SkyCity Entertainment Group Limited logo

INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2023

Half Year Results21 February 2024SKCConsumer Discretionary










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SkyCity Entertainment Group Limited
Interim Financial Statements

for the six month period ended

31 December 2023













For and on behalf of the Board:









Julian Cook Chad Barton

Chair of the SkyCity Board Chair of the Audit Committee



21 February 2024

Independentauditor’sreviewreport
To the shareholders of SkyCity Entertainment Group Limited

Report on the interim financial statements

Our conclusion

We have reviewed the interim financial statements of SkyCity Entertainment Group Limited (the

Company) and its subsidiaries (the Group), which comprise the balance sheet as at 31 December

2023, and the income statement, the statement of comprehensive income, the statement of changes

in equity and the statement of cash flows for the six month period ended on that date, and notes,

comprising material accounting policy information and other explanatory information.

Based on our review, nothing has come to our attention that causes us to believe that the

accompanying interim financial statements of the Group do not present fairly, in all material respects,

the financial position of the Group as at 31 December 2023, and its financial performance and cash

flows for the six-month period then ended, in accordance with International Accounting Standard 34

Interim Financial Reporting(IAS 34) and New Zealand Equivalent to International Accounting

Standard 34Interim Financial Reporting(NZ IAS 34).

Basis for conclusion

We conducted our review in accordance with the New Zealand Standard on Review Engagements

2410 (Revised)Review of Financial Statements Performed by the Independent Auditor of the Entity

(NZ SRE 2410 (Revised)). Our responsibilities are further described in theAuditor’s responsibilities for

the review of the interim financial statementssection of our report.

We are independent of the Group in accordance with the relevant ethical requirements in New

Zealand relating to the audit of the annual financial statements, and we have fulfilled our other ethical

responsibilities in accordance with these ethical requirements. In addition to our role as auditor, our

firm carries out other services for the Group in the areas of tax compliance, tax advisory, provision of

market survey data relating to executive remuneration levels, specified reporting to the Supervisor of

the Group’s retail bond, and agreed-upon procedures in relation to: compliance with banking and debt

covenants, the allocation of Community Trust revenue, the shareholder vote count at the Annual

General Meeting, share-based payment calculations, and the reconciliation of underlying results to

reported results. The provision of these other services has not impaired our independence.

Emphasis of matter - uncertainty regarding the outcome of regulatory proceedings

We draw attention to Note 9 in the interim financial statements, which indicates that the Group has

recognised a provision of $78.7 million for a potential civil penalty and legal costs associated with the

civil penalty proceedings filed by the Australian Transaction Reports and Analysis Centre (AUSTRAC)

against SkyCity Adelaide Pty Ltd (SkyCity Adelaide) on 7 December 2022 alleging contraventions by

SkyCity Adelaide under the Australian Anti-Money Laundering and Counter-Terrorism Financing Act

2006. Note 9 also describes that SkyCity Adelaide and AUSTRAC have now jointly informed the Court

that the parties have come to an agreement in relation to the contraventions of and the amount of civil

penalty they would jointly propose as appropriate in the circumstances subject to finalisation of a

Statement of Agreed Facts and Admissions. Notwithstanding the indication provided to the Court, the

final amount of any civil penalty and associated legal cost that SkyCity Adelaide may be required to

pay remains uncertain and is a matter for the discretion of the Court. Any eventual civil penalty applied

by the Court may be significantly different than the provision. Refer to Note 9 for further information

regarding the associated uncertainties.

PricewaterhouseCoopers, PwC Tower, 15 Customs Street West, Private Bag 92162, Auckland 1142 New Zealand

T: +64 355 8000,www.pwc.co.nz

2

We also draw attention to Note 12(a), which indicates that SkyCity operates in a highly regulated
industry and has seen continued focus on the casino industry in both New Zealand and Australia. Note

12(a), in conjunction with Note 9, provides further details on certain ongoing matters for which the final

outcomes are uncertain and of which the impacts, if any, are currently uncertain.

Our conclusion is not modified in respect of these matters.

Responsibilities of the Directors for theinterimfinancial statements

The Directors of the Group are responsible on behalf of the Company for the preparation and fair

presentation of these interim financial statements in accordance with IAS 34 and NZ IAS 34 and for

such internal control as the Directors determine is necessary to enable the preparation and fair

presentation of the interim financial statements that are free from material misstatement, whether due

to fraud or error.

Auditor’s responsibilities for the review of the interim financial statements

Our responsibility is to express a conclusion on the interim financial statements based on our review.

NZ SRE 2410 (Revised) requires us to conclude whether anything has come to our attention that

causes us to believe that the interim financial statements, taken as a whole, are not prepared in all

material respects, in accordance with IAS 34 and NZ IAS 34.

A review of interim financial statements in accordance with NZ SRE 2410 (Revised) is a limited

assurance engagement. We perform procedures, primarily consisting of making enquiries, primarily of

persons responsible for financial and accounting matters, and applying analytical and other review

procedures. The procedures performed in a review are substantially less than those performed in an

audit conducted in accordance with International Standards on Auditing and International Standards

on Auditing (New Zealand) and consequently does not enable us to obtain assurance that we might

identify in an audit. Accordingly, we do not express an audit opinion on these interim financial

statements.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our review work has been

undertaken so that we might state those matters which we are required to state to them in our review

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the shareholders, as a body, for our review procedures, for this

report, or for the conclusion we have formed.

