

Capital for future investment

Enabling future investment in our business and providing

market returns to grow financial capital for our shareholders

See page 9

Engaged and inclusive teams

Enabling the success of our business and our people

and growing New Zealand’s human capital

See page 50

• Employee engagement score of 70%

• 40:40:20 gender representation at Board,

Leadership Squad and senior leadership levels

• 83% of employees sharing ethnicity data

• Investment in learning and development

Reduced draw on natural capital

Enabling a reduced draw on natural capital in our

business and through our customers' use of

technology

See page 42

• 13,318 tCO

2

e scope 1 and 2 emissions, down

29.8% from FY22

• 559 tonnes of e-waste recovered, up 14 tonnes

from FY22

• 14,913 mobile phones collected for recycling,

down 5,696 from FY22

• Efficiencies enabled across other sectors

• Skinny Jump benefitting 27,341 households, up

from 23,323 in FY22

• 622 connections to the Digital Marae Connectivity

Programme, up from 586 in FY22

• Improved approach to supplier risk through

Modern Slavery Framework

• Community investment through Spark Foundation

Connected and empowered

communities

Enabling all New Zealanders to benefit from the

digital world and improving social outcomes across

our value chain

See page 62

7

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

Spark’s operations
Fibre Transport Network

Data Centres

Earth Station Satellite Link

Corporate Offices

Tasman Global Access Cable

Connection through Australia

to the rest of the world

Connection through Australia

to the rest of the world

Connection through USA

to the rest of the world

Connection through USA

to the rest of the world

Southern Cross Cable

Southern Cross Next Cable

98%

of New Zealanders

reached by our

4G network

99%

of the population

reached by our Internet

of Things network

1

24

regional business hubs

5,432

New Zealand

employees

16

data centres

699k

broadband connections

63

retail stores

Spark is New Zealand’s largest telecommunications and

digital services company. Our customers range from

individual New Zealanders and households to small

businesses, not-for-profits, government and large enterprise

clients. Across all our services – mobile, broadband, cloud

services, digital services and entertainment – we have

relevance for almost every New Zealander.

We operate the following brands and businesses

CommunityConsumerBusinessOther brandsGrowth markets

Active infrastructure on

~

1,500

mobile sites supporting

more than 2.7 million

mobile connections

(internet of things)

1 Cat-M1 Internet of Things network.

8

Spark’s operations

Hello tomorrow

Spark’s operations

Spark’s performance snapshot FY23
1 Adjusted for the impact of the net gain on sale of Connexa (formerly TowerCo)

of $583 million, within other gains, and the one-off provision of $54 million for

Spark Sport, within operating expenses. There were no adjusting items in FY22.

2 Earnings before finance income and expense, income tax, depreciation,

amortisation and net investment income (EBITDAI) and capital expenditure are

non-Generally Accepted Accounting Practice (non-GAAP) measures. These

measures are defined and reconciled in note 2.5 of the financial statements.

3 Adjusted for the impact of the net gain on sale of Connexa of $583 million,

the one-off provision of $54 million for Spark Sport, the $5 million net gain

on dilution of the investment in the Connexa group and related tax impacts

of $168 million. There were no adjusting items in FY22.

4 Free cash flow is a non-GAAP measure and is calculated on page 9 of Spark’s

FY23 Detailed Financials. The prior year comparative has been restated to align

with the FY23 definition for free cash flow.

5 Interaction Net Promoter Score, a measure of customer engagement.

Adjusted operating revenue and other gains

1

$3,908m 5 .1%

Reported operating revenue and other gains

$4,491m 20.7%

Adjusted EBITDAI

1,2

$1,193m 3.7%

Reported EBITDAI

2

$1,722m 49.7%

Reported net earnings

$1,13 5m 176 . 8%

Adjusted net earnings

3

$433m 5.6%

Broadband revenue

$626m -2.0%

Free cash flow

4

$489m 12.9%

Consumer and small business iNPS

5

+31 2 points

Mobile revenue

$1,470m 8.8%

Cloud security and service management revenue

$436m -2.2%

Capital expenditure

2

$515m

Employee engagement

70%


New measure

9

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

Spark performance snapshot FY23

Ko Te Pae
Anamata,

Whakamaua

Tēnā koutou,

Justine Smyth, Chair,

and Jolie Hodson, CEO

10Hello tomorrow

Chair and CEO review

Chair and CEO review

Over the last twelve months we have been
focussed on delivering what we said we

would in the final year of our three-year

strategy, while setting a path for the future.

It is fair to say the last three years were a

time like no other. When we created the

strategy no one had heard of a lockdown,

and it was inconceivable that New Zealand

would close its borders to the world. But

like all businesses in Aotearoa, we had to

adapt at pace to a constantly changing

environment, and it is testament to the

execution capability of the Spark whānau

that we were able to do so without

wavering from our strategic goals.

Through the locally unique data and AI

capability we have developed, our

simplified portfolio, and the significant

network and technology investments we

have made, we have achieved market

leadership in mobile, stabilised our number

one position in broadband and scaled our

growth markets of Internet of Things and

digital health. Our business fundamentals

are stronger – with higher customer and

people engagement, consistently growing

brand strength and top quartile

sustainability performance.

During these uncertain times we know our

shareholders have been looking for

consistent returns. Through a focus on

effective portfolio management and

maximising the value of Spark’s

considerable portfolio of infrastructure

assets, we have grown shareholder value

over the last three years.

Our infrastructure review resulted in the

strategic divestment of a 70% stake in our

TowerCo business to the Ontario Teachers’

Pension Plan (OTPP) for $911 million and

when combined with our decision to exit

Spark Sport, delivered a net EBITDAI gain

on sale of $529 million. We committed to

return up to $350 million of these proceeds

to shareholders through an on-market

share buy-back, with $146 million returned

at the end of June.

We have allocated an equal amount to

investment in future growth, with $250-

$300 million to be invested in the high-

growth data centre market and $40-$60

million into 5G Standalone, which will open

up new commercialisation opportunities

across our portfolio.

The TowerCo business was rebranded to

Connexa during the year, and successfully

acquired the passive mobile tower assets of

2degrees from its owners Macquarie Asset

Management and Aware Super Limited.

This resulted in our shareholding diluting

from 30% to approximately 17% of the

resulting larger business, and will deliver

greater operational efficiencies that will

support more infrastructure sharing, better

network economics, and faster deployment

of new digital infrastructure across Aotearoa.

We completed FY23 maintaining our ~31%

EBITDAI margins and growing sustainable

free cash flow to support a higher dividend.

As we look to FY24, we have confidence in

our ability to continue to grow earnings and

our free cash flow to ~$490 to $530 million

and are guiding to a total FY24 dividend of

27.5 cents, 100% imputed.

This is a strong finish to the last three years,

with Spark strengthening its competitive

position in key markets, and ranking #4 for

shareholder returns when compared to

global peers – with a three-year total

shareholder returns CAGR of 9.3%.

“ Over the last twelve months

we have been focussed on

delivering what we said we

would in the final year of our

three-year strategy, while setting

a path for the future.”

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

11

Spark New Zealand Annual Report 2023

Our FY23 performance
As a result of the TowerCo gain on sale, our

FY23 reported revenue grew 20.7% to

$4,491 million. When adjusting for this

transaction, revenue increased 5.1% to

$3,908 million, driven largely by our

standout performance in mobile.

Mobile service revenue grew 9% to

$980 million and we continue to lead the

market, as mobile connections grew and

roaming returned to 86% of pre-COVID-19

levels. Our dual brands Spark and Skinny

continue to meet a wide range of customer

needs, and the launch of our new Team Up

mobile plans delivered greater value to our

customers and growth for Spark.

We continue to lead the market in

broadband, and while revenue declined

2% to $626 million, ongoing growth in

wireless broadband supported profitability

in a highly competitive sector and we

achieved our three-year ambition of 30%

of our base on wireless.

Cloud, security and service management

revenue decreased 2.2% to $436 million,

as the mix shift from private cloud to public

cloud continued and service management

activity normalised post COVID-19. We are

actively refocussing the business to adapt

to these trends, realigning our cost base to

changed margin profiles and investing in

product innovation within enterprise

service management and hybrid cloud,

where Spark is uniquely positioned to lead.

During the year we announced the

expansion of our portfolio to include

new satellite services for our customers.

Through a partnership with Lynk Global we

will start trialling a text-to-mobile service at

the end of 2023, and in partnership with

Netlinkz, we will supply Starlink business-

grade satellite broadband to business

customers following the completion of

trials currently underway.

We continued to see strong growth in

Internet of Things with revenue up 33% and

total connected devices growing 76% to

1.46 million – surpassing our three-year

target of ~1.2 million. While digital health

revenues were impacted by delays and

deferrals due to health sector reforms,

digital health and Internet of Things

collectively contributed $122 million of

revenue during the year.

As a result, we delivered adjusted EBITDAI

growth of 3.7% to $1,193 million, in line

with guidance, and adjusted Net Profit After

Tax (NPAT) growth of 5.6% to $433 million,

driven by EBITDAI growth, lower

depreciation and amortisation costs,

partially offset by higher tax expense.

Free cash flow was towards the upper end

of our FY23 aspiration at $489 million,

driven by EBITDAI growth and disciplined

capital management.

We were pleased to confirm a total FY23

dividend of 27 cents per share for our

shareholders, 100% imputed and an

increase of 8.0% or 2 cents year on year.

Looking forward –

our new strategy

Looking ahead to the next three years, we

know the pace of change and disruption

will only accelerate from here. The world

around us is changing rapidly and we need

to change with it.

Aotearoa is growing, getting older and

becoming more diverse. This brings

tailwinds from higher immigration, which

support mobile and broadband growth,

and headwinds as we have larger numbers

exiting the workforce and fewer entering,

over time.

Our business customers are facing

inflationary cost pressures, supply chain

challenges and labour shortages, which is

forcing a focus on efficiency and

productivity. The opportunity for Spark is to

harness the power of emerging and

converged technologies to provide new

solutions to these challenges that haven’t

been possible in the past.

As we have shaped our new strategy we

have done so with our changing country in

mind, to position Spark for success in

multiple potential futures.

Our three-year focus is on empowering the

people and businesses creating Aotearoa’s

tomorrow. As an enabling business our

success will be measured in the success of

others. We will bring New Zealanders the

best digital first experiences, curated to

their needs, and support local businesses

big and small to grow and become more

productive and sustainable through

technology.

We will build on the progress we have

made over the last three years through our

capability-led approach by continuing to

invest in our key sources of differentiation

– our data and AI capability, simpler and

more digital customer experiences, our

network and technology investment and

the strength of our people and culture.

Finally, how we do business will remain just

as important as what we will do, with a

focus on Toitū Sustainability at Spark and

integrating te ao Māori into our business,

an enduring part of our new strategy.

“ We are proud of the results

Spark has delivered during

FY23 and over the last three-

year strategy period and the

value we have created for our

shareholders.”

Hello tomorrow12

Chair and CEO review

For running header don't delete

Toitū Sustainability
at Spark

Over the last three years we have made

strong progress across our sustainability

focus areas, which is reflected in our

acceptance into the Dow Jones

Sustainability Australia Index and our

ranking in the top quartile of the Worldwide

Benchmarking Alliance’s Digital Inclusion

Benchmark.

To support Aotearoa’s economic

transformation, we have accelerated our

5G rollout, expanded rural coverage and

undertaken research into the role digital

technology can play to meet New Zealand’s

climate change challenge.

We have invested a cumulative $5 million

into community-led digital equity solutions

through Spark Foundation and grown our

not-for-profit broadband service Skinny

Jump 150% to support over 27,000 homes

across the country – with over $6 million of

data provided for free during FY23 alone.

And we have made significant

improvements to our own business. We

established our science-based emissions

reduction target and efficiency programme

and we have enhanced our ethical supply

chain processes and supplier auditing.

We still have more work to do to increase

female representation within Spark and to

meet our 40:40:20 target. We held flat in

FY23, with women representing 34% of our

workforce. We did, however, make strong

progress reducing our gender pay gap

from 28% in FY20 to 21.6% at the end of

FY23. We have also made progress

expanding our focus to ethnic diversity

– with over 83% of our people now sharing

their ethnicity with us, which will enable

targeted initiatives to increase

representation in the future.

Our new Sustainability Framework is

outlined on page 17 and commits Spark to

a clear set of Key Performance Indicators

(KPIs) that we will hold ourselves

accountable to annually in this report. We

believe this is an ambitious roadmap that is

focussed in the areas Spark can make the

most meaningful contribution.

This framework sits alongside our Māori

strategy, Te Korowai Tupu, which remains a

strategic focus. We continue to integrate te

ao Māori across our business, and in the

next three years our ambition is to grow

both Māori and Pasifika representation

within Spark by five percentage points.

Thank you

We are proud of the results Spark has

delivered during FY23 and over the last

three-year strategy period and the value

we have created for our shareholders.

We would like to recognise the hard work

and commitment of the Spark whānau that

has delivered these results.

We would also like to acknowledge the

extraordinary efforts of the teams who

supported our customers during Cyclone

Gabrielle – working around the clock to

restore connectivity to communities and to

ensure our customers were able to

reconnect with loved ones as quickly as

possible. Thank you also to our

shareholders, customers, suppliers and

partners, for your ongoing support.


Ngā mihi nui

[thank you]

Justine Smyth, CNZM

Chair

Jolie Hodson

CEO

Ko te pae anamata, whakamaua

13

Spark New Zealand Annual Report 2023

Our FY24-FY26 strategy:
empowering the people and businesses creating Aotearoa’s tomorrow

Our values

TŪHONO: we connect

WHAKAMANA: we empower

MATOMATO: we succeed together

MĀIA: we are bold

Our purpose

TO HELPALL OF

WIN BIGIN A DIGITAL WORLD

NEW ZEALAND

Āwhinatia ngā tāngata katoa o Aotearoa

kia matomato te tipu i te ao matihiko

Our FY26

outcomes

Low/mid

single digit CAGR

EBITDAI growth

>10%

Free cash flow

growth

+10 lift

Customer

engagement

Top decile

People

engagement

Top quartile

Sustainability

benchmarking

Our FY24-26 focus

We will empower the people and businesses creating Aotearoa’s tomorrow by: 

Bringing New Zealanders the best digital-first

experiences, curated to their needs

LEAD

Mobile

LEAD

SME & Business

OPTIMISE

Broadband

GROW

High-tech Solutions

Enabling New Zealand businesses to grow and become

more productive and sustainable through technology

Our

enablers

Next evolution

technology

Simple, data-driven

organisation

Innovation culture

Our commitment:

to stand together

for generations

to come

Economic

Transformation

Toitū Sustainability at SparkTe Korowai Tupu

Digital

Equity

Sustainable

Spark

Our Māori

Strategy

14Hello tomorrow

Our new strategy – FY24-FY26

Our new strategy – FY24-FY26

Spark’s plan on a page
During the year we launched our new

three-year strategy, which sets out our

ambitions to FY26.

The new strategy builds on the progress we

have made over the last three years

through our capability-led approach and

investment into new growth markets and

positions Spark for success in multiple

potential futures. We will continue to

accelerate Spark’s transition from its

telecommunications roots to broader

digital services by investing in digital

infrastructure and high-tech solutions that

will generate new revenue streams.

This includes a $250-$300 million

investment into the high-growth data

centre market, and $40-$60 million

investment into the development of 5G

standalone and multi-access edge

compute, which will open up new

commercialisation opportunities in mobile,

broadband and digital services.

Our focus over the next three years will be

to empower the people and businesses

creating Aotearoa’s tomorrow by:

• Bringing New Zealanders the best

digital first experiences, curated to

their needs

»We will deepen our use of data-

driven personalisation for individuals

and households and leverage our

technology investments to enable

us to continue to lead mobile and

optimise broadband.

• Enabling New Zealand businesses to

grow and become more productive

and sustainable through technology

»We will lead SME (small-medium

enterprises) by delivering scalable,

standardised technology solutions

that meet the needs of our

customers.

»We will lead business by

accelerating simplification and

portfolio focus to deliver growth

and efficiency, and by enabling our

customers to become more

productive and sustainable

through technology.

»We will grow high-tech solutions for

our enterprise and government

customers by leveraging new

capabilities and technology

convergence to create innovative

solutions to problems that unlock

new value.

We will build on our capability-led

approach established over the last

three-years by focussing on a set of

enablers that give us a competitive

advantage and underpin growth in

established and new markets:

1. Next evolution technology

We will continue to deliver a highly secure,

automated and resilient network, while

investing in the digital infrastructure our

customers need to grow. We will deploy

5G standalone nationwide to create the

opportunity for us to provide ‘fibre-like’

experiences, accelerating our

competitiveness and fuelling new

growth areas.

2. Simple, data-driven organisation

We will unite our focus on simplification

and data and extend the competitive

advantage we have built in mobile and

broadband further into SME, and across to

business, and the Spark enterprise at large.

3. Innovation culture

We will offer our people opportunities to

learn and develop skills that will fuel our

growth ambitions and prepare them for the

future of work. This will differentiate Spark

by creating a culture of learning and

innovation, progression opportunities and

top decile people engagement.

How we do business will remain just as

important as what we will do.

Toitū Sustainability at Spark is integrated

into Spark’s business strategy through our

commitment to the three pillars of

Economic Transformation, Digital Equity

and a Sustainable Spark. These

commitments sit alongside our Māori

Strategy, Te Korowai Tupu, which informs

how we develop strong connections with

Māori and builds our understanding of

te ao Māori.

• Toitū Sustainability at Spark

»We will continue to pursue

growth that supports Aotearoa

New Zealand’s economic

transformation, protects our natural

environments and helps to close the

digital divide.

• Te Korowai Tupu

»Our Māori Strategy finds the shared

space between te ao Māori and the

corporate world, with a focus on

meaningful partnerships that

increase Māori participation and

progression in our sector and

supports the revitalisation of

te reo Māori.

With this focus we will deliver sustainable

growth for our shareholders, measured by:

• Delivering top-line revenue growth

through reinvestment in the business,

which when combined with sustained

cost discipline, will deliver low-mid

single digit CAGR

2

EBITDAI growth.

• Disciplined capital management and

free cash flow growth, which will grow

dividends for our shareholders and

generate market-leading total

shareholder returns.

• Lifting customer engagement by +10.

• Achieving top decile people

engagement.

• Maintaining top quartile sustainability

benchmarking.

1 5G standalone refers to a network that has a 5G

core, as well as 5G on mobile towers rather than

non-standalone 5G, which uses a combination

of existing 4G LTE architecture with a 5G radio

access network (RAN).

2 Compound Annual Growth Rate.

Ko te pae anamata, whakamaua

15

Spark New Zealand Annual Report 2023

Te Korowai
Tupu

Our Māori strategy, Te Korowai Tupu (the

cloak of growth), takes the threads of a

tangata whenua (indigenous people)

world view that can be woven across Kora

Aotearoa (Spark New Zealand) – into our

strategies, actions, and values.

Te Korowai Tupu is inspired, driven, and led

by kawa (protocol), tikanga (process), and

kaupapa Māori, and supported by Spark’s

talented group of Māori leaders – our

Kaiārahi.

Over the next three years we will focus on:

• Meaningful partnerships that deliver

great outcomes for Māori

• Increasing Māori representation within

Spark and the broader technology

sector

• Te Tiriti o Waitangi principles of

protection, partnership, and

participation

• Supporting the normalisation of te reo

Māori (language) and tikanga Māori

(practices)

In doing so, our aim is to find the shared

space between te ao Māori and the

corporate world. In this spirit of partnership,

threads of Te Korowai Tupu have been

woven throughout this report and

highlighted using the Kora Aotearoa logo.

Our new Sustainability

Framework

As we look to the next three years, we have

updated our Sustainability Framework to

provide greater transparency and

accountability. Our three key focus areas

are enduring and represent the highest

materiality to both Spark and our broad

range of stakeholders.

Each focus area has a clear set of

commitments with KPIs to track our

progress, which have been mapped to the

Sustainable Development Goals. We will

report on our progress against these KPIs

annually in our Integrated Report, while

continuing to provide updates at our half

and full-year results announcements.

In economic transformation we know that

the biggest contributions we can make are

to invest in the technologies that will help

our country transform; to expand

connectivity to more of the places

New Zealanders live and work; and to

support businesses to become more

sustainable through technology.

In digital equity we want to increase the

accessibility of our products and services,

while maintaining the highest security and

privacy standards; we will continue

supporting low-income households to

participate in the digital world; and we will

focus both Spark and Spark Foundation

investment on increasing Māori and Pasifika

participation in the technology sector.

Lastly, in Sustainable Spark we will continue

to invest in the capabilities, wellbeing and

diversity of our people; we will reduce our

impact on the natural environment; and we

will operate a responsible and ethical

business and supply chain.

We believe this is an ambitious roadmap

that is focussed in the areas where Spark

can make the most meaningful contribution

to Aotearoa.

“ Toitū Sustainability at

Spark is integrated

into Spark’s business

strategy through our

commitment to the

three pillars of

Economic

Transformation,

Digital Equity and a

Sustainable Spark.”

Relates to

Te Korowai Tupu

16

For running header don't delete

Hello tomorrow

Te Korowai Tupu

1. Excluding subsidiaries 2. Covering purchased goods and services and capital goods 3. Joint Audit Cooperation
TOITŪ SUSTAINABILITY

AT SPARK

TŪHONO: we connect WHAKAMANA: we empower MATOMATO: we succeed together MĀIA: we are bold

Economic

Transformation

Empower

New Zealand 

to transform to a

high productivity,

low carbon

economy

Our commitmentKPIs

Sustainable

Development Goals

Sustainable

Spark

Be bold in our

business to have a

positive impact on

our people, the

environment and

our communities

Champion digital

equity so all

New Zealanders

can thrive in a

digital future

Digital

Equity

Emerging technology:

we will invest in the digital

technologies and

infrastructure Aotearoa needs

to transform

• Deliver 5G Standalone

nationwide by FY26 to enable

innovation

Digital infrastructure:

we will expand connectivity to

more of the places New

Zealanders live and work

• Increase 5G connectivity to all

towns with a population

>1,500 by end FY26

Business digitisation:

we will support businesses to

harness the power of

technology to become more

sustainable

• Champion the integration of

digital technology into

Aotearoa’s climate change

planning

Products and services:

we will increase accessibility

and maintain the highest

security and privacy standards

• Maintain top quartile position

in the Worldwide

Benchmarking Alliance’s annual

Digital Inclusion Benchmark

Skills and pathways:

we will focus Spark and Spark

Foundation investment on

increasing Māori and Pasifika

participation in the

technology sector

• Increase Māori and Pasifika

participation within Spark by

+5 percentage points by

end FY26¹

Affordability:

we will support low income

households to participate in

the digital world

• Extend the reach of our

not-for-profit broadband

service Skinny Jump, with YoY

growth

Our people:

we will invest in the

capabilities and wellbeing of

our people and champion

diversity and inclusion

• Achieve 40:40:20 gender

representation across Spark by

June 2024

• Spark has a top decile

innovation culture by FY26

Our environment:

we will reduce our impact on

the natural environment

• Science-based target (SBTi):

reduce Scope 1 and 2

emissions 56% from

FY20-FY30 and ensure 70% of

our suppliers by spend

2

have

SBTi-aligned targets in place

by 2026

Governance:

we will operate a responsible

and ethical business and

supply chain

• Maintain top quartile

benchmark in the annual

Corporate Sustainability

Assessment

• Complete five JAC

3

aligned

supplier location audits annually

17

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

Our performance
1 Earnings before finance income and expense, income tax, depreciation,

amortisation and net investment income (EBITDAI) and capital expenditure

are non-Generally Accepted Accounting Practice (non-GAAP) measures.

These measures are defined and reconciled in note 2.5 of the financial

statements.

2 Adjusted for the impact of the net gain on sale of Connexa of $583 million,

within other gains, and the one-off provision of $54 million for Spark Sport,

within other operating expenses. There were no adjusting items in FY22.

3 Adjusted for the impact of the net gain on sale of Connexa of $583 million,

the one-off provision of $54 million for Spark Sport, the $5 million net gain

on dilution of the investment in the Connexa group and related tax

impacts of $168 million. There were no adjusting items in FY22.

4 This represents the H1 FY23 first-half dividend of 13.5 cents per share,

together with the H2 FY23 second-half ordinary dividend declared of

13.5 cents per share. Referenced on page 19.

5 On 31 January 2022, Spark acquired the remaining 50% of Connect 8

Limited, a mobile infrastructure business.

Operating revenues and other gains

• Mobile revenue growth of $119 million, or 8.8%, has been

driven by a growth in service revenue of $81 million, or 9%, due

to mobile connections growth and an increase in roaming and

inbound travellers revenue, with borders being fully open from

the end of July 2022. Non-service revenue also grew by

$38 million, due to an increase in handset prices and higher

volumes of accessories sales.

• Broadband revenue declined mainly due to a decline in average

revenue per user (ARPU) with customers migrating off legacy

plans and being acquired on lower priced in-market plans.

• Procurement and partners revenue increased by $46 million, or

8.6%, mainly due to increased licencing renewals for software,

particularly in the health sector.

• Cloud, security and service management revenue was impacted

by the ongoing shift between private and public cloud and

service management workloads were impacted by lower activity

in the health sector post COVID-19.

• Managed data, networks and services revenue growth of $4

million was driven by customer growth, along with increased

connections in key products.

• Voice revenues declined due to a combination of connection

losses and associated lower calling volumes as part of a

continued shift from fixed line to wireless calling, together with a

return to normalised 0800 and fixed-to-mobile calling revenues

after the COVID-19 related spikes in FY22.

• Other operating revenue grew $89 million, or 58.6%, driven by

mobile infrastructure revenue, including a full-year contribution

of Connect 8

5

compared to five months in FY22, and IoT

revenue growth resulting from increased connections.

• Adjusted other gains of $33 million, up $7 million from FY22,

were mainly generated from the sale and acquisition of mobile

and data centre network equipment and other assets, and gains

on lease modifications and terminations.

• Excluded from the adjusted result is the net gain of $583 million

from the sale of Connexa (formerly TowerCo), which contained

Spark’s passive mobile tower assets.

$ MILLION

MOBILE

BROADBAND

VOICE

PROCUREMENT

AND PARTNERS

CLOUD, SECURITY AND

SERVICE MANAGEMENT

MANAGED DATA,

NETWORKS AND SERVICES

OTHER OPERATING REVENUES

AND OTHER GAINS

NET GAIN ON SALE OF

CONNEXA

FY23

FY22

FY23

adjusting

item

1,600

1,400

1,200

1,000

800

600

400

200

0

$4,491m 20.7%

($3,908m up 5.1% on an adjusted basis)

Reported EBITDAI

1

$1,722m


49.7%

Adjusted EBITDAI

1,2

$1,193m


3.7%

Adjusted net earnings

3

$433m 5.6%

Reported net earnings

$1,13 5m


176.8%

Hello tomorrow18

Our performance

Our performance

25
75

125

175

225

275

325

375

425

475

525

1,675

1,725

1,775

1,825

$ MILLION

PRODUCT

COSTS

LABOURSPARK SPORT

PROVISION

OTHER

FY23

FY22

FY23 adjusting item

Operating expenses

• Product costs increased by $108 million, or 6.4%, driven by

increases in mobile handset costs, procurement and mobile

infrastructure costs supporting the increased revenues, partially

offset by decreased voice costs as it continues to become a

smaller part of the business.

• Labour costs increased by $16 million, or 3.2%, due to the

inclusion of a full year of Connect 8 results, insourcing of field

services, growth in subsidiaries Entelar Group and MATTR, and

increased remuneration costs.

• Adjusted other operating expenses increased by $21 million, or

5.5%, including an $18 million increase in accommodation costs,

driven by operating charges under the new Connexa lease and a

$6 million increase in travel costs following the easing of travel

restrictions.

• Excluded from the adjusted result is $54 million for the Spark

Sport provision. This was taken in the year following the

announcement that TVNZ would become home for the majority

of Spark Sport content from 1 July 2023. The provision includes

ongoing obligations under content rights agreements that

extend to FY28.

$2 ,769m 7.7%

($2,715m

2

up 5.6% on an adjusted basis)

Other

• Total depreciation and amortisation reduced by $16 million.

Depreciation and amortisation for property, plant and equipment

and intangibles was $10 million lower, primarily driven by the

disposal of Connexa assets. Depreciation on right-of-use assets

reduced by $5 million due to a net decrease in mobile right-of-use

assets following the Connexa transaction.

• Net finance expense increased by $19 million, with both finance

income and finance expense increasing as a result of increasing

interest rates. The overall increase in the year was driven by higher

lease interest expense largely because of interest on the new

Connexa lease.

• Adjusted tax expense increased by $14 million, in line with the

increased adjusted earnings before tax for the period.

• Tax income on the adjusting items includes $14 million for the

Spark Sport provision and $154 million as a result of the Connexa

transaction. Note that income tax payments in FY23 were $190

million, up from $160 million in FY22.

0

100

200

300

400

500

600

DEPRECIATION

AND

AMORTISATION

NET

FINANCE

EXPENSE

NET TAX

INCOME ON

ADJUSTING ITEMS

ADJUSTED

TAX

EXPENSE

$ MILLION

FY23

FY22

FY23 adjusting item

Connexa gain on sale

$583m

Reported basic earnings per share

60.7 cents


17 7. 2%

Adjusted basic earnings per share

3

23.2 cents


5.9%

Dividends per share

4

27.0 cents


8.0%

Ko te pae anamata, whakamaua

19

Spark New Zealand Annual Report 2023

620
670

720

770

820

870

$ MILLION

RECEIPTS FROM INTEREST

FY22

PAYMENTS FOR INCOME TAX

RECEIPTS FROM CUSTOMERS

PAYMENTS FOR INTEREST ON DEBT

PAYMENTS FOR INTEREST ON LEASES

PAYMENTS FOR INTEREST ON LEASED

CUSTOMER EQUIPMENT ASSETS

PAYMENTS TO SUPPLIERS

AND EMPLOYEES

FY23

Cash flows

• Operating cash flows decreased by $41 million with

increased net earnings being more than offset by higher

payments for provisional tax in FY23 and higher payments

for interest on leases, driven by interest on the new

Connexa lease.

• Investing cash inflows were $917 million higher than the

prior year largely due to net proceeds from the sale of

Connexa of $893 million, after transaction costs, and $11

million of cash proceeds from the sale of assets. Reduced

payments to long-term investments offset increased spend

in capital assets due to additional spend in growth

opportunities. Payments for spectrum represent a

prepayment for spectrum rights to be received in FY24.

• Financing cash outflows increased by $846 million primarily

due to net repayments of debt in FY23 using Connexa

proceeds, $146 million of share repurchases under the

on-market share buy-back programme and higher payments

for dividends due to an increase in the H1 FY23 dividend to

13.5 cents.

• Free cash flow was $56 million higher in FY23, driven by the

increase in EBITDAI and lower payments for the capital

expenditure included in free cash flow

1

, partially offset by

increases in payments for interest and tax outlined above.

20232022

YEAR ENDED 30 JUNE$M$M

Net cash flows from operating activities800841

Net cash flows from investing activities425(492)

Net cash flows from financing activities(1,196)(350)

Net cash flows29(1)

Free cash flow

1

489433

1 Free cash flow is a non-GAAP measure and is calculated on page 9 of

Spark’s FY23 Detailed Financials. The prior year comparative has been

restated to align with the FY23 definition for free cash flow.

Operating cash flows

$800m - 4.9%

Hello tomorrow20

Our performance

For running header don't delete

Key capital expenditure projects for the year included:
• IT systems investment included lifecycle investment and

licencing for internal IT systems, enhancements to support

new products and deliver simple, intuitive customer

experiences, development of deep customer insight

functionality and expansion of enterprise systems capability.

• Data centre spend was primarily on the new facility at Takanini,

with supporting investment into the Mayoral Drive facility.

• Mobile network investment included continued investment in

Spark's radio access and 5G deployment, increasing capacity

and coverage for mobile and wireless broadband. It also

included sustain and resilience investment in mobile core.

• Fixed network and international cable capacity included

investment to meet future requirements for Spark's fibre and

transport network, continuation of our core network expansion

and resilience programme, advancement of our exit strategy

for the PSTN and international cable capacity purchases to

meet forecasted demand for data.

• Investment in the Radio Access Network (RAN) was to support

full 5G standalone (SA) capability as an enabler of future

revenues from emerging technologies.

$515m

Capital expenditure

2


Capital expenditure to adjusted operating revenues

IT SYSTEMS

DATA CENTRES

MOBILE NETWORK

FIXED NETWORK & INTERNATIONAL

CABLE CAPACITY

5G SA READINESS

PROPERTY

CLOUD

OTHER

$

4

2

M


$

2

3

M


$

1

9

M


$

1

0

M


$

1

1

6

M



$

9

3

M


$

9

8

M


$

1

1

4

M


2 Capital expenditure is a non-GAAP measure and is defined in note 2.5 of

the financial statements.

3 Capital expenditure to reported operating revenues is 11.5% (FY22 11.0%).

13. 2%

3

( F Y 2 2 11. 0 %)

Ko te pae anamata, whakamaua

21

Spark New Zealand Annual Report 2023

As New Zealand’s largest telecommunications and digital services company,
we have relevance for almost every New Zealander. Our customers range from

individual New Zealanders and households to small businesses, not-for-profits,

government and large enterprise customers, as we deliver mobile, broadband,

cloud, digital services and entertainment.

We are excited by the opportunities digitisation brings and recognise our

responsibility to help Aotearoa leverage new capabilities to become more

productive and sustainable through technology.

Creating value

for our

customers

Social capital

Connected customers

OUTCOMES FY23

22Hello tomorrow

Creating value for our customers

Creating value for our customers

Customer experience
We have an enduring focus on improving

the experiences of our customers at Spark,

by making their interactions with us simple

and effective. This work is showing up in

customer feedback, with our measure of

customer satisfaction, our interaction net

promoter score (iNPS), up 2 points to +31

in FY23.

Simplifying to deliver on today’s

customer needs

We have continued our focus on

simplification – retiring legacy products and

services and developing new and more

intuitive ones that better reflect our

customers’ needs.

This includes reducing the number of

legacy mobile and broadband plans

our customers have been using, by

recommending the most similar available

plan, based on their usage and current

charges. In FY23 we moved over 240,000

lines onto modern plans, enabling us to

retire 38 legacy plans across mobile and

broadband.

In October, we retired our 'Companion

Plans' and launched ‘Team Up’, which

offers customers savings based on the

number of plans they have with Spark –

with a percentage discount off each plan

of up to 35%.

During the year we also closed down our

Collect Calling and 0900 services, with

usage in steep decline and the technology

used to deliver these services reaching

end-of-life.

Transparency

In FY22 we provided our customers with a

rolling 12-month view of their mobile and

broadband usage in the MySpark App and

MySpark web portal, and this year we took

this a step further with roaming usage

monitoring. This allows customers to track

their calling, text and data usage and better

manage their roaming pack allowances

while travelling overseas.

After a successful trial of a new right-

planning programme for our consumer

customers, ‘Made for You Review’, in FY23

we launched the programme more

broadly. The ‘Made for You Review’

prompts customers to check they are on

the best plan for their needs, with an email

providing a personalised view of their

usage and a recommendation on the best

plan available to them.

We are now working to extend the

programme to all of our broadband

customers and those on selected

legacy plans.

Making it easier for our customers

to interact with Spark

This year we have continued to focus on

how we can further meet our customers’

preference to interact with Spark digitally,

by providing the most convenient and

seamless digital platforms for

communication and self-service.

At the heart of our interactions with our

customers is our ‘Unified Frontline’ (UFL)

team, where our people are cross-skilled

across multiple customer touchpoints (such

as messaging, contact centres or retail

stores) and then moved around based on

customer demand. Over the past year, we

have evolved this model to ensure that it

best serves our customers’ needs.

Our messaging tool, which is available via

the MySpark App or a customer’s preferred

messaging app, is becoming an increasingly

popular way for our customers to reach us.

Messaging allows customers to respond in

their own time to an ongoing conversation,

unlike calling or live chat, which require both

the customer and agent to be available to

talk at the same time. For our UFL team

members, it means they can support

customers during any quiet periods in stores

– ensuring we are taking every opportunity to

deliver timely responses to customer

queries. Use of our messaging tool has

increased by 10% in the last financial year,

and our MySpark App now has around

1.57 million unique users (growing 10%

year-on-year) with 2.33 million interactions

per month on average.

Over the past couple of years, we have

been working to introduce ‘Shadow Mode’,

which allows our UFL teams to use the

same online journey as our customers,

rather than navigating more complex,

separate systems. This means agents can

see exactly what our customers can see

when providing support, which enables

faster and more effective customer support.

We also made some changes to our

website shop through our ‘Future Web’

programme, implementing a new format

with a new look and feel that is more

intuitive for customers and better

integrates with our internal systems.

In FY23 we saw a 13% increase in customer

journeys taken digitally for sales and

service, contributing to a 12.6% decline in

customer care contact via voice.

+31

Our interaction net promoter score rose

2 points to +31 points in FY23.

Ko te pae anamata, whakamaua

23

Spark New Zealand Annual Report 2023

Supporting our customers through Cyclone Gabrielle
The impact of Cyclone Gabrielle was

significant, with large-scale power

outages and cuts to fibre backhaul

putting incredible pressure on

telecommunications networks in

impacted areas. We worked with

urgency to restore connectivity for

New Zealanders, which you can read

more about in the network and

technology section of this report.

We also moved quickly to put support

measures in place for our impacted

customers. Our seven-day support

package helped impacted mobile

customers stay connected:

• Prepaid mobile customers received

an extra 100GB of data and

unlimited calling and texting

• Pay monthly ‘Endless’ customers had

their reduced speed thresholds

removed, enabling them to access

max speeds.

• Pay monthly ’Rollover’ customers

had data caps lifted so they had

access to unlimited max speed data.

• All mobile customers received free

hot spotting so they could use their

data on other devices as well.

As our stores in impacted regions

recovered from any damage and

gradually opened their doors, they

became local support hubs offering

technical support, device recharging

and access to store WiFi.

We kept our customers informed on the

connectivity restoration progress

through a dedicated webpage and

social media and set up a dedicated

phone line to ensure our call centre

could prioritise support for impacted

customers.

Once services were resolved, we

proactively contacted our mobile,

landline and broadband customers in

the area, who had been without service

for an extended period, and applied

credits to their account for each day

they were without service. We also

offered impacted customers

disconnections without fees and our

Customer Link service, which allows

customers to pause their landline plan

and retain their phone number for six

months without incurring any charges.

Using data and AI to personalise

customer interactions

Having a deep understanding of our

customers and their needs allows us to create

better experiences and more relevant offers.

We have been developing our data capability

for a number of years now and through the

use of artificial intelligence and machine

learning we are now able to better predict the

needs of our customers and deliver them the

right product or service at the right time.

Market-leading data and AI capability,

combined with simplified portfolio, delivered

17% annual improvement in conversion and

9% efficiency gains.

We are using a similar capability for our

small to medium enterprise (SME)

customers, with a programme led by our

‘SMILE’ (SME Intelligence) squad. This

programme aims to understand where our

SME customers are on their digitisation

journey with insights generated through

artificial intelligence, which then enables our

team members to respond with the most

relevant products and services.

When utilising these capabilities, we are

guided by our AI Principles, our Privacy

Values and our Privacy Policy, which ensure

we take a responsible and ethical approach

to the design and operation of AI

technologies. Our AI principles are

published on our website, providing

transparency for all our stakeholders:

www.sparknz.co.nz/about/governance

Investing in our brand strength

Spark has one of the most well-known

brands in Aotearoa, and we continually

invest in our brand strength to support our

marketplace success. Our three-year

ambition to FY23 was to grow brand

strength by 10 percentage points. Over the

last 12 months we have focussed on driving

efficiency, effectiveness and impact for our

brands Spark and Skinny through data-

driven brand measurement that helps us

better understand how to connect with

current and potential customers.

We achieved strong growth of 7 percentage

points and our tracking shows that Spark

has the highest brand strength of all

telecommunications companies in

New Zealand, is the country’s most trusted

telco and has also taken a leadership

position in the Auckland market.

Hello tomorrow24

Creating value for our customers

For running header don't delete

Spark 5G Street Museum:
A 5G-powered, augmented

reality experience

From August 2022 through to June 2023,

we put a modern twist on the traditional

museum experience through our 5G Street

Museum – demonstrating what emerging

technologies like 5G can bring to art,

culture and entertainment. The Museum

showcased a co-created series of

5G-powered augmented reality (AR)

experiences that brought to life unseen

stories of some of our nation’s most iconic

creatives – Parris Goebel, Benee, David

Dallas, Teeks and Askew One.

The Spark 5G Street Museum app was

available free to download for all, with

exhibits initially available to view across

selected streets in Auckland, Hamilton,

Wellington, Christchurch and Dunedin.

Each exhibition explored new forms of

storytelling and self-expression through

the power of 5G and AR.

Bringing New Zealanders the

entertainment that moves them

Spark is focussed on bringing New

Zealanders the best of entertainment,

offering services such as Netflix and Spotify

with mobile and broadband plans, as well

as giving our customers the chance to get

closer to the music they love, thanks to our

entertainment partnerships.

Our partnership with Spark Arena and

other festivals allowed us to provide our

customers with exclusive pre-sales, unique

experiences and the opportunity to win

free tickets to shows via exclusive Spark

customer competitions. Spark Arena

hosted ~500,000 patrons during the year,

some of whom we also hosted at ‘S

Lounge’, a VIP space that Spark customers

and their guests can enjoy prior to shows.

To remind our customers of the extra

value available to them by being a Spark

customer, this year we introduced a

programme called ‘Value Playback’ –

which shows customers the true value they

get through Spark, including their personal

savings, additional benefits they could

take advantage of, as well as the broader

value all New Zealanders benefit from

through Spark.

Farewell to Spark Sport

In December we announced our decision

to exit the sports streaming market with

TVNZ becoming the home of the majority

of Spark Sport content from 1 July 2023.

After entering the sports streaming market

in 2019, we delivered a wide range of

high-quality sporting content to our

customers across Aotearoa, alongside our

valued partners. With New Zealand Cricket,

we successfully produced three seasons of

world-class cricket matches in

New Zealand, which grew cricket

viewership, particularly among younger

audiences, and increased the quality and

quantity of women’s cricket coverage.

At the same time, it was challenging to

reach the scale we aspired to across the

Spark Sport platform, with COVID-19

causing major disruption to sporting codes

globally. That slower than expected start,

coupled with the escalating costs of

content rights globally, made it difficult to

justify the type of investment Spark Sport

required when we have a wider range of

investment opportunities across our

broader business.

We worked with our partners to transition

their content over to TVNZ and also

supported our Spark Sport people to find

new employment opportunities within

the market.

Ko te pae anamata, whakamaua

25

Spark New Zealand Annual Report 2023

Partnering with
New Zealand businesses,

big and small

Spark is a trusted partner to New Zealand’s

business community, with customers

ranging from start-ups and family

businesses all the way through to

government and New Zealand’s most

complex and innovative enterprises.

Supporting small-medium

businesses

Spark supports over 110,000 small to

medium businesses (SMEs) around

New Zealand through our network of local

Business Hubs. We use a licensee model,

which means Business Hubs are locally

owned and have a deep understanding of

the needs of their customers. This ‘local like

you’ approach is resonating, with a 5-point

increase in our net promoter score over the

last year.

In a high-inflation environment we know

the number one concern for our SME

customers is escalating costs, and we

continued to support them to achieve

productivity and efficiency improvements

by leveraging the power of technology.

We also continued to encourage small

businesses more broadly to get their

businesses online and adopt digital tools

through our ongoing support of the Digital

Boost Alliance. Our CEO Jolie Hodson

served as Chair of the Governance Board

in FY22 for the Alliance’s first year of

operation. Greg Clark, our new Consumer

and SME Director, is now on the Board.

Approximately 62,000 small businesses

have participated in the Digital Boost

programme so far.

Spark Lab

Spark Lab aims to inspire SME businesses

with new perspectives, delivered through

engaging virtual and in-person events.

Over the past year, Spark Lab events have

covered important topics such as emerging

technology, designing healthy workplaces,

being good custodians of data and

implementing financially and

environmentally sustainable business

practices, so that we can help businesses

accelerate into tomorrow with confidence.

At a time when we are seeing the

possibilities for digital technology to

enable cross-sector transformation, Spark

Lab worked with experience design

company, Semi Permanent, to bring some

of the world’s top innovators to Auckland

for our ‘Future State’ event in March. Future

State was a keynote speaker event that

explored the driving forces behind the next

era of technological innovation. Speakers

shared new trends, practical advice and

new approaches to innovation with ~1,000

attendees, including many of our SME

customers, to support their commercial

success through technological and creative

development.

Partnering with Māori

businesses

Our partnership with Whāriki, an

independent network of Māori

professionals, business owners,

entrepreneurs and rangatahi (youth), is

now in its third year and helped to

deliver a series of four regional events

in Whangārei, Tāmaki Makaurau, Te

Whanganui ā Tara and Ōtautahi. The

‘Talking Tech, Digital & Pākihi Māori

– Developing Capability through

Kōrero’ events brought together

thought leaders, innovators and

entrepreneurs from across the motu to

discuss the challenges and aspirations

of Māori businesses in the tech industry.

We also continued our support of the

Kōkiri Māori Business Start-up

Accelerator, run by Te Wānanga o

Aotearoa, to ensure Māori businesses

receive the support and investment

they need to flourish as they pitch for

seed funding. This year, alongside

financial support, we have five leaders

from Spark who have volunteered to be

on the advisory boards of each start-up

to provide guidance and support. While

this is about providing technology

expertise to Māori start-ups

participating in the programme, the

reciprocal relationship also enables our

people to grow on their own te ao

Māori journeys.

Creating value for our customers

For running header don't delete

Hello tomorrow26

Supporting New Zealand’s large
enterprise businesses

Spark Business Group continued to

support New Zealand’s largest businesses

to grow and transform through technology,

with some notable examples outlined

below.

In January, Parliamentary Service

announced Spark as its new IST

(Information, Systems and Technology)

partner, with Spark now assisting with the

delivery of the IST strategic direction and

future technology roadmap for Parliament.

In December, our cloud business CCL was

appointed the multi-cloud managed

service partner for Christchurch City

Council and will provide a broad suite of

hybrid and multi-cloud capabilities.

Australasian infrastructure company, Fulton

Hogan, sought our cloud consulting

business, Leaven’s assistance to re-imagine

time consuming and high-risk road

inspections. Leaven developed an AI-based

observation platform in Amazon Web

Services (AWS), taking video footage of

road surfaces captured by a video camera

fixed to a road assessor’s vehicle. The

platform reviews millions of images of road

surface damage, classifying defects and

providing a maintenance schedule and

severity rating to estimate the scope of

repairs. Real-time processing ensures

datasets for each piece of road can be

assessed and compared as road inspectors

capture video.

Our call centre business Digital Island

supported telehealth service, Reach

Aotearoa (formerly known as CBG Research),

to develop an urgently needed national case

investigation service so that it could assist the

Ministry of Health in providing close contacts

of COVID-19 cases with information and

support. Digital Island developed a

sophisticated omnichannel contact centre

solution, which helped thousands of

New Zealanders to isolate safely, thereby

limiting the spread of the virus.

Spark’s data and AI business, Qrious,

teamed up with MyEnviro and Adroit to

create an environmental monitoring system

for a Mangaone catchment group of farms.

The software platform draws on the live

data provided by high-resolution water

testing sensors across the entire catchment,

monitoring water PH, dissolved oxygen,

conductivity and temperature, as well as a

scan-developed sensor measuring nitrates,

suspended solids and turbidity. This is

supported by a full weather station and two

soil moisture sensors. Data from the

sensors is uploaded to Adroit’s cloud via

Spark’s dedicated Cat-M1 Internet of

Things network, enabling energy efficient

transmission that conserves the battery of

isolated sensor equipment.

Supporting the digitisation

of the health sector

During the year, Aotearoa shifted away

from regional District Health Boards to

three national health services: Manatu

Hauora (Ministry of Health), Te Whatu Ora

(Health New Zealand) and Te Aka Whai Ora

(Māori Health Authority). The prior health

system review identified that developing

data and digital capability would be a

critical enabler of its transformation,

requiring partners with deep sector

experience, who can create solutions

that enable the delivery of improved

health outcomes.

With Spark Health having won national

contracts for digital services under the

newly established Te Whatu Ora last year,

we continue to provide Microsoft,

Non-Microsoft and Azure Software and IT

services to the sector.

Wholesale

Spark Wholesale supports New Zealand

and international service providers with

Mobile Virtual Network Operator (MVNO)

services, data transport national backhaul,

international connectivity and cloud,

internet, IP voice and satellite services.

In the past year, our wholesale business

continued to grow Spark’s data centre and

connectivity portfolios locally and

supported global carriers, Content Delivery

Networks (CDNs) and global cloud

partners with their growth plans within

New Zealand. We also supported global

cloud provider requirements for higher rate

wholesale international capacity services,

including 100Gbps and 400Gbps

bandwidths on submarine cable paths

out of New Zealand. Domestic and global

wholesale customers were also supported

with the new ‘application to person

messaging’ short messaging service

(A2P One), to help them communicate

by text with their New Zealand end-

customers effectively.

“ Spark is a trusted partner to

New Zealand’s business

community, with customers

ranging from start-ups and

family businesses all the way

through to government and

New Zealand’s most complex

and innovative enterprises.”

Ko te pae anamata, whakamaua

27

Spark New Zealand Annual Report 2023

Developing new services
for our customers with

emerging technology

MATTR

MATTR, a standalone Spark subsidiary

company, provides infrastructure for

verifiable data and digital trust. MATTR’s

Software as a Service (SaaS) Platform

products MATTR VII and MATTR Pi provide

enterprises, governments and people next

generation capabilities to support trusted

digital interactions.

