Corus Entertainment Inc.
Annual Report 2020

Plain-text annual report

Back Cover Front Cover e n i p S C o r u s E n t e r t a i n m e n t A n n u a l R e p o r t 2 0 2 0 annual report 20 20 contents 4 Financial Highlights 51 Independent Auditor’s Report 6 Message to Shareholders 9 Our Achievements in 2020 10 About Us 12 Our Brands 14 Board of Directors Executive Leadership Team Officers 15 Management’s Discussion and Analysis 53 Consolidated Statements of Financial Position 54 Consolidated Statements of Income and Comprehensive Income 55 Consolidated Statements of Changes in Equity 56 Consolidated Statements of Cash Flows 57 Notes to Consolidated Financial Statements 50 Management’s Responsibility for Financial Reporting 101 Corporate Information Corus Entertainment Annual Report 2020 | 3 financial highlights 20 20 $1,511 million consolidated revenue $296 million free cash flow 2.4 2.2 2.0 1.8 1.6 1.4 1.2 1.0 Total Bank Debt ($b) (-$480 million) (-$230 million) August 31 2018 August 31 2019 August 31 2020 $506 million consolidated segment profit 3.18x net debt to segment profit as at August 31 $1,506 million total bank debt as at August 31 4 | Corus Entertainment Annual Report 2020 ANNUAL SELECTED FINANCIAL INFORMATION(1) The following table presents summary financial information for Corus for each of the listed years ended August 31: (in millions of Canadian dollars, except per share amounts) Revenues Segment profit (2) Net income (loss) attributable to shareholders Adjusted net income attributable to shareholders (2) Basic earnings (loss) per share Adjusted basic earnings per share (2) Diluted earnings (loss) per share Free cash flow(2) Total assets Total bank debt Cash dividends declared per share Class A Voting Class B Non-Voting 2020 1,511.2 505.8 (625.4) 158.1 $(2.98) $0.75 $(2.98) 296.2 3,970.9 1,506.1 $0.2350 $0.2400 2019 1,687.5 585.1 156.1 181.0 $0.74 $0.85 $0.74 310.0 4,672.3 1,731.7 $0.1763 $0.1800 Notes: (1) For further information, refer to the Management’s Discussion and Analysis on page 15. (2) Segment profit, adjusted net income attributable to shareholders, adjusted basic earnings per share, and free cash flow do not have standardized meanings prescribed by IFRS. The Company believes these non-IFRS measures are frequently used as key measures to evaluate performance. For definitions, explanations and reconciliations refer to the “Key Performance Indicators” section of Management’s Discussion and Analysis on page 27. FISCAL 2020 FINANCIAL PROFILE Business Segment Revenues Sources of Revenue Business Segment Profit television 93% advertising 61% television 97% radio 7% merchandising, distribution and other 7% subscriber 32% radio 3% Corus Entertainment Annual Report 2020 | 5 message to shareholders 1. Transforming how we sell television. We have been successful in advancing our advertising technology roadmap and as an industry have come together to adopt common audience segments, an emerging best practice to optimize the effectiveness of advertising campaigns. This industry initiative is unique to Canada and reaches nearly 90% of English-language television viewers. 2. Putting more content in more places as we pursue new and emerging digital platforms. STACKTV is a runaway hit, now with 300,000 subscribers since its launch in June 2019. 3. International content licensing with our ever-expanding slate of great content is fueling growth and revenue diversification. 4. Maintaining financial strength with sufficient liquidity to navigate challenging times. We remain intensely focused on free cash flow, enabling us to pay down our bank debt to create financial flexibility, advance our strategic priorities, and support our dividend. As we turn the corner on fiscal 2020 we have delivered strong results with: • Consolidated revenues of $1,511 million; • Consolidated segment profit of $506 million; • Resilient free cash flow of $296 million; and • Improved financial flexibility with bank debt repayments of $230 million this past year. our strategic plan Corus has a rigorous strategic planning discipline that was maintained in 2020 despite the year’s challenges. We are confident that this plan will deliver consolidated revenue growth year over year. Our plan consists of five strategic priorities: Create a Great Place to Work – People and culture bring ideas to life and will drive our long-term success. This is our foundation and it’s integrated into our strategic thinking. We aspire to build an even stronger, diverse and more inclusive high-performance culture that attracts and retains talented people, supports local communities, and creates opportunities for innovation and growth. Fiscal 2020, our 20th year as a public company, was a year like no other. We were off to a promising start with a strong first half. Then, the COVID-19 pandemic arrived and turned the year on its head. As we rapidly pivoted to serve our stakeholders in new ways, we were particularly reminded of the critical role that our news organization plays in society. Our team executed extremely well as they provided essential services to Canadians and maintained business continuity. At the outset of the pandemic, we experienced immediate wide-spread cancellations of advertising campaigns which significantly impacted our advertising revenues, followed by a period of stabilization and then recovery, which is well underway. Our latest chapter of this story “Up and to the Right” is characterized not only by advertising recovery, it also reflects our outlook for overall, consolidated revenue. No matter what the chapter, our resilient team at Corus has been there to serve the needs of our audiences and local communities, and to help our advertising clients navigate the challenging environment. Importantly, we have not lost strategic focus and are well positioned to emerge stronger. We made great strides in 2020 as we create future growth opportunities by further advancing our strategic priorities and achieving our financial objectives during this most unusual time. These steps are creating a “new” Corus focused on revenue diversification and delivering future financial flexibility, and include: 6 | Corus Entertainment Annual Report 2020 Build a Content Powerhouse – Great content is truly at the Operate with Discipline – Every single day we bring rigour and heart of our success. We aspire to acquire and create more of it. This means deepening strategic studio partnerships as we work to create two- way content relationships. We continue to secure long-term access to multi-platform rights such as the acquisition of exclusive rights to NBCUniversal’s Peacock Originals. As a content creator, through Nelvana and Corus Studios, we are already benefitting from the insatiable global demand for premium video content. We secured increased sales during the pandemic as more and more distributors discover our high quality shows. By creating content that delights audiences on our networks in Canada, we set ourselves up for success with international licensing sales, where countless opportunities abound. Connect with Audiences – Our audiences are in control of when, where and how they want to consume content and we need to be where they are. We have seen impressive subscriber gains since launching STACKTV in June 2019 and are successfully reaching new audiences outside of the traditional cable bundle. This business has become incredibly valuable, almost overnight it seems, and we are intensely focused on accelerating its growth trajectory. We continue to improve our value proposition for subscribers that access our networks through traditional television service providers. This year we launched our expanded Global TV App, putting our great content in more places. Now available on iOS, Android, Chromecast, Amazon Fire TV, Apple TV and Roku streaming devices, we are working to make the Global TV App even more accessible to those inside the cable bundle. Our focus on these and other ad-supported digital initiatives and platforms will serve the changing needs of audiences, create new advertising inventory and accelerate our revenue growth in the years to come. Help Brands Grow – Advertising will always play a critical role in media. At Corus, we are transforming how television is sold. Our portfolio of innovative, client-centric solutions is continually adapting to meet the needs of our advertisers. As mentioned earlier, Canada’s largest broadcasters announced this year the adoption of common audience segments, breaking new ground globally in the TV advertising industry. We believe this common audience segment standard will catalyze the reallocation of a portion of advertising dollars from digital back to television, something we experienced in the pre-pandemic era with TV advertising revenue growth of 7% in 2019. This upcoming year’s exciting news is the long awaited scaling of CYNCH, our automated buying platform, which allows our advertisers to buy audience segments in an automated self-service fashion. We are confident that these solutions will transform how TV is sold and increase its value through better targeting and ease of use, offering a compelling alternative to what is offered by our digital competitors. financial discipline to our decision-making as we allocate capital within the business. Investments in technology, for example, are foundational to spur revenue growth and improve productivity. We are seeing a meaningful adoption by advertisers of common audience segment selling. The next stage of our technological transformation is a significant upgrade to our internal systems and processes. This will establish a significant competitive advantage for Corus in the years to come. Lastly, we have a demonstrable track record of expense control discipline and emerging learnings from this pandemic will benefit our cost structure as the quarters unfold in the year ahead. consistent overall revenue growth in the years ahead We have a lot of conviction in this plan to achieve consistent overall revenue growth in the years ahead. We will deliver advertising revenue growth by: • Further expanding common and custom audience segment selling; • Scaling CYNCH, our automated advertising buying platform; • Rolling out additional advanced advertising solutions; and • Expanding our presence across digital platforms. We will achieve growth in subscriber revenue as we more than offset gradual declines in the traditional television distribution system with accelerating growth in new platforms such as STACKTV. We will deliver double-digit growth in our Content business. Our ambition is to create and accelerate sales from our slate of owned content at Nelvana and Corus Studios. We will remain intensely focused and disciplined as to how we manage and deliver strong cash flow to reduce bank debt, fund dividends and provide the necessary financial flexibility to pursue our strategic priorities. Our team is also doing meaningful work in positioning our company to be a stronger, purpose led organization, which is epitomized by our commitment to shared value creation for all of our stakeholders. We recognize the importance of enhancing our performance as a responsible corporate citizen and as an essential service. Our intense focus on minimizing our impact on the environment, giving back to our communities, delivering strong governance, and embracing a strong commitment to diversity and inclusion is central to the philosophy at Corus. Creating a great place to work for our team is part of our future and it is how we will further build our competitive advantage in the years to come. Doug Murphy Heather Shaw President and CEO Executive Chair Corus Entertainment Annual Report 2020 | 7 One great show after another. 8 | Corus Entertainment Annual Report 2020 our achievements in We have made great strides in 2020, our 20th year as a public company, as we position Corus for future growth, further advancing our strategic priorities and achieving our financial objectives during this most unusual time. 20 20 transform how we sell television put more content in more places • Industry leading portfolio of advanced advertising solutions • Industry solution reaches over 90% of English- language TV with 19 common audience segments • Automated buying platform CYNCH is slated for full scale launch in fiscal 2021 • Global TV is broadly available through mobile apps, the web and connected TVs. The Global TV app includes Global TV plus up to eight Specialty services and ten 24/7 Global News live streams • STACKTV has attracted 300,000 subscribers since launch in June 2019 • Actively pursuing advertising-supported video on demand (AVOD) opportunities pursue global content sales maximize financial strength and flexibility • International content licensing with Corus Studios and Nelvana’s ever-expanding slate of great content is fueling growth and revenue diversification • Multi-season lifestyle, factual reality and children’s series are sold in the U.S. and around the world Invest in the Future Pay Down Debt Return Cash to Shareholders • We remain intensely focused on free cash flow • Our balanced capital allocation policy has been designed to pay down our bank debt to create financial flexibility, invest in the future and support our dividend Corus Entertainment Annual Report 2020 | 9 Strategic Pillars and Priorities Create a great place to work Build a content powerhouse Connect with audiences Help brands grow Operate with discipline Create engaging content and brand experiences approach to everything we do Take a client-centric Embrace technology Create a diverse and inclusive culture Build the capability and career �exibility of our people Foster employee engagement and well-being Secure long-term access to multiplatform rights from studio partners Extend our leadership role in creating original Canadian content Reach and interact with consumers on new platforms Build and deliver innovative advertising solutions Develop a unified view of audiences and their behavior Become a trusted authority in marketing effectiveness Grow our slate of owned content for international sales about to support revenue growth and improve productivity Bring rigor and financial discipline to decision making Challenge regulatory barriers that inhibit growth our strategic plan We committed to emerging from the COVID-19 pandemic stronger, and, in doing so, have taken a long look inward at our culture, and outward at the global forces we can harness to grow and thrive in an extremely dynamic media landscape. Our plan consists of five strategic priorities: Create a great place to work Build a content powerhouse Connect with audiences Help brands grow Operate with discipline corporate social responsibility Corus Entertainment has a long and successful track record of corporate social responsibility (CSR) that encompasses four pillars which include people, communities, industry and the environment. PEOPLE COMMUNITIES INDUSTRY ENVIRONMENT Support the engagement and well-being of our people in a values-based inclusive culture where diversity is embraced and all people have opportunity to develop their potential Strengthen the communities where we live with a focus on supporting the health and well-being of families and children Strengthen the media and entertainment industry in Canada - supporting Canadian content creators with a focus on underrepresented groups Build a green, sustainable environment for our people, and the guests and clients we welcome into our workplaces 10 | Corus Entertainment Annual Report 2020 creating a great place to work Corus is committed to creating a culture where employees can grow, thrive and excel. This includes an even greater commitment and action plan to foster an inclusive culture that celebrates diversity and encourages innovation and collaboration. Through well-being initiatives, employee engagement opportunities, volunteerism, strong leadership, a commitment to diversity and inclusion, and a high-performance workplace, our people continue to foster an award-winning corporate culture. Corus was named one of Canada’s Most Admired Corporate Cultures by Waterstone and in 2020, was recognized as one of Canada’s Top Employers for Young People and Greater Toronto’s Top Employers. Corus people are passionate about giving back to our local communities and fostering a strong and sustainable media industry Enriching our communities through corporate donations, sponsorship and volunteer opportunities is an integral part of our DNA. Our people have embraced the philosophy of giving back by supporting meaningful causes locally and nationally while working together to make a difference. Under the Corus Cares banner, our mission is to strengthen the communities where we live with a focus on supporting the health and well-being of families and children. Our unique position as an integrated broadcaster, producer and distributor of original content gives us a distinct advantage as we work with strong homegrown Canadian talent and showcase premium original content to global audiences. We are committed to telling diverse stories and partner with organizations that support and celebrate the Canadian screen-based media industry through diversity programs and focused mentorship opportunities. in 2020, we helped raise $21.6 million 500 charitable for over organizations across Canada engaging audiences with news and entertainment during extraordinary times It’s at times like these that we are particularly reminded of the critical role that our news organization plays in our society. Our Global News team remains committed to serving audiences with accurate, timely and fact- based information through our multiple platform offerings to ensure Canadians have the latest information on the pandemic, and its impact on society, health-care and the economy, offering around-the-clock news and information across platforms when its needed the most. we’re committed to environmental initiatives to ensure a more sustainable future Corus’ commitment to environmental initiatives continues to ensure a sustainable future through the implementation of green practices at all of our offices across the country. The Company’s executive headquarters, with its LEED® Gold Certification, is designed to reduce power and water consumption, with energy efficient lighting, a five-storey bio- wall for air filtration, a green roof, a rainwater collection system and the use of local and recycled materials in its design. *Some images used in this report were taken before the COVID-19 pandemic. Corus Entertainment Annual Report 2020 | 11 Corus Television Conventional Stations B.C. Okanagan Lethbridge Calgary Edmonton Saskatoon Regina Winnipeg Toronto Durham Peterborough Kingston Montreal New Brunswick Halifax * Lifestyle Drama Kids Original Content Multi-Platform Presence premium VOD 12 | Corus Entertainment Annual Report 2020 12 | Corus Entertainment Annual Report 2020 *Channel to be discontinued effective December 31, 2020 Corus Radio Vancouver, British Columbia CHMJ-AM AM730 All Traffic All The Time CKNW-AM Global News Radio 980 CKNW Calgary, Alberta Edmonton, Alberta CHQR-AM Global News Radio 770 CHQR CFGQ-FM Q107 Rock’s Greatest Hits CFOX-FM The World Famous CFOX CFMI-FM Rock 101 Vancouver’s Greates Hits CKRY-FM Country 105 Today’s Country CHED-AM 630 CHED CHQT-AM Global News Radio 880 Edmonton CISN-FM CISN Country 103.9 CKNG-FM 92.5 The CHUCK Winnipeg, Manitoba CJOB-AM Global News Radio 680 CJOB Barrie/Collingwood, Ontario CJGV-FM Peggy @ 99.1 CJKR-FM Power 97 CHAY-FM Fresh 93.1 CIQB-FM Big 101 CKCB-FM 95.1 The Peak FM Kitchener, Ontario Cornwall, Ontario CJDV-FM 107.5 Dave Rocks CKBT-FM 91.5 The Beat CFLG-FM 104.5 Fresh Radio CJSS-FM Boom 101.9 Guelph, Ontario Kingston, Ontario CJOY-AM 1460 CJOY CIMJ-FM Magic 106.1 CKWS-FM 104.3 Fresh Radio CFMK-FM Big 96.3 Hamilton, Ontario CHML-AM Global News Radio 900 CHML CING-FM Energy 95.3 CJXY-FM Y108 London/Woodstock, Ontario CFPL-AM Global News Radio 980 CFPL CFHK-FM 103.1 Fresh Radio CFPL-FM FM96 CKDK-FM Country 104 Ottawa, Ontario Peterborough, Ontario CKQB-FM Jump! 106.9 CJOT-FM boom 99.7 CKRU-FM 100.5 Fresh Radio CKWF-FM The Wolf 101.5 FM Toronto, Ontario CFMJ-AM Global News Radio 640 Toronto CFNY-FM 102.1 the Edge CILQ-FM Q107 Corus Entertainment Annual Report 2020 | 13 Corus Entertainment Annual Report 2020 | 13 board of directors Heather Shaw Chair of the Board of Directors Doug Murphy Fernand Bélisle Independent Lead Director Member of the Human Resources and Compensation Committee Michael Boychuk Member of the Audit Committee Member of the Human Resources and Compensation Committee Alex Carloss Stephanie Coyles Michael D’Avella Member of the Audit Committee Member of the Corporate Governance Committee Sameer Deen Mark Hollinger Chair of the Corporate Governance Committee Member of the Audit Committee Barry James Chair of the Audit Committee Catherine Roozen Chair of the Human Resources and Compensation Committee Julie Shaw Vice Chair of the Board of Directors Member of the Corporate Governance Committee executive leadership team Doug Murphy President and Chief Executive Officer Colin Bohm Executive Vice President, Content and Corporate Strategy Cheryl Fullerton Executive Vice President, People and Communications John Gossling, FCPA, FCA Executive Vice President and Chief Financial Officer Shawn Kelly Executive Vice President, Technology Greg McLelland Executive Vice President and Chief Revenue Officer Sabah Mirza* Executive Vice President and General Counsel Troy Reeb Executive Vice President Broadcast Networks officers Heather Shaw Executive Chair Executive Leadership Team All members of the Executive Leadership Team are Officers of the Company. * Sabah Mirza replaced Dale Hancocks as Executive Vice President and General Counsel effective November 23, 2020. Dale Hancocks remained an Officer of the Company until December 11, 2020 14 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS Management’s Discussion and Analysis of the financial position and results of operations for the year ended August 31, 2020 is prepared at October 21, 2020. The following should be read in conjunction with the Company’s August 31, 2020 audited consolidated financial statements and notes therein. The financial highlights included in the discussion of the segmented results are derived from the audited consolidated financial statements. All amounts are stated in Canadian dollars unless specified otherwise. Corus Entertainment Inc. (“Corus” or the “Company”) reports its financial results under International Financial Reporting Standards (“IFRS”) in Canadian dollars. Per share amounts are calculated using the weighted average number of shares outstanding for the applicable period. USE OF NON-IFRS FINANCIAL MEASURES The Management’s Discussion and Analysis contains references to certain measures that do not have a standardized meaning under IFRS as prescribed by the International Accounting Standards Board (“IASB”) and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement IFRS measures by providing a further understanding of operations from management’s perspective. Accordingly, non-IFRS measures should not be considered in isolation nor as a substitute for analysis of financial information reported under IFRS. The Company presents non-IFRS measures, specifically, segment profit, segment profit margin, adjusted segment profit, adjusted net income attributable to shareholders, adjusted basic earnings per share, free cash flow, net debt and net debt to segment profit. The Company believes these non-IFRS measures are frequently used by securities analysts, investors and other interested parties as measures of financial performance and to provide supplemental measures of operating performance and thus highlight trends that may not otherwise be apparent when relying solely on IFRS financial measures. A reconciliation of the Company’s non-IFRS measures is included in the Key Performance Indicators section of this report which is available on Corus’ website at www.corusent.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION To the extent any statements made in this document contain information that is not historical, these statements are forward-looking statements and may be forward-looking information within the meaning of applicable securities laws (collectively, “forward-looking information”). These forward-looking statements relate to, among other things, our objectives, goals, strategies, intentions, plans, estimates and outlook, including our anticipation of generating sufficient free cash flow to sustain our dividend through fiscal 2021, advertising, distribution, merchandise and subscription revenues, operating costs and tariffs, taxes and fees, currency value fluctuations and interest rates, and can generally be identified by the use of words such as “believe”, “anticipate”, “expect”, “intend”, “plan”, “will”, “may” and other similar expressions. The forward looking information contained in this document includes, but is not limited to: expected timing for certain legislative changes; Corus’ anticipated indebtedness and pro forma leverage and dividend yield targets. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances may be considered forward-looking information. Although Corus believes that the expectations reflected in such forward-looking information are reasonable, such statements involve assumptions, risks and uncertainties and undue reliance should not be placed on such statements. Certain material factors or assumptions are applied with respect to the forward-looking information above, including without limitation: the estimates and judgments set out under the heading “Critical Accounting Estimates and Judgments”, in this document; factors and assumptions regarding general market conditions and general outlook for the industry, interest rates, stability of the advertising, distribution, merchandise and subscription markets, operating costs and tariffs, taxes and fees, our ability to source desirable content, currency value fluctuations, technology developments and assumptions regarding the stability of laws and governmental regulation and policies and the interpretation or application of those laws, regulations and policies, consistent application of accounting policies, segment profit growth rates, future levels of capital expenditures, expected future cash flows and discount rates, and actual results may differ materially from those expressed or implied in such statements. Important factors that could cause actual results to differ materially from these expectations include, among other things: our ability to attract and retain advertising and subscriber revenues; audience acceptance of our television programs and cable networks; our ability to recoup production costs, the availability of tax credits and the existence of co-production treaties; our ability to compete in any of the industries in which we do business; the opportunities (or lack thereof) that may be presented to and pursued by us; conditions in the entertainment, information and communications industries and technological developments therein; changes Corus Entertainment Annual Report 2020 | 15 MANAGEMENT’S DISCUSSION AND ANALYSIS in laws, regulations and policies or the interpretation or application of those laws, regulations and policies; our ability to integrate and realize anticipated benefits from our acquisitions and to effectively manage our growth; our ability to successfully defend ourselves against litigation matters arising out of the ordinary course of business; failure to meet covenants under our senior credit facility; epidemics, pandemics or other public health crises, including the ongoing novel coronavirus (“COVID-19”) outbreak; and changes in accounting standards. Additional information about these factors and about the material assumptions underlying such forward-looking information are set out under the heading “Risks and Uncertainties” in this document and under the heading “Risk Factors” in our Annual Information Form. Corus cautions that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking information to make decisions with respect to Corus, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Unless otherwise specified, all forward-looking information in this document speaks as of the date of this document. Unless otherwise required by applicable securities laws, Corus disclaims any intention or obligation to publicly update or revise any forward-looking information whether as a result of new information, events or circumstances that arise after the date thereof or otherwise. The following discussion describes the significant changes in the consolidated results from operations. OVERVIEW Corus is a diversified Canadian-based integrated media and content company that creates and delivers high quality brands and content across platforms for audiences in Canada and around the world. The Company’s portfolio of multimedia offerings encompasses 34 specialty television networks, 15 conventional television stations, 39 radio stations, digital assets, a social media digital agency, a