The engagement partner on the review resulting in this independent auditor’s review report is Richard

Day.

For and on behalf of:

Chartered AccountantsAuckland

21 February 2024

PwC

3


4


SkyCity Entertainment Group Limited

Income Statement

For the six month period ended 31 December 2023



Unaudited

6 months

31 December

Unaudited

6 months

31 December

2023 2022


Notes $'000 $'000

Revenue 5 440,426 437,128

NZICC fire related income 2,422 21,968

Other income 1,488 3,128

NZICC fire related expenses (3,329) (50,100)

Employee benefits expense (161,011) (149,480)

Impairment - (3,568)

Other expenses (66,140) (71,094)

Directors' fees (597) (542)

Gaming taxes and levies (26,484) (27,302)

Direct consumables (32,960) (29,292)

Marketing and communications (10,788) (11,459)

Regulatory penalties 9 (37,758) -

Community contributions, sponsorships and donations (5,171) (4,949)

Fair value losses on investment properties - (8,447)

Share of profits from associates 892 349

Earnings before interest, taxes, depreciation and amortisation (EBITDA) 100,990 106,340

Depreciation and amortisation (41,067) (42,343)

Depreciation on right-of-use assets (3,180) (3,121)

Earnings before interest and tax (EBIT) 56,743 60,876

Net finance costs (8,715) (15,848)

Profit Before Income Tax 48,028 45,028

Income tax expense 6 (25,482) (22,179)

Profit for the Period Attributable to Shareholders of the Company


22,546 22,849

Earnings per share for Profit Attributable to the Shareholders of the

Company


Basic and diluted earnings per share 3.0 3.0


The above income statement should be read in conjunction with the accompanying notes.


5



SkyCity Entertainment Group Limited

Statement of Comprehensive Income

For the six month period ended 31 December 2023




Unaudited

6 months

31 December


Unaudited

6 months

31 December

2023 2022


$'000 $'000

Profit for the Period 22,546 22,849

Other Comprehensive Income

Items that may be subsequently reclassified to profit or loss

Foreign Currency Translation Reserve

Exchange differences on translation of overseas subsidiaries (2,921) (12,463)

Cash Flow Hedge Reserve

Cash flow hedges - revaluations (9,313) (7,425)

Cash flow hedges - transfer to finance costs 8,297 13,015

Cash flow hedges - income tax 285 (1,565)

Cost of Hedging Reserve

Cost of hedging reserve - revaluations (268) (4,127)

Cost of hedging reserve - transfer to finance costs 579 462

Cost of hedging reserve - income tax (87) 1,026

Other Comprehensive Income for the Year, Net of Tax (3,428) (11,077)

Total Comprehensive Income for the Year 19,118 11,772


The above statement of comprehensive income should be read in conjunction with the accompanying notes.


6


SkyCity Entertainment Group Limited

Balance Sheet

As at 31 December 2023



Unaudited

31 December 30 June

2023 2023


Notes $'000 $'000

ASSETS

Current Assets

Cash and cash equivalents 188,216 245,013

Receivables and prepayments 32,188 50,833

Inventories 8,656 8,582

Derivative financial instruments - 489

Current tax receivables - 12

NZICC fire recoveries 8,335 11,613

Other current assets - 2,000

Assets classified as held for sale 8 13,000 -

Total Current Assets 250,395 318,542

Non-current Assets

Deferred tax assets 7 27,882 25,465

Finance lease receivable 14,270 13,978

Derivative financial instruments 8,732 11,943

Investments in associates 46,092 43,200

Investment properties 108,812 108,803

Property, plant and equipment 1,696,837 1,652,476

Intangible assets 562,867 566,553

Right-of-use assets 122,693 122,538

Total Non-current Assets 2,588,185 2,544,956

Total Assets 2,838,580 2,863,498

LIABILITIES

Current Liabilities

Payables and provisions 9 237,035 215,997

Current tax liabilities 18,999 42,849

Derivative financial instruments 465 17

Lease liabilities 2,254 3,045

Interest bearing liabilities 45,814 45,814

Lease income in advance 39,815 39,815

Total Current Liabilities 344,382 347,537

Non-Current Liabilities

Interest bearing liabilities 10 521,172 525,666

Non-current payables 19,611 19,097

Deferred tax liabilities 57,947 56,100

Lease liabilities 119,008 116,840

Deferred licence value 262,444 262,444

Derivative financial instruments 8,479 5,617

Total Non-current Liabilities 988,661 985,764

Total Liabilities 1,333,043 1,333,301

Net Assets 1,505,537 1,530,197

EQUITY

Share capital 1,344,790 1,343,027

Reserves (13,863) (10,435)

Retained earnings 174,610 197,605

Total Equity 1,505,537 1,530,197


The above balance sheet should be read in conjunction with the accompanying notes.