MATTR products provide new, privacy

respecting, convenient ways for people

and organisations to hold their own digital

credentials securely on their device and be

able to selectively share their verifiable

credentials with different relying parties

either in person or over the internet.

In April, MATTR was appointed technology

partner for the New South Wales (NSW)

Government’s pioneering NSW Digital ID

and Verifiable Credentials program. MATTR

will provide products that enable verifiable

credentials to be issued via the NSW

Government’s apps and independently

verified by third parties – helping the

people of NSW prove who they are and

what they are eligible for, while limiting the

amount of personal information they need

to share.

MATTR offers both public and private cloud

deployments of its platform and currently

supports public cloud customers in

New Zealand, Australia, Europe, USA

and Canada.

Cyber security, customer

safety and privacy

Spark puts cyber security, customer safety

and privacy at the forefront of everything we

do. We work hard to ensure the security of

our own networks and also support our

corporate and enterprise customers with

their security needs. We offer customers a

breadth of capability to monitor and detect

attacks across their networks and information

architecture, reduce business security risk

and improve their security profiles.

Cyber security

The World Economic Forum’s Global Risk

Report 2023 identified widespread

cybercrime and cyber insecurity as one of

the top 10 most severe risks over the short

and long term. In New Zealand Spark is a

trusted advisor to businesses on cyber

security and works alongside cyber security

agencies to monitor and respond to threats.

Our Chief Information Security Officer

(CISO) has responsibility for Spark’s cyber

security, while all members of the Spark

Board’s Audit and Risk Management

Committee have governance responsibility.

We govern our security programme using

the industry’s best practice frameworks,

including ISO27001 and NIST CSF

(National Institute of Standards and

Technology Cyber Security Framework).

All Spark services and networks are built

with multiple checks in place during the

‘design’, ‘build’ and ‘operate’ phases, to

ensure that they are deployed with

industry-leading levels of security, and we

continually assess and measure our cyber

security maturity level.

Our cyber security strategy is shaped with

the following inputs:

• Dynamic road mapping: We adopt a

dynamic three-year outlook on our

security posture in an effort to predict

and prepare for potential cyber threats

in the coming years, whilst remaining

flexible to the realities of threats as they

arise. Roadmap management allows

our team to scrutinise the cyber security

strategy on a quarterly basis, taking into

account evolving global cyber security

threats and any new technologies we

can implement to enable and protect

our people and customers.

In FY23, Spark’s cyber defence tribe won the award for Best security team at the 2022 iSANZ awards.

“ We have a large

security

operations team

with over 100

security subject

matter experts.”

Hello tomorrow28

Creating value for our customers

For running header don't delete

• Maturity assessments: Our goal is to
always be aligned with, or even exceed,

the latest industry standards, to

consistently elevate our cyber security

maturity. We audit our security maturity

through internal and external audits,

with frameworks like NIST, SOC-CMM

and a proprietary CMMI Maturity model

developed by Accenture forming the

backbone of these assessments. In

FY23 we also partnered with Google’s

Mandiant to undertake a

comprehensive maturity assessment,

which will aid in our bi-annual external

board assurance audit.

• Alignment with Spark’s business

strategy: Our cyber security strategy is

carefully aligned to both our wider

business strategy and the network

evolution strategy to ensure it can

support the business as it evolves.

People also play a critical role in helping to

detect and defend against potential cyber

security threats. For that reason, everyone

at Spark is required to undertake regular

cyber security training modules, to equip

them in identifying and helping to mitigate

potential threats.

We have a large security operations team

with over 100 security subject matter

experts and processes that ensure

appropriate ownership, oversight and

ongoing risk management is applied to our

customers’ and Spark’s IT systems and data.

Our Incident Response Plan governs how

we respond to threats, and we have

invested heavily in our threat intelligence

platform. In FY23, Spark’s cyber defence

tribe won the award for Best Security Team

at 2022 iSANZ (Information and Security

Awards New Zealand).

Customer safety

Spark has an important role to play in

helping prevent New Zealanders falling

victim to increasingly sophisticated scams,

both by blocking scams when possible and

raising awareness with our customers.

As in previous years, we work to limit the

number of scam calls our customers

receive by monitoring unusual calling

activity and blocking offending numbers.

We work closely with the broader

New Zealand telecommunications industry

via the NZ Telecommunications Forum

(TCF) to share information so that numbers

can then be blocked across all networks.

We also block access to URLs featured in

scam texts to prevent customers

inadvertently clicking on the links. Where

possible, our security and fraud teams work

with law enforcement to identify and shut

down scamming operations but this is

challenging when they are located offshore.

Because we cannot stop scamming from

occurring, we are focussed on empowering

our customers to be vigilant when it comes

to scams. We regularly educate and alert

customers on fraudulent activity, including

through direct customer communications,

regular updates on our scam alert website,

sharing alerts about widespread scams on

our social media channels, partnering with

Netsafe on its educational scam call

brochure and ensuing our customer service

teams are equipped to assist with scam call

enquiries.

We also sell a landline product called Call

Screen, which contains technology that can

effectively help users protect themselves

from scam calls.

Ko te pae anamata, whakamaua

29

Spark New Zealand Annual Report 2023

Customer privacy
Protecting our customers’ personal

information is a responsibility we take

seriously. We’re committed to keeping

customers’ personal information safe and

managing it in ways that align with

customer expectations, Spark’s Privacy

Values and the law, including the Privacy

Act 2020 and the Telecommunications

Information Privacy Code 2020.

Our privacy programme

Spark’s Digital Trust team leads Spark’s

privacy programme, providing frameworks,

tools and training to support Spark people

to follow our Privacy Policy and Values, as

outlined below.

Internal processes and controls to

safeguard customer privacy:

• Risk assessments: New products and

services are assessed for any privacy

risks, with appropriate mitigations

embedded into design and

implementation. New vendors are also

screened to ensure privacy will be

managed appropriately.

• Personal information access

management: Spark’s Call Investigation

Centre (CIC) manages requests for

personal information from customers

and government agency requests for

“ We’re committed to

keeping customers’

personal information

safe and managing it in

ways that align with

customer expectations,

Spark’s Privacy Values

and the law.”

personal information. We report on

these requests in our Spark

Transparency Reports:

www.spark.co.nz/help/privacy-and-

safety/how-we-manage-privacy/

spark-transparency-report

• Responding to data breaches: Our

dedicated Data Breach Reporting Tool

enables any breaches to be reported

by Spark people and managed in a

customer-focussed way, in compliance

with the Privacy Act 2020.

Awareness and support for Spark’s people:

• Privacy resources: Spark’s Policy

Playbook contains guides for applying

privacy considerations to everyday

activities and comprehensive resources

are provided for Spark people online.

• Privacy training: All Spark people must

complete privacy training on joining

and annually.

• Support resolving privacy issues: Spark

people are encouraged to raise any

privacy issues they become aware of via

the Digital Trust team or Spark’s internal

online whistleblowing tool.

Supporting Spark customers:

• The Privacy and Online Safety section

on our website contains a range of tools

and services to help customers safely

manage their privacy and security.

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Creating value for our customers

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Privacy compliance and reporting
In FY23 Spark people reported 140 data

breaches for investigation with 28 of these

meeting the Privacy Act criteria for

notification to affected individuals and the

Office of the Privacy Commissioner (OPC).

Most notifiable breaches involved

fraudsters impersonating individuals using

personal information obtained from

non-Spark sources, such as compromised

online accounts or phishing (where

fraudsters trick individuals into sharing their

personal information). We also notified

impacted customers and the OPC of

unauthorised access to some MySpark and

Xtra Mail accounts. These incidents

generally occur when individuals enter

their credentials into a phishing website or

use the same password on other online

platforms, which have subsequently been

compromised and their credentials

harvested. These incidents follow broader

New Zealand trends, with phishing and

credential harvesting a key driver of reports

to CertNZ by individuals over the past year.

As fraudsters’ tactics continue to evolve we

continually review our internal processes

and educate our customers around best

practice password management and

avoiding scams.

In FY23 Spark received 19 substantiated

privacy complaints from customers, where

we identified opportunities for minor

enhancements to our practices and

processes, or targetted coaching. Spark

also received two substantiated complaints

via the OPC; one carried over from FY22

and one preliminary enquiry.

Marketing and legal compliance

Under our Code of Ethics, all Spark people

are responsible for ensuring we behave

ethically and comply fully with all

applicable laws and regulations. Spark’s

Legal and Compliance Policy sets out the

specific accountabilities that our people

have for complying with the law. Spark’s

people leaders make sure their teams

have the information and training

necessary to meet these standards, and

our Legal and Digital Trust teams support

our people with comprehensive

frameworks, tools, training and advice.

Every employee is required to complete

online training modules on the Code of

Ethics and how to apply it, and we reinforce

this training through regular internal

communication across the business. See:

www.sparknz.co.nz/about/governance

During FY23, there were no Advertising

Standards Authority decisions upheld

against Spark Group.

Spark continues to engage constructively

with the Commerce Commission as

appropriate, both proactively and

reactively, on a case-by-case basis to

ensure we are complying with all

applicable laws and regulations. This

includes working proactively with the

Commission on various ‘retail service

quality’ (RSQ) initiatives, such as greater

disclosure of broadband speeds.

Spark did not receive any formal sanction

by the Commerce Commission in FY23.

Having received a warning letter from the

Commerce Commission concerning the

historic sale of Spark’s wire maintenance

service to wireless and fibre customers in

August 2022, we have since undertaken all

agreed remediation steps. This includes

customer refunds and improving our

systems and processes to ensure this does

not happen again.

Ko te pae anamata, whakamaua

31

Spark New Zealand Annual Report 2023

Creating value
through

our network

and technology

Manufactured + intellectual capital

Our extensive networks and valuable portfolio of digital infrastructure assets

underpin Aotearoa’s digital economy and help enable the people and businesses

creating our country’s tomorrow.

Our portfolio includes:

• Active infrastructure on ~1,500 mobile sites

• A 1,396km national fibre backhaul network

• Partnerships with local fibre networks and

Chorus to access the Ultra-Fast Broadband

(UFB) and national copper networks

• 16 data centres and 35 major network sites

(exchanges)

• A purpose-built Satellite Earth Station (SES)

in Warkworth

• ~41% shareholding in Southern Cross

Cable Network, which owns the Southern

Cross and the Southern Cross Next

international submarine cables.

• ~17% shareholding in Connexa

(formerly TowerCo)

Connected and resilient New Zealand

OUTCOMES FY23

32Hello tomorrow

Creating value through our network and technology

Creating value through our network and technology

Smart, automated
and unconstrained

Building a smart, automated network with

unconstrained capacity was one of the core

capabilities we identified in our three-year

strategy to FY23. With exponential growth

in demand for data ongoing across the

motu, we continued to invest in the digital

infrastructure our customers need to grow.

5G and emerging technologies

We have now deployed 5G into 77

locations and following the allocation of

80MHz of C Band spectrum from the

New Zealand Government, we continue

working towards nationwide coverage.

At the same time, we’re taking the

opportunity to upgrade 4G capacity on

many of our cell towers.

In parallel to increasing and densifying our

5G coverage across Aotearoa, our 5G

standalone capability continues to mature,

and we are committing $40-$60 million to

its development over the next three years.

5G standalone refers to a network that has

a 5G core, as well as 5G on mobile towers

– and this delivers enhanced performance

and lower latency, unlocking capabilities,

such as multi-access edge compute and

network slicing.

In January, we carried out a successful

deployment trial with Ericsson and Red Hat,

which demonstrated the ease with which a

standalone, cloud-native

1

solution can be

deployed and the low latency, high

bandwidth and reliability it can deliver to

enable high-performance use cases, such

as real-time video analytics.

While 5G networks in New Zealand today

use frequencies adjacent to 4G, in the

future these 5G networks will be able to

use a higher frequency range, known as

millimetre wave (mmWave). 5G in this

frequency range offers the opportunity for

optimised performance, faster speeds on

5G connectivity and improved customer

experiences. We are exploring 5G

technology operating in mmWave

spectrum and in July 2022, we conducted

New Zealand’s first rural trial of mmWave

technology. The trial achieved a peak

speed of 2.4 Gbps at a range of 3km and

1.4 Gbps at an extended range of 7km.

The internet of over a million things

Spark IoT (Internet of Things) solutions

have continued to grow, surpassing one

million ‘things’ being connected via Spark’s

networks this financial year. The growth

demonstrates the momentum behind

business adoption and cements Spark as

one of New Zealand’s largest IoT providers,

with connections growing 76% to 1.46

million and revenue growth of 33% over

the year.

IoT solutions enable businesses to monitor

things in the natural and physical worlds

around them, collecting data that can then

be analysed and used to inform decision-

making. This makes IoT a natural enabler of

initiatives that improve productivity, health

and safety, and sustainability. Our solutions

are now connecting tsunami gates, natural

water sources, forests, livestock, electricity

and water meters, construction equipment,

business fleets, pharmacy refrigerators and

much more.

We deliver these solutions through a range

of different Spark networks, each catering

to different business use cases, depending

on bandwidth and coverage requirements.

Networks delivering Spark IoT solutions

include our 3G, 4G and 5G mobile

networks, our Cat-M1 network, our NB-IoT

network and our LoRaWAN network.

Specialist IoT devices are used to record

and capture the data customers want to

monitor, and IoT platforms with dashboard

and alert features can be used by our

customers to act immediately on the

insights gathered.

Our purpose-built Innovation Studio in

Auckland allows New Zealand businesses

to explore and learn about emerging

technologies across IoT, 5G, multi-access

edge compute and mixed reality. The

studio also provides a space for our IoT

team to work with selected businesses to

co-create solutions that can help them

solve the challenges they face.

For examples of real-life Internet of Things

solutions in action, see the following two

pages for case studies.

1 An application that was designed to reside in the

cloud from inception.

Ko te pae anamata, whakamaua

33

Spark New Zealand Annual Report 2023

Internet of Things sensors are continuously
monitoring conditions, providing valuable

real-time data. The data is transmitted to

Fire and Emergency New Zealand (FENZ),

who will be able to take action if conditions

present a fire danger. This means that in the

event of a fire, emergency teams can

strategically position ground and aerial

personnel at the most effective locations or

even track changes in wind speed and

direction to stay ahead of the event.

The technology will help protect the forest,

neighbouring properties and wildlife. And

the public will also be able to check out

things like pollen count, temperatures,

rainfall, and other environmental data

online, which could be helpful for

asthmatics or allergy sufferers.

Over the year, we have continued to

develop our ‘high-tech’ capabilities, such

as AI, machine learning, 5G standalone,

multi-access edge compute and the

Internet of Things.

Up until now these capabilities have

operated largely independently of each

other but globally we are seeing a rapid

acceleration of convergence or the

bringing together of these different

technologies to solve business problems

where it was not possible or cost-effective

to do so in the past.

Over the next three years we will bring our

high-tech solutions together to deliver our

customers converged, end-to-end business

solutions. Considering the challenges

New Zealand businesses are currently

facing – high inflation, labour shortages,

and adapting to climate change – we

believe technology convergence has an

important role to play in boosting

productivity and sustainability outcomes

across our economy.

Solving real-life business challenges

with high-tech solutions

Protecting Christchurch’s Waitākiri, Bottle

Lake Forest Park from fire threats

More than 800 hectares of commercial pine

trees, regenerating native ferns, orchids,

grasses and shrubs in Christchurch’s

Waitākiri, Bottle Lake Forest Park are now

protected by New Zealand’s first

environmental sensing and early fire

detection network through a trial we

conducted with Christchurch City Council

and our technology partner Attentis.

The trial saw the installation of five

self-powered sensors that will deliver

environmental monitoring, live micro-

climate weather updates, air quality and

ground temperature information and visual

and thermal imaging that assists in early fire

detection. The 360-degree cameras and

“ Globally, we are seeing

a rapid acceleration of

convergence or the

bringing together of

different high-tech

capabilities to solve

business problems

where it was not

possible or cost-effective

to do so in the past.”

The convergence of our

high-tech capabilities

New Zealand’s first environmental sensing and early fire detection network has been deployed at

Christchurch’s Waitākiri, Bottle Lake Forest Park.

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Creating value through our network and technology

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Trialling 5G and AI-powered industrial
robotics with the University of Auckland

We have been working with researchers

from the University of Auckland to explore

the potential of 5G to transform the world

of industrial robotics. Industrial robots are

commonly used in electronics, food and

medical manufacturing as they can be

programmed to carry out automated tasks

with precision and accuracy. In a recent

trial, a research team from the University's

Faculty of Engineering explored whether

they could be controlled remotely in the

cloud via a 5G network.

The researchers measured the connection’s

latency (whether there is any ‘lag’) and jitter

(how reliable and consistent the connection

is) by testing various public and private 5G

network settings and sending data

between Auckland, Sydney, London,

Singapore and Oregon (USA). Through this

trial the team learned that the key to

achieving optimal speeds and reliability

performance is to incorporate artificial

intelligence (AI) algorithms to compensate

for any issues during data transmission.

In the long term, the researchers imagine

this technology could have the potential to

enable a range of activities that are not

possible today – for example, the remote

operation of robots to work in dangerous

environments.

Safeguarding animal vaccines with Internet

of Things technology

In December, our Internet of Things teams

worked with agriculture business PGG

Wrightson to deploy a solution that

monitors animal vaccine fridge

temperatures to reduce the likelihood of

vaccines going to waste through

insufficient storage measures.

Temperature and humidity sensors

installed in the fridges are now providing

real-time information through a centralised

dashboard and issuing alerts any time they

get too warm, whether due to a faulty

fridge, loss of power or a door being left

ajar. Previously, manual fridge monitoring

meant issues weren’t always detected early

enough resulting in not enough vaccines

available for stock, expensive losses and

lots of paperwork. This solution has

successfully reduced these risks and staff

have been freed up to help customers or

tend to other pressing issues in their day.

Spark New Zealand Annual Report 2023

Watercare uses Internet of Things solution

to better service commercial properties

Watercare has started rolling out smart

loggers on water meters for commercial

premises in Auckland to better manage

water usage across the city, save on manual

reads and improve billing accuracy for

commercial premises. The managed

service solution designed by Spark IoT

(Internet of Things) includes a device and

Subscriber Identity Module (SIM)

management platform to make it much

easier to manage devices and data at scale.

The new smart meters mean Watercare can

focus on efficiency gains thanks to having

near real-time data across the connected

non-residential properties, which provide a

detailed overview of their water use. Faults

and leaks are more easily identified and

fixed, leading to cost and water savings

across the board.

Monitoring water quality with Christchurch

City Council

We have been working with Smart

Christchurch and specialist environmental

monitoring company Adroit to install

sensors near various water sources along

the Ōtākaro-Avon river, which will enable

Christchurch City Council to respond more

quickly to water contamination events. The

goal for the Council is to have the ability to

see pollution events unfold in real time and

potentially take preventative action. Each

sensor station is powered by its own solar

panel and takes water measurements every

15 minutes. The data is then uploaded to

the Adroit Cloud platform via the Spark

Cat-M1 network.

Water sensors have been installed near various water sources along the Ōtākaro-Avon river enabling

Christchurch City Council to respond quicker to water contamination events.

Ko te pae anamata, whakamaua

35

Spark New Zealand Annual Report 2023

Network resiliency in the face of
accelerating natural disasters

Cyclone Gabrielle response

New Zealand is no stranger to extreme

weather events, and in the vast majority of

situations our telecommunications

networks hold up incredibly well. However,

Cyclone Gabrielle was an exceptionally

extreme weather event that caused

significant and sustained power outages

and destroyed many roads and bridges

that hold fibre backhaul – which connects

mobile towers to mobile exchanges.

As a result of this, more than 600 mobile

towers (across Spark, One New Zealand

and 2degrees) went offline during the

storm. Within Spark’s network only one of

our cell sites sustained physical damage

– all our outages were caused by power

outages or fibre cuts. While our cell sites

have back-up batteries, these only last

around four to eight hours and generators

rely on a steady supply of diesel, and need

to be refuelled regularly, which poses

Health & Safety challenges, particularly for

remote areas or areas where roading

infrastructure has been impacted.

While most copper landlines will continue

to work even when there is a power

outage, for the most part even copper

broadband/landlines will not function once

the batteries running the local street-side

cabinet they are served from run out.

Unfortunately, when power networks are

out for long periods of time, this inevitably

affects all forms of communications

networks.

The Telecommunications Emergency

Forum, a working party made up of key

network operators and retailers,

coordinated by the Telecommunications

Forum (TCF), was activated immediately

and worked alongside the National

Emergency Management Agency (NEMA)

to coordinate an urgent industry response.

Generators and dispatch satellite units

were flown into the affected areas via

helicopter, and our teams were on the

ground to restore connectivity as soon as it

was safe to do so.

As a result of these efforts, within 96 hours,

more than 90% of impacted towers were

back online.

Enhancing telecommunications resilience

Our customers rely on us to provide

networks and technology that is highly

reliable and available in the face of

unpredictable events – from unexpectedly

high levels of usage during COVID-19

lockdowns, to extreme weather events.

New Zealand’s telecommunications industry

already invests hundreds of millions of

dollars into its networks each year, and at

Spark, we invest more than $100 million

into network resilience every year.

Following the recent severe weather events

around Aotearoa, the telecommunications

industry has been focussed on how

resilience to natural disasters can be further

enhanced. In May, the TCF prepared a

report exploring current industry

investment in resiliency measures and what

more can be done in the future. The report

considers the interconnectedness of

infrastructure during an emergency –

particularly telecommunications networks,

electricity infrastructure and roading – and

what this means for future preparations and

responses and what could be possible with

government co-investment and other

forms of support. The report contributes to

the Government’s established ‘Cyclone

Gabrielle Taskforce’, which in part seeks to

establish what can be done to ensure

New Zealand’s infrastructure is resilient to

unpredictable events. The report was

prepared with input from TCF members

and can be found on the TCF’s website

under ‘2023 Telecommunications

Resilience Plan’ at: www.tcf.org.nz/

industry/resources/publications/reports

For more information on the Governance

of climate risk, see page 74.

“ At Spark, we

invest more than

$100 million into

network resilience

every year.”

Mobile network availability

Mobile network availabilityFY22FY23

Availability of 4G/LTE network due to site outages

*

99.85%99.69%

* Calculated as the total availability time of all sites minus outages / total availability time of all sites.

The YoY change reflects the impacts of extreme weather events in FY23.

Entelar Group loading helicopter with power generators for our cell sites in Gisborne during

Cyclone Gabrielle.

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A stronger, higher capacity fibre backbone
for our network

Our Optical Transport Network 2.0 (or

OTN2.0), stretching from Auckland to

Christchurch, is now complete,

strengthening our network resilience and

capacity. The OTN is the existing fibre

backbone of our network, providing core

connectivity between the main cities in

New Zealand, transporting all our

customers’ mobile, broadband, landline

and business traffic and connecting Spark’s

network with other service providers and

with international cable networks.

The new OTN2.0 will replace the OTN over

time and has ’self-healing’ capabilities. This

means that it enables the light signals that

carry data across fibre to automatically

change their path when a cut to that fibre

occurs, automatically restoring services

where it is possible to do so. OTN2.0 has

seven times the data capacity of the OTN,

which will support Spark’s 5G rollout and

give our fixed and mobile networks

enough capacity to meet ongoing growth

in data consumption.

Trialling the role satellite can

play in resilience

We believe satellite has an important

role to play in adding an additional

layer of connectivity resilience. In

May, we announced a partnering

agreement with Netlinkz – an

ASX-listed network-as-a-service

technology company. Netlinkz will

supply Starlink business-grade

satellite broadband to customers

later in the calendar year, following

trials with a small number of

New Zealand businesses. This will

help businesses to continue

providing services to New

Zealanders in the event of extreme

weather events or other disruptions

to traditional connectivity.

In addition, we intend to begin trials

for a satellite-to-mobile service with a

subset of Spark mobile customers as

early as this calendar year in

partnership with satellite provider

Lynk Global. The initial trial service

will enable text messaging

periodically during the day, building

towards a more regular service

during 2024 as more commercial

satellites are deployed. At that time,

the service will be offered to Spark

customers more broadly. We also

intend to offer voice and data

services in the future, as these

services become reliably available.

We are also taking more ownership of our

fibre backhaul network through our access

and aggregation programme. This will

support our future 5G ambitions with

fit-for-purpose backhaul with significant

capacity uplift, network automation and

improved resilience. At the end of FY23,

more than 200 cell sites had been

integrated into this new network and we

have an ambition to integrate a further

200+ cell sites by the end of FY24.

Ko te pae anamata, whakamaua

37

Spark New Zealand Annual Report 2023

Priority cellular services for the
Public Safety Network

In November, we announced a new joint

venture that provides users of the Public

Safety Network with the ability to roam

across both Spark and One New Zealand’s

mobile networks, improving redundancy in

the event of network impacts. The new

communications service, which was

established by Next Generation Critical

Communications Poutama Whai Tikanga

Pāpāho, will be used by New Zealand's

frontline emergency responders, including

Fire and Emergency New Zealand (FENZ),

Police, Hato Hone St John and Wellington

Free Ambulance, and will eventually see

Public Safety Network communications

prioritised across both networks.

Future proofing 111 calls

Spark operates a 111 service for

New Zealand known as ICAP (Initial

Call Answering Point), which means when

someone calls 111, a specially trained

Spark operator answers and transfers the

call to an operator for FENZ, Ambulance

(Hato Hone St John and Wellington Free

Ambulance) or New Zealand Police.

Previously, our ICAP system relied on

several end-of-life technologies, so in

August we completed a complex migration

to a new platform to ensure this essential

service can remain reliable into the future.

The new platform is more resilient,

provides a more user-friendly experience

for our ICAP operators, including better

flexibility when managing high call

volumes, and operates using more modern

and reliable technologies. The migration

was completed successfully with no

interruptions to 111 services.

Establishment of mobile towers

business Connexa

The sale of a 70% stake in Spark’s mobile

towers to the Ontario Teachers’ Pension

Plan Board for ~$911 million was

completed during the first half of FY23,

with the new independent business

branding itself as Connexa.

In June Connexa acquired 2degrees’

passive mobile telecommunications

towers from its owners, Macquarie Asset

Management and Aware Super. We

believe this will deliver greater operational

efficiencies that will support more

infrastructure sharing, better network

economics, and faster deployment of

new digital infrastructure across Aotearoa.

Because we did not contribute equity

to the acquisition, our shareholding in

Connexa was diluted from 30% to

approximately 17% of the resulting larger

business following completion of the

acquisition.

Connexa is now the home of our ‘passive’

mobile assets, which includes the towers

and light-poles that carry our ‘active’ assets,

such as our radio equipment. Our focus

is now on our active assets, or the ‘smarts’

of our network, that drive our differentiation

in the market, and we continue to own

these assets.

Connexa is well placed to deliver our build

programme of 670 towers over the next

10 years and Spark has already been

working with Connexa on our accelerated

5G rollout, delivering six new sites

during FY23.

The creation of Entelar Group

Entelar Group provides services such as

fibre and mobile builds, service and field

delivery, integrated supply chain, IT

distribution and mobile repair, testing and

service capabilities for Spark and other

customers, including Connexa.

Investing in our Data Centres

Excellent progress has been made on both

our Takanini Data Centre campus

expansion and our Mayoral Drive Exchange

upgrade to host significantly more

wholesale and cloud data centre services.

The first stage of our Takanini Data Centre

Campus expansion was completed in

August 2023, with the second stage to be

developed in FY24. This will increase

capacity by an additional 10MW of which

85% has been contracted and 100%

committed.

At our Mayoral Drive Exchange, the first

stage of upgrades has been completed

and great progress is being made on stage

two, and we are pleased to have our first

large international customer already

operational.

The data centre built-capacity market is

expected to rapidly expand over the next

three to five years and we will be investing

$250-$300 million into this high-growth

market to deliver long-term reliable returns

for our shareholders.

$9 11m

from the sale of a 70% stake in Spark‘s

mobile towers.

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Connecting rural Aotearoa
Improving rural connectivity remains a

key priority for Spark as we, alongside

our industry partners, work to close the

geographical digital divide. While our

networks reach 98% of New Zealanders,

there are significant challenges in providing

coverage across mountainous, foliage-

dense terrain with highly dispersed

populations.

In December 2022 the Rural Connectivity

Group (RCG) completed its contract to

build 400 cell towers in rural New Zealand

under the Government’s Rural Broadband

Initiative Phase 2 and Mobile Blackspot

Fund programmes. The contract was

delivered on time and within budget

and successfully provided connectivity

to ~32,000 households, ~1,000 km of

state highways and 100 tourist locations.

This included 20 large-scale, off-grid towers

and a modern mobile network for the

Chatham Islands.

The RCG is a joint venture between Spark,

One New Zealand, and 2degrees to share

the costs of building rural mobile

infrastructure where it would otherwise not

be commercially viable.

As part of the agreement we signed with

the Crown for the allocation of C-band

mobile spectrum, Spark, One New Zealand

and 2degrees have each committed an

additional $24 million in funding to the

RCG between 2023 and 2025, for the

expansion of mobile coverage further into

rural New Zealand and the further

reduction of mobile black spots on State

highways. We have also committed to

accelerating our own deployment of

Spark’s 5G network to 25 regional towns,

including new 5G sites that would not

otherwise have been built under our

existing commercial deployment plans.

When we combine that commitment with

our broader 5G rollout plans, our ambition

is to expand 5G connectivity to all towns

with a population of more than 1,500

people by the end of June 2026.

We will also extend our Internet of Things

networks into more rural areas, which will

enable rural businesses to make the most

of this technology. Our upcoming satellite

rollout will also help to plug blackspots in

particularly isolated rural areas that mobile

networks cannot reach.

“ Our ambition is

to expand 5G

connectivity to

all towns with a

population of

more than 1,500

people by the end

of June 2026.“

RCG cell tower at Lindis Pass providing mobile coverage for 4km of State Highway 73, powered by 36 solar panels.

Ko te pae anamata, whakamaua

39

Spark New Zealand Annual Report 2023

622
A total of 622 marae have been connected

through our Marae Digital Connectivity

programme.

60%

To date, we have decommissioned almost

60% of our PSTN

1

switches.

Closing our 3G network to make way for 5G in rural Aotearoa

In line with announcements from

New Zealand’s other mobile network

operators, in March we confirmed that

we will close down our legacy 3G

network towards the end of 2025. The

3G network currently uses limited radio

spectrum that is required to roll out 5G

in rural areas, so closing it will enable us

to re-farm that spectrum for use in our

rural 5G rollout.

We recognise that this network closure

may cause concern for the few rural

communities where there is currently

only 3G available, which is why we will

be enhancing our 4G network in these

areas ahead of the closure.

At the same time, we are aware that

some of our customers are still

connecting to 3G in areas where 4G is

available. Predominantly, this is due to

customers using devices that can’t make

voice calls over 4G

1

, and therefore still

use 3G, so it’s important that these

devices are replaced ahead of the 3G

network closures of all mobile network

operators. Other customers may have

the capability on their phone but need

to enable it in their settings or they may

have purchased a phone overseas, or

from and importer, that is not

compatible with the spectrum our 4G

network operates in.

We will be getting in touch directly with

customers to support them to make any

necessary device replacements over the

next two years.

1 Mobile voice calls over 4G are technically

known as VoLTE (Voice over LTE).

Making mobile calls over WiFi

connections

We launched WiFi calling services on a

range of mobile devices in August last year.

WiFi Calling, also known as Voice over WiFi,

allows our customers to make and receive

voice calls using a suitable WiFi connection

even if there is no mobile coverage. This

makes it a great option for those with poor

or no mobile coverage but a steady

broadband connection.

WiFi Calling works the same way a regular

cellular mobile call does using the dialling

functions on your phone – the difference is

how the call is transmitted. WiFi Calling

uses a WiFi connection to carry the call

instead of the cellular network but can

handover between WiFi and cellular during

a call for a continuous connection while on

the go.

We expect to launch texting over WiFi in

the first half of FY24.

1 Public Switched Telephone Network.

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Creating value through our network and technology

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Connecting rural marae
The Marae Digital Connectivity

Programme aims to improve digital

access in provincial and rural Aotearoa

by connecting marae to reliable internet

and providing iwi, hapū and whānau

with access to technology, including

cloud storage, digital security networks,

and state-of-the art hardware. Spark is

the key delivery partner working

alongside Te Puni Kōkiri and Crown

Infrastructure Partners.

One of the immediate benefits has

been enabling whānau who lived

elsewhere to stay connected to their

hapū and join hui or wānanga virtually.

The technology will also help marae to

work with their rangatahi (young

people) to support new skills

development, while supporting local

communities to innovate and create

new business opportunities – such as

hosting wānanga or conferences and

collaborating virtually.

Comprehensive training on how to use

the technology was rolled out around

the country by Te Wānanga o Aotearoa

as part of the initiative and a total

of 622 marae had been connected

through the programme at the end

of FY23.

Migrating customers off legacy

technology onto future-proof

alternatives

We continue to migrate customers off

end-of-life technology and onto modern

alternatives already used by the majority

of New Zealanders – including the

retirement of the Public Switched

Telephone Network (PSTN).

The Spark-operated PSTN – the traditional

way of providing landline services – was

built in the 1980s and is rapidly reaching

end-of-life. The network’s components

have not been manufactured since 2003

and the people with the skills needed to

maintain it are getting harder to find. The

majority of New Zealanders have already

made the switch to fibre or wireless

proactively. In 2017 we had over a million

customers on the PSTN and by the end of

June 2023 we had 118,000 with around

5,500 customers on average migrating off

this technology every month. As customers

move off the PSTN, Spark is also able to

decommission legacy PSTN equipment. To

date, we have decommissioned almost

60% of our NEAX switches, which has

resulted in a significant decrease in Spark’s

power usage and carbon emissions.

In a separate programme to Spark’s PSTN

shut down, Chorus is gradually

withdrawing its copper network as it also

reaches end-of-life. The copper network

includes the physical lines carrying calls

and data.

Spark is taking an area-by-area approach to

our PSTN shut down programme, focusing

on areas where the vast majority of

customers have access to alternative

technologies, such as fibre and wireless. In

cases where customers have no alternative,

we are working with them on a case-by-

case basis to ensure they stay connected.

We have a dedicated customer service

team for customers going through either a

PSTN or copper migration and offer free

in-home visits where required.

Connecting New Zealand with

the world

Southern Cross NEXT cable

In July 2022, Southern Cross Cable Limited

(SCCL) celebrated the completion of the

Southern Cross NEXT cable between

Australia, New Zealand, the United States

and Pacific Islands Fiji, Tokelau and Kiribati.

The new cable expands New Zealand’s

global connectivity by an additional 72

terabits per second – almost doubling total

international capacity.

The Southern Cross submarine cable

already provided the shortest routes

between Auckland and Los Angeles and

Auckland and Sydney and now also has the

shortest route between Sydney and Los

Angeles, providing diversity in the

Southern Pacific (all other existing cables

pass through Hawaii).

The launch of the Southern Cross NEXT

cable provides long-term certainty and

capacity for Spark and its wholesale

customers for decades to come.

We have been working with Southern

Cross this year to create a ‘point of

presence’ for the Southern Cross Cable

Network at our Mayoral Drive data centre,

making it more accessible to customers.

Tasman Global Access Network

(TGA) cable

Having completed the third upgrade of

the TGA cable system in FY22, through

a consortium with Telstra and One

New Zealand, this year we have been

working on its fourth upgrade, which is

anticipated to complete in December

2023. This will further increase capacity

on the cable to service growing demand

for connectivity between Australia and

New Zealand.

Recovering retired submarine cables

While older, retired submarine cables are

benign structures, this year we have begun

recovering and repurposing them. In June,

we recovered and sold our old ANZCAN

(Australia, New Zealand, Canada) cable to

Subsea Environmental Services, a

US-based organisation founded on the

principle of responsibly recovering and

recycling out-of-service submarine

telecommunications cables.

Ko te pae anamata, whakamaua

41

Spark New Zealand Annual Report 2023

Creating value
for our

environment

Natural capital

We rely upon natural capital through the diverse materials drawn from around the world to

manufacture the physical assets that make up our networks and technology, and the devices our

customers use. We also draw upon natural resources to power our technology and our broader

business operations.

Our networks, distributed across New Zealand, are also impacted by changes in the environment,

which has implications for the resilience of our infrastructure and the supporting services required

to operate them.

Through the products and services we provide our customers are able to live and work more

sustainably and productively, enabling them to reduce their impact on the environment and use of

natural resources.

We can reduce our draw on natural capital and shift towards circular and renewable operating

models. And by being deliberate about our role in enabling emissions reductions and climate

adaptation we can ensure our customers and all of New Zealand can realise the benefits of digital

technology in protecting natural capital and responding to environmental challenges.

Enabling a reduced draw on natural capital in our

business and through our customers’ use of technology

OUTCOMES FY23

42Hello tomorrow

Creating value for our environment

Creating value for our environment

Our approach to
environmental

management

Spark’s Environmental Policy sets out our

expectations for our people to consider

environmental impacts when making

decisions at work, including examining our

business practices, understanding their

impacts, and taking reasonable steps to

reduce our environmental footprint. This is

available at: www.sparknz.co.nz/about/

governance

The policy was first introduced in FY21 and

since that time we have implemented an

online training programme for all

employees to learn about our approach to

sustainability and the expectations for them

to consider environmental impacts in their

day-to-day activities. This was launched in

August 2022.

For our most material environmental topics,

particularly our energy use and emissions,

we have formal governance processes in

place. We measure and report our energy

use and emissions on a quarterly basis, with

this information shared in updates to our

Technology Leadership Team, who act as a

governance group for our emissions

reduction work.

We also report our emissions performance,

alongside other quarterly sustainability

KPIs, to our Leadership Squad. The

Leadership Squad act as a steering

committee for sustainability across Spark

through a standing quarterly agenda item

at their regular meetings. We believe

sustainability is relevant to all areas of the

business, so key updates and decisions are

participated in by all members of our

leadership team. The Spark Board also

receives quarterly updates on key

sustainability topics, and our performance

against our emissions reduction target

is integrated into our half-year financial

reporting.

A dedicated Emissions Reduction

Squad has oversight of our emissions

performance. The Tribe Lead for Network

Simplification is the champion for

emissions reduction in the technology

team. This is the area of the business

responsible for retiring legacy network

assets – Spark’s largest source of energy

reductions and electronic waste.

In June we also hired a dedicated

Environmental Manager to lead the

development of our emissions

reduction programme and other

environmental actions.

Ko te pae anamata, whakamaua

43

Spark New Zealand Annual Report 2023

Spark's SBTi-verified
science-based emissions

reduction target

The Science Based Targets initiative (SBTi)

is established as the global standard for

corporate emissions reduction targets.

Over 3,100 organisations have set

verified emissions reduction targets since

it launched in 2015. In New Zealand

21 companies have set targets, with a

further ten committed to set targets

within two years.

All SBTi targets must have a strict absolute

reduction target for Scope 1 and 2

emissions, and also include a separate

Scope 3 target if these emissions are

greater than 40% of the total footprint.

• Scope 1: Direct emissions from sources

owned or controlled by Spark

• Scope 2: Indirect emissions from

purchased electricity

• Scope 3: Indirect emissions from other

sources in the value chain – e.g.,

production of purchased materials,

transportation, business travel and use

of sold products

SBTi targets are set against sector-specific

emissions trajectories. The ICT sector

pathways were developed with the

International Telecommunications Union

(ITU) based on projected growth and

efficiency gains, giving Spark a reduction

target of 56% over the next decade.

Since we established our target, we have

rescoped our emissions reporting and

baseline to account for changes to our

business. These changes are detailed in

our GHG Inventory Report, published at:

www.sparknz.co.nz/sustainability/

environment. This includes:

• The sale of a 70% stake in our passive

mobile tower assets to Connexa. At

these sites we have retained ownership

of the site electricity consumption and

associated emissions. This includes

emissions from electricity used to run

cooling systems and lights, alongside

active mobile network equipment.

Where the ownership of cooling

systems has transitioned to Connexa,

we have removed associated

refrigerant fugitive emissions from our

GHG reporting, including re-baselining

back to our FY20 baseline year. This

has reduced our fugitive emissions for

our baseline year by 124 tonnes CO

2

e

or 0.67% of our total scope 1 and 2

emissions.

• The investment to take full control of

Connect 8, which has been integrated

into the Entelar Group. This includes the

integration of a fleet of field services

vehicles and equipment, and two

depots. This has increased our reported

emissions from fleet for our baseline

year by 536 tonnes CO

2

e or 3.0% of our

total scope 1 and 2 emissions.

These changes are not significant enough

to require us to recalculate our SBTi

emissions reduction target, which remains

at a 56% reduction from FY20 to FY30.

The reporting scope changes have been

applied to our FY20 emissions baseline,

meaning our ambition level remains

the same.

70%

Spark New Zealand commits that 70% of its

suppliers by spend covering purchased

goods and services and capital goods, will

have SBTi-aligned targets in place by 2026.

56%

Spark New Zealand commits to reduce

absolute Scope 1 and 2 GHG emissions

56% by 2030 from a FY2020 base year.

SPARK’S SBTi-VERIFIED EMISSIONS

REDUCTION TARGET

PSTN switches being decommissioned.

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Creating value for our environment

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Reduction pathway
required to meet

FY30 target

FY23FY22FY21FY20

Mobile combustion -

Vehicle fleet

Fugitive emissions   

Data Centre

Fixed Network

Mobile Network

Corporate/Retail

Natural gas combustion

Stationary combustion -

Diesel generators

GHG emissions (tCO

2

e)

Baseline year

0

5,000

10,000

15,000

20,000

25,000

Greenhouse Gas Inventory Report

We publish a standalone Greenhouse Gas Inventory Report

alongside our Annual Report. The report is independently assured

and is prepared in accordance with The Greenhouse Gas Protocol.

It includes detailed reporting on our emissions and energy use.

See www.sparknz.co.nz/sustainability/environment/ for more

information.

Spark Greenhouse Gas

Inventory Report 2023

INVENTORY

GREENHOUSE GAS

Our emissions

In the past year we saw our emissions

reduce significantly, with our scope 1 and 2

emissions down 29.8% and now tracking

below our SBTi pathway, aligned to our

56% reduction target from FY20 to FY30.

Our electricity use, as the source of power

for our networks and infrastructure, is our

largest source of emissions. The emissions

intensity of the electricity we use is

dependent on whether it is generated

renewably or from fossil fuels such as coal

and gas. The mix of sources determines our

emissions factor per unit of electricity.

Our FY21 emissions were significantly

higher than our FY20 baseline. This was

due to dry hydrological conditions which

saw a significant increase in non-renewable

electricity generation on the New Zealand

grid. In FY22 this trend was reversed, with a

cleaner electricity mix and underlying

reductions in energy use delivering a

significant emissions reduction.

This trend continued over the past year,

driven by ongoing reductions in the grid

emissions factor, which is down from

0.1108 kg/kWh to 0.0696 kg/kWh, or a

37.1% reduction.

Our scope 1 emissions have increased

13.6%, driven by an increase in vehicle fleet

emissions which are up 24.2%, mostly due

to increased diesel use from the Entelar

Group fleet as a result of our Connect 8

acquisition. We also saw a significant

increase in stationary combustion, up

21.1%, as we have purchased diesel to

fill new tanks for expanded energy

storage alongside expanded data centre

investment.

Greenhouse gas emissions

Performance against our scope 3

supplier engagement target

Over the past year the percentage of our

spend with suppliers with SBTi-aligned

targets in place has increased slightly to

around 33%, the majority of which have

been verified by the SBTi. Two of our key

local suppliers are in the process of

finalising SBTi-verified targets, which will

significantly increase our spend

percentage. Around 23% of our spend is

with suppliers that have publicly committed

to setting targets within the next two years.

Our new SAP Ariba supplier management

platform provides an opportunity to gather

more data on supplier environmental

commitments, including emissions

reduction targets and alignment and

validation against SBTi methodology. For

local suppliers, membership of the

New Zealand Climate Leaders Coalition,

of which Spark is a member, is a step we

may encourage. Membership requires

businesses to work towards implementing

a science-based target. Our largest

supplier by spend, Chorus, recently joined

the Coalition.

For global suppliers, our membership of

the global industry group, the Joint Audit

Cooperation (JAC), offers a chance to

engage suppliers alongside other

telecommunications companies with

similar SBTi-verified supplier engagement

targets. For more information on JAC and

how we are developing our approach to

engaging suppliers on sustainability and

ESG matters, please see the Our Suppliers

section on page 70.

Ko te pae anamata, whakamaua

45

Spark New Zealand Annual Report 2023

Electricity consumption
Over the past year electricity accounted for

79.8% of our scope 1 and 2 emissions. The

majority of our electricity use is in powering

our fixed networks, data centres, and

mobile network. Emissions from our

electricity use reduced significantly in line

with the lower emissions factor, with our

scope 2 emissions down 36.0% on FY22.

Our underlying electricity use has grown

slightly, driven by increased investment in

our 5G mobile networks and data centres.

Overall electricity use is up 1.8%, with

152.6 GWh consumed in FY23.

We have a long-running programme of

network simplification, including the

decommissioning of legacy equipment

such as the public switched telephone

network (PSTN), which has driven year-on-

year reductions in electricity use across

our business. We continue to reduce

electricity consumption through a focus

on energy efficiency and removing old,

inefficient equipment.

We are also investing in new infrastructure

as traffic grows across our network. This is

important to support innovation to drive

emissions reductions and productivity

across all sectors. This includes the rollout

of 5G, and investment to expand our data

centres. Although energy efficiency is a

focus in our rollout of new infrastructure

and in the construction of new data centre

space, we expect our electricity usage to

slowly increase over time.

Supporting renewable energy

investments

In New Zealand we benefit from a high

share of existing renewable generation. In a

typical year over 80% of all electricity

supplied comes from renewable sources,

which means when compared to many

operators in other markets our emissions

are low. However, to achieve our SBTi

target, we need to further reduce the

emissions intensity of our electricity,

particularly as we invest in more digital

infrastructure for the future.

It is projected that the New Zealand grid

will continue to decarbonise over the next

decade, aligned with New Zealand’s

national emissions reduction budgets and

plans. In addition to expected national

improvements, Spark is actively pursuing

options to link our electricity purchasing to

new renewable electricity generation

capacity. Our partnership with our electricity

provider includes a commitment to work

with Spark to achieve our SBTi target.

We are currently working with our partner

to accelerate options for procuring new

renewable generation capacity, and

exploring options for on-site renewable

generation, such as solar. On-site solar

generation is an option in some sites with

significant areas to house panels. In these

cases, on-site generation works alongside

electricity provided by the grid, which

would be required to provide the majority

of electricity to our network sites.

Business travel

Flights and business travel are classed as

scope 3 emissions, so are not included in

our SBTi emissions reduction target.

However, business travel is a significant

source of emissions which is easily

influenced by our policies and behaviour.

COVID-19 restrictions significantly reduced

our business travel over the previous three

years. This has bounced back over the past

year, with our emissions up 288% year-on-

year. Despite this our FY23 business travel

emissions are still 25.8% below our FY20

baseline year for reporting. We have

implemented processes to monitor

travel-related emissions and determine if

any further action is required to manage

business travel.

Case study: Energy efficiency in our mobile network

Mobile data speeds, latency, and other

functions have leapt forward with each

new mobile generation. Energy

efficiency per unit of data has also

improved as technology evolves. This

means that as the upgrade from 4G to

5G delivers a more than 500% increase

in the data transmission rate, the cell

tower equipment may require up to

60% more power.

This increase will be offset with the

removal of legacy equipment, such as our

decommissioning of the PSTN and the

shutdown of our 3G network, which was

announced in the past year. But as mobile

traffic continues to grow, we need to

maintain a focus on energy efficiency.

At our Hagley Park East mobile site in

Christchurch, we have piloted a suite of

energy saving features with our network

partner Samsung. These smart features

switch the mobile site to lower power

states at off-peak times.

The pilot showed a 20.7% reduction in

power consumption in the remote radio

unit, and an overall 10.6% reduction in

electricity use at the site. Alongside the

energy saving the overall data volume

for the sites was similar to the baseline,

with no impact on site coverage.

Following the success of the pilot we

have rolled the feature out to over

300 sites with the same capabilities

nationwide.

FY23FY22FY21FY20

Data Centre

Fixed network

Mobile network

Corporate/Retail

Residual Supply

Factor

GWh consumed

tCO

2

e/GWh

69.62

110.77

124.69

99.28

0

20

40

60

80

100

120

140

160

180

200

0

20

40

60

80

100

120

140

160

180

200

Electricity consumption

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Creating value for our environment

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Our fleet
Spark’s fleet is responsible for 12.5% of our

reported scope 1 and 2 emissions. Our

reporting now includes Connect 8 fleet

data, which forms part of Entelar Group,

and has been backdated to our baseline

year. Our FY23 fleet emissions were up

24.2% on the previous year, with increased

fuel use across all areas of our fleet. In our

core fleet this is expected as this is the first

full year reported without COVID-19

restrictions and therefore a higher level of

vehicle use.

In the past year we piloted an ‘Electric First’

policy for the Spark Corporate Fleet,

including individually-assigned vehicles,

with all vehicles due for renewal to be

replaced by an Electric Vehicle (EV). In

FY23 all vehicles introduced to the Spark

corporate fleet were electric or Plug-in

Hybrid Electric Vehicles (PHEVs), with an

increase in 30 EVs.

At the end of FY23 we had three pure

petrol or diesel vehicles remaining in the

core Spark fleet of 197 vehicles. We had 41

full electric vehicles, up from 11 in the

previous year, 21 PHEVs and 132 hybrids.

