NZME Limited (NZM) Earnings Call Transcript & Summary

[Foreign Language] Hello, everyone, and welcome to New Zealand Media and Entertainment's Annual Shareholder Meeting of 2023. My name is Barbara Chapman, and I'm the Chairman of the NZME Board. It's great to have many of our valued shareholders here in person today and a very warm welcome also to our online participants who're joining through our virtual meeting platform provided by our share registrar, Link Market Services. As well as our shareholders joining us here in person today, shareholders can also vote and ask questions online. Of those who are joining us online would like to submit questions, I would encourage you to do so as soon as you can to allow us to answer them at the appropriate time during the meeting. You can do this by clicking Ask a Question within the online platform, selecting the item of business, typing your question and clicking submit. I'll provide you with further instructions on questions as we come to that part of the meeting. For those shareholders joining us online, if you have any issues, please refer to the virtual annual meeting online portal guide or you can phone the helpline on 0080 200 200 or [ +64 99-677-715 ], if you're calling from overseas. I'd now like to introduce you to our NZME Board members who are here today. We have Carol Campbell, David Gibson, Sussan Turner and Guy Horrocks. I'd also like to introduce members of our executive team who are alongside us, Michael Boggs, our Chief Executive Officer; and Allison Whitney, General Counsel and Company Secretary. We also have the rest of NZME's executive team here today, along with our legal advisers, Bell Gully, and our auditors, PwC. The company's secretary has confirmed to me that the Notice of Meeting has been sent to shareholders and other persons entitled to receive it. I have also been advised that we have a quorum and, on that basis, I formally declare the meeting open. Proxies have been appointed for the purposes of this meeting in respect to approximately 43,943,965 shares. It doesn't sound very approximate. Does it? That actually sounds quite precise. And that represents 23.89% of the total number of shares on issue. My fellow directors and I intend to vote all discretionary proxies we have received in favor of the resolutions as set out in the Notice of Meeting. The financial statements for the 12 months to 31 December 2022, together with the auditor's report, are set out in the company's annual report, which has previously been distributed to shareholders, and we will address any questions on the financial statements in the general business section at the end of this meeting. There will be a recording of today's meeting available on our website following the conclusion of the meeting. Today, in my opening address, I'll go through some of our high-level financial results from the 2022 financial year as well as speaking about NZME's guiding principles and some key updates under each. I'll then make some comments on the current economic environment and the media industry landscape in New Zealand. Following that, I'll share some details of our capital management plan and our sustainability commitment. Michael Boggs, our Chief Executive, will cover the financial details, sorry, the financial results in more detail, provide further information on our progress towards the targets we set out in our 3-year strategy and provide information as an outlook on the remainder of the year. We will then proceed to voting on the resolutions as set out in the Notice of Meeting you will have received. We are proceeding on the basis that these have been read. Finally, we will turn to the general business section of the meeting. Voting on all resolutions will be conducted by way of a poll. Now 2 years into our 3-year strategy, NZME delivered strong results in 2022 financial year despite another challenging year. Overall, operating revenue was up 7% on 2021 with a 16% growth in digital revenue, continuing to demonstrate that NZME's digital transformation and expansion of its digital offering across multiple platforms is having a positive impact. NZME's statutory net profit after tax, NPAT, was $22.7 million for the year. Operating earnings per share, or EPS, increased to $0.121 per share, which was 13% higher than in 2021. Michael will provide further information on the financial results and an outlook for 2023. When sharing our 3-year strategic priorities, shareholders may remember, we also shared with you a set of guiding principles that underpin NZME's strategy. These guiding principles were developed to provide the business with a clear and defined framework to work within and to ensure business activity is focused on shareholder value creation. The principle of customer first puts an emphasis on doing just as it says, putting our customers first and providing unique, personalized experiences wherever possible. We have engaged with several global companies that are leading in this space, and we look forward to continually adapting and improving in this area. Win with quality means that NZME is committed to delivering world-class premium content and experiences and that a high-quality lens is applied to everything we do, both internally and externally. Last year, the Board supported a significant focus on quality and trust in our newsroom with codes and principles that make up NZME's editorial Code of Conduct and Ethics. The rise of misinformation across other platforms continues, so the importance of providing our audiences with quality, trusted news content is more important than ever before. With digital acceleration, we are committed to driving growth across our digital platforms to ensure we deliver on customers' expectations of a world-class digital business. We know that digital initiatives are drivers of future growth for NZME, as last year showed, with the digital revenue growing 16%. We've accelerated our digital content offering over the past year, including with the introduction of Viva Premium. We also continued to expand our digital audio offering through iHeartRadio, significantly expanding our podcast network, and we continue to grow and develop our OneRoof digital real estate platform. Through audience expansion, we are prioritizing growing audiences across all NZME's platforms becoming indispensable to more people, engaging with audiences we're not currently reaching. For example, we're looking at how we connect with a younger generation, encouraging them to engage with our platforms with the type of content they want to see and the experiences they desire. The recent launch of The New Zealand Herald's new digital youth brand, What the Actual, targeting a younger generation aims to expand our audience, retaining that generation as lifelong readers or listeners. Being a top performer is a guiding principle that recognizes we expect to continually be measured against global competitors as well as against the performance of other publicly listed companies. We will continue to set new standards and benchmarks for top performance across the business. Michael will speak in more detail about progress towards NZME's strategic priorities as we are now in the last year of our 3-year strategy. As a reminder, our 3 strategic priorities are to be New Zealand's leading audio company, for The New Zealand Herald to be New Zealand's Herald by becoming the #1 news brand for all New Zealanders and for OneRoof to be the country's complete property destination. Under each of these priorities sit clearly defined and measurable targets, and Michael will share more on NZME's pleasing progress towards these shortly. We will be looking to extend our strategic targets into the future, and we will look forward to updating shareholders at our Investor Day planned for November this year. We are currently operating in very challenging economic conditions, with inflation contributing to rising prices and cost pressures with overall business confidence levels being very low. This has an impact on advertising revenue and the impacts this has had on the wider media landscape has been a subject of much media attention lately, with companies tightening their cost bases and, in many cases, undertaking downsizing and restructuring measures to reduce costs. For example, 2 large media players in New Zealand have recently made significant staff reductions. For NZME, the significantly quieter real estate market, with fewer new listings, has had a real impact on our OneRoof business and plays a key role in some challenges we are experiencing. NZME has been continuously managing costs in response to these ongoing pressures, and Michael will share more of this in his address. As a Board, we remain focused on returning excess capital to shareholders. Since 2019, the company has significantly reduced debt and recommenced dividend payments. We are pleased to have made significant capital and dividend returns to shareholders over the last year more than $43 million distributed to shareholders in 2022. As shareholders will be aware, we undertook to review our capital and dividend policy settings over the second half of 2022. Due to NZME's strong cash flows, the Board announced an increase in the dividend payout ratio from 30% to 50% to 50% to 80% of free cash flow. This is subject to being within its target leverage ratio range of 0.5 to 1x EBITDA and having regard to NZME's capital requirements, operating performance and financial position. As we have communicated to shareholders previously, the Board has a desire to operate at the lower end of the target leverage ratio in the current environment. Capital management remains a key focus for the Board. It is committed to returning excess capital to shareholders, subject to the operating environment and investment opportunities. The Board will recommence, excuse me, the Board will review commencing a further on-market share buyback as part of the half year results announcement in August 2023. I'd like to turn now to NZME's sustainability commitment. NZME is committed to ensuring we have a sustainable business that supports the well-being of our community, people and the environment. NZME's current commitment was initiated in 2019 and aligns with UN Sustainable Development Goals. Within our framework, we currently report against 27 measurable objectives each year in our annual report. We are in the process of refreshing our sustainability commitment as part of a program of work to prepare for making our first climate-related disclosures as part of the annual report to be issued in February 2024. Campaigns that supported the community pillar of our sustainability commitment included the launch of a major well-being and mental health campaign, Great Minds, the search for happiness. The campaign has been named as a finalist in the upcoming Voyager Media Awards. As well as this, The Herald and NZME backed a New Zealand Red Cross fundraiser for Cyclone Gabriel relief, which raised more than $13 million in its first 2 weeks. New Zealanders looked to our platforms for quality news they can trust. We take our responsibility seriously to ensure our journalism is fair, accurate and balanced, and we aim to connect and empower our communities. A recent media bias survey reported that The New Zealand Herald is New Zealand's most politically balanced publisher. Our people are a priority under our sustainability commitment as we provide a workplace that fosters innovation, engagement, diversity and inclusion. In 2023, NZME is continuing the Te Rito cadetship program, an industry collaboration to train and develop new journalism cadets, including those from Maori, Pasifika and other communities traditionally underrepresented in the media. In terms of our commitment to our environment, we take our responsibility seriously and continue to collaborate with our suppliers and partners to ensure best practice sustainable operations. We are in the process of finalizing a Responsible Sourcing Policy to ensure we partner with suppliers who align with our sustainability commitment. In 2022, NZME's print operations in Ellerslie, Auckland were awarded the Toitu Enviromark gold certification. We are gold standard at reducing waste, working efficiently and minimizing harm to the environment and our people. The Board and management are strongly committed to a sustainable future. Reflecting on 2022, the Board is pleased with the progress the company is making towards its 2023 strategic priority targets despite continuing to operate in a difficult economic environment. While the market continues to evolve, so too does NZME as it rises to the challenges faced by its audience and its customers. On behalf of the Board of NZME, thank you to our shareholders for your support and confidence in NZME. We remain committed to creating value for our shareholders, and we will continue to engage with you to ensure you have a thorough understanding of our priorities and our strategy moving forward. Thank you for your feedback and for your support throughout the year. I'd also like to thank the Board for their support and their strong leadership, commitment, innovative thinking and creativity throughout the year. It's been a pleasure of working with you all once again overseeing another strong year of progress for NZME. And finally, I'd like to thank Michael and the executive team and the wider NZME team for their commitment to the strategic priorities and further progressing towards the company's 2023 targets and to our customers and commercial partners, thank you for your ongoing support. I'll now pass to Michael to deliver his Chief Executive address discussing progress towards our strategic goals. Thank you.