7


SkyCity Entertainment Group Limited

Statement of Changes in Equity

For the six month period ended 31 December 2023




Share

Capital Reserves

Retained

Earnings

Total

Equity


$'000 $'000 $'000 $'000

Balance as at 1 July 2023 1,343,027 (10,435) 197,605 1,530,197

Total comprehensive income - (3,428) 22,546 19,118

Dividends paid - - (45,541) (45,541)

Share rights issued for employee service 1,727 - - 1,727

Net movement in treasury shares 36 - - 36

Balance as at 31 December 2023


1,344,790 (13,863) 174,610 1,505,537

Balance as at 1 July 2022 1,340,556 (4,445) 235,163 1,571,274

Total comprehensive income - (11,077) 22,849 11,772

Share rights issued for employee service 1,648 - - 1,648

Net movement in treasury shares (17) - - (17)

Balance as at 31 December 2022


1,342,187 (15,522) 258,012 1,584,677

The above statement of changes in equity should be read in conjunction with the accompanying notes.

8
SkyCity Entertainment Group Limited

Statement of Cash Flows

For the six month period ended 31 December 2023



Unaudited

6 months

31 December

Unaudited

6 months

31 December

2023 2022


$'000 $'000

Cash Flows from Operating Activities

Receipts from customers 432,495 429,808

Payments to suppliers and employees (264,436) (240,260)

Government grants 260 331

Other insurance income - 1,744

Gaming taxes and levies paid (30,899) (30,815)

Income taxes paid (49,958) (940)

Net Cash Inflow from Operating Activities 87,462 159,868

Cash Flows from Investing Activities

Proceeds from disposal of assets held for sale - 7,812

Capital additions (77,321) (81,686)

Purchased intangible assets (3,461) (2,966)

NZICC fire related income - 160,030

NZICC fire related expenses (797) (58,758)

Net Cash (Outflow)/Inflow from Investing Activities


(81,579) 24,432

Cash Flows from Financing Activities

Cash flows associated with net derivatives 810 1,371

Proceeds from new borrowings - 20,000

Repayment of borrowings - (98,000)

Movement in treasury shares 36 (17)

Interest paid (12,694) (14,819)

Dividends paid to company shareholders (45,541) -

Lease interest paid (3,299) (3,220)

Repayment of lease liabilities (1,992) (1,789)

Net Cash Outflow from Financing Activities (62,680) (96,474)

Net (Decrease)/Increase in Cash and Cash Equivalents (56,797) 87,826

Cash and cash equivalents at the beginning of the period 245,013 48,698

Cash and Cash Equivalents at End of the Period 188,216 136,524

The above statement of cash flows should be read in conjunction with the accompanying notes.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023


9


1 General Information

SkyCity Entertainment Group Limited (the Company) and its subsidiaries (together, SkyCity or the Group) operate in the

gaming, entertainment, hotel, convention, hospitality and tourism sectors. The Group has operations in New Zealand and

Australia.

The Company is a limited liability company incorporated and domiciled in New Zealand. The Company is registered under

the Companies Act 1993 and is an FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The

address of its registered office is 99 Albert Street, Auckland. The Company is listed on the New Zealand stock exchange

and has a foreign exempt listing on the Australian stock exchange (NZX and ASX respectively).

These interim financial statements of the Group for the six months ended 31 December 2023 have been reviewed but have

not been audited. They were approved for issue by the Board of Directors (Board) on 21 February 2024.

For the purposes of complying with generally accepted accounting practice in New Zealand (GAAP), the Group is a

for-profit entity.

2 Basis of Preparation

These interim financial statements have been prepared in accordance with GAAP. They comply with the New Zealand

equivalent to International Accounting Standard (NZ IAS) 34 Interim Financial Reporting, International Accounting Standard

(IAS) 34 Interim Financial Reporting and the NZX Listing Rules.

These interim financial statements do not include all the notes normally included in the annual financial statements.

Accordingly, these interim financial statements should be read in conjunction with the Group's annual report for the year

ended 30 June 2023.

Measurement Basis

These interim financial statements have been prepared under the historical cost convention, as modified by the revaluation

of certain assets and liabilities, as identified in the 30 June 2023 annual financial statements.

Presentation Currency

These interim financial statements are presented in New Zealand dollars, which is the Company’s functional currency.

Amounts are rounded to the nearest thousand dollars, unless otherwise stated.

Non-GAAP Financial Information

The Group’s standard profit measure prepared under GAAP is profit for the period. When discussing financial performance,

the Group also uses non-GAAP financial information, which is not prepared in accordance with GAAP and therefore may

not be comparable to similar financial information presented by other entities. The Directors and management believe that

this non-GAAP financial information provides useful information to readers of the financial statements to assist them in

understanding the Group's financial performance and is consistent with the information used internally to evaluate the

performance of the business units.

Definitions of non-GAAP financial information used in these financial statements are:

• EBITDA: earnings before interest, tax, depreciation, and amortisation; and

• EBIT: earnings before interest and tax

Critical Accounting Estimates and Judgements

The preparation of interim financial statements requires the use of certain critical accounting estimates and the exercise of

judgement regarding the application of accounting policies.