social media creator network, and a global content business, book publishing, animation software, and media and technology services. Corus operates through two reporting segments: Television and Radio. The Corporate results represent the incremental cost of corporate overhead in excess of the amount allocated to the operating segments. Generally, Corus’ financial results depend on a number of factors, including the strength of the Canadian national economy and the local economies of Corus’ served markets, local and national market competition from other broadcasting stations, platforms and other advertising media, government regulation, market competition from other distributors of animated and unscripted lifestyle programming and Corus’ ability to continue to provide popular programming. TELEVISION The Television segment is comprised of 34 specialty television networks, 15 conventional television stations, digital assets, a social media digital agency, a social media creator network, technology and media services, and the Corus content business, which includes the production and distribution of films and television programs, merchandise licensing, book publishing, and animation software. On December 31, 2019, Corus ceased operation of the FYI channel. On September 30, 2019, Corus ceased operation of the Cosmo TV and IFC channels. On March 22, 2019, Corus sold its interest in the Telelatino (“TLN”) group of seven networks. Revenues for the specialty television networks are generated from both advertising and subscribers, while revenues from the conventional television stations are derived primarily from advertising. Revenues for the content business are generated from the licensing of proprietary films and television programs, merchandise licensing, book publishing, and animation software. Media and technology services revenues are generated principally from the provision of services. For both advertising and subscriber revenues, it is critical that the Company offer Canadians entertaining content that engages them. The Company’s content is available to Canadians through a variety of platforms, including conventional or specialty television, online websites, mobile apps and connected TVs. Catering to consumer demand for quality and choice, the Company strives to offer the best content available to Canadians when and where they choose to consume it. RADIO The Radio segment is comprised of 39 radio stations across Canada situated primarily in high-growth urban centres in English Canada, with a concentration in the densely populated area of Southern Ontario. The Company’s primary method of distribution is over-the-air, analog radio transmission, with additional delivery platforms including HD Radio, websites and mobile apps. Revenues for the Company’s radio business are derived primarily from advertising. 16 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS KEY FINANCIAL INFORMATION The following table presents key summary financial information for Corus, its operating segments, and a reconciliation of segment profit to net income for each of the listed years ended August 31: (in millions of Canadian dollars, except per share amounts) 2020 2019 Revenues Television Radio Consolidated revenues Segment profit (loss) (1) Television Radio Corporate Consolidated segment profit (1) Depreciation and amortization Interest expense Broadcast license and goodwill impairment Gain on debt modification Business acquisition, integration and restructuring costs Other expense (income), net Income (loss) before income taxes Income tax expense Net income (loss) for the year Net income (loss) attributable to: Shareholders Non-controlling interest Net income (loss) for the year Adjusted net income attributable to shareholders (1) Basic earnings (loss) per share Adjusted basic earnings per share (1) Diluted earnings (loss) per share Free cash flow (1) Total assets Total bank debt Cash dividends declared per share Class A Voting Class B Non-Voting Notes: (1) As defined in “Key Performance Indicators” section. 1,408.2 103.0 1,511.2 508.7 16.0 (18.9) 505.8 158.5 115.2 786.8 — 19.1 (8.1) (565.7) 41.9 (607.7) (625.4) 17.7 (607.7) 158.1 $(2.98) $0.75 $(2.98) 296.2 3,970.9 1,506.1 1,544.9 142.6 1,687.5 573.5 34.6 (23.1) 585.1 182.4 117.7 — (3.9) 26.3 10.5 252.1 71.4 180.7 156.1 24.6 180.7 181.0 $0.74 $0.85 $0.74 310.0 4,672.3 1,731.7 $0.2350 $0.2400 $0.1763 $0.1800 Corus Entertainment Annual Report 2020 | 17 MANAGEMENT’S DISCUSSION AND ANALYSIS FISCAL 2020 COMPARED TO FISCAL 2019 For a discussion on the Company’s results of operations for the fourth quarter of fiscal 2020, we refer you to Corus’ Fourth Quarter 2020 Report to Shareholders filed on SEDAR on October 22, 2020. The following discussion describes the significant changes in the consolidated results from operations for the year ended August 31, 2020 compared to the prior year. REVENUES Consolidated revenues for the year ended August 31, 2020 of $1,511.2 million decreased 10% from $1,687.5 million in the prior year. On a consolidated basis, advertising revenues decreased 16%, subscriber revenues decreased 1%, while merchandising, distribution and other revenues increased by 11% from the prior year. The decrease in advertising revenues was isolated to the back half of the fiscal year and arose from the market-wide contraction of demand from COVID-19 restrictions resulting in campaign cancellations or deferrals. Revenues decreased 9% in Television and 28% in Radio compared to the prior year. Further analysis of revenues is provided in the discussion of segmented results. DIRECT COST OF SALES, GENERAL AND ADMINISTRATIVE EXPENSES Direct cost of sales, general and administrative expenses for the year ended August 31, 2020 of $1,005.4 million were down 9% from $1,102.4 million in the prior year. On a consolidated basis, direct cost of sales decreased 4%, employee costs decreased 13% and other general and administrative costs decreased 15% from the prior year. The decrease in direct cost of sales was driven by decreases in amortization of program rights and other cost of sales, offset by increases in amortization of film investments. The decrease in employee costs was primarily due to estimated Canadian Emergency Wage Subsidy (“CEWS”) funding of approximately $34.9 million, lower commission costs and share-based compensation expense. Other general and administrative expenses were lower as a result of curtailed discretionary costs such as advertising and marketing, travel, entertainment, reductions in rent expenses as a result of the implementation of IFRS 16 - Leases as issued by the IASB that reduced rent expenses charged through operating costs (refer to Impact of New Accounting Policies section of this report for further details), as well as relief on Part 1 Canadian Radio-television and Telecommunications Commission (“CRTC”) fees, partially offset by higher estimated credit losses, consulting fees and incremental COVID-19 costs. Further analysis of expenses is provided in the discussion of segmented results. SEGMENT PROFIT Consolidated segment profit for the year ended August 31, 2020 of $505.8 million was down 14% from $585.1 million in the prior year. Segment profit margin of 33% for the year ended August 31, 2020 was down from 35% in the prior year. Further analysis is provided in the discussion of segmented results. DEPRECIATION AND AMORTIZATION Depreciation and amortization expense for the year ended August 31, 2020 was $158.5 million, a decrease from $182.4 million in the prior year. Decreases for the year resulted from lower amortization of brands of $33.7 million and other intangible assets of $2.0 million, offset by increases in amortization of capital assets of $11.8 million, principally from capitalization and amortization of lease costs as required by the implementation of IFRS 16. Amortization of brands has decreased significantly from the prior year as a result of accelerated amortization related to a change in estimate in fiscal 2019 of the useful life of the Action brand that was retired in April 2019. INTEREST EXPENSE Interest expense for the year ended August 31, 2020 of $115.2 million was down from $117.7 million in the prior year. The decrease results from lower interest on bank debt of $14.8 million and total return swaps of $0.6 million, offset by higher imputed interest of $11.2 million on long-term liabilities associated with program rights, trade marks and right-of-use assets, as well as $1.7 million lower amortization of a deferred gain from other comprehensive income on interest rate swaps settled on November 28, 2017. Interest on bank debt is lower due to lower debt levels. The effective interest rate on bank loans for the year ended August 31, 2020 was 4.0% compared to 4.3% in the prior year. The decrease in the effective interest rate for fiscal 2020 is due to a lower interest rate margin resulting from reduced leverage. BROADCAST LICENCE AND GOODWILL IMPAIRMENT Broadcast licences and goodwill are tested for impairment annually as at August 31 or more frequently if events or changes in circumstances indicate that they may be impaired. In the third quarter of fiscal 2020, management identified indicators of impairment at the enterprise level, notably a significant decline in the Company’s share price from August 31, 2019, which resulted in the Company’s carrying value being significantly greater than 18 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS its current market enterprise value. Accordingly, interim goodwill impairment testing was required for both the Television and Radio cash generating units (“CGUs”). As a result of these tests, the Company recorded a non-cash goodwill impairment charge of $673.0 million and $46.0 million in the Television and Radio operating segments, respectively, in the third quarter of fiscal 2020 (refer to note 11 of the audited consolidated financial statements for further details). In addition, the pervasive economic impact of COVID-19 on Radio revenues meant that certain Radio markets had actual results and revised financial projections that fell well short of previous estimates, indicating that interim broadcast licence impairment testing was required. As a result of these tests, the Company recorded non-cash broadcast licence impairment charges of $67.8 million in the Radio segment in the third quarter of fiscal 2020 (refer to note 11 of the audited consolidated financial statements for further details). The Company has completed its annual impairment testing of broadcast licences and goodwill and determined that there were no additional impairment charges required or recoveries as at August 31, 2020. GAIN ON DEBT MODIFICATION The gain on debt refinancing of $3.9 million in fiscal 2019 relates to the amendment of the Company’s long-term credit facility agreement on May 31, 2019 (refer to note 14 of the audited consolidated financial statements for further details). INTEGRATION, RESTRUCTURING AND OTHER COSTS For the year ended August 31, 2020, the Company incurred $19.2 million of integration, restructuring and other costs compared to $26.3 million in the prior year. The current fiscal year costs relate to restructuring costs associated with employee exits, as well as certain costs associated with the shut-down of the FYI channel, continued transmitter decommissioning and system integration costs. The prior year costs relate to restructuring costs associated with employee exits, as well as onerous lease provision costs for office space vacated in Vancouver, additional asset retirement obligations for the former Shaw Media headquarters in Toronto, costs associated with the rebranding of the Action channel to the Adult Swim channel, and costs to decommission certain transmitter sites. These charges are excluded from the determination of segment profit. OTHER EXPENSE (INCOME), NET Other income for the year ended August 31, 2020 was $8.1 million compared to other expense of $10.5 million in the prior year. In the current year, other income includes foreign exchange gains of $4.3 million and income of $3.8 million from short-term investments, rental income, gains related to the sale of property in Woodstock, Ontario, a scientific research and experimental development tax credit refund and miscellaneous interest income. In the prior year, other expense includes an impairment charge related to an investment in an associate of $8.7 million, equity losses from associates of $0.9 million, a net foreign exchange loss of $0.9 million, and a $0.3 million loss on the disposition of TLN, offset by income from insurance proceeds and miscellaneous interest income. For the year ended August 31, 2020, forward foreign exchange contracts resulted in unrealized foreign exchange loss of $2.9 million (2019 - gain of $2.2 million), which offset foreign exchange gains recorded related to the period end revaluation of U.S. dollar denominated long term liabilities. Further discussion of this can be found in the Liquidity and Capital Resources section of this report under the heading Derivative Financial Instruments. INCOME TAX EXPENSE The effective tax rate for the year ended August 31, 2020 was a recovery of 7.4% as compared with the Company’s 26.5% statutory tax rate. The lower effective tax rate for the year ended August 31, 2020 is a result of the impairment recorded on goodwill in the television and radio operating segments in the third quarter. The effective tax rate for the year ended August 31, 2019 was 28.3% compared to the Company’s 26.5% statutory rate. The significant difference in the statutory rates and effective tax rate in the prior year resulted primarily from the Company’s disposition of its interest in TLN. NET INCOME (LOSS) ATTRIBUTABLE TO SHAREHOLDERS AND EARNINGS (LOSS) PER SHARE Net loss attributable to shareholders for the year ended August 31, 2020 was $625.4 million ($2.98 loss per share basic), as compared to net income attributable to shareholders of $156.1 million ($0.74 per share basic) in the prior year. Net loss attributable to shareholders for fiscal 2020 includes broadcast license and goodwill impairments of $786.8 million ($3.66 per share) and integration, restructuring and other costs of $19.2 million ($0.07 per share). Adjusting for the impact of these items results in an adjusted net income attributable to shareholders of $158.1 million ($0.75 per share basic) for the current fiscal year. Net income attributable to shareholders for the year ended August 31, 2019 include integration, restructuring and other costs of $26.3 million ($0.09 