Good morning, ladies and gentlemen. Welcome to the 2025 Annual General Meeting of Nine Entertainment. I'm your Chair, Catherine West. I'd like to start today by acknowledging the traditional custodians of country throughout Australia and pay my respects to their elders past, present, and emerging. Today's meeting is being held on the land of the Cammeraygal people of the Eora Nation. As we announced in September, I will be stepping down as Chair and as a director of Nine from the end of today's meeting. The board has endorsed Peter Tonagh to take on the role of Chair, and I know I'm leaving the company in very capable hands, and I'll talk more to that a bit later on in my remarks. Our AGM is being held as a hybrid meeting. We have some shareholders here with us in person and others participating virtually.
Shareholders will be able to watch the meeting in real time, submit questions, and vote on the resolutions online at the meeting today. If we encounter any significant technical problems during the meeting, we may adjourn the meeting until 3:00 P.M. to ensure all shareholders have the opportunity to participate. We will notify the ASX if that happens. Before opening the meeting formally, I refer you to the disclaimer here on the screen and available through our ASX Lodgment. It is now shortly after 10:00 A.M., and I've advised that this is a properly constituted meeting. As a quorum, at least two shareholders for a general meeting are present in person or by proxy. I therefore declare open the 2025 Annual General Meeting. I propose to take the notice of meeting as read.
The notice of meeting and a virtual meeting guide were provided to shareholders in advance of this meeting. They're also available on the company website and on the ASX announcements platform. Before we start, I'll just run through some mechanics for the meeting. For the people participating online, at the top of the screen, you will see the meeting presenter and the presentation lines. At the bottom of the screen, there are three boxes. These allow you to get a helpline number that is displayed at the top of the page. For people in the room, you should have received a card from MUFG Market Services staff. All shareholders, all proxy holders, and authorised corporate representatives in the room who are entitled to vote and ask questions do not have a yellow voting card. Would you please see one of the MUFG Market Services presentation tables?
Non-voting shareholders should have a blue card. If you hold a blue card, you may ask a question or make comments. Visitors with a red card are reminded that while you are here to attend the meeting, this is a shareholder meeting, and you're not permitted to make comments or ask questions. Online participants can type questions into the online platform. To do this, click ask a question and follow the prompts. We encourage participants to submit questions now. The Company Secretary, Rachel Launders, will read out questions relevant to the business of the meeting at the appropriate time. We may aggregate questions if we receive multiple questions on the same topic. All voting will be by poll, and I declare the poll open now, so you can lodge your vote at any time during the meeting.
If you did not cast your vote prior to the meeting, you may cast a live vote at any time now using the online platform for people or for people in the room by completing your voting card and giving it to MUFG, the returning officer for the meeting. MUFG will collect voting cards in the room after discussions on all agenda items. Voting on the online platform will close five minutes after the close of the meeting. Getting on with the subject of the meeting, I'd like to introduce you to the people who are here with me this morning. We have, at the end, Peter Tonagh, Non-Executive Director, a member of the committee and culture committee, and as you know, our Chair-Elect. Next to him, we have Mickey Rosen, Independent Non-Executive Director and a member of the Audit and Risk Committee and the Nominations Committee.
Mandy Pattinson is next to her. She is an independent non-executive director, Chair of the People and Culture Committee, and a member of the Nominations Committee. Andrew Lancaster is next. He is a Non-Executive director and a member of the Nominations Committee. Matt Stanton, as you know, is our Chief Executive Officer, and he will address the meeting a little later. Next to him is Rachel Launders, our General Counsel and Company Secretary. Unfortunately, Timothy Longstaff, Non-Executive Director and Chair of the Audit and Risk Committee, is ill and is not able to attend the meeting in person today. He will be participating virtually, and we have a video over here so you can see him. A number of our company executives are also present in the audience.
From the company's auditors, we have Ernst & Young, and we have partner Megan Wilson, who is available to answer questions regarding the audit at the appropriate time. I just wanted to start my remarks today by thanking all of you, our shareholders. Investing in Nine is an investment in Australia. I firmly believe being a shareholder in Nine is actually supporting the future of our country. At Nine, we are part of Australia's social fabric. We shape culture, inform and entertain our communities, and bring Australians together through the big occasions and the everyday moments. Nine's local content, reliable news, engaging stories, and exceptional sports coverage bind communities and help shape our national identity. As Australia's largest locally owned media company, Nine has a critical role in maintaining the future of our thriving democracy and culture.
We could not do it without the support of you, our shareholders. From everyone at Nine, thank you. Today, I am pleased to report that Nine has emerged stronger from the FY 2025 financial year. Despite a very tough economic environment, core operations performed well, and our content performance was a standout, underpinning the growth in our audiences. We accelerated our company-wide strategic and cultural transformation and harnessed the power of Nine to drive growth. Our strategy is clear. Deepening connections with consumers and advertisers to drive profitable growth and shareholder value. We are attracting dedicated audiences and committed subscribers and encouraging them to remain in our ecosystem for longer. The strength of our content is evident in the numbers. Married at First Sight audiences are up 17%. Nine News increased 7%. AFR Digital subscriptions grew by 12%.
Stan increased its paying subscribers to 2.5 million and reported growth in hours watched. A very significant decision this year was our decision to support the bid by CoStar Group for Domain, resulting in the sale of our 60% stake in Domain. This was a difficult decision, but ultimately the price offered reflected Domain's potential value to Nine in the foreseeable future. The divestment crystallized significant value for you, our shareholders, and enables us to focus capital and energy on media assets where Nine has clear competitive advantages. Of the after-tax proceeds of AUD 1.4 billion, we returned more than half to shareholders via a fully franked dividend of AUD 0.49 a share and also paid down debt.
I'm also pleased to be able to report that since we were all here one year ago at our AGM, Nine has generated significant value for you, our shareholders, with a total net shareholder return for the period of more than 55%. I congratulate everyone who works at Nine for this incredible achievement. We look forward to more success for our shareholders. Turning to the wider environment. A healthy and competitive media sector is vital for Australia. Trusted and independent journalism is essential for maintaining a well-functioning democracy. Nine remains very conscious of its responsibilities and takes great pride in our trusted news and investigative journalism. However, our industry is facing increasing pressures from predominantly U.S.-centric, international tech platforms that have demonstrated little regard for accurate information or Australian culture and democracy. Fact-checking and content protections this year have been completely abandoned.
Tech giants have become flagrant in their illegal scraping of all our journalism. Cases of dangerously inaccurate information from AI models are increasing. Sadly, we have first-hand experience of this. Just last month, one of our journalists was named by one of the global platforms as a murderer. He was an innocent employee, and he was accused of a heinous crime. This clearly exposed the unreliability of AI as a source of trusted content. Prime Minister Albanese has made it clear that the intellectual property of Australian media companies is not to be plundered without appropriate recompense. He is committed to implementing the news bargaining incentive, and Attorney- General Michelle Rowland has rejected creating an exception to copyright for AI models. We applaud these positions. We also welcome the suspension of the commercial broadcasting tax and encourage the government to permanently revoke it.
The regulatory landscape must level the playing field to support a vibrant local media sector. We encourage the government to achieve this through a strong regulatory response and a commitment to properly resourcing Australian regulators to tackle the excesses of big tech where appropriate. We back the government's efforts to protect our community, in particular our young people, and urge the government to do more. Any entity making content available in Australia, including social media or AI models, should be subject to local laws, including content quality, civil, and criminal law. They should also be mandated to have a viable legal presence that could be held responsible for compliance with Australian law. It is simply the right thing to do, and as Australians, we deserve nothing less. Turning to leadership. In March, the board appointed Matt Stanton as Chief Executive Officer and Managing Director.