Well, thank you, Barbara, and [Foreign Language] Welcome, everyone. It's great to see so many of you in the room today. It's been the first time we've been able to get together for a while physically. And we'd also like to welcome all of those who are joining us online today. Firstly, I'd like to take you through a top line summary of our 2022 financial results. Before that, I'll then go into more detail on each of our strategic priorities a bit later in the presentation. As Barbara mentioned, we've been operating in what has been a challenging economic environment with inflation leading to increases in operating costs right across the business. This is not unique to NZME and is affecting most businesses across the country. Despite the challenges, we were pleased to deliver a strong earnings result. As you'll see, our operating revenue grew 7% to $364.6 million, and our operating EBITDA was up 4% to $64.7 million. Statutory net profit after tax was $22.7 million. Now this was ahead of the year prior after you exclude the gain on the sale of GrabOne of $15.4 million that boosted last year's net profit after tax. Our operating net profit for 2022 was $23.3 million. That's up 10% on the year prior, and that was really pleasing to see. As Barbara also mentioned, during 2022, we distributed $43 million to shareholders. That's a reflection of the strength of NZME's balance sheet. These distributions were made through an on-market share buyback program that totaled $17.6 million. The 2021 final dividend and a 2022 interim dividend, they totaled $15.7 million and a further special dividend of $9.7 million. For the 2022 financial year, the Board declared interim and final dividends that totaled $0.09 per share. That's up $0.01 per share on the year prior. So given these distributions, NZME's net debt increased by $31 million and was $17.5 million at the end of 2022. These results once again demonstrate that despite a challenging economic environment, NZME continues to be adaptable and flexible, delivering strong earnings growth, making significant progress to meet the targets we set for the business as we now come into the last year of our 3-year strategy. NZME is proud to be one of the country's leading media and entertainment companies, with multiple platforms across audio, publishing and real estate. Through these platforms, we reach more than 3.6 million New Zealanders, whether that's across our print publications, our radio or digital audio brands, our various online platforms or through our many real estate publications nationwide. The strength and prominence of our brands sees us having phenomenal reach across the country, engaging with Kiwis while they're at home, when they're at work, while they're traveling and when they're out and about in their communities. NZME's brands are everywhere, from the top of the North Island to the bottom of the south, and we're proud of the role we play in our local communities. Our audio platforms include an impressive nationwide broadcast network with 10 radio stations that span multiple communities and demographics as well as our high-performing digital audio platform, iHeartRadio. We reached 2 million people each week across our audio network and 1.2 million digital audio listeners each month. We have the country's top radio station in Newstalk ZB, and our iHeartRadio podcast network also takes out the top spot with 800,000 monthly listeners. We also reached 2.7 million people each month through our publishing platforms, which includes New Zealand's #1 daily newspaper, The New Zealand Herald. We had 209,000 print and digital subscribers at December 2022, which as well as our regional and community publications, includes New Zealand Herald Premium and BusinessDesk. Our OneRoof real estate products, both print and digital, reach more than 820,000 people per month. OneRoof is the most read property newspaper section in New Zealand. OneRoof hosts 89% of all real estate listings nationwide and 564,000 Kiwis per month are visiting the OneRoof website. As you'll see, NZME's impressive audience reach and continued digital growth means we offer a vast array of opportunities for advertisers to get their message across effectively to their target audiences by these multiple platforms. We continue to be an extremely strong player in New Zealand's media industry, and we are leaders in innovation, digital transformation and developing multifunctional brands and channels to reach those 3.6 million Kiwis. The graphs that you can see on the screen now show the changes in total market revenue across radio, print and digital platforms. The black lines represent NZME's market share. And as you can see, pleasingly, we have continually grown our market share across each of these platforms since 2019. Radio revenue market share reached 41.4% in December 2022. That's the highest it's been since 2016. Across all 3 of our strategic pillars, audio, publishing and OneRoof, we've delivered increased digital revenue in 2022 with total digital revenue up 16% on the year prior. The left-hand graph on this page shows that once again, we've seen significant growth in our digital audio revenue through iHeartRadio, up 54% to $6.8 million in 2022. Digital audio is a platform that has significant potential for us, and we are committed to growing. I will speak more about that when I go into a bit more detail about our strategic priority areas. Digital publishing revenue grew by 12% in 2022. And I'll speak shortly about some of the new products we introduced in the online space to help us grow our digital publishing revenue further. Our OneRoof digital revenue grew 30% year-on-year, which was a significant achievement considering the slowing real estate market that we saw at the end of last year. Our ongoing focus on digital transformation and diversification of our platforms continues to have a positive influence on business performance, with digital revenues becoming a more significant part of NZME's total revenues. Digital revenue's share of our total advertising revenue has nearly doubled over the last 3 years. And in 2022, it represented 27% of total advertising revenue. That coincided with us having record audiences across radio and our digital audio platforms as well as strong growth in publishing and digital platforms, including OneRoof. So let me now update you on progress against each of our 3 strategic priorities. Let's now turn to the first priority, which is to be New Zealand's leading audio company. This priority is supported by the 3 key pillars you can see on the left-hand side. We continue to make progress towards our 2023 targets for audio. With audience share for 2022 at 37.7%, we are ahead of our goal to grow our share by market -- our share of the market by at least 1 percentage point per annum. As well as continuing to grow our reach through acquiring new radio frequencies, we've also expanded our audience appeal through our focus on the iHeartRadio digital audio platform. This has included significant growth in our NZME podcast network, which has remained the #1 podcast network in the country since the New Zealand Triton Podcast Ranker was introduced. The introduction of a number of new podcasts with high-profile hosts as well as our news and music radio stations adding digital content for listeners to enjoy sees digital audio expanding rapidly. On top of this, we've grown youth radio and our sports entertainment offerings with the Alternative Commentary Collective. Our music radio stations are also well positioned for growth, both terrestrially and digitally. Our radio revenue market share grew 0.5 percentage point in 2022. That's short of our target growth. We've been working together with the