per share), an impairment on an investment in associates of $8.7 million ($0.03 per share), a gain on debt modification of $3.9 million ($0.01 per share), and a loss on the disposition of TLN of $0.3 million ($nil Corus Entertainment Annual Report 2020 | 19 MANAGEMENT’S DISCUSSION AND ANALYSIS per share). Adjusting for the impact of these items results in an adjusted net income attributable to shareholders of $181.0 million ($0.85 per share basic) for the prior year period. The weighted average number of basic shares outstanding for the year ended August 31, 2020, was 209,769,000 compared to 211,997,000 in the prior year. The average number of shares outstanding in the current year decreased as a result of the purchase and cancellation of Class B Non-Voting Participating Shares under the Company’s normal course issuer bid (“NCIB”), which commenced on November 12, 2019. OTHER COMPREHENSIVE LOSS, NET OF INCOME TAX Other comprehensive loss for the year ended August 31, 2020 was $5.6 million, compared to $43.0 million in the prior year. For the year ended August 31, 2020, other comprehensive loss includes an unrealized loss on the fair value of cash flow hedges of $15.5 million and an unrealized loss from foreign currency translation adjustments of $0.1 million, offset by an actuarial gain on the remeasurement of post-employment benefit plans of $8.9 million and an unrealized gain on the fair value of financial assets of $1.1 million. The prior year other comprehensive loss includes an unrealized loss on the fair value of cash flow hedges of $31.5 million, an actuarial loss on the remeasurement of post-employment benefit plans of $9.3 million, and an unrealized loss on the fair value of financial assets of $2.4 million, offset by an unrealized gain from foreign currency translation adjustments of $0.3 million. TELEVISION The Television segment is comprised of 34 specialty television services (35 prior to December 31, 2019; 37 prior to September 30, 2019; 44 prior to March 22, 2019), 15 conventional television stations, digital assets, a social media digital agency, a social media creator network, technology and media services, and the Corus content business, which consists of the production and distribution of films and television programs, merchandise licensing, book publishing, and animation software. FINANCIAL HIGHLIGHTS (thousands of Canadian dollars) Revenues Advertising Subscriber Merchandising, distribution and other Total revenues Expenses Segment profit (1) Segment profit margin (1) (1) As defined in the “Key Performance Indicators” section Year ended August 31, 2020 2019 823,448 490,985 93,805 1,408,238 899,523 508,715 36% 966,983 496,447 81,462 1,544,892 971,368 573,524 37% Revenues for the year ended August 31, 2020 were down 9% from the prior year. Decreases of 15% in advertising revenues and 1% in subscriber revenues were offset by a 15% ($12.3 million) increase in merchandising, distribution and other revenues. The decrease in advertising revenues was isolated to the back half of the fiscal year and arose from the market-wide contraction of demand from COVID-19 restrictions resulting in campaign cancellations or deferrals. The Company has worked closely with its advertisers and agencies to create relevant and innovative marketing and advertising opportunities, which has meant that revenue declines in the fourth quarter are not as pronounced as they were when strict quarantine measures were in place during the third quarter. Subscriber revenues were up slightly on a proforma basis when adjusting for the impact of the TLN disposal in the prior year. The increase in merchandising, distribution and other revenues was primarily driven by licensing activity of Nelvana and Corus Studios, back end revenue participations on Corus Studio series, as well as higher merchandising revenues, partially offset by a decline in publishing revenues. Total expenses for the year ended August 31, 2020 were down 7% from the prior year. Direct cost of sales (which includes amortization of program rights and film investments, and other cost of sales) decreased 3% from the prior year, while general and administrative expenses were down by 13% from the prior year. Amortization of program rights decreased by 4% from the prior year, other cost of sales decreased 14% ($4.4 million) and was offset by higher film amortization expense of 36% ($5.1 million). The decrease in amortization of program rights was driven predominantly by lower amortization arising from a larger number of repeats and fewer new episodes on all networks, the shut-down of three specialty television services (Cosmo and IFC in September 2019, and FYI 20 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS in December 2019), as well as the sale of TLN in March 2019, offset by higher costs from the renewals of certain U.S. output deals and the Adult Swim channel deal, which commenced in April 2019. The increase in amortization of film investments was principally due to an increased production slate, while the decrease in other cost of sales was principally a result of costs associated with certain sales initiatives. Employee costs decreased 13% due to the estimated CEWS funding of $27.8 million, lower commission costs and lower short-term compensation accruals. Other general and administrative expenses were 13% lower as a result of curtailed discretionary costs such as travel, entertainment, advertising and marketing, lower transmission costs, reductions in rent expenses resulting from the implementation of IFRS 16 (refer to Impact of New Accounting Policies section of this report for further details), as well as relief on Part 1 CRTC fees, lower variable trade mark fees, and tariff royalties levied under the Copyright Act that are positively correlated with movements in revenues, partially offset by increases in consulting costs. Segment profit(1) was down 11% in fiscal 2020 as a result of decreases in revenues exceeding decreases in direct cost of sales and general and administrative expenses. Segment profit margin(1) for the year ended August 31, 2020 was 36%, down slightly from the prior year at 37%. In the third quarter of Fiscal 2020, the Company recorded a non-cash goodwill impairment of $673.0 million with respect to the Television segment. The impairment charge resulted from the estimated recoverable amount being lower than the carrying amount. The non-cash goodwill impairment charge is excluded from the determination of segment profit (refer to note 11 of the consolidated financial statements for further details). (1) As defined in the “Key Performance Indicators” section RADIO The Radio segment is comprised of 39 radio stations situated primarily in high-growth urban centres in English Canada, with a concentration in the densely populated area of Southern Ontario. Corus is one of Canada’s leading radio operators in terms of audience reach. FINANCIAL HIGHLIGHTS (thousands of Canadian dollars) Revenues Expenses Segment profit (1) Segment profit margin (1) (1) As defined in the “Key Performance Indicators” section Year ended August 31, 2019 2020 142,590 102,998 107,944 86,975 34,646 16,023 16% 24% For the year ended August 31, 2020, revenues decreased 28% compared to the prior year. Advertising revenues in the back half of the year were significantly impacted by market-wide contraction of demand from COVID-19 restrictions resulting in outright cancellations or campaign deferrals in the latter half of fiscal 2020. The Company has worked closely with its advertisers and agencies to create relevant and innovative marketing and advertising opportunities, which has meant that revenue declines in the fourth quarter are not as pronounced as they were when strict quarantine measures were in place during the third quarter. Direct cost of sales, general and administrative expenses were down 19% in fiscal 2020. The decreases were principally from lower employee costs as a result of estimated CEWS funding of $4.7 million, decreased rent costs resulting from the implementation of IFRS 16 on September 1, 2019, relief on Part 1 CRTC fees and reductions on tariff royalties levied under the Copyright Act that are positively correlated with movements in revenues, as well as a halt in discretionary spending on advertising and promotions, partially offset by modest increases for estimated credit losses. For the year ended August 31, 2020, segment profit(1) decreased $18.6 million and segment profit margin(1) of 16% was down from 24% in the prior year. In the third quarter of Fiscal 2020, the Company recorded non-cash impairment charges in broadcast licenses of $67.8 million and goodwill of $46.0 million. The impairment charges resulted from the estimated recoverable amounts of five Radio CGUs and the Radio segment CGU to be lower than the carrying amounts. The non-cash broadcast license and goodwill impairment charges are excluded from the determination of segment profit (refer to note 11 of the consolidated financial statements for further details). (1) As defined in the “Key Performance Indicators” section Corus Entertainment Annual Report 2020 | 21 MANAGEMENT’S DISCUSSION AND ANALYSIS CORPORATE The Corporate results are comprised of the incremental cost of corporate overhead in excess of the amount allocated to the operating divisions. FINANCIAL HIGHLIGHTS (thousands of Canadian dollars) Share-based compensation Other general and administrative costs Year ended August 31, 2019 5,347 17,738 2020 4,269 14,630 18,899 23,085 Share‐based compensation includes expenses related to the Company’s stock options and other long‐term incentive plans (such as Performance Share Units ‐ “PSUs”, Deferred Share Units – “DSUs”, and Restricted Share Units – “RSUs”). The expense fluctuates with changes in assumptions, primarily regarding the Company’s share price and number of units estimated to vest. The decrease in share-based compensation expense for the year ended August 31, 2020 reflects the decline in the Company’s share price from August 31, 2019, partially offset by the change in the fair value of the total return swaps (refer to the Liquidity and Capital Resources section of this report for further details on this swap arrangement). Other general and administrative costs for fiscal 2020 decreased 18% from the prior year. The decrease is principally related to lower employee costs as a result of $2.3 million in estimated CEWS funding, decreased short-term compensation accruals, decreased share-based compensation accruals, decreased rent costs resulting from the implementation of IFRS 16 on September 1, 2019, and lower Directors fees resulting from fewer Directors throughout the year, partially offset by increased COVID-19 related facilities costs as well as consulting and legal costs. QUARTERLY CONSOLIDATED FINANCIAL INFORMATION SEASONAL FLUCTUATIONS Corus’ operating results are subject to seasonal fluctuations that can significantly impact quarter-to-quarter operating results. The Company’s advertising revenues are dependent on general advertising revenues and retail cycles associated with consumer spending activity, accordingly the first and third quarter results tend to be the highest and second and fourth quarter results tend to be the lowest in a fiscal year. In fiscal 2020, the impact of COVID-19 and measures to prevent its spread have significantly affected advertising revenues which have deviated from historical distribution patterns with the third quarter of fiscal 2020 being lower than both the first and second quarters, which has resulted in a downward trend in the second half of the year. The same pattern is observable in segment profit. The Company’s merchandising and distribution revenues are dependent on the number and timing of film and television programs delivered as well as the timing and level of success achieved of associated merchandise licensed in the market, which cannot be predicted with certainty. Consequently, the Company’s results may fluctuate materially from period-to-period and the results of any one period are not necessarily indicative of results for future periods. The following table sets forth certain unaudited data derived from the Company’s interim condensed consolidated financial statements for each of the eight most recent quarters ended August 31, 2020. In Management’s opinion, these unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with the audited consolidated financial statements in the Company’s Annual Report for the years ended August 31, 2020 and August 31, 2019, except as disclosed in note 3 of the consolidated financial statements. 