Following a very thorough and competitive international recruitment process, Matt stood out as the best credentialed leader for our strategic and cultural transformation. His strategic acumen, transformation experience, strong values, and collaborative leadership made him the clear choice to lead Nine. During the year, Tim Longstaff and Peter Tonagh joined us as independent directors, bringing investment banking, government, media, and digital expertise. I'd also like to acknowledge Sam Lewis, who retired in May after eight years of outstanding contribution, including her leadership of the audit and risk management committee. Last year, when I stood before you, I addressed the cultural issues leading to the Intersection Report. We have responded with the Cultural Action Plan, adopting all 22 recommendations plus additional initiatives. With our people's courage and determination, we've made significant progress. The business remains on track to complete all of the actions in the Cultural Action Plan.
Also, last year, many of our shareholders voted against the remuneration report, marking our first strike. Over the last year, we've dedicated significant time to engaging with proxy advisors and shareholders. This year's incremental disclosure around incentive components has been recognized, with a strong majority of shareholders supporting the FY remuneration outcomes. We recognize we do have more work to do to build understanding in some areas, and we remain committed to continuing our engagement in the year ahead to enhance understanding and alignment in our approach to executive remuneration. Finally, turning to myself, having served on the Nine board since 2016 and most recently as Chair and Deputy Chair, in September this year, I decided that it was the right time for an orderly chair succession.
During my tenure, I've had the opportunity to use my decades of experience in the international media space to assist in the transformation of Nine into Australia's most diverse media company. Through the merger with Fairfax and bringing Stan into 100% ownership, Nine now stands as the main commercial producer of news content and the largest commissioner of Australian content. With the support of our very experienced board, I'm proud to have led Nine through the challenges of the last 18 months, and I'd like to thank all the directors for their counsel and support, and Matt for his energy, leadership, and vision. The real power of Nine is our people. It has been an absolute privilege to have worked with you all for a decade. You really are the best of the best, working with passion and purpose.
Your commitment, professionalism, focus on trusted journalism, innovation, and creativity combined to make Nine an exceptional company. From all of us on the board, thank you all. As we announced in September, Peter Tonagh will assume the role of Chair following the conclusion of today's meeting. Peter has extensive leadership across the media and technology sectors in Australia and is ideally placed to work with the whole Nine team to continue Nine's momentum. Nine entered FY 2026 in an enviable position, with a clear strategy, a refreshed executive team, a reset operating model, a focus on cultural change, a strengthened balance sheet, and a set of diversified integrated assets. Nine is positioned for growth, long-term leadership of the media sector, and the creation of more shareholder value. Thank you. I now invite Matt, oh, thank you. I now invite Matt Stanton to say a few words.
Good morning and thank you, Catherine, for those words. I'm pleased to report significant momentum in Nine's strategic and cultural transformation during FY 2025. Let's just check, the gentlemen, can everybody hear me when I'm talking here as well? Just want to make sure. Yeah, okay, cool. We have restructured the business into three core pillars: streaming and broadcast, Publishing, and marketplaces. Linked to these changes was a significant refresh of the executive team directly aligned to our strategic priorities, which increased the depth of talent in Nine's leadership. Ultimately, we are focused on sustainable growth underpinned by continuing investments in the digital video and Publishing markets, a streaming-first approach, and a sharper focus on commercialisation.
At the start of calendar 2025, we introduced an organization-wide program to drive operating effectiveness, and the program is known as Nine2028, encompassing both strategic and cultural transformation objectives with a focus on both cost efficiencies and revenue opportunities as we position ourselves for growth. We are already starting to see early signs of the success of this program. Over the next three years, the changes will reset the Nine business to put consumers at the center of what we do, unlock the power of the Nine group to drive value across all our holdings, and simplify the way we work. Behind the scenes, we are making better use of data, investing in products, and utilizing AI tools to create even more compelling experiences for our audiences and consumers across our group. As we mentioned at the AGM last year, we had an amazing profitable Olympics early in FY 2025.
This reached 19.5 million Australians at scale and won Nine t he IOC Golden Rings for the world's best coverage, showcasing the power of the Nine group. We are really looking forward to the Winter Games in Milano Cortina in February next year. Our digital strategy encompasses growth across both our core businesses of Publishing along with streaming and broadcasting. Stan and Nine continue to command more TV screen viewing than any of the international streamers and free video channels. With this backdrop, the digital video market offers opportunities for Nine. While in FY2025, the subdued broadcasting television advertising market impacted our total television performance, there were some positive signs across the year for the future of total television.
Specifically, increased viewer numbers for both broadcast and 9Now in both total people as well as the younger demographics, underpinned by loyal audiences in sport, news, and entertainment. Now, we believe there are clear efficiencies to be gained through windowing and commissioning of our premium content and opportunities to strengthen our offering to content creators and sporting bodies. We also see significant opportunities to grow subscription revenues at Stan and Publishing, driven by both ARPU and underlying subscriber numbers. Over the past three years, our Metro-mastered businesses have recorded double-digit growth in digital subscription revenues, a testament to our content strategy, while we have marginally reduced our costs. In FY 2025, our EBITDA margin of 33% is as good as any major publisher worldwide. While we take immense pride in this performance, we view it as a platform from where we can continue to grow.
Catherine mentioned the sale of our 60% stake in Domain. We believe this decision was in the best interest of our shareholders, you, and the sale enabled us to return significant capital to our shareholders on a tax-effective basis and, importantly, helped strengthen our balance sheet. We believe that we remain the natural media partner for marketplace content and are actively exploring opportunities in this space. With a strong balance sheet, our primary focus is investing organically in our business with a view to accelerating our capability to generate value for consumers and advertisers through our digital assets by using our content and data. We also continue to review our portfolio of assets, reflecting the optimal use of capital. From a strategic perspective, each component of our portfolio must offer Nine scale, diversity of earnings, and the ability for us to use our core competencies to grow the business.
We continue to assess opportunities for incremental capital management based on our perception of excess capital, reflecting on the market valuation for Nine, balanced with other opportunities. Touching now on our result for FY 2025. Nine reported group EBITDA of AUD 486 million on revenue of AUD 2.7 billion. We were particularly pleased with our second half, where we returned to EBITDA growth with record revenue and profit from Stan and a Publishing result that made up for the absence of Meta revenues with strong growth in digital subscription revenues and tight cost controls, 19% growth in 9Now revenues and a 7% growth in EBITDA at Domain. We recorded further growth in wholly owned digital revenues underpinned by 9 Now, Stan, and digital Publishing. Sorry. Subscription revenues grew by 10% for the year, underpinned by growth at both Stan and in digital subscription revenues within Publishing.
We have now reached a point in Publishing where digital subscription revenues growth is exceeding the print decline, a significant inflection point for the business. We removed more than AUD 80 million of costs from the business across the year, of which approximately AUD 60 million was classified as ongoing, ahead of the initial guidance of AUD 50 million. This strong performance on costs reflects the impact of our Nine2028 programme, whilst continuing to invest in the areas of growth. Nine has lodged a trading update with the ASX earlier this morning. Following on from growth in H2 FY 2025, we continue to expect another half of EBITDA growth in H1 FY 2026 over H1 FY 2025, with further cost efficiencies as well as the benefit from the conclusion of the Ben Roberts- Smith appeal process, helping to offset the weaker-than-expected advertising market.
These further cost efficiencies are expected to result in more than AUD 100 million of underlying cost out across FY 2026 and 2027, ahead of the previously guided AUD 90 million. In an uncertain world, Australians are increasingly relying on Nine to be informed. It continues to be a time of enormous change that's impacting every Australian, and local media companies are not immune from this. There are emerging threats to local media and journalism, with generative AI platforms scraping our news platforms to train their systems without Nine's permission or any payment. This requires decisive political action to ensure this cannot go on without consequence or commercial arrangement. Earlier this week, we saw the government move with speed to introduce legislation to Parliament to arrive squarely at requiring global streaming platforms to make Australian content.