We still have progress to make across the

broader Spark fleet, including with our

subsidiaries. Across the rest of the Spark

Group we have 182 vehicles, of which two

are full EV, one is a PHEV, 64 are hybrids

and 115 are non-EV.

E-waste and network

recycling

Spark has a long-standing programme to

managing end-of-life network equipment

and technology. Recovered equipment is

separated into different waste streams

– such as printed circuit boards, copper

cables, lead batteries, and all types of

metals. These materials are processed by

our local recycling partners and then some

components are sent overseas for

recycling, reselling, or reusing.

In FY23 we recovered a total of 559 tonnes

of e-waste, up slightly from 545 tonnes in

FY22. Of this, 154 tonnes were network

e-waste (up 3 tonnes on FY22), and 405

tonnes were metals, cables, and batteries

(up 11 tonnes). We continue to improve our

recycling collections focussing on education

within Spark and working with some of our

larger customers to support them to

responsibly recycle their surplus equipment.

Mobile phone recycling

In FY23 Spark received 14,913 mobile

devices for recycling, down from 20,609 in

FY22. This continues a longer-term trend of

reduced recycling collection numbers.

As mobile devices are becoming more

advanced and robust their lifecycles have

extended, meaning customers are

replacing their devices less frequently and

we are experiencing a lower volume of

recycling as a result. However, we still only

take back a small proportion of the total

number of devices sold each year.

Electrical and electronic products have

been designated as Priority Products under

the Waste Minimisation Act 2008.

Designation as a priority product means

that an accredited Product Stewardship

Scheme must be implemented to manage

waste streams associated with the product

categories.

Spark is a member of the

Telecommunication Forum’s (TCF)

RE:MOBILE product stewardship scheme.

The RE:MOBILE scheme was one of the first

industry schemes voluntarily accredited by

the Ministry for the Environment (MfE)

under the provisions of the Act. Since the

Priority Product designation, the Product

Stewardship Scheme accreditation lapsed

in April 2021. The TCF is working closely

with MfE to work through the new

accreditation process. In the meantime,

MfE has confirmed that it will continue to

support and recognise the scheme whilst

reaccreditation is being worked through.

We are working with our industry partners

and the TCF to boost the awareness of the

scheme and to overcome the barriers

consumers experience in recycling their

devices.

The current RE:MOBILE scheme takes

unused mobile phones, and either

refurbishes and on-sells them in overseas

markets or recycles them to recover the

materials used. Profit from the scheme is

donated to the charity Sustainable

Coastlines.

Alongside the Spark Foundation, we also

support the Recycle A Device (RAD)

scheme to collect and refurbish used

laptops for students and others in need of

a device. See page 65 for more information.

Ko te pae anamata, whakamaua

47

Spark New Zealand Annual Report 2023

In the past year we partnered with
sustainability consultancy thinkstep-ANZ

to develop research on the role digital

technology can play in supporting

Aotearoa New Zealand’s response to the

challenge of climate change. This work

combined global and local perspectives to

quantify emissions reductions

opportunities and inform future action.

The research modelled and quantified

digital technology enabled emissions

reductions opportunities across different

sectors and identified a series of

recommendations based on these findings.

The overarching finding showed that digital

technology can support annual emissions

reductions of at least 7.2 Mt by 2030 –

equivalent to 42% of the reductions

required to meet Aotearoa’s carbon

budget targets.

We launched the research at an industry

briefing with former Prime Minister Hon

Jacinda Ardern, Minister for Climate

Change and Associate Minister for the

Environment (Biodiversity) Hon James

Shaw, Spark Chair Justine Smyth, and Spark

CEO Jolie Hodson.

Our aim in conducting this research was to

not only improve awareness of the role

technology can play in decarbonisation,

but to also encourage action. Since its

launch we have been engaging with

businesses in the sectors we studied – in

particular Transport, Energy and Industry,

and Agriculture – to integrate these

findings into sector-based emissions

reduction planning, and to strengthen the

role of digital technology in New Zealand’s

overall climate mitigation approach. We are

also contributing to the development of a

Technology Roadmap alongside NZTech,

with the aim of integrating this into

New Zealand’s next Emissions

Reduction Plan.

“ Our research showed

that digital technology

can support annual

emissions reductions of

at least 7.2 Mt by 2030

– equivalent to 42% of

the reductions required

to meet Aotearoa’s

carbon budget targets.”

Meeting the climate challenge

through digital technology

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Ko te pae anamata, whakamaua
49

Spark New Zealand Annual Report 2023

Creating value
for our people

Human + intellectual capital

Our success relies on our team of talented and diverse people. A career at Spark

offers opportunities to learn, grow and belong to a business that encourages

leading-edge learning and development, holistic wellbeing and the chance to be

part of a team that operates in a diverse and inclusive agile environment.

Engaged and inclusive teams

OUTCOMES FY23

50Hello tomorrow

Creating value for our people

Creating value for our people

Employee engagement
In FY23 we changed how we measure the

engagement of our people – moving from

our former Employee Net Promoter Score

(eNPS) to a more comprehensive

engagement score and establishing a

baseline of 67% across the group in Q1.

This measure reflects employee motivation,

likelihood to remain with Spark and how

likely they are to recommend Spark as an

employer. The average score for

New Zealand companies with 1,000+

employees is 66%.

We were pleased to see strong people

engagement recorded using this new

measure, with our overall average

engagement score for FY23 at 70%.

Our ambition is to achieve top decile

engagement by FY26.

We use data and insights from our people

to continuously improve our employee

experience and maintain high levels of

engagement over time. In FY23, we

undertook a company-wide culture survey

and were pleased to have 89% of our

people participate, sharing their thoughts

and feedback on our culture. Some of the

highlights from the survey included 79% of

our people feeling like they belong at

Spark, 75% feeling like they have

confidence in their business unit leaders

and 67% who feel like they have good

career opportunities at Spark.

The survey and our quarterly pulse checks

provide us with important insights on

where we can do better, the drivers of

engagement and how we can continue to

build a high-performance culture, where all

our people feel like they belong.

Ways of working

Our agile maturity

Our Agile ways of working support us to

deliver our strategic goals through

collaboration, communication, learning and

experimentation. Continuing to embed

and lift our agile practices throughout the

business remains a key focus. We evaluate

our agile maturity using an ’Agile Maturity

Assessment’, or AMA, which rates the

maturity of best practice across our squads

and teams on a scale of 1–5. We have seen

further uplift in our maturity during FY23

and now have 89% of squads (teams) with

an AMA of greater than 3.75 out of 5

(compared with 66% in FY22). Spark

delivers certified agile programmes to

further embed agile practices into our own

business and also offer these externally for

customers and partners. In FY23 we added

the ICAgile Product Ownership Accreditation

to our offering. Across Spark, 188 people

and 72 external businesses completed and

were certified from these courses.

Hybrid working

Creating a great workplace is key to how

we continue to build our high performance,

adaptive and inclusive culture.

Following a couple of years of COVID-19

lockdowns and remote working, we

recognised that our people wanted some

flexibility, but we also wanted to regain the

team, social and in-person interactions they

enjoyed before the pandemic, which helps

our people build strong relationships and

collaborate effectively as teams. Being ‘in

person’ in the office also enables

spontaneous and informal interactions that

are more difficult to replicate virtually.

With insights from our people and clarity

about what our customers and teams

needed, in March we provided our people

with a clear direction about hybrid working.

This was to ensure consistent standards

across the business – all in the pursuit of

better outcomes for our people, teams,

customers and business.

As part of this, we asked all teams (who are

able to do so, based on how they deliver to

customer needs) to adopt hybrid ways of

working and commit to at least three days

in the office, with two days then flexible

(where team members can choose to either

be in the office or work remotely). These

teams were also asked to set a day each

week when everyone in their team comes

into a shared office space, to collaborate

and connect in person.

Our hybrid ways of working underpin our

ambition to continue to build an

organisation where effective team

practices, collaboration, and innovation are

key to how we create great experiences for

our people and customers.

79%

of our people feel like they belong at Spark

1 ICAgile is an accreditation and certification body for agile training.

Fifty Albert Street

In May we announced that our

Auckland teams will be moving to a

new office space in early 2025.

Fifty Albert Street is a next generation

development in the heart of

Auckland’s CBD where Spark will

occupy the first six storeys.

The inclusive space will feature a

dedicated learning experience

centre, an interactive technology

hub, parents’ room, prayer room, all

gender bathrooms, cafeteria and

town hall space, external fresh air

balconies and a private outdoor

space just for Spark people.

The building’s credentials align with

our commitments to sustainability,

including a 6 Green-Star energy

efficiency rating and a 5-Star

NABERS

1

 rating.

1 National Australian Built Environment

Rating System

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51

Spark New Zealand Annual Report 2023

Investing in the
development of our

people

Continuous learning and innovation

capability is a core focus of how we

develop our people at Spark. We want to

enable personal growth and adaptability,

so our people are open to diverse ideas

and perspectives, can adapt at pace and

sustain high performance.

We enable this through quality coaching,

leading-edge learning and development

programmes and with a deliberate focus

on progressing our own people through

new roles and on-the-job learning

experiences within our organisation.

Leadership pathways

In FY23, we announced changes to our

Leadership Squad, with three newly

created roles filled internally. These were

the appointment of Greg Clark as

Consumer and SME Director, Renee

Mateparae as Network and Operations

Director and our Chief Operating Officer,

Mark Beder moving into the role of

Customer Director – Enterprise and

Government. Following the close of FY23

but prior to publishing this report, we

made another appointment to the

Leadership Squad, with Regulatory and

Industry Affairs Lead John Wesley-Smith

moving into the newly created position of

Strategy and Regulatory Director. This

discipline extends right across the

organisation and during the year we

moved 50 (or 10%) of our people from our

Service Operations teams into other roles

within the business.

Leadership development

programmes

In FY23 we designed and launched a new

leadership programme called Spark

Leaders, in partnership with BTS Australia

to complement our Agile Leaders

Programme. The programme has a range

of learning experiences that equip leaders

with the confidence to cultivate a strong

culture, offer a consistent people

experience and deliver great team

outcomes. We delivered two cohorts to

120 leaders and feedback from participants

was extremely positive, with an overall NPS

of 90%.

We also continued to deliver our flagship

Agile Leaders Programme, which aims to

create the conditions for leadership of

innovation and adaptivity across Spark.

The programme is a significant investment

in our key talent who we want to develop

and progress. It runs over six months with a

focus on building environments for people

to thrive, leading innovation through

design thinking, using leadership empathy

for connection and belonging and

coaching for sustainable high performance.

In FY23, we concluded cohorts nine and 10

and launched cohort 11 with 53 leaders

involved in the programme. So far, around

30% of our people who have completed

the ALP programme have progressed to

other roles within Spark.

For all of our leadership programmes

we consistently meet our 40:40:20 gender

commitments and ensure a diverse mix

of people are participating, considering

diverse experiences, skills, ethnicity,

business team and career stage.

“ We want to enable

personal growth and

adaptability, so our

people are open to

diverse ideas and

perspectives and able

to adapt at pace and

sustain high

performance.“

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Spark Gigs
We continued the roll-out of Spark Gigs,

our talent marketplace, built around an

online platform that allows our people to

build a profile of their skills, experience,

passions and aspirations and then using AI,

matches these skills and future ambitions

with available opportunities within the

business. Those opportunities could be a

temporary job assignment in another team,

an informal opportunity to put their skills to

use to achieve something outside of their

day-to-day role or in the form of a

mentoring opportunity, helping them to

learn from someone else.

People within Spark can make use of Spark

Gigs‘ skills-matching AI technology to

locate people with specific skills, or those

wanting to learn those new skills, and get

them to help with a project or initiative.

Likewise, those who want to guide and

support others can put themselves

forward as mentors and Spark Gigs

locates potential mentees.

Spark Gigs gives all our people a chance

to learn new skills to help them to make a

move into a different part of the business,

and at the same time creates an internal

‘ready’ talent pipeline of people who may

move to where the need is within Spark. In

the future this platform will allow us to link

our Learning and Development

frameworks with gigs and career areas of

interest for our people.

Internal skill internships

In FY23, Spark created an internal

internship programme that offers our

frontline teams – those working in our

stores and call centres – an opportunity to

participate in new skilling and role

opportunities. Successful participants

complete two to three months of work

experience in a new part of the business,

while also retaining their current role.

Participants may then be offered

permanent opportunities at the

completion of the programme.

In addition, participants also receive

foundational learning and certifications to

ensure they have the relevant

qualifications to bolster their future

careers. This training is further

complemented by mentoring and

networking events where cohorts share

learnings with their peers. In the last year

we ran two internship programmes with 19

participants and 14 successful placements

(with 50% female representation). This

internship prototype will fuel our further

skills focus moving forward.

Compliance and

mandatory training

There is a requirement for all Spark

employees and contractors to complete

mandatory e-learning modules when they

commence working at Spark. These

learning modules ensure proficiency in

core foundational areas, such as health

and safety, legal, privacy, decision-making,

reporting and security.

Completion of these modules is

monitored by people leaders and

reported more formally on a quarterly

basis. We use regular reporting to ensure

there is ongoing visibility of completion

for all Spark employees.

As part of our ISO27001 accreditation

there are additional modules required for

completion prior to gaining access to

systems and sensitive information, to

maintain high-quality standards when

dealing with information, customer data

and security. These are closely monitored

and audited to ensure compliance and the

necessary governance. Spark undertakes

recertification every three years for ISO

27001 with the last certification issued in

July 2022. Further surveillance audits are

undertaken each year to ensure a high

level of compliance.

Spark people participating in our flagship Agile Leaders Programme.

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53

Spark New Zealand Annual Report 2023

Health, Safety and
Wellbeing

Mahi Tahi – Wellbeing

We continued to weave Mahi Tahi, Spark’s

wellbeing programme, into our people

experiences and ways of working

throughout FY23, so that wellbeing

remained a key focus for our people

and leaders.

Mahi Tahi works in partnership with our

people to support their goals at work and

in life. The four pillars of the Mahi Tahi

framework are closely aligned with Te

Whare Tapa Wha (the four cornerstones of

Māori health).

1. Healthy work environment: Providing

our people with a place to work that

looks after more than just physical safety

but also mental and social wellbeing.

2. Connection, collaboration and

community: Ensuring we have

meaningful activities in place so our

people can foster strong connections

with those they work with and

care about.

3. Mind health: Supporting strong mental

health capacity and confidence and

fostering a growth mindset.

4. Energy: Building a culture where we

help our people keep their batteries

charged, so they can perform at

their best.

We have an online Wellbeing Hub, which

includes opportunities for our people to

book sessions with our Spark-certified

Mahi Tahi coaches, access support through

our Employee Assistance Provider (EAP) or

book a one-on-one appointment with one

of our qualified psychologists, who we

have partnered with directly to provide

specialist care to our people in

critical need.

This increase in support options and

reducing stigma with mental health

challenges has started to see more support

accessed by our people through different

channels. Since its introduction, we have

seen more than 10% of our workforce seek

support from either EAP or our

psychologists. Our most recent culture

survey pulse check showed that 70% of our

people are happy with the tools and

support available to them and 89% of our

people shared that they feel well

supported by their people leader when it

comes to their wellbeing.

During FY23, we held a number of

in-person and virtual Mahi Tahi hui with

mental health and wellbeing experts such

as clinical psychologists, Amanda Moate

and Tiare Tolks; resilience expert, Dr Lucy

Hone; Clearhead founder, Dr Angela Lim;

and Take a Breathe app founder, Sarah

Laurie. Each shared tips and strategies

alongside our own leaders and people on

maintaining and improving wellbeing and

reducing anxiety.

Insights from our people have told us that

anxiety is one of the top issues, so we have

continued our partnership with Take a Breath

– a breathing app designed to reduce stress

and anxiety. Around 40% of our people have

used this app so far, noting it has helped

them to combat anxiety and improve their

sleep. Thirty percent of our people have also

gifted the app to their friends and whānau.

So far, we have trained 55 Mahi Tahi coaches

(with 35 trained in FY23) and already had

more than 200 of our people access

specialist psychology expert support with

Amanda Moate and Tiare Tolks. Our

coaches, who are trained and supervised by

our specialists, act as first-line support to our

people when they’re working day to day.

This may see our coaches supporting

leaders, teams or individuals to help them

with their energy, focus or finding ways to

seek different support options.

To really integrate Mahi Tahi into our core

business practices, our People and Culture

partners work closely with our senior leaders

to incorporate wellbeing objectives and KPIs

into their quarterly planning.

89%

of our people felt well supported by their

leader when it comes to wellbeing

Spark people showing their support on Pink Shirt Day 2023.

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Health and safety
Spark has a well-established health and

safety management system, focussed on

continuous improvement. Our Health,

Safety and Wellbeing Strategy is built

around four pillars which are:

• Strategy and Framework: A strong

health and safety management

framework providing a platform for

success

• Hazard and Risk Management:

Proactive ‘owners’ approach to health

and safety and the management of

critical hazards and associated risks

• Leadership and Ownership: A culture of

empowerment at every level

• Resources and Supporting Activity:

A commitment by the business to

ensuring the resources and capabilities

are in place to deliver the health and

safety strategy.

No Spark employee or contractor suffered

serious injury or death over the year, and

our TRIFR (Total Recordable Incident

Frequency Rate) held flat at 2.13 for FY23.

No notifiable events were reported under

current New Zealand Health and Safety

legislation or health and safety

prosecutions or notices issued to Spark by

WorkSafe (New Zealand Regulator) during

the same period.

Based on the experiences of the last few

years, our pandemic planning and

response activities now incorporate lessons

from COVID-19 and the impact severe

weather events have had on our people

and places across New Zealand. We

continue to follow a risk-based approach

for our activities and work collaboratively

across the business to ensure we have the

right response and resources in place to

support emergency preparedness.

In FY23 we continued to work with our

Wider Leadership Group to further foster

health and safety employee empowerment

and participation as part of our Tribe, Unit,

and Centre of Excellence (CoE) meetings

and routine events continuing strong

governance for health and safety across

Spark. We continued our work with our

wholly-owned subsidiaries to identify the

areas of greatest priority to support the

development, application and monitoring

of a health and safety continuous

improvement framework.

Spark’s health and safety system and injury

management programme was reviewed by

the Accident Compensation Commission

(ACC) under the Employers Accredited

Programme (AEP) in August 2022. The

audit outcome was very positive, with Spark

retaining its tertiary status and remaining

accredited in the same programme for

another 12 months.

Ko te pae anamata, whakamaua

55

Spark New Zealand Annual Report 2023

Diversity, equity
and inclusion

Our focus and commitment on diversity,

equity and inclusion is embedded into our

day-to-day activities, standards and

business practices. It is a strategic business

priority and key enabler of our business

strategy and culture.

This focus has helped us create an

environment where our people feel

comfortable bringing their whole selves to

work, regardless of gender, ethnicity,

orientation, age, experience,

neurodivergence or ability.

In November, Spark’s efforts to create a

more inclusive and equitable work

environment was recognised at the Deloitte

Top 200 Awards, receiving the Diversity

and Inclusion Award for 2023.

Spark’s Blue Heart kaupapa

in action

Our Blue Heart kaupapa sets the standards

of behaviour, alongside our values,

to foster a culture of connection and

belonging. It is a visible icon of our

heart-led approach to diversity and

inclusion.

Blue Heart cultural celebrations and events

remain an important part of bringing our

people together and in FY23 we

celebrated key moments, such as

International Women’s Day (IWD), Lunar

New Year, Diwali, Eid celebrations and

Matariki events at our offices throughout

the country.

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Vaka Pasifika
Vaka Pasifika is Spark’s Pacific Canoe – a

community of the ~5% of Spark people

who identify as Pasifika, formed in 2017

with a mission to empower, grow and build

the capability of Pasifika peoples at Spark.

In support of this strategic ambition, the

Vaka Pasifika group recently released their

new strategy called ‘Folauga mo Taeao –

A Journey to Tomorrow’. The strategy sets

out three key pillars over the next horizon

of growing and supporting Pasifika

aspirations at Spark, including growing the

capability and leadership skills of the Vaka

Pasifika team, growing Spark’s cultural

knowledge and enabling Spark to become

an industry champion for Pasifika.

Pride

Spark has been a long-time supporter of

the Rainbow Community, and in March we

once again engaged in the Auckland Pride

festival. In June we supported International

Pride Month through a series of events at

our corporate offices across the country.

We are committed to our continued

support of OUTLine NZ, a national charity

that offers a free support line for members

of the LGBTQIA+ community and family

and friends. In FY23, this included

equipment, software and tech support to

keep OUTLine’s support line and online

chat support service running.

OUTLine NZ has also been included in our

Mahi Tahi suite of specialist support

offerings, providing our people with

specialist rainbow-affirming counselling.

Our continued commitment, led by our

Spark Pride committee and community, is

to recognise, nurture and enhance

belonging and connection throughout

Spark for our LGBTQIA+ community.

Te Korowai Tupu

Ko te whāinga kia hāpai te ahurea

ahurei o Aotearoa whānui, ki te ao, kia

ngita. We want our culture at Spark to

both reflect and uplift Aotearoa

New Zealand’s unique cultural heritage,

and this is where our Māori strategy,

Te Korowai Tupu (the cloak of growth),

comes in.

Te Korowai Tupu takes the threads of

a tangata whenua world view that can

be woven across Kora Aotearoa, or

Spark New Zealand – into our strategies,

actions and values – and is a core

commitment of our new business

strategy.

Spark’s Kaiārahi (Māori group) guide

and support the delivery of the strategy

within our business. In FY23 the Kaiārahi

created a set of guiding objectives that

will continue to steer our mahi and our

objective of weaving te ao Māori

throughout our business. This also

included a refresh of the Te Korowai

Tupu narrative and the introduction of a

new karakia that was composed

specifically for Spark and is now being

embraced by teams across the business.

In FY23 we continued to promote our

people’s understanding of te ao Māori

by delivering cultural responsiveness

modules, and Te Ara Reo, our Māori

language pathway strategy, which

delivers te reo Māori learning

opportunities to our people at beginner

and intermediate levels.

We continued to work in partnership to

bring our strategy to life, alongside our

key partners – Te Wānanga o Aotearoa,

Whāriki, Kōkiri, Arataki Systems, Kiwa

Digital, Education Perfect and Te

Pūtahitanga o te Waipounamu.

In June we also celebrated Matariki

across our corporate offices with a

range of activities, including

performances, demonstrations, lots of

kai and a karakia challenge.

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57

Spark New Zealand Annual Report 2023

Our diversity performance
We believe in the idea that what gets

measured gets done and we take a

data-led approach to achieving our

Diversity and Inclusion ambitions.

Having a greater understanding of who we

are will allow us to create experiences and

provide support that is tailored to the

diverse needs of our people.

Improving female representation

Over the past year we have continued to

focus on improving female representation

across the group and reducing our gender

pay gap. Our ambition is to achieve 40:40:20

representation Spark wide by the end of

FY24, which refers to 40% men, 40% women

and 20% of any gender (as well as gender

diverse representatives) and to reduce our

median gender pay gap by 10 percentage

points from FY20 to 18% by the end of FY25.

Overall, across the group we saw female

representation remain flat at 34% in FY23.

While overall representation appears static,

it masks positive movement and change

across the business and good progress in

embedding standards and business

practices. Within the core Spark business,

female representation is higher at 37%,

while in our wholly-owned subsidiaries

representation is significantly lower at 21%.

In FY23 we reviewed and reset our targets

for each business area – including overall

representation targets and guidance on the

starter and leaver gender mix that we

would need to see to achieve our

ambitions. We made strong progress in

shifting our recruitment of females, moving

from 33% to 41% in FY23, but this was

partially offset by an increase in the

proportion of leavers who were female

(35% to 38%). Improving female

representation, particularly in the

technology focussed areas of our business,

remains a priority. This is an industry-wide

challenge and we continue to work actively

alongside our industry peers, external

technology institutions, and other thought

leaders to create a New Zealand-wide

pipeline of women in technology careers.

Our People & Culture Partners are

continuously upskilled with tools to

increase our leaders’ capability to address

the gender pay gap and recruit for

diversity. We also educate our senior

leaders across the business by providing

resources, standards and guidelines and

data insights that help them to hire talented

candidates with diversity in mind and track

their progress against their goals and our

Spark-wide ambitions. Each area has an

action plan to achieve its representation

goals in addition to maintaining recruitment

standards, such as 40:40:20 shortlists.

Within our Board, Leadership Squad (LS),

and Wider Leadership Group (senior roles

outside Board and LS), we continue to

maintain a 40:40:20 representation, which

is fundamental to reaching our broader

diversity ambitions.

Our Board is 50% female and 50% male,

with four female directors (including our

CEO) and four male directors. One new

female and one new male director joined

our Board in August and one male director

retired at the Annual Meeting in November.

Over the past year one female leader

resigned from our Leadership Squad,

taking the female-to-male ratio to a 56%

female and 44% male split. With the

changes we have made at the start of FY24,

the female-to-male ratio is now 55% female

and 45% male.

21.6%

Our median gender pay gap has reduced

from 24% in FY22 to 21.6%.

34%

Female representation across Spark.

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Reducing our gender pay gap
We are pleased to see our median gender

pay gap reduce further from 24% in FY22

to 21.6%. We also monitor the difference in

mean (average) pay, which remained the

same at 13%. Achieving our pay gap

ambitions is closely linked to our approach

to improving representation and Spark

continues to support a New Zealand-wide

pipeline of females in technology careers

through our partnerships with external

technology institutions and influencers

such as GirlBoss NZ.

Our Diversity and Inclusion Policy sets out

our framework in this area. www.sparknz.

co.nz/about/governance/

Gender pay ratio

CategoryNumber of employees

in category

Pay Ratio:

Mean

1

Pay Ratio:

Median

2

Leadership: Spark’s wider

leadership group, including the

Leadership Squad

FY23: 77

(44 Male, 33 Female)

FY22: 70

FY23: 4%

FY22: -1%

FY23: -9%

FY22: -12%

Technology: Employees who work

in technology focussed areas of

the business

FY23: 2,717

(2,101 Male, 604 Female)

FY22: 2,338

FY23: -12%

FY22: -9%

FY23: -23%

FY22: -20%

Customer Channels: People

primarily employed within our

contact centres and retail operations

FY23: 892

(446 Male, 441 Female)

FY22: 971

FY23: -1%

FY22: -1%

FY23: 0%

FY22: 0%

Rest of Spark: Including corporate,

product, marketing and customer

units

FY23: 1,746

(987 Male, 751 Female)

FY22: 1,765

FY23: -17%

FY22: -15%

FY23: -23%

FY22: -17%

Total5,432FY23: -13%

FY22: -13%

FY23: -22%

FY22: -24%

1 Pay Ratio = (mean female salary – mean male salary)/mean male salary.

2 Pay Ratio = (median female salary – median male salary)/median male salary.

Calculated using hourly On Target Earnings or Total Base Remuneration plus Short-Term

Incentive Target values as at 30 June 2023. Negative pay gap values indicate that the median

or mean earnings for women are less than those for men.

Demographics of our workforce

Including permanent and fixed-term employees of Spark and its directors, as of 30 June 2023.

Gender

1

Age

Number of

people

Female %Male %Female #Male #Gender

diverse #

5

Under 30

years old

30 – 50

years old

Over 50

years old

Directors850%50%FY23: 4FY23: 40%0%100%

+1+7%-7%FY22: 3FY22: 4no change-14%+14%

Leadership

Squad

2

956%44%FY23: 5FY23: 40%56%44%

-1-4%+6%FY22: 6FY22: 4no change-44%+44%

Other

leadership

roles

3

6841%59%FY23: 28FY23 401%69%29%

+8-6%+6%FY22: 28FY22: 32-1%-8%+7%

Permanent

starters

1,27441%59%FY23: 518FY23: 74935%52%12%

+19+8%-8%FY22: 413FY22: 840-4%-1%+4%

Permanent

leavers

1,14438%60%FY23: 434 FY23: 687 30%56%13%

-217+3%-5%FY22: 472FY22: 888+2%-4%+1%

Total

4

5,43934%66%FY23: 1,832

FY22: 1,729

FY23: 3,582

FY22: 3,413

FY23: 10

FY22: Not

reported.

19%56%24%

+2800%0%-1%-2%+2%

1 For the purposes of NZX Listing Rule 3.8.1(c) no directors or members of the Leadership Squad self-identify as gender diverse.

2 Includes the CEO who is also included as a Director in the line above. The Leadership Squad is considered ‘senior managers’ for the purposes of the Financial Markets

Conduct Act 2013 and ’senior executives’ for the purposes of the ASX Corporate Governance Council’s Principles and Recommendations.

3 Substantive roles that report directly to members of the Leadership Squad.

4 Includes non-executive directors. Spark’s employee headcount, including our CEO, is reported as 5,432.

5 Gender diverse totals only reported in total figures. There are an additional 15 people who prefer not to answer this question.

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Spark New Zealand Annual Report 2023

Improving ethnic representation
across Spark

Diversity does not start and end with

gender and we have increased our focus

on ethnic diversity over the last two years.

In keeping with our data-led approach to

change, one of our strategic ambitions was

to increase the percentage of our people

sharing their ethnicity data with us to 80%.

We are proud that from our starting

strategy position of only ~19%, to 50% in

FY22, we achieved 83% by FY23.

As at 30 June 2023, the available data on

our people shows that 47% come from NZ

European or European ethnic backgrounds

with 38% reporting a diverse range of

Asian ethnicities, with the largest groups

being Indian (16% overall), Southeast Asian

(8%) and Chinese (7%). Four percent of our

people are Māori and 5.5% report Pacific

ethnicities, most commonly Samoan (2%).

Our senior levels have a higher proportion

of people from NZ European/European

ethnicities with 84% of our people in

leadership roles (Leadership Squad and

Wider Leadership Group) included in this

grouping. Now that we have ethnicity

information for a high proportion of Spark

employees, we will focus more in FY24 on

using this information to gain insights on

how we can attract, retain and progress a

diverse range of people across our

organisation as well as sustain an inclusive

culture. As part of our new strategy from

FY24–FY26, we have also made a

commitment to increasing Māori and

Pasifika representation at Spark, with an

ambition to lift this by a combined

5 percentage points.

Percentages based on permanent and fixed-term employees at Spark as of 30 June 2023 who had provided ethnicity data (n=3,423). NZ

European/European includes all European ethnicities (e.g. British, German) and Australian European. Excludes employees in Spark’s wholly-

owned subsidiaries. Spark collects information on main and other ethnicity where an individual identifies with more than one ethnicity.

Consistent with the Champions for Change methodology, where an individual reports two ethnicities, each is counted as 0.5.

0102030405060708090100

Rest of Spark

Wider

Leadership

Group

Leadership

Squad

Board

Total

NZ European/

European

Asian

Pacific Peoples

Middle East,

Latin America

and Africa

Māori

Other

83%

At end of June 2023.

9. 5%

Of Spark people are Māori or Pacific peoples.

PERCENTAGE OF EMPLOYEES

SHARING THEIR ETHNICITY DATA

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Creating value for our people

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Parental leave
Spark provides a parental leave policy for

eligible employees, regardless of gender,

sexuality, age or whether the employee is

giving birth or adopting a child.

In FY23, we refreshed our parental offering

– Whakapuāwai – to offer better support to

primary parents through the process of

having children and returning to work but

also encouraging secondary parents to be

able to take a more active role in that journey

to support more equitable outcomes.

FY23 Parental Leave numbersFemaleMale

1

Employees who took parental leave1024

Employees who returned to work after taking parental leave703

Employees who were due to return to work723

Return to work rate

2

97%100%

Employees who returned to work after taking parental leave who remain

employed 12 months after their return to work

352

Employees returning from parental leave in prior reporting period622

Retention rate

3

56%100%

1 Males who took fewer than 30 days paternity leave have been excluded.

2 Return-to-work rate = Total number of employees who returned to work after parental leave, divided by the

total number of employees due to return to work after taking parental leave.

3 Retention rate = Total number of employees retained 12 months after returning to work following a period of

parental leave, divided by the total number of employees returning from parental leave in the prior reporting period.

Whakapuāwai, which means ‘to cause to

blossom’, will see Spark top-up the

Government’s parental leave contributions

so that primary carers receive 100% of

their normal salary for 26 weeks, with

continued employer KiwiSaver

contributions of 3% during their parental

leave period. Secondary carers will also

receive four weeks paid leave (increased

from two), so they can be present to

support their partner and whānau during

those pivotal first few weeks of their

baby’s life.

The package also includes a phased

return-to-work policy for primary carers,

who can work 80% of their regular hours

on 100% salary for the first three months of

their return.

Eligibility for Parental Leave is in

accordance with Government legislation.

“ Spark provides a

parental leave policy

for eligible employees,

regardless of gender,

sexuality, age or

whether the employee

is giving birth or

adopting a child.”

KIWISAVER

(PAID THROUGH THE PERIOD OF

PARENTAL LEAVE).

CONTINUATION

OF

AT

3%

Whakapuāwai means to cause to blossom

26 WEEKS

SALARY FOR

10 0 %

80 %

WORK

PAY

10 0 %

OF HOURS, ON

(FOR THE FIRST 3 MONTHS

OF YOUR RETURN)

PARENTS’

SUPPORT

NETWORK

BESPOKE

PARENTAL

LEAVE

TOOLKIT

SECONDARY

CARERS PAID

LEAVE

WEEKS

4

OF

SPECIALIST

TRANSITION

SUPPORT &

COACHING

SPARK’S PARENTAL LEAVE OFFERING

STARTING FROM JANUARY 1ST 2023

OF TOMORROW

THE SEEDSNURTURING

WHAKAPUĀWAI

Ko te pae anamata, whakamaua

61

Spark New Zealand Annual Report 2023

Creating value
for our

communities

Social + human capital

We work alongside New Zealand communities to harness the power of technology

and create a positive digital future for all. Our products and services help our

communities to stay connected and enable the provision of community services.

Beyond the direct impacts of our products, we want to play a bigger role in building

healthy, connected, and equitable communities.

Connected and empowered communities

OUTCOMES FY23

62Hello tomorrow

Creating value for our communities

Creating value for our communities

Digital Equity
It is estimated that one in five people in

New Zealand currently experience some

form of digital exclusion

1

.

There are clear and compelling reasons for

Aotearoa New Zealand to bridge this

digital divide. In May 2023, Spark

Foundation and NERA Economic

Consulting released a report outlining the

economic opportunity that a home

broadband connection provides for a

household – which showed that providing

more homes with internet connectivity

could benefit New Zealand’s economy by

around $464–$737 million per year.

Although digital equity is more complex

than simply having an internet connection

at home and a device to get online, this is

certainly the starting line – and table stakes

for people to be able to participate in an

increasingly digital world.

At Spark our commitment to digital equity

starts with our purpose – to help all of

New Zealand win big in a digital world –

and is guided by the Government’s Digital

Inclusion Blueprint, which identified four

elements of digital inclusion: motivation,

access, skills, and trust.

Improving access and affordability

through Skinny Jump

Skinny Jump is Spark’s not-for-profit wireless

broadband service for people who find cost

a barrier to having an internet connection at

home. The service is entirely prepaid, so

there are no long-term contracts or credit

checks needed, and all it takes to get set

up is registering through a community

partner and plugging in the modem.

Jump is delivered by a dedicated squad of

Spark people alongside a community

partner network, which is overseen by

Digital Inclusion Alliance Aotearoa (DIAA)

and includes over 300 local organisations

nationwide, spanning community libraries

and community hubs amongst others.

There are now 27,341 households across

the country who are actively using Skinny

Jump. For wireless broadband an active

connection is defined as a customer having

used their modem in the last 30 days.

However Skinny Jump customers are more

likely to have infrequent internet use as

they have to reprioritise their monthly

spending when budgets are tight. This is

why for Jump, we also measure customers

who have used their modem in the last 90

days, and in FY23 this totalled more than

30,000 households.

Jump provides customers with 35GB of

data for just $5, with the first 15GB of data

each month free. Customers can purchase

up to six top-ups a month, which means

Jump customers can access 225GB of data

for just $30 a month.

In FY23 Skinny Jump continued its key

partnerships, the ‘Ciena Jump for Students

Fund’, which gives eligible students in low

decile schools a free Skinny Jump

connection until the end of the school year,

and ‘Awhi Matihiko: Red Cross Digital

Settlement Package’ – a collaboration with

New Zealand Red Cross, Internet NZ, and

Digital Inclusion Alliance Aotearoa that

gives new refugees a free Skinny Jump

connection (for 12 months), a laptop, and

digital skills training. There are now over

445 students using the Ciena Jump for

Students Fund and 45 households using

the Awhi Matihiko: Red Cross Digital

Settlement Package.

1 www.digital.govt.nz/dmsdocument/174~digital-inclusion-action-plan-20202021/html

27k+

households across the country who are

actively using Skinny Jump.

“ Providing more homes

with internet

connectivity could

benefit New Zealand’s

economy by around

$464-$737 million

per year.”

Ko te pae anamata, whakamaua

63

Spark New Zealand Annual Report 2023

Championing digital equity through
Spark Foundation

Spark Foundation leads Spark’s work in the

community. The Foundation has a

single-minded focus on digital equity, and

its vision is that no New Zealander is left

behind in a digital world. It has focussed its

strategy on the areas it can make the

biggest difference – digital access, digital

skills and pathways, and digital wellbeing.

Spark Foundation allocates funding for

programmes through a strategic

partnership approach, working with

organisations whose objectives are aligned

to improving digital equity for Aotearoa.

Most partnerships focus on empowering

and equipping the next generation of

digital thinkers and creators, especially

Māori, Pasifika, and women.

In FY23, Spark Foundation refreshed its

strategic direction for the next three years,

recognising the significant progress

already made improving digital access.

While the Foundation’s three focus areas

remain, over the coming years the focus on

building digital skills and pathways into

technology for Māori and Pasifika will be

upweighted. We believe that equitable

participation in our sector is the ultimate

expression of digital equity.

To demonstrate our commitment to this

cause, Spark Foundation has also

implemented an ambition for its Board of

Trustees to achieve a 40:40:20 balance of

ethnicity – with 40% Māori, 40% of any

ethnicity, and 20% Pasifika. The current

Board of Trustees sits at 25% Māori, 25%

Pasifika and 50% other ethnicities.

In FY23, following a 10-year tenure, Chair

Andrew Pirie confirmed his intent to step

down from the Board of Trustees. Current

Trustee, Stacey Morrison (Te Arawa, Ngāi

Tahu), who has served on the Spark

Foundation Board for six years, was

appointed Chair of Spark Foundation,

effective 1 July 2023. Spark Foundation

extends a warm thank you to Andrew for

his contribution to Spark Foundation

during his tenure and welcomes Stacey to

the role.

Spark’s people go ‘ALL IN’

On July 26, Spark held an event at Spark Arena in Auckland (and other locations in

Hamilton, Tauranga, Wellington and Christchurch), as well as online, which brought Spark

people together to help solve the issue of how to bridge the country’s digital divide.

Around 1,500 people participated in ALL IN, which featured stories from six inspiring

rangatahi (youth) who each had their own personal story of experiencing digital

inequity and doing something to make a change.

There was Owyn Aitken and Hadi Doud – who co-founded Remojo Tech, the business

behind Recycle A Device, which is a programme that teaches high school students

how to refurbish donated second-hand devices, and then distributes them to

households in need. To’e Lokeni and Mannfred Sofara, who after years of having their

names mispronounced at school, created their digital platform Fa’amalosi (‘Say It

Right’) on a teacher’s laptop, and from devices they were able to borrow. Hope Cotton

who as one of the 880,000 people in New Zealand who is deaf or hard of hearing, is

spearheading a petition calling on the Government to institute legal captioning

requirements. And Rangipo Taukira-Mita, who developed an affordable technology-

backed water-testing programme to keep track of the quality of New Zealand’s rivers,

which has now expanded to reach marae across the country.

After being inspired by their stories, our people participated in an afternoon of

workshops where we brainstormed ways to combat digital inequity. Following the

event Spark created a dedicated squad of people from around the business to review,

refine and prioritise the generated ideas.

The first initiative to come off the back of ALL IN was Spark’s commitment to include

closed captioning on all its audio-visual assets, including TV and digital advertisements,

social media video content, and internal videos, to make them more accessible to

those who identify as Deaf and Hard of Hearing. The next initiative will launch in FY24.

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Spark Foundation
investment

In FY23 Spark Foundation invested over

$1.8 million into organisations and projects

that accelerate Digital Equity. Around 80%

of project funding supports nine multi-year

partnerships, which span around two to five

years. The rest is allocated to smaller,

one-off grants.

Spark Foundation

partnerships in FY23

Digital access

Recycle A Device

Recycle A Device (RAD) takes second-hand

laptops donated by businesses and

households; teaches local ākonga

(students) to refurbish them; and then gets

them into the hands of those who need

them the most.

The result is an end-to-end process of

device collection, refurbishment,

distribution, and disposal that enhances

digital equity at every level – providing

highly sought-after tools, access, and skills

to rangatahi (young people), while also

offering the added environmental benefit

of diverting e-waste from landfill by giving

these laptops a second life. Once devices

have been refurbished, they are gifted to

students within the school community itself,

or to other community organisations for

distribution to people in need. As well as

Spark Foundation funding, Spark

subsidiary, Entelar Group has partnered

with RAD providing logistics support. In the

last year, over 2,000 laptops were

refurbished and gifted. In addition, RAD ran

24 one-day workshops where rangatahi

learned the tech engineering skills needed

to repair laptops. This means that over 360

young people can be kaitiaki (caretakers) of

digital tools for their friends and whānau. In

June, RAD received the ‘Best Hi-Tech

Solution for the Public Good’ award at the

2023 New Zealand Hi-Tech Awards.

PACE: Porirua Access Connectivity

and Education

Following a community talanoa in 2020

organised by Spark’s Vaka Pasifika team,

a community initiative, PACE, formed to

specifically address the digital access,

connectivity and education divide in Porirua,

Wellington. In year one the focus has been

establishing the Governance team and

strategic plan. PACE will collaborate with

local established organisations, government

and non-government organisations to

accelerate its efforts in the wider community.

Digital skills and pathways

Te Au Hangarau: Improving

participation of Māori in tech: during

FY23, Spark Foundation co-funded a

piece of research alongside Tātaki

Auckland Unlimited, in conjunction with

Te Matarau, The Māori Tech Association,

to gain a better understanding of the

participation gap of Māori in the tech

sector. The purpose of the research was

to equip organisations across Aotearoa

with an understanding of the barriers

Māori talent face, so they could take

steps to address these and create more

inclusive environments. The qualitative

research, 'Te Au Hangarau', was

conducted by Pūhoro STEMM Academy

and Aatea Consultants. Some of the key

insights from the research included a

need to address the capability gap at a

much younger age – with more

responsibility placed on organisations

to collaborate with education facilities

to encourage Māori into Science

Technology Engineering Maths (STEM)

at a young age, and to provide better

access and opportunities for Māori, to

participate in the digital world. The

research can be accessed on the Tātaki

Auckland Unlimited website.

https://industry.aucklandnz.com/sites/

build_auckland/files/media-library/

documents/Te_Au_Hangarau_Insights_

Summary.pdf

Digital Natives Academy

Spark Foundation has been in

partnership with DNA for nearly

six years. A kaupapa Māori

organisation, Digital Natives

Academy (DNA) Charitable Trust

was established in 2014 to

illuminate digital pathways and to

inspire young people and their

families to create, transform,

shape and develop their own

digital tools. DNA continues to

grow from strength to strength in

the creative tech space, including

gaining Professional Leadership

Development (PLD) accreditation

and forming a strategic

partnership with Media Design

School. In 2019 DNA developed

digital wellbeing programme Te

Iwi Matihiko, and more recently

established Minecraft e-Sport

experience Mātauranga Wero

Hanga. It is piloting this

programme with 39 Kura ā Iwi to

develop their digital fluency

within a Māori medium context.

In addition, focussing within Te

Reo Māori space to support kura,

as well as working with those not

in education or employment who

want to explore digital and

creative pathways.

Ko te pae anamata, whakamaua

65

Spark New Zealand Annual Report 2023

Fibre Fale
Fibre Fale was founded by two young

Pacific leaders, Julia Arnott-Neenee and

Eteroa Lafaele, to create pathways for

Pacific people into the technology sector

through education, advocacy, and

facilitation. Launched in October, the

initiative is backed by a number of

corporate and philanthropic funders

including Spark Foundation, Perpetual

Guardian, Foundation North, and Fisher

and Paykel Healthcare Foundation.

P-Tech

P-Tech is a public education model

designed by educators and the technology

sector to address New Zealand’s STEM

skills gap. Participating schools collaborate

with private companies that provide

students with mentorships, worksite visits,

and paid internships. On completing the

programme, students will have both their

NCEA qualifications, and a New Zealand

Diploma aligned to industry needs. In

addition, successful graduates typically

earn first-in-line consideration at affiliated

industry partners when applying for jobs.

Pūhoro STEMM Academy: a kaupapa

Māori approach that aims to improve

representation of Māori in Science,

Technology, Engineering, Maths, and

Mātauranga. Working with schools,

Pūhoro supports iwi affiliated rangatahi

Māori from NCEA level 1 through to

higher education, helping to guide

them into high value careers. Spark

Foundation is a funder of the Hawke’s

Bay regional programme which

supports eight schools. In FY23, Spark

Foundation and Tātaki Auckland

Unlimited collaborated with Pūhoro to

co-fund ‘Te Au Hangarau – Accelerating

Māori Participation in Tech’ research,

outlined earlier.

Hihiko Te Rawa Auahau: delivered by

Toi Kai Rawa, the Bay of Plenty’s Māori

economic development agency,

innovation hubs will be embedded into

30 Māori communities across the wider

Bay of Plenty over the next few years.

Take2

A programme that aims to break the cycle

of crime through technology. Take2

teaches incarcerated individuals to code,

enabling meaningful employment

opportunities once they are released. In

addition to Spark Foundation funding,

during FY23 Spark supported the

programme by employing its first Take2

graduate into the business.

From Otara to NASA

In FY23, Spark Foundation

partnered with the Ōtara Youth Hub

to send a group of students from

the South Auckland suburb of

Otara to the 2023 Advance Space

Camp Expedition at NASA in

Alabama, USA.

The programme runs over seven

days where rangatahi engage in

various STEM activities as well as

astronaut training exercises,

engineering challenges, team-

building activities and an extended-

duration simulated space mission.

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Digital wellbeing
Digital Discipline

A programme that offers support to young

people dealing with social media addiction

through education, awareness, and

strategies to balance the online world with

the real world. Digital Discipline is currently

focussed on South and West Auckland

communities with collaborations in

Rotorua, Porirua, and Ōtautahi/

Christchurch. In the last year, Digital

Discipline released a music video with local

music artist, Sefa M., showcasing the

impacts that digital addiction can have on

an individual’s relationship and family.

Founder Tony Laulu was also featured on

The AM Show on Three, discussing the

negative impacts of social media on

teenagers.

Digital Equity Coalition Aotearoa

Spark Foundation is an establishment

funder of the Digital Equity Coalition

Aotearoa (DECA), which brings together

over 100 community organisations who

have a focus on digital inclusion and equity.

DECA shines a light on digital inclusion

initiatives, identifies gaps, advocates, and

offers space for innovation and cross-sector

collaboration.

Other partnerships and funding

In addition to multi-year partnerships,

Spark Foundation also made smaller,

one-off grants to a range of digital equity

initiatives including The Light Project, Ōtara

Community Builders (see below), Tāiki E! |

Māori Tech leaders wānanga, Flying High,

E-Steam 101 Vaka and Digital Tautua.

Spark’s investment into

the community

In FY23 we committed over $8 million in

funding and free data, as well as significant

internal resources, to achieve our digital

equity ambitions and contribute to our

communities.

In FY23 Spark donated nearly $1.6 million

to Spark Foundation, with $1 million

designated specifically for community

projects, and the remaining funding

operational costs. Combined with Spark

Foundation’s sale of its art collection, over

$1.8 million was invested into community

initiatives and projects that accelerate

digital equity.

Spark also funds the Spark Give and Spark

Volunteer programmes, which match

employee charitable donations (up to a

total pool of $250,000 per year) and

provides all Spark people with one day

leave a year to commit to volunteering.

Spark’s subsidised broadband service

Skinny Jump has been designed to operate

on a not-for-profit basis – with the revenue

generated covering the costs of the free

modems, community partner network,

product development, and customer care

and education. The commercial value of

the data provided to households in need

through Skinny Jump totalled over

$6.3 million in FY23.

Connecting our people to our

communities

Spark encourages our people to give back

to the community through our Spark Give

and Spark Volunteer programmes.

As participation in Spark Give and Spark

Volunteer had been steadily declining, in

FY23 Spark refreshed the programmes to

focus on a smaller group of charities to

create a bigger impact and contribute to

more meaningful social progress across

Aotearoa.

In FY22 our people voted for the following

charities as our official partners:

• Skinny Jump (Ciena Jump for

Students Fund)

• Sustainable Coastlines

• Starship Foundation

• Hato Hone St John

Spark Give

Our payroll giving programme, Spark Give,

enables our people to donate to schools

and charities via their pay.

Spark matches donations towards our four

key partners through Spark Give dollar-for-

dollar (up to a cap of $250,000 per year).

Our people also have the option to donate

to their personal causes, and Spark

continued to match most registered

charities (except schools and religious

organisations) dollar for dollar (up to $500

per person per year, up to a maximum cap

of $50,000 per year).

In FY23, Spark removed schools and

religious organisations from the eligibility

criteria for donation matching, to ensure

Spark funding is directed to community

groups most at need. This has seen the

value of donations made through Spark

Give during the year decline, however our

people can continue to donate to these

groups individually and still receive the tax

credits, but their donation won’t be

matched by Spark.