22 | Corus Entertainment Annual Report 2020 (thousands of Canadian dollars, except per share amounts) Revenues (1) Segment profit (1)(2) Net income (loss) attributable to shareholders Adjusted net income attributable to shareholders (1) MANAGEMENT’S DISCUSSION AND ANALYSIS Earnings (loss) per share (2) Diluted Adjusted (1) Free cash flow (1)(2) Basic 2020 4th quarter 3rd quarter 2nd quarter 1st quarter 2019 4th quarter 3rd quarter 2nd quarter 318,396 348,967 375,995 94,502 111,313 115,909 30,278 (752,280) 18,524 33,181 $ 0.15 18,996 $ (3.61) 25,900 $ 0.09 $ 0.15 $ $ (3.61) $ $ 0.09 $ 467,878 184,115 78,116 79,980 $ 0.37 $ 0.37 $ 0.16 0.09 0.12 87,353 90,773 65,073 0.38 53,048 377,479 458,417 384,115 109,776 170,523 113,148 22,947 66,378 6,344 27,930 $ 0.11 66,077 $ 0.31 15,733 $ 0.03 $ 0.11 $ $ 0.31 $ $ 0.03 $ 0.13 0.31 0.07 93,554 90,101 83,909 467,471 1st quarter (1) As defined in “Key Performance Indicators”. (2) Effective September 1, 2019, the Company adopted IFRS 16. There has been no restatement of prior periods. Refer to Impact of New 70,111 $ 0.28 $ 0.28 $ 191,638 60,415 0.33 42,406 Accounting Policies section of this report for more information. SIGNIFICANT ITEMS CAUSING VARIATIONS IN QUARTERLY RESULTS • Segment profit and free cash flow in the fourth quarter of fiscal 2020 were positively impacted by IFRS 16 by approximately $3.3 million and $3.8 million, respectively; however the impact on net income attributable to shareholders was not material. Net income attributable to shareholders for the fourth quarter of fiscal 2020 was negatively impacted by integration, restructuring and other costs of $4.0 million ($0.01 per share). • Segment profit and free cash flow in the third quarter of fiscal 2020 were positively impacted by IFRS 16 by approximately $3.3 million and $4.1 million, respectively; however, the impact on net income attributable to shareholders was not material. Net loss attributable to shareholders for the third quarter of fiscal 2020 was negatively impacted by non-cash radio broadcast license and television and radio goodwill impairment charges of $786.8 million ($3.69 per share) and integration, restructuring and other costs of $2.6 million ($0.01 per share). • Segment profit and free cash flow in the second quarter of fiscal 2020 were positively impacted by IFRS 16 by approximately $3.4 million and $4.2 million, respectively; however, the impact on net income attributable to shareholders was not material. Net income attributable to shareholders for the second quarter of fiscal 2020 was negatively impacted by integration, restructuring and other costs of $10.0 million ($0.03 per share). • Segment profit and free cash flow in the first quarter of fiscal 2020 were positively impacted by the implementation of IFRS 16 by approximately $3.4 million and $3.9 million, respectively; however, the impact on net income attributable to shareholders was not material. Net income attributable to shareholders for the first quarter of fiscal 2020 was negatively impacted by integration, restructuring and other costs of $2.5 million ($0.01 per share). • Net income attributable to shareholders for the fourth quarter of fiscal 2019 was negatively impacted by additional amortization from a change in estimate for the useful lives of television brand assets of $16.7 million ($0.06 per share) and integration, restructuring and other costs of $6.8 million ($0.02 per share). • Net income attributable to shareholders for the third quarter of fiscal 2019 was negatively impacted by additional amortization from a change in estimate for the useful lives of television brand assets of $16.7 million ($0.06 per share), integration, restructuring and other costs of $2.3 million ($0.01 per share) and a $0.3 million ($nil per share) loss on disposal of the Company’s 50.5% interest in TLN, offset by a gain on debt modification of $3.9 million ($0.01 per share). • Net income attributable to shareholders for the second quarter of fiscal 2019 was negatively impacted by additional amortization from a change in estimate for the useful lives of television brand assets of $34.9 million ($0.12 per share), integration, restructuring and other costs of $4.0 million ($0.01 per share) and an impairment on an investment in an associate of $8.7 million ($0.03 per share). • Net income attributable to shareholders for the first quarter of fiscal 2019 was negatively impacted by additional amortization from a change in estimate for the useful lives of television brand assets of $34.9 million ($0.12 per share) and integration, restructuring and other costs of $13.2 million ($0.05 per share). Corus Entertainment Annual Report 2020 | 23 MANAGEMENT’S DISCUSSION AND ANALYSIS FINANCIAL POSITION Total assets at August 31, 2020 were $4.0 billion compared to $4.7 billion at August 31, 2019. The following discussion describes the significant changes in the consolidated statements of financial position since August 31, 2019. Effective September 1, 2019, the Company adopted the new lease accounting standard IFRS 16 with a modified retrospective application. This method of application does not result in the retrospective adjustment of amounts reported for periods prior to fiscal 2020 as the cumulative effect of the initial application of the new standard was recognized at the date of initial application, September 1, 2019. The most significant effect of the new standard is the lessee’s recognition of the initial present value of unavoidable future lease payments as right-of-use lease assets and lease liabilities, including those for most leases that would have previously been accounted for as operating leases. This results in depreciation of right-of-use lease assets and financing costs arising from lease liabilities, rather than as part of general and administrative expenses. The adoption of the new standard has resulted in an increase to property, plant and equipment of approximately $138.4 million and other long-term liabilities of approximately $157.8 million as at September 1, 2019. The right-of-use assets have been reduced for accrued rents of $18.6 million, which arose under IAS 17. However, the implementation of IFRS 16 does not have any impact on lease economics or lease cash flows. Further discussion of the change in accounting policy for leases can be found in the Impact of New Accounting Policies section of this report. Current assets at August 31, 2020 were $360.6 million, down $128.1 million from August 31, 2019. Cash and cash equivalents decreased by $36.7 million from August 31, 2019. Refer to the discussion of cash flows in the next section. Accounts receivable, which includes $22.1 million related to the estimated CEWS funding at August 31, 2020, decreased $75.2 million from August 31, 2019. The accounts receivable balance is subject to seasonal trends. Typically, the balance of trade receivables is higher at the end of the first and third quarters and lower at the end of the second and fourth quarters as a result of the broadcast advertising revenue seasonality; however this year seasonal trends have been significantly impacted by the COVID-19 pandemic and may not be representative of historical results (see the Seasonal Fluctuations under the Quarterly Consolidated Financial Information section of this report for further details). The Company carefully monitors the aging and collection performance of its accounts receivable and as collection uncertainties have increased for small to medium sized businesses, the Company has increased its estimated credit losses related to those accounts, which resulted in modest additional provisions for collection risk. Tax credits receivable increased $1.7 million from August 31, 2019 as a result of accruals relating to film productions exceeding tax credit receipts. Investments and other assets increased $7.7 million from August 31, 2019, primarily as a result of an increase in the net asset position of certain post employment benefit plans and unrealized gains related to the fair value remeasurement of the investment in venture funds, offset by a decrease in unrealized gains related to forward foreign exchange contracts. Property, plant and equipment increased $107.8 million from August 31, 2019 as a result of additions, principally the addition of right-of-use lease assets upon adoption of IFRS 16, exceeding depreciation expense. Program rights increased $129.9 million from August 31, 2019, as additions of acquired rights of $629.5 million were offset by amortization of $495.8 million and a $3.8 million write-off of certain program rights related to the FYI channel shut-down on December 31, 2019. Film investments decreased $8.4 million from August 31, 2019, as film additions (net of tax credit accruals) of $11.5 million were offset by film amortization of $20.1 million. Intangibles decreased $87.2 million from August 31, 2019, primarily as a result of amortization of finite life intangibles and impairment charges recorded on certain Radio broadcast licenses of $67.8 million in the third quarter, offset by additions related to trade mark licenses and computer software. Goodwill decreased $719.0 million as a result of impairment charges related to the Television and Radio segments in the third quarter. Accounts payable and accrued liabilities increased $22.2 million from August 31, 2019, principally as a result of higher program rights payable, trade marks payable, short-term lease liabilities, unremitted sales taxes and other accrued liabilities, which include other working capital accruals, offset by decreases to trade accounts payable, short-term compensation accruals, capital asset purchases, accruals related to third party back-end participations, unearned revenues, film production accruals and dividends payable. 24 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS Provisions, including the long-term portion, at August 31, 2020 of $18.1 million were consistent with the prior year at August 31, 2019 as a result of restructuring related payments being comparable to additions and additional provisions for asset retirement obligations. Bank debt, including the current portion, as at August 31, 2020 was $1,506.1 million compared to $1,731.7 million as at August 31, 2019. As at August 31, 2020, the $76.3 million classified as the current portion of bank debt reflects the mandatory repayments in the following 12 months. During the year ended August 31, 2020, the Company repaid bank debt of $229.5 million and amortized $4.1 million of deferred financing charges. Other long-term liabilities increased $214.8 million from August 31, 2019, primarily from increases in lease liabilities related to the implementation of IFRS 16, long-term program rights payable, trade marks payable, adjustments to the fair value of interest rate swap derivatives, and increases to long-term employee obligations, offset by reductions in deferred rent accruals related to the implementation of IFRS 16, the long-term portion of tangible benefit obligations, as well as liabilities related to merchandising and other intangible rights. Share capital decreased by $14.3 million from August 31, 2019 as a result of 3.6 million shares repurchased under the NCIB. Contributed surplus decreased by $1.5 million primarily as a result of the repurchases under the NCIB, offset by share-based compensation expense. LIQUIDITY AND CAPITAL RESOURCES CASH FLOWS Overall, the Company’s cash and cash equivalents position decreased by $36.7 million from the prior year end. Free cash flow for the year ended August 31, 2020 decreased to $296.2 million, from $310.0 million in the prior year. Free cash flow for the year was positively impacted by CEWS receipts of $16.1 million and income tax deferrals of $17.2 million. A reconciliation of free cash flow to the consolidated statements of cash flows is provided in the Key Performance Indicators section. Cash provided by operating activities for the year ended August 31, 2020 was $313.3 million, compared to $343.6 million in the prior year. The decrease of $30.3 million from the prior year arises from lower cash flow from operations of $52.4 million, which includes higher spend on program rights of $9.5 million, offset by higher cash provided by working capital of $22.1 million. Cash used in investing activities for the year ended August 31, 2020 was $19.0 million, compared to $30.2 million in the prior year. In the current year, the Company had additions to property, plant, equipment of $15.4 million, and net cash outflows of $3.9 million for intangibles, investments and other assets. The prior year includes additions to property, plant and equipment of $30.1 million, $6.0 million paid for the acquisition of certain KIN Canada assets, and net cash outflows of $6.7 million for intangibles, investments and other assets, offset by the proceeds from the disposal, net of divested cash and prepaid revenue from certain service arrangements, of $12.5 million for the sale of TLN, net of divested cash and prepaid revenue from certain service arrangements. Cash used in financing activities for the year ended August 31, 2020 was $330.9 million, compared to $325.6 million in the prior year. In the current year, the Company repaid bank debt of $229.5 million, paid dividends of $70.4 million to shareholders and non-controlling interests, repurchased shares of $16.9 million, made payments related to right-of-use leases of $15.9 million, and made payments of $3.6 million for software license liabilities, offset by equity funding of a non-controlling interest of $5.4 million. In the prior year, the Company repaid bank debt of $250.0 million, paid financing costs of $3.4 million to amend credit facilities, paid dividends of $68.5 million to shareholders and non-controlling interests and made capital lease payments of $3.7 million. LIQUIDITY The Company’s capital management objectives are to maintain financial flexibility in order to pursue its strategy of organic growth combined with strategic acquisitions and to provide returns to its shareholders. The Company defines capital as the aggregate of its shareholders’ equity and total bank debt less cash and cash equivalents. The Company manages its capital structure in accordance with changes in economic conditions. In order to maintain or adjust its capital structure, the Company may elect to issue or repay long-term debt, issue shares, repurchase shares through a normal course issuer bid, pay dividends or undertake any other activities as deemed appropriate under the specific circumstances. Corus Entertainment Annual Report 2020 | 25 MANAGEMENT’S DISCUSSION AND ANALYSIS The Company monitors capital using several key performance metrics, including: net debt to segment profit ratio and dividend yield. The Company’s stated long-term objectives are a leverage target (net debt to segment profit ratio) below 3.0 times and to maintain a dividend yield in excess of 2.5%. In the short term, the Company may permit the long-term leverage range to be exceeded (for long-term investment opportunities), but endeavours to return to the leverage target range as the Company believes that these objectives provide a reasonable framework for providing a return to shareholders and is supportive of maintaining the Company’s credit ratings. As at August 31, 2020, the Company’s leverage ratio was 3.18 times net debt to segment profit, up from 2.82 times at August 31, 2019. In fiscal 2020 the increase in net debt and net debt to segment profit reflects increased debt for lease liabilities and a full twelve months of segment profit that excludes operating leases costs as prescribed by the new lease accounting standards IFRS 16. Fiscal 2019 net debt and net debt to segment profit does not reflect increased debt levels for leases liabilities nor does it remove from segment profit operating lease costs as this was prior to the adoption of IFRS 16 on September 1, 2019. Further discussion on this is contained in the Impact of New Accounting Policies section. As at August 31, 2020, the Company had a net cash balance of $45.9 million and had available approximately $300.0 million under the Revolving Facility, all of which could be drawn. The Company was in compliance with all loan covenants. Management believes that cash flow from operations and existing credit facilities will provide the Company with sufficient financial resources to fund its operations for the following 12 months. For further details on the credit facilities most recently amended on May 31, 2019, refer to