These interim financial statements are prepared using the same significant judgements and estimates as were used in the

preparation of the 30 June 2023 annual financial statements and as disclosed below:

• the SkyCity Adelaide Pty Limited (SkyCity Adelaide) casino licence, which has a finite useful life, is tested for

impairment at each reporting period. There is no recognition of impairment in the current period;

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023


2 Basis of Preparation (continued)

10

• in some instances, judgement is required to determine whether a payment that may occur in the future constitutes a

provision or a contingent liability. A provision is recognised where an obligating event that gives rise to a requirement

to make a payment has occurred. Where a provision is recognised, estimation of the value at which it will be

recognised is required. Information on the Group's provisions is provided in note 9 and information on the Group's

contingent liabilities is provided in note 12; and

• judgement and estimation are required when determining the amount of deferred tax assets to be recognised. Further

information is provided in note 7.

3 Material Accounting Policies

All material accounting policies applied in these interim financial statements are consistent with those applied in the audited

30 June 2023 annual financial statements and are consistently applied to all periods presented, unless otherwise stated.

4 Segment Information

Operating segments are reported in a manner consistent with the internal reports that the Chief Executive Officer, who is

the chief operating decision maker, uses to assess performance and allocate resources.

From 1 July 2023, the Group restructured to reflect its decision to materially reduce SkyCity’s international activities. As a

consequence of this restructure, there is no longer a separate International Business operating segment. Comparative

information has been restated and amounts previously recognised in the International Business segment are incorporated

into the operating segment to which they now relate.

Online gaming historically included in the Other NZ Operations segment is now shown separately to better reflect its

potential for material growth in the future. Comparative information for the Other NZ Operations segment has been restated

to reflect that change.

The Group is organised into the following main operating segments:

SkyCity Auckland

This segment consists of the Group's Auckland operations and includes casino operations, hotels and conventions,

including the New Zealand International Convention Centre (NZICC), food and beverage, the Sky Tower, investment

properties and a number of other related activities.

Other NZ Operations

This segment consists of the Group's operations at SkyCity Hamilton, SkyCity Queenstown and SkyCity Wharf.

SkyCity Adelaide

This segment consists of the Group's Adelaide operations, which comprise casino operations, a hotel and food and

beverage.

Online

This segment comprises the Group's online gaming operations.

Corporate/Group

This segment includes head office functions, funding entities and the investment in the Group's associate (Gaming

Innovation Group Inc (GiG)). It is not considered an operating segment.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


4 Segment Information (continued)

11

Six Months Ended

31 December 2023

SkyCity

Auckland

Other NZ

Operations

SkyCity

Adelaide Online

Corporate/

Group Total

$'000 $'000 $'000 $'000 $'000 $'000

Gaming revenue 208,006 33,293 81,131 - - 322,430

Online revenue - - - 5,567 - 5,567

Non-gaming revenue 72,473 5,463 35,858 - 39 113,833

Other income 1,254 - - - 234 1,488

NZICC fire income 2,422 - - - - 2,422

Share of net profit of associate - - - - 892 892

Total Income 284,155 38,756 116,989 5,567 1,165 446,632

Expenses (162,424) (22,027) (98,782) (2,555) (18,767) (304,555)

Regulatory penalties and fees (5,000) - (32,758) - - (37,758)

NZICC fire expenses (3,329) - - - - (3,329)

Depreciation and amortisation (18,876) (2,584) (15,939) - (6,848) (44,247)

Segment Profit/(Loss) (EBIT) 94,526 14,145 (30,490) 3,012 (24,450) 56,743

Net finance costs (8,715)

Profit Before Income Tax 48,028

Restated

Six Months Ended

31 December 2022

SkyCity

Auckland

Other NZ

Operations

SkyCity

Adelaide

Online

Corporate/

Group

Total

$'000 $'000 $'000 $'000 $'000 $'000

Gaming revenue 202,290 36,479 95,506 - - 334,275

Online revenue - - - 7,867 - 7,867

Non-gaming revenue 57,492 5,659 35,001 - 36 98,188

Other income 2,899 26 - - 202 3,128

NZICC fire income 21,968 - - - - 21,968

Share of net profit of associate - - - - 349 349

Total Income 284,649 42,164 130,507 7,867 587 465,775

Expenses (157,477) (19,265) (109,788) (2,234) (17,003) (305,767)

NZICC fire expenses (50,100) - - - - (50,100)

Impairment (3,568) - - - - (3,568)

Depreciation and amortisation (19,234) (2,706) (16,966) (21) (6,537) (45,464)

Segment Profit/(Loss) (EBIT) 54,270 20,193 3,753 5,612 (22,953) 60,876

Net finance costs (15,848)

Profit Before Income Tax 45,028

5 Revenue


6 months

31 December

6 months

31 December

2023 2022


$'000 $'000

Gaming 321,026 331,073

Non-gaming 113,833 98,188

Online gaming 5,567 7,867

Total Revenue 440,426 437,128


Gaming revenue represents the net win to the casino from gaming activities, being the difference between amounts

wagered and amounts won by casino patrons. Gaming rebates are accounted for as a reduction in gaming revenue.

Online revenue represents New Zealand online casino revenue generated from New Zealand players, using technology

developed by GiG, and operating under a Malta gaming licence held by Silvereye Entertainment Limited (a subsidiary of

GiG). Revenue is reported net of GiG's costs allowable under the arrangement. SkyCity is not the principal transacting with

online casino customers.