Spark Give results for the year

Employee Donations:$366,431

(FY22: $433,433)

Spark’s Matching:$59,239

(FY22: $157,775)

Number of employees

participating:

205

(FY22: 452)

Spark Volunteer

Spark employees can take one volunteer

day each year, for skills or mission-based

volunteering. Skills-based volunteering

means our people focus on opportunities

that take advantage of their specialised

skills and talents to assist not-for-profits.

Mission-based volunteering means

volunteering with organisations whose

work aligns with digital equity.

Some of the organisations that our people

volunteered for over the year include Pride,

Lifeline, Sustainable Coastlines, Summer of

Tech, Shadow Tech, Hatch, GirlBoss NZ,

P-Tech, Trees that Count and Take2.

Volunteer leave days used in FY23

Total staff eligible for

volunteering:

4,259

(2022: 4,220)

Total employee

participation:

462

(2022: 449 days)

% of employee

participation:

11%

(2022: 6%)

Ko te pae anamata, whakamaua

67

Spark New Zealand Annual Report 2023

To achieve our purpose, Spark must
successfully execute our business strategy

while maintaining high standards of

operational performance and corporate

governance.

Our Sustainability Framework, as outlined

on page 17, focusses our ESG

(Environmental, Social, Governance)

activities in the areas we can make the most

meaningful impact – New Zealand’s

economic transformation, digital equity,

and our own sustainable business

practices. To realise these ambitions ESG is

integrated into our ways of operating and

governance, as outlined in this section.

Maintaining high

standards of corporate

governance

The Board regularly reviews and assesses

Spark’s governance structures and

processes to ensure that they are consistent

with international best practice, in both

form and substance.

Spark has complied with the

recommendations of the NZX Corporate

Governance Code (dated 1 April 2023) and

substantially complied with the principles

and recommendations of the ASX

Corporate Governance Councils Principles

and Recommendations (4th Edition) for the

FY23 reporting period. You can read about

how we have complied with these

recommendations and principles in Spark’s

Annual Corporate Governance Statement

2023 at: www.sparknz.co.nz/about/

governance/

Copies of, and details about, Spark’s

corporate governance policies, practices

and processes can be found on our

website at: www.sparknz.co.nz/about/

governance/

Integrating ESG into our

governance processes

Spark is committed to the continuous

improvement of our ESG performance.

Our sustainability governance structure

helps us ensure sustainability is overseen

at the highest levels of our organisation

and embedded throughout our everyday

operations.

Our Board and Leadership Squad have

oversight of our sustainability performance.

Sustainability (covering all facets of ESG) is

a standing item at regular Leadership

Squad meetings, which serves as a

business-wide sustainability steering

committee. These meetings include

quarterly updates on performance against

our sustainability KPIs. The Board has

overall governance responsibility for

sustainability and is updated on

sustainability performance against the

same KPIs on a quarterly basis. The Board

also approves the sustainability framework

and reviews and approves all policies

related to ESG.

For day-to-day management our ESG

Squad is a cross-functional group

accountable for our performance,

reporting, and risk management. The

Squad is led by Spark’s Sustainability Lead,

and includes representatives from Spark’s

financial, risk, legal, investor relations,

supply chain, regulatory affairs, people and

culture, and corporate relations functions.

We publish a summary of our approach to

sustainability at Spark on our website:

www.sparknz.co.nz/sustainability/

Our Sustainability

Framework

Toitū Sustainability at Spark is integrated

into Spark’s business strategy through our

commitment to the three pillars of

Economic Transformation, Digital Equity,

and a Sustainable Spark. These

commitments sit alongside our Māori

Our governance and ESG management

Strategy, Te Korowai Tupu, which informs

how we develop strong connections with

Māori and builds our understanding of Te

Ao Māori. For more information, see ‘Our

new Sustainability Framework’ on page 17.

The framework is informed by our

materiality assessment (see page 151).

While the three focus areas are enduring,

the activities within them will evolve over

time to ensure we are responsive to our

changing operating environment and the

needs of our stakeholders.

ESG reporting

We seek to present a clear and transparent

assessment of our ESG performance in our

reporting. This report is prepared in

accordance with the International <IR>

Framework and with the Global Reporting

Initiative (GRI) Core Option. It also

incorporates climate risk disclosure aligned

to the recommendations of the Task Force

on Climate-related Financial Disclosures

(TCFD) and to the incoming Climate

Related Disclosures reporting

requirements.

We focus our reporting on sustainability

topics which substantively influence the

assessments and decisions of stakeholders

or have a significant environmental, social,

or economic impact. We also consider

whether a matter could substantively affect

our ability to create value in the short,

medium, or long term.

A detailed appendix to this report (see

pages 151–156) includes a summary of our

approach to materiality, our GRI Index, and

information on our stakeholders and

memberships of organisations.

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Our governance and ESG management

Our governance and ESG management

Benchmarking our ESG
performance

We benchmark our performance using a

number of international frameworks. These

include the Corporate Sustainability

Assessment (CSA). The CSA is a

comprehensive benchmark of our ESG

maturity against our peers, with good

coverage against our material sustainability

issues. The CSA is now a part of S&P Global

and is the assessment framework behind

inclusion in the Dow Jones Sustainability

Index (DJSI) global series.

Our approach to ESG management has

seen our score, and relative ranking against

global industry peers, increase year-on-

year in the CSA benchmark into the top

quartile of all global telecommunications

companies. As a result in the past year

Spark was invited to join the DJSI Australia

Index, recognising our progress and

regional leadership.

We also participate in the Carbon

Disclosure Project (CDP) and the

Worldwide Benchmarking Alliance’s annual

Digital Inclusion Benchmark. This includes

an assessment of our broader social

responsibility governance alongside a

detailed assessment of our digital inclusion

programmes. Spark is currently ranked in

the top quartile of this benchmark.

Sustainability Governance

Our sustainability governance structure helps us ensure sustainability is overseen at the highest levels of our organisation and embedded

throughout our everyday operations.

Digital

Equity

Approval of business strategy and sustainability framework.

Reviews climate change and modern slavery risks. Reviews

sustainability progress quarterly.

Sets three-year business strategy and approves sustainability

framework. Reviews climate change and modern slavery risks.

Reviews sustainability progress quarterly.

Sustainability Director and Lead design the sustainability framework

and ensure Spark makes progress against it.

Identifies focus areas of most materiality

to guide activity and resource allocation.

The Sustainability Lead works across Spark with a cross-functional

ESG Squad to improve sustainability performance and integrate it

into the business. Spark Foundation has a sole focus on digital

equity, and Skinny Jump is operated through a dedicated squad.

Spark’s business strategy is executed through the QBR process,

with priorities agreed every three months. Sustainability is a

standing priority on the QBR.

Support execution of sustainability framework priorities and

consider sustainability impacts in decision making.

Spark New Zealand Board of Directors

Leadership Squad

Corporate Relations and Sustainability Director

and Sustainability Lead

Sustainability framework

Quarterly Business Review (QBR)

All Spark people

Sustainability Lead and ESG Squad

Spark Foundation

Skinny Jump Squad

Sustainable

Spark

Economic

Transformation

Ko te pae anamata, whakamaua

69

Spark New Zealand Annual Report 2023

Human rights due
diligence

In FY22 we introduced our Human Rights

Policy. This Policy is an explicit commitment

to respect all internationally recognised

human rights and sets clear expectations

on how we will address human rights issues

across our value chain.

The Policy supplemented a number of

long-standing policies and processes to

protect and uphold human rights. For

example, our Supplier Code of Conduct,

which sets clear requirements for our

suppliers, and our Privacy Policy and values,

which outline clear expectations around

the protection of our customers’ rights

around their personal data.

To develop the policy we engaged internal

and external stakeholders and reviewed

our approach against our global peers. We

identified a number of areas of emerging

human rights impacts and have

implemented new policies and processes

to address these issues.

This included the publication of a set of AI

Principles, based upon existing internal

guidelines for the ethical use of AI (Artificial

Intelligence) technologies. For more

information see www.sparknz.co.nz/about/

governance/

In the past year we designed a new

customer human rights risk screening

process which we will roll out to key teams

in the year ahead. The majority of Spark’s

customers pose a low risk, and as a

New Zealand-based business most of our

customers operate exclusively within

New Zealand where strong protections exist.

This process requires us to consider if

services provided to customers pose any

risk of negative human rights impacts,

are used with vulnerable groups, or in

high-risk industries or geographies where

there is a greater risk of negative human

rights impacts.

The process will flag customers for further

consideration. The ESG Squad will conduct

the initial review and recommendation,

with complex, high-risk, or high-value cases

escalated to the Leadership Squad for a

final decision. In line with human rights best

practice, this includes understanding

opportunities to work in partnership with

customers to mitigate any risks and address

underlying human rights issues.

Together, our engagement with our

suppliers (see below), our internal policies

and processes, and our assessment of risk

in the use of technology by our customers,

represents our human rights due diligence

process across our value chain.

Engaging our suppliers

We rely on a combination of local and

global suppliers and partners to operate

our business. We have around 2,000

suppliers, ranging from the largest global

technology businesses to small local

operators. Each year we spend around

$2 billion to support our business and meet

our customers’ needs.

Our global supply chain is complex, with

many indirect suppliers providing the

source materials and components required

to deliver consumer electronics and

network infrastructure. We set clear

expectations for our suppliers related to

social and environmental performance

through our Supplier Code of Conduct,

which sets out the minimum standards we

expect from all our suppliers across labour

and human rights, health and safety,

environmental sustainability, and ethical

business practices. All new suppliers are

requested to sign up to the Code, or

demonstrate commitment to an equivalent

code of practice, as part of their

onboarding process. For more information,

visit: www.sparknz.co.nz/suppliers

We are in the process of transitioning our

supplier management system to the SAP

Ariba platform. This system provides

improved processes for data collection

from suppliers, including self-assessment

questionnaires and compliance

declarations, covering topics such as

modern slavery and science-based

emissions reduction targets. The system

also includes a risk module that enables us

to monitor suppliers across 300+ incident

types (such as ethical practices, labour

compliance, legal incidents, and

operational disruption), and then segment

suppliers into risk profiles as a result.

Auditing suppliers – Membership of

Joint Audit Cooperation (JAC) initiative

JAC is an international association of

telecommunications operators aiming to

align around a common set of requirements

and KPIs for ICT suppliers to uphold human

rights, social, labour, and environmental

standards. The association aims to verify,

develop, and assess the Corporate Social

Responsibility (CSR) implementation across

the manufacturing centres of suppliers in

the industry.

JAC has been running for over a decade

and has been gradually growing as new

operators join the initiative. JAC members

share resources and best practices. As of

June 2023, the association encompasses

26 telecommunications operators.

As a JAC member Spark is required to audit

a minimum of five supplier locations each

calendar year. The suppliers and locations

are mutually agreed and allocated across

the members. Findings and corrective

actions are also shared among all JAC

members, which provides visibility of risk

across a larger number of suppliers than

Spark would be able to audit individually

and a platform for collective industry

engagement to improve performance.

Across all of its members, JAC has

conducted a total of 910 audits and surveys

since its establishment in 2010 through to

2022. In the 2022 calendar year a total of 98

audits were carried out. Across these audits

549 corrective actions were raised during

audits by category of issue. The top audit

findings were related to Health and Safety,

Environment, and Working Hours.

Modern Slavery

Statement

Spark publishes a

dedicated annual

Modern Slavery

Statement. This

report provides a

detailed summary

of our approach to

addressing modern slavery and

managing broader risk in our supply

chain, including actions taken over

the past year to strengthen our

systems and processes

You can find this at: www.sparknz.

co.nz/about/governance/

Spark Modern Slavery

Statement 2023

S TATEMENT

MODERN SLAVERY

Hello tomorrow70

Our governance and ESG management

For running header don't delete

As we share many common global
suppliers with our industry peers many of

the sites audited are relevant to our own

supply chain, including a significant number

of sites within the past two years. Details

shared among JAC members are covered

by a non-disclosure agreement, which

means we cannot share details of JAC

audits conducted by other members

publicly, but we can use this information in

our own internal risk assessment, to inform

our engagement with suppliers, and to

prioritise and select suppliers for audits.

To undertake the assessments, we have

engaged a third-party auditor experienced

in delivering site assessments against the

JAC methodology. The suppliers identified

for audits include two manufacturing sites in

Asia, two service providers with significant

numbers of workers working offshore,

including our outsourced call centre

operations in the Philippines, and one of

our key suppliers in New Zealand. The first

of these audits is scheduled for August

2023, with our commitment to complete

five on-site audits by the end of the 2023

calendar year. We intend to report the

findings of these audits in our FY24 report.

Of the five supplier sites we initially

selected, one supplier manufacturing site in

Asia had already been audited by another

JAC member within the past two years,

meaning we already have access to a recent

assessment of performance. Because of this

we have selected a different supplier, a

service provider based offshore, for our

2023 audit programme.

For more information see:

www.jac-initiative.com

Public Policy and Lobbying

Commitment

Public interest in lobbying is growing, with

particular concern raised about lobbyists

switching between political and lobbying

roles and the potential conflicts of interest

created. In response, the Government

announced a number of measures aimed at

providing greater transparency around

lobbying at Parliament, including supporting

lobbyists to develop a voluntary code of

conduct to serve as a set of guidelines to

improve transparency and accountability.

In the past year Spark has published its

own Public Policy and Lobbying

Commitment to set clear rules and

processes for Spark to follow as it seeks to

engage on public policy, either directly or

via government relations agencies.

Spark has not made political donations for

many years, and in our annual reports we

have declared zero political donations as

part of our financial reporting. Our new

public Commitment formalises this practice

as an explicit policy that we will not make

donations to political parties in

New Zealand or any other jurisdictions.

We also committed to disclosing our

engagement with lobbying services

providers. In the past year we have retained

the services of government relations

agency Thompson Lewis. As one of

New Zealand’s largest businesses and a

lifeline utility we have an important role to

play in the development of policies relevant

to our sector and operations. We use this

agency to provide additional resource that

enables us to effectively fulfil this role.

Our approach to tax

We take a responsible and transparent

approach to tax. We recognise that the

digital economy is an important and

growing sector in New Zealand, and the

taxes we pay are an important source of

government revenue. The Spark Group Tax

Strategy follows the spirit of the law in

addition to the pure interpretation of the

law. We believe that it is important that

those in the sector pay the right amount of

tax to support the ongoing investment

required for New Zealand’s long-term

success. This includes the provision of

infrastructure, education, social and

environmental services we rely on as a

New Zealand-based company.

In FY23 Spark’s effective tax rate after

adjusting for the impacts of the Connexa

transaction and Spark Sport provision was

29.9%. This is higher than the New Zealand

domestic tax rate of 28%, primarily due to

tax payable on Spark’s share of Southern

Cross‘ underlying earnings. As a large

business, Spark makes a significant

contribution to New Zealand’s tax base.

Spark contributed $190 million of

New Zealand income taxes during FY23

(before any tax credits were applied).

In addition to income tax paid by Spark, the

Spark Group has payment and collection

obligations across a wide range of tax types

resulting in an excess of $617 million of

taxes under management during FY23.

Taxes under management

OTHER

NZ INCOME TAX

PAYE

GST

$

2

0

6

M


$

2

5

M


$

1

9

0

M


$

1

9

6

M

The full tax strategy is available online:

www.sparknz.co.nz/about/governance

0

20

40

60

80

100

120

140

160

180

200

$ MILLION

OVERSEAS

TAX PAYMENTS

TOTAL INCOME

TAX PAID

NZ INCOME TAX

CONTRIBUTED

TAX CREDITS

(INC. FITC)

PROVISIONAL

TAX PAID

$190m

$0m

$190m($50m)

($140m)

Breakdown of income tax

payments FY23

Ko te pae anamata, whakamaua

71

Spark New Zealand Annual Report 2023

Strategy and objective setting
This domain focuses on integrating risk

management into strategy setting and

business planning. Examples include the

consideration of risks and opportunities to

business objectives when making strategy

decisions and checking in with every

function using a systematic method as

part of the Quarterly Business Review

Process. Each quarter the Leadership

Squad communicate the top priorities

for the business to the Wider Leadership

Group, and support execution with

strategic guidance and access to extra

resources as needed.

Performance

This domain involves maintaining a

portfolio view of risks under active

management. Examples include

maintaining a principal risk profile that is

used by the ARMC and Leadership Squad

to understand relevant risks and how they

are being managed. It also focuses on the

quality of the embedded risk management

practices that are used within functions

across the business. These two views enable

in-depth analysis of relevant business risks

and how they are being managed from a

top-down and bottom-up perspective.

Review and revision

This domain involves identifying and

implementing opportunities to

continuously improve risk management

practices. Examples include regular internal

and external assessments of the policy and

framework.

Information, reporting and

communication

This domain focuses on guiding Spark on

how to use the policy and framework.

Examples include information pages, access

to support channels, and education sessions.

The policy and framework are assessed

annually, and externally every three years,

to ensure they remain effective. All

assessment results and agreed actions are

shared with the ARMC to ensure they

remain informed about the status of the

policy and framework.

Spark’s principal

business risks

Principal risk profiles are updated twice

yearly. The last update was finalised in

May 2023. The principal risk themes

identified were:

Protecting Spark and its customers

from a major cyber-attack or data

breach

Evolving external threats, changing

legislation, and high expectations from

customers and stakeholders mean robust

security and privacy roadmaps and strong

governance, involving the Leadership

Squad, continue to be needed to ensure that

significant risks are managed. The Security

Tribe is responsible for critical operational

controls to ensure standards and compliance

are upheld. Our Digital Trust team sets

privacy frameworks and standards that Agile

units need to apply to maintain appropriate

operational controls for privacy. Spark also

has a data retention policy, which sets out

considerations and, in some cases, rules for

data retention. Adherence audits for

compliance with the data retention policy

are performed by the Internal Audit team.

External reviews and certifications help to

ensure that comprehensive security

measures exist for the critical elements of

our cyber security framework. These

reviews include security maturity

assessments and security device

configuration audits to ensure our

processes meet expected standards.

Our risk management

Managing risk

Our risk policy and framework helps our

people to manage uncertainty and adapt

to challenges as they pursue Spark’s

strategy. Oversight by the Audit and Risk

Management Committee (ARMC) and the

diligent application of the defined roles

and responsibilities across the business

ensures Spark’s risk management system

remains effective.

The policy and framework are

benchmarked to COSO ERM 2017 (COSO),

a leading practice risk management

standard. Spark also uses other leading risk

management standards like ISO31000:

2018 and specific standards and guidance,

where available, to benchmark and inform

its risk management practices.

Spark’s framework is structured into five risk

management domains that all work

together to enable a robust system for risk

management. Below is a description of

each domain and some examples of

activities by domain to help understand the

framework in more depth. These five

domains are embedded in Spark’s

Managing Risk Framework and ensure the

Three Lines of Defence Risk Model (1. Own

and manage 2. Monitor and 3. Provide

independent assurance) is utilised.

Governance and culture

This domain reinforces the importance of

risk management and influences how

people apply the framework. Managing

risk is embedded in Spark’s organisational

structure, its functional activities, and is

supported by specialist resources from the

Risk Team. Examples include the policy and

the defined governance structure that

supports its application across Spark. More

information on the roles and

responsibilities are included in the table on

page 81.

Hello tomorrow72

Our risk management

Our risk management

Maintaining a resilient network and
delivering technology and network

leadership

The use of established and proven delivery

methods for large-scale network and

technology projects (such as our 5G rollout)

will help us to manage potential risks created

by the delivery of new technologies and will

also sustain our existing technology. This also

includes long term physical risk to

infrastructure from climate change. With a high

share of operational cost, Spark’s technology

units also continue to execute net-cost

reduction while maintaining operational

standards. In addition to cost optimisation

mitigations, technology units have robust

operational risk management processes,

which provide visibility and enable a

coordinated response to risk.

Estimating economic environment

impacts and responding with

balanced judgement

Rising interest rates and inflation is impacting

consumer behaviour and business

confidence and resulting in cost increases.

This is showing up most in the SME segment,

with more businesses being forced to close.

Recent weather events are also contributing

to increased costs for Spark and changing

customer behaviour in business and

consumer areas. Although Spark has been

impacted less than some parts of the

economy, management continues to monitor

this risk closely, particularly as unemployment

increases and with the economy recently

moving into a technical recession.

Executing simplification projects and

customer migrations

Spark continues to simplify its portfolio of

products and migrate customers to new

plans and modern technologies. This

objective introduces revenue and customer

experience risks because execution requires

cooperation by a complex set of

stakeholders and retiring legacy products is

challenging. In FY23, Spark’s mature

approach and capability for simplification

enabled it to make good progress towards

its simplification and legacy plan retirement

targets. Close monitoring and robust

processes enable Management to measure

simplification benefits and work through risks

and issues effectively, particularly when

trade-off decisions are required.

Cost optimisation while maintaining

operational standards and resilient

service

Executing net cost reduction is a strength

for Spark, and we do it in a way that

ensures operational delivery standards for

customers are maintained. To mitigate

unintended risks (for example, customer

service disruptions), the Leadership Squad

has established a strong governance

structure, coupled with a formal delivery

methodology to ensure all initiatives are

robustly tested. Trajectory toward targets is

measured, which enables intervention and

course corrections when required.

Achieving planned performance

when there are talent shortages

in New Zealand

Like most businesses Spark is impacted by

New Zealand’s labour shortages and access

to the people and skills it needs to execute

on its business strategy. Competition for

skilled people in certain fields (for example,

data and automation and artificial

intelligence) is high with low

unemployment and challenges attracting

skilled migrant workers. Costs associated

with attracting and retaining talent have

also increased. Mitigation strategies are in

place and proving effective with lower rates

of attrition. These include workforce plans,

succession and bench strength projects,

targeted internships, upskilling, increasing

internal talent mobility, and strategic

development programmes. Management

continues to actively manage this risk

across specifically impacted business teams.

Business continuity and crisis

management

The Business Continuity and Crisis

Management Policy protects customers

from the impact of disruptive events and

ensures value generating activities are

resilient and comply with relevant external

standards, for example, Civil Defence and

111 obligations.

Spark’s framework is benchmarked to ISO

22301 and ISO 22313, which are

acknowledged as leading practice

standards for business continuity. It is

overseen by the ARMC in a similar way to

the Managing Risk Policy and Framework.

Regular reviews of the framework are

performed by the Service Resilience and

Risk and Internal Audit Teams to ensure it is

effective. External reviews and testing of

key elements of the framework, such as the

Level One Crisis Management Plan and

Team, are also done to validate the

effectiveness of the framework. Spark’s

business continuity framework performed

well when called upon during the recent

weather events, like Cyclone Gabrielle. Our

continued investment in network resiliency,

as outlined on page 36–37, also

demonstrates application of the framework

in practice.

Ko te pae anamata, whakamaua

73

Spark New Zealand Annual Report 2023

Climate-related risk
Climate change poses a risk to our

business due to potential disruption to our

supply chain, our infrastructure, and our

customers. A number of severe weather

events over the past year have highlighted

the impact that climate change can have on

the resilience of our networks and our ability

to provide connectivity to our customers.

We introduced climate risk reporting,

aligned to the international Task Force on

Climate-related Financial Disclosures

(TCFD) framework, in our FY21 Annual

Report. Changes in New Zealand

regulation will make climate risk reporting

mandatory for Spark and many other

large-scale New Zealand businesses from

2024 onwards. This will require us to report

in accordance with climate standards

published by the External Reporting Board

(XRB), which are aligned with the

international TCFD framework.

Governance of climate risk

The Spark Board and Leadership Squad are

engaged in Spark’s climate risk

management through the integration of

our most material climate risks into our

enterprise risk management system, and in

the design and implementation of our

longer-term climate scenario risk analysis.

The Audit and Risk Management

Committee (ARMC), a subcommittee of the

Spark Board, is responsible for Spark’s

overarching risk management. The ARMC

meets at least six times each year and

receives regular updates on all principal

business risks, including regular updates

on ‘Maintaining a resilient network’, which

includes physical adaptation risk to our

networks, and risk in our network supply

chain (see page 73). Sustainability is one of

the competencies assessed in our Board

Skills Matrix (see page 81), ensuring the

appropriate skills and competencies are

represented at Board level to manage

climate risk.

The Board is also responsible for

remuneration policies. For our Leadership

Squad and a select group of senior leaders,

a long-term incentive forms part of their

remuneration package. This scheme, from

FY23 onwards, is tied to performance

measures relating to Spark’s ESG

performance, including performance

against our emissions reduction target.

See page 87 for more information.

In setting Spark’s new three-year strategy,

the Board and Leadership Squad

considered risk and opportunities from

climate change. A key focus of the new

strategy is enabling New Zealand

businesses to grow and become more

productive and sustainable through

technology, which explains how we will

support New Zealand’s transformation to a

high productivity, low-carbon economy.

Our risk management system helps our

people to manage uncertainty and adapt to

challenges as they pursue Spark’s strategy.

Spark’s Chief Financial Officer is

responsible for our overarching risk

management system, with a parallel

reporting line for Spark’s Risk, Audit and

Fraud Lead directly into the Chair of the

ARMC. Spark’s Corporate Relations and

Sustainability Director is responsible for

Spark’s overall sustainability strategy. The

Chief Operating Officer (or Network and

Operations Director from 1 July 2023

onwards), is responsible for our most

material climate change risks, which are

integrated into ‘Maintaining a resilient

network’ in our enterprise risk management

system, alongside progress against our

SBTi-verified science-based emissions

reduction target.

Sustainability updates, which include

updates on our climate risk processes, are

provided to the Board a minimum of twice

a year, including the detailed annual

reporting process. The Leadership Squad

serves as Spark’s sustainability steering

group, with quarterly updates on

performance against sustainability KPIs.

The Board approves Spark’s sustainability

framework and reviews and approves all

policies and KPIs related to ESG and

sustainability. A more detailed explanation

of Spark’s sustainability governance is

available on page 69.

Our current climate scenario analysis was

completed in 2021. Both the Spark Board

and Leadership Squad were involved in the

design and implementation of the scenario

analysis and approved the findings. As we

plan to update our scenario analysis in the

year ahead, the Leadership Team and

Board will be engaged in the development

and scoping of the analysis and approve

the final findings.

Hello tomorrow74

Our risk management

For running header don't delete

Climate impact on strategy
Our climate scenario risk analysis aligned

its timelines and financial materiality

thresholds to our standard enterprise risk

management system. It considered the

likelihood, impact, and urgency of risks

using three, 10, and 30-year time horizons.

The three-year horizon aligns to Spark’s

three-year strategy horizon. The 10-year

horizon aligns to risk management best

practice, and the 30-year horizon aligns to

the 2050-time horizon for national climate

scenario analysis, and New Zealand’s

net-zero commitment. We identified no

risks that met our highest ’Extreme’ risk

category, and seven that fell into lower risk

rating categories.

This analysis was undertaken through a

series of interviews with key teams across

Spark, with oversight of the Environment

and ESG Squads. This was supported by a

process to map our infrastructure against

publicly available climate scenario

modelling data, to understand the number

and location of sites that may be of

greater risk.

Our scenario analysis was completed

against two scenarios, mapping key sites

against 2050 climate scenarios aligned to

New Zealand’s first National Climate

Change Risk Assessment.

Scenario 1 – RCP 4.5: A future where early,

ambitious mitigation has limited

temperature change. This identifies risks to

Spark from rapid de-carbonisation, for

example from regulatory intervention, a

high carbon price.

Scenario 2 – RCP 8.5: A future where

insufficient early mitigation has led to

significant risk requiring adaptation to

rising temperatures. This identifies risks to

Spark from extreme weather events,

sea-level rise, and knock-on impacts on our

operating environment.

The incoming XRB Climate Related

Disclosure standards require analysis

against a third scenario. We are engaging

with our industry partners to discuss a

sector-wide approach to map the potential

impacts of climate change on

New Zealand’s telecommunications

networks as a whole. Our initial scenario

analysis considered risk to Spark assets

independently. However, our networks are

also reliant on other potentially vulnerable

infrastructure, such as power, fibre

backhaul, and roading infrastructure. So a

more detailed risk analysis must also

consider these interdependencies, and the

interconnected climate adaptation actions

required. We will also engage with other

stakeholders, including the Climate

Change Commission, in the lead up to the

preparation of New Zealand’s next National

Climate Change Risk assessment due

in 2026.

We will use this more detailed scenario

analysis to develop financial cost estimates

for anticipated impacts in order to meet

future disclosure requirements of the new

reporting standards. We are also

investigating adding formal climate and

emissions considerations into our capital

deployment and funding decision-

making processes.

Ko te pae anamata, whakamaua

75

Spark New Zealand Annual Report 2023

OUR CLIMATE SCENARIO RISK ANALYSIS
Physical adaption riskIncludes impacts on network resilience and future investment, increased weather events, sea level rise,

planning and Resource Management Act (RMA) requirements, and insurance costs.

Rated as high likelihood with

low impact in the three-year

horizon, growing in impact over

the 10 and 30-year time

horizons.

We mapped key infrastructure against publicly available climate scenario models. This showed many of the most

extreme climatic changes expected to 2050 are in lightly-populated areas, for example on the West Coast of the

South Island. Most of the population, and therefore much of our network, is in coastal areas. Analysing site proximity

to coastal inundation risk zones, and factoring site elevation, shows only a small number of sites at greater than

moderate risk in 2050 under the RCP 8.5 scenario.

The impact of recent weather events has emphasised the importance of network resilience and physical adaption to

climate change. See page 36–37 for information on our work in building network resilience. We are engaging with

national stakeholders on an aligned approach to building resilience in telecommunications network, including:

• Engaging with industry, via the TCF, to investigate a combined analysis of long-term physical risk to New Zealand’s

telecommunications infrastructure;

• Actively monitoring RMA reform to inform our long-term adaptation work, including the development of a new

Climate Change Adaptation Act (CAA); and

• Engaging in the development of New Zealand’s first National Adaptation Plan which is intended to address the 43

priority risks identified in the National Climate Change Risk Assessment and the risk to the telecommunications

network.

Supply chain risk Includes increased supply lead times, increased air freight cost, increased supply cost, supply chain

disruption, and increased inventory and working capital

Rated as high likelihood with

low impact in the three-year

horizon, growing in impact over

the 10 and 30-year time

horizons.

The increasing number of extreme weather events across the globe increases the risk of disruption to our supply chain.

Growing competition for resources from emerging climate mitigation technologies such as EVs may also increase cost

and disruption. This is likely to drive increased cost and lead time on purchasing and require larger local inventory and

working capital to manage risk. This may impact our ability to provide devices to our customers and maintain and grow

our infrastructure.

We are implementing an enhanced supplier relationship management system which includes improved risk

monitoring, reporting, and supplier engagement processes. We have also joined the JAC (Joint Audit Cooperation)

initiative, a coalition of global telecommunications operators working together to ensure adherence to internationally

recognised standards along the ICT supply chain and upholding human rights, social, labour, and environmental

standards.

Provision of climate related

services (moderate risk/

opportunity rating)

Includes provision of monitoring and control devices and services, data analytics, AI and other potential

climate related services to enable emissions reductions

Rated as medium likelihood

with low business impact in the

three-year horizon, growing to

moderate impact in 3–10 years.

Digital technology has the opportunity to enable significant emissions reductions. We provide services that support

digitisation towards a low-carbon economy, but it is difficult to isolate business-as-usual digital transformation from

specific sustainability enablers.

A key focus of Spark’s new three-year strategy is enabling New Zealand businesses to grow and become more

productive and sustainable through technology. Through Spark IoT we already provide solutions with significant

sustainability benefits – from energy and water metering, fleet tracking and optimisation and water quality

monitoring.

In the past year, in partnership with sustainability consultancy thinkstep-anz, we published a report on how digital

technology can enable the transition towards a low-emissions, climate resilient future state. The report analysed the

scale of potential emissions reductions enabled by digital technology, finding 7.2 million tonnes of annual emissions

reductions could be enabled by 2030, which represents 42% of the emissions required for New Zealand to meet

domestic emissions budget over the next decade. See page 48 for a summary. The findings of the report are

enabling us to engage relevant sectors and partners to explore opportunities to accelerate adoption of technology,

and support Government to put in place policies and actions to remove barriers to technology adoption.

SBTi science-based

emissions reduction target

Includes the risk we will not meet

our SBTi target.

Moderate risk.Risk we will not achieve our Scope 1 and 2 reduction target or risk we will be unable to influence 70% of suppliers by

spend to adopt their own SBTi-aligned targets.

This risk rating reflects the ambition of our target, which will require significant effort over the next decade, particularly as

increased investment in infrastructure, including data centres and 5G rollout, is anticipated to increase energy useage.

Our planned actions reduce this risk rating to a ‘low’ rating. See page 44 for information on our SBTi target and plan.

MEDIUM RISK RATING

HIGH RISK RATING

Our climate change scenario-based risk assessment

Hello tomorrow76

Our risk management

For running header don't delete

Metrics and targets
An explanation of Spark’s emissions

reporting, and our SBTi-verified emissions

reduction target, is provided in the Our

Environment section of this Report, see

page 42.

We also produce a standalone Greenhouse

Gas Inventory Report which provides a

detailed account of our emissions. The

report is assured by Deloitte and is

available here: www.sparknz.co.nz/

sustainability/environment

We provide a summary of metrics against

the incoming XRB Climate Related

Disclosures in our Sustainability Appendix

on page 154.

OUR CLIMATE SCENARIO RISK ANALYSIS

Social disruption

Medium likelihood, low impact

over the 30-year horizon

Low direct risk to Spark, however highlights the national risk of increased inequality as climate-intensive roles are

disestablished and the importance of digital equity in New Zealand’s transition. See page 63 for our work in digital equity.

Risk to New Zealand

economic activity

Medium likelihood, low impact

over the 30-year horizon

We referenced the Climate Change Commission’s projected cost of action to achieve New Zealand’s 2050 target,

which was approximately 1% of projected annual GDP by 2050.

Climate litigation

Low likelihood, low impact,

across all time horizons

Low likelihood, low impact, across all time horizons.

Considered low-risk as Spark is not linked to infrastructure or investments with heavy emissions.

LOW RISK RATING

Ko te pae anamata, whakamaua

77

Spark New Zealand Annual Report 2023

1. Justine Smyth, CNZM
Chair

Justine joined the Board of Spark

New Zealand in December 2011 and

became Chair in 2017. She has extensive

experience in governance, mergers and

acquisitions, taxation, and the financial

performance of large corporate enterprises

as well as small and medium enterprises

(SMEs). Her background is in finance and

business management, having been a

Partner with Deloitte, and Group Finance

Director at Lion Nathan. Justine is currently

Chair of Breast Cancer Foundation New

Zealand and Chair of Mondiale VGL Group

and is a former director of Auckland

International Airport Limited. Justine has

a Bachelor of Commerce from the

University of Auckland and is a Fellow of

Chartered Accountants of Australia and

New Zealand and a Chartered Fellow of

the Institute of Directors. In 2020 Justine

was appointed a Companion of the

New Zealand Order of Merit for services

to governance and women.

2. Alison Barrass

Non-executive Director

Alison joined the Board in September

2016. She brings a broad range of skills,

including knowledge and expertise in the

fast-moving consumer goods (FMCG)

sector and in governance, leadership, and

marketing-led innovation. Her background

includes 30 years’ experience at major

international FMCG companies, including

PepsiCo, Kimberley-Clark, Goodman

Fielder, and Griffins Foods. She is currently

a director with Rockit Global, Zespri and

Suncorp NZ, is Chair of Tom & Luke and

Babich Wines and is a former director of

GWA Group. Alison has a Bachelor of

Science from the University of

Southampton and a Business Diploma in

Marketing from the University of Auckland.

Our Board and Leadership Squad

3.

4.

1.

2.

7. 8.

5. 6.

Our Board

Hello tomorrow78

Our Board and Leadership Squad

Our Board and Leadership Squad

3. Warwick Bray
Non-executive Director

Warwick joined the Board in September

2019. He brings over four decades of

experience in the international

telecommunications, technology, and

media sectors, most recently in senior

executive roles at Telstra. During his nine

years at Telstra up until 2018, Mr Bray’s

executive roles comprised Chief Financial

Officer, Group Managing Director Product,

Executive Director Mobile and Head of

Corporate Strategy. Earlier in his career,

he was a Managing Director at JP Morgan

(London) and Dresdner Kleinwort

Wasserstein (London) in

telecommunications equity research. He

also worked at McKinsey & Company in

Europe, advising telecommunications

companies on strategy, regulation, and

operational improvement, and as a network

systems engineer at Hewlett Packard.

Mr Bray has served on the GSMA strategy

committee, the boards of Hong Kong

mobile business CSL and Australian pay

TV operator Foxtel and as Chairman of

the Australian Mobile Telecommunications

Association. He is currently a director

with Woolworths Group. He holds a

Bachelor of Science (Hons) and a Masters

in Business Administration from the

University of Melbourne.

4. Sheridan Broadbent

Non-executive Director

Sheridan joined the Spark Board in August

2022 with an executive and governance

career spanning telecommunications, ICT,

infrastructure, and energy. Her governance

experience includes her role as

Independent Director for Manawa Energy

and Chair of Pipeline and Civil Group.

Previous governance experience includes

her roles as Chair of Kordia, director of

Transpower and former member of the

Government’s Cyber Security Advisory

Committee. Sheridan holds a Bachelor of

Commerce from the University of Auckland,

is a Chartered Member of the Institute of

Directors, and is a graduate member of the

Australian Institute of Company Directors.

5. David Havercroft

Non-executive Director

David joined the Board in October 2021,

bringing skills and experience from a

career in the technology industry that has

spanned more than 35 years. He held a

number of leadership roles at Spark

New Zealand from 2009-2017, including

Chief Operating Officer and Chief

Technology Officer. Prior to this he held

executive and management positions in

IBM Asia Pacific, Cable & Wireless, and BT.

David is currently a director of Westpac

New Zealand, and was formerly a director

of Kordia, Connect8, Southern Cross Cable

Network and Kiwi Wealth.

6. Jolie Hodson

Chief Executive and Executive Director

Jolie joined the Board in September 2019.

Her appointment to CEO in July 2019

followed a substantial career within Spark,

leading different areas of the operating

business over a six-year period. As CEO

Jolie is responsible for ensuring the

Company has a sound strategy and builds

a team around her that is able to deliver the

digital infrastructure, products and services,

and innovation that supports Spark’s

customers and Aotearoa to win big in a

digital world.

Prior to joining Spark Jolie worked for 20

years in a range of senior roles for the Lion

Group and Deloitte. She has a Bachelor of

Commerce from the University of Auckland

and is a Fellow of Chartered Accountants of

Australia and New Zealand.

7. Gordon MacLeod

Non-executive Director

Gordon joined the Board in August 2022.

He is a highly credentialed business leader,

who held a range of senior executive roles

over a 15-year tenure at Ryman Healthcare

Group, where he most recently served as

CEO. Prior to this Gordon was a Corporate

Finance and Advisory Partner with PwC and

was also the Finance Director of a Hi-Tech

UK listed company based on the

Cambridge Science Park in England.

Gordon is an Independent Director of

NZX-listed Delegat Group and a trustee of

Breast Cancer Foundation NZ. He holds a

Bachelor of Commerce from the University

of Canterbury, is a Fellow of Chartered

Accountants of Australia and New Zealand,

and a Member of the Institute of Directors.

8. Charles Sitch

Non-executive Director

Charles joined the Board in December

2011. He has more than 20 years’

experience in driving business strategy,

having worked for McKinsey & Company

from 1987, where he became senior

director in 2010, primarily working with

CEOs and boards on strategy and

operations turnarounds, before retiring in

2010. Since 2006 he has been involved in

various new business ventures. Charles was

previously Chairman of the Board of Trinity

College at the University of Melbourne. He

holds a Masters in Business Administration

from Columbia Business School and a

Bachelor of Laws and a Bachelor of

Commerce from Melbourne University. He

is also a Graduate of the Australian Institute

of Company Directors.

Ko te pae anamata, whakamaua

79

Spark New Zealand Annual Report 2023

Strategic role of the Board
Spark’s Board plays a critical role in helping

to guide and test company strategy, by

engaging in an ongoing conversation with

the Leadership Squad around key strategic

decisions. These decisions are in relation to

the long-term strategic planning and

direction of the business, including

non-financial performance and our ability

to create value in the medium and long

term. This includes customer experience,

governance, and sustainability measures,

with the Board approving the business

strategy and reviewing climate change,

cyber and modern slavery risks.

As the body elected by shareholders to

protect and enhance the value of Spark’s

assets, the Board has oversight of Spark’s

financials and the annual and three-year

planning processes. Board members

engage in robust discussions with

management around the strategic direction

of the business to test and ensure

investment is going towards the things that

will deliver the best outcomes for the

company and shareholders. This flows

through to Spark’s remuneration policies

where there is Board involvement in setting

targets and hurdles for short-term and

long-term incentives.

FY23 saw the Board provide oversight and

strategic support in the development of

Spark’s new three-year strategy and during

the sale of the 70% stake in Spark’s mobile

towers and the resulting decision to return

$350 million to its shareholders via an

on-market share buy-back.

1

Future director

Spark supports the Future Directors

programme and appointed its third Future

Director, Sylvia Ding, effective 1 February

2022 for an initial period of 12 months. This

appointment was further extended and her

term came to an end on 31 May 2023. The

Spark Board thanks Sylvia for her valuable

contribution during her time as a

Future Director.

Company Secretary

The Company Secretary is responsible for

ensuring the effectiveness of the Board by

ensuring that its policies and procedures

are followed and for coordinating the

completion and dispatch of the Board

agendas and papers. The Company

Secretary is a position distinct from the

Leadership Squad and is accountable to

the Board, via the Chair, on all governance

matters, as further described in the

Board Charter.

Board renewal and

succession

Spark’s Board has an appropriate mix of

tenure, skills, diversity, and experience.

The Board skills matrix on page 81 outlines

the qualifications, capabilities,

geographical location, tenure, and gender

of each member of the Board. Ethnicity

information is available on page 60 of

this report.

There is an ongoing Board succession

programme, which is focussed on finding

new directors with relevant skills and

experience that complement the diverse

perspectives already represented around

the table.

During FY23, as part of the Board’s

ongoing succession planning, Sheridan

Broadbent and Gordon MacLeod joined

the Board as independent non-executive

directors, both effective 1 August 2022,

and Paul Berriman resigned as a non-

executive director with effect from

4 November 2022.

1 Subject to market conditions at the time.

Spark may investigate alternative return options.

Hello tomorrow80

Our Board and Leadership Squad

For running header don't delete

Justine
Smyth

Alison

Barrass

Warwick

Bray

Sheridan

Broadbent

David

Havercroft

Jolie

Hodson

Gordon

MacLeod

Charles

Sitch

Qualifications

BCOM, FCA,

CFINSD

BSC, DIP BUS,

MARKETING

BSC, MBABCOMBABCOM, FCABCOM, FCAMBA, LLB,

BCOM

Capability

Strategic knowledge for scale telco/technology

businesses

Financial / commercial


Risk management / regulatory and/or sustainability

Customer insight / retail / brand

People leadership and culture

Listed company governance

Capital markets / capital structure

Digital / data / media / new markets

Geographical location

NZNZAustraliaNZNZNZNZAustralia

Tenure (years)

11.76.93.911.93.9

1

11.7

Gender

FFMFMFMM

The Board skills matrix identifies the predominant skills of each Director. The Board has specifically limited high capability and medium

capability to both having a maximum of two areas for each Director.

KEY: High capability Medium capability

Board skills matrix

Definitions of categories

of capability:

Strategic knowledge for scale telco/

technology businesses: experience as a

senior executive in, or as a strategy

professional advisor to, large telco/

technology businesses.

Financial / commercial: a strong

accounting and finance background, most

likely being a chartered accountant, having

held the position of CFO in a significant

publicly listed company, or leadership

position in professional services/

advisory firm.

Risk management/regulatory and/or

sustainability: experience in identifying

and mitigating both financial and non-

financial risks/experience with influencing

public and regulatory policy decisions and

outcomes/experience in the design and

application of sustainability frameworks.

Customer insight/retail/brand: experience

as a senior executive responsible for

driving customer experience including by

effectively using insights, optimising

customer journeys and building brand

experience for customers.

People leadership and culture: experience

as a CEO of a significant publicly listed

company or large private standalone

company. Leadership skills including the

ability to set appropriate organisation

culture.

Listed company governance: listed

company Board experience other than

Spark. Experience with sophisticated

governance structures.

Capital markets/capital structure: strong

knowledge of debt and equity capital

markets, and experience with mergers and

acquisitions/experience dealing with a

range of funding sources and capital

structuring models.

Digital/data/new markets: experience as a

senior executive in, or as a professional

advisor to, digital and/or data business, or

businesses in emerging new markets.

Experience in the use of digital channels

and the latest innovative and digital

technologies.

Ko te pae anamata, whakamaua

81

Spark New Zealand Annual Report 2023

1. 2. 3.
5. 6. 4.

7. 8. 9.

Our Leadership Squad

10.

11.

Previous

Leadership

Squad member

Hello tomorrow82

Our Board and Leadership Squad

For running header don't delete

3. Leela Gantman
Corporate Relations and

Sustainability Director

Leela joined Spark as Corporate Relations

and Sustainability Director in January 2020,

bringing with her 20 years’ experience in

corporate and agency roles in New Zealand

and Australia.

Prior to joining Spark Leela was Head of

Communications at Fletcher Building, and

before that External Relations Director at

beverages group Lion in Australia.

As Spark’s Corporate Relations and

Sustainability Director, Leela is responsible

for reputation management, internal

communications, government, industry,

and community engagement, the

Company’s sustainability strategy, and the

charitable activities of the Spark

Foundation. She also serves as a trustee on

the Spark Foundation Board. Leela holds a

Bachelor of Arts in Communications from

the University of Technology Sydney.

4. Stefan Knight

Chief Financial Officer

Stefan was appointed Chief Financial

Officer in December 2019. Stefan has been

with Spark since 2003 and has worked

across a range of finance and business

performance related roles. He played a

key role over recent years in important

Spark initiatives, including the Turnaround

and Quantum business improvement

programmes and, more recently, was

part of the leadership group that helped

shape the organisation’s move to an Agile

way of working.

Stefan is a Chartered Accountant and

began his career at Deloitte working

across both Audit and Corporate Finance.

Stefan has a Bachelor of Commerce in

Accounting and Finance from the

University of Auckland.

5. Heather Polglase

People and Culture Director

Heather was appointed People and Culture

Director in September 2019. She joined

Spark in 2013 and has over 20 years’

international experience as an HR

professional, with a proven track record for

business transformation, talent management,

leadership development, and succession

planning across a range of industries

including FMCG, retail, hospitality,

technology, and telecommunications.

At Spark, Heather has held various senior HR

positions and delivered a number of critical

initiatives, including being a key architect of

Spark’s leadership and development

programme to build high-performing teams

and leaders.

Prior to joining Spark, Heather was a senior

HR leader for almost a decade within

Progressive Enterprises then spent two years

in Australia, leading HR, Strategy & Change

Management at Dan Murphy’s. She has a

Bachelor of Business Studies Degree

(Hospitality Management) from Auckland

University of Technology.

6. Tessa Tierney

Product Director

As Product Director Tessa is responsible for

designing and delivering products and

service experiences that customers value.

Tessa is also responsible for shaping Spark’s

investments and maturing capability in

digital, IT, data, and experience design to

deliver on future business needs.

Tessa joined Spark in November 2015 as the

Manager of Brand, Communications and

Events for Spark Digital before moving on to

become Business Manager. In 2017, Tessa

joined the team that was responsible for

successfully transitioning Spark into an Agile

organisation and is regarded as one of New

Zealand’s leading Agile and product

development practitioners.

Tessa brings to the role more than 16 years

of experience in information and

communication technologies, having

previously held a variety of roles at Vodafone

New Zealand. She has a Diploma in

Communications Studies from Manukau

Institute of Technology.

1. Melissa Anastasiou

General Counsel

As General Counsel, Melissa leads Spark’s

legal and compliance functions, providing

Spark with strategic legal and commercial

guidance, ensuring the business acts

lawfully and with the utmost integrity. She

has also played a pivotal role in leading out

Spark’s diversity and inclusion programme.

Melissa joined Spark in 2009 and

undertook a range of legal roles across the

organisation before being appointed as

Group General Counsel in 2012.

Prior to joining Spark Melissa spent a

number of years as a Senior Legal Counsel

for UK mobile provider Telefonica O2. She

also has extensive experience working for

leading corporate law firms in Auckland

and the UK. Melissa has a Bachelor of Laws

from Victoria University of Wellington.

2. Matt Bain

Marketing Director

As Marketing Director, Matt brings his

outstanding digital marketing and

customer experience skills to place the

customer right at the centre of Spark’s

thinking and actions. Matt joined Spark in

2018 and was previously based in

Amsterdam as European Managing

Director for agency AKQA – one of the

world’s leading innovation and brand

experience agencies, with responsibility for

500+ employees across five countries.

Over a 20-year career Matt has built an

impeccable international reputation with

some of the world’s greatest brands – Nike,

Heineken, Mini, Rolls Royce, Siemens, EA

Sports, Audi, Phillips, Tommy Hilfiger and

KLM amongst others. He has extensive

experience using data and technologies

like Artificial intelligence (AI) to enable

organisations to better understand and

predict their customers’ needs more

accurately. Matt holds a Master of

Commerce from the University of Auckland.