Radio Broadcasters Association and other industry players to improve audio advocacy. The objective is to grow New Zealand's overall radio market. In 2022, we achieved the 2023 target that we set as part of our 3-year strategy to grow digital audio. This saw digital audio represent 5.1% of our total audio revenue in 2022. We've made significant progress towards becoming New Zealand's Herald, already meeting some of the 2023 targets we set as part of our 3-year strategy in 2020. Total subscribers, as we said earlier, increased to 209,000, with more than half of those being paid digital subscribers. In 2022, we acquired the business news website, BusinessDesk. And we launched Viva Premium, an online subscription for access to Viva's first-class fashion, food, beauty, culture and design content. Both of these provide us with significant opportunities for growth. With the increase in digital advertising revenue, it now represents 48% of total publishing advertising revenue. In 2023, we will be introducing a number of new products that will allow us to continue to offer more personalized experiences for our audiences that will help grow our engagement and our audience numbers and they'll deliver new opportunities for advertisers. So now let me turn to OneRoof, our real estate platform, where we are progressing our position with OneRoof becoming your complete property destination. Once again, OneRoof has grown its website audience, significantly reducing the gap to the #1 player in the New Zealand's real estate market. The percentage of listings upgraded has continued its impressive growth in Auckland. And last year, we saw a large improvement in the listings upgraded outside of Auckland. This reflects NZME's increased recognition of OneRoof right around the country. With listings outside of Auckland representing nearly 2/3 of total new listings, this remains a key opportunity for growth. We've appointed a OneRoof advisory board, which has members with digital start-up, property portal and user experience expertise. These are great additions to the team. We remain focused on growing overall digital OneRoof revenue while also maintaining the print revenues that we have. With continued growth of product penetration, and with the real estate market returning back to a more normal state in the future, OneRoof is well positioned to deliver to EBITDA targets in 2024 and beyond. I'd now like to turn to the NZME Executive team, who are all here with us in person today. I might just ask you to all to stand up quickly and have a quick wave to everyone here for those who are in the room and sorry for those of you who aren't. Thanks for that team. During the year, also NZME Managing Editor, Shayne Currie, has moved into a new role as NZME Editor at Large. So Shayne, I see you're in the room here as well. I'm sure many of you will have seen the quality and engaging content that Shayne has been personally producing in his new role over recent weeks. So I thank you for that, Shayne. Murray Kirkness, who's also at the front here of the room, if you just say hi, Murray. He is now leading our newsrooms, and he'd welcome a catch up with any of you. So thank you, Murray, for jumping in and looking after the newsroom. I'm really proud to lead an executive team that has such a depth of talent and skills as well as strengthen its leadership. We are committed as a team to our strategic priorities and delivering for you as shareholders of NZME. In 2022, NZME launched a new employer brand promise, This Could Lead Anywhere. This highlights the endless possibilities available to team members at NZME. Utilizing the breadth of our many platforms, this external recruitment campaign promotes the company's promise to future and current employees by profiling various team members. This includes long-standing NZME’ers like Mike Hosking and Kerre Woodham and numerous people right across our business. I'll share a short video from this campaign with you all shortly. In addition to being an external campaign to attract new talent to NZME, the campaign involves new initiatives to help inspire our internal team. It includes a new leadership program called Develop Me to accelerate leadership capabilities right across our business. We also have a special induction for new starters in our business and ongoing reward and engagement initiatives. I'm really delighted that NZME's employee engagement measured through an external employee feedback platform is continuing to show high and improving levels of engagement. As I noted earlier in the presentation, NZME has been increasing market share across each of our platforms. However, both business and consumer confidence have had an impact on the overall market since the back end of 2022. On the screen, the left-hand chart shows NZME's overall advertising revenue by month back to January 2022. The black line compares to the prior year. And the orange line compares to pre-pandemic 2019. As you'll see, quarter 4 of 2022 was below the levels achieved in quarter 4 of 2021. Now this trend has continued into 2023 with quarter 1, 2023, below the levels achieved in quarter 1, 2022. We are seeing an improving trend with the bookings that we're currently recording for the May 2023. In relation to real estate listings, a significant part of our business, the right-hand chart highlights the total market change in new listings -- in new for sale listings by month back to January 2022. Once again, you'll see that quarter 4 2022, has seen a significant reduction in new listings from those listed in quarter 4, 2021. This trend has also continued into the first quarter of 2023. We expect it may be some time before we see an improvement in this trend. Now moving to how we're tracking for 2023 and our outlook for the year. As I just noted, the operating environment continues to be uncertain. Advertising revenue has been weaker in the first quarter of 2023 compared to 2022. NZME advertising revenue would be in growth year-on-year if we adjusted for the advertising spend by the Ministry of Health in 2022, and the real estate customer declines that we've seen this year. It's worth noting that the first quarter of 2022 included advertising spend by the Ministry of Health regarding COVID-19 information. In addition, given the current decline in the real estate market, the revenue we receive from real estate customers across all of our platforms has contributed to 60% of the revenue reduction in the first quarter of 2023. As I mentioned earlier, May 2023 advertising revenue bookings to date reflect an improving trend for NZME. We are mitigating cost pressure through disciplined cost management right across the business. So despite the weaker economic environment and lower business confidence, NZME expects 2023 EBITDA to be in the range of $59 million to $64 million for 2023. Finally, I'd like to say a big thanks on behalf of myself and the executive team to our fantastic people that we have right across the country here at NZME. We've achieved some really positive results in what's been challenging times, and it's been our team who have made that possible. I'd also like to say a big thank you to our audiences, our customers and business partners and to you, our shareholders, for your ongoing support. Thank you also to Barbara Chapman and the NZME Board for their ongoing support and guidance. It really is very much appreciated, most of the time. I look forward to answering any questions you have before the end of today's meeting. I'll now hand back to Barbara. But before she joins again, let me leave you with one of the This Could Leave Anywhere videos I mentioned earlier. I'd like you to meet one of our fabulous team members, Kiran. [Presentation]