Non-gaming revenue includes revenue generated from hotels and conventions, food and beverage, the Sky Tower, car

parking and other sources.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


5 Revenue (continued)

12


6 months

31 December

6 months

31 December

2023 2022


Notes $'000 $'000

Reconciliation to the Segment Note

Total revenue 5 440,426 437,128

Other income 1,488 3,128

Share of net profit of associate 892 349

NZICC fire related income 2,422 21,968

Total Income 445,228 462,573

Gaming rebates 1,404 3,202

Total Income as per Segment Note 446,632 465,775

6 Income Tax Expense

31 December 31 December

2023 2022


$'000 $'000

Profit before tax 48,028 45,028

Prima facie income tax @ 28% 13,448 12,607

Items non-deductible for tax purposes 1,092 1,361

Items non-assessable for tax purposes (1,868) (1,611)

Differences in overseas tax rates (1,571) (1,416)

Investment property adjustments (132) (30)

Prior period adjustments 2,169 (18)

NZICC fire capital (income)/expenses 254 7,877

Fair value adjustment on investment property - 2,123

Non-deductible regulatory penalties provision 11,228 -

Controlled foreign company regime 844 1,366

Other 18 (80)

Income Tax Expense 25,482 22,179

The weighted average applicable tax rate is 53.1% (six months to 31 December 2022: 49.3%). The weighted average tax

rate has been impacted by:

• non-deductible regulatory penalties provision;

• fair value adjustments (comparative period only); and

• NZICC fire capital (income)/expense (comparative period only).

Excluding these items, the weighted average tax rate would have been 29.4% (six months to 31 December 2022: 27.6%).

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


13

7 Deferred Tax Assets

Deferred tax assets relate to the Group's Australian tax group and other foreign operations (excluding Malta).

The Group has recognised a deferred tax asset on tax losses of A$95.9m (30 June 2023: A$93.7m) in relation to its

Australian entities. The tax losses have predominantly arisen as a result of the COVID 19 pandemic impacting SkyCity

Adelaide’s operations and South Australian tourism, with the expanded SkyCity Adelaide property largely not able to

operate at full capacity for the majority of time since opening in December 2020. In addition, accelerated tax depreciation

on the Adelaide property expansion and expenditure incurred in relation to the ongoing SkyCity Adelaide regulatory reviews

have also contributed to the tax loss position. It is possible to carry forward Australian tax losses indefinitely and these

losses do not have an expiry date. The Group has determined it is probable that taxable profits will be derived in future

periods against which the tax losses can be utilised. The Group engaged Deloitte to prepare an independent valuation for

the Adelaide cash generating unit for the purposes of impairment testing. A key input into the valuation is the five-year

forecast which has been adopted by the Board. This forecast of future earnings has been the basis for the assessment that

future taxable profit will be available against which the temporary differences can be utilised. It is anticipated based on the

five-year forecast that tax losses will be fully utilised by the year ended 30 June 2030. The Group reviews future loss

utilisation at each reporting date.

8 Assets Classified as Held for Sale



31 December

2023

30 June

2023



$'000


$'000


Land 13,000 -

Total Assets Held for Sale 13,000 -

In October 2023, a conditional sale and purchase agreement was entered into in relation to development land in

Queenstown and, consequently, the land has been reclassified from property, plant and equipment to held for sale at 31

December 2023.

9 Payables and Provisions

31 December 30 June

2023 2023


$'000 $'000

Trade payables 25,309 23,639

Deferred income 29,841 36,671

Accrued expenses 45,102 36,226

Employee benefits 50,996 51,686

NZICC car park obligation - 10,788

Other provisions 2,115 7,978

Regulatory penalties provision 83,672 49,009

Total Payables and Provisions 237,035 215,997

Provisions

Provisions are recognised in relation to a number of matters, including the civil penalty proceedings commenced by the

Australian Transaction Reports and Analysis Centre (AUSTRAC) against SkyCity Adelaide and the civil penalty

proceedings commenced by the Department of Internal Affairs (Department or DIA) against SkyCity Casino Management

Limited (SCML).

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


9 Payables and Provisions (continued)

14

NZICC Car Park Obligation

As at 30 June 2023, the Group had recognised a provision to reconstruct the assets associated with the initial 600 NZICC

car parks that were transferred to MPF Parking NZ Limited (Macquarie) under a concession agreement signed in April

2019, pursuant to which Macquarie was granted a long term concession until 2048 over the SkyCity Auckland car parks

located at both the SkyCity Auckland main site and the NZICC construction site in return for consideration of $220.0 million

(plus GST) (Car Park Concession Agreement), but were subsequently damaged in the NZICC fire in October 2019.

The assets associated with those car parks were fully repaired in the current period, and accordingly, there is no provision

recorded in respect of them as at 31 December 2023.

The Car Park Concession Agreement was terminated on 31 January 2024.

Regulatory Penalties Provision - AUSTRAC Proceedings

As detailed in the Group’s financial statements for the year ended 30 June 2023, on 7 December 2022 AUSTRAC

commenced civil penalty proceedings in the Federal Court of Australia (Court) against SkyCity Adelaide for alleged serious

and systemic non-compliance with the Australian Anti Money Laundering and Counter Terrorism Financing Act 2006.