From a Nine perspective, we now hope to see the same urgency brought to prioritising legislation to amend the news media binding code so that tech platforms must once again come to the table and support. Our investment in Australian journalism, which is not just critical to Nine, it's vital for our democracy. I am proud of the progress we have made this year in strengthening the culture at Nine, and want to highlight the strong engagement from our people. Our plans for cultural transformation are ambitious, and we would not achieve anything without the commitment to change from everyone at Nine. In line with the recommendations from the Intersection Report, we have devoted more time and resources to gathering feedback from our people. Our people are proud to work for Nine.
They believe the company is well positioned in the media space and feel optimistic about the future. We are incredibly proud of what our people have achieved this year, and I'd like to thank each and every one of them for their efforts. During the year, I was honored to be appointed CEO and Managing Director of Nine at what is an important time in the company's history, and I thank the board for their support. In particular, I'd like to extend my thanks to Catherine for her support and leadership of Nine, particularly as Chair over the past 18 months. Catherine has been a dedicated and passionate advocate for Nine and our people, and for me personally, a great support as I've taken on the CEO role. As we've accelerated our cultural and strategic transformation too.
We have achieved much during this time, and she leads the board at a time when Nine has a strong balance sheet and a clear strategy looking forward. As a leading content provider across multiple platforms with preeminent content assets in Australian media, Nine has a great opportunity ahead. Our portfolio is working together like never before in ways that cannot be replicated. Across all of our businesses, we are focused on news that informs, entertainment that captivates, and sport that unites. Our assets are being collaboratively used to maximize the breadth, depth, and impact of this focus and uniqueness and usability of the associated data presence, unparalleled opportunities for advertisers. We have the best people and assets in the media sector.
We have moved at pace to strengthen the group, and I've been buoyed by the energy and dedication from people across the company as we progress on our undoubtedly ambitious plans to reset and grow the business. We are committed to continuing to strengthen Nine in the interests of all shareholders and our people. Thank you very much.
Thanks, Matt. Now we turn to the formal business of today's meeting. Where undirected proxies have been given to me as the Chair of the meeting, I will vote in favor of the resolution to the extent permitted. During the meeting, we will display on the presentation the number of direct and proxy votes received prior to the meeting on each resolution. A voting exclusion is in place for Resolution One relating to the Remuneration Report and Resolutions Five and Six relating to the grant of the performance rights to the CEO. Any vote in favor of these restrictions by or on behalf of a restricted voter, which includes the company's key management personnel and their related parties, will be excluded.
The first item, the formal business of the meeting in the notice of meeting, is to receive and consider the financial report for the company for the year ended 30 June 2025, together with the director's report, the auditor report, as set out in the annual report. There is no voting applicable to this item of business. Mr. Stanton has already spoken about the FY 2025 results, so I'll now take questions and discussion in relation to the financial report, the director's report, and the audit report. Just to remind you, Ms. Wilson and Mr. Wilkin from Ernst & Young are here with us today. Questions relevant to the conduct of the audit, the preparation and content of the independent audit report, the accounting policies adopted by the company, and their independence in relation to the conduct of the audit may be directed to them through me.
Are there any questions from shareholders in the room holding a yellow or blue card?
You've got the card.
Yes, we know Don's a shareholder. I vouch for him.
I'm Don Adam from the Australian Shareholders Association, and I've been monitoring Nine for a few years. I can put it closer to my mouth. Is that better? I mean, maybe you need to get some hearing aids. I wanted to say I represent 50 retail shareholders who have given us their proxies today. It's not that large a number, and every year we have a discussion about whether or not to include Nine on our list of companies that we will monitor because we are limited in resources. The point you made about Nine being an important part of the social fabric is a reason that Nine survives on our monitoring list. I get to enjoy coming to these salubrious surroundings every year.
Thank you for your support, Don.
You personally have had a very interesting 18 months as chair. You have had to deal with the devastating cultural report, appoint a new CEO, find two new directors, deal with a first strike on Rem, and even put up with Tim Costello at last year's AGM. I wondered if he might not have come until Peter was off the board. Okay, now to a question.
Thank you, Don.
I was very interested in Matt's outline of a strategy, and obviously he can't be terribly specific about what plans he might have to either buy something or sell something or do something. It is quite an interesting situation that you're in where you've got quite strong balance sheet, and you've got businesses which are declining, like your broadcast television and radio, I think, are both in decline. You did okay in broadcast by gaining share at the expense of others. The question is that cost cutting is one way to deal with those sorts of businesses, when it's necessary, when things are going down. I guess I'm concerned that you might be cost cutting in editorial content, that is, trimming the number of journalists that you have. I once asked Peter Costello whether y ou would be cutting the number of journalists when Fairfax merged with Nine, and he said, "No, you could never do that. They are the source of value to this company." I wonder if you care to comment on that.
Yeah, look, thanks for your remarks, Don. We do have a strong balance sheet, and we will be very, very disciplined in how that is used. We have announced that we are investing in our organic business, an AUD 50 million investment. As you say, we really cannot say much more about what we will do with the remainder of the funds, but we will be investing it in a disciplined way and then exercising responsible capital management. In relation to our businesses, as Matt mentioned, the Nine2028 strategy is focused on efficiencies as well as revenue growth. I do not know, Matt, if you just want to take the rest of that question.
Yeah, no, thank you. Thanks, Don. Yeah, we are in a good position from a balance sheet point of view. I think the way we think about it is probably three ways: investing in the organic side of the business, and we've sort of talked about that with the AUD 50 million investment that we're doing specifically. Obviously, there's inorganic opportunities that we'll stay attuned to, and there's capital management opportunities. You're taking on your point around, yeah, the cost out situation. There is absolutely a balance you do as you go through this to make sure you get the level of efficiencies out of the business, but continue to keep that strong content creation we have. We've had some very strong performances, and you talked about TV there. Actually, TV audiences in free-to-air have been growth for the last two years, actually.
The way we do look at it is actually review on a total TV together, and that has been, if you look to the first half, the second half of the financial year, i.e., January to June, we actually had revenue growth in there and EBITDA growth. A very strong performance in there. The one of journalism, the only point I'd make on that, of course, we invest in journalism, we will continue to do that in our independence. I did make the point, though. Why we feel the news media bargaining incentive is so important, as well as the impact of the AI from scraping and stealing our content. It's like we're paying the journalism, and then the revenue is going to somebody else, okay? That does need to have an intervention now happening. It's global players that are doing this.
We feel very strongly, as we had to do when we lost the Meta money, we went through that and we looked at some efficiencies. We do need to continue to invest in our journalism, and we do need support as the local largest Australian media company around that. I am very conscious of getting that balance right, and we'll continue to look to do that.
Great. Thanks, Matt. Are there any other questions from the floor on this item of business? Yes. If I just see your yellow or blue card. Fantastic. Thank you.
Good morning. David Kingston, K Capital. Look, I'm actually going to be fairly complimentary today, even though in the last year I have been critical of Seven West at their AGM and also Southern Cross Broadcasting. It's fair to say that a number of your traditional media peers have lost 90% of value in the last 10 years. Nine actually has sustained its value, which in the context of media being under a lot of pressure, I think everyone deserves congratulations. How's it achieved that? It's achieved that through getting a very good price for Domain, so well done. A business that you founded. It's also grown Stan, which shows some promise. Don't know how it competes with the $500 billion U.S. gorilla, Netflix, but I think with sport and using your local heritage, you seem to compete well.
Look, overall, I just congratulate you, and I don't always say that. I've certainly been critical of a number of media companies that have lost a lot of shareholder value, but Nine, I think, has done well. I do have a couple of comments and then questions, Chair.
Yep.