Thank you, Michael. We now come to the matters requiring resolution, which are outlined in the Notice of Meeting. If you have joined us in the iHeart Lounge today and would like to ask a question on each matter being put to shareholders, when the time comes, please just raise your hand and a mic will come to you. If you're joining us online, you may ask questions on each matter being put to shareholders through the virtual meeting website. I will call a poll in respect of each of these resolutions. As I explained at the beginning of our meeting, shareholders joining online will be able to cast their vote using the electronic voting card received when online registration is validated. To vote, you will need to click Get Voting Card within the online meeting platform. You will be asked to enter your shareholder or proxy number to validate. Please then mark your voting card in the way you wish to vote by clicking for, against or abstain on the voting card. Once you have made your selection, please click Submit Vote on the bottom of the card to lodge your vote. Voting will remain open until 5 minutes after the conclusion of the meeting, and the results of the vote will be announced via the NZX and the ASX. If you are attending online and require any assistance, please refer to the virtual meeting online portal guide or contact the help desk on 0800 200 200. Each resolution set out in the Notice of Meeting is to be considered as an ordinary resolution, and as such, must be approved by a simple majority of the votes cast by shareholders entitled to vote and voting on the resolution. I will now hand over to Carol Campbell to facilitate the next resolution as it relates to my reelection to the Board.