note 14 of the Company’s audited consolidated financial statements for the year ended August 31, 2020. TOTAL CAPITALIZATION As at August 31, 2020, total capitalization was $2,657.2 million compared to $3,391.4 million at August 31, 2019, a decrease of $734.2 million. The reduction in total capitalization is principally related to the non-cash broadcast license and goodwill impairment charges of $786.8 million recorded in the third quarter of fiscal 2020 which increased the accumulated deficit, lower bank debt of $225.7 million, a reduction in share capital as a result of the purchase and cancellation of 3.6 million shares under the NCIB which commenced November 12, 2019, and a decrease in cash of $36.7 million, offset by an increase in equity attributable to non-controlling interest of $3.1 million. OFF-BALANCE SHEET ARRANGEMENTS AND DERIVATIVE FINANCIAL INSTRUMENTS On November 28, 2017, the Company terminated the swap agreements that fixed the interest rate on $1,871.0 million of its outstanding term loan facilities. As a result, the Company received $24.6 million, net of interest, in cash upon settlement of these swaps, which was the fair value upon termination. The $24.6 million was recorded in other comprehensive income and is being amortized as non-cash interest income in the consolidated statements of income (refer to note 19 of the audited consolidated financial statements for further details). The Company has entered into Canadian interest rate swap agreements to fix the interest rate on a portion of its outstanding term loan facilities. The counterparties of the swap agreements are highly rated financial institutions and the Company does not anticipate any non-performance. The fair value of future cash flows of interest rate swap derivatives change with fluctuations in market interest rates. The estimated fair value of these agreements as at August 31, 2020 was $26.3 million (2019 – $11.6 million), which has been recorded in the consolidated statements of financial position as a long-term liability (refer to note 15 of the audited consolidated financial statements for further details). As at August 31, 2020, the Company has a series of forward foreign exchange contracts totalling $48.3 million U.S. dollar, to fix the foreign exchange rate and therefore cash flows related to a portion of the Company’s U.S. dollar denominated liabilities. The forward contracts are not designated as hedges for accounting purposes; they are measured at fair value at each reporting date by reference to prices provided by the counterparty. The counterparty of the forward contracts is a highly rated financial institution and the Company does not anticipate any non-performance. The estimated fair value of future cash flows of the U.S. dollar forward contract derivatives change with fluctuations in the foreign exchange rate of U.S. dollar to Canadian dollars. The estimated fair value of these agreements as at August 31, 2020 was $3.1 million (2019 – $6.0 million), which has been recorded in the consolidated statements of financial position as a long-term other asset (refer to note 5 of the audited consolidated financial statements for further details), and within other expense (income), net in the consolidated statements of income (loss) and comprehensive income (loss) (refer to note 20 of the audited consolidated financial statements for further details). On November 28, 2018, the Company initiated total return swap agreements on 1,868,500 share units to offset its exposure to changes in the fair value of certain cash settled share-based compensation awards. The estimated fair value of these Level 1 financial instruments will fluctuate with the market price of the Company’s 26 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS shares. The counterparties of these swap agreements are highly rated financial institutions and the Company does not anticipate any non-performance. The estimated fair value of these agreements as at August 31, 2020 was a liability of $3.3 million (2019 – asset of $0.3 million), which has been recorded in the consolidated statement of financial position in other long-term liabilities and within employee expenses in the consolidated statement of income (loss) and comprehensive income (loss) (refer to note 18 of the audited consolidated financial statements for further details). CONTRACTUAL COMMITMENTS The Company has the following undiscounted contractual obligations at August 31, 2020: (thousands of Canadian dollars) Total debt (1) Purchase obligations (2) Lease liabilities (3) Other obligations (4) 1,528,614 1,103,643 351,985 942,672 396,678 58,280 76,339 586,074 30,289 Total Within 1 year 509,603 120,891 55,380 2 - 3 years 110,690 220,481 89,782 20,009 4 - 5 years More than 5 years — — 208,036 — Total contractual obligations (1) Principal repayments (2) Purchase obligations are contractual obligations under contracts relating to program rights, satellite and signal transport costs and 1,508,320 3,204,723 705,883 782,484 208,036 various other operating expenditures, that the Company has committed to for periods ranging from one to five years. (3) Lease liabilities relate to right-of-use assets which include land and buildings related to telelvision and radio operations. (4) Other obligations included financial liabilities, trade marks, other intangibles, CRTC commitments and forward foreign exchange contracts. In addition to the contractual obligations in the table above, the Company will pay interest on any bank debt outstanding in future periods. In fiscal 2020, the Company incurred interest on bank debt of $67.5 million (2019 – $82.3 million). KEY PERFORMANCE INDICATORS The Company measures the success of its strategies using a number of key performance indicators. These have been outlined below, including a discussion as to their relevance, definitions, calculation methods and underlying assumptions. In addition to disclosing results in accordance with IFRS as issued by the IASB, the Company also provides supplementary non-IFRS measures as a method of evaluating the Company’s performance. Certain key performance indicators are not measurements in accordance with IFRS and should not be considered as an alternative to net income or any other measure of performance under IFRS. These non-IFRS financial measures do not have any standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other issuers. REVENUE Revenue is a measurement defined by IFRS. Revenue is the gross inflow of economic benefits arising in the course of the ordinary activities of an entity that results in increases in equity, such as cash, receivables or other consideration arising from the sale of products and services and is net of items such as trade or volume discounts and certain excise and sales taxes. It is one of the bases upon which free cash flow, a key performance indicator defined below, is determined; therefore, it measures the potential to deliver free cash flow as well as indicating the level of growth in a competitive marketplace. The primary sources of revenues for the Company are outlined in the Overview section. The Company’s sources of revenue are well diversified, with revenue streams for the year ended August 31, 2020 derived primarily from three areas: advertising 61%, subscriber fees 32% and merchandising, distribution and other 7% (2019 – 65%, 30%, and 5%, respectively). Corus Entertainment Annual Report 2020 | 27 MANAGEMENT’S DISCUSSION AND ANALYSIS DIRECT COST OF SALES, AND GENERAL AND ADMINISTRATIVE EXPENSES Direct cost of sales, and general and administrative expenses include amortization of program rights (costs of programming intended for broadcast, from which advertising and subscriber revenues are derived); amortization of film investments (costs associated with internally produced and acquired television and film programming, from which distribution and licensing revenues are derived); other cost of sales relating to merchandising, studio service work, book publishing, marketing (research and advertising costs); employee remuneration; regulatory licence fees; and, selling, general administration which includes overhead costs. For the year ended August 31, 2020, consolidated direct cost of sales, and general and administrative expenses were comprised of direct cost of sales 54%, employee remuneration 28%, and general and administrative expenses 18% (2019 – 51%, 30%, and 19%, respectively). SEGMENT PROFIT AND SEGMENT PROFIT MARGIN Segment profit is calculated as revenues less direct cost of sales, general and administrative expenses as reported in the Company’s consolidated statements of income (loss) and comprehensive income (loss). Segment profit and segment profit margin may be calculated and presented for an individual operating segment, a line of business, or for the consolidated Company. The Company believes these are important measures as they allow the Company to evaluate the operating performance of its business segments or lines of business and its ability to service and/or incur debt; therefore, it is calculated before (i) non-cash expenses such as depreciation and amortization; (ii) interest expense; and (iii) items not indicative of the Company’s core operating results, and not used in management’s evaluation of the business segment’s performance, such as: goodwill and broadcast licence impairment; significant intangible and other asset impairment; debt refinancing; non-cash gains or losses; integration, restructuring and other costs; gain (loss) on disposition; and certain other income and expenses as included in note 20 to the audited consolidated financial statements. Segment profit is also one of the measures used by the investing community to value the Company and is included in note 22 to the audited consolidated financial statements. Segment profit margin is calculated by dividing segment profit by revenues. Segment profit and segment profit margin do not have any standardized meaning prescribed by IFRS and are not necessarily comparable to similar measures presented by other companies. Segment profit and segment profit margin should not be considered in isolation or as a substitute for net income prepared in accordance with IFRS as issued by the IASB. (thousands of Canadian dollars, except percentages) Revenues Direct cost of sales, general and administrative expenses Segment profit Segment profit margin 2020 1,511,236 1,005,397 505,839 33.0% 2019 1,687,482 1,102,397 585,085 35.0% FREE CASH FLOW Free cash flow is calculated as cash provided by operating activities less cash used in investing activities, as reported in the consolidated statements of cash flows, and then adding back cash used specifically for business combinations and strategic investments and deducting net proceeds from dispositions. Free cash flow is a key metric used by the investment community that measures the Company’s ability to repay debt, finance strategic business acquisitions and investments, pay dividends, and repurchase shares. Free cash flow does not have any standardized meaning prescribed by IFRS and is not necessarily comparable to similar measures presented by other companies. Free cash flow should not be considered in isolation or as a substitute for cash flows prepared in accordance with IFRS as issued by the IASB. (thousands of Canadian dollars) Cash provided by (used in): Operating activities Investing activities Add back: cash used for business combinations and strategic investments (1) Deduct: net proceeds from disposition Free cash flow (1) Strategic investments are comprised of investments in venture funds and associated companies. 2020 2019 313,272 (19,005) 294,267 1,980 — 296,247 343,553 (30,215) 313,338 9,161 (12,529) 309,970 28 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS ADJUSTED NET INCOME AND ADJUSTED BASIC EARNINGS PER SHARE Management uses adjusted net income attributable to shareholders and adjusted basic earnings per share as a measure of enterprise-wide performance. Adjusted net income attributable to shareholders and adjusted basic earnings per share are defined as net income and basic earnings per share before items such as: non-recurring gains or losses related to acquisitions and/or dispositions of investments; costs of debt refinancing; non-cash impairment charges; and business acquisition, integration and restructuring costs. Management believes that adjusted net income and adjusted basic earnings per share are useful measures that facilitate period-to-period operating comparisons. Adjusted net income and adjusted basic earnings per share do not have any standardized meaning prescribed by IFRS and are not necessarily comparable to similar measures presented by other companies. Adjusted net income and adjusted basic earnings per share should not be considered in isolation or as a substitute for net income and basic earnings per share prepared in accordance with IFRS as issued by the IASB. (thousands of Canadian dollars, except per share amounts) Net income (loss) attributable to shareholders Adjustments, net of income tax: Impairment of investment in associates Broadcast licences and goodwill impairment Gain on debt modification Loss from disposition of the Telelatino Network Integration, restructuring and other costs Adjusted net income attributable to shareholders Basic earnings (loss) per share Adjustments, net of income tax: Impairment of investment in associates Broadcast licences and goodwill impairment Gain on debt modification Loss from disposition of the Telelatino Network Integration, restructuring and other costs Adjusted basic earnings per share 2020 (625,362) — 769,338 — — 14,081 158,057 2019 156,084 7,565 — (2,856) 814 19,399 181,006 $(2.98) $0.74 — $3.66 — — $0.07 $0.75 $0.03 — ($0.01) — $0.09 $0.85 NET DEBT Net debt is calculated as total bank debt plus lease liabilities, less cash and cash equivalents as reported in the consolidated statements of financial position. Net debt is an important measure as it reflects the principal amount of debt owing by the Company as at a particular date. Net debt does not have any standardized meaning prescribed by IFRS and is not necessarily comparable to similar measures presented by other companies. (thousands of Canadian dollars) Total bank debt Lease liabilities Cash and cash equivalents Net debt 2020 1,506,089 148,580 (45,900) 1,608,769 2019 1,731,745 — (82,568) 1,649,177 Corus Entertainment Annual Report 2020 | 29 MANAGEMENT’S DISCUSSION AND ANALYSIS NET DEBT TO SEGMENT PROFIT Net debt to segment profit is calculated as net debt divided by segment profit. It is one of the key metrics used by the investing community to measure the Company’s ability to repay debt through ongoing operations. Net debt to segment profit does not have any standardized meaning prescribed by IFRS and is not necessarily comparable to similar measures presented by other companies. (thousands of Canadian dollars) 2019 1,649,177 Net debt (numerator) Segment profit (denominator) (1) 585,085 2.82 Net debt to segment profit (1) Reflects aggregate amounts for the most recent four quarters, as detailed in the table in the “Quarterly Consolidated Financial Information” section. Effective September 1, 2019, the Company adopted IFRS 16. There has been no restatement of segment profit for the fiscal 2019 quarters prior to adoption. Refer to Impact of New Accounting Policies section of this report for more information. 