Just so that I think shareholders will be interested. Excluding Domain, and I think we've got to be a little bit analyze the FY 2025 report because Domain's come out. I tend to focus on EBIT rather than EBITDA, but your group EBIT excluding Domain is AUD 229 million pre-specific costs. That's okay, but not monstrous. Total TV and radio, AUD 106 million EBIT, Publishing AUD 113 million EBIT, Stan AUD 51 million EBIT. From that, we have to deduct a share of corporate costs, which are AUD 41 million. Kroll on the Seven merger with Southern Cross has just released its report. It values Seven TV at 4.1x-4.4 x EBITDA. Taking a line through that, I would estimate that your value of your TV and radio is probably around about AUD 650 million.
If we look, just to put it in context, Chair, if we look, your current market cap is about AUD 1.8 billion. It seems that your net cash, excluding leases, is around about AUD 150 million. So your enterprise value is about AUD 1.65 billion. If I'm right and we allocate AUD 650 million for TV and radio, it leaves a value of about AUD 1 billion for Publishing and Stan. Now, I think that's reasonable given the prospects for both, because I think ultimately shareholders look at value and is value sustainable. We all know that TV continues to be under revenue pressure. On the print side, digital revenue from Publishing is offsetting the print copy reductions. And Stan with what you're doing on sports seems to be going okay, notwithstanding the gorilla you're competing against gorillas, rather.
We note there'll be ongoing cost reductions, but there is ongoing increased local and international competition, likely merger between Seven West and Southern Cross. Just a couple of questions, Chair. Look, given the ongoing volatility of media earnings, particularly traditional media, and I appreciate you're constrained a little bit, but it'd be interesting to hear a little bit more about the prospects for the three key divisions going forward: TV, Publishing, and Stan. Look, for example, I think you've done very well with AFR, and I think one of the commentaries was that you can't have a favorite child, but the AFR is perhaps the favorite child. I think you've done pretty well there. If we look at, for example, Murdoch, who paid $5 billion for Dow Jones in America, he's done extremely well out of that by monetizing it because of the f act that it's in finance and finance generally is doing pretty well.
So I'd just be interested in a little bit more on the outlook for those three key ongoing divisions because that's what shareholders are looking for. I appreciate you can't say much about acquisitions. That's understandable. There's certainly been some press out there that you might sell radio, but I'd make a brief comment on radio, Chair, that you bought it in 2019. You bought the balance from Singleton when the value of the radio was AUD 275 million. Now, we appreciate everything's changed a lot, and there was an impairment last year of AUD 41 million. The press is speculating you might sell it for AUD 50 million, which is a long way down on the purchase price. Look, overall, I'd just like to congratulate you all.
I think over a 10-year period, I look long term, you've done well as a company. Probably the only major traditional media company in Australia that's held its value in the last 10 years. A lot of them have fallen over 90%. I think congratulations are due. If you could just provide a little bit more on the outlook for the three key divisions, that would be appreciated. Thank you.
Great. Look, David, on behalf of everyone at Nine, thank you for your compliments. I think Nine has done incredibly well, particularly compared to local media business, and it is because of everyone in this room and everyone throughout our businesses. It was not an accident. When we merged with Fairfax, we brought together two of Australia's iconic businesses, and they have grown and strengthened together. The value of those businesses together is extraordinary. When we did that merger, we also brought Stan into 100% ownership. Stan is, I think, the most successful independent SVOD service in the world. I keep saying that, waiting for someone to tell me I am not right. I believe it is. In terms of our strategy, there was a strategy to diversify our revenue streams to subscription revenue streams, and that through the Publishing and Stan, that has been incredibly successful.
That was our deliberate strategy to mitigate the advertising revenue. In terms of the advertising revenue and the total, that business, we have been working very hard on mitigating the movements in the major advertising market. As Matt said, our content, our viewing on linear television has been in growth for two years. Our challenge now is to turn that into revenue. As Matt said before, Nine2028 is about cost efficiencies and revenue. We do see a path to sustainable growth in our core television business. Our strategy there has been to diversify into 9Now and have that offset some of the linear revenue challenges. 9Now is a data-driven business with incredible insights. It's gold dust. I do not know if anyone has a small business, but you can use Nine Ad Manager, go on there for AUD 500 and advertise to a postcode-based thing.
That is an incredibly strong business. Part of the reset operating model that Matt launched was employing Amanda Laing, who is here with us today. For the first time, we will have an executive that is covering streaming, radio, broadcast, and 9Now and driving that business for profitability. The buck will stop with Amanda, and she's already made great progress in looking at costs and revenues and ways to work those businesses better together. We've already been sharing some Stan content with Nine and vice versa. I think that our strategy is correct, and there is a path to sustainable growth in that core part of our business. I agree Stan has been incredibly successful, and it was gratifying to see the analyst reports increasing the underlying value of Stan in their most recent reports. Again, that was a deliberate strategy.
When we saw all the international streamers going direct to home, we knew that would be a challenge. The team decided to diversify into sport, which has been incredibly successful. That success has accelerated with the purchase of the Optus' Premier League and other sports businesses. Publishing, as Matt mentioned, has 33% margin, which is world-leading. It is an incredible business. It's trusted journalism. As the world gets more and more into black holes and not trusted journalism on other platforms, people are flocking to our trusted journalism in those mastheads. That business is set for growth and has grown and will continue to grow. I was trying to jot down your calculations. Look, I think it's interesting to sort of unpick how we're valued. It's been gratifying that even after we sold Domain, the market does have confidence in our core business. That was.
A fabulous thing to see. Matt and the team have done a really good job in the last year on explaining the strategy to the market. The market has confidence in that strategy. I would say, though, as Matt and I said last year, we do think the business is still undervalued. There is incredible value. You picked out the AFR. There is incredible value in AFR. There is incredible value in Stan. I would say we still believe that even though the valuation has held up and increased, our assets are undervalued because they really do have strength. I hope that answers most of your questions. Anyone else have a question on this item? Sir.
Hi, Chairperson. I'd like to ask about gambling advertising.
Yes.
Over 75% of Australians support the Murphy Review recommendation of a total gambling ad ban phased in over three years. The government has resisted implementing the recommendations to date, in part due to lobbying from gambling and media companies. The risk of a gambling ad ban remains in place. I'm curious to ask, in Nine's lobbying of the government, are you seeking compensation in case of a partial or full ban on gambling ads, or are you asking the government to resist the Murphy Review recommendations? I'm also curious as to how much revenue is at risk. A related question is, SBS has introduced recently some ways to opt out from seeing gambling ads to help protect vulnerable people. Is the company also looking at that same sort of thing?
Thanks. I'm sorry, I just get your name.
I'm Adam. I'm the CEO of an online broker called SIX.
Okay. Thanks for your question, Adam. Look, we take our responsibilities around socially responsible activities very seriously. We operate gambling ads in a heavily regulated environment with ACMA. You would have noticed that since 2023, the warning messages on gambling advertising have increased. We believe that gambling across this society is a collective responsibility for all stakeholders. It is government, it is the wagering specter, it is sports organisations, media, and also the broader community working together. We will comply with whatever advertising rules come in. We already have a lot of regulation. We have been talking to the government about what they might want to do, and we have been saying to them, if we are banned from having gambling advertising, there are two things we would ask for. Yes, some type of compensation, some other reduction somewhere else. Most importantly, that the gambling ban is fair across all sectors.
It would not be fair for us to not be able to do gambling and gambling companies to be able to sponsor word searches on Google. That will just mean that the revenue is diverted away from us and it is still seen. Our biggest play is make it fair across the board and do not disadvantage responsible Australian media companies and allow a gambling free-for-all. In terms of the ad tech platforms, gambling is low single digits of our revenue, and it has been decreasing over the last three years. I do not think we have considered the SBS opting out of gambling. That would not work for our main broadcast service, but we will continue to work with the government and work towards implementing wherever they come to a landing on the gambling regulations. Any other questions on this item of business? David.