Thank you, Barbara. Resolution 1 concerns the reelection of Director Barbara Chapman having retired and now standing for reelection. The Board strongly recommends Barbara to you as an NZME Director and unanimously supports her reelection. Barbara is now going to say a few words in support of her reelection.

Thanks, Carol. Shareholders, thank you for the opportunity to address you as I present myself for reelection at our 2023 ASM. I've been on the NZME Board as an independent director and subsequently Chair since April 2018 and look forward to your continued support to carry on in my governance role of this company. In my last reelection speech in 2020, I noted that the media sector locally and globally faced significant challenges. Over the past 3 years, this has not changed. As we navigate the disruption and uncertainty around us, our imperative as your representatives remains one of competing strongly, operating with urgency, executing well and providing great experiences to all our customers and our audiences. Achieving that means we provide value to you, our shareholders, and continue to earn your support. You should rightly challenge what every director brings to the table of your company. In the 3 years since my last reelection, my focus has continued to be on strong capital management, prioritizing our digital agenda, building quality more strongly into the DNA of NZME and helping the team navigate the dynamic environment we operate in. Take my word for it. And as no doubt you have read or heard for yourselves, there was never a dull moment in the New Zealand media sector. It's pleasing to see the momentum, Michael and our strong NZME team have achieved in these areas, but challenge and complexity doesn't stop and never will stop. That's what makes my role so exciting. If reelected, I will continue to drive the performance and navigate the challenges ahead of us to bring value to you, our shareholders, and it will be a privilege to do so. Thank you for your support of my reelection.