As at 30 June 2023, SkyCity had recognised a provision of A$45.0 million (NZ$49.0 million) in relation to the potential

exposure to penalties and legal costs associated with the proceedings. This represented an estimate at the time of the

potential exposure to penalties and legal costs arising from the proceedings having regard to a wide range of factors

relevant to the determination of any penalty that may ultimately become payable by SkyCity Adelaide and external legal

advice obtained by SkyCity and SkyCity Adelaide.

As at 31 December 2023, SkyCity increased the provision to A$73.0 million (NZ$78.7 million) following discussions with

AUSTRAC and a case management hearing on 1 February 2024. SkyCity Adelaide and AUSTRAC have jointly informed

the Court that the parties have come to an agreement in relation to the contraventions that SkyCity Adelaide would admit in

the proceedings and the amount of a civil penalty they would jointly propose as appropriate in the circumstances subject to

finalisation of a Statement of Agreed Facts and Admissions.

Notwithstanding the indication provided to the Court, the final amount of any civil penalty and associated legal costs that

SkyCity Adelaide may be required to pay remains uncertain. The level of any penalty is a matter for the discretion of the

Court and any eventual civil penalty applied by the Court to SkyCity Adelaide in relation to the proceedings may be

significantly different than the provision. The timing of any civil penalty to be paid by SkyCity Adelaide is also uncertain.

Regulatory Penalties Provision - DIA Proceedings

On 16 February 2024 the Department filed civil penalty proceedings in the New Zealand High Court against SCML for

non-compliance by SCML with the New Zealand Anti-Money Laundering and Countering Financing of Terrorism Act 2009

(AML/CFT Act). The Department’s enforcement response follows a review of SCML’s compliance with the AML/CFT Act.

SCML is a subsidiary of SkyCity and the holder of the casino operator’s licence for the SkyCity Auckland, SkyCity Hamilton

and SkyCity Queenstown casinos in New Zealand.

The pleadings set out five separate causes of action, being that SCML did not meet its obligations relating to its risk

assessment, establishing, implementing and maintaining an AML/CFT compliance programme, monitoring accounts and

transactions, conducting enhanced customer due diligence, and terminating existing business relationships. These alleged

failures relate to largely, although not exclusively, historical matters. Some matters relate to incidents of non-compliance

which have previously been self-reported to the Department.

In the event the Department’s claim was to be accepted in whole or in part by the High Court, SCML would be subject to a

civil penalty to be imposed by the Court as set out in subpart 3 of the AML/CFT Act. Under the AML/CFT Act and relevant

case law, SkyCity and the Department assess SkyCity's maximum liability in relation to these claims as being NZ$8.0

million in aggregate.

At 31 December 2023, SkyCity has recognised a provision for a potential civil penalty and associated legal fees of $5.0

million in relation to the proceedings. This represents an estimate of the potential exposure to penalties and legal costs

arising from the proceedings having regard to a wide range of factors relevant to the determination of any penalty that may

ultimately become payable by SCML and external legal advice obtained by SkyCity. The final amount of any civil penalty

and associated legal costs that SCML may be required to pay remains uncertain. The level of any penalty is a matter for

the discretion of the High Court and any eventual civil penalty applied by the High Court to SCML in relation to the

proceedings may be significantly different than the provision. The timing of any civil penalty to be paid by SCML is also

uncertain.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


15

10 Non-current Interest Bearing Liabilities

31 December 30 June

2023 2023


$'000 $'000

USPP notes 348,867 353,812

New Zealand bonds 175,000 175,000

Deferred funding expenses (2,695) (3,146)

Total Non-current Interest Bearing Liabilities 521,172 525,666


(a) USPP Notes

The USPP fixed rate US dollar borrowings have been hedged and converted to New Zealand dollar floating rate borrowings

by using cross-currency interest rate swaps to eliminate foreign exchange exposure to the US dollar.

USPP notes mature in March 2025 (US$100.0 million), March 2028 (A$65.4 million) and February 2030 (US$75.0 million).

The movement in the amount of the USPP notes from 30 June 2023 relates to foreign exchange and interest rate

movements.

(b) Syndicated Bank Facility

The syndicated banking facility is provided by ANZ (New Zealand and Australia), Commonwealth Bank of Australia, Bank

of New Zealand, National Australia Bank and Westpac (New Zealand and Australia).

As at 31 December 2023, SkyCity had in place revolving credit facilities of:

• NZ$135.0 million maturing 15 June 2024 (undrawn at the reporting date);

• NZ$175.0 million maturing 15 June 2025 (undrawn at the reporting date); and

• NZ$80.0 million maturing 15 July 2026 (undrawn at the reporting date).

In January 2024, certain tranches of the syndicated banking facility were restructured to extend the terms of facilities and in

February 2024, one unutilised tranche of the syndicated banking facility was released early.

Post the above restructures, the syndicated bank facilities consist of:

• NZ$175.0 million maturing 15 June 2025;

• NZ$20.0 million maturing 15 July 2025;

• NZ$80.0 million maturing 15 June 2026; and

• NZ$57.5 million maturing 15 July 2027.

(c) New Zealand Bonds

$175.0 million of six-year unsubordinated, unsecured redeemable fixed rate bonds were issued on 21 May 2021.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


16

11 Commitments

Capital Commitments

Capital commitments largely comprise estimations for NZICC and Horizon Hotel construction completion and settlement of

the termination of the Car Park Concession Agreement.