Just a quick technical question, Chair, maybe the CFO or the auditor. It's a little bit hard to interpret given that Domain's come out. If we look at page 126 of the annual report, total goodwill and intangibles is AUD 2.45 billion. We've got to exclude Domain, which had a lot of those intangibles. By my estimate, it seems that the Nine intangibles have reduced to around about AUD 1 billion or thereabouts. I'd just be grateful if the CFO or auditor could clarify what are the total Nine intangibles, excluding Domain. Secondly, only part of your intangibles are amortizing. What is the amortization policy for the goodwill on customer relationships and also on software?
Matt, do you want to take that one or direct it somewhere?
Yeah, if we could, I'm looking at Megan or Martin, unless we feel like we need to come back to you on that question, unless you can answer it now. We can take it on notice. That's the other way of doing it.
Should we take that on notice and maybe address it at the end of the meeting? So we'll leave Martin and Megan.
I'll match you, David, on it.
Maybe if you could just, I do not know if they have jotted down your, maybe if you could lean to the forward row and maybe they might need a reminder of the question. Are there any more questions on this item of the agenda? Yes, sir.
Good morning, Chair and board. Wolfgang Schwartz my name. Just a simple, straightforward question is. Actually my wife is curious to know. Watching the program Golden Bachelor, what would be the production cost to produce this program? You know about the guy who got to choose a lady from the 20th Bachelor?
I will refer that to our CEO.
Yeah, look, yeah, The Golden Bachelor, it was actually made by Warner Bros. We commissioned them to do it. I can't recall the exact cost of the Golden Bachelor. It would be a few million of cost of it. So it will be a material number for us. It's one of the commissions that we launched this year. I'm just going to, sorry. So I haven't got the exact number. I don't think we actually give out the exact number on those sort of content. We can give you broad, I don't know, Amanda, if you know broadly off the top of your head. If not, we can come back to the gentleman. We'll come back to you, sir, on that question.
Thanks. Thanks, Wolfgang.
Yeah, look, it's in the millions, right? So those sort of shows, we have a number of. Tentpole shows, should we say, MAFS, The Block, The Floor, Golden Bachelor, and we pace those through the year. Through those. And that will be one of the more expensive content parts of the business we do, which obviously then we look to commercialize through advertising as much as possible. It is one of our tentpoles, so it is one of the larger costs of content for us.
Thank you. Any other questions on this item of the agenda? Great. Any online questions, Rachel? Great. That means we will move on to the next item of business, and that is the remuneration report. Resolution 1 is the adoption of the remuneration report. Votes received on this item of business are shown on the screen. The annual report for the financial year ended 30 June 2025 contains the remuneration report, which sets out the remuneration policy for the company and its controlled entities for the financial year, and reports on the remuneration arrangements in place for directors and senior management during that period. The company's overall remuneration philosophy is to provide a clear link between shareholder returns and executive remuneration. In developing executive remuneration arrangements, the board has sought and will continue to seek input from external parties, including remuneration advisors, proxy advisors, and shareholders.
The company's remuneration structure and policies are designed to help build and retain talented and motivated leadership and to deliver growing and sustainable total returns to shareholders. With respect to our short-term incentive arrangements, the EBITDA target must be satisfied for 50% of an executive's potential STI to be paid, with the balance depending on achieving personal objectives relevant to the executive's role. In a challenging economic environment, the FY 2025 reported EBITDA result of AUD 486 million was 97% of the target set by the board of AUD 501.7 million. 70% of this component subsequently vested and was paid to the executive KMP. At the end of our financial year, the CEO was the only executive KMP. Individual measures assessed for the CEO were achieved at 95% of target, resulting in an STI payout of 82% of his STI target.
During the FY 2025 year, performance rights were issued to a number of senior executives under our long-term incentive scheme. These performance rights will only vest if targets relating to earnings per share, total shareholder return, and digital transformation are satisfied over the period to June 2027. It is fair to say that these targets were set to be a stretch for the business to achieve. If the rights vest in 2027, we expect that shareholders will have enjoyed strong returns over that period. The performance rights issued in FY23 were tested over three years to 30 June 2025 against the targets set three years ago, and only 16% of that LTI grant vested. This is a good demonstration of how Nine's remuneration structure aligns executive remuneration with shareholder experience.
The total shareholder return was only at the 37th percentile, which resulted in no vesting of this portion of the grant. The EPS growth target of 2% was not achieved, which resulted in no vesting of this portion of the FY 2023 grant. The strategic hurdle focused on the digital transformation that I discussed earlier and vested at 80%. The board assessed the overall performance of this hurdle on an aggregate basis, taking into account the success of key indicators in the digital transformation strategy, including, but not limited to, growth in digital revenue and non-advertising revenue that exceeded their targets. I'll now take any comments or questions in relation to director or executive remuneration policies or anything in the remuneration report, starting with questions from the floor of the meeting. Any questions from the floor? Any online questions, Rachel?
Yes. We've got one question from Stephen Mayne. We took a good transparency step forward at last year's AGM, disclosing the proxy position early to the ASX, along with the formal addresses, revealing the 37% rem strike and the 17% vote against the re-election of the new chair. Why have we regressed this year and withheld proxy disclosures, leaving us debating in the dark and having to ask questions like this one?
Yeah. Look, Stephen, thanks for your feedback. No, usual practice, and we will take on board your feedback around releasing those with the other documents that are the subject of the meeting in advance next time. You will be, well, we are pleased to see that we have not had a second strike. We have had 81% vote in favor of our remuneration report, which we are very pleased by. Thank you, shareholders, for your support of the remuneration report.
Part of Stephen Mayne's question. Did any of the proxy advisors recommend a vote against any of today's resolutions, including the rem report? What reasons did they give?
Yes. Ownership Matters and ACSI recommended in favor of all the voting on our annual general meeting notice. ISS and CGI Glass Lewis recommended against the rem report and against the. LTI shareholding for Matt. Importantly, they recommended against a spill vote. Their focus was around the remuneration for our CEO. We are extremely comfortable as a board that we benchmarked and market tested Matt's CEO when we did the international search and that in the interest of you as shareholders, he is being paid the appropriate remuneration. Any other questions, Rachel?
We've got a question from Judy Japp.
Two, sorry.
On page 15, the annual report says, "The reports of inappropriate behavior in the workplace identified by Intersection were concerning, prompting a company-wide reflection and response. The board and the executive leadership team remain committed to transparency and accountability." Since this is widespread in the media industry, not only at Nine, why is not this factor, why are not these factors addressed in your rem report? If there is inappropriate behavior, pay should be affected if there is accountability.
Yeah. Look, thank you for your question. Matt was appointed as the acting CEO on the 1st of October last year, just before the Intersection Report was published. He and his executive team have really taken on board the cultural issues. As a business, we have leaned into them. We have dealt with instances of bad performance, and the progress has been excellent. We have rewarded Matt accordingly. In instances of this business where people have behaved badly, they may have left, and they certainly would have had an impact in their remuneration. We take the issues very, very seriously and are on a path for cultural transformation, which is very evident in some of the other information we've released in the annual report, particularly on page 45 around the survey results, which we are pleased to see and will be looking for improvement.
Nothing further.
Nothing further. Great. We'll now move on to the next item of business. Resolution 2 is on the agenda is for Mickey Rosen's re-election as a director of the company. Votes received on this item of business are shown on the screen. Details of Mickey's experience are set out in the explanatory statement, which accompanied the notice of meeting. I'd now like to invite Mickey to address the meeting.
Thank you, Catherine. Good morning, everyone. I'm Mickey Rosen, and I've had the honor of serving on the Nine board. Okay, I will. Thank you. I've had the honor of serving on the Nine board for the past seven years and on the Fairfax board before that. I also represented Nine on the Domain board until its recent sale. I have over three decades of operating strategy and board experience at the intersection of media, e-commerce, and technology. I've built and led businesses for global companies such as Yahoo, Fox, Disney, and Tribune, as well as growth and early-stage companies. I've served as a senior advisor to the Boston Consulting Group and built the foundation of my career with McKinsey & Company. I currently advise companies and serve on listed boards in both Australia and in the United States.