2020 1,608,769 505,839 3.18 ENTERPRISE RISK MANAGEMENT Corus’ enterprise risks are largely derived from the Company’s business environment and are fundamentally linked to Corus’ strategies and business objectives. Corus strives to proactively mitigate its risk exposures through rigorous performance planning, and effective and efficient business operational management. Residual exposure for certain risks is mitigated through appropriate insurance coverage where this is judged to be efficient and commercially available. Corus strives to avoid taking on undue risk exposures whenever possible and ensures any potential risks are aligned with business strategies, objectives, values and risk tolerance; in turn, Corus also aims to take advantage of opportunities that may emerge. RISK GOVERNANCE The Company’s Board of Directors has overall responsibility for risk governance and ensures that there are processes in place to effectively identify, assess, monitor, and manage principal business risks to which the Company is exposed. This includes oversight of the implementation of enterprise risk management procedures and the development of entity level controls. The Board carries out its risk management mandate primarily through the support of Board Committees and senior management as follows: • The Audit Committee, which is responsible for overseeing the Company’s policies and processes designed to mitigate and manage applicable regulatory compliance risk, including the adequacy of internal control over financial reporting; • The Human Resources and Compensation Committee, which is responsible for the Company’s policies and processes designed to mitigate and manage risks associated with the Company’s compensation plans; • The Corporate Governance Committee, which is responsible for maintaining and monitoring the Company’s governance processes, including its Code of Conduct; • The Executive Leadership Team, which is responsible for the establishment of enterprise risk management processes (which is carried out by the Company’s Risk Management Committee). In addition, entity level controls, (including the Company’s Code of Conduct which is required to be reviewed and signed to confirm compliance annually by directors, officers and certain other employees of the Company), financial controls and other governance processes are in place and monitored regularly by the Company’s Risk and Compliance group, which functions independently from management and provides the Audit Committee and management with objective evaluations of the Company’s risk and control environment. ENTERPRISE RISK MANAGEMENT FRAMEWORK The Company has established an Enterprise Risk Management Framework (“ERM”) which includes identifying, assessing, managing, monitoring and communicating the principal business risks that impact the Company. A strategic risk assessment is conducted as part of the Company’s strategic planning process to identify and assess the principal business risks facing the Company and their potential impact on the achievement of the Company’s strategic objectives. Emerging risks are included in the assessment and risks are prioritized using standard risk assessment criteria. The Risk Management Committee (“RMC”), which reports to the Executive Leadership Team, is mandated to maintain the Company’s ERM for identifying, assessing, managing, monitoring, and reporting the principal business risks that impact the Company. The RMC is comprised of various senior managers from across the organization, with all key operating segments and functions represented. The Committee meets on a quarterly basis to review financial, hazard, operational and strategic risks to the Company. The likelihood and impact of 30 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS these risks are ranked on a high, medium and low basis. These risks are reviewed by the Company’s Disclosure Committee, the Executive Leadership Team, and finally, with the Board as part of the quarterly risk review process. RISKS AND UNCERTAINTIES This section provides a summary description of the principal risks and uncertainties that could have a material adverse effect on the business and financial results of the Company. This discussion is not exhaustive and any discussion about risks should be read in conjunction with the “Cautionary Statement Regarding Forward-Looking Information”. A. GENERAL RISKS ECONOMIC CONDITIONS The Company’s operating performance is affected by general Canadian and worldwide economic conditions. Changes in economic conditions or economic uncertainty may affect discretionary consumer and business spending, resulting in increased or decreased demand for Corus’ product offerings. These factors may adversely affect the Company through reduced advertising, lower demand for the Company’s products and services or decreased profitability. Current or future events caused by volatility in domestic or international economic conditions or a decline in economic growth may have a material adverse effect on Corus, its operations and/or its financial results (see PANDEMICS). COMPETITION AND TECHNOLOGICAL DEVELOPMENTS Corus operates in an open and highly competitive marketplace. The television production industry and television and radio broadcasting services have always involved a substantial degree of risk. There can be no assurance of the economic success of the Company’s radio stations, music formats, talent, television programs or networks because the revenues derived from such services and products depend upon audience acceptance of these or other competing programs released into, or networks existing in the marketplace at or near the same time, the availability of alternative forms of entertainment and leisure time activities, general economic conditions, public tastes generally and other intangible factors, all of which could rapidly change, and many of which are beyond Corus’ control. The lack of audience acceptance for Corus’ radio stations, television programs, specialty television networks and conventional television stations would have an adverse impact on Corus’ businesses, results of operations, prospects and financial condition. Corus’ failure to compete in these areas could materially adversely affect Corus’ results of operations. Corus also faces competition from both regulated and unregulated players using existing, new or evolving technologies and from illegal services. The rapid deployment of evolving technologies, services, products and strategic partnerships have reduced the traditional lines between internet and broadcast services and further expanded the competitive landscape. The Company may also be affected by changes in customer discretionary spending patterns, which in turn are dependent on consumer confidence, disposable consumer income and general economic conditions. New or alternative media technologies and business models, such as video-on-demand, subscription-video-on-demand, high-definition television, personal video recorders, mobile television, internet protocol television, over-the-top internet-based video entertainment services, connected TVs, virtual multichannel programming distributors, audio streaming platforms, digital radio services, satellite radio, podcasting and direct-to-home satellite compete with, or may in the future compete with, Corus’ services for programming and audiences. As well, mobile devices like smartphones and tablets allow consumers to access content anywhere, anytime and are creating consumer demand for mobile, portable or free content. These technologies and business models may increase audience fragmentation, reduce subscribers to Corus’ services, reduce Corus’ linear television and radio ratings or have an adverse effect on advertising revenues from local and national audiences. Technological developments may also disrupt traditional distribution platforms by enabling content owners to provide content directly to consumers, thus bypassing traditional content aggregators. While Corus invests in infrastructure, technology and programming to maintain its competitive position, there can be no assurance that these investments will be sufficient to maintain Corus’ market share or performance in the future. Television – Broadcast Business The financial success of Corus’ specialty television services depend on obtaining revenues from advertising and subscribers, while Corus’ conventional television services depend primarily on obtaining revenues from advertising. These services are also dependent on the effective management of programming costs. Any failure by Corus’ discretionary and basic television services to compete effectively could materially adversely affect Corus’ results of operations. Corus Entertainment Annual Report 2020 | 31 MANAGEMENT’S DISCUSSION AND ANALYSIS i) Advertising and Subscriber Revenues The conventional and specialty television business and the advertising markets the Company operates in are highly competitive. Numerous broadcast and specialty television networks, alternative forms of entertainment, as well as online advertising platforms and websites, and “over-the-top” digital distribution services that are not regulated by the CRTC compete with Corus for advertising and subscriber revenues. The CRTC also no longer requires the licensing of new discretionary services. These services can be launched at any time using the CRTC’s exemption order which further increases competition. Corus’ services also compete with a number of foreign programming services which have been authorized for distribution in Canada by the CRTC, such as A&E and CNN. This competition is for both supply of programming and also for audiences and can affect both the costs and revenues of a network. In addition, competition among specialty television services in Canada is highly dependent upon the offering of prices, marketing and advertising support and other incentives to cable operators and other distributors for carriage so as to favourably position and package the services to subscribers to achieve high distribution levels. Corus’ ability to compete successfully depends on a number of factors, including its ability to secure popular television and other programming rights for all platforms, including traditional linear broadcast rights and non-linear rights, in order to achieve audience acceptance, high distribution levels and attract advertising. Corus’ ability to continue to attract advertising customers also depends on its ability to meet the evolving expectations of its advertising customers. Accordingly, there can be no assurance that Corus’ television services will be able to maintain or increase their current share of audience and advertising revenues as well as maintain or increase current levels of subscriber distribution and penetration (see PANDEMICS). ii) Programming Expenditures / Audience Acceptance Programming costs are one of the most significant expenses in the Television segment. Although the Company has processes to effectively manage these costs, increased competition in the television broadcasting industry due to factors mentioned above, changes in viewer preferences and other developments could impact the availability of premium content and/or increase the cost of programming content which could have a material adverse effect on Corus’ operations and/or financial results. In addition, programming content may be purchased or commissioned for broadcast one or two years in advance, making it more difficult to predict how such content will perform in terms of audience acceptance. Audience acceptance cannot be accurately predicted. The success of a program also depends on the type and extent of promotional and marketing activities, the quality and acceptance of competing programs, general economic conditions and other intangible factors, all of which can rapidly change and many of which are beyond Corus’ control. A failure to select and obtain content demanded by viewers or otherwise a lack of audience acceptance of Corus’ television programming could have a material adverse effect on Corus’ operations and/or financial results. Commission of original television programs requires a significant amount of capital. Factors such as labour disputes, technology changes or other disruptions affecting aspects of production may affect Corus or its independent production partners and cause cost overruns and delay or hamper completion of a production (see RELIANCE ON KEY SUPPLIERS AND CUSTOMERS and PANDEMICS). Television – Content Business The production and distribution of television, books and other media content is very competitive. There are numerous suppliers of media content, including vertically integrated major motion picture studios, television networks, independent television production companies and book publishers around the world. Many of these competitors are significantly larger than Corus and have substantially greater resources, including easier access to capital. Corus competes with other television and motion picture production companies for ideas and storylines created by third parties as well as for actors, directors and other personnel required for a production. Further, vertical integration of the television broadcast industry worldwide and the creation and expansion of new networks, which create a substantial portion of their own programming, have decreased the number of available timeslots for programs produced by third-party production companies. There also continues to be intense competition for the most attractive timeslots offered by those services. There can be no assurances that Corus will be able to compete successfully in the future or that Corus will continue to produce or acquire rights to additional successful programming or enter into agreements for the financing, production, distribution or licensing of programming on terms favourable to Corus or that Corus will be able to increase or maintain penetration of broadcast schedules (see PANDEMICS). 