Ko te pae anamata, whakamaua

83

Spark New Zealand Annual Report 2023

7. Mark Beder
1

Chief Operating Officer

As Chief Operating Officer during FY23,

Mark led the significant investments Spark

made in digital infrastructure that underpins

Aotearoa’s digital economy and ensured

Spark offered customers the best data

connectivity experience possible. This

included Spark’s fixed and mobile networks,

data centre investments, IT infrastructure,

and the development of emerging

technologies such as the Internet of Things,

5G, and multi-access edge compute.

Mark joined Spark in 2003 and held several

senior technology roles across the business,

before joining the Leadership Squad in

2016.

Mark has successfully led major technology

change programmes and digital innovation,

including Spark’s mobile network evolution,

the decommissioning of legacy technology,

and the demerger from Chorus.

Prior to joining Spark, Mark worked as a

Senior Manager for Ernst & Young Consulting

in Auckland. He has a Bachelor of Commerce

from the University of Auckland.

From 1 July, Mark commenced a new role

as Customer Director – Enterprise and

Government.

8. Greg Clark

*

SME and Consumer Director

As SME and Consumer and Director, Greg

is responsible for leading the retail,

channels, and small-medium business

teams that focus on delivering great

outcomes for our customers.

Greg joined Spark in 2013 and led the

transformation of the broader retail network

and Spark’s SME operating model, delivering

strong revenue growth and higher levels of

customer engagement, before joining the

Leadership Squad in July 2023.

Prior to this he held a number of senior

roles across the telecommunications

industry in New Zealand and Australia,

including Allphones, Nokia, and Ericsson.

Greg has a Bachelor of Commerce and

Administration from Victoria University,

Wellington.

9. Renee Mateparae

*

Network and Operations Director

Renee joined the Leadership Squad in July

2023 as Network and Operations Director,

responsible for the continued delivery of

Spark’s highly resilient, automated, and

secure networks. This includes Spark’s fixed

and mobile networks, operations centres,

physical infrastructure, and cyber defence.

Renee joined Spark in 2017 and led the

development of emerging technology,

including the roll-out of our 5G and

Internet of Things networks during her time

as Technology Evolution Tribe Lead. Prior to

this, Renee held a number of leadership

roles across the product and ventures areas

of the business.

Renee has extensive experience in

corporate strategy, business transformation,

and customer experience in New Zealand

and globally, holding several senior roles at

Air New Zealand prior to Spark, and with

Accenture and Macquarie Group before

that. In 2019 Renee was appointed to the

board of The Warehouse Group for a

two-year term as part of the Future

Directors programme.

Renee has an honours degree in

Engineering, specialising in Automation

& Control Engineering, as well as a

post-graduate diploma in Business from

Massey University.

10. John Wesley-Smith

*

Strategy and Regulatory Director

John Wesley-Smith joined the Leadership

Squad in August 2023 as Strategy and

Regulatory Director, responsible for leading

the development of Spark’s business

strategy and Spark’s contributions to

industry, regulatory, and public policy

processes.

John joined Spark in 2005 and has led

Spark’s industry and regulatory affairs teams

for the last 14 years. He has played a pivotal

role in many of Spark’s major capital

investments and transactions and

represents Spark on the Board of the

Southern Cross Cable Network.

John started his career as a solicitor at

Russell McVeagh and has a Bachelor of

Laws and a Bachelor of Commerce from

Victoria University of Wellington

11. Grant McBeath

Customer Director

As Customer Director during FY23, Grant

led Spark’s customer facing teams.

Grant joined Spark in 2013 as General

Manager of Sales for the Spark Consumer

and SMB business. The role grew to include

the Consumer and SME Sales, Service and

Operations teams, and over a period of six

months during 2018 Grant was acting CEO

for Spark Home, Mobile and Business. .

Prior to joining Spark, Grant held a number

of global roles at Nokia throughout Asia, as

well as Chevron Texaco, Coca-Cola, and

Cadbury in NZ. Grant completed a BCom at

the University of Auckland, and also

completed his MBA from the Helsinki

School of Economics.

In FY23, as a result of changes to the

Leadership Squad structure, Grant McBeath

made the decision to explore new

opportunities outside of Spark. Grant’s final

date as Customer Director was 30 June 2023.

Note: Spark appointed Aliza Beckett to the

role of Strategy Director during FY22. Aliza

resigned from her role at Spark in FY23, and

her final date as Strategy Director was 3

March 2023.

1 From 1 July, Mark commenced a new role as Customer Director – Enterprise and Government.

*Joined the Leadership Squad after FY23.

Hello tomorrow84

Our Board and Leadership Squad

Spark seeks to remunerate our people with
competitive salaries to recruit and retain

the best talent. In keeping with our focus

on customer experience, we incorporate

customer satisfaction measures into our

performance incentives.

In February 2023, the Board approved a

salary review allocation for FY24 (salaries

from 1 July 2023) which was based on our

Contribution Models with additional

allocations including lifting our minimum

full-time remuneration to $54,100 – above

the (voluntary) Living Wage rate at

September 2023. As part of this process we

also reviewed several salary staircases to

ensure that they were competitive against

the market.

Leadership Squad

remuneration

Remuneration mix

The table below shows the standard FY23

remuneration mix for the Leadership Squad

expressed as a percentage of fixed

remuneration. The Short-term Incentive

(STI) scheme is expressed as a target, with

payment ranging from no payment, where

no target thresholds are met to a maximum

payment of double the target value, where

all stretch targets are met. The Long-term

Incentive (LTI) scheme is expressed as the

maximum LTI value that can be achieved.

Leadership Squad remuneration

Long-Term Incentive40% of base

Short-Term Incentive50% of base

SalaryBase

Fixed remuneration

All Spark employee packages – including

the Leadership Squad – include a fixed

remuneration component that is set based

on contribution, experience, and market

relativities. Fixed remuneration supports

the attraction, motivation, and retention of

highly skilled executives. For FY24 reviews,

the Board received detailed benchmarking

information on our Leadership Squad roles

against a relevant comparator group of

New Zealand companies.

Fixed remuneration generally consists of

base salary. KiwiSaver sits outside fixed

remuneration and as such, employees with

KiwiSaver receive employer contributions

on top of base salary and cash incentives. A

number of Spark-funded benefits, including

medical and life insurances, are also

available to eligible employees on top of

fixed remuneration.

Short-term Incentive schemes

Spark operates a small number of

short-term incentive schemes, from

monthly and quarterly commission and

sales incentive plans to annual cash-based

short-term incentives. Some employees in

specific sales positions may have a

component of their remuneration subject

to individual or divisional sales

performance targets, such that their total

remuneration potential is directly linked to

the acquisition and retention of profitable

business for Spark.

For senior leaders, including the

Leadership Squad and CEO, a component

of their remuneration package is at risk in

the form of a discretionary annual

cash-based Short-Term Incentive (STI).

Spark’s STI scheme rewards senior leaders

for the achievement of annual performance

objectives, with payments awarded from a

fixed cash pool that is set based on overall

Spark performance against financial and/or

non-financial annual performance

objectives. The actual payment to

individuals is at the sole discretion of Spark

and takes into account contributing factors

such as performance, and the performance

of individual parts of the business.

Eligibility to participate in the STI scheme

on an annual basis is at the discretion of the

company and is targeted at individuals in

senior roles who play a significant role in

driving the overall performance of Spark.

The STI scheme rules contain a clawback

provision that allows Spark to clawback

any payments made under the STI

scheme, for a period of 12 months

following the payment.

FY23 Short-term incentive scheme

outcomes

For FY23 substantively all STI participants

shared the same Spark Group targets

comprising of EBITDAI, customer

experience measures, as well as additional

measures based on our three-year strategy.

The on-target percentages are provided in

the table below. Where the result of a

performance metric falls below a specified

threshold, there is no payment for that

proportion of the STI. Where results exceed

the target the payment can scale to up to

twice the target percentage with a

maximum overall payment of 200%.

The FY23 Group performance outcome, as approved by the Board, is summarised as follows:

Performance metric%OutcomeResult

Group EBITDAI50%31%Met threshold

Customer Experience – iNPS and Digital Journey

Completion Rate

25%22%

Met threshold (iNPS)

Achieved target

(JCR)

3-year strategy – Future markets revenue25%0%Not met

Total100%53%

Based on the above result, the total available funding pool for all eligible STI participants

across Spark for FY23 was $3.5 million. Total payments cannot exceed $3.5 million.

85

Spark New Zealand Annual Report 2023

Ko te pae anamata, whakamaua

Leadership and Board remuneration

Leadership and Board remuneration

FY24 Short-term incentive scheme target
The mechanics of the FY24 STI will be the

same as those for FY23. Group results will

be the main determinate of the STI pool,

with substantively all participants sharing

the same Group measures. The FY24

Group measures will be a combination of

EBITDAI, customer experience and our

three-year strategy.

MeasureWeighting

EBITDAI50%

Customer experience

(iNPS and digital)

25%

3-year strategy –

High tech revenue

25%

Long-term incentive schemes

Spark believes that some senior leaders

should have part of their remuneration

linked to the long-term performance of the

company, so for the Leadership Squad and

a select group of senior leaders, a

long-term incentive forms part of their

remuneration package. In FY23, Spark

operated one main scheme: the Spark

New Zealand Long-term Incentive Scheme.

FY23 / FY24 Long-term Incentive Scheme

For FY23, members of the Leadership

Squad (including the CEO) and selected

senior leaders were granted options under

the Spark Long-term Incentive Scheme.

Under the scheme, participants were

granted options at the start of the

three-year vesting period. The number of

options granted equalled the gross LTI

value divided by the volume weighted

average price of Spark New Zealand shares

for the 20 days prior to the grant date.

Subject to satisfaction of each performance

hurdle and continued employment, at

vesting the portion of options associated

with each achieved target convert to Spark

shares based on a zero exercise price.

Where a target is not met the associated

portion of options simply lapse.

CEO remuneration

Remuneration policy, strategy,

and governance

CEO Jolie Hodson’s remuneration

package reflects the scope, risk and

complexity of her role and is set by the

Board with reference to the remuneration

of CEOs of similarly sized organisations.

For FY24 the board has assessed that CEO

remuneration should remain unchanged.

CEO Remuneration FY23

For FY23 the CEO’s remuneration package

comprised a fixed cash component, an

at-risk short-term incentive, and an at-risk

long-term incentive, to be awarded under

the Spark Long-term Incentive Scheme.

The targets and operation of the CEO’s STI

and LTI is the same as described above

under Short-term incentive schemes and

Long-term incentive scheme. The construct

of the CEO’s remuneration package is such

that 60% of her remuneration package is at

risk. The table below shows the target

remuneration mix:

Long-Term Incentive75% of base

Short-Term Incentive75% of base

SalaryBase

The CEO is also expected to maintain a

holding of Spark shares as set out on page

143 of this report.

Remuneration components

Short-term Incentive Scheme

The CEO is eligible for an annual cash-

based short-term incentive, subject to the

achievement of specific performance

objectives set by the Board based on

Spark’s strategy and business plan for the

respective financial year. These objectives

will be a combination of financial and

non-financial measures. This is covered in

more detail in the earlier STI scheme

section. The Board assesses the CEO’s

performance at the end of the financial

year to determine the actual payment value

of her short-term incentive, which is in the

range of 0% to 200% of her target value.

For FY24, members of the Leadership

Squad, including the CEO, and selected

senior leaders will be granted options

under a similar scheme as FY23 with

performance measures relating to Spark’s

ESG performance alongside an absolute

Total Shareholder Return (aTSR)

performance hurdle.

FY23 and FY24 Long-term Incentive

Scheme performance measures

Vesting of the FY23 LTI grant (September

2022) is contingent on participants’

continued employment with Spark through

to September 2025 with vesting

depending on meeting or exceeding set

performance measures. 75% of the

allocated shares will vest based on aTSR

exceeding cost of equity +1.5%

(compounding annually) over the vesting

period and 25% will vest based on

performance against environmental and

diversity targets. aTSR is a measure of share

price appreciation and dividends paid over

the three-year period of the grant.

For FY24, the Long-term Incentive

Scheme, will be based on similar

performance measures updated for the

performance period.

Performance evaluation

The CEO annually reviews the performance

of her direct reports. The evaluation is

undertaken using criteria set by the CEO,

including the performance of the business,

the accomplishment of strategic and

operational objectives, and other non-

quantitative objectives agreed with the

HRCC at the beginning of each financial

year. The last Leadership Squad evaluations

were undertaken during June 2023. Spark

undertakes appropriate checks before

appointing someone onto the

Leadership Squad.

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Leadership and Board remuneration

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The FY23 Group performance outcome, as approved by the Board and applicable to the
CEO, is summarised as follows:

Performance metric%OutcomeResult

Group EBITDAI50%31%Met threshold

Customer Experience – iNPS and Digital Journey

Completion Rate

25%22%

Met threshold (iNPS)

Achieved target

(JCR)

3-year strategy – Future markets revenue25%0%Not met

Total100%53%

Long-term Incentive Scheme

For FY23 the CEO’s annual LTI was granted

as share options under the Spark Long

Term Incentive Scheme. This is covered in

more detail in the LTI scheme section. The

LTI component of the CEO’s remuneration

package is designed to link part of her

remuneration to the long-term

performance of Spark, and align her

interests with those of shareholders,

through the grant of options with a

post-allocation performance hurdle.

Performance hurdles

Performance hurdles apply to long-term

incentives made to the CEO. The hurdles

are agreed by the Board and set a

minimum level of performance that is

required to be achieved over the period of

each grant, for the LTI to be eligible to vest.

For FY23, the targets were Spark’s aTSR

over the period to meet or exceed Spark’s

cost of equity plus 1.5% compounding

annually (75% of grant) and three ESG

targets (25% of grant).

Spark must meet or exceed these targets

over the period of the grant (from the date

the options are granted to the date three

years after that date) for the relevant

proportion of the options to vest. If Spark

does not meet the target, the associated

proportion of those options will lapse.

Testing to determine whether the TSR and

ESG performance hurdles have been met

will occur at the end of the vesting period

of the grant. The Board will receive

independent advice to the effect that the

performance hurdle has been met, or not

met, in determining whether the CEO can

exercise the options or whether the options

will lapse.

CEO termination

Spark may terminate the CEO’s

employment with three months’ notice. A

payment of nine months base

remuneration will be made, plus

entitlements for annual performance

incentives and long-term incentives, subject

to the rules relating to these incentives, in

the case of termination by Spark, other than

for termination for cause.

If there is a change of control that results in

the CEO no longer being the CEO of a

publicly listed company, then she will be

able to terminate her employment with

three months’ notice and receive payment

as if Spark had terminated her

employment.

Spark may also terminate the CEO’s

employment without notice for defined

causes, in which case she will receive no

further entitlement to any remuneration.

Board remuneration

Remuneration and strategy

The remuneration of directors is reviewed

annually by the Human Resources and

Compensation Committee (HRCC) – taking

account of the company’s size and

complexity and the responsibilities, skills,

performance and experience of the

directors – with recommendations made to

the board for approval. Specialist

independent consultants may be engaged

from time to time to provide advice and

ensure that the remuneration of Spark’s

directors is appropriate and comparable to

that of similar companies in New Zealand

and Australia.

Apart from the CEO, no director of Spark

receives compensation in the form of share

options or restricted shares, nor do they

participate in any bonus or profit-sharing

plan. Non-executive directors are, however,

expected to maintain a holding of Spark

shares as set out on page 148 of this

report. As is the case for employees,

directors are required to comply with the

Insider Trading Policy when buying or

selling Spark shares and any such

transactions are disclosed to the market.

Remuneration components

No superannuation or retirement

allowance was paid to any Spark director

during FY23. Spark does not have service

contracts with any director, apart from the

CEO, that provide for any benefits or

remuneration in the event that a director’s

service with Spark is terminated. New

Zealand-based non-executive directors are

eligible for Spark-funded medical

insurance, and all non-executive directors

are also eligible for Spark-funded life

insurance.

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Financial statements
Financial statements

89

Notes to the financial statements

93

Section 1 – General information

1.1About this report

93

1.2Key estimates and assumptions

93

1.3Significant transactions and events

94

1.4Sale of Connexa

95

Section 2 – Financial performance information

2.1Segment information

97

2.2Operating revenues and other gains

98

2.3Operating expenses

101

2.4Finance income, finance expense, depreciation,

amortisation and net investment income

102

2.5Non–GAAP measures

103

Section 3 – Assets

3 .1Receivables and prepayments

105

3.2Inventories

108

3.3Long–term investments

109

3.4Right–of–use assets

110

3.5Leased customer equipment assets

111

3.6Property, plant and equipment

112

3.7Intangible assets

114

3.8Net tangible assets

115

Section 4 – Liabilities and equity

4 .1Payables, accruals and provisions

116

4.2Lease liabilities

117

4.3Debt

119

4.4Capital risk management

120

4.5Equity and dividends

121

Section 5 – Financial instruments

5 .1Derivatives and hedge accounting

123

5.2Financial risk management

127

Section 6 – Other information

6 .1Income tax

130

6.2Employee share schemes

132

6.3Related party transactions

133

6.4Subsidiaries

134

6.5Reconciliation of net earnings to net cash flows from

operating activities

135

6.6Commitments and contingencies

135

Independent auditor’s report

136

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Statement of profit or loss and other comprehensive income
YEAR ENDED 30 JUNE

20232022

NOTES$M$M

Operating revenues and other gains

1

2.2 4,491 3,720

Operating expenses

1

2.3 (2,769) (2,570)

Earnings before finance income and expense, income tax, depreciation, amortisation and net

investment income (EBITDAI)2.5 1,722 1,150

Finance income2.4 32 26

Finance expense2.4 (99) (74)

Depreciation and amortisation2.4 (504) (520)

Net investment income

1

2.4 1 (1)

Net earnings before income tax 1,152 581

Income tax expense

1

6.1 (17) (171)

Net earnings 1,135 410

Other comprehensive income

Items that will not be reclassified to profit or loss:

Revaluation of long–term investments designated at fair value through other comprehensive

income3.3 (44) (55)

Items that may be reclassified to profit or loss:

Translation of foreign operations – 1

Change in hedge reserves net of tax5.1 2 71

Other comprehensive income (42) 17

Total comprehensive income 1,093 427

Earnings per share

Basic earnings per share (cents)

1

60.7 21.9

Diluted earnings per share (cents)

1

60.6 21.9

Weighted average ordinary shares (millions) 1,870 1,869

Weighted average ordinary shares and options (millions) 1,873 1,872

See accompanying notes to the financial statements.

1 These items have been materially impacted by the Connexa transactions and the Spark Sport provision, see notes 1.3 and 1.4 for further details.

Financial statements

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Statement of financial position
AS AT

30 JUNE 2023

AS AT

30 JUNE 2022

NOTES$M$M

Current assets

Cash 100 71

Short–term receivables and prepayments3.1 899 839

Short–term derivative assets5.1 1 5

Inventories3.2 79 107

Taxation recoverable – 1

Assets classified as held for sale1.4 – 198

Total current assets 1,079 1,221

Non–current assets

Long–term receivables and prepayments

1

3.1 432 197

Long–term derivative assets5.1 27 13

Long–term investments

1

3.3 254 212

Deferred tax assets

1

6.1 55 –

Right–of–use assets

1

3.4 488 508

Leased customer equipment assets3.5 77 90

Property, plant and equipment3.6 1,264 1,109

Intangible assets3.7 806 839

Total non–current assets 3,403 2,968

Total assets 4,482 4,189

Current liabilities

Short–term payables, accruals and provisions

1

4.1 507 460

Taxation payable 25 40

Short–term derivative liabilities5.1 4 1

Short–term lease liabilities

1

4.2 78 52

Debt due within one year4.3 236 293

Liabilities classified as held for sale1.4 – 94

Total current liabilities 850 940

Non–current liabilities

Long–term payables, accruals and provisions

1

4.1 82 64

Long–term derivative liabilities5.1 94 77

Long–term lease liabilities

1

4.2 700 292

Long–term debt4.3 816 1,233

Deferred tax liabilities6.1 – 108

Total non–current liabilities 1,692 1,774

Total liabilities 2,542 2,714

Equity

Share capital 965 1,105

Reserves (396) (352)

Retained earnings

1

1,371 722

Total equity 1,940 1,475

Total liabilities and equity 4,482 4,189

See accompanying notes to the financial statements.

1 These balances have been materially impacted by the Connexa transactions and the Spark Sport provision, see notes 1.3 and 1.4 for further details.

On behalf of the Board

Justine Smyth, CNZM Jolie Hodson

Chair Chief Executive

Authorised for issue on 18 August 2023

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Financial statements

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Statement of changes in equity
SHARE

CAPITAL

RETAINED

EARNINGS

HEDGE

RESERVES

SHARE–BASED

COMPEN–

SATION

RESERVE

REVALUATION

RESERVE

FOREIGN

CURRENCY

TRANSLATION

RESERVETOTAL

YEAR ENDED 30 JUNE 2023NOTES$M$M$M$M$M$M$M

Balance at 1 July 2022 1,105 722 8 5 (343) (22) 1,475

Net earnings – 1,135 – – – – 1,135

Other comprehensive income/(loss) – – 2 – (44) – (42)

Total comprehensive income/(loss) – 1,135 2 – (44) – 1,093

Contributions by, and distributions to, owners:

Dividends4.5 – (486) – – – – (486)

Supplementary dividends – (50) – – – – (50)

Tax credit on supplementary dividends – 50 – – – – 50

Share buy–back1.3 (146) – – – – – (146)

Issuance of shares under share schemes 4 – – (3) – – 1

Other transfers 2 – 1 – – – 3

Total transactions with owners (140) (486) 1 (3) – – (628)

Balance at 30 June 2023 965 1,371 11 2 (387) (22) 1,940

SHARE

CAPITAL

RETAINED

EARNINGS

HEDGE

RESERVES

SHARE–BASED

COMPEN–

SATION

RESERVE

REVALUATION

RESERVE

FOREIGN

CURRENCY

TRANSLATION

RESERVETOTAL

YEAR ENDED 30 JUNE 2022NOTE$M$M$M$M$M$M$M

Balance at 1 July 2021 1,084 779 (63) 3 (288) (23) 1,492

Net earnings – 410 – – – – 410

Other comprehensive income/(loss) – – 71 – (55) 1 17

Total comprehensive income/(loss) – 410 71 – (55) 1 427

Contributions by, and distributions to, owners:

Dividends4.5 – (467) – – – – (467)

Supplementary dividends – (46) – – – – (46)

Tax credit on supplementary dividends – 46 – – – – 46

Dividend reinvestment plan4.5 18 – – – – – 18

Issuance of shares under share schemes 4 – – 2 – – 6

Other transfers (1) – – – – – (1)

Total transactions with owners 21 (467) – 2 – – (444)

Balance at 30 June 2022 1,105 722 8 5 (343) (22) 1,475

See accompanying notes to the financial statements.

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Statement of cash flows
YEAR ENDED 30 JUNE

20232022

NOTES$M$M

Cash flows from operating activities

Receipts from customers 3,790 3,656

Receipts from interest 29 24

Payments to suppliers and employees (2,730) (2,606)

Payments for income tax (190) (160)

Payments for interest on debt (55) (48)

Payments for interest on leases (37) (19)

Payments for interest on leased customer equipment assets (7) (6)

Net cash flows from operating activities6.5 800 841

Cash flows from investing activities

Proceeds from sale of property, plant and equipment 11 –

Proceeds from sale of business1.4 893 –

Proceeds from long–term investments – 4

Receipts from finance leases 3 3

Receipts from loans receivable 11 –

Payments for purchase of business, net of cash acquired – (7)

Payments for, and advances to, long–term investments (3) (59)

Payments for purchase of property, plant and equipment, intangibles (excluding spectrum),

and capacity (475) (425)

Payments for purchase of spectrum intangible assets (6) –

Payments for capitalised interest (9) (8)

Net cash flows from investing activities 425 (492)

Cash flows from financing activities

Net (repayments of)/proceeds from debt4.4 (463) 214

Payments for dividends (486) (449)

Payments for share buy–back (146) –

Payments for leases (64) (69)

Payments for leased customer equipment assets (37) (46)

Net cash flows from financing activities (1,196) (350)

Net cash flows 29 (1)

Opening cash position 71 72

Closing cash position 100 71

See accompanying notes to the financial statements.

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1
Section 1

General

information

1.1 About this report

These financial statements are for Spark New Zealand Limited

(the Company) and its subsidiaries (together Spark or the Group).

Spark is a major supplier of telecommunications and digital

services in New Zealand. Spark provides a full range of

telecommunications, information technology, media and other

digital products and services, including: mobile services; voice

services; broadband services; cloud, security and service

management services; procurement and partners services;

managed data, networks and services; and data centres.

The Company is incorporated and domiciled in New Zealand,

registered under the Companies Act 1993 and is an FMC reporting

entity under the Financial Markets Conduct Act 2013. The

Company is listed on the New Zealand Stock Exchange (NZX) and

the Australian Securities Exchange (ASX) and the address of its

registered office is Spark City, 167 Victoria Street West, Auckland

1010, New Zealand.

Basis of preparation

The financial statements have been prepared in accordance with

Generally Accepted Accounting Practice in New Zealand (NZ

GAAP). They comply with New Zealand equivalents to International

Financial Reporting Standards (NZ IFRS) and other applicable

Financial Reporting Standards, as appropriate for profit–oriented

entities. The financial statements also comply with International

Financial Reporting Standards (IFRS).

The measurement basis adopted in the preparation of these

financial statements is historical cost, modified by the revaluation of

certain investments and financial instruments, as identified in the

accompanying notes. These financial statements are expressed in

New Zealand dollars, which is Spark’s functional and presentation

currency. All financial information has been rounded to the nearest

million, unless otherwise stated. Certain comparative information

has been updated to conform with the current year’s presentation.

The principal accounting policies applied in the preparation of

these financial statements are set out in the accompanying notes

where an accounting policy choice is provided by NZ IFRS. A policy

is also included when it is new, has changed, is specific to Spark’s

operations, is significant or is material. Where NZ IFRS does not

provide an accounting policy choice, Spark has applied the

requirements of NZ IFRS but a detailed accounting policy is not

included.

New and amended standards

In FY23, Spark has adopted amendments issued for NZ IFRS 16

Leases which add subsequent measurement requirements for sale

and leaseback transactions that satisfy the requirements in NZ IFRS

15 Revenue from contracts with customers to be accounted for as a

sale. The amendments require a seller–lessee to subsequently

measure lease liabilities arising from a leaseback in a way that it

does not recognise any amount of the gain or loss that relates to

the right–of–use it retains. This amendment resulted in the inclusion

of an estimate of variable lease payments in the measurement of

the lease liability recognised with Connexa Limited (Connexa), see

note 1.4 for the opening leaseback liability balances recognised.

Spark has also adopted amendments to NZ IAS 7 Statement of

Cash Flows and NZ IFRS 7 Financial Instruments: Disclosures for

Supplier Finance Arrangements which outline disclosure

requirements for these arrangements. These disclosures are

included in notes 4.3 and 5.2.

1.2 Key estimates and assumptions

The preparation of these financial statements requires

management to make estimates and assumptions. These affect the

amounts of reported revenues and expenses and the measurement

of assets and liabilities as at 30 June. Actual results could differ

from these estimates.

The principal areas of judgement and estimation for Spark in

preparing these financial statements are found in the following

notes:

• Note 1.4 Sale of Connexa

• Note 2.2 Operating revenues and other gains

• Note 3.1 Receivables and prepayments

• Note 3.4 Right–of–use assets

• Note 3.6 Property, plant and equipment

• Note 3.7 Intangible assets

• Note 4.2 Lease liabilities

NOTES TO THE FINANCIAL STATEMENTS

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NOTES TO THE FINANCIAL STATEMENTS: GENErAL INFOrMATION
1.3 Significant transactions and events

The following significant transactions and events affected the

financial performance and financial position of Spark for the year

ended 30 June 2023 or subsequent to balance date:

Connexa (see notes 1.4, 2.5 and 4.3)

• On 14 October 2022, Spark completed the sale of Connexa

(formerly TowerCo) to Ontario Teachers’ Pension Plan Board

(OTPP) and reinvested in a 30% share of the Connexa group,

through the holding company FrodoCo Holdings Limited

(FrodoCo). In return Spark received net proceeds of $893 million,

being $911 million cash inflow less $18 million transaction costs.

A breakdown of the impact on the Group is contained within

note 1.4.

• The intention is to use the proceeds from the sale to: return up to

$350 million to shareholders through an on–market share buy–

back (see further details below), invest a further $350 million in

future growth opportunities (as at 30 June 2023, $101 million

was invested), and to offset debt headroom requirements

resulting from the increased lease liability from Spark’s long–term

agreement with Connexa (see note 4.3 for further details).

• On 15 December 2022, Spark announced that Connexa reached

an agreement with 2degrees Mobile (2degrees), to acquire

2degrees’ passive mobile telecommunications tower assets. The

transaction completed on 23 June 2023. Spark did not

contribute equity to the acquisition, which resulted in its

shareholding in FrodoCo being diluted from 30% to 17%. A net

gain on dilution of $5 million was recognised, see note 2.5 for

further details.

Share buy–back (see note 4.5)

• On 5 April 2023, Spark commenced the on–market share buy–

back. The shares are being acquired on the NZX and ASX, at

prices that are in line with the prevailing market price from time

to time during the period of the buy–back. Spark reserves the

right to vary, suspend without notice, or terminate the buy–back

programme at any time. As at 30 June 2023, 28 million shares

with a value of $146 million had been repurchased and

cancelled under the scheme.

Dividends (see note 4.5)

• Dividends paid during the year ended 30 June 2023 in relation

to the H2 FY22 second–half dividend (ordinary dividend of 12.5

cents per share) and H1 FY23 first–half dividend (ordinary

dividend of 13.5 cents per share) totalled $486 million or 26.0

cents per share.

Debt programme (see note 4.3)

• Connexa proceeds were used to repay the maturing bond of

$100 million (see further details below), reduce bank funding

arrangements to $115 million, reduce commercial paper to $90

million and $11 million of cash was held on deposit.

• On 10 March 2023, $100 million of unsecured fixed–rate bonds

with a coupon rate of 4.51% matured.

• On 20 April 2023, Spark extended the term of its NZ$200 million

committed standby revolving credit facility with ANZ Bank

New Zealand Limited as the new facility agent (previously

Citisecurities) by one year, to mature on 30 April 2026.

Long–term investments (see note 3.3)

• The fair value of Spark’s investment in Hutchinson

Telecommunications Australia Limited decreased by $44 million

during the year due to a decrease in its quoted share price from

AU$0.070 to AU$0.042. The change in fair value is recognised

within other comprehensive income.

• Spark contributed no further equity to its Southern Cross

investment to fund the SX NEXT undersea cable build during

FY23. No dividends were received from Southern Cross during

FY23, however Southern Cross partially repaid $11 million of a

shareholder loan. Dividends have been suspended for the

duration of the SX NEXT build phase and are not expected to

resume until at least FY24.

Capital expenditure (see notes 2.5, 3.4, 3.6 and 3.7)

• Spark’s additions to property, plant and equipment, intangible

assets (excluding spectrum) and capacity right–of–use assets

were $515 million, details of which are provided in notes 2.5, 3.4,

3.6 and 3.7 and on page 21 of this annual report.

Spark Sport (see notes 2.3, 3.2 and 4.1)

• On 16 December 2022, Spark announced that Television

New Zealand would become the home for the majority of Spark

Sport content from 1 July 2023. As a result, a one–off provision of

$54 million was recognised, which includes ongoing obligations

under content rights agreements that extend to FY28. The

balance of the provision at 30 June 2023 was $46 million.

The Spark Sport platform was withdrawn from service on

30 June 2023.

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1
1.4 Sale of Connexa

During FY22 Spark commenced a process to transfer its passive mobile tower assets into a separate subsidiary, Connexa, and to introduce

third–party capital into Connexa. As at 30 June 2022, the assets and liabilities associated with Connexa were classified as held for sale.

The major classes of assets and liabilities comprising the operations classified as held for sale were as follows:

AS AT

30 JUNE 2022

$M

Right–of–use assets 95

Property, plant and equipment and intangible assets 97

Deferred tax assets 6

Total assets classified as held for sale 198

Payables, accruals and provisions 5

Lease liabilities 89

Total liabilities classified as held for sale 94

During FY23 Spark sold its subsidiary Connexa. Under the terms of the transaction, Spark has entered into a 15 year lease agreement

(plus rights of renewal) with Connexa to secure access to existing and new towers. Spark also retained a 30% interest in the Connexa

group, through the holding company FrodoCo, which is equity accounted for as an investment in associate. Following Connexa’s

subsequent acquisition of 2degrees’ passive mobile telecommunications tower assets, this retained investment has reduced to 17% and is

still equity accounted for.

The Connexa disposal resulted in a net gain of $583 million as set out below:

14 OCTOBER

2022

$M

Net cash inflow arising on disposal of subsidiary 911

Less: incremental transaction costs

1

(18)

Net cash flow on sale of business 893

Property, plant and equipment and intangible assets disposed of (94)

Sale and leaseback right–of–use asset recognised 40

Sale and leaseback liability recognised (488)

Investment in the Connexa group

Investment in associate 89

Loans receivable from FrodoCo 148

Less: unearned revenue

2

(5)

Net gain on disposal 583

1 These incremental transaction costs include: success fees, legal fees, consultant fees and additional labour costs.

2 Unearned revenue relates to the sale of additional mobile tower assets which were still under construction at transaction date. This revenue is recognised as these

assets are delivered to Connexa.

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NOTES TO THE FINANCIAL STATEMENTS: GENErAL INFOrMATION
1.4 Sale of Connexa (continued)

Impact of sale of Connexa on the statement of financial position as at 30 June 2023

The significant balances included within the statement of financial position as at 30 June 2023 as a result of the sale of Connexa were as

follows:

AS AT

30 JUNE 2023

$MDESCRIPTION OF THE BALANCE RELATING TO THE CONNEXA SALE

Long–term receivables and prepayments 156 Loans receivable from FrodoCo

Long–term investments 85 Investment in associate

Right–of–use assets 39 Sale and leaseback right–of–use asset

Deferred tax assets 124 Deferred tax asset on the lease with Connexa

Short–term lease liabilities (17)Short–term portion of sale and leaseback liability

Long–term lease liabilities (465)Long–term portion of sale and leaseback liability

Deferred tax assets

Due to the difference between the right–of–use assets and lease liabilities recognised at the date of the transaction, a deferred tax asset of

$126 million was recognised, with a corresponding adjustment (reduction) to tax expense. The balance of the deferred tax asset at 30

June 2023 was $124 million. As noted in the statement of cash flows on page 92, payments for income tax in the year ended 30 June 2023

were $190 million (30 June 2022: $160 million).

Assignment of ground leases

As part of the transaction, Spark assigned its ground leases for the mobile sites to be sold to Connexa. As a result, Spark remeasured these

lease liabilities to the next right of renewal as at this point these leases will be novated to Connexa. This resulted in a $51 million reduction

of the lease liabilities and right–of–use assets which were held for sale. On the sale of Connexa the right–of–use assets were replaced with

finance lease receivables equal to the lease liabilities which were transferred back from held for sale.


Key estimates and assumptions

Determining control has passed

Judgement was required in determining whether control passed to Connexa for the assets sold and leased back under a sale

and leaseback transaction. Key elements considered were the appropriate accounting standard to apply when assessing whether

control had passed, and determining the unit of account to use to assess the sale and leaseback element.

Lease liabilities

See note 4.2 for details of key estimates and assumptions for lease liabilities.

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Section 2

Financial performance information

2.1 Segment information

The segment results disclosed are based on those reported to the Chief Executive and are how Spark reviews its performance.

Spark’s segments are measured based on product margin, which includes product operating revenues and direct product costs. The

segment results exclude other gains, labour, operating expenses, finance income and expense, depreciation and amortisation, net

investment income and income tax expense, as these are assessed at an overall Group level by the Chief Executive.

2023 2022

YEAR ENDED 30 JUNE

OPERATING

REVENUES

$M

PRODUCT

COSTS

$M

PRODUCT

MARGIN

$M

OPERATING

REVENUES

$M

PRODUCT

COSTS

$M

PRODUCT

MARGIN

$M

Mobile 1,470 (486) 984 1,351 (447) 904

Broadband 626 (328) 298 639 (321) 318

Procurement and partners 584 (517) 67 538 (485) 53

Cloud, security and service management 436 (108) 328 446 (103) 343

Managed data, networks and services 287 (155) 132 283 (146) 137

Voice 231 (98) 133 285 (120) 165

Other products

1

241 (110) 131 152 (72) 80

Segment results 3,875 (1,802) 2,073 3,694 (1,694) 2,000

1 See note 2.2 for a description of other operating revenues.

Reconciliation from segment product margin to consolidated net earnings before income tax

20232022

YEAR ENDED 30 JUNE $M$M

Segment product margin 2,0732,000

Other gains 61626

Labour (511)(495)

Other operating expenses

2

(456)(381)

Earnings before finance income and expense, income tax, depreciation, amortisation and net

investment income (EBITDAI) 1,7221,150

Finance income 3226

Finance expense (99)(74)

Depreciation and amortisation (504)(520)

Net investment income 1(1)

Net earnings before income tax 1,152581

2 See note 2.3 for a breakdown of other operating expenses.

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL pErFOrMANCE INFOrMATION
2.2 Operating revenues and other gains

The accounting policies specific to Spark’s operating revenues are outlined below:

Contracts with customers

Spark records revenue from contracts with customers in accordance with the five steps in NZ IFRS 15:

1. Identify the contract with a customer

2. Identify the performance obligations in the contract

3 Determine the transaction price, which is the total consideration provided by the customer

4. Allocate the transaction price amount to the performance obligations in the contract based on their relative stand–alone selling prices

5. Recognise revenue when or as the performance obligation is satisfied.

Spark often provides products and services in bundled arrangements (for example, a broadband modem together with a broadband

service). Where multiple products or services are sold in a single arrangement, revenue is recognised in relation to each distinct good or

service. A product or service is distinct where, amongst other criteria, a customer can benefit from it on its own or together with other

resources that are readily available. Revenue is allocated to each distinct product or service in proportion to its stand–alone selling price

and recognised when, or as, control is transferred to the customer.

Generally, control for products is transferred and revenue recognised at the point in time it is delivered to the customer and for services,

control is transferred, and revenue recognised, over time as the service is provided. Revenue for performance obligations satisfied over

time is recognised using the ‘resources consumed by customers’ method or the ‘time–elapsed’ method, as these best depict the transfer of

goods or services to customers.

Performance obligations, where Spark acts as an agent, includes some third–party media services and certain cloud, security and service

management contracts. Contracts with a significant financing component include those that have goods that were purchased on interest–

free payment terms of greater than 12 months.

The nature of the various performance obligations in our contracts with customers and when revenue is recognised is outlined below:

PERFORMANCE OBLIGATIONS

FROM CONTRACTS WITH CUSTOMERS

TIMING OF SATISFACTION

OF THE PERFORMANCE OBLIGATION AND PAYMENT

Mobile services, broadband services, media services, cloud,

security and service management services, managed data services

and rental of equipment

As the service is provided (usually monthly). Generally billed and

paid on a monthly basis.

Usage, other optional or non–subscription services, and pay–per–

use services

As the service is provided. Generally billed and paid on a monthly

basis.

Fixed modems, mobile handsets and other distinct goodsWhen control is passed to the customer, generally when the

customer takes possession of the goods. For goods sold in packages

or on interest–free terms, customers usually pay in equal instalments

over 6 to 36 months.

Installation or set–up services (where distinct)As the service is provided. Generally billed and paid following the

provision of the service.

Network infrastructureAs the goods or services are provided. Generally billed when

milestones are completed and revenue recognised when the

milestones are completed or once control of goods passes to the

customer.

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2.2 Operating revenues and other gains (continued)

20232022

YEAR ENDED 30 JUNENOTE $M$M

Operating revenues

Mobile 1,470 1,351

Broadband 626 639

Procurement and partners 584 538

Cloud, security and service management 436 446

Managed data, networks and services 287 283

Voice 231 285

Other operating revenues 241 152

3,875 3,694

Other gains

Net gain on sale of Connexa1.4 583 –

Gain on sale and acquisition of property, plant and equipment and intangibles 20 10

Gain on lease modifications and terminations 13 16

616 26

Total operating revenues and other gains 4,491 3,720

Other operating revenues

Included in other operating revenues is revenue from mobile infrastructure, Qrious, Internet of Things, Spark Sport, MATTR and exchange

building sharing arrangements.

Other gains

In the year ended 30 June 2023 other gains comprise the net gain on sale of Connexa of $583 million, gain on the sale and acquisition of

property, plant and equipment (primarily in relation to mobile and data centre network equipment and other assets of $20 million), and

gains from lease modifications and terminations of $13 million.

In the year ended 30 June 2022 other gains included a gain on the sale of property, plant and equipment (primarily in relation to mobile

network equipment of $10 million), and gains from lease modifications and terminations of $16 million (this included a $12 million gain

from Chorus lease changes).

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL pErFOrMANCE INFOrMATION
2.2 Operating revenues and other gains (continued)

Key estimates and assumptions

Determining the transaction price

Determining the transaction price of Spark’s contracts requires judgement in estimating the amount of revenue we expect to be

entitled to for delivering the performance obligations within a contract. The transaction price is the amount of consideration that

is enforceable and to which we expect to be entitled in exchange for the goods and services we have promised to our customer.

We determine the transaction price by considering the terms of the contract and business practices that are customary within

that product, as well as adjusting the transaction price for estimated variable consideration and for any effects of the time value

of money. The ‘expected value’ or ‘most likely’ amount methods are used to determine variable consideration and any amount

where it is determined that it is highly probable a revenue reversal will not subsequently occur is included in the transaction

price. In making this determination consideration is given to the likelihood and potential magnitude of the revenue reversal, as

well as factors outside of Spark’s influence, the time when the uncertainty is expected to be resolved and Spark’s experience with

similar types of contracts. Judgement is required to determine the discount rate underlying any time value of money calculations,

as well as whether the financing component in a contract is significant. Discounts, rebates, refunds, credits, price concessions,

incentives, penalties and other similar items are reflected in the transaction price at contract inception.

Determining the stand–alone selling price and the allocation of the transaction price

Determining the stand–alone selling price of performance obligations and the allocation of the transaction price between

performance obligations involves judgement. The transaction price is allocated to performance obligations based on the relative

stand–alone selling prices of the distinct goods or services in the contract. The best evidence of a stand–alone selling price is the

observable price of a good or service when the entity sells that good or service separately in similar circumstances and to similar

customers. If a stand–alone selling price is not directly observable, we estimate the stand–alone selling price taking into account

reasonably available information relating to the market conditions, entity–specific factors and the class of customer. In

determining the stand–alone selling price, we allocate revenue between performance obligations based on expected minimum

enforceable amounts to which Spark is entitled. Any amounts above the minimum enforceable amounts are recognised as

revenue as they are earned.

Distinct goods and services

We make judgements in determining whether a promise to deliver goods or services is considered distinct. We account for

individual products and services separately if they are distinct (i.e. if a product or service is separately identifiable from other

items in the bundled package and if the customer can benefit from it). The consideration is allocated between separate products

and services in a bundle based on their stand–alone selling prices.  

Timing of satisfaction of performance obligations

We make judgements in determining whether performance obligations are satisfied over time or at a point in time, as well as the

methods used for measuring progress towards completed satisfaction of performance obligations. Refer to page 98 for Spark’s

accounting policy on timing of satisfaction of performance obligations.

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2.3 Operating expenses

20232022

YEAR ENDED 30 JUNE$M$M

Product costs 1,802 1,694

Labour 511 495

Other operating expenses

Network support costs 65 65

Computer costs 109 111

Accommodation costs 83 65

Advertising, promotions and communication 56 60

Bad debts 9 4

Impairment expense – 2

Spark Sport provision 54 –

Other 80 74

Total other operating expenses 456 381

Total operating expenses 2,769 2,570

Cost of inventories recognised as an expense

The cost of inventories recognised as an expense in relation to broadband modems, mobile devices and other accessories was

$376 million (30 June 2022: $343 million).

Lease expenses

Expenses relating to short–term leases and leases of low–value assets were $6 million (30 June 2022: $7 million). No rent concessions

were received as a result of COVID–19 and treated as a reduction of expenses (30 June 2022: less than $1 million).

Donations

Donations for the year ended 30 June 2023 were $1,767,000 and comprised Spark’s donation to Spark Foundation of $1,635,000 and

payroll giving donations of $132,000 (30 June 2022: $1,774,000, comprised Spark’s donation to the Spark Foundation of $1,734,000 and

other donations of $40,000). Spark made no donations to political parties in the years ended 30 June 2023 or 30 June 2022.

Auditor’s remuneration

20232022

YEAR ENDED 30 JUNE$’000$’000

Audit of financial statements

Audit and review of financial statements

1

1,142 1,171

Other services

Regulatory audit work

2

58 54

Other assurance services

3

35 –

Other non–assurance services

4

17 105

Total fees paid to auditor 1,252 1,330

1 The audit fee includes fees for both the annual audit of the financial statements and the review of the interim financial statements.

2 Regulatory audit work consists of the audit of telecommunications–related regulatory disclosures and reporting on trust deed requirements and solvency returns.

3 Other assurance services relates to assurance over the Group’s greenhouse gas emissions.

4 Other non–assurance services relate to administrative and other advisory services for the Corporate Taxpayer Group of which Spark, alongside a number of

organisations, is a member. The 2022 comparative also includes fees for taxation compliance services.

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL pErFOrMANCE INFOrMATION
2.4 Finance income, finance expense, depreciation, amortisation

and net investment income

20232022

YEAR ENDED 30 JUNENOTES$M$M

Finance income

Finance lease interest income 8 9

Other interest income 24 17

32 26

Finance expense

Finance expense on long–term debt (50) (45)

Lease interest expense4.2 (39) (19)

Leased customer equipment interest expense (7) (7)

Other interest and finance expenses (12) (11)

(108) (82)

Plus: interest capitalised

1

9 8

(99) (74)

Depreciation and amortisation expense

Depreciation – property, plant and equipment3.6 (227) (234)

Depreciation – right–of–use assets3.4 (75) (80)

Depreciation – leased customer equipment assets3.5 (36) (37)

Amortisation – intangible assets3.7 (166) (169)

(504) (520)

Net investment income

Share of associates' and joint ventures' net losses

2

3.3 (16) (1)

Interest income on loans receivable from associates and joint ventures 8 –

Net gain on remeasurement of equity accounted investments

2

3.3 9 –

1 (1)

1 Interest was capitalised on property, plant and equipment and intangible assets under development for the year ended 30 June 2023 at an annualised rate of 4.3%

(30 June 2022: 4.4%).

2 Included within share of associates’ and joint ventures’ net losses is $4 million of transaction costs incurred by Connexa in relation to the 2degrees transaction.

Therefore this and the net gain on remeasurement of equity accounted investments represent the net gain on dilution of the investment in the Connexa group

excluded from the adjusted result in note 2.5.

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2.5 Non–GAAp measures

Spark uses non–GAAP financial measures that are not prepared in accordance with NZ IFRS. Spark believes that these non–GAAP financial

measures provide useful information to readers to assist in the understanding of the financial performance, financial position or returns of

Spark. These measures are also used internally to evaluate performance of products, to analyse trends in cash–based expenses, to

establish operational goals and allocate resources. However, they should not be viewed in isolation, nor considered as a substitute for

measures reported in accordance with NZ IFRS, as they are not uniformly defined or utilised by all companies in New Zealand or the

telecommunications industry.

Earnings before finance income and expense, income tax, depreciation, amortisation and net investment income

(EBITDAI)

Spark calculates EBITDAI by adding back finance expense, depreciation and amortisation and income tax expense and subtracting finance

income and net investment income (which includes Spark’s share of net profits or losses from associates and joint ventures, interest

income on loans receivable from associates and joint ventures, gains on remeasurement of equity accounted investments and dividend

income) to net earnings. A reconciliation of Spark’s EBITDAI is provided below and based on amounts taken from, and consistent with,

those presented in these financial statements.

20232022

YEAR ENDED 30 JUNE$M$M

Net earnings reported under NZ IFRS 1,135 410

Less: finance income (32) (26)

Add back: finance expense 99 74

Add back: depreciation and amortisation 504 520

Less: net investment income (1) 1

Add back: tax expense 17 171

EBITDAI 1,722 1,150

Adjusted EBITDAI and adjusted net earnings

Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes significant items (such as gains,

expenses and impairments) individually greater than $25 million. In the year ended 30 June 2023, the net gain on sale of Connexa of

$583 million together with the subsequent $5 million net gain arising from the dilution of the investment in the Connexa group and the

one off provision of $54 million for Spark Sport were deemed significant items to adjust. There were no significant items to adjust for the

year ended 30 June 2022.

20232022

YEAR ENDED 30 JUNE$M$M

EBITDAI 1,722 1,150

Less: net gain on sale of Connexa (583) –

Add: Spark Sport provision 54 –

Adjusted EBITDAI 1,193 1,150

20232022

YEAR ENDED 30 JUNE$M$M

Net earnings reported under NZ IFRS 1,135 410

Less: net gain on sale of Connexa (583) –

Add: Spark Sport provision 54 –

Less: net gain on dilution of the investment in the Connexa group

1

(5) –

Less: tax effect of net gain on sale of Connexa, Spark Sport provision and dilution of the investment in the

Connexa group (168) –

Adjusted net earnings 433 410

1 This includes the net gain on remeasurement of equity accounted investments, less costs associated with the transaction recognised in share of associates’ and joint

ventures’ net losses. See note 2.4 for more details.

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL pErFOrMANCE INFOrMATION
2.5 Non–GAAp measures (continued)

Capital expenditure

Capital expenditure is the additions to property, plant and equipment and intangible assets (excluding spectrum, goodwill, acquisitions,

assets fully funded by customers or vendors and other non–cash additions that may be required by NZ IFRS, such as decommissioning

costs) and additions to capacity right–of–use assets where such additions are paid up front.