Capital expenditure contracted for at the reporting date but not recognised as liabilities is as follows:


31 December 30 June

2023 2023


$'000 $'000

Property, plant and equipment 266,368 296,377

Car Parks

As outlined in note 9, in April 2019 SkyCity entered into the Car Park Concession Agreement with Macquarie. The Car Park

Concession Agreement allowed Macquarie to operate car parks at the SkyCity Auckland main site and the under

construction NZICC site until 2048 for consideration of $220.0 million (plus GST).

As a result of the October 2019 fire at the NZICC site, the 600 car parks at the NZICC site that had been made available to

Macquarie were no longer able to be accessed by Macquarie and the additional 624 car parks at the NZICC site were not

able to be made available to Macquarie by 31 December 2020. Under the terms of the Car Park Concession Agreement,

the Group undertook to remediate the damage to the car parks, with Macquarie able to terminate the Car Park Concession

Agreement if access to the car parks was not made available by 22 October 2022.

The Group was unable to provide access to the car parks within the required timeframe and Macquarie served a notice of

termination of the Car Park Concession Agreement on 27 October 2022. On 11 December 2023, the Group and Macquarie

agreed that the Group would take back the operation of all of the car parks that were the subject of the Car Park

Concession Agreement on 31 January 2024, in return for a consideration of $204.0 million (plus GST).

On 31 January 2024, all of the car parks under the Car Park Concession Agreement were returned to the Group and the

Group paid $204.0 million (plus GST) to Macquarie (note 13).

12 Contingencies

(a) Contingent Liabilities


SkyCity operates in a highly regulated industry. During the current period, there has been continued focus on the casino

industry in both New Zealand and Australia.

SkyCity takes its regulatory obligations seriously and continues to engage proactively with its regulators and respond to

their inquiries.

(i) Independent Review

As detailed in the Group’s financial statements for the year ended 30 June 2023:

• on 1 July 2022, Consumer and Business Services (CBS) (the South Australian gaming regulator) advised that the

South Australian Liquor and Gambling Commissioner (Commissioner) had appointed the Honourable Brian Martin

AO KC to undertake an independent review of SkyCity Adelaide in accordance with Part 3 of the Casino Act 1997 (SA)

to consider, amongst other things, whether SkyCity Adelaide is a suitable person to continue to hold the casino licence

in South Australia, whether the Company is a suitable person to continue to be a close associate of SkyCity Adelaide,

and, if SkyCity Adelaide or the Company is not a suitable person, what changes (if any) are required for that party to

become a suitable person;

• on 6 February 2023, CBS advised that Mr Martin was of the view that it was not possible to reliably determine the

question of suitability until the resolution of the civil penalty proceedings filed by AUSTRAC against SkyCity Adelaide

on 7 December 2022 and, accordingly, the Commissioner had decided to put the independent review on hold until

after the conclusion of those proceedings; and

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


12 Contingencies (continued)

17

• on 26 May 2023, the Commissioner issued a direction notice under section 10 of the Gambling Administration Act

2019 (SA), requiring SkyCity Adelaide to appoint a suitably qualified independent expert approved by the

Commissioner to, amongst other things, review SkyCity Adelaide’s anti-money laundering and counter terrorism

(AML/CTF) and host responsibility enhancement programmes (together the enhancement programmes) and, if

required, make amendments to those enhancement programmes, and monitor the implementation of those

enhancement programmes by SkyCity Adelaide and SkyCity Adelaide’s compliance with its AML/CTF and gambling

harm minimisation obligations.

On 25 August 2023, Kroll Australia Pty Limited (Kroll) was appointed as the independent expert by SkyCity Adelaide.

Prior to any findings being made or a final report being provided by Mr Martin, it is not possible to determine what

regulatory action, if any, might be applied to SkyCity Adelaide as a result of the independent review. Consequently, at the

reporting date there is no present obligation and a provision has not been recognised in relation to this matter.

The Company and SkyCity Adelaide will continue to cooperate with CBS and Kroll and any further requests for information

and/or documents.

(ii) Casino Duty

SkyCity Adelaide has had an ongoing contractual dispute with Revenue South Australia concerning the interpretation of the

Casino Duty Agreement (CDA) in relation to the treatment of loyalty points converted to gaming machine play and the

deduction of loyalty points earned for the purpose of calculating casino duty at the SkyCity Adelaide casino.

Both parties have agreed to seek declaratory relief from the South Australian Courts as to the proper construction of the

CDA to determine the correct interpretation on both issues.

On 9 September 2022, SkyCity Adelaide filed a Statement of Claim in the Supreme Court of South Australia seeking relief

in the nature of declarations relating to the dispute. On 17 November 2022, the Crown Solicitor's Office filed a cross claim

which formulates Revenue South Australia’s claim for the unpaid duty and interest in the event that Revenue South

Australia’s position as to the interpretation of the CDA is accepted.

The parties subsequently agreed that it would be appropriate to refer the questions of law to the Court of Appeal of South

Australia and sought the approval of the Supreme Court to reserve the questions of law to the Court of Appeal. At

directions hearings on 26 May 2023 and 9 June 2023, the Supreme Court considered and agreed to the parties’ request for

the questions of law to be heard directly by the Court of Appeal given the complexity of the issues involved and the

likelihood of appeal from the Supreme Court. The proceedings were heard in the Court of Appeal on 13 October 2023 and

a decision is expected on 22 February 2024.