Thank you, Barbara. I now move as an ordinary resolution that Barbara Chapman, who retires by rotation and is eligible for reelection, be reelected as a Director of NZME. However, before we move to the vote, Kelly, could you please confirm whether any questions have been received online concerning the resolution?

We've had one question online from [ Stephen Mayne ]. Do any proxy advisers cover our company? And if so, did any of them recommend against any of the items today? Also, why not disclose the proxies to the ASX and NZX with the formal addresses like others across the [indiscernible] do?

Let our company's secretary or CEO answer that.

I'll pass the part of question about proxy advisers to our CFO, David Mackrell. But in terms of disclosing the proxies on NZX and ASX in advance of meeting, we can certainly take that under review and consider for next year. David?

[indiscernible] that part of the question, I'm not aware of any proxy advisers that cover us.

Thank you. Is that the only question? Thank you. Now are there any questions from the room concerning the resolution? Yes. Could you just raise and state your name and -- shareholder, they'll just bring a microphone to you.

I'd just like to make an additional comment to the previous question, if I may. We do offer a proxy service that's the New Zealand Shareholders Association offer a proxy service. And we always publish to the people who we represent our proxy voting intentions. So they know exactly what we intend to vote and how we intend to vote. We also in the proxy of voting intention to some sort of survey of the annual report and look for gaps in it, which we think should be filled. So we at least are doing one of those services.

So shareholders should contact you to get more information...

We welcome the vote of any shareholder, and we treat it quite [ contentiously ].

Thank you. Are there any other questions from the room? Thank you. If there are no further questions, please now select either for, against or abstain for Resolution 1 on your voting card. I'll now hand back to Barbara for the remainder of the formalities.

Thank you, Carol. Resolution 2 concerns NZME Limited's auditor's remuneration. The motion concerns the fixing of the auditor's fees and expenses and seeks shareholder approval that the directors of NZME Limited be authorized to fix the auditors' fees and expenses for the financial year ending 31 December 2023. I now move as an ordinary resolution that the directors of NZME be authorized to fix the fees and expenses of the auditor for the financial year ending 31 December 2023. Before we move to the vote, Kelly, could you please confirm whether any questions have been received online for the Board concerning this resolution?

Yes, we have received one question from [ Stephen Mayne ]. When disclosing the outcome of voting on all resolutions today, including this auditor rem item, could you please advise the ASX and NZX, how many shareholders voted for and against each item similar to what happens with the scheme of arrangement in Australia. This will provide a better gauge of retail shareholder sentiment on all resolutions and was a disclosure initiative adopted by the likes of Metcash, Altium, Dexus, Webjet and Tabcorp across the ditch in recent years in order to encourage greater retail voter participation.

Thank you very much for that question. David, do you have a comment on that?

Allison?

We will be announcing who has voted for and against the resolutions in our results announcement, which will be published as soon as possible on NZX and ASX after this meeting.

And Allison, we have done that in the past. Is that correct?

Yes, we [indiscernible] to do that each year. Yes.

Are there any -- are there any other online questions, Kelly?

One other from [ Stephen Mayne ]. Why do we get a vote on auditor remuneration and not executive remuneration? Seeing as we are dual listed in Australia, why not voluntarily adopt Australian law and commit to offering shareholders a nonbinding remuneration vote each year? Will you do this in 2024?

[ Stephen ], thank you very much for that question. And as you know, this is a particular issue that cuts across many boards who are dual listed. The requirements in New Zealand are very different to the requirements in Australia on this matter. And it's definitely not the practice of New Zealand businesses to disclose as you have requested. Having said that, it's an issue we can discuss with the Board going forward, but I'm not in any position today to give you any assurances each way on which we would consider that matter. Are there any other questions, Kelly?

No other questions.

Thank you. There's no other questions online. Are there any questions in the room from shareholders on this particular resolution? There's no questions in the room on this matter. So please now select either for, against or abstain for the resolution on the voting card. Thank you. That concludes the formal part of the meeting dealing with the resolutions to be voted on by shareholders. You should now submit your votes. As I mentioned earlier, voting will be open until 5 minutes after the close of the meeting and results of the poll will be announced on the NZX and the ASX after the conclusion of the meeting. So I think there's people now coming around picking up votes in the room. If you could just wave [indiscernible] that would be fabulous. For those of you online, we're just pausing for a moment while we pick up these votes. [Voting]

Thank you. Thank you, Link. I would now like to give shareholders the opportunity to ask questions. Any questions must be related to today's presentations, the financial statements or management of the company. You can continue to provide questions online, and we will also address questions already submitted online. If we run short of time and are unable to answer your questions online today, we will endeavor to respond to you after the meeting. Kelly, could you please confirm if there's questions online? Thank you.