It has been a privilege to be a part of Nine's growth into a multifaceted media and digital leader, as well as seeing Nine through various strategic leadership and cultural transitions. I am both excited and confident about our future, given our strong audience, content, advertiser, and data foundations, as well as the strong vision, values, and leadership of our incoming Chair and Matt as our CEO. As I stand for re-election for my final term, my hope is that I will have the opportunity to continue to serve and bring a strategic global and digital perspective to Nine's ongoing evolution and success. I'd like to thank Catherine as our retiring Chair very much for her support and also thank all of you for your consideration. Thank you.
Look, thank you very much, Mickey, and thank you, shareholders, for the resounding support of Mickey's re-election. It's been an absolute pleasure to work with Mickey since she joined the board from the Fairfax merger, and I'm very pleased that she is staying for another term and will be able to contribute to the next phase of the company. I will take questions from the floor on this item of business. Okay. Any questions online?
I have one question from Stephen Mayne. As a long-serving independent director seeking re-election today, could Mickey please provide a summary of how the chair succession process was handled?
I'll probably take that. I think I'll take that question. Thanks, Stephen. I have been on the board for coming up to 10 years. At the end, when I became chair last year, we had very, very clear objectives around the leadership of the business with Matt, around appointing two new directors, and being very clear on the strategy and really focusing on the growth of business. Coming up to my 10-year anniversary, I decided that that's a good time when you're on a board to step off at 10 years. My view was the business was in incredible shape. We have performed on the strategic and cultural transformation.
I rang up Rachel and said, "I think it's time for me to step down coming up to 10 years." Rachel said to me, "We haven't been chair for that long, but in dog years, it's been a long time." I don't look at the achievements that I have. As being a chair, it's what we've achieved in that time. I've achieved everything I wanted to with this business. It's been an absolute joy, as I said, to work with this business. When we were appointing new directors, we didn't go out looking for a chair. My view was that any director that would be appointed to this board would be capable of being chair. We were delighted that Tim and Peter joined the board, and either of them could have been chair.
Based on Peter's media experience, he was the natural candidate, and it was a unanimous decision of the board for Peter to replace me. We then announced that. Any other questions?
No other questions.
Just one question.
Yes, David.
Thank you. Mickey, you've obviously got excellent experience, and you've been on the board for a number of years. Just interested in your insights into, and it's a compliment to Nine, overall, it's held its value over the last 10 years, which is exceptional when so many of your peers have lost 90% of value. Just interested in your thoughts as to why Nine has been relatively successful in a chronically down market for traditional media companies in Australia. Thank you.
I think it's really due to primary factors. One is smart strategic decisions that we made, both investments as well as nurturing and building both Domain as well as Stan, as two examples, as well as the operational excellence of the day-to-day work.
Can we tackle this, please?
Yes. Okay. As well as the day-to-day execution and really operating excellence. I mean, obviously, strategic decisions are very important, but it's the actual execution that takes place across the organization. Having come from, as an example, the Fairfax board, if I think about Publishing. The focus on growing digital, growing digital subscriptions as an offset to a declining print business. Now, that is enormously difficult to do. It is an ongoing challenge to build up new business models around consumer needs while managing the headwinds on the traditional piece. I would just use that as an example. Obviously, the day-to-day content excellence that takes place across the organization, Publishing as a news, sports, entertainment example, but the storytelling that takes across our total television business. Again, it's really the day-to-day activities as well as sound strategic decision-making that I think has made a difference.
I think those are the principles that we'll apply moving forward as well.
Thank you.
Thank you. Are there any other questions from the floor or online on this item of the agenda? Great. That takes us on to resolution three on the agenda, which is the election of Mr. Timothy Longstaff as a director of the company. He was appointed by the board in January 2025, and we are now seeking shareholder approval of that appointment. Votes received on this item of business are shown on the screen, and details of Mr. Longstaff's experience are set out in the explanatory memorandum which accompanied the notice of meeting. As I mentioned before, unfortunately, Tim is unwell, so he'll be joining us via the audio, and you have a lovely picture of him to see. I'll hand over to Tim.
Thank you, Catherine, and good morning, all. My name's Tim Longstaff, and I've been a Nine director since January. I am sorry I cannot join you today in person because of illness. I'm seeking election to the board confident in the company's fundamentals, its strong team, promising outlook, and the contribution I make. Nine is an impressive organisation, and I am proud to be part of the team. In a world of tech giants and social media, Nine is important to me because I believe in news, sport, drama, and entertainment that is distinctly Australian and curated for quality. To do these things, Nine needs to be financially successful and commercially viable. We need to create real shareholder value. This is my focus. You'll have seen my background.
Most of my career in investment banking sometimes spent at the most senior levels of government, and I'm now a full-time non-executive director on the boards of four major ASX-listed companies. Given this, my skills on the Nine board are in three key areas. First, financial, the skills of a chartered accountant of over 30 years standing needed to chair the audit and risk committee and contribute to sound financial decisions. Second, investment banking, M&A skills, as we've recently needed with the successful Domain sale, debt and equity capital markets expertise, and equity market engagement skills to align our story and execution to shareholders' expectations. Lastly, government, effective engagement with a vital stakeholder honed by several years in a senior cabinet minister's office. My background has enabled me to offer valuable insights to support and, where needed, constructively challenge to help our team move forward.
In closing, Catherine has been a fabulous chair who's restored stability and created real shareholder value. I now look forward to partnering with Peter, one of Australia's most experienced media leaders as Nine's new chair, Matt and his first-class management team, and my collegiate and effective board colleagues to continue the shareholder value creation journey at Nine. I'll be delighted to have your support to continue to do so. Handing now back to you, Catherine.
Look, thank you, Tim. I would also like to thank Tim for his contribution to the board, which has been exemplary in the last. Particularly with the Domain transaction, and he has taken over the chair of the Risk and Audit Committee seamlessly from Sam Lewis. Thank you very much, Tim. I also thank our shareholders. As you will see on the screen, there has been resounding support for Tim's election as a director of Nine Entertainment. I will take questions from the floor of the meeting first. Any questions on this item of the agenda? Okay. Any questions online?
No questions online.
Okay. Thank you very much for your support. Resolution four on the agenda is the election of Mr. Peter Tonagh as a director of the company. He was appointed by the board in January 2025, and we are now seeking shareholder approval of that appointment. Shareholders would be aware that Mr. Tonagh has been elected to succeed me as Chair, assuming his appointment as director is confirmed today. Votes received on this item of business are shown on the screen. Details of Mr. Tonagh's experience are set out in the expansion memorandum which accompanied the notice of meeting. I'll now invite Peter to address the meeting to speak to his election nomination.
Thanks, Catherine, and good morning, everyone. I've had the privilege of serving on the Nine board since January, and I've represented Nine on the Domain board throughout the recent sale transaction to CoStar. I've been very fortunate in my career to work extensively in the Australian media sector, including as Deputy Chairman of the ABC and in C-suite roles at Foxtel, REA, and News Corporation for 15 years. At various points during this time, I also represented News Corp on the boards of REA Group, Ten Group, and Fox Sports, and was Chairman of MCN, Foxtel's advertising sales group. My experience during this period included the transformation of Foxtel from 10 years of losses to becoming a highly profitable business.
The introduction of digital services in both TV and Publishing, leading major negotiations for sports rights with the NRL and the AFL, and for content rights with major Hollywood studios, as well as working closely with all sides of government on regulatory reform and driving a number of major M&A transactions with discipline and rigor. Prior to joining Foxtel, I spent 15 years in strategy consulting at the Boston Consulting Group, including five years as a partner working across Australia, New Zealand, and Southeast Asia in consumer sectors, including media. In addition to my role on the Nine board, I'm chairman of Quantium, Australia's largest AI and machine learning company, which provides me with deep experience and exposure to the areas of data, analytics, and AI, which will be so crucial for Nine's future.