There are a range of potential outcomes of the Court of Appeal’s decision, including an unfavourable ruling that

complimentary bets on gaming machines arising from the conversion of loyalty points should be included in gaming

revenue, and/or that loyalty points earned from electronic gaming are not deductible from gaming revenue for the purpose

of calculating casino duty. The estimated range of casino duty payable from the potential outcomes is from A$0 to A$13m,

excluding any penalty interest if deemed applicable. However, no present obligation exists in connection with the dispute at

31 December 2023 and, consequently, the Group has not recognised a provision in relation to this matter.


(iii) Suspension Application

In September 2023, the Secretary for the Department of Internal Affairs (Secretary) made an application to the Gambling

Commission (Commission) to temporarily suspend SCML's New Zealand casino operator’s licence for a period “in the

range of 10 days” pursuant to section 144(a) of the New Zealand Gambling Act 2003 (Gambling Act).


The application was made by the Secretary following a complaint made in February 2022 to the Department by a former

customer who gambled at the SkyCity Auckland casino over the period from August 2017 to February 2021. The Secretary

stated in the application that SCML did not comply with requirements in its SkyCity Auckland Host Responsibility

Programme relating to the detection of incidents of continuous play by the customer.

Under section 144(a) of the Gambling Act, the Secretary may apply to the Commission for an order to suspend a casino

licence if the Secretary is satisfied that the licence holder is breaching or has breached the Gambling Act or a condition of

the casino licence or minimum operating standards. The Commission must then decide whether or not to grant the order

sought by the Secretary and, if so, the duration of any such suspension after following the procedure set out in the

Gambling Act, including considering written submissions and (if applicable) convening a hearing. The suspension

application is scheduled to be heard in private in the week of 15 April 2024. The Commission’s decision may not be

forthcoming for a number of months following the hearing.

SkyCity Entertainment Group Limited
Notes to the Financial Statements

For the six month period ended 31 December 2023

(continued)


12 Contingencies (continued)

18

There are a range of potential outcomes of the Commission’s decision, including an unfavourable ruling that would result in

the temporary closure of the SkyCity Auckland, SkyCity Hamilton and SkyCity Queenstown casinos in New Zealand. The

Group has not recognised a provision in relation to this matter.

(iv) Other Regulatory Matters

In addition to the matters outlined above and in note 9, the Group receives correspondence from and engages with its

regulators from time to time as required regarding the Group’s business operations, including in relation to regulator

audits/reviews, adverse media about the Group’s operations, and complaints made about the Group’s business operations.

In relation to these matters, the Group engages with the relevant regulator and responds to requests for information and

documents as they arise.

In the case of any alleged wrongdoing by the Group, the appropriate regulatory response or action by a regulator (where

contraventions are admitted or established) is very specific to the facts in each case and may include no action, a formal

warning or, where the matter relates to the Group’s casino operations, an application to suspend and/or cancel the relevant

casino licence under the Gambling Act, South Australian Casino Act 1997 and/or South Australian Gambling Administration

Act 2019 as applicable. Provisions are recognised in relation to such matters only where an obligation exists at the

reporting date.

(b) Contingent Assets

The Group will seek recovery from The Fletcher Construction Company Limited (Contractor) for additional costs and

losses associated with the NZICC fire that are not covered by the insurers. These include insurance excesses, payments to

Macquarie under the Car Park Concession Agreement, additional project costs, and other items.

The Group has identified $60.5 million (30 June 2023: $55.8 million) of costs incurred to date where it does not believe that

recovery is virtually certain at this time given the position currently being taken by the Contractor and by the insurers, and

therefore no income has been recognised. However, recovery of these costs is considered probable and they are therefore

included as a contingent asset. This does not include the full extent of the costs and losses that have been incurred or that

could be claimed from the Contractor relating to the fire and construction delays.

There are no other significant contingent assets at 31 December 2023 (30 June 2023: no additional contingent assets).

13 Events Occurring after the Reporting Date

Syndicated Bank Facility

On 26 January 2024, SkyCity's syndicated bank facility was restructured to extend the terms of the facilities (note 10).

On 15 February 2024, one unutilised tranche of the syndicated banking facility was released early (note 10).

Auckland Car Park

On 31 January 2024, all of the car parks that were the subject of the Car Park Concession Agreement were returned to the

Group and the Group paid $204.0 million (plus GST) to Macquarie.

AUSTRAC Proceedings

On 1 February 2024, a case management hearing was held in relation to the AUSTRAC civil penalty proceedings at which

the Court listed the matter for a hearing in relation to the civil penalty to be imposed on 7 June 2024 (note 9).

DIA Proceedings

On 16 February 2024, the Department filed civil penalty proceedings in the New Zealand High Court against SCML for

non-compliance with the AML/CFT Act (note 9).

Dividend

On 21 February 2024, the Board of Directors resolved to pay an interim dividend in respect of the six months ended 31

December 2023. The unfranked, fully imputed dividend of 5.25 cents per share will be paid on 21 March 2024 to all

shareholders on the Company's register at the close of business on 7 March 2024.

---

Distribution Notice

Distribution Notice

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.

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