We have here questions online. The first one is from Kaushik Patel. How is the acquired BusinessDesk business contributing to the bottom line as value paid? Or has it just added more cost than returns envisaged? And why is it still not offered as a bundled subscription to shareholders?

Thanks, Kelly. I'll pass to Michael for that one.

Thank you very much for the question. So the great news is we're very pleased with BusinessDesk as an acquisition and investment. For those in the room, we do have a BusinessDesk journalist sitting here with us today, if you'd like to get some more insight about the business. We actually are on track for the plan that we put together when we purchased that business. So one, it is contributing to the profitability of the business and two, we're on track for the number of subscribers that we expected to have by the end of this year. As I mentioned, we're really pleased with the quality and [indiscernible] that's coming from that brand. To the second part of your question, we do actually offer a bundled service of New Zealand Herald and BusinessDesk together. So I'll take an [indiscernible] to make sure that [ immediately gets ] sent to all shareholders. Thank you for allowing me to do that.

Thank you. Anymore, Kelly?

Yes, we have another question from Kaushik Patel. OneRoof, we understand is still not cash positive, I guess. What is the total funds deployed and is more required before earnings are achieved?

Do you want to pick that one up, Michael?

Yes, I'm very happy to take that as well. So OneRoof to date, we've been running as a business where we've really been trying to invest as much of the revenue we generate back into the business to allow it to grow as quickly as possible. And so myself and David as our CFO and the executive team have really been trying to be quite clear on making sure we're not overinvesting in that business to be a [ draw ] on the overall NZME profitability. Having said that, there is definitely more investment we could make to go faster, but we've been really been balancing that to make sure it isn't a drag on the NZME business. You will have seen part of our Investor Days, we did actually set ourselves a target of very strong profitability for 2023 in the OneRoof business. Unfortunately, based on the charts that I shared, you've seen that the new listings coming to market is down about 25% year-on-year, which means there isn't as much revenue coming into the business. And so again, we're making sure we're being careful on investment. But with the market returning and I'd like to say later in this year, I see many economists are saying we may start to see an improvement in the real estate market later in this year. We're confident of the investments we've made, the team we have in place that we'll see strong profitability improvements next year and beyond.

Thank you. I'll take one more from online and then I'll go to the room and then we can go back to online.

A third one from Kaushik Patel. Share price performance still lags in spite of buyback, low debt and all financial ratios point to a very healthy business. Have New Zealand fund managers not invested?

If you were to look at our mix of -- and people investing in the company, yes, we do have an offshore bias. I think for us, we get mixed signals on what would [ expand ] having local -- more local shareholders. Part of that has to do with dividends, whereas we know that our offshore investors, many of them prefer a buyback. So there's always conflicting information on what will drive in terms of getting more local investors. But I think from the Board's perspective, we would all agree with you, we would all agree with all of you that the share price could be better, and we believe it should be better. And that's reflective, as you saw in the on-market share buyback that the Board did last year. It was an effective use of our capital to buy our own shares back at the price that we did. And so yes, it would be great if the share price was up. We track a lot how our share price is performing and amongst a group of our peers, both Australian media companies and New Zealand media companies. And amongst all of that, actually, we're not traveling too bad. But there's definite sentiment in the market at the moment on all New Zealand shares, as you will have all seen, and particularly on the media sector as well. So we're very conscious of it. And the capital management plans that I talked about in my presentation are all part of doing what we, as a Board, can do to try and address that. But at the end of the day, we do not set the share price. We manage the company and set targets and objectives that we think are right for the company through the cycle and through the long haul. I don't know, Michael, whether there's anything you want to add to that?

I think what I can add is that there are a number of New Zealand funds who are on our register. I think one of the key things that the Board holds management accountable for is making sure that more New Zealanders know about NZME. And so we're working hard at the moment on seeing if we can have more coverage from what NZME is doing from research analysts. We only have one analyst currently cover us. And it will be great if we could get more people talking about the business. So I've got that as an action.

We're up for more coverage if anyone is listening who can actually supply more coverage to us. Are there any questions in the room? And then I'll come back to you, Kelly, in case is more online. Yes. If you could just wait for the mic, that would be awesome. Thank you.

[indiscernible] shareholder. [indiscernible] discussion at the moment about the big Australian banks making a lot of money from New Zealand. Now I noticed that Carol -- I think Carol, you're a director on Kiwibank in New Zealand. And my question is, does NZME have any accounts within any New Zealand bank?

We do have accounts with Australian subsidiary banks, yes.

Any New Zealand bank?

Any New Zealand 100% owned banks, I would say, no. No, I'm getting the no. Yes, sure. And I think that's a lot to do, Mr. [ Familton ] with the appetite of a bank like Kiwibank to be exposed to a sector like ours. But you've got a follow-up question.