20232022

YEAR ENDED 30 JUNENOTES$M$M

Additions to property, plant and equipment3.6 379 328

Additions to intangible assets3.7 133 156

Additions to capacity right–of–use assets3.4 25 8

Total additions 537 492

Less: assets fully funded by customers or vendors 3.6(22)–

Less: property, plant and equipment transferred from finance lease receivables3.6 – (81)

Less: capacity right–of–use assets paid over time3.4– (1)

Capital expenditure 515 410

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Section 3 Assets

3.1 receivables and prepayments

20232022

AS AT 30 JUNE$M$M

Short–term receivables and prepayments

Trade receivables 410 371

Short–term prepayments 154 148

Short–term unbilled revenue 261 248

Short–term contract assets 2 2

Short–term contract costs 42 40

Short–term finance lease receivables 9 2

Other short–term receivables 21 28

899 839

Long–term receivables and prepayments

Long–term unbilled revenue 95 72

Long–term prepayments 6 1

Long–term contract costs 98 68

Long–term finance lease receivables 74 52

Long–term loans receivable 159 4

432 197

Amounts are stated at their net carrying value, including expected credit loss allowance provisions. The fair value of finance lease

receivables is estimated to be $75 million (30 June 2022: $75 million) and the carrying amount of all other receivables, measured at

amortised cost, are approximately equivalent to their fair value.

Contract assets

Contract assets primarily relate to Spark’s rights to consideration for performance obligations delivered but not billed at the reporting

date. Contract assets are transferred to receivables when the rights become unconditional. The following summarises significant changes

in those balances:

20232022

YEAR ENDED 30 JUNE$M$M

Opening balance as at 1 July 2 5

Additions from new contracts with customers, net of terminations and renewals 1 1

Transfer of contract assets to trade receivables (1) (4)

Closing balance as at 30 June 2 2

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NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.1 receivables and prepayments (continued)

Contract costs

Contract costs include costs to obtain a contract and costs to fulfil a contract. These costs are expected to be recovered and are therefore

initially deferred and then recognised within operating expenses on a systematic basis that is consistent with the transfer to the customer

of the goods or services to which the asset relates. The following summarises significant changes in those balances:

20232022

COSTS TO

OBTAIN A

CONTRACT

COSTS TO

FULFIL A

CONTRACTTOTAL

COSTS TO

OBTAIN A

CONTRACT

COSTS TO

FULFIL A

CONTRACTTOTAL

YEAR ENDED 30 JUNE$M$M$M$M$M$M

Opening balance as at 1 July 17 91 108 19 88 107

Additions 10 61 71 9 34 43

Amortisation recognised in operating expenses (6) (33) (39) (11) (31) (42)

Closing balance as at 30 June 21 119 140 17 91 108

Short–term contract costs 4 38 42 7 33 40

Long–term contract costs 17 81 98 10 58 68

Key estimates and assumptions

Determining the costs incurred to obtain or fulfil a contract that meets the deferral criteria within NZ IFRS 15 requires significant

judgement. Further, where such costs can be deferred, determining the appropriate amortisation period to recognise the costs

within operating expenses requires management judgement, including assessing the expected average customer tenure for

consumer customers and the expected contract term for enterprise customers.

Expected credit loss allowance provision

Movements in the loss allowance provision are as follows:

20232022

YEAR ENDED 30 JUNE$M$M

Opening balance as at 1 July 15 17

Charged to costs and expenses 10 7

Bad debts recovered (2) (3)

Utilised(7)(6)

Closing balance as at 30 June 16 15

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3.1 receivables and prepayments (continued)

Spark has applied the simplified approach to providing for expected credit losses, which requires the recognition of a lifetime expected

loss provision for short–term; trade receivables, unbilled revenue, contract assets, contract costs, finance lease receivables and other

receivables. The calculation of the allowance provision incorporates Spark's previous collection history and forward–looking information,

such as forecasted economic conditions.

The expected credit loss allowance provision has been determined as follows:

CURRENT≤ 1 MONTH> 1 MONTHTOTAL

AS AT 30 JUNE 2023$M$M$M$M

Expected loss rate1.0%2.9%10.8%1.3%

Gross carrying amount 1,116 34 37 1,187

Expected credit loss allowance provision 11 1 4 16

Short–term loss allowance provision 8 1 4 13

Long–term loss allowance provision 3 – – 3

AS AT 30 JUNE 2022$M$M$M$M

Expected loss rate1.2%2.5%10.3%1.7%

Gross carrying amount 823 40 39 902

Expected credit loss allowance provision 10 1 4 15

Short–term loss allowance provision 8 1 4 13

Long–term loss allowance provision 2 – – 2

The composition of the credit loss allowance provision between receivable types is as follows:

20232022

AS AT 30 JUNE$M$M

Trade receivables 7 7

Unbilled revenue 6 5

Contract assets and contract costs 2 2

Finance lease receivables 1 1

Expected credit loss allowance provision 16 15

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of

recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could

generate sufficient cash flows to repay the amounts subject to the write–off. However, financial assets that are written off could still be

subject to enforcement activities to comply with the Group’s procedures for recovery of amounts due.

Key estimates and assumptions

The expected credit loss allowance provision is determined based on assumptions about the risk of default and expected loss

rates of customers and other counterparties. Spark uses judgement in making these assumptions and selecting the inputs to the

impairment calculation based on Spark’s past collection history, existing market conditions, as well as forward–looking estimates

at the end of the reporting period. Forward–looking estimates include assessment of forecasted changes to interest rates,

unemployment rates and Gross Domestic Product in New Zealand.

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NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.1 receivables and prepayments (continued)

Finance lease receivables

Spark has a number of leases for space in exchange buildings, including as a lessor for space in Spark exchanges and a lessee for space in

Chorus exchanges. These leases include a legal right of offset, as Spark and Chorus settle the payments on a net basis and are therefore

shown as a net finance lease receivable or net lease liability on the statement of financial position.

Spark assigned its ground leases for the mobile site assets sold to Connexa which has resulted in Spark recording finance lease

receivables equal to the lease liabilities for these leases. Spark is unwinding these balances over the remaining term to the next right of

renewal, at which point these will be novated.

In addition, Spark subleases a number of office building floors. Where subleases are for the whole of the remaining non–cancellable term

of the head lease, these are classified as a finance lease.

The profile of lease net receipts is set out below:

20232022

UNDISCOUNTEDDISCOUNTEDUNDISCOUNTEDDISCOUNTED

AS AT 30 JUNE$M$M$M$M

Less than one year

1

14 7 6 –

Between one and five years 31 5 16 (7)

More than five years 141 69 135 59

Net finance lease receivables 186 81 157 52

Plus short–term portion of finance lease receivables in liability position– 2 – 2

Total finance lease receivables 186 83 157 54

Less unearned finance income (103) – (103)–

Present value of finance lease receivables 83 83 54 54

Short–term finance lease receivables 9 2

Long–term finance lease receivables 74 52

1 Included within the discounted balance as at 30 June 2023 are $9 million sublease receivable assets, offset by a $2 million liability relating to the Chorus finance lease

receivable (30 June 2022: $2 million sublease receivable asset, offset by a $2 million liability relating to the Chorus finance lease receivable).

The lease with Chorus, where Spark is the lessor, has multiple rights of renewals and the full lease term has been used in the majority of

the calculation of the financial lease receivable at lease inception, as it was likely that because of the specialised nature of the buildings,

the lease would be renewed to the maximum term.

3.2 Inventories

20232022

AS AT 30 JUNE$M$M

Goods held for resale 79 95

Content rights inventory– 10

Maintenance materials and consumables– 2

Total inventories 79 107

Content rights inventory

Spark previously entered into contracts for the right to stream digital content for sport. These content rights were stated at the lower of

cost and net realisable value, less accumulated amortisation and included prepaid content that was not yet available for broadcast.

The amortisation of content rights was recognised within operating expenses on a straight–line basis over the live events across the

broadcast period. The content rights amortisation charge for the year ended 30 June 2023 was $26 million (30 June 2022: $20 million).

The Spark Sport platform was withdrawn from service on 30 June 2023.

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3.3 Long–term investments

20232022

AS AT 30 JUNEMEASUREMENT BASIS$M$M

Shares in HutchisonFair value through other comprehensive income 61 105

Investment in associates and joint venturesEquity method 187 101

Other long–term investmentsCost 6 6

254 212

Spark holds a 10% interest in Hutchison Telecommunications Australia Limited (Hutchison) which is quoted on the Australian Securities

Exchange (ASX) and its fair value is measured using the observable bid share price as quoted on the ASX, classified as being within Level 1

of the fair value hierarchy. As at 30 June 2023 the quoted price of Hutchison’s shares on the ASX was AU$0.042 (30 June 2022: AU$0.070).

The decrease in fair value of $44 million is recognised in other comprehensive income (30 June 2022: $55 million decrease).

Included within investment in associates and joint ventures is $85 million for Spark’s investment in the Connexa group, see note 1.4 for

further details.

Investment in associates and joint ventures

Spark’s investment in associates and joint ventures at 30 June 2023 consists of the following:

NAMETYPECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY

Adroit Holdings LimitedAssociate New Zealand47%Environmental IoT solutions

FrodoCo Holdings Limited

1

Associate New Zealand17%A holding company for Connexa

Flok LimitedAssociate New Zealand38%Hardware and software development

Hourua Limited

2

Joint VentureNew Zealand50%Delivering the Public Safety Network

Pacific Carriage Holdings Limited, Inc.AssociateUnited States41%A holding company

Rural Connectivity Group LimitedJoint VentureNew Zealand33%Rural broadband

Southern Cross Cables Holdings LimitedAssociateBermuda41%A holding company

TNAS LimitedJoint VentureNew Zealand50%Telecommunications development

1 Parent company for Connexa.

2 Spark and One NZ established Hourua Limited to provide priority cellular services to the Public Safety Network which is the new communications service that will be

used by New Zealand’s frontline emergency responders.

All investments in associates and joint ventures are measured using the equity method. Changes in the aggregate carrying amount of

Spark’s investment in associates and joint ventures were as follows:

20232022

ASSOCIATESJOINT VENTURESTOTALASSOCIATESJOINT VENTURESTOTAL

YEAR ENDED 30 JUNE$M$M$M$M$M$M

Opening balance as at 1 July 82 19 101 30 29 59

Additional investments during the year 92 1 93 56 3 59

Disposals – – – (4) (11) (15)

Share of net losses (15) (1) (16) – (1) (1)

Remeasurement on dilution 9 – 9 – – –

Dividends received – – – – (1) (1)

Closing balance as at 30 June 168 19 187 82 19 101

Spark has suspended equity accounting for Pacific Carriage Holdings Limited. Inc, and Southern Cross Cables Holdings Limited (together

‘Southern Cross’) as their carrying values were reduced to nil. Spark has no obligation to fund Southern Cross’ deficits or repay dividends.

For the year ended 30 June 2023 Spark’s share of Southern Cross profits was not recognised because of the existence of historic

cumulative Southern Cross deficits. In the current year Southern Cross’ profit was $34 million (30 June 2022: $39 million).

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Spark New Zealand Annual report 2023

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NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.4 right–of–use assets

Spark is a lessee for a large number of leases, including:

• Property – Spark leases a number of office buildings and retail stores. Some of these leases have rights of renewal that are reasonably

certain to be exercised and therefore may have long expected lease terms

• Capacity arrangements – Spark enters into a number of indefeasible right-of-use capacity arrangements for cable capacity

• Mobile sites – Spark has entered into a number of agreements to allow the operation of mobile network infrastructure throughout

New Zealand

• Motor vehicles – Spark leases motor vehicles for use in sales, field operations and maintenance of infrastructure equipment

• Other – Spark leases equipment that is held at Spark premises and used to provide services to customers.

Movements in right–of–use assets are summarised below:

PROPERTYCAPACITY

MOBILE

SITES

MOTOR

VEHICLESOTHERTOTAL

YEAR ENDED 30 JUNE 2023$M$M$M$M$M$M

Opening net book value250 211 19 3 25 508

Additions9 25 42 2 8 86

Assets transferred back from held for sale

1

– – 7 – – 7

Assets classified as held for sale and other disposals(3)– (3)– – (6)

Remeasurements

2

(39)– 5 – 2 (32)

Depreciation charge(31)(24)(5)(2)(13)(75)

Closing net book value186 212 65 3 22 488

PROPERTYCAPACITY

MOBILE

SITES

MOTOR

VEHICLESOTHERTOTAL

YEAR ENDED 30 JUNE 2022$M$M$M$M$M$M

Opening net book value281 224 117 4 21 647

Additions and acquisitions20 8 8 1 16 53

Assets classified as held for sale and other disposals– – (95)– – (95)

Remeasurements

2

(19)– 2 – – (17)

Depreciation charge(32)(21)(13)(2)(12)(80)

Closing net book value250 211 19 3 25 508

1 Relates to right-of-use assets which were held for sale as at 30 June 2022, but not sold as part of the Connexa transaction and therefore transferred back to right-of-use

assets.

2 Remeasurements to property in FY23 and FY22 primarily relate to modifications for corporate property leases and exiting of space in exchange buildings. The

reduction in property right-of-use assets for corporate property leases is substantially offset by a reduction in property lease liabilities (see note 4.2).

All capacity additions for the year ended 30 June 2023 were fully paid on control being obtained and therefore deemed capital

expenditure as defined and reconciled in note 2.5 (30 June 2022: $8 million of capacity additions with $7 million fully paid and deemed

capital expenditure).

Income from sub-leasing right-of-use assets for the year ended 30 June 2023 was $2 million (30 June 2022: $1 million).

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3.4 right–of–use assets (continued)

Key estimates and assumptions

At inception of a contract Spark assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the

contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess

whether a contract conveys the right to control the use of an identified asset, Spark assesses whether:

• The contract involves the use of an identified asset

• Spark has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use

• Spark has the right to direct the use of the asset.

At inception or on reassessment of a contract that contains a lease component, Spark allocates the consideration in the contract

to each lease component on the basis of their relative stand-alone prices. Spark recognises a right-of-use asset at the lease

commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability

adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an

estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is

located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of

the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are

determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically assessed for

impairment losses and adjusted for certain remeasurements of the lease liability.

3.5 Leased customer equipment assets

Spark acts as the intermediate party (as a lessee and a lessor) in a number of lease arrangements for customer premises equipment. Such

arrangements may also include an initial sale and leaseback transaction. A sale and leaseback transaction contains a genuine sale if control

of an asset is transferred under NZ IFRS 15. For Spark’s back-to-back lease arrangements we have assessed that a sale does not occur, as

control over the equipment remains with Spark instead of passing to the buyer-lessor.

Spark as the seller-lessee continues to recognise the leased customer equipment asset, which is initially measured at cost. The asset is

subsequently depreciated using the straight-line method based on the expected lease term. Movements in leased customer equipment

assets are summarised below:

20232022

YEAR ENDED 30 JUNE$M$M

Opening net book value90 77

Additions32 51

Disposals (9)(1)

Depreciation charge(36)(37)

Closing net book value77 90

AS AT 30 JUNE

Cost216 228

Accumulated depreciation and impairment losses(139)(138)

Closing net book value77 90

Leased customer equipment assets are leased to customers under operating leases. Revenue received from these arrangements and

other operating leases for the year ended 30 June 2023 were $50 million (30 June 2022: $48 million).

111

Spark New Zealand Annual report 2023

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NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.6 property, plant and equipment

TELECOMMUNI–

CATIONS

EQUIPMENT

AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS

WORK IN

PROGRESSTOTAL

YEAR ENDED 30 JUNE 2023$M$M$M$M$M$M

Opening net book value631 61 213 73 131 1,109

Additions

1

2 – – 5 372 379

Transfers265 – 63 21 (349)–

Assets transferred back from held for sale

2

– – 2 – – 2

Depreciation charge(169)– (24)(34)– (227)

Foreign exchange movement1 – – – – 1

Closing net book value730 61 254 65 154 1,264

AS AT 30 JUNE 2023

Cost3,614 61 598 523 154 4,950

Accumulated depreciation and impairment losses(2,884)– (344)(458)– (3,686)

Closing net book value730 61 254 65 154 1,264

1 Included in additions is $22 million of assets fully funded by customers or vendors.

2 Relates to assets which were held for sale as at 30 June 2022, but not sold as part of the Connexa transaction and therefore transferred back to property, plant and

equipment.

TELECOMMUNI–

CATIONS

EQUIPMENT

AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS

WORK IN

PROGRESSTOTAL

YEAR ENDED 30 JUNE 2022$M$M$M$M$M$M

Opening net book value 648 61 207 79 85 1,080

Additions – – 82 10 236 328

Transfers 162 – 11 21 (194) –

Acquisitions 4 – – 4 6 14

Assets classified as held for sale and other disposals (15) – (59) (3) (2) (79)

Depreciation charge (168) – (28) (38) – (234)

Closing net book value 631 61 213 73 131 1,109

AS AT 30 JUNE 2022

Cost 3,394 61 534 507 131 4,627

Accumulated depreciation and impairment losses (2,763) – (321) (434) – (3,518)

Closing net book value 631 61 213 73 131 1,109

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3.6 property, plant and equipment (continued)

Joint arrangement

Spark has entered into a joint arrangement in relation to the construction and operation of the Tasman Global Access fibre-optic

submarine cable between Australia and New Zealand. As at 30 June 2023 the carrying value of Spark’s share of property, plant and

equipment, intangible assets and capacity right-of-use assets in the joint operation was $30 million (30 June 2022: $30 million).

Key estimates and assumptions

Spark’s property, plant and equipment is measured at cost and depreciation is charged on a straight-line basis over the assets’

estimated useful lives. Determining the appropriate useful life of property, plant and equipment requires management

judgement, including the expected period of service potential, the likelihood technological advances will make the asset

obsolete, the likelihood of Spark ceasing to use it and the effect of government regulation.

The estimated useful lives of Spark’s property, plant and equipment are as follows:

Telecommunications equipment

Links and cables 10 – 50 years

Network transport 3 – 15 years

Mobile radio access network 5 – 25 years

Customer premises equipment 3 – 5 years

International cable and satellite 10 – 15 years

Buildings

Buildings 15 – 53 years

Furniture and fittings 3 – 15 years

Air conditioning 8 – 20 years

Power systems 3 – 25 years

Batteries 5 – 15 years

Other 

Motor vehicles 3 – 10 years

Computer equipment 2 – 8 years

Internal IT system assets 3 – 15 years

The assessment of assets for impairment is based on a large number of factors, such as changes in current competitive

conditions, expectations of growth in the telecommunications industry, the discontinuance of services, the expected future cash

flows an asset is expected to generate and other changes in circumstances that indicate an impairment exists. Key judgements

include rates of expected revenue growth or decline, expected future margins and the selection of an appropriate discount rate

for valuing future cash flows.

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Spark New Zealand Annual report 2023

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NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.7 Intangible assets

SOFTWARE

SPECTRUM

LICENCES

OTHER

INTANGIBLESGOODWILL

WORK IN

PROGRESSTOTAL

YEAR ENDED 30 JUNE 2023$M$M$M$M$M$M

Opening net book value 326 175 21 234 83 839

Additions

1

– – – – 133 133

Transfers 128 – – – (128) –

Amortisation charge (144) (17) (5) – – (166)

Closing net book value 310 158 16 234 88 806

AS AT 30 JUNE 2023

Cost 2,022 334 103 282 88 2,829

Accumulated amortisation and impairment losses (1,712) (176) (87) (48) – (2,023)

Closing net book value 310 158 16 234 88 806

SOFTWARE

SPECTRUM

LICENCES

OTHER

INTANGIBLESGOODWILL

WORK IN

PROGRESSTOTAL

YEAR ENDED 30 JUNE 2022$M$M$M$M$M$M

Opening net book value 307 193 49 222 87 858

Additions

1

– – – – 156 156

Transfers 160 – – – (160) –

Acquisitions – – – 12 – 12

Assets classified as held for sale and other disposals – – (18) – – (18)

Amortisation charge (141) (18) (10) – – (169)

Closing net book value 326 175 21 234 83 839

AS AT 30 JUNE 2022

Cost 1,911 336 103 282 83 2,715

Accumulated amortisation and impairment losses (1,585) (161) (82) (48) – (1,876)

Closing net book value 326 175 21 234 83 839

1 Total software capitalised in the year ended 30 June 2023 includes $69 million (30 June 2022: $59 million) of internally generated assets. Other software capitalised in

the year includes software licences and externally supplied labour.

Key estimates and assumptions

Intangible assets are amortised over their useful lives on a straight-line basis, except goodwill, which is tested for impairment

annually. Determining the appropriate useful life of an intangible asset requires management judgement, including assessing the

expected period of service potential, the likelihood technological advances will make it obsolete and the likelihood of Spark

ceasing to use it.

The estimated useful lives of Spark intangible assets are as follows: 

Spectrum licences 2 – 21 years

Software 2 – 12 years

Customer contracts and brands 5 – 10 years

Other intangible assets 2 – 100 years

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3.7 Intangible assets (continued)

Goodwill

Goodwill by cash–generating unit (CGU) is presented below:

20232022

AS AT 30 JUNE$M$M

Mobile 34 34

Broadband 3 3

Cloud, security and service management 170 170

Qrious 14 14

Digital Island 13 13

234 234

During the years ended 30 June 2023 and 30 June 2022 no impairment arose as a result of the assessment of the carrying value of

goodwill. Headroom currently exists in each CGU and, based on the sensitivity analysis performed, no reasonably possible changes in the

assumptions would cause the carrying amount of the CGUs to exceed their recoverable amounts.

Key estimates and assumptions

Goodwill is assessed annually for impairment using a value-in-use model, which estimates the future cash flows, based on the

FY24 Board-approved business plan, applied to the next three years, with key assumptions being forecast earnings and capital

expenditure for each CGU. The forecast financial information is based on both past experience and future expectations of CGU

performance. The major inputs and assumptions used in performing an impairment assessment that require judgement include

revenue forecasts, operating cost projections, customer numbers and customer churn, discount rates, growth rates and future

technology paths.

Nil terminal growth was applied to all CGUs and a pre-tax discount rate of 11.7% was utilised for the year ended 30 June 2023

(30 June 2022: 10.6%).

3.8 Net tangible assets

The calculation of Spark’s net tangible assets per share and its reconciliation to the statement of financial position is presented below:

20232022

AS AT 30 JUNE$M$M

Total assets 4,482 4,189

Less: intangible assets (806) (839)

Less: total liabilities(2,542) (2,714)

Net tangible assets 1,134 636

Number of shares outstanding (in millions) 1,845 1,872

Net tangible assets per share$0.61$0.34

Net tangible assets per share is a non-GAAP financial measure that is not defined in NZ IFRS. Total assets include assets held for sale and

right-of-use assets. Total liabilities include lease liabilities.

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Spark New Zealand Annual report 2023

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NOTES TO THE FINANCIAL STATEMENTS: LIAbILITIES ANd EquIT y
Section 4 Liabilities and equity

4.1 payables, accruals and provisions

20232022

AS AT 30 JUNE$M$M

Short-term payables, accruals and provisions

Trade accounts payable and accruals 290 260

Revenue billed in advance 96 80

Accrued personnel costs 39 38

Accrued interest 3 3

GST payable 21 37

Short-term sale and leaseback liabilities 30 35

Short-term provisions 19 2

Other short-term payables and accruals 9 5

507 460

Long-term payables, accruals and provisions

Long-term sale and leaseback liabilities 45 52

Long-term provisions 32 5

Other long-term payables and accruals 5 7

82 64

Trade accounts payable and sale and leaseback liabilities are financial instruments held at amortised cost.

Provisions

The following table summarises movements in provisions in the year:

SPARK SPORT

PROVISION

MAKE GOOD

PROVISIONS TOTAL

YEAR ENDED 30 JUNE 2023$M$M$M

Opening balance as at 1 July – 7 7

Additional provisions made in the year 54 – 54

Amounts utilised during the year (10) (1) (11)

Unwinding of discount 2 – 2

Unused amounts reversed – (1) (1)

Closing balance at 30 June 46 5 51

Short-term provisions 18 1 19

Long-term provisions 28 4 32

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4.2 Lease liabilities

PROPERTYCAPACITY

MOBILE

SITES

MOTOR

VEHICLESOTHERTOTAL

YEAR ENDED 30 JUNE 2023$M$M$M$M$M$M

Opening lease liability balance 290 3 20 3 26 342

Leases entered into during the year 9 – 492 2 8 511

Liabilities transferred back from held for sale

1

– – 34 – – 34

Liabilities classified as held for sale and other disposals (4) – (2) – – (6)

Interest expense 11 – 27 – 1 39

Principal repayments (45) (1) (41) (2) (13) (102)

Remeasurements

2

(41) – (1) – – (42)

Balance at the end of the year 220 2 529 3 22 776

Short-term portion of finance lease receivable 2 – – – – 2

Total lease liability balance 222 2 529 3 22 778

Short-term lease liabilities 40 – 28 2 8 78

Long-term lease liabilities 182 2 501 1 14 700

Lease liabilities - non-cancellable commitments

3

296 2 524 3 22 847

PROPERTYCAPACITY

MOBILE

SITES

MOTOR

VEHICLESOTHERTOTAL

YEAR ENDED 30 JUNE 2022$M$M$M$M$M$M

Opening lease liability balance 325 2 113 4 21 465

Leases entered into during the year and acquisitions20 2 7 1 17 47

Liabilities classified as held for sale and other disposals– – (89)– – (89)

Interest expense12 – 6 – 1 19

Principal repayments(53)(1)(19)(2)(13)(88)

Remeasurements

2

(14)– 2 – – (12)

Balance at the end of the year290 3 20 3 26 342

Short-term portion of finance lease receivable2 – – – – 2

Total lease liability balance292 3 20 3 26 344

Short-term lease liabilities37 1 2 2 10 52

Long-term lease liabilities255 2 18 1 16 292

Lease liabilities - non-cancellable commitments

3

148 3 10 3 26 190

1 Relates to lease liabilities which were held for sale as at 30 June 2022, but either assigned or, not sold as part of the Connexa transaction and therefore transferred back

to lease liabilities.

2 Remeasurements to property in FY23 and FY22 primarily relate to modifications for corporate property leases. The reduction in lease liabilities is substantially offset by

a reduction in property right-of-use assets (see note 3.4).

3 Relates to the discounted lease liability for future minimum rental commitments for non-cancellable periods of leases, excluding rights of renewal, which are at Spark’s

option, including leases committed to that have not yet commenced.

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NOTES TO THE FINANCIAL STATEMENTS: LIAbILITIES ANd EquIT y
4.2 Lease liabilities (continued)

Key estimates and assumptions

Spark recognises a lease liability at the lease commencement date. The lease liability is initially measured at the present value of

the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that

rate cannot be readily determined, Spark’s incremental borrowing rate. Generally, Spark uses its incremental borrowing rate as

the discount rate, with adjustments for the type and term of the lease.

Lease payments included in the measurement of the lease liability comprise:

• Fixed payments, including in-substance fixed payments

• Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the

commencement date

• Amounts expected to be payable under a residual value guarantee

• The exercise price under a purchase option that Spark is reasonably certain to exercise

• Lease payments in an optional renewal period if Spark is reasonably certain to exercise an extension option.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in

future lease payments arising from a change in an index or rate, if there is a change in Spark’s estimate of the amount expected

to be payable under a residual value guarantee or if Spark changes its assessment of whether it will exercise a purchase or

extension option.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use

asset or it is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

Spark has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have lease terms of

12 months or less and leases of low-value assets. Spark recognises the lease payments associated with these leases within

operating expenses on a straight-line basis over their lease terms.

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4.3 debt

Debt is recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, debt is classified and

measured at amortised cost plus, for hedged liabilities that are in a fair value hedging relationship, adjustments for fair value changes

attributable to the risk being hedged. Any difference between cost and redemption value (including fair value changes) is recognised in

the statement of profit or loss over the period of the borrowings, using the effective interest rate method.

20232022

AS AT 30 JUNE$M$M

FACE VALUEFACILITYCOUPON RATEMATURITY

Short–term debt

Commercial paperVariable< 3 months 90 160

90 160

Supplier financing arrangements

1

Amounts with a term less than six months 8.33%< 6 months – 19

Amounts due within one yearVariable< 31/05/2024 9 14

Amounts due in more than a yearVariable< 31/05/2024 – 9

9 42

Bank funding

Westpac New Zealand Limited

2

200 million NZDVariable30/11/2023 15 140

Commonwealth Bank of Australia

2

100 million NZDVariable30/11/2024 100 100

MUFG Bank, Ltd.

2

125 million NZDVariable30/11/2025 – 125

115 365

Domestic notes

100 million NZD4.51%10/03/2023 – 100

125 million NZD3.37%07/03/2024 122 122

125 million NZD3.94%07/09/2026 116 117

100 million NZD

3

4.37%29/09/2028 100 100

338 439

Foreign currency Medium Term Notes

Australian Medium Term Notes – 100 million AUD1.90%05/06/2026 97 97

Australian Medium Term Notes – 150 million AUD4.00%20/10/2027 154 158

Australian Medium Term Notes – 125 million AUD2.60%18/03/2030 112 113

Norwegian Medium Term Notes – 1 billion NOK

4

3.07%19/03/2029 137 152

500 520

1,052 1,526

Debt due within one year 236 293

Long–term debt 816 1,233

1 With respect to arrangements with outstanding liabilities at 30 June 2023, including those entered into in prior years, financing providers have paid suppliers a total of

$30 million and Spark has made payments against these arrangements of $21 million, resulting in a closing liability of $9 million as at 30 June 2023. Amounts paid

under these arrangements are presented in the statement of cash flows within financing activities.

2 These facilities are Sustainability-Linked Loans. Spark will receive lower interest rates if it achieves sustainability targets or pay higher rates on the loans if it falls short of

these targets.

3 This bond is a Sustainability-Linked Bond. The bond includes an interest rate step up depending on the achievement of a sustainability target as at 30 June 2026.

4 Norwegian krone.

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NOTES TO THE FINANCIAL STATEMENTS: LIAbILITIES ANd EquIT y
4.3 debt (continued)

None of Spark’s debt is secured and all debt ranks equally with other liabilities. There are no financial covenants over Spark’s debt,

however, there are certain triggers in the event of default, as defined in the various debt agreements. There have been no events of default

over Spark’s debt in the years ended 30 June 2023 and 30 June 2022.

The fair value of long-term debt, including long-term debt due within one year, based on market observable prices, was $973 million

compared to a carrying value of $962 million as at 30 June 2023 (30 June 2022: fair value of $1,359 million compared to a carrying value

of $1,347 million).

20232022

AS AT 30 JUNE$M$M

Total debt 1,052 1,526

Less short–term debt (90) (179)

Total long–term debt (including long–term debt due within one year) 962 1,347

4.4 Capital risk management

Spark manages its capital considering shareholders’ interests, the value of Spark’s assets and the Company’s credit rating. The Board is

committed to the Company maintaining an investment grade rating and its capital management policies are designed to ensure this

objective is met. As part of this commitment, and in line with credit rating metrics, Spark currently manages its debt levels to ensure that

the ratio of adjusted net debt at hedged rates (being inclusive of associated derivatives and leases) to EBITDAI does not exceed 1.7 times

on a long-run basis.

As at 30 June 2023 the Company’s Standard and Poor’s credit ratings for long-term and short-term debt was, respectively, A- and A-2 with

outlook stable (30 June 2022: same).

Net debt

Net debt at hedged rates, the primary net debt measure Spark monitors, includes long-term debt at the value of hedged cash flows due to

arise on maturity, plus short-term debt, less any cash. Net debt at carrying value includes the non-cash impact of fair value hedge

adjustments and any unamortised discount.

Net debt at hedged rates is a non-GAAP measure and is not defined in accordance with NZ IFRS but is a measure used by management.

A reconciliation of net debt at hedged rates and net debt at carrying value is provided below:

20232022

AS AT 30 JUNE$M$M

Cash (100) (71)

Short-term debt at face value 90 179

Long-term debt at face value 1,035 1,417

Net debt at face value 1,025 1,525

To retranslate debt balances at swap rates where hedged by currency swaps 14 (3)

Net debt at hedged rates

1

1,039 1,522

Non-cash adjustments

Impact of fair value hedge adjustments

2

1110

Unamortised discount (1) (1)

Net debt at carrying value 1,049 1,531

1 Net debt at hedged rates is the value of hedged cash flows due to arise on maturity and includes an adjustment to state the principal of foreign currency medium term

notes at the hedged currency rate.

2 Fair value hedge adjustments arise on domestic notes in fair value hedges and foreign currency medium term notes in dual fair value and cash flow hedges. These have

no impact on the cash flows to arise on maturity.

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4.4 Capital risk management (continued)

A reconciliation of movements in net debt is provided below:

CASH FLOWSNON–CASH MOVEMENTS

YEAR ENDED 30 JUNE 2023

AS AT 1 JULY

2022

$M

PROCEEDS

$M

PAYMENTS

$M

INTEREST

AMORTISATION

$M

FAIR VALUE

CHANGES

$M

FOREIGN

EXCHANGE

MOVEMENT

$M

OTHER

$M

AS AT 30 JUNE

2023

$M

Cash(71)(13,908)13,879––––(100)

Short–term debt179247(337)1–––90

Long–term debt1,3478,924(9,297)1(3)(17)7962

Derivatives76–––417–97

Net debt 1,531 (4,737) 4,245 2 1 – 7 1,049

CASH FLOWSNON–CASH MOVEMENTS

YEAR ENDED 30 JUNE 2022

AS AT 1 JULY

2021

$M

PROCEEDS

1


$M

PAYMENTS

$M

INTEREST

AMORTISATION

$M

FAIR VALUE

CHANGES

$M

FOREIGN

EXCHANGE

MOVEMENT

$M

OTHER

$M

AS AT 30 JUNE

2022

$M

Cash(72)(24,730)24,731––––(71)

Short–term debt1581,524(1,503)––––179

Long–term debt1,24519,512(19,326)1(103)8101,347

Derivatives(18)–––102(8)–76

Net debt 1,313 (3,694) 3,902 1 (1) – 10 1,531

1 $7 million of proceeds were received in the prior year from closing out derivatives and are included in the net proceeds from debt as shown in statement of cash flows.

These derivatives were in a cash flow hedge relationship, so do not form part of net debt and are not included in the above table.

4.5 Equity and dividends

Share capital

Movements in the Company’s issued ordinary shares were as follows:

20232022

YEAR ENDED 30 JUNENUMBERNUMBER

Shares at the beginning of the year 1,871,587,475 1,867,125,093

Cancelled shares acquired under the on-market share buy-back programme (28,197,250) –

Dividend reinvestment plan – 3,735,931

Issuance of shares under share schemes and other transfers 1,610,681 726,451

Shares at the end of the year 1,845,000,906 1,871,587,475

All issued shares are fully paid and have no par value. Shareholders of ordinary shares have the right to vote at any general meeting of the Company.

Dividends

20232022

YEAR ENDED 30 JUNE

CENTS PER

SHARE$M

CENTS PER

SHARE$M

Previous year second half-year dividend 12.5 234 12.5 233

First half-year dividend 13.5 252 12.5 234

Total dividends in the year 26.0 486 25.0 467

Second half-year dividend declared subsequent to balance date not provided for 13.5 249 12.5 234

Events after balance date

On 17 August 2023 the Board approved the payment of a second-half ordinary dividend of 13.5 cents per share or approximately

$249 million. This ordinary dividend will be 100% imputed. In addition, supplementary dividends totalling approximately $26

million will be payable to shareholders who are not resident in New Zealand. In accordance with the Income Tax Act 2007, Spark will

receive a tax credit from Inland Revenue equivalent to the amount of supplementary dividends paid.

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NOTES TO THE FINANCIAL STATEMENTS: LIAbILITIES ANd EquIT y
4.5 Equity and dividends (continued)

H1 FY23 H2 FY23

ORDINARY DIVIDENDS ORDINARY DIVIDENDS

Dividends declared

Ordinary shares 13.5 cents 13.5 cents

American Depositary Shares

1

42.11 US cents 40.65 US cents

Imputation

Percentage imputed100%100%

Imputation credits per share 5.2500 cents 5.2500 cents

Supplementary dividend per share

2

2.3824 cents 2.3824 cents

‘Ex’ dividend dates

New Zealand Stock Exchange16/03/2314/09/23

Australian Securities Exchange16/03/2314/09/23

American Depositary Shares 15/03/2314/09/23

Record dates

New Zealand Stock Exchange17/03/2315/09/23

Australian Securities Exchange17/03/2315/09/23

American Depositary Shares 16/03/2315/09/23

Payment dates

New Zealand and Australia 6/04/236/10/23

American Depositary Shares 17/04/2316/10/23

1 Spark’s American Depositary Shares, each representing five ordinary Spark shares and evidenced by American Depositary Receipts (ADRs), are traded over-the-

counter in the United States. This is a Level 1 ADR programme that is sponsored by Bank of New York Mellon. For H2 FY23 these are based on the exchange rate at

10 August 2023 of NZ$1 to US$0.6022 and a ratio of five ordinary shares per one American Depositary Share. The actual exchange rate used for conversion is

determined in the week prior to payment when the Bank of New York Mellon performs the physical currency conversion.

2 Supplementary dividends are paid to non-resident shareholders.

Dividend Reinvestment Plan

The Company has a dividend reinvestment plan under which shareholders can elect to receive dividends in additional shares. For

the year ended 30 June 2023 no shares were issued (30 June 2022: $18 million were issued) in lieu of dividends. Shares issued in

lieu of dividends are excluded from dividends paid in the statement of cash flows.

The dividend reinvestment plan has been suspended for the FY23 dividends and for the foreseeable future.

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5
Section 5 Financial instruments

5.1 derivatives and hedge accounting

20232022

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

DERIVATIVE

ASSETS

DERIVATIVE

LIABILITIES

AS AT 30 JUNE$M$M$M$M

Designated in a cash flow hedge27 (1)18 (2)

Designated in a fair value hedge– (13)– (12)

Designated in a dual fair value and cash flow hedge– (84)– (64)

Other1 – – –

28 (98)18 (78)

Short–term derivatives1 (4)5 (1)

Long–term derivatives27 (94)13 (77)

Spark’s derivatives are held at fair value, calculated using discounted cash flow models and observable market rates of interest and foreign

exchange prices. This represents a level two measurement under the fair value measurement hierarchy, being inputs other than quoted

prices included within level one that are observable for the asset or liability. As at 30 June 2023 and 30 June 2022 no derivative financial

assets or derivative financial liabilities have been offset in the statement of financial position. The potential for offsetting of any derivative

financial instruments is $13 million (30 June 2022: $8 million), which if applied would result in a reduction of derivative assets and

derivative liabilities.

Hedge accounting

Derivatives are hedge accounted when they are designated into an effective hedge relationship as a hedging instrument. The nature and

the effectiveness of the hedge accounting relationship will determine where the gains and losses on remeasurement are recognised.

Derivatives are designated:

• Fair value hedges, where the derivative is used to manage interest rate risk in relation to debt

• Cash flow hedges, where the derivative is used to manage the variability in cash flows of highly probable forecast transactions

• Dual fair value and cash flow hedges, where the derivative is used to hedge the interest rate risk on foreign debt and the variability in

cash flows due to movements in foreign exchange rates.

At inception, each hedge relationship is formalised in hedge documentation. Hedge accounting is discontinued when the hedge

instrument expires or is sold, terminated, exercised or no longer qualifies for hedge accounting. Spark determines the existence of an

economic relationship between the hedging instrument and the hedged item based on the currency, amount and timing of respective

cash flows, reference interest rates, tenors (time to maturity), repricing dates, maturities and notional amounts. Spark assesses whether the

derivative designated in each hedging relationship is expected to be, and has been, effective in offsetting the changes in cash flows of the

hedged item using the hypothetical derivative method.

Derivatives in hedge relationships are designated based on a hedge ratio of 1:1. In these hedge relationships the main source of

ineffectiveness is the effect of the counterparty and Spark’s own credit risk on the fair value of the derivatives, which is not reflected in the

change in the fair value of the hedged item attributable to changes in foreign exchange and interest rates.

Cash flow hedges

Cross-currency interest rate swaps and interest rate swaps are jointly designated in cash flow hedges to manage interest and foreign

exchange rate risk on debt. The hedged cash flows will affect Spark’s statement of profit or loss and other comprehensive income as

interest and principal amounts are repaid over the remaining term of the debt.

Interest rate swaps are designated in cash flow hedges to manage the interest rate exposure of highly probable forecast variable rate debt

and aggregate variable interest rate exposures created by swapping local or foreign currency fixed-rate debt into variable rate debt.

Spark also enters into forward exchange contracts to hedge forecast foreign currency purchases, the majority expected to be made within

12 months. The related cash flows are recognised in the statement of profit or loss and other comprehensive income over this period.

123

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTruMENTS
5.1 derivatives and hedge accounting (continued)

A reconciliation of movements in the hedge reserves, net of tax, is outlined below:

20232022

YEAR ENDED 30 JUNE$M$M

Opening balance as at 1 July 8 (63)

(Loss) /gain recognised in other comprehensive income (4) 52

Amount reclassified to finance expense 5 12

Amount reclassified to property, plant and equipment/intangible assets and inventory 1 6

Amount reclassified to other operating expenses – 1

Total movements to other comprehensive income 2 71

Other transfers 1 –

Closing balance as at 30 June 11 8

Included within the closing balance at 30 June 2023 is $4 million relating to the cost of hedging reserve (30 June 2022: $3 million). The

movement in the hedge reserves includes $8 million in the change in fair value of interest rate swaps less $2 million associated deferred

tax and $3 million for forward foreign exchange contracts (30 June 2022: $98 million in the change in fair value of interest rate swaps less

$27 million associated deferred tax).

Fair value hedges

Interest rate swaps are designated in a fair value hedge to manage interest rate risk in relation to debt. The gain or loss from remeasuring

the interest rate swaps and debt at fair value is recognised in the statement of profit or loss and other comprehensive income. During the

year ended 30 June 2023 there has been no material ineffectiveness on fair value hedging relationships (30 June 2022: no material

ineffectiveness) and as a result no material changes have been recognised in profit and loss.

Dual fair value and cash flow hedges

Spark has Australian dollar (AUD) and Norwegian krone (NOK) denominated debt. As part of Spark’s risk management policy, cross-

currency interest rate swaps (CCIRSs) are entered into to convert all of the proceeds of the debt issuances to New Zealand dollars and

convert the foreign currency fixed rate of the debt issuance to a New Zealand dollar floating rate. To mitigate profit or loss volatility, the

CCIRSs were designated into a dual fair value and cash flow hedge relationship. The foreign currency basis element of the CCIRSs are

excluded from the designation and are separately recognised in other comprehensive income in a cost of hedging reserve.

For fair value hedges the gain or loss from remeasuring the CCIRSs and debt at fair value is recognised in the statement of profit or loss

and other comprehensive income. For cash flow hedges gains or losses deferred in the cash flow hedge reserve will be reclassified to

Spark’s statement of profit or loss and other comprehensive income as interest and principal amounts are repaid over the remaining term

of the debt.

The change in fair value of the hedging instruments relating to the foreign currency basis component of the CCIRSs are recognised in

other comprehensive income and accumulated in a cost of hedging equity reserve. Subsequently, the cumulative amount is transferred to

profit or loss at the same time as the hedged item impacts profit or loss.

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5
5.1 derivatives and hedge accounting (continued)

The details of the hedging instruments are as follows:

NOTIONAL

AMOUNT OF

HEDGING

INSTRUMENT

STATEMENT

OF FINANCIAL

POSITION

LINE ITEM

CARRYING AMOUNT OF

THE HEDGING INSTRUMENT

LIFE–TO–DATE

CHANGE–IN–

VALUE USED FOR

CALCULATING

HEDGE

INEFFECTIVE–

NESSASSETSLIABILITIES

AS AT 30 JUNE 2023$M$M$M

Cash flow hedges

Interest rate swaps NZD 620m Derivatives 26 – 26

Forward foreign exchange contracts NZD 77m Derivatives 1 (1) –

Fair value hedges

Interest rate swaps NZD 250m Derivatives – (13) (13)

Fair value and cash flow hedges

Cross-currency swaps AUD 150m Derivatives – (14) (14)

Cross-currency swap NOK 1b Derivatives – (37) (37)

Cross-currency swaps AUD 125m Derivatives – (23) (23)

Cross-currency swaps AUD 100m Derivatives – (10) (10)

27 (98) (71)

NOTIONAL

AMOUNT OF

HEDGING

INSTRUMENT

STATEMENT

OF FINANCIAL

POSITION

LINE ITEM

CARRYING AMOUNT OF

THE HEDGING INSTRUMENT

LIFE–TO–DATE

CHANGE–IN–

VALUE USED FOR

CALCULATING

HEDGE

INEFFECTIVE–

NESSASSETSLIABILITIES

AS AT 30 JUNE 2022$M$M$M

Cash flow hedges

Interest rate swaps NZD 640m Derivatives 13 (2) 11

Forward foreign exchange contracts NZD 78m Derivatives 5 – 5

Fair value hedges

Interest rate swaps NZD 350m Derivatives – (12) (12)

Forward foreign exchange contracts NZD 18m Derivatives – – –

Fair value and cash flow hedges

Cross-currency swaps AUD 150m Derivatives – (10) (10)

Cross-currency swap NOK 1b Derivatives – (21) (21)

Cross-currency swaps AUD 125m Derivatives – (23) (23)

Cross-currency swaps AUD 100m Derivatives – (10) (10)

18 (78) (60)

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Spark New Zealand Annual report 2023

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTruMENTS
5.1 derivatives and hedge accounting (continued)

The details of hedged items are as follows:

STATEMENT OF

FINANCIAL POSITION

LINE ITEM

CARRYING AMOUNT OF

THE HEDGED ITEM

ACCUMULATED AMOUNT OF

FAIR VALUE HEDGE ADJUSTMENTS

ON THE HEDGED ITEM INCLUDED

IN THE CARRYING AMOUNT OF

THE HEDGED ITEM

LIFE–TO–DATE

CHANGE–IN–

VALUE USED FOR

CALCULATING

HEDGE

INEFFECTIVE–

NESSASSETSLIABILITIESASSETSLIABILITIES

AS AT 30 JUNE 2023$M$M$M$M$M$M

Cash flow hedges

Aggregated variable interest rate exposure – – – – – (26)

Fair value hedges

Domestic Notes Long–term debt – (238) 13 – 13

Fair value and cash flow hedges

Australian Medium Term Note (AUD 150m) Long–term debt – (154) 9 – 14

Norwegian Medium Term Note (NOK 1b) Long–term debt – (137) 15 – 37

Australian Medium Term Note (AUD 125m) Long–term debt – (112) 23 – 23

Australian Medium Term Note (AUD 100m) Long–term debt – (97) 11 – 10

– (738) 71 – 71

STATEMENT OF

FINANCIAL POSITION

LINE ITEM

CARRYING AMOUNT OF

THE HEDGED ITEM

ACCUMULATED AMOUNT OF

FAIR VALUE HEDGE ADJUSTMENTS

ON THE HEDGED ITEM INCLUDED

IN THE CARRYING AMOUNT OF

THE HEDGED ITEM

LIFE–TO–DATE

CHANGE–IN–

VALUE USED FOR

CALCULATING

HEDGE

INEFFECTIVE–

NESSASSETSLIABILITIESASSETSLIABILITIES

AS AT 30 JUNE 2022$M$M$M$M$M$M

Cash flow hedges

Aggregated variable interest rate exposure – – – – – (11)

Committed foreign exchange transactions – – – – – (5)

Fair value hedges

Domestic Notes Long–term debt – (339) 12 – 12

Fair value and cash flow hedges

Australian Medium Term Note (AUD 150m) Long–term debt – (158) 7 – 10

Norwegian Medium Term Note (NOK 1b) Long–term debt – (152) 11 – 21

Australian Medium Term Note (AUD 125m) Long–term debt – (113) 25 – 23

Australian Medium Term Note (AUD 100m) Long–term debt – (97) 13 – 10

– (859) 68 – 60

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5
5.2 Financial risk management

a) Market risk

Spark is exposed to market risk primarily from changes in foreign

currency exchange rates and interest rates. Spark employs risk

management strategies, including the use of derivative financial

instruments, to manage these exposures through a Board-

approved treasury policy, which provides the framework within

which treasury-related activities are conducted.

Spark manages the concentration of exposures using well-defined

market and credit risk limits and through timely reporting to senior

management. All contracts have been entered into with high-credit

quality financial institutions. The risk associated with these

transactions is that the fair value or cash flows of financial

instruments will change due to movements in market rates or, in

the case of default by a counterparty, through the cost of

replacement at the current market rates.

Currency risk

Nature of the risk

Currency risk is the risk that eventual New Zealand dollar net cash

flows from transactions undertaken by Spark will be adversely

affected by changes in foreign currency exchange rates.

Exposure and risk management

Spark’s total net exposure (from non-derivative financial

instruments) to foreign currency as at 30 June 2023 is $553 million

(30 June 2022: $559 million). This includes $152 million long-term

debt principal denominated in NOK (30 June 2022: $163 million)

and $408 million long-term debt principal denominated in AUD

(30 June 2022: $414 million). The remaining exposure is primarily

trade payables and other receivables denominated in United

States dollars (USD).

Spark manages currency risk arising from foreign currency debt

through hedging. Spark’s long-term debt issued in NOK and AUD

is fully hedged using cross-currency interest rate swaps to convert

foreign currency cash flows into floating-rate New Zealand dollar

exposures.

Currency risk from capital and operational expenditure in foreign

currencies (and related trade payables) has been substantially

hedged by entering into forward exchange contracts.

