There was much interest surrounding the Southern Cross Austereo (SCA) Annual General Meeting today and the shareholders’ votes on items of business.
There was speculation there would be a shareholder backlash against a number of items of business.
There was also an outside chance there might have been an update on the progress of talks to sell the regional TV assets. That didn’t happen and there was only a brief mention of regional TV in the chairman and CEO presentations. (See below.)
What was significant was a poll with over 25% of shareholders voting against adopting the remuneration report. As this was over the 25% threshold, it is considered a first strike. If it happens for a subsequent remuneration report, an entire company board may face re-election if shareholders disagree with how much executives are being paid.
Board members survive
In voting on the items of business at the SCA AGM, both directors up for election survived the vote. Chairman Heath Mackay-Cruise survived re-election as chairman with a vote of 71% in favour.
New board member Marina Go was also confirmed as a director with a vote in favour from 99% of those who voted.
Chairman’s address on earnings & asset sale
Mackay-Cruise told shareholders: “Let me start by acknowledging that the most recent financial year was a challenging and disappointing one for our company, and especially for our shareholders. With persistently high inflation and slowing economic conditions, broadcast advertising markets were depressed for much of the year. Group revenue of $499.4 million was 1% below FY23, and underlying group EBITDA of $66.2 million was 14.3% below FY23. The Board decided not to pay a final dividend for FY24. While the group’s leverage remains well within our banking covenants, the Board considers that preserving cash to reduce the group’s net debt is in the best interests of shareholders.”
He also added: “As we have announced previously to the ASX, we have commenced a process to dispose of our television assets. While this process has taken longer than we originally expected, we remain in active negotiations with several parties who are interested in acquiring those assets. We will update shareholders as those negotiations progress.”
Listnr’s #1 podcast Hamish & Andy
Chief executive John Kelly updates operating momentum
John Kelly (pictured above) also referred to the regional TV sale, noting there could be a “meaningful” update on progress within “weeks”.
He started his presentation with: “We have three key audience pillars we are capitalising on via our audio offering to reach the audiences that matter. One, is the metro radio 25-54 demographic, which we unquestionably and unequivocally dominate nationally. Beyond the capital cities, SCA reaches 70 percent of all regional Australians. And thirdly, we have the known and addressable audience via our digital offering through our owned and operated LiSTNR ecosystem.”
Talking about positive operating momentum at SCA, Kelly said: “This transformation can be seen in the improvement in our results for the second half of FY24, with EBITDA growth of 6% on the prior period with Audio EBITDA growth up 8%.”
He also referred to the recent Q1 FY25 update SCA release which Mediaweek previously covered.
Kelly then detailed some of the radio ratings success across Australia which Mediaweek reports on every survey release day.
He also detailed podcast success, again something covered here every month with the release of the Podcast Ranker charts.
Kelly finished his address to shareholders with: “I would also like to reaffirm our commitment to consistency, our positive revenue and earnings movement and momentum, and our All-of-Audio strategy. We have the building blocks for success in place. Our digital transformation is now reaping rewards. Our products, regionally and in the metro markets, are unrivalled. All this combined makes me, and the wider SCA team, confident and excited about the opportunities ahead.”
SCA’s Fifi, Fev and Nick
Who is new director Marina Go?
In her first AGM as a director, Marina Go was able to present her credentials to shareholders. It worked – she received a ‘yes’ in 99% of the votes cast for her board election. Go will be familiar to longstanding Mediaweek readers for her years in print media. She has quite the career. Her busy LinkedIn CV lists 38 roles. She started in journalism with News Corp and then three years later she moved to ACP as editor of Dolly magazine.
Go then had editorial positions at five other magazine publishers over a number of years.
Next came a career transformation that saw her work across digital media businesses as well as taking on general management and director roles at a number of companies, including Eric Beecher’s Private Media, 7-Eleven and Adore Beauty.
Her pitch to shareholders included:
Executive Experience
Leadership Roles: Extensive experience leading digital media companies, including roles as CEO and leader of a global joint venture multimedia organisation.
Industry Tenure: Over 30 years in the media industry, with a focus on digital transformation since 2008.
Board and Committee Involvement
Non-Executive Roles: Served as chair and non-executive director for ASX-listed companies, private companies, and not-for-profits across sectors like retail, energy, infrastructure, and health.
Committee Leadership: Experienced in chairing people and remuneration committees, sustainability committees, and serving on audit and risk committees.
Media Sector Expertise
Content Creation and Governance: Experience in media content creation and governance.
Walkley Foundation: Five years on the board, including a term as chair.
Innovation Leadership: Inaugural chair of the Centre for Media and Innovation at UTS.
Strategic Interests and Contributions
Focus Areas: Innovation, convenience, mobility, and growth-focused customer-facing business models.
Digital Media Influence: Recognises the power of digital media and podcasts in shaping customer behaviour.
Commitment to Audio Future: Passionate about the strategic direction of audio media, ensuring accessibility and convenience for listeners.
Ethical Standards and Governance
Integrity and Ethics: Values integrity and ethical standards in media governance.
Stakeholder Engagement: Emphasises the importance of stakeholder engagement, diversity, and inclusion.
Sustainability: Advocates for sustainable practices that benefit shareholders and support a healthy democracy.
Personal Commitment
Time Dedication: Committed to dedicating time as an independent non-executive director.
Leadership Quality: Prioritises the quality of leadership when considering board roles.
Conclusion
Vision for Southern Cross Austereo: Believes in the company’s potential and is committed to contributing through media sector expertise and leadership skills.
Call to Action: Encourages election to the board to continue serving and supporting the organisation’s strategic goals.
SCA shareholders questions
Much of the time was taken up with many varied and detailed questions, and a few statements, from SCA shareholders.
The questioning covered poor company performance which had led to “shareholder value destruction”, according to one speaker. They eventually got a question about future cost-cutting and the future earnings capability of Listnr.
There was also a question about management morale. It’s is OK, said Kelly. “We are positive about the future direction.” As to a follow-up about executives throwing in the towel, Kelly added there had been “no regretted departures”.
One question asked about adding new board members with entertainment sector experience. Another questioned whether SCA should enter the news/talk space. “We’re already there with on-demand content,” replied Kelly.
Others touched on the amount of shares board directors owned, another asked about PWC and its qualifications to be the long-term auditor.
See also: SCA reports audio revenue edges higher as new breakfast show launches