I was in Sydney for a few days in March. And one of the first things I did in the morning was grab my laptop and read the news from The Herald. So thank you. It was wonderful to be able to keep -- I just felt I was still in touch. I want to congratulate you on the wonderful [indiscernible] that you have done on the [ Three Waters saga, ] the nepotism and the personal political agendas behind it all and your continuing interest in that, please. As far as Auckland Council is concerned, a lot of people have made submissions on the budget. I feel that the Mayor is not that keen on democracy, and his vision is what counts going forward. He thinks he was elected with his vision for everything. What I would really like The Herald to do, and Bernard Orsman is very good at digging into these things, is to fair it through those submissions and make sure that democracy stands with that budget and that we are not doing another sham consultation process, which is so common with this council in the past and you go in and you do it, you're on the record and they ignore it. So please, my request to you is make sure that the democratic process is upheld.

Thank you very much, Mrs. [indiscernible]. As you know, the Board doesn't step into editorial matters. But I know that Murray is here, he will have heard that, and Shayne and his capacity will have heard that. Thank you. I'll reiterate that in terms of the recent survey that was run across media outlets in New Zealand, The New Zealand Herald came in at a very neutral political position. And so for as many comments that I received that we are too left wing, I get as many comments that we are too right wing. And luckily for me, that is the challenge that Murray navigates. But thank you for your comment and your positive comments about The Herald are much appreciated. Are there any other questions in the room?

I noticed in our proxy voting intention that our commentator who's a very experienced ex company secretary actually [ wanted ] a lot more detail on the sustainability area. And I know that you've been talking about that internally. For instance, he's interested in Scope 1, 2 and 3 emissions, which broaden the whole scope outside the company into its contractors and that sort of thing. Do you intend to give a bit more detail in the coming year?

Yes, we definitely will be giving more detail in the coming year. And in fact, at our Board meeting today, we had a great chat with [ Katie ], who's sitting in front of you about how we're going to be reporting on sustainability and what support we're going to get and what assurances we will be taking on the reporting that we do. So it's a very live topic for the Board. I think one that we are all extremely interested in and really walking the journey with management on making sure we get our reporting not only right, but that we're actually engaging in the right things around sustainability for our business. So thank you for that question. Any other questions in the room before I hop back to Kelly online?

We have one question from [ Stephen Mayne ]. The New Zealand Herald was controlled and run by the Horton family for many years until the first takeover battles unfolded in the mid-1990s. Do we have any residual ties to the Horton family, even just informal social catch-ups with surviving members of the founding family?

I can tell you, I personally don't. Can I look around the management team?

What I can say is we've recently done some business with Horton Media, which was a printing publication business here in New Zealand, and that's some business that we've actually just earned over the last 6 months. And then while we're talking about the Horton family, we do actually have a Wilson sitting in the front row here, who -- from Wilson and Horton family, which was obviously predecessors of part of NZME.

And doing a great job, too. One more. Thank you, Kelly.

This one is also from [ Stephen Mayne ]. Despite owning New Zealand's biggest daily newspaper and the country's largest commercial radio network, our current market capitalization is only AUD 175 million. Are there any limitations on ASX-listed companies such as Nine Entertainment Company or the Murdoch controlled News Corporation from making a takeover bid for our company? Which foreign companies are currently prominent in the New Zealand media market besides the big U.S. tech players?

I think, David, you might be best qualified for that one, please.

So just in terms of their ability to make a takeover bid, they would have to get Overseas Investment Authority approval to do so such a thing. But other than that, that would be what they'd be required to do. There's nothing restricting them from making such an offer on those terms. And then in terms of -- there are some, the New Zealand market has got a few players in it. Some of those are foreign owned, but none of the big foreign-owned companies have a strong position in New Zealand.

And if I can maybe just add to that, some of you might recall that Stuff used to be owned by Nine and that was Nine Corporation who sold that a couple of years ago. So neither Nine nor News are substantially in the New Zealand market.

Thank you. We have one more question in the room.

I'm a shareholder for quite a while in this company. And I can remember 4, 5 years ago, the share price was right on the bottom. I bought shares for around $0.20 to that time. And I do thank the Board very much for the big turnaround in this company. That's all I have to say.

It's very kind of you. Thank you for that acknowledgment. A lot of hard work goes into driving some of those results. So we really appreciate that. I think there's time for one more question, Kelly, is there anything more online. There's no more questions online. Is there any more questions in the room? No more in the room. Thank you. Well, on behalf of the Board and the NZME Executive team, I'd like to thank you for attending our Annual Shareholders' Meeting today. Your participation and feedback is welcomed and appreciated. We remain focused on delivering for our shareholders, our audiences and our employees. Finally, I'd like to once again thank my fellow Board members, the executive team and all the NZME team for your commitment and your hard work. Thank you also to our shareholders for your ongoing support. I now declare this meeting closed. Thank you, everyone.