Sensitivity to foreign currency movements

As at 30 June 2023 a movement of 10% in the New Zealand dollar

would (after hedging) impact the statement of profit or loss by less

than $1 million (30 June 2022: less than $1 million) and the

statement of changes in equity by less than $11 million (30 June

2022: less than $12 million). This analysis assumes a movement in

the New Zealand dollar across all currencies and only includes the

effect of foreign exchange movements on monetary financial

instruments.

Interest rate risk

Nature of the risk

Interest rate risk is the risk that fluctuations in interest rates impact

Spark’s cash flows, financial performance or the fair value of its

holdings of financial instruments.

Exposure and risk management

Spark is exposed to interest rate risk from its financing activities,

which primarily include loans and debt issuance either at fixed or

floating rates. For floating-rate exposures Spark employs the use of

derivative financial instruments to reduce its exposure to

fluctuations in interest rates, with the objective to minimise the cost

of net borrowings and to minimise the impact of interest rate

movements on interest expense and net earnings.

Cross-currency interest rate swaps are used to convert foreign

currency debt into floating-rate New Zealand dollar exposures.

Interest rate swaps are used to convert floating-rate exposures into

fixed-rate exposures and vice versa. As a result Spark’s interest rate

exposure is limited to New Zealand only.

Sensitivity to interest rate movements

As at 30 June 2023 a movement in interest rates of 25 basis points

would (after hedging) impact the statement of profit or loss by less

than $1 million (30 June 2022: less than $1 million) and the

statement of changes in equity by less than $1 million (30 June

2022: less than $1 million).

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NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTruMENTS
5.2 Financial risk management (continued)

b) Credit risk

Nature of the risk

Credit risk arises in the normal course of Spark’s business on cash,

receivables and derivative financial instruments if a counterparty

fails to meet its contractual obligations.

Exposure and risk management

Spark is exposed to credit risk if customers and counterparties fail

to make payments in respect of:

• Payment of trade and other receivables as they fall due; and

• Contractual cash flows of derivative assets held at fair value.

Spark’s assets subject to credit risk as at 30 June 2023 were $1,299

million (30 June 2022: $976 million).

Spark considers the probability of default upon initial recognition

of cash, receivables and derivative assets and whether there has

been a significant and ongoing increase in credit risk at the end of

each reporting period. To assess this Spark compares the risk of

default occurring on these assets at the reporting date, with the risk

of default at the date of initial recognition. Available, reasonable

and supportive forward-looking information is considered,

especially the following indicators:

• External credit rating (as far as available)

• Actual or expected significant adverse changes in business,

financial or economic conditions that are expected to cause a

significant change to the customer or counterparty’s ability to

meet their obligations

• Significant changes in the value of the collateral supporting the

obligation or in the quality of third-party guarantees or credit

enhancements.

Spark considers a financial asset to have low credit risk when the

asset is held with a high-credit quality financial institution or with a

party that has a strong financial position with no past due amounts.

Spark manages its exposure using a credit policy that includes

limits on exposures with significant counterparties that have been

set and approved by the Board and are monitored on a regular

basis. Spark places its cash and derivative financial instruments

with high-credit quality financial institutions and does not have

significant concentration of risk with any single financial institution.

Spark has significant shareholder loans and finance lease

receivables which are deemed low credit risk. Concentration of

credit risk for trade and other receivables is limited because of

Spark’s large customer base.

Spark has certain derivatives and debt arrangements that are

subject to bilateral credit support agreements that require Spark or

its counterparties to post collateral funds to support the value of

certain derivatives subject to certain agreed threshold amounts. As

at 30 June 2023 no collateral was posted (30 June 2022: nil).

Letters of credit and guarantees may be held over some receivable

amounts. The carrying amounts of financial assets represent the

maximum credit exposure.

c) Liquidity risk

Nature of the risk

Liquidity risk represents Spark’s ability to meet its contractual

obligations as they fall due.

Exposure and risk management

Spark uses cash and derivative financial instruments to manage

liquidity and evaluates its liquidity requirements on an ongoing

basis. In general, Spark generates sufficient cash flows from its

operating activities to meet its financial liabilities. As at

30 June 2023 Spark had current assets of $1,079 million and

current liabilities of $850 million (30 June 2022: current assets of

$1,221 million and current liabilities of $940 million). Positive

operating cash flows enable working capital to be managed to

meet short-term liabilities as they fall due.

In the event of any shortfalls Spark has the following financing

programmes:

• An undrawn committed standby facility of $200 million with a

number of creditworthy banks (30 June 2022: $200 million)

• Committed bank facilities of $425 million with $115 million

drawn as at 30 June 2023 (30 June 2022: $425 million facilities

with $365 million drawn)

• Undrawn committed bank overdraft facilities of $15 million with

New Zealand banks (30 June 2022: $15 million).

There are no compensating balance requirements associated with

these facilities.

Spark’s liquidity policy is to maintain unutilised committed facilities

of at least 110% of the next 12 months’ forecast peak net funding

requirements, including coverage for short-term capital market

issues. Spark’s funding policy requires that no more than 30% of

long-term debt (including undrawn and standby facilities) can

mature within the next 12 months, which has been met.

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5
5.2 Financial risk management (continued)

c) Liquidity risk (continued)

Maturity analysis

The following table provides an analysis of Spark’s remaining contractual cash flows relating to financial liabilities. Contractual cash flows

include contractual undiscounted principal and interest payments.

CARRYING

AMOUNT

CONTRACTUAL

CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS

AS AT 30 JUNE 2023$M$M$M$M$M$M$M

Non-derivative financial liabilities

Trade payables290290290 – – – –

Sale and leaseback liabilities 75 76 18 17 20 21 –

Lease liabilities 778 1,224 57 56 104 274 733

Short and long-term debt 1,052 1,285 227 150 36 469 403

Derivative financial liabilities

Interest rate swaps (net settled) 13 (14) (3) (3) (5) (2) (1)

Cross–currency interest rate swaps

(gross settled)

Inflows – (650) (6) (11) (17) (315) (301)

Outflows 84 755 22 21 38 351 323

Forward exchange contracts (gross settled)

Inflows – (46) (46) – – – –

Outflows 1 46 46 – – – –

2,293 2,966 605 230 176 798 1,157

CARRYING

AMOUNT

CONTRACTUAL

CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS

AS AT 30 JUNE 2022$M$M$M$M$M$M$M

Non-derivative financial liabilities

Trade payables 260 260 260 – – – –

Sale and leaseback liabilities 87 93 22 25 24 22 –

Lease liabilities 344 434 35 30 52 111 206

Short and long-term debt 1,526 1,765 568 126 164 310 597

Derivative financial liabilities

Interest rate swaps (net settled) 14 – 3 – – (2) (1)

Cross–currency interest rate swaps

(gross settled)

Inflows – (686) (6) (11) (17) (161) (491)

Outflows 64 771 14 17 34 197 509

Forward exchange contracts (gross settled)

Inflows – (18) (18) – – – –

Outflows – 18 18 – – – –

2,295 2,637 896 187 257 477 820

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NOTES TO THE FINANCIAL STATEMENTS: OTHEr INFOrMATION
Section 6 Other information

6.1 Income tax

Income tax expense

The income tax expense is determined as follows:

20232022

YEAR ENDED 30 JUNE$M$M

Statement of profit or loss and other comprehensive income

Current income tax

Current year income tax expense (excluding adjusting items) (209) (177)

Current year income tax expense on adjusting items

1

31–

Adjustments in respect of prior periods (3) (1)

Deferred income tax

Depreciation, provisions, accruals, tax losses and other adjustments (excluding adjusting items) 24 8

Depreciation, provisions, accruals, tax losses and other adjustments on adjusting items

2

137–

Adjustments in respect of prior periods 3 (1)

Income tax expense recognised in the statement of profit or loss and other comprehensive income (17) (171)

1 This includes $26 million for the costs associated with assets disposed of in the sale of Connexa, $2 million for the unwind of the deferred tax asset explained below for

the Connexa transaction and $2 million of current tax for the Spark Sport provision.

2 Due to the difference between the right-of-use assets and lease liabilities recognised at the date of the sale of Connexa, a deferred tax asset of $126 million was

recognised, with a corresponding adjustment (reduction) to tax expense. The balance of the deferred tax asset at 30 June 2023 was $124 million. The Spark Sport

provision had a deferred tax impact at 30 June 2023 of $12 million. The current tax impact of adjusting items of $31 million together with the deferred income tax

impact of $137 million is $168 million (see note 2.5). The total tax expense on an adjusted (non-GAAP) basis for FY23 was $185 million.

Reconciliation of income tax expense

20232022

YEAR ENDED 30 JUNE$M$M

Net earnings before income tax 1,152 581

Tax at current rate of 28% (323) (163)

Adjustments to taxation

Non-assessable gains on sale

1

317 (3)

Other non-assessable items (6) 3

Tax effects of non-New Zealand profits (5) (7)

Adjustments in respect of prior periods – (1)

Total income tax expense

2

(17) (171)

1 Comprises the tax effect of the $583 million net gain on sale of Connexa, being $163 million, the $126 million deferred tax impact described above and the $26 million

current tax impact of the costs associated with the assets disposed of and other adjustments of $2 million.

2 Includes the tax effect of the net gain on sale of Connexa and the Spark Sport provision, being a credit to tax of $168 million (see note 2.5). The total tax expense on an

adjusted (non-GAAP) basis for FY23 was $185 million.

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6.1 Income tax (continued)

Deferred tax assets and liabilities

Deferred tax assets and liabilities are offset in the statement of financial position and presented as a net deferred tax liability.

The movement in the deferred tax assets and liabilities is provided below:

FIXED ASSETSLEASES

PROVISIONS &

ACCRUALSOTHERTOTAL

ASSETS/(LIABILITIES)$M$M$M$M$M

Opening balance as at 1 July 2022 (58) (3) (7) (40) (108)

Amounts recognised in statement of profit or loss and other

comprehensive income

Relating to the current period

1

9 123 14 15 161

Adjustments in respect of prior periods

2

(13) 3 14 (1) 3

Amounts recognised in equity relating to the current year – – – (1) (1)

Closing balance as at 30 June 2023 (62) 123 21 (27) 55

FIXED ASSETSLEASES

PROVISIONS &

ACCRUALSOTHERTOTAL

ASSETS/(LIABILITIES)$M$M$M$M$M

Opening balance as at 1 July 2021 (77) (19) (5) 19 (82)

Amounts recognised in statement of profit or loss and other

comprehensive income

Relating to the current period 20 16 (2) (26) 8

Adjustments in respect of prior periods (1) – – – (1)

Amounts recognised in equity relating to the current year – – – (27) (27)

Amounts classified as held for sale – – – (6) (6)

Closing balance as at 30 June 2022 (58) (3) (7) (40) (108)

1 Amounts relating to the current period include timing differences for the Connexa lease and the Spark Sport provision.

2 Adjustments in respect of prior periods reflect changes in the prior year tax balances used for financial reporting and tax return completion. In the current year these

primarily relate to reclassifications between categories to align with the current year's presentation.

Spark has not recognised the tax effect of accumulated unrestricted losses and temporary differences amounting to AU$461 million at

30 June 2023 based on the relevant corporation tax rate of Australia (30 June 2022: AU$461 million). These losses and temporary

differences may be available to be carried forward to offset against future taxable income. However, utilisation is contingent on the

production of taxable profits over a significant period of time and is subject to compliance with the relevant taxation authority

requirements.

Spark has a negative 32 million imputation credit account balance as at 30 June 2023 due to the timing of dividend and tax payments

(30 June 2022: negative 16 million). The imputation credit account had a positive balance as at 31 March 2023 and 31 March 2022.

131

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NOTES TO THE FINANCIAL STATEMENTS: OTHEr INFOrMATION
6.2 Employee share schemes

Spark operates share-based compensation plans that are equity settled as outlined below.

Share option scheme

From September 2019, members of the Leadership Squad (including the CEO) and selected senior leaders have been granted options

under the new Spark Long-Term Incentive (LTI) scheme. Under the scheme participants are granted options at the start of the three-

year vesting period. The number of options granted equals the gross LTI value divided by the volume weighted average price of Spark

New Zealand shares for the 20 days prior to the grant date. Subject to satisfaction of the performance hurdle and continued employment,

at vesting each option converts to a Spark share based on a zero exercise price. If the target is not met (or the participant leaves Spark

employment) then the options simply lapse, with exceptions for redundancy, death and disablement. Spark enables participants to meet

tax obligations through PAYE by authorising the sale of a sufficient number of shares on their behalf.  

Vesting of the LTI grants are contingent on: participants’ continued employment with Spark for three years from grant date (subject to

exceptions); and the Company achieving the specified performance hurdles. The performance hurdle targets are set annually and for

grants issued in 2019, 2020, 2021 this was the Company’s cost of equity plus 1% compounding annually. For grants issued in 2022, 75%

of the allocated shares will vest based on the performance hurdle target of the Company’s cost of equity plus 1.5% compounding annually

and 25% will vest based on performance against environmental and diversity targets. Options with an intrinsic value of $15 million

(30 June 2022: $14 million) remain outstanding at 30 June 2023 and have a weighted average remaining life of 1.3 years (30 June 2022:

1.3 years).

Historic restricted share schemes (RSS)

A restricted share scheme was initially introduced for selected employees in September 2001. For new allocations after August 2015

these were replaced by two new restricted share schemes

• Spark New Zealand Long-Term Incentive Scheme

• Spark New Zealand Managing Director Long-Term Incentive Scheme.

The Spark New Zealand Long-Term Incentive Scheme was for the senior leaders including the Leadership Squad and delivered one

scheme with the same set of rules under one long-term incentive, with a performance hurdle in place. The Spark New Zealand Managing

Director Long-Term Incentive Scheme related to the previous Managing Director, Simon Moutter.

Under these restricted share schemes, ordinary shares in the Company were issued to Spark Trustee Limited. Participants purchase shares

from Spark Trustee Limited with funds lent to them by the Company and which were held on their behalf by Spark Trustee Limited. If the

individual was still employed by Spark at the end of the vesting period (generally three years) and applicable performance hurdles were

met, the employee was provided a cash bonus, which was used to repay the loan and the shares were then transferred to the individual.

The target for this hurdle was the Company’s cost of equity plus 1% compounding annually. The last year when RSS shares were granted

was FY19 therefore FY22 was the last year where RSS shares vested.

Information regarding shares and options awarded under these schemes is as follows:

20232022

OPTIONSOPTIONSRSS

NUMBER OF

OPTIONS

NUMBER OF

OPTIONS

NUMBER OF

SHARES

Opening balance as at 1 July 2,840,293 1,845,544 566,041

Granted 1,144,179 1,042,944 –

Vested (964,574) – (566,041)

Lapsed (93,834) (48,195) –

Closing balance as at 30 June 2,926,064 2,840,293 –

Percentage of total ordinary shares0.16%0.15%0.00%

The fair value of the employee services received in exchange for the grant of equity instruments is recognised as an expense, with a

corresponding entry in equity. The total charge recognised for this scheme for the year ended 30 June 2023 was $1.4 million (30 June

2022: $1.3 million). The expense relating to the restricted share schemes for the year ended 30 June 2022 was $0.1 million. As at 30 June

2023, $2.1 million of share scheme awards remain unvested and not expensed (30 June 2022: $1.6 million). This expense, measured at its

fair value based on a valuation model, will be recognised over the remaining vesting period of the awards. On 19 September 2022, the

options granted in September 2019 vested, the prevailing market rate at this date was $5.06 per share.

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Financial statements

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6
6.3 related party transactions

Related parties of Spark include the associate and joint venture companies listed in note 3.3 and key management personnel detailed

below.

Interest of directors in certain transactions

A number of the Company’s directors are also directors of other companies and any transactions undertaken with these entities have been

entered into on a commercial basis.

Transactions with associate and joint venture companies

Spark’s transactions with associates and joint ventures include the following:

• Spark provided network operations and management services to Southern Cross in respect of its operations in New Zealand

• Spark made payments to Southern Cross in connection with capacity it has purchased on Southern Cross’ network

• Spark made payments to Southern Cross for operational expenditure relating to cable maintenance

• Southern Cross made a partial repayment for a shareholder loan

• Spark made payments to Adroit Holdings Limited for operational expenditure relating to environmental IoT services and hardware and

received payments for IoT warehousing

• Spark received revenue from Rural Connectivity Group for the sale of mobile backhaul equipment

• Spark received payments from Hourua Limited for milestones delivered for the Public Safety Network and for use of Spark’s corporate

office space

• Spark made payments to Connexa for access to mobile towers, this includes lease and operating charges. Spark also received payments

from Connexa for transition services, rental recovery, maintenance, site build and interest on shareholder loans. Further details of the

impact of Connexa to Spark can be found in note 1.4.

• Spark made payments to Connect 8 Limited in the prior year for fibre and telecommunications construction services until the full

acquisition of the entity on 31 January 2022.

Balances and amounts in respect of these transactions with associate and joint venture companies are set out in the table below:

20232022

AS AT AND FOR THE YEAR ENDED 30 JUNE$M$M

Revenues

1

21 5

Expenses (23) (13)

Capacity acquired and other capital expenditure

2

(18) (15)

Receivables

3

167 20

Payables (4) –

Lease liabilities

4

482 –

1 Including interest income on shareholder loans.

2 As at 30 June 2023 Spark has committed to purchases of $22 million for cable capacity from Southern Cross (30 June 2022: $49 million).

3 Receivables include shareholder loans to Connexa, including one non-interest bearing loan, and one interest bearing loan set at a market rate at the time of drawdown.

4 Payments made for related party lease liabilities in the year were $28 million.

Key management personnel compensation

20232022

YEAR ENDED 30 JUNE$’000$’000

Directors’ remuneration

1

1,473 1,263

Salary and other short–term benefits 7,509 8,116

Share–based compensation 784 743

9,766 10,122

1 Excludes Chief Executive remuneration.

The table above includes remuneration of the Chief Executive and the other members of the Leadership Squad, including amounts paid

to members of the Leadership Squad who left during the year ended 30 June or were in acting Leadership Squad positions. Like other

Spark employees, members of the Leadership Squad also receive product and service concessions. In addition, where members of the

Leadership Squad are KiwiSaver members, they receive contributions towards their KiwiSaver schemes.

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NOTES TO THE FINANCIAL STATEMENTS: OTHEr INFOrMATION
6.4 Subsidiaries

Subsidiaries are all entities over which Spark has control. The significant subsidiary companies of Spark and their activities are as follows:

NAMECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY

Computer Concepts LimitedNew Zealand100%IT infrastructure and business cloud services

Connect 8 LimitedNew Zealand100%Mobile infrastructure business

Digital Island LimitedNew Zealand100%Business telecommunications provider

Entelar LimitedNew Zealand100%Mobile phone repair and equipment distribution

Entelar Group LimitedNew Zealand100%

Telecommunications and IT infrastructure build and maintenance

services, and distribution and supply chain services

Gen-i Australia Pty LimitedAustralia

1

100%

Provides international wholesale and outsourced telecommunications

services

Mattr LimitedNew Zealand 94%Software company focused on decentralised identity and verifiable data

Qrious LimitedNew Zealand100%Data analytics business

Revera LimitedNew Zealand100%IT infrastructure and data centre provider

Spark Finance LimitedNew Zealand100%A Group finance company

Spark New Zealand Trading LimitedNew Zealand100%Telecommunications and digital services company

TCNZ (Bermuda) LimitedNew Zealand100%A holding company

Teleco Insurance LimitedBermuda

1

100%A Group insurance company

Telecom New Zealand USA LimitedUnited States

1

100%Provides international wholesale telecommunications services

Telecom Southern Cross LimitedNew Zealand100%A holding company

1 These foreign incorporated entities are tax resident in New Zealand.

The financial year end of all significant subsidiaries is 30 June.

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6
6.5 reconciliation of net earnings to net cash flows from operating activities

20232022

YEAR ENDED 30 JUNE$M$M

Net earnings for the year 1,135 410

Adjustments to reconcile net earnings to net cash flows from operating activities

Depreciation and amortisation 504 520

Bad and doubtful accounts 10 7

Deferred income tax

1

(159) (6)

Share of associates' and joint ventures' net losses

2

16 1

Interest income on loans receivable from associates and joint ventures (8) –

Net gain on remeasurement of equity accounted investments

2

(9) –

Impairments– 2

Gain on sale and acquisition of property, plant and equipment and intangibles (20) (10)

Gain on lease modifications and terminations (13) (16)

Net gain on sale of Connexa (583) –

Other (7) –

Spark Sport provision 54 –

Changes in assets and liabilities net of effects of non-cash and investing and financing activities

Movement in receivables and related items (110) (52)

Movement in inventories 28 (41)

Movement in current taxation (14) 17

Movement in payables and related items (24) 9

Net cash flows from operating activities 800 841

1 Primarily relates to the net gain on sale of Connexa, see note 6.1 for further details.

2 Included within share of associates’ and joint ventures’ net losses is $4 million of transaction costs incurred by Connexa in relation to the 2degrees transaction, therefore

this and the net gain on remeasurement of equity accounted investments represent the net gain on dilution of the investment in the Connexa group excluded from the

adjusted result in note 2.5.

6.6 Commitments and contingencies

Capital and other commitments

As at 30 June 2023, capital expenditure contracted for, but not yet incurred, was $515 million (30 June 2022: $498 million) with

$293 million due in the year ending 30 June 2024. Commitments principally relate to spectrum, telecommunications network equipment,

data centre infrastructure and cable capacity.

On 12 May 2023, Spark signed an agreement with the Crown for a direct allocation of C-band mobile spectrum under a new model where

the revenue is directly invested into accelerated mobile network upgrades that benefit provincial and rural New Zealand. Included in total

capital commitments above is $18 million for this spectrum, $6 million was prepaid in the year ended 30 June 2023.

As at 30 June 2023 Spark had other supplier commitments of $588 million (30 June 2022: $689 million), with $352 million due in the year

ending 30 June 2024. Commitments include mobile handsets, subscription services, modems and licences.

Contingencies

No ongoing claims, investigations or inquiries are expected to have a significant effect on Spark’s financial position or profitability.

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Independent auditor’s report
To the Shareholders of Spark New Zealand Limited

Opinion

We have audited the consolidated financial statements of Spark New Zealand Limited and its subsidiaries (the

‘Group’), which comprise the consolidated statement of financial position as at 30 June 2023, and the

consolidated statement of profit and loss and other comprehensive income, statement of changes in equity

and statement of cash flows for the year then ended, and notes to the consolidated financial statements,

including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements, on pages 89 to 135, present fairly, in all

material respects, the consolidated financial position of the Group as at 30 June 2023, and its consolidated

financial performance and 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 (‘ISAs’) and International

Standards on Auditing (New Zealand) (‘ISAs (NZ)’). 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 Company in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards

Board for Accountants’ International Code of Ethics for Professional Accountants (including International

Independence Standards), and we have fulfilled our other ethical responsibilities in accordance with these

requirements.

Our firm carries out other assignments for Spark New Zealand Limited in relation to regulatory audit, other

assurance related services (such as trustee reporting) and non-assurance services provided to the Corporate

Taxpayers Group, of which the Group is a member. These services have not impaired our independence as

auditor of the Group. In addition to this, the Chief Executive has both a sister and brother-in-law that are

partners at Deloitte. These Deloitte partners are not involved in the provision of any services to the Group and

its subsidiaries and this matter has not impacted our independence. Also, partners and employees of our firm

deal with the Group on normal terms within the ordinary course of trading activities of the business of the

Group. The firm has no other relationship with, or interest in the Group.

Audit materiality

We consider materiality primarily in terms of the magnitude of misstatement in the financial statements of the

Group that in our judgement would make it probable that the economic decisions of a reasonably

knowledgeable person would be changed or influenced (the ‘quantitative’ materiality). In addition, we also

assess whether other matters that come to our attention during the audit would in our judgement change or

influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality both in planning the

scope of our audit work and in evaluating the results of our work.

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 period. 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.


Independent auditor’s report

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Independent auditor’s report

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Key audit matterHow our audit addressed the key audit matter
Revenue recognition

The Group’s reported operating revenue of $3,875m, (2022:

$3,694m) includes:

• Mobile $1,470m (2022: $1,351m)

• Broadband $626m (2022: $639m)

• Procurement and partners $584m (2022: $538m)

• Cloud, security and service management $436m (2022:

$446m)

• Managed data, networks and services $287m (2022: $283m)

• Voice $231m (2022: $285m)

• Other operating revenues $241m (2022: $152m)

Revenue recognition is considered to be a key audit matter.

For Mobile and Broadband revenue, and to a lesser extent other

revenue streams, there is an inherent risk around the accuracy

and timing of revenue recognition given the complexity of

systems and the large volume of data processed; moreover,

judgement is required for multiple element arrangements. This

risk is most pronounced for new or changing product plans and

prices.

Cloud, security and service management revenue requires

significant management judgements and estimates, particularly

for larger contracts, which are bespoke and cover several

accounting periods.

The judgements and estimates that significantly impact the

accuracy of revenue recognition for these contracts include:

• identifying the separate performance obligations;

• assessing whether the performance obligations are satisfied

at a point in time or over time; and

• determining the amount and appropriate method of

measuring the costs of fulfilling the performance obligations

or, where appropriate, the completeness and valuation of

provisions against contracts that are expected to be loss-

making.

Contract costs incurred to fulfil a contract arising from these

contracts require significant estimation in determining their

recoverability, and the appropriate period of amortisation.

Disclosures relating to revenue recognition and the revenue

stream breakdown can be found in Note 2.2. Operating

revenues and other gains. Refer also to Note 3.1 Contract costs

for further information on costs to fulfil a contract.


Our audit approach included both controls testing and substantive

procedures. For our procedures on the design and operating

effectiveness of controls over significant IT systems, we involved our

IT specialists.

Our audit procedures included:

Across Mobile and Broadband, and Cloud, security and service

management revenue streams:

• assessing the appropriateness of the revenue recognition policies

for the products and services offered by the Group, which

included but were not limited to:

»challenging the Group’s assessment for each performance

obligation about whether the customer can benefit from the

product or service on its own or together with readily available

resources;

»assessing the allocation of the transaction price to the

performance obligations by comparing the stand-alone selling

price assigned to observed market prices or estimated prices;

and

»examining the stages at which revenue for each performance

obligation is recognised.

• testing of manual journal entries recorded in the general ledger

relating to revenue recognition.

Mobile and Broadband:

• testing of the design and implementation, and the operating

effectiveness of automated controls and interfaces between

relevant IT applications, measurement and billing of revenue, and

the recording of entries in the general ledger. We also tested the

access controls and change management controls over the

relevant billing systems;

• testing of the design and implementation, and the operating

effectiveness of manual controls over the initiation, authorisation,

recording and processing of revenue transactions. This included

evaluating process controls over authorising new price plans and

rate changes and the adjustments to the relevant billing systems;

• testing the design and implementation of revenue recognition

controls, including rating and billing during the year as it relates to

new or changing product plans;

• recalculating revenue recognised to evaluate that the processing

by the relevant telecommunication system is materially correct;

• reviewing new product plans in the current year to understand

each of the performance obligations in the bundled offering;

• for new product plans that provide a bundle of services, assessing

whether the customer can benefit from the product or service on

its own or together with readily available resources; and

• assessing the recognition and timing of costs to acquire and costs

to fulfil customer contracts.

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Key audit matterHow our audit addressed the key audit matter
Cloud, security and service management:

• testing of cloud, security and service management contracts for

appropriate revenue recognition and provisioning for contracts

that were expected to be loss-making. We considered the future

forecast profitability and the contractual terms to assess the

recoverability of the contract-specific assets and to determine if

any contracts required loss provisions; and

• testing a sample of revenue transactions recorded during the year

by agreeing to supporting evidence, which included cash receipts,

customer contracts, and invoices. We focused our work on

contracts which we regarded as higher risk because of the nature

of the contract and the stage of delivery.

Carrying value of property, plant & equipment

and intangible assets

The Group has property, plant & equipment and intangible assets

of $2,070m (2022: $1,948m).

There are a number of areas where judgements significantly

impact the carrying value of property, plant & equipment and

intangible assets and their respective depreciation and

amortisation profiles. These areas are as follows:

• the impact of planned or unexpected replacement technology

which will impact the way in which an asset is used or is

expected to be used;

• the determination of whether to capitalise or expense costs,

particularly for capitalised labour;

• the useful economic life of the asset; and

• the timely transfer and commencement of depreciation of

assets transferred from work in progress.

Changes in these judgements may have a significant impact on

the results of the Group. Due to the significance of these

judgements and the materiality of these assets to the

consolidated Statement of Financial Position, this is considered a

key audit matter.

Refer to notes 3.6 and 3.7.

Our audit procedures included the following:

• testing of the design and implementation of controls over the

acquisition and disposal of assets;

• assessing the appropriateness of capitalisation of costs incurred

on capital projects, by examining a sample of additions to identify

whether the expenditure meets the definition of an asset in

accordance with the applicable accounting standards;

• assessing the reasonableness of the internal labour rates used to

capitalise internal labour;

• assessing the appropriateness of the date from which assets

commenced being depreciated;

• assessing the allocated useful economic lives, by comparing to

industry benchmarks and our knowledge of the business and its

operations; and

• reviewing Board minutes and performing enquiries with

management personnel around the prevailing risks of

technological obsolescence and assessing their impact on the

useful lives/impairment risk of existing assets.

We assessed the application of the Group’s annual asset life review.

This included assessing judgements made by the Group on:

• the appropriateness of asset lives applied in the calculation of

depreciation and amortisation;

• the nature and impact of changes on the business from Spark’s

strategy, including which specific assets are impacted; and

• the extent of the impact of these changes on the carrying value of

identified property, plant and equipment and software intangible

assets.

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Independent auditor’s report

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Other information
The directors are responsible on behalf of the Group for the other information. The other information

comprises the information in the Annual Report that accompanies the consolidated financial statements and

the audit report.

Our opinion on the consolidated financial statements does not cover the other information and we do not

express any form of assurance conclusion thereon.

Our responsibility is to read the other information and consider whether it is materially inconsistent with the

consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be

materially misstated. If so, we are required to report that fact. We have nothing to report in this regard.

Directors’

responsibilities for the

consolidated financial

statements

The directors are responsible on behalf of the Group 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 on behalf of the Group 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.

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 and ISAs (NZ) 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.

A further description of our responsibilities for the audit of the consolidated financial statements is located on

the External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1

This description forms part of our auditor’s report.

Restriction on use

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that

we might state to the Company’s shareholders those matters 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’s shareholders as a body, for our audit work, for this report,

or for the opinions we have formed.

Jason Stachurski, Partner for Deloitte Limited

Auckland, New Zealand

18 August 2023

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Other
information

140

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Other information

Other information

Stock exchange listings
Spark’s ordinary shares are listed on the NZX and ASX. Spark is admitted to the Official List of ASX as a foreign exempt issuer. As an NZX listed

issuer and ASX foreign exempt issuer, Spark complies with NZX Listing Rules and applicable ASX Listing Rules.

Spark’s American Depositary Shares, each representing five ordinary Spark shares and evidenced by American Depositary Receipts (ADRs),

are traded over-the-counter in the United States. This is a Level 1 ADR programme that is sponsored by Bank of New York Mellon.

Spark Finance Limited, a wholly-owned subsidiary of Spark New Zealand Limited, has debt securities listed on the NZDX. Details of debt

securities issued by Spark Finance Limited can be found in Spark Finance Limited’s reports at: investors.sparknz.co.nz/Investor-Centre

Director remuneration

The total remuneration available to non-executive directors is fixed by shareholders. The current annual remuneration limit is $1,630,000

approved at the annual meeting held in November 2017.

The fees payable to non-executive directors during FY23 were:

BOARD/COMMITTEE

1

CHAIR

2

MEMBER

3

Board of Directors$381,700$150,300

Audit and Risk Management Committee (ARMC)$40,500$19,700

Human Resources and Compensation Committee (HRCC)$34,700$17,400

1. All non-executive directors are members of the Nominations and Corporate Governance Committee (NOMs) and receive no additional fees for this role.

2. Committee chair and member fees were not payable to the Chair of the Board. Committee member fees were not payable to committee chairs.

3. Member fees were payable for each committee.

There is no increase to non-executive director fees for FY24. Fees will continue to be paid out of the current shareholder-approved annual

remuneration limit of $1,630,000.

Fees are broadly aligned to the market positioning outlined in the independent Ernst & Young benchmarking report that was distributed

alongside the 2017 Notice of Annual Meeting.

Committee membership as at 30 June 2023 was as follows:

HUMAN RESOURCES AND

COMPENSATION COMMITTEE

AUDIT AND RISK

MANAGEMENT COMMITTEE

NOMINATIONS AND

CORPORATE GOVERNANCE COMMITTEE

Alison Barrass (Chair)

Sheridan Broadbent

David Havercroft

Justine Smyth

Charles Sitch (Chair)

Warwick Bray

Sheridan Broadbent

Gordon MacLeod

Justine Smyth (ex officio)

Justine Smyth (Chair)

Alison Barrass

Warwick Bray

Sheridan Broadbent

David Havercroft

Jolie Hodson

Gordon MacLeod

Charles Sitch

Corporate governance disclosures

Spark New Zealand Annual Report 2023

141Ko te pae anamata, whakamaua

The total remuneration received by non-executive directors of Spark during FY23 was as follows:
1

NAME OF DIRECTORBOARD FEES

2

AUDIT & RISK

MANAGEMENT

COMMITTEE FEES

HUMAN

RESOURCES AND

COMPENSATION

COMMITTEE FEES

TOTAL

REMUNERATION

3

Justine Smyth$381,700––$381,700

Alison Barrass$150,300–$34,700$185,000

Paul Berriman

4

$51,870$6,799–$58,669

Warwick Bray$150,300$19,700 $170,000

Sheridan Broadbent

5

$137,639$9,850

6

$15,934$163,423

David Havercroft$150,300$17,400$167,700

Gordon MacLeod

7

$137,639$18,194$155,833

Charles Sitch$150,300$40,500-$190,800

Total$1,310,048$95,043$68,034$1,473,125

1. The figures shown are gross amounts and exclude GST (where applicable) and are rounded to the nearest dollar.

2. All non-executive directors are members of the Nominations and Corporate Governance Committee (NOMs) and receive no additional fees for this role.

3. This table excludes contributions towards medical and life insurance of a total of $14,285. Spark meets costs incurred by directors that are incidental to the performance of their

duties. This includes providing New Zealand-based directors with mobile phones and $120 per month which can be used towards Spark products or services and overseas-based

directors with $400 per month phone allowances. Spark also meets the costs of directors’ Spark-related travel. As these costs are incurred by Spark to enable directors to perform

their duties, no value is attributable to them as benefits to directors for the purposes of the above table.

4. Mr Berriman resigned as a director from 4 November 2022.

5. Ms Broadbent was appointed a director and a member of the HRCC from 1 August 2022.

6. Ms Broadbent was appointed a member of the ARMC from 1 January 2023.

7. Mr MacLeod was appointed a director and a member of the ARMC from 1 August 2022.

CEO remuneration

The total remuneration earned or paid in FY23, and anticipated target remuneration expected to be earned or paid in FY24, by and to the

CEO, Jolie Hodson is as follows:

PERIODBASE SALARY

1

SHORT-TERM INCENTIVE

2

LONG-TERM INCENTIVE

3

FY23 actual remunerationNZ$1,266,900NZ$501,692NZ$950,175, in the form of share options

FY24 anticipated target remunerationNZ$1,266,900 NZ$950,175NZ$950,175 in the form of share options

1. Base salary excludes employer contributions towards KiwiSaver and is not at risk.

2. FY23 actual short-term incentive was earned in FY23 and will be paid in FY24. The gross amount earned in FY22 and paid in FY23 was $977,850. FY24 anticipated short-term

incentive will be earned in FY24 and paid in FY25.

3. FY23 long-term incentive was granted in 2022 and, subject to performance hurdles, will vest in September 2025.

The following CEO long-term incentives vested in FY23:

GRANT YEARSECURITIES

PERFORMANCE

PERIOD

PERFORMANCE

MEASURE

VESTING

OUTCOME

SHARES

TRANSFERRED

VALUE

TRANSFERRED

1

FY20OptionsSeptember 2019

– September 2022

Absolute TSR

2

,

hurdle – Spark’s

annual cost of

equity + 1%

compounding

100% – 3 year TSR

result was 44.50%

compared with a

32.63% target

203,317NZ$1,012,519

1. Represents the value of the shares for tax purposes on the basis of permitted valuation methods.

2. Total Shareholder Return.

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Other information

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The CEO is expected to acquire and hold shares that are at least equivalent in value to 25% of the CEO’s base salary but ideally would increase
this shareholding to 100% of base salary subject to the vesting of shares under any Long-Term Incentive schemes. To fulfil this expectation

shares are to be acquired within a four-year period from 1 July 2019. As at 30 June 2023 the CEO held 311,830 ordinary shares, which exceeds

the ideal shareholding requirement to hold shares that are at least equivalent in value to 100% of the CEO’s base salary.

Other directors’ fees

Mr Richard Quince received a director’s fee of NZ$10,000 (excluding GST) for acting as a director of Teleco Insurance (NZ) Limited.

Board and committee meeting attendance for FY23

The Board held eight formal meetings and three special meetings during FY23. The table below shows director attendance at these Board

meetings and committee member attendance at committee meetings. Sub-committees of the Board also met regularly throughout the year to

consider matters of special importance.

BOARDARMCHRCCNOMS

Total number of meetings held11884

Alison Barrass10–84

Paul Berriman

1

64–1

Warwick Bray118–4

Sheridan Broadbent

2

10374

David Havercroft10–74

Jolie Hodson

3

11884

Gordon MacLeod

4

108–4

Charles Sitch118–4

Justine Smyth

5

11684

1. Mr Berriman resigned as a director from 4 November 2022.

2. Ms Broadbent was appointed as a director, member of the HRCC and NOMs from 1 August 2022 and was appointed a member of the ARMC from 1 January 2023.

3. Ms Hodson attended ARMC and HRCC meetings as Executive Director.

4. Mr MacLeod was appointed as a director and a member of the ARMC and NOMs from 1 August 2022.

5. Ms Smyth attended ARMC meetings in an ex officio capacity.

Spark New Zealand Annual Report 2023

143Ko te pae anamata, whakamaua

Director independence
As part of the formal independence assessment, the Board considered all business relationships and close personal ties between Spark and

any companies of which a non-executive director is an employee, director or substantial shareholder (if any). The Board has determined, based

on information provided by directors regarding their interests, that at 30 June 2023 Ms Barrass, Mr Bray, Ms Broadbent, Mr MacLeod, Mr Sitch

and Ms Smyth were independent.

The Board determined that Ms Hodson was not independent due to her position as CEO, and Mr Havercroft was not independent due to his

recent relationships with Spark, which have now ceased.

The criteria for determining director independence and conflict of interest may be found in the Board Charter at: www.sparknz.co.nz/about/

governance

Director interests

• In accordance with sections 140 and 211(e) of the Companies Act 1993, the table below lists the general disclosures of interests made by

Directors in the interests register that remained current, including changes made to those interests, during FY23:

DIRECTORENTITYRELATIONSHIP

Alison BarrassGWA Group Limited

Suncorp NZ Limited

Rockit Global Limited (and related companies)

Tom & Luke Holdings Limited

Babich Wines Limited

Zespri Group Limited

Institute of Directors

Ceased to be director

Appointed director

Director and shareholder

Director and Chair

Chair

Director

Member of the Nominations Committee

Warwick BrayWoolworths Group LimitedAppointed Director

Sheridan BroadbentCloudsource Holding Limited

Manawa Energy Limited

Pipeline and Civil Limited

Pipeline Group Limited

PLC Plant Limited

Cybersecurity Advisory Committee

Business Leaders’ H&S Forum

Ceased to be director

Director

Director and Chair

Director and Chair

Director and Chair

Ceased to be Committee member

Deputy Chair

David HavercroftKiwi Wealth Investments General Partner Limited

Kiwi Wealth Management Limited

Kiwi Investment Management Limited

Kiwi Wealth Limited

Portfolio Custodial Nominees Limited

W3 Capital Limited

Westpac New Zealand Limited

Ceased to be director

Ceased to be director

Ceased to be director

Ceased to be director

Ceased to be director

Director

Director

Jolie HodsonDigital Boost Alliance Aotearoa

MATTR Limited

NZ Telecommunications Forum Inc.

Climate Leaders Coalition

Ceased to be Chair

Director

Board member

Convenor of the Coalition’s CEO Steering Group

Gordon MacLeodDelegat Group Limited

Spanbild Holdings Limited

Breast Cancer Foundation NZ

Director

Board advisor

Trustee

Justine SmythMondiale VGL Group Limited

Breast Cancer Foundation NZ

MATTR Limited

Appointed director and Chair

Chair and Trustee

Director

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Directors disclosed, pursuant to section 148 of the Companies Act 1993, the following acquisitions and disposals of relevant interests in Spark
shares during FY23:

NAMEDATE NATURE OF TRANSACTIONCONSIDERATION NUMBER OF SHARES

Sheridan Broadbent26 August 2022Purchase of ordinary shares by

Mariachi Desperados Trust

$26,623.505,000

19 September 2022Purchase of ordinary shares by

Mariachi Desperados Trust

$51,41910,000

Jolie Hodson19 September 2022Issue of optionsServices to Spark178,870

3 October 2022Conversion of optionsServices to Spark203,317

3 October 2022Sale of ordinary shares$403,355.1080,995

Justine Smyth2 September 2022Purchase of ordinary shares

by PJ Trust

$175,408.4432,733

7 September 2022Purchase of ordinary shares

by PJ Trust

$21,049.223,913

14 September 2022Purchase of ordinary shares

by PJ Trust

$179,346.1233,354

• Directors disclosed, for the purposes of section 162 of the Companies Act 1993, that insurance was renewed for Spark’s directors and

senior managers for the 12-month period from 1 June 2023 and deeds of indemnity provided to all directors and specified senior

managers of Spark.

Employee benefits

The following table sets out benefits provided to employees during FY23 by employee group

1

:

FULL-TIME PERMANENT

EMPLOYEES

PART-TIME PERMANENT

EMPLOYEES

FIXED-TERM / CASUAL

EMPLOYEES

Parental LeaveYe sYe sYe s

2

Insurance cover:

• Medical

• Life & Terminal Illness

• Income Protection

• Trauma

Ye sYe s

3

No

Spark Account Credit

4

Ye sYe sNo

Ability to participate in Spark

Share

5

Ye sYe sNo

Volunteer Day

6

Ye sYe sNo

Spark Give

7

Ye sYe sNo

8

Eligibility to join Marram

9

Ye sYe sNo

Eligible for Purchased Leave

10

Ye sYe sNo

Mahi Tahi – Wellbeing support

11

Ye sYe sYe s

1. Excludes benefits offered to some subsidiaries, which differ from Spark’s overall benefits suite.

2. Eligibility for Parental Leave is in accordance with Government legislation.

3. Employees must work at least 15 hours a week to be eligible.

4. Employees with active Spark mobile or broadband accounts will receive monthly credits of $120, which can be used towards Spark products or services.

5. Spark’s employee share purchase scheme provide a simple and cost-effective way for Spark NZ employees to acquire discounted shares through an interest free loan paid off over

three years, giving employees a real stake in the future success of the company.

6. The opportunity for Spark employees to take a day of paid volunteer leave.

7. For specific charities, Spark will match employee donations dollar-for-dollar, up to a $500 annual matching cap.

8. Casual employees are ineligible.

9. Marram Trust offers access to accommodation across New Zealand for discounted rates, as well as providing a basic level of healthcare cover.

10. The ability to purchase additional annual leave via a deduction of base salary.

11. Wellbeing support includes our Employee Assistance Programme, access to wellbeing coaches, counselling with OutLine Aotearoa, specialist clinical support from our in-house

psychotherapist and health psychologist and subscription to the Take A Breath Platform.

Spark New Zealand Annual Report 2023

145Ko te pae anamata, whakamaua

Employee remuneration
The table below shows the number of employees and former employees, not being directors of Spark, who, in their capacity as employees,

received remuneration and other benefits during FY23 totalling NZ$100,000 or more

1

.

RANGECURRENTFORMERTOTALRANGECURRENTFORMERTOTAL

$100,000 – $110,00034633379$360,001 – $370,000303

$110,001 – $120,00027326299$370,001 – $380,000213

$120,001 – $130,00027822300$380,001 – $390,000112

$130,001 – $140,00026216278$390,001 – $400,000101

$140,001 – $150,0002425247$400,001 – $410,000213

$150,001 – $160,0001897196$420,001 – $430,000303

$160,001 – $170,00012213135$440,001 – $450,000202

$170,001 – $180,00086692$450,001 – $460,000404

$180,001 – $190,00080383$470,001 – $480,000112

$190,001 – $200,00064468$480,001 – $490,000202

$200,001 – $210,00047249$500,001 – $510,000202

$210,001 – $220,00026228$510,001 – $520,000101

$220,001 – $230,00023427$520,001 – $530,000101

$230,001 – $240,00020222$540,001 – $550,000101

$240,001 – $250,00016218$570,001 – $580,000101

$250,001 – $260,00011213$580,001 – $590,000112

$260,001 – $270,00011213$590,001 – $600,000101

$270,001 – $280,00010111$620,001 – $630,000101

$280,001 – $290,000426$740,001 – $750,000101

$290,001 – $300,000213$890,001 – $900,000101

$300,001 – $310,000538$900,001 – $910,000101

$310,001 – $320,000404$980,001 – $990,000101

$320,001 – $330,000101$1,130,001 – $1,140,000101

$330,001 – $340,000213$1,150,001 – $1,160,000101

$340,001 – $350,000404$1,560,001 – $1,570,000101

$350,001 – $360,000112 21661652331

1. The table includes base salaries, short-term incentives and vested long-term incentives. The table does not include: amounts paid after 30 June 2023 relating to FY23; long-term

incentives that have been granted and have yet to vest (based on grant values, the total value of which was NZ$11.1 million as at 30 June 2023); product and service concessions

received by employees; contributions paid towards health and other insurances; contributions paid to the Government Superannuation Fund (a legacy benefit provided to a small

number of employees); and, if the individual is a KiwiSaver member, contributions of 3% of gross earnings towards that individual’s KiwiSaver scheme.

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Shareholdings
As at 30 June 2023 there were 1,845,000,906 Spark ordinary shares on issue, each conferring to the registered holder the right to one vote on

a poll at a meeting of shareholders on any resolution, held as follows:

SIZE OF HOLDINGNUMBER OF HOLDERS

1

%NUMBER OF SHARES%

1–1,00012,94629.876,494,4770.35

1,001–5,00018,45242.5747,926,9652.60

5,001–10,0006,16314.2245,560,0352.47

10,001–100,0005,55212.81129,025,8416.99

100,001 and over2290.531,615,993,58887.59

Total43,342 100.001,845,000,906100.00

1. Includes 1,777,157 shares on issue held by Spark Trustee Limited on behalf of 1,283 holders for Spark Share (FY22: 1,744,191 shares on issue held by Spark Trustee Limited on

behalf of 1,321 holders of Spark Share).

The 20 largest registered holders of Spark shares at 30 June 2023 were:

NAME

1

NUMBER OF SHARES%

1.HSBC Nominees (New Zealand) Limited

2

324,970,37917.61

2.HSBC Nominees (New Zealand) Limited

2

212,112,73411.50

3.JP Morgan Chase Bank158,805,1008.61

4.Citibank Nominees (NZ) Limited109,178,8365.92

5.BNP Paribas Nominees NZ Limited

3

99,851,4385.41

6.HSBC Custody Nominees (Australia) Limited62,786,2173.40

7.Custodial Services Limited62,775,5433.40

8.National Nominees New Zealand Limited50,013,4622.71

9.Accident Compensation Corporation49,843,3652.70

10.Forsyth Barr Custodians Limited36,461,0281.98

11.New Zealand Superannuation Fund Nominees Limited35,552,6501.93

12.Citicorp Nominees Pty Limited34,156,3061.85

13.FNZ Custodians Limited34,043,3341.85

14.JP Morgan Nominees Australia Pty Limited 32,028,6881.74

15.JB Were (NZ) Nominees Limited26,241,2921.42

16.BNP Paribas Nominees NZ Limited

3

25,440,9871.38

17.Premier Nominees Limited23,898,1471.30

18.New Zealand Depository Nominee23,695,5481.28

19.New Zealand Permanent Trustees Limited21,378,2661.16

20.Public Trust16,192,5590.88

1. The shareholding of New Zealand Central Securities Depository Limited (custodian for members trading through NZClear) has been reallocated to the applicable members.

2. Has a different holder identification number to the other HSBC Nominees (New Zealand) Limited entry.

3. Has a different holder identification number to the other BNP Paribas Nominees NZ Limited entry.

Spark New Zealand Annual Report 2023

147Ko te pae anamata, whakamaua

According to substantial holder notices as at 30 June 2023 the substantial holders in Spark were as follows:
NAMENUMBER OF ORDINARY SHARES% OF ORDINARY SHARES ON ISSUE

1

Blackrock Investment Management (Australia) Limited161,169,5328.74

1. Based on issued share capital of 1,845,000,906 as at 30 June 2023.

As at 30 June 2023 directors, or entities related to them, held relevant interests (as defined in the Financial Markets Conduct Act 2013) in Spark

shares as follows:

NAME

RELEVANT INTEREST IN SPARK SHARES AT 30 JUNE 2023

NUMBER%

1

Alison Barrass37,7160.002

Warwick Bray31,230

2

0.002

Sheridan Broadbent15,000

3

0.001

David Havercroft100,0860.005

Jolie Hodson867,976

4

0.047

Charles Sitch39,350

5

0.002

Justine Smyth500,201

6

0.027

1. Each percentage stated has been rounded to the nearest 1/1000th of a percent.

2. Relevant interest in beneficial ownership of 31,230 ordinary shares held by WDB Insight Pty Limited.

3. Relevant interest in beneficial ownership of 15,000 ordinary shares held by Mariachi Desperados Trust.

4. Includes 311,830 ordinary shares and 556,146 options.

5. Relevant interest in beneficial ownership of 39,350 ordinary shares held by Sitch Superannuation Pty Limited.

6. Relevant interest in beneficial ownership of 375,201 ordinary shares held by Miksha Trust and beneficial ownership of 125,000 ordinary shares held by PJ Trust.