I have a passion for Australian storytelling and a demonstrated track record of support for professional journalism, including through my role in rescuing the Australian newswire service and transforming it into a not-for-profit entity. As the incoming Chair, I'm committed to supporting our executive team and continuing our cultural transformation while delivering value creation for all Nine shareholders. Now, some people have asked me whether I have the time to dedicate to this role. I firmly believe that I do. As you may know, until recently, I was on the board of Domain, a role which absorbed significant time due to the nature of the CoStar transaction. I no longer have that role. I've also stepped down from my role as Chairman of Honey Insurance, a fast-growing tech startup, which has also freed significant further time. Thank you very much for your support.
Look, thanks, Peter. I also wanted to thank you for your contributions over the last 11 months. It's been a very busy period. I would attest to the fact that Peter has had time. We went through a CEO appointment, and obviously, the Domain transaction and time availability has not been an issue. Peter, obviously, as you know, has extensive media experience and AI experience, and he will be a fantastic chair from the end of this meeting. I just wanted to open questions to the floor on this item of the agenda. David.
I've personally had the pleasure of dealing with Peter on the privatisation of Village Roadshow. I think he's being immodest by not including that because I think you did a very good job, Peter. It went for a while. It wasn't an easy role, but I think the ultimate outcome was excellent for all shareholders in that they received a price that was around about double the price when Peter got involved as head of the independent committee. Well done, Peter. You did a very good job then. Thanks.
Thanks for your comments, David. That's a good note to make. Any online comments, Rachel?
Some questions from Stephen Mayne. Just like outgoing Chair Catherine West, incoming Chair Peter Tonagh spent the majority of his executive career working for Murdoch-controlled companies. The Murdochs are our most vicious competitor and also abuse their media power by devoting editorial resources to denigrating competitors, but particularly us and the ABC. Could Peter detail his personal history with members of the Murdoch family and their local senior News Corporation executives? Is he now fully independent from the Murdoch camp and up for the fight against them?
Thanks, Stephen, and nice to hear from you again. I'd just refer simply to the tagline we use within our business, independent always. I always have been independent. I always will be independent, and I make decisions that are in the best interest of all of our shareholders.
Great. Thank you, Peter. Any other questions, Rachel?
Questions from Stephen Mayne. How much have the board agreed to pay Peter Tonagh as chair? Will he be on the same monthly rate as Catherine West, who was paid AUD 374,000 in 2024-2025?
Yes, he's on the same rate as me. Thank you.
Last question from him. Does Peter have any residual interest in Nine? Sorry. Does Peter have any residual interest in any listed companies associated with his past work for the Murdochs? Will he commit to increase his alignment to Nine by increasing his personal shareholding so that it will exceed his annual chair fee by the time he steps up to chair next year's annual general meeting?
Again, thanks, Stephen. You will have noted, I'm sure, that I bought AUD 200,000 worth of Nine shares in the first available time I had after I was appointed as director, after blackout periods, etc. Of course, I intend to buy more Nine shares at the appropriate time. As you will know, there are timeframes where a director is able to buy and not able to buy, and I will be buying more shares. In terms of my personal investments or personal ownership of any Murdoch-related companies, I have no direct ownership of any Murdoch-related companies or direct shares in those companies. I can't with 100% certainty say I don't have some shareholding through an ETF or an indexed fund, but there's no decision made by me to invest in those companies. That's a reflection of the philosophy I have on investing.
Rather than taking it as any view as for or against any listed company.
Great. Thank you, Peter. Rachel, any more questions on this item? Fantastic. The next item on the agenda is Resolution 5, seeking the approval for the grant of 879.10 performance rights to the CEO, Matt Stanton, as described in the explanatory statement. Are shown on the screen. Mr. Stanton is the only director entitled to participate in the performance rights plan, which provides long-term incentives for some of Nine's key executives. Mr. Stanton only receives a benefit from those rights if the company's performance for shareholders over the three-year testing period has been at a high level. Targets have been set by the board to be challenging, so if the company does not perform strongly over the performance period for shareholders, no rights will vest. This means Mr.
Stanton's incentives are strongly aligned with the company's performance. As Mr. Stanton was in the role of Acting CEO from 30 September 2024 and then was appointed to the role in March 2025, we are seeking approval to grant him a proportion of the value of the rights which he would have received for a full year for the period of the year that he was in the CEO role either on an acting or permanent basis. These performance rights will be tested over the three-year period to 30 June 2027. Vesting of 40% of these rights will be subject to Nine's total shareholder return, compared with a group of comparable ASX-listed companies. A further 40% will vest if earnings per share growth targets over the three-year performance period are satisfied.
For the remaining 20% of the rights, the board will consider performance of the company against a number of measures to accelerate Nine's strategic transformation over the three years to 30 June 2027. I will take questions from the floor of the meeting first. Okay. Any questions online?
No questions online.
Thanks very much. That takes us to the next item on the agenda, which is Resolution 6x, seeking approval for the grant of 1,158.77 performance rights to CEO Matt Stanton, as described in the explanatory memorandum. Votes received on this item are shown on the screen. The grant of performance rights is for the period commencing from FY 2026. As with the FY 2025 rights, targets have been set by the board to be challenging. These performance rights will be tested over the three-year period to 30 June 2028, with similar vesting criteria to the FY 2025 grant. The 20% allocated to a strategic hurdle will be assessed against measures reflecting achievement of strategic long-term priorities for Nine's business. I will take questions from the floor of the meeting first on this item. Any questions? Any questions from online? Great. Thank you very much. Thank you.
The next item of business is Resolution 7, a conditional resolution regarding a spill meeting. As more than 75% of shares voted in favor of our remuneration report in Resolution 1, that means we do not need, fortunately, to put Resolution 7 to the meeting. You can see from the numbers on the screen that shareholders were not in favor of requiring the company to call a spill meeting, and we thank you for your support. Before I move into general business, shareholders in the room will now complete the voting poll. Shareholders voting online can lodge votes until five minutes after the close of the meeting. The proxies and direct votes that have been received for each resolution are shown on the screen.
If you have a yellow voting card, please now indicate your vote on the front of the voting cards in relation to each resolution by marking the for, against, or abstain box. Representatives of MUFG Market Services will now collect completed voting cards. Have all the yellow voting cards in the room been collected? Great. Once I receive the scrutineer's report on the poll, the results will be announced by notice to the ASX. Ladies and gentlemen, that completes the items on the agenda for the 2025 annual general meeting. There is now an opportunity for questions or comments in relation to the management or general business of the company. All our board members and Mr. Stanton are available to answer questions.
We have received a number of questions from shareholders in advance of the meeting, the majority of which I believe have already been covered by myself or Matt in earlier comments. One shareholder asked what we were doing to ensure younger Australians are engaging with our content. We definitely see this as a priority, and there are initiatives across the business to engage younger people. For example, we are using our talent to amplify content on social media platforms such as TikTok and Instagram, which drives our 16-39 demographic to 9Now. We're using vertical video on 9Now to extend news brands in a format that appeals to a younger audience. We're seeing increases in audiences in the 16-39 demographic across much of our content, including Married at First Sight, The NRL, and Love Island.
Love Island targets the younger audiences, and I can say from my own personal experience, my teenage and early twenties children are watching it. In almost doubling in BVOD audience this year, we have also used social to extend the reach of the show and have seen TikTok engagements up more than 20% and Instagram up 40%. In Publishing, we have partnerships with the university to access students and staff, and our corporate subscription strategy for the AFR is giving younger people access to the AFR through their workplace. I will now take questions from the floor for the first. Meeting first from anyone who is a shareholder. David.
Thank you, Chair. Just two questions, please. A lot of shareholders, some of whom aren't here today, are very interested in acquisitions. I appreciate you can't talk about that specifically, but one thing I think you can talk about is what is the company's ideal level of gearing? On my calculations, at the moment, you have net cash of around about AUD 150 million, excluding leases. If you take into account leases, you're in net debt. That's only an estimate because it's not easy on the public information. I think my estimate's probably around about right. I don't think you're going to sit there forever at net cash of AUD 150 million. On a company the size of Nine, what is your ideal range of levels of gearing? Potentially, would you take on AUD 500 million of debt, AUD 300 million? Just be. Please.
Look, thanks for the question, David. It is an important question. We will not sit on a net cash position for the medium term. Matt has previously addressed this when he announced the annual results, so I'll pass the question about the longer-term debt position to Matt.
Yeah, thanks, Catherine. Thanks, David. Yeah, longer term, I'd say between 1 to 1.5 on the gearing. You may go up that if there was an acquisition, etc., but longer term, that's where we sort of focus on, about 1 to 1.5 gearing.
Yes. Okay, fine. Okay, thank you. The second one, which again, Andrew Lancaster may or may not be prepared to shed some light on. He's had a quiet time today, so got to give you a sense of involvement. One of the elephants in the room is that Bruce Gordon, who's been a very successful media investor for many years, sits on 20% roughly, but also has swaps over, I think, another 4-5%, I think, is around about the number. I believe you still own the WIN Television Network, I believe. Is it appropriate, or would you be prepared to provide any insights into how Bruce Gordon's position would continue in the future?
I think, Bruce, and to your point, thank you for the question, David, I think Bruce has been a very active supporter of all media in Australia over the last 50 years. More to the point, he has been a very strong supporter and shareholder of Nine for, well, since 2015, so for the past decade. His continued appetite for investing in Nine is there, and we see Nine as a very strong business. Yes, we will be continually active.
Thanks for the question, David. Any other questions from the floor?
I'm Kazim.
Hi, Kazim.
I've been reading the print version of the Sydney Morning Herald since I was a teenager, and it took me about six or seven hours to write a letter to the Sydney Morning Herald. I think the transition to the digital has been tremendous. However, and I have a subscription to Fin Review as well, but I think there's been a sort of small decline that are two structural issues that I'd like to speak to with whoever bears responsibility for it. One of it is the indexing has gone down, and the other one is that the clipping service, which I thought was an outstanding contribution to capacities to be able to draw and cut out things and store it, has been removed. I think on the first point, that I think we could improve substantially on indexing.
Trying to retrieve articles that you've seen in the past, and I put in the keywords and I don't get any results. If that could be addressed, because it's a tremendously rich research resource, and I've been in my university and in a research area for almost all my life, and I think if that could be improved, it'll be a great gain for productivity, for reading, for everybody else, and a great credit to the people who are managing the facilities. Thank you.
Look, thanks very much for your question, and I have been reading the Sydney Morning Herald since I was a teenager as well, particularly Ross Gittins. Look, your question is a very important one, and we are looking to address. The search functionality, so I'll pass it on to Matt to talk to that.
Yeah, thank you for the question. Yeah, very. Of opportunities to improve the position of the product. We invest in product and tech and so forth, and there's a roadmap of what we need to do, and we look at the priorities of what is the best thing to do first. We can't do everything with the money we have, but we would look to improve the product ongoing by the areas that you looked at over a period of time. It'll be in a queue of opportunities for us for that business, but obviously this costs us money to do. We will work to improve the product ongoing, and that's a continuous process.
Okay. I would like to be able to speak to somebody who's directly responsible for those parts.
Ultimately, that's Matt.
Yeah, that's me. I would sign off the roadmap in effect, the board would sign off the budgets for it, but I would sign off the roadmap, and it would come up to me as what are the priorities, and the team will work through what they think the best priorities are for us, and these cost money from a tech point of view, and we will look at them. I'm not exactly sure when your individual questions will go on the roadmap. It will be over the continuum of the next months, years.
If you can't retrieve something from a rich resource, it diminishes the value of the editions of [Fin Review] or the Sydney Morning Herald. The other thing is that I renewed my subscription to the Sydney Morning Herald and for about 10 days, I couldn't get access to it. It kept saying, "Oh, you've got to subscribe." I felt like, who do I speak to? What's happening?
Now, what I do.
Why am I being denied? Do I get my money refunded for the 10 days period with interest?
What I'd ask you to do is if you could, I'm going to give you my email, you could email me your questions, and I will follow up with the team.
Okay.
Appropriately afterwards to come back to you on those specific questions.
Thank you.
Yeah.
Great. Thank you for your questions, Kazim, and your support of our mastheads. Any other questions from the floor?
Kevin Lewis.
Hi, Kevin.
Chair, just one number of questions. First of all, we sold Domain, we paid down debt to, I think, Neil, approximately. We have money in the bank, and we're making. We're going to pay less interest on our OD, and we're going to have efficiencies, which will give us more money in our coffers. If we buy something, then we will get a dividend, hopefully get a dividend this financial year and next financial year. Do you anticipate either paying a more dividend, or do you expect to pay less?
We'll assess that as we go through. Given the results of where we're at and the investment and the balance sheet strength, we'll determine what we do pay out in our dividends.
Thank you.
Thanks very much, Kevin. Any other questions from the floor? Any questions online, Rachel?
We do. First question's from Stephen Mayne. The AFR's Street Talk column has become a de facto ASX, regularly reporting the details of capital raisings before they've been announced to the ASX. I'm concerned selective briefings to your journalists disadvantage retail shareholders who don't have access to this paywalled content. The coverage also routinely downplays the interest of retail holders in capital raisers. Is the board aware of this practice and the debate about whether these selective briefings are okay? Shouldn't it be an ASX-first approach on disclosure?
Look, I can't talk to the ASX disclosure in relation to people who are talking to our newspapers. People talk to our newspapers all the time. We have procedures and protocols that our journalists comply with in terms of what they're Publishing. Any other questions?
Yes. We've got some questions from Henrik K. I'd suggest that the movie on Saturday be cut to one movie and then it be promoting the Australian film industry. The footy program schedule should be cut due to duplication with Sunday Footy Show, Footy Furnace, Footy Classified. Today Extra should be cut to two hours. Pointless programming featuring Jeremy Clarkson and A Current Affair should be subject to a code of conduct. Also, with regards to The Block, they should be required to have one of the houses with disabled access.
Look, thanks very much for your interest in our content, and we will take on board your feedback. Any other questions?
One more question from Judy Japp. There are reports that Karl Stefanovic's salary at Nine was AUD 3 million per year, but generative AI, social media influencers, etc., have disrupted your model and reduced the cost of producing content. How can you justify that kind of salary being paid to Karl Stefanovic with not many people watching TV? Can you give insight as to what audiences Karl Stefanovic attracts, and has it increased or decreased?
Look, we certainly would not comment on anyone's individual pay packet, but I do not think it is AUD 3 million. We will not comment on that. I will pass to Matt in terms of the audience of the Today show.
Yeah, the audience of the Today show are pretty steady as we go through. As I say, absolutely right, we do not comment on individuals. All I would say is, as we manage our slate, you have to do that for the commercial realities of the market. The tempo where we are growing rapidly from an audience point of view, we obviously can be able to get more advertising for, and we just work through the slate to make sure we are efficient and try and get the best mix. We do not always get it right, but we try as best we can.
Thanks for the question. Any other questions, Rachel? No more questions online. Fantastic. As there are no more questions, I declare the formal part of the meeting closed. For shareholders participating online, you now have five more minutes to lodge your votes via the online system. The results of the poll will be announced to the ASX as soon as they are available.
Catherine, before the meeting closes, I wanted to take this opportunity on behalf of our board to recognize your incredible commitment and dedication to Nine over the past decade. Your leadership and guidance have been instrumental in positioning us for sustainable success, and you've continually highlighted the importance of a strong and trusted media sector to the Australian community. On behalf of all of us, we thank you for your significant contribution and wish you well for the future.
Thank you.