All non-executive directors are expected to hold Spark shares. Subject to personal circumstances (that should be discussed with the Chair or,

in the case of personal circumstances of the Chair, with the Chair of the ARMC, as appropriate), there is an expectation that each non-executive

director will purchase and hold an amount of shares that are at least equivalent in value to the non-executive director base member fee as

at the date of their appointment or, in the case of directors appointed before 1 July 2017, this was as at 1 July 2017. Shares are to be purchased

within a three-year period from the date of appointment or, in the case of directors appointed before 1 July 2017, this was within a three-year

period from that date. To assess whether this expectation has been met, the aggregate purchase price for all shares acquired, less the

aggregate sale price for all shares disposed (if any), is used to calculate value.

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Subsidiary company directors
The following people held office as directors of subsidiary companies at 30 June 2023. Alternate directors are indicated with an (A).

SUBSIDIARY COMPANYPRINCIPAL ACTIVITYCURRENT DIRECTORSDIRECTORS WHO

RETIRED DURING

THE YEAR

Computer Concepts LimitedIT infrastructure and Cloud services M Anastasiou, G McBeath, S Knight

Connect 8 LimitedMobile infrastructure businessM Beder, H Polglase, M SheppardR Singh, C Phipps

Digital Island LimitedBusiness telecommunications providerS Knight, G McBeath

Entelar Group LimitedTelecommunications and IT

infrastructure build and maintenance

services, and distribution and supply

chain services

M Beder, H Polglase, M Sheppard

Entelar LimitedMobile phone repair and equipment

distribution

M Beder, H Polglase, M SheppardR Singh, J Bahlman,

G Clark

Gen-i Australia Pty LimitedProvides international wholesale and

outsourced telecommunications

services

F Evett, I Hopkins

MATTR LimitedSoftware company focussed on

decentralised identity and verifiable data

C Barber, J Hodson, J Smyth, S Knight

Qrious LimitedData analytics businessS Knight, M Anastasiou

Revera LimitedIT infrastructure and data centre

provider

M Anastasiou, G McBeath, S Knight

Spark Finance LimitedGroup finance companyM Anastasiou, M Sheppard, S Knight,

A White

Spark New Zealand Cables LimitedInvestment companyM Sheppard, L Urquhart

Spark New Zealand Trading LimitedTelecommunications and digital

services company

M Anastasiou, S Knight, M Beder

Spark Trustee LimitedTrustee companyM Anastasiou, S Knight

TCNZ Australia Investments Pty

Limited

Australian operationsF Evett, I Hopkins

TCNZ (Bermuda) LimitedHolding companyJ Wesley-Smith, J Wong

TCNZ Financial Services LimitedInvestment companyM Anastasiou, F Evett

TCNZ (United Kingdom) Securities

Limited

Holding/investment companyF Evett, M Palmer, J Reader

Teleco Insurance LimitedGroup insurance companyC Phipps, C Feathers, A White,

M Anastasiou (A), F Evett (A)

Teleco Insurance (NZ) LimitedMobile phone insuranceA White, R Quince

Telecom Capacity LimitedHolding companyS Knight, J Wong

Telecom Enterprises LimitedInvestment companyM Anastasiou, S Knight

Telecom New Zealand (UK)

Enterprises Limited

Holding/investment companyF Evett, M Sheppard

Telecom New Zealand USA LimitedProvides international wholesale

telecommunications services

A Preston, J WongD Reeve

Telecom Pacific LimitedHolding companyM Anastasiou, M Sheppard

Telecom Southern Cross LimitedHolding companyM Anastasiou, S Knight

Telecom Wellington Investments

Limited

Investment companyM Anastasiou, F Evett

Spark New Zealand Annual Report 2023

149Ko te pae anamata, whakamaua

Spark’s managing risk framework roles and responsibilities
ACTIVITY PERFORMED

BOARD

& ARMC

LEADER-

SHIP

SQUAD RISK

LEGAL

(DIGITAL

TRUST)

ORG

UNIT

LEADS

CENTRE OF

EXCELLENCE

LEADS

POLICY

OWNERS

ALL

SPARK

PEOPLE

Approves the Managing Risk Policy


Monitors the managing risk framework


Reviews principal risk dashboard (quarterly)


Performs other items from its charter


Prepares strategy and annual plan


QBR process and next 90-day priorities


Coaches and guides Leads


Owner for principal risks


Designs and continuously improves the managing

risk framework


Helps the business apply the framework


Profiles the principal and next 90-day risks for LS and

ARMC


Helps Leads to capture their risks for the QBR Memo


Executes Internal Audit plan (objective assurance)


Designs and continuously improves the

empowerment framework


Creates empowerment & functional guidance kits


Oversees essential policies and webpage


Creates and delivers training modules


Use the Empowerment and Managing

Risk Frameworks


Understand and adhere with the essential policies


Maintain view of risks for OKRs and fill in QBR Memo


Provide input into principal risk process


Escalate risks to LS or Risk Team (if required)


Review risk sections in QBR packs across Spark


Maintain view of risks for their OKRs and fill in QBR


Support Leads to manage identified risks


Provide input into principal risks


Maintain policy and guidance material


Complete assessments of effectiveness


Participate in policy owner working groups


Follow this framework and the essential policies


Make informed decisions after assessing the benefits

and risks


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As an integrated report we have included disclosure on our sustainability performance throughout this report. Pages 6 and 7 detail our
integrated reporting value creation model, aligned to the ‘capitals’ which each have a dedicated section in the report.

This report is prepared in accordance with the International <IR> Framework and with the Global Reporting Initiative (GRI) Core Option. It also

incorporates climate risk disclosure aligned to the incoming New Zealand Climate Related Disclosure reporting recommendations aligned to

the Task Force on Climate-related Financial Disclosures (TCFD) framework.

We publish a summary of our approach to sustainability at Spark on our website: https://www.sparknz.co.nz/sustainability/

Materiality

To prioritise Spark’s reporting on sustainability topics we follow the GRI materiality principle (set out in GRI 101) to identify and prioritise topics

which substantively influence the assessments and decisions of stakeholders or have a significant environmental, social, or economic impact.

We also consider the materiality principles of the Integrated Reporting International <IR> Framework, considering whether a matter could

substantively affect Spark's ability to create value in the short, medium, or long term.

Our assessment of material topics includes analysis of stakeholder feedback, review of industry peers, and interviews with external

stakeholders. Internally we consult with a range of employees, including members of our strategy, finance, community, corporate relations, risk,

legal & regulatory, and people and culture teams, to determine Spark’s view of topics meeting the GRI materiality principle criteria.

We have updated our materiality matrix for FY23. This includes incorporating AI alongside trust in privacy and security, merging network

resilience and climate adaptation into a single topic, increasing the importance of disaster crisis response and the role of digital technology in

addressing sustainability challenges.

Sustainability appendix

• Resilient, adaptable network infrastructure

• Customer experience, support and partnership

• Trust in data privacy, security and AI

• Digital equity

• Equipping people for the future of work

• Operational excellence and financial performance

• Building partnerships for a strong Aotearoa

• Resilient infrastructure and climate adaptation

• Role of digital technology in addressing

sustainability challenges

• Disaster and crisis response

• Competition and regulation

• Diversity and Inclusion

• Ethical behaviour in our business

• Ethical supply chain and procurement practices

• Responsible employment practices

• Operational efficiency, emissions and waste

• Heath, Safety and Wellbeing

• Investment in innovation

• Product stewardship

• Responsible and fair use of our products

and services

• Community investment

• Infrastructure impact

• Ta x

SIGNIFICANCE OF ECONOMIC, ENVIRONMENTAL AND SOCIAL IMPACTS

INFLUENCE ON STAKEHOLDER ASSESSMENTS AND DECISIONS



Issue moved up from FY22 due to greater influence on stakeholder assessments and decisions

Spark New Zealand Annual Report 2023

151Ko te pae anamata, whakamaua

Our most material sustainability issues
TOPICTOPIC DESCRIPTION AND SCOPEREFERENCE

Resilient infrastructure and

climate adaptation

The resilience of our infrastructure. Our long-term adaptation to

climate change.

Our network and technology

Pages 32 – 41

Climate change risk

Pages 74 – 77

Customer experience, support

and partnership

Providing high-quality, reliable products and services that enable

our customers. Rectifying issues where they may arise. Partnering

with our customers to enable their success through digital

technology.

Our customers

Pages 22 – 31

Trust in data privacy, security

and AI

How we collect, use and share personal information and how we

keep it safe. Building trust in our products and services. Ethical

use of AI technologies.

Our customers

Pages 22 – 31

Digital equityProviding equitable access to telecommunications products and

services and to the benefits of digital technology.

Our communities

Pages 62– 67

Disaster and crisis responseThe role of telecommunications in responding to natural disasters

and crisis events.

Our network and technology

Pages 32 – 41

Equipping people for the future

of work

Developing and upskilling for future ways of working including

building digital skills aligned to digital equity outcomes.

Our people

Pages 50 – 61

Our communities

Pages 62 – 67

Operational excellence and

financial performance

Executing our business strategy to build financial capital. Our performance

Pages 18 – 21

Financial statements

Pages 88 – 139

Building partnerships for a

strong Aotearoa

Focus on community partnerships and collaboration aligned to

our Māori Strategy, Te Korowai Tupu.

Our communities

Pages 62 – 67

Te Korowai Tupu

Page 57

The role of digital technology in

addressing sustainability

challenges

Opportunities to use digital technology to address sustainability

challenges such as climate mitigation, climate adaptation, water

quality, biodiversity loss. Partnering with our customers to

increase their resilience, productivity and sustainability.

Our environment

Pages 42– 49

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Stakeholder engagement
Spark engages with a broad range of stakeholders as detailed in the table below. We have also engaged a small number of stakeholders

specifically for the purposes of developing and improving our non-financial reporting and as part of our reporting materiality process. In

selecting the stakeholders we engage with, we are guided by the definition set out in GRI 101: which is, “entities or individuals that can

reasonably be expected to be significantly affected by the organisation’s activities, products or services; or whose actions can reasonably be

expected to affect the ability of the organisation to implement its strategies or achieve its objectives.”

STAKEHOLDER GROUPHOW WE ENGAGE

Spark employees• Regular engagement surveys and use of ‘sounding boards’ on large programmes of work

• Comprehensive programme of internal communication and engagement from Leadership Squad (through

roadshows and online channels)

• Engagement with cross-section of employees in the preparation of this report

ShareholdersRegular engagement with investors including:

• Semi-annual earnings announcements, together with semi-annual post result investor briefings;

• Annual meeting that allows shareholders a chance to meet and ask questions directly of the Spark Board and

Management;

• Regular investor roadshows; and

• Periodic investor strategy briefings

Suppliers• Ongoing conversations with our suppliers – both informal and formal

Customers• Regular feedback from customers on their experiences with us and their views of Spark as a business through

our Net Promotor Score methodology and through our Voice of the Customer programme

• Meetings with customers on sustainability topics, sharing sustainability focus areas and exploring

opportunities to work together

Government• Engagement with central Government on issues related to the telecommunications industry, infrastructure

investment, environmental sustainability, and digital equity

• Engagement with local government to manage the process and impacts of infrastructure investment

Media• Responding to media enquiries and through a proactive programme of engagement with key members of

New Zealand’s media

Local communities• We engage with local communities affected by our activities, in particular where we are building new network

infrastructure

Community partners• Spark Foundation works in partnership with community partners on an ongoing basis

Industry organisations• Engagement with a number of industry organisations, representing the telecommunications and technology

sector, community groups, and the New Zealand business community

External initiatives Spark subscribes to or endorses

• Spark is a founding member of the Climate Leaders Coalition (CLC). The CLC is a group of CEOs who have collectively committed to

voluntary action on climate change, measuring and publicly reporting on their emissions, and setting an absolute target for reducing

emissions in line with the Paris Agreement. Spark’s CEO, Jolie Hodson, is the Convenor of the CLC.

• Spark has committed to a Government-accredited voluntary Product Stewardship scheme for mobile phones, which is actioned by the

Re:Mobile initiative. See page 47.

• Spark is a member of the Digital Boost Alliance which is a Government-led initiative that brings together the public sector and corporate

sector to help small-medium businesses and individuals across Aotearoa lift their use of digital technologies.

Spark was an active member of the following associations in FY23:

• International Telecommunication Union (Radiocommunication

Sector membership)

• Infrastructure New Zealand

• GSM Association (GSMA)

• New Zealand Internet Task Force

• Telecommunications Forum (TCF)

• NZ Tech (Including Internet of Things Alliance and AI Industry

Forum)

• TUANZ

• Business NZ

• Sustainable Business Council

• Sustainable Business Network

• Global Women (including Champions for Change)

• Joint Audit Cooperation (JAC) initiative

• Digital Boost Alliance

• Digital Equity Coalition Aotearoa (DECA) (membership through

Spark Foundation)

Spark New Zealand Annual Report 2023

153Ko te pae anamata, whakamaua

Climate change metrics and targets
Our detailed Climate Risk section is on pages 74–77.

Information on our emissions and SBTi target is available in the Our Environment section on page 44.

Our standalone Greenhouse Gas Inventory Report is available at: www.sparknz.co.nz/sustainability/environment

NZ CS1 Ref.Metric CategoryFY23 Notes

22(a)(i)Scope 1 emissions2,694 tCO

2

e

22(a)(ii)Scope 2 emissions

(location-based)

10,301 tCO

2

e

Scope 2 emissions

(market-based)

10,624 tCO

2

e

22(a)(iii)Scope 34,818 tCO

2

eSee our GHG Inventory Report

www.sparknz.co.nz/sustainability/

environment for detail on our scope 3

emissions reporting inclusions

22(b)GHG emissions intensity0.003 kgCO

2

e / $ revenueScope 1 and 2 emissions divided

by reported revenue

22(c)Transition risks – amount or

percentage of assets or business

activities vulnerable to transition

risks

0% – no material risks identified due

to transition risk

22(d)Physical risks – amount or

percentage of assets or business

activities vulnerable to physical risks

<2% of all sites identified in initial

analysis

Analysing site proximity to coastal

inundation risk zones, and factoring

site elevation, shows only a small

number of sites at greater than

moderate risk in 2050 under the RCP

8.5 scenario

22(e)Climate-related opportunities:

amount of percentage of assets or

business activities aligned with

climate related opportunities

100%: all telecommunications and

digital technologies present

opportunities for decarbonisation

22(f)Capital deployment: amount of

capital expenditure, financing, or

investment deployed toward

climate-related risks and

opportunities

N/A Due to the nature of our business the

majority of Spark’s capital

expenditure is to build capacity,

coverage, or resilience of our

infrastructure – all of which contribute

towards to both climate risk and

opportunity

22(g)Internal emissions price: price per

metric tonne of CO

2

e used

Escalating:

$51.68 (FY22)...

$138.42 (FY30)...

$186.02 (FY40)...

We have used an emissions price

aligned to the Climate Change

Commission’s demonstration pathway

in benchmarking emissions reduction

opportunities

22(h)Management remuneration linked

to climate-related risks and

opportunities

Included in Long-term Incentive

Scheme

See Leadership and Board

Remuneration Section Page 86

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Global Reporting Initiative (GRI) content index
Our disclosure against each material topic includes our management approach, considering the requirements of GRI 103:

Management Approach.

Note: CGS refers to Spark’s Annual Corporate Governance Statement, which may be found here:

www.sparknz.co.nz/about/governance

IndicatorDisclosurePage number/reference

GRI 102: General disclosures 2016

102-1Name of the organisation5

102-2Activities, brands, products and services8

102-3Location of headquarters159

102-4Location of operations8

102-5Ownership and legal form134, 141

102-6Markets served8

102-7Scale of the organisation8

102-8Information on employees and other workers59, 60

102-9Supply chain70, 71

102-10Significant changes to the organisation and its supply chain94

102-11Precautionary principle or approach43

102-12External initiatives153

102-13Membership of associations153

102-14Statement from senior decision-maker10

102-16Values, principles, standards and norms of behaviour6, 53, 68, CGS Principle 1

102-18Governance structure78–84, CGS Principles 2, 3 and 4

102-40List of stakeholder groups153

102-41Collective bargaining agreements<1% of Spark employees in FY23

102-42Identifying and selecting stakeholders153

102-43Approach to stakeholder engagement153

102-44Key topics and concerns raised152

102-45Entities included in the consolidated financial statements93, 134

102-46Defining report content and topic boundaries5, 151

102-47List of material topics151, 152

102-48Restatements of information44 (Emissions reporting)

102-49Changes in reportingN/A

102-50Reporting period5

102-51Date of most recent reportSpark’s FY23 Annual Report was

published on 18 August 2023

102-52Reporting cycleSpark reports annually. Our financial

year is 1 July – 30 June

102-53Contact point for questions relating to the report159

102-54Claims of reporting in accordance with GRI standards5, 151

102-55GRI content index155, 156

102-56External assurance136–139, GHG Inventory Report

GRI 200 Economic Standard Series

201-2Financial implications and other risks and opportunities due to climate

change

74–77

203-1Infrastructure investments and services supported32–41

206-1Legal actions for anti-competitive behaviour, anti-trust and monopoly

practices

31

207-1Approach to tax71

Spark New Zealand Annual Report 2023

155Ko te pae anamata, whakamaua

IndicatorDisclosurePage number/reference
GRI 300 Environmental Standard Series

305-1Direct (Scope 1) emissions45, GHG Inventory Report

305-2Energy indirect (Scope 2) emissions45, GHG Inventory Report

305-3Other indirect (Scope 3) emissions45, GHG Inventory Report

306-2Management of significant waste-related impacts47

306-3Waste generated47

308-1New suppliers that were screened using environmental criteria70, 71

308-2Negative environmental impacts in the supply chain and actions taken70, 71

GRI 400 Social Standard Series

401-1New employee hires and employee turnover59

401-2Benefits provided to full-time employees that are not provided to

temporary or part-time employees

145

401-3Parental leave61

403-1 (2018)Occupational health and safety management system55

403-9 (2018)Work-related injuries55

404-2Programmes for upgrading employee skills and transition assistance

programmes

50-61

405-1Diversity of governance bodies and employees59, 60, 81

405-2Ratio of basic salary and remuneration of women to men59

414-1New suppliers that were screened using social criteria70, 71

414-2Negative social impacts in the supply chain and actions taken70, 71

417-3Incidents of non-compliance concerning marketing communications31

418-1Substantiated complaints concerning breaches of customer privacy and

losses of customer data

31

156

Other information

For running header don't delete

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Glossary
3Gthird-generation mobile network as defined by the International Telecommunications Union.

4Gfourth-generation mobile network as defined by the International Telecommunications Union.

5Gfifth-generation mobile network as defined by the International Telecommunications Union.

5G standalonea network that has a 5G core as well as 5G on mobile towers rather than non-standalone 5G which uses a

combination of existing 4G LTE architecture with a 5G radio access network (RAN).

ADRan American Depositary Receipt.

ARMCthe Audit and Risk Management Committee.

ARPUaverage revenue per user.

ASXthe Australian Securities Exchange.

Burstableable to exceed maximum bandwidths for short periods

CCLComputer Concepts Limited.

CCNConverged Communications Network.

CompanySpark New Zealand Limited.

EBITDAIearnings before finance income and expense, income tax, depreciation, amortisation and net investment income.

eNPSemployee net promoter score, a measure of employee satisfaction.

GRIthe Global Reporting Initiative.

Groupthe Group in relation to these financial statements, which are prepared for Spark New Zealand Limited (the

Company) and its subsidiaries (together the Group).

HRCCthe Human Resources and Compensation Committee.

iNPSinteraction net promoter score, a measure of customer satisfaction.

IoTthe internet of things.

IFRSInternational Financial Reporting Standards.

LT Elong-term evolution.

LT Ilong-term incentive, which is part of the Spark Leadership Squad and CEO’s remuneration.

Millimeter wavesmillimeter waves, also known as extremely high frequency (EHF), is a band of radio frequencies that has

wavelengths between 1 mm and 10 mm. These frequencies can carry massive amounts of data at very high

speeds. That makes them ideal for accommodating the massive increase in data demanded from new 5G use

cases such as augmented/virtual reality, cloud gaming, video analytics and other cloud-compute capabilities.

Multi-access edge

computing (MAEC)

extends the capabilities of cloud computing by bringing it to the ‘edge’ of the network. While traditional cloud

computing occurs on remote servers that are situated far from the customer and device, MAEC allows this

processing to take place much closer to the end customer – meaning data has to travel a shorter distance,

decreasing latency, and the amount of data sent across the network can be reduced, reducing congestion and

delivering a better customer experience.

Network slicingallows the operator to ‘slice’ its network to support different types of services through each ‘slice’. Multiple slices

can be tuned independently to meet different quality of service parameters. For example, one slice may simply

need a standard speed connection to enable office email, another might be tuned to support very low data

Internet of Things devices, while another slice may need high reliability and ultra-low latency to support robotics.

NOMsthe Nominations and Corporate Governance Committee.

NPSNet Promoter Score.

NZ GAAPGenerally Accepted Accounting Practice in New Zealand.

NZ IASNew Zealand International Accounting Standard.

NZ IFRSNew Zealand Equivalent to International Financial Reporting Standards.

NZXNZX Limited.

OKRObjectives and Key Results.

Spark New Zealand Annual Report 2023

157Ko te pae anamata, whakamaua

OTNOptical Transport Network (OTN) – the high speed backbone of Spark’s network, stretching from the Far North to the
bottom of the South Island. The OTN uses light signals through optical fibre cables to carry all of Spark's data traffic

up and down the country through diverse paths, ensuring resilient, fast connectivity for all users.

PSTNPublic Switched Telephone Network.

QBRQuarterly Business Review.

SMESmall and Medium Enterprise.

Southern CrossSouthern Cross Cables group of companies, which consists of two sister companies, Southern Cross Cables

Holdings Limited and Pacific Carriage Holdings Limited and their subsidiaries.

STIShort-Term Incentive, which is part of Spark Leadership Team and CEO remuneration.

TRIFRTotal Recordable Incident Frequency Rate per million Spark employee hours worked.

TSRTotal Shareholder Return and is a measure of share price appreciation and dividends paid over a given period.

Glossary (continued)

158

Other information

For running header don't delete

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Contact details
Registered office

Level 2

Spark City

167 Victoria Street West

Auckland 1010

New Zealand

Ph +64 4 471 1638 or 0800 108 010

Company secretary

Paige Howard-Smith

For more information

For inquiries about transactions, changes of address or dividend payments contact the share registries below.

New Zealand registry

Link Market Services Limited

Level 30, PwC Tower

15 Customs Street West

Auckland 1142

PO Box 91976

Auckland 1142

Ph +64 9 375 5998 (investor inquiries)

enquiries@linkmarketservices.com

www.linkmarketservices.co.nz

Australian registry

Link Market Services Limited

Level 12

680 George Street

Sydney NSW 2000

Australia

Locked Bag A14

Sydney South NSW 1235

Australia

Ph +61 1300 554 484 (investor inquiries)

Fax +61 2 9287 0303

registrars@linkmarketservices.com.au

www.linkmarketservices.com.au

United States registry

Computershare Investor Services

P.O. Box 43078

Providence, RI02940-3078

United States of America

Ph +1 888 BNY ADRS (+1 888 269 2377) or

+1 201 680 6825 (from outside the

United States)

shrrelations@cpushareownerservices.com

www.mybnymdr.com

Spark New Zealand Limited

ARBN 050 611 277

For inquiries about Spark’s operating and financial performance contact:

investor-info@spark.co.nz

Investor Relations

Spark New Zealand Limited

Private Bag 92028

Auckland 1142

New Zealand

investors.sparknz.co.nz

insightcreative.co.nz

SPARK072

Spark New Zealand Annual Report 2023

159Ko te pae anamata, whakamaua

Contact details

Spark New Zealand Limited
Annual Report 2023

investors.sparknz.co.nz

ARBN 050 611 277

---

Results overview

$4,491m
20.7% increase vs. reported FY22

$1,722m

49.7% increase vs. reported FY22

$1,135m

NM vs. reported FY22

REPORTED REVENUE

(1)

REPORTED EBITDAI

(3)

REPORTED NPAT

$3,908m

5.1% increase vs. reported FY22

$1,193m

3.7% increase vs. reported FY22

$433m

5.6% increase vs. reported FY22

ADJUSTED REVENUE

(1)(2)

ADJUSTED EBITDAI

(2)(3)

ADJUSTED NPAT

(2)

$515m

25.6% increase vs. FY22

$489m

12.9% increase vs. FY22

27.0c

8% increase vs. FY22

CAPEX

(3)(4)

FREE CASH FLOWTOTAL FY23 DIVIDEND

Closing the last year of 3-year strategy with revenue, EBITDAI, free cash flow, and NPAT all in growth

PAGE

3

FY23 financial snapshot

(1)

Operating revenues and other gains

(2)

EBITDAI is adjustedfor the impact of the TowerCo gain on sale of $583m included in revenue and the Spark Sport provision of $54m included in operating expenses. Net EBITDAI impact of $529m. NPAT is further adjusted for the $5 million net gain on dilution of the

investment in the Connexa group, the tax effect of the Spark Sport provision of $14m and a credit to tax expense of $154m arising from the TowerCo transaction

(3)

Earnings before finance income and expense, income tax, depreciation, amortisation and net investment income (EBITDAI) and capital expenditure (Capex) are non-Generally Accepted Accounting Principles (non-GAAP) performance measures that are defined in note 2.5

of Spark’s financial statements

(4)

Capex up 25.6% as TowerCo proceeds are invested

REVENUE GROWTH AND
COST CONTROL UNDERPINNED

EARNINGS AND DIVIDEND GROWTH

•TowerCo transaction and Spark Sport exit resulted in a net EBITDAI gain of $529 million, contributing to

reported revenues of $4,491 million, EBITDAI of $1,722 million, and NPAT of $1,135m

•Adjusted revenues increased 5.1% to $3,908 million, underpinned by mobile service revenue growth

of 9%

•Future markets of Health and IoT collectively contributed $122 million of revenue

•Delivered adjusted EBITDAI growth of 3.7% to $1,193 million, in line with guidance, with adjusted

NPAT up 5.6% to $433 million

•Generated free cash flow of $489 million, towards the top end of aspiration and largely funding the

dividend

•Completed 42% of on-market share buy-back, returning $146 million of TowerCo proceeds to

shareholders

•Declared H2 FY23 dividend of 13.5 cps and a total FY23 dividend of 27 cps – an increase of8.0% or 2

cents YoY, in line with guidance

•FY24 free cash flow aspiration of ~$490m-$530m, guiding to a highertotal FY24 dividend of 27.5cps

PAGE

4

FY23 results summary

Focussed execution delivered revenue, EBITDAI, and NPAT growth

SPARK
STRATEGY DELIVERY

BUILDS PLATFORM FOR

FUTURE GROWTH

•FY21-23 strategy delivered stronger fundamentals – higher customer and people engagement,

consistently growing brand strength, and top-quartile sustainability performance

•Maintained #1 position in mobile and broadband markets and achieved ~30% of broadband base

on wireless broadband

•5G investments maturing and will underpin future growth in consumer and B2B markets

•Effective portfolio management released capital to invest in the high-growth data centre market,

with further investment at existing Takanini campus

•Market leading data and AI capability, combined with simplified portfolio, delivered 17% annual

improvement in conversion and 9% efficiency gains

•Strong employee engagement at 70%

•Simpler, digital, and data-driven customer experiences improving customer iNPS score to +31 in

FY23, a growth of 9 points sinceFY20

•3-year TSR CAGR of 9.3%, ranking Spark at #4 against global peers

(1)

PAGE

5

FY21-23 strategy summary

(1)

See slide 31 in appendix

Completed FY21-23 strategy period delivering to guidance and with a strong platform for future growth

PAGE
6

$980m

9.0% increase vs. FY22

$626m

2.0% decrease vs. FY22

$436m

2.2% decrease vs. FY22

$122m

1% increase vs. FY22

MOBILE SERVICE

REVENUE

BROADBAND

REVENUE

CLOUD, SECURITY AND

SERVICE MANAGEMENT REVENUE

FUTURE MARKET

REVENUE

Service revenue growth driven by

strong connection growth, and the

return of roaming to 86% of

pre-Covid levels

30% of broadband base on wireless

broadband, achieving 3-year

strategic ambition

Cloud revenue decline driven by ongoing

mix shift between private and public cloud.

Private cloud revenues stable for three

consecutive halves

IoT revenue growth of 33% YoY,

underpinned by connectivity growth of

76% to 1.46 million, exceeding FY23

target of ~1.2 million

Launch of new ‘Team Up’ proposition

and price refresh implemented across

the portfolio in H2

Maintained broadly stable revenues and

connections for three consecutive halves,

in line with strategy

New managed hybrid cloud service,

CloudIQ, launched in July 2023

to drive incremental revenueand

improve cost base

Spark Health revenues impacted by

delays, and deferrals caused by

health sector reforms

Secured long-term rights to 5G

spectrum, 5G now in 77 locations,

Standalone trials complete and

network build underway

Broadband input costs continue to rise

with price increases passed through to

customers during the year

Lower service management revenues as

health sector digital transformation activity

normalises post-Covid. New Enterprise

Service Management product launched to

improve customer experience and drive

incremental revenue

Spark Sport exit completed

Key market performance

Core market of mobile a stand-out, with strong connection and service revenue growth

PAGE
7

CREATE A

SUSTAINABLE SPARK

ECONOMIC RECOVERY

ANDTRANSFORMATION

CHAMPION

DIGITAL EQUITY

Ongoing progress towards gender diversity targets and

ethnicity data sharing at83%. Spark receivedthe

Diversity and Inclusion Champion Award at theDeloitte

Top 200 Awards in November

Working alongside NZ Tech to promote the role of a

Technology Roadmap in the next national

Emissions Reduction Plan

Skinny Jump supporting 27k+ households in need to

access the digital world – with $6.3 million worth of

free data provided in FY23

Joint Audit Cooperation (JAC) members completed

98 supplier audits collectively in 2022. Spark annual

supplier audits in progress, with five to be completed

by end of 2023

Digital infrastructure investments progressing to plan,

with 5G in 77 locations at end FY23 and an additional

$24 million committed to Rural Connectivity Group

between 2023-2025

Spark Foundation partner Recycle A Device named

2023 NZ Hi-Tech AwardsBest Hi-Tech Solution

for the Public Good

Scope 1 and 2 emissions down 29.8% vs. FY22 to

13,318 tonnes CO

2

e, driven by a higher share of

renewables on the grid. Emissions on track against

SBTi target pathway

622 marae now digitally connected through the

Marae Digital Connectivity Programme

Spark placed in the top quartile of the

Worldwide Benchmarking Alliance’s

2023 Digital Inclusion Benchmark

Top-quartile sustainability benchmarking delivered through 3-year strategy

Continual improvement across environmental, social, and governance metrics

PAGE
8

FY23 indicators of success

Strategic PillarFocus AreaMeasureTarget 30 June 2023Status

World class capability

Customer experienceConsumer and small business iNPS+6 point liftNot Achieved

(1)

Data-driven insightsUplift in data-driven marketing campaign conversion15%

(2)

Exceeded

Smart automated networks5G roll out40-50 locationsExceeded

Growth mindsetsEmployee engagement

(3)

70%Achieved

Grow established

markets

WirelessMobile service revenue growth5-8%Exceeded

BroadbandPercentage of broadband base on wireless~30%Achieved

Cloud

Cloud, security and service management

revenue growth

2-5%Not Achieved

Accelerate future markets

Spark IoTNumber of connected IoT devices~1.2m connectionsExceeded

Spark HealthGrowth in Spark Health Digital Platform Revenues10-15%

(4)

Not Achieved

Lowest cost providerDeliver best costEBITDAI margin~31%Achieved

Build a sustainable future

Championing digital equitySkinny Jump connections+5kSolid Progress

Sustainable Spark

Reduction in scope 1 and 2 emissions year-on-year to hit

SBTi emissions reduction pathway

18.6% reductionExceeded

(1)

iNPS grew 2 points vs FY22. iNPS has grown 9 points vs. FY20

(2)

Spark consumer base

(3)

A new measure introduced in FY23

(4)

Excluding procurement and telco revenues

Key indicators largely on track, performance lift required in Cloud and Health, iNPS growing but lower than target

Strategy update

PAGE
10

We start FY24 from a position of competitive strength

With strong fundamentals, differentiation, and investment that will fuel long-term, high-quality returns

Strong

fundamentals

Data and AI a

unique advantage

in local market

Mobile

leading

the market

Data centres

and high-tech

investments to

grow margins

Disciplined

cost control

#1 in key markets,

consistent growth in

customer and people

engagement, brand,

sustainability

Competitive lead

on personalisation

driving higher

acquisition and

retention

Strong mobile service

revenue growth over

the last three years

Data centres,

converged tech,

health, and MATTR

to grow revenues

and margin

Strong track record of

adapting to changing

conditions and

securing best cost

Our purpose
We will empower the people and businesses creating Aotearoa’s tomorrow by:

Our FY24-26 focus

Our

enablers

Our commitment:

to stand together

for generations

to come

MATOMATO: we succeed together

TŪHONO: we connect

WHAKAMANA: we empower

MĀIA: we are bold

Āwhinatia ngā tāngata katoa o Aotearoa kia

matomato te tipu i te ao matihiko

NEW ZEALAND

TO HELPALL OF

WIN BIGIN A DIGITAL WORLD

Our values

Simple, data-driven

organisation

Sustainable

Spark

Economic

Transformation

Digital

Equity

Toitū Sustainability at Spark

Next evolution

technology

Innovation

culture

Enabling New Zealand Businesses to grow and become

more productive and sustainable through technology

GROW

High-tech Solutions

LEAD

SME and Business

Bringing New Zealanders the best digital-first

experiences, curated to their needs

OPTIMISE

Broadband

LEAD

Mobile

Te Korowai Tupu

Our

Māori Strategy

Our FY26

outcomes

Low / mid

singledigit CAGR

EBITDAI growth

>10%

Free cash

flow growth

+10 lift

Customer

engagement

Top decile

People

engagement

Top quartile

Sustainability

benchmarking

35%
19%

18%

7%

4%

17%

Broadband Connection Market Share

SparkOne2Degrees

TrustpowerContact EnergyRest of market

#1 in mobile market share by service revenue and total

connections

(2)

#1 in market share by connections and revenue

(2)

Mobile service revenue on track to

exceed $1bn next year

Higher wholesale access charges continue to put

pressure on retail margins in a competitive market

Tailwinds from 5G rollout enabling higher data use

cases and ongoing return of roaming

Remain focussed on maintaining base, stabilising

revenues, and creating owners' economics through

wireless broadbandwhich is now at 30% of the base

PAGE

12

Clear strategy to maintain leadership in key markets

Maintain mobile momentum, continue stabilising broadband, re-align cost base and product focus in cloud

(1)

Mobile service revenue market share does not add to 100% due to rounding

(2)

Market share estimates sourced from IDC as at 30 June 2023

MOBILEBROADBANDSME & BUSINESS

#1 in SME market for telecommunications, with a

growing presence in IT and the opportunity to scale

further into higher value solutions

Leading end-to-end IT services provider in business,

with digital infrastructure asset portfolio

complementing a comprehensive product

and service offering

Launch of new enterprise service management offering

in July 2023, with specialist practices established to

enhance customer access to technical expertise

#1 private cloud operator in New Zealand.

Launch of hybrid cloud offering, Cloud IQ, in July 2023

as cloud demand continues to grow. Government

customers comprise ~70% of private cloud revenues,

with the majority of these workloads likely to remain in

locally-owned data centres

Focus on simplification and re-aligning cost base

of B2B to changed margin profiles to improve

profitability in FY24

45%

35%

20%

1%

Mobile Service Revenue Market Share

(1)

SparkOne2DegreesMVNO

PAGE
13

MOBILEBROADBANDWHOLESALE

Partnership with Lynk Global announced in June.

Spark mobile customers can opt-in to a trial of

a text-only satellite-to-mobile service by the

end of 2023, with a full rollout envisaged by 2024

Partnership with ASX-listed Netlinkz announced in

May 2023, providing Spark business customers

with enterprise-grade Starlink Satellite broadband

Spark operates New Zealand’s largest

Earth Station in Warkworth

Will allow mobile customers to use phones in more

areas that aren’t easily reached by traditional

mobile coverage

A trial is currently underway with select

business customers, with a full rollout planned

for late-2023

Full suite of satellite services, with connections to

several major orbital positions. Dedicated satellite

design, planning, and management team delivering

best-in-market expertise

Satellite portfolio expansion will create new revenue opportunities

Satellite plays an important role in increasing resilience in Aotearoa and will help close coverage gaps over time

PAGE
14

MOBILE AND EDGEDATA CENTRESMATTR

$40-$60 million 5G Standalone investment

progressing to plan with network build

commenced, and multi-access edge compute use

cases underway.Targeting delivery of 5G

Standalone nationwide and 5G connectivity

to all towns with a population of >1,500

by the end of FY26

Takanini 10MW campus expansion completed in

August 2023and is 85% contracted and

100%committed. 1MW of capacity is under

construction at the Aotea campus and will complete

in FY24. Combined this will bring built data centre

capacityto22MW

MATTR continues to focus on global markets, with

customers across the US, Canada, Switzerland,

Australia, and New Zealand. Recently won a multi-

year contract with the NSW Government as

technology partner for its digital identity and

verifiable credentials programme

5G densification and Standalone rollout providing

greater coverage and capacity, increasing WBB

addressable market, and providing new

opportunities to monetise the network for

business customers

$250m-$300m of growth capex to be invested in

data centres, targeting RoI of 9-10%. Opportunity to

invest in further expansion at Takanini site, while

also investigating other locations

MATTR generates annuity revenues from platform

products via a SaaS model or licencing revenue for

software toolkits,with opportunities for

further growth

Strategic growth investments progressing to plan

Investments into high-tech solutions and data centres on track and will underpin new revenue streams

Spark Data Centres

SPARK
PAGE

16

Data centre market in New Zealand

New Zealand’s data centre market is in the early stage of rapid growth

•New Zealand’s data centre market is expected to rapidly expand over the next three to

five years

•Amazon, Microsoft, and Google have announced plans to deliver New Zealand data

centre ‘regions’ in Auckland over 2023-2025

•Hyperscale cloud providers typically have multiple (often three or more) separate data

centre sites within a 'region'. Globally, these tend to be a mix of ‘self-build' by the

hyperscaler, alongside leasing capacity from co-location providers like Spark

•Demand for data storage continues to grow as data scales. Generative AI will increase

processing capacity requirements

•Private cloud will continue to be required to manage many existing workloads which are

either incompatible with modern public cloud environments or require more stringent

data protection and sovereignty

•Hybrid cloud will grow as customers need toeffectively balance workloads across multiple

cloudenvironments

(1)

Based on public commitments and market information on future intentions

~85MW

~200MW

~300MW

2023202620272030

Auckland Data Centre Built Capacity (MW)

(1)

PAGE

16

SPARK
PAGE

17

Spark’s existing data centre capabilities

Leverage existing data centre business

New Zealand’s most extensivenetwork of

customer data centres across 16 sites with $24m

in data centre portfolio revenue. Existing land and

building assets are being leveraged to build out

additional capacity

Existing capabilities

Spark has extensive technical, engineering,

security, and infrastructure capabilities which are

leveraged to provide a high-quality data centre

service.We operate a large Security Operations

Centre providing 24/7 monitoring and response on

physical and cyber security

Connectivity is a key differentiator

Spark has the ability to provide international

(subsea), national, and metro fibre services

alongside data centre services. This enables

customers to have a single provider on a broader

end-to-end service, leveraging Spark's common

service, network, and operations teams and

reducing handoffs and network risk

Customer relationships

As a leader in cloud Spark has an advantage over

pure play data centre operators, with the ability to

create additional value for hyperscale and

international customers as a sales channel to

market. Spark can also provide data centre

customers with a holistic suite of IT and telco

capabilities alongside cloud services

Spark is well positioned to continue to grow its share of the New Zealand data centre market

PAGE

17

SPARK
PAGE

18

Sparkoperates the mostextensive network of data centres nationwide

Diversity of assets meet requirements of hyperscalers, Government, business and SME customers

HYPERSCALE CLOUDCARRIER HOTELMETROEDGE

Total site MW loadUp to 50MW2-10MW0.5-5MW<0.5MW

Typical customer profile

Hyperscale and other cloud /

international providers,

enterprise, Government

co-location

High-value interconnectand

Content Delivery Network,

enterprise and Government

co-location

Enterpriseand Government

co-location

Edge compute

Local co-location

Interconnect

Edge compute

Business model

Economics driven by scale,

and build and operational

efficiency

Premium pricing based on

location and interconnect

density and attractiveness

Smaller regional data centres

targeted primarily at local

customers, supports broader

Spark services

Small local data centres for

local presence and lowest

latency. Emerging Edge

opportunity

Locations

Auckland – Takanini Campus

Auckland – additional campus

(planned)

Auckland CBD – Aotea Campus

– Mayoral Drive and Airedale

Auckland x2 sites

Wellington x2 sites

Christchurch x4 sites

Hamilton

Tauranga

Nelson

Dunedin

Invercargill

SPARK
PAGE

19

PAGE

19

•Takanini 10MW campus expansion completed in August 2023and is

85% contracted and 100%committed. 1MW of capacity is under

construction at the Aotea campus and will complete in FY24.

Combined this will bring built data centre capacityto22MW

•Land is held at existing sitesfor an additional 19MWof

furtherdevelopment.Of this land, 5MW will be developed as the next

stage of construction at Takanini in FY24

•Capital deployed to the end FY23 is connected to investments that are

fully committed to customers. This revenue will begin to scale in FY24,

and will grow for several years until full billing

•Takanini construction completed on-budget and within ~20 months of

the first groundwork. The build is highly efficient, with free air-cooled

solution minimising electricity and water use(design PUE <1.2) with

flexibility to incorporate liquid cooling for higher density as required

•$250m-$300m of growth capex funded via TowerCo proceeds has

been earmarked for data centre investment over the next three years,

targeting a RoI of 9-10%. Investment decisions to proceed to build

further space will be driven by achieving acceptable returns,

andcustomer uptake

METRICDEFINITIONFY22FY23

FY24

Projection

Capacity builtTotal site load commissioned10MW11MW22MW

Capacity under construction

Total site load in design and

construction

12MW11MW5MW

Development pipelineLand held, concept for development19MW19MW14MW

Weighted Average Lease

Expiry

Represents customers in new

purpose-built data centres only

-16.5 years~16.5years

Rack utilisation

Contracted and reserved racks across

dedicated data centres and exchanges

87%84%Target88%

Target PUE

Target power usage efficiency for new

purpose-built data centres only

--<1.2

RevenueTotal data centre portfolio revenue$23m$24m~$35m

Capital expenditure

Capital investment in new purpose-

built data centres

$31m$114m~$80-$100m

(1)

(1)

Including land acquisition

Generating long-term annuity revenues with inflationary pricing protections and supportive tailwinds

Data centre investment will continue to scale in FY24

Financials

PAGE
21

Financials

REPORTED

FY22

$m

REPORTED

FY23

$m

CHANGEREPORTED

FY22

$m

ADJUSTED

FY23

$m

CHANGE

Operating revenues and other gains3,7204,49120.7%3,7203,9085.1%

Operating expenses(2,570)(2,769)(7.7%)(2,570)(2,715)(5.6%)

EBITDAI1,1501,72249.7%1,1501,1933.7%

Finance income263223.1%263223.1%

Finance expense(74)(99)(33.8%)(74)(99)(33.8%)

Depreciation and amortisation(520)(504)3.1%(520)(504)3.1%

Net investment income(1)1NM(1)(4)NM

Net earnings before tax expense5811,15298.3%5816186.4%

Tax expense(171)(17)90.1%(171)(185)(8.2%)

Net earnings after tax expense4101,135NM4104335.6%

Capital expenditure

(1)

41051525.6%41051525.6%

Free cash flow43348912.9%43348912.9%

EBITDAI margin30.9%38.3%7.4pp30.9%30.5%(0.4pp)

Effective tax rate29.4%1.5%(27.9pp)29.4%29.9%0.5pp

Capital expenditure to operating revenues and other gains11.0%11.5%0.5pp11.0%13.2%2.2pp

Basic Earnings per Share21.9c60.7c38.8c21.9c23.2c1.3c

Total Dividend per Share25.0c27.0c2c25.0c27.0c

2c

(1)

Excluding expenditure on mobile spectrum

PAGE
22

FY23 revenue

(1)

performance

Top line revenue growth underpinned by ongoing strength in mobile

•Ongoing growth in mobile service revenue, boosted by

connection growth, product innovation, and return of roaming

•Increase in other product revenue due to Entelar Group growth,

growth in MATTR, and new public safety network (Hourua)

revenues

•Higher software procurement, primarily in health sector

•Full year contribution from Connect 8 following 100% acquisition

•Future Markets revenue growth in IoT (33% YoY) driven by

connectivity growth

•Broadband revenue decline stabilising, with benefits of retail

price increase implemented in H1 flowing through

•Lower cloud, security, and service management revenue,

primarily due to lowerproject activity as we cycled the Covid-19

period that included a higher level of activity in the health sector

•Higher voice revenue decline as calling volumes across 0800 and

fixed to mobile normalise post-Covid. Future headwinds from

voice expected to moderate as it trends below ~5% of

totalrevenues

•Other gains includes sale of mobile network equipment and

other assets, and gains on lease modifications and terminations

(1)

Operating revenues and other gains

(2)

Future Markets: Spark Sport and IoT (Health revenues included in IT)

(2)

5834,491

Product

PAGE
23

FY23 operating cost performance

Higher costs primarily in support of revenue growth coupled with inflationary environment

•Increase in product costs mainly due togrowth in

procurement and higher mobile handset costs and

volumes

•Other product costs increase driven by full year impact of

Connect 8 cost base post-acquisition, and higher Spark

Sport costs

•Increase in labour costs driven by insourcing field services,

full year contribution of Connect 8, and investment in

high-tech growth businesses

•Other operating expenses increase driven by:

oIncreased accommodation costs due to corporate

site maintenance post-Covid restrictions;

oOperating charges related to Connexa leases; and

oHigher travel expense following the easing of travel

restrictions, albeit lower than pre-Covid travel levels

PAGE
24

Capital investment of $515m in line with guidance, TowerCo proceeds funding investment in future growth

FY23 capital investment

(1)

Capital expenditure

(1)

($m)FY22FY23

Maintenance capital expenditure

Cloud1519

Converged Communications Network2217

International cable construction and capacity purchases725

IT systems150116

Mobile network10098

Core sustain and resiliency5369

Other715

Total maintenance capital expenditure354359

Growth capital expenditure

5G acceleration2542

Data centres31114

Total growth capital expenditure56156

Total capital expenditure410515

Total capital expenditure to adjusted operating revenue

and other gains

11.0%13.2%

•Significant progress in 5G rollout, now in 77 locations

•Increase in core sustain and resiliency investment, supporting continuation of

core network expansion and further bolstering network resilience

•Higher international capacity purchases to meet demand for data with new SX

Next cable live, providing customers with greater access to global connectivity

•Growth capex of $156m in support of future revenue growth and long-term

returns:

oPhase 1 of investment in data centre expansion through site

enhancement and increased capacity at Mayoral Drive and expansion

of Takanini data centre completed

oInvestment in 5G Standalone and multi-access edge compute trials to

explore proof-of-concepts for new use cases in preparation for

nationwide rollout

o$101m of TowerCo proceeds allocated in FY23 with the remaining

$249m to be invested during FY24-FY26 in line with strategy

(1)

Excluding expenditure on mobile spectrum. Capital expenditure is a non-GAAP measure and is defined in note 2.5 of Spark’s financial statements

PAGE
25

Delivered free cash flow of $489m towards the top end of aspiration

FY23 free cash flow

•Free cash flow of $489m up $56m vs. FY22

•Favourable H2 free cash flow performance due to lower cash capex

•Growth in free cash flow supporting total FY23 dividend of 27 cps, an

increase of 2cps vs. FY22

•FY24 free cash flow driven by:

•EBITDAI growth of ~2%-6%; and

•Capital investment in line with plan

•FY24 free cash flow aspiration of ~$490m-$530msupporting a growing

dividend, with FY24 total dividend guidance increasing to 27.5 cps

(100% imputed)

1,722

489

(547)

(70)

(190)

(98)

(328)

400

800

1,200

1,600

2,000

EBITDAIOther Gains &

Provisions

Net InterestTaxLeasesCash CapexFree Cash Flow

FY23 Free Cash Flow Summary ($m)

(1)

(1)

Other gains and provisions of $547m predominantly related to the TowerCo gain on sale and outside of free cash flow

PAGE
26

Lower net debt reflecting proceeds from the To w e r C o transaction

Net debt

•Reported net debt at hedged rates of $1,039m. Decrease in net debt reflects the

receipt of To w e r C o proceeds offset by:

oHigher growth capex with $101m of To w e r C o proceeds invested into data centres

and acceleration of 5G Standalone and multi-access edge compu

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Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.