32 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS Radio The financial success of each of Corus’ radio stations is dependent principally upon its share of the overall advertising revenues within its geographic market, its promotional and other expenses incurred to obtain the revenues and the economic strength of its geographic market. Radio advertising revenues are highly dependent upon audience share (derived from interest in on-air talent, music formats, and other intangible factors). Other stations may change programming formats at any time to compete directly with Corus’ stations for listeners and advertisers or launch aggressive promotional campaigns in support of already existing competitive formats. If a competitor, particularly one with substantial financial resources, were to attempt to compete in either of these fashions, ratings at Corus’ stations could be adversely impacted, resulting in lower net revenues. Radio broadcasting is also subject to competition from other media, such as television, outdoor advertising, print and internet as well as alternative media technologies, such as satellite, music streaming, podcasting and music downloading services. Potential advertisers can substitute advertising through the broadcast television system (which can offer concurrent exposure on a number of networks to enlarge the potential audience) or through daily, weekly and free-distribution newspapers, outdoor billboard advertising, magazines, other print media, direct mail marketing, Internet and mobile advertising. Competing media commonly target the customers of their competitors, and advertisers regularly shift dollars from radio to these competing media and vice versa. In markets near the U.S. border, such as Kingston, Ontario, Corus also competes with U.S. radio stations. Accordingly, there can be no assurance that Corus’ radio stations will be able to maintain or increase their current audience share and advertising revenue share. B. BUSINESS RISKS PANDEMICS Pandemics, epidemics and other health risks could occur, which could adversely affect the Company’s ability to maintain operations, as well as the ability of suppliers to provide products and services needed to operate the business. Pandemics, epidemics and other health risks could also have an adverse effect on the economy and financial markets resulting in a declining level of retail and commercial activity, which could have a negative impact on the demand for, and prices of, the Company’s products and services. The COVID-19 pandemic continues to significantly impact the well-being of individuals and the Canadian and global economies. The Company has implemented a specific response plan, informed by measures recommended by public health agencies, to continue providing its essential services and support to customers while safeguarding the health and safety of employees. Appropriate business continuity measures have been taken to ensure uninterrupted service of the Company’s television, digital and radio operations. Restrictions have been reintroduced in some provinces to tackle recent surges of COVID-19 cases which will impact various sectors and businesses; however, the Company continues to operate with more than 70% of its workforce working remotely and will not rush to return people to their worksites. The Company has adopted an “ease back” approach to ensure that the health of its people and the communities they work in are protected. Development of company-wide principles and guidelines, informed by public health authorities’ recommendations, and site-specific plans have been made and continue to be adjusted as necessary on a location-by-location basis. Site-specific plans may include reduced occupancy at some sites, or modification of workspaces to provide the right level of protection to the Company’s employees. The Company continues to update employees on a regular basis to provide information on the situation and on the continuing necessary precautions to be taken. The impact of COVID-19 and measures to prevent its spread have affected the Company in a number of ways. Most significantly, advertising sales continue to be materially impacted by businesses that remain shut-down or have severely cut back on discretionary spending, merchandising sales are impacted by reduced spend at retail and publishing sales are impacted by a retraction in spend in the institutional school markets, which has resulted in a decrease in the Company’s consolidated revenues of 20% for the six months ended August 31, 2020. While COVID-19 continues to drive market-wide contraction in advertising demand, the rate of decline has improved in the Company’s fourth quarter compared to its third quarter. The Company continues to work closely with its advertisers and agencies to create relevant and innovative marketing and advertising opportunities, which has meant that revenue declines are not as pronounced as they were when strict quarantine measures were in place. This has resulted in a decrease in consolidated advertising revenues of 31% for the six months ended August 31, 2020 compared to the prior year. However, the Company has seen a modest bounce back of merchandising, distribution and other revenues in the year, principally in the fourth quarter. Increases in distribution revenues arose from licensing activity with U.S. broadcasters and streaming services. Corus Entertainment Annual Report 2020 | 33 MANAGEMENT’S DISCUSSION AND ANALYSIS The government imposed restrictions and closure of many businesses has increased accounts receivable collection uncertainty for small to medium size businesses and as a result, the Company has increased its estimated credit losses related to those accounts, which resulted in small additional provisions for collections risk in its radio business. In addition, there have been disruptions in the production and availability of content, including suspension of production of most film and television content. This has led to a larger number of repeats and fewer new episodes on all networks that has resulted in lower programming costs. For Canadian original programming, the Company continues to work with industry groups to safely restart Canadian productions successfully and to manage incremental costs associated with enhanced COVID-19 precautions. Scarcity of producers, cast, crew, and studio space, together with the costs of personal protective equipment and insurance, are currently estimated to increase the cost of productions by up to 15%. The shut-down and slow restart of Canadian productions has also meant that the Company’s ability to meet its current year regulatory requirements on Canadian programming expenditure (“CPE”) has been significantly hampered. Further, the Company anticipates substantial challenges in meeting these requirements in fiscal 2021, also likely in fiscal 2022 and possibly in fiscal 2023. Although the Company’s current production partners restarted productions prior to August 31, 2020, producers still remain challenged to find efficiencies to shoot faster with a smaller crew complement as well as reducing costs to remain within production budgets to offset COVID-19 costs, which has resulted in some shows that were slated to air in fiscal 2021 now set to deliver in fiscal 2022. In addition, the new original programming content development pipeline was slowed down in the back half of fiscal 2020 as the Company worked with its production partners on getting shows that had been in production back up and running. The Company is ramping up original programming new content development, however will continue to be challenged to meet CPE requirements, more so if productions are shut-down again as a result of a second wave of COVID-19. Corus is currently assessing its obligations and the potential implications of not fulfilling its CRTC obligations in light of the ongoing pandemic. The Company is exploring relief in respect of its CRTC obligations and is encouraged that the CRTC launched a public consultation on September 17, 2020 to consider possible regulatory flexibility measures for licenced broadcasters in response to COVID-19. In its initial Notice of Consultation document, the CRTC expressed willingness to determine broadcasters’ compliance with certain requirements based on whether they have fulfilled those obligations over “a more protracted period of time.” The Company expects this issue to be resolved through this CRTC consultation process in the coming months but is unable to predict the outcome at this time. The CRTC has already provided relief to broadcasters on Part 1 fees from April 2020 through to March 2021, which has reduced the Company’s payments with respect to these fees by approximately $1.8 million in fiscal 2020 and will reduce payments by approximately $1.8 million in the first half of fiscal 2021. The Company has determined it is eligible and has made an application for the Government of Canada CEWS for the periods commencing April 11 through August 29, 2020. The estimated CEWS of approximately $34.9 million for fiscal 2020 has been recorded principally as a reduction of employee costs in the consolidated financial statements. The Company has also availed itself of permitted payment deferrals on Canadian income tax installments of $17.2 million in order to preserve cash (Canadian income tax installments have been remitted as of September 30, 2020). In addition to government programs, the Company has also initiated other operating expense savings measures to safeguard its financial position and preserve cash which include: agreement from the Board of Directors to receive Deferred Share Units in lieu of cash Directors’ fees; pausing the buying back of shares under the Company’s NCIB; scaling back capital investments; suspending new non-critical employee hiring; suspending travel and non-critical spending; and continuing to evaluate and apply for other government programs where applicable. The Company has continued to make applications for the CEWS periods subsequent to its fiscal year and will continue to do so under the extended program as long as it continues to meet the eligibility requirements. It is too soon to gauge the medium to long-term impacts of the current outbreak, given the many unknowns related to COVID-19. These include the duration, severity and the impact of a resurgence of the outbreak as emergency measures are eased or reintroduced. COVID-19 is altering business and consumer activity in many ways. The global response to the COVID-19 pandemic has resulted in, among other things, border closures, severe travel restrictions, the temporary shut-down of non-essential services and extreme fluctuations in financial and commodity markets. Restrictive measures may be re-implemented by one or more governments in jurisdictions where the Company operates. Labour shortages due to illness, Company or government imposed isolation programs, or restrictions on the movement of personnel or possible supply chain disruptions could result in a reduction or cessation of all or a portion of the Company’s operations. The extent to which COVID-19 and any other pandemic or public health crisis impacts the Company’s business, affairs, operations, financial 34 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS condition, liquidity, availability of credit and results of operations will depend on future developments that are highly uncertain and cannot be predicted with any meaningful precision, including new information which may emerge concerning the severity of the COVID-19 virus and the actions required to continue to contain the COVID-19 virus or remedy its impact, among others. The actual and threatened spread of COVID-19 globally could also have a material adverse effect on the regional economies in which the Company operates, could continue to negatively impact stock markets, including the trading price of its Class B Non-Voting Shares, could adversely impact its ability to raise capital, could cause continued interest rate volatility and movements that could make obtaining financing or renegotiating the terms of its existing financing more challenging or more expensive. Potential impacts include, but are not limited to, an impairment of long-lived assets, an impairment of investments in venture funds and a change in the estimated credit loss on accounts receivable. Any of these developments, and others, could have a material adverse effect on the Company’s business, financial condition, operations and results of operations. In addition, because of the severity and global nature of the COVID-19 pandemic, it is possible that estimates in the Company’s financial statements will change in the near term and the effect of any such changes could be material, which could result in, among other things, an impairment of long-lived assets, impairments of investments in venture funds and a change in the estimated credit losses on accounts receivable. The Company’s financial priorities remain unchanged. Importantly the Company remains committed to increasing its financial flexibility over the longer term. In this environment, however, the Company believes it is prudent to conserve cash out of an abundance of caution. The Company is constantly evaluating the situation and monitoring any impacts or potential impacts to its business. RELIANCE ON KEY SUPPLIERS AND CUSTOMERS Corus procures its content from a limited number of key third party suppliers, some of whom are global in scale, have significant negotiating leverage and are launching their own direct-to-consumer business in Canada. While Corus may have alternate sources of content, there can be no assurance that Corus would be able to source alternate content desirable to the Company’s viewers. The loss of a key supplier may adversely affect Corus’ operations and/or its financial results. Suppliers may also experience business difficulties, privacy and/ or security incidents, restructure their operations, be consolidated with other suppliers, discontinue products or sell their operations or products to other vendors, which could affect the future development and support of the Company’s services (see PANDEMICS). Corus enters into long-term agreements with various Broadcasting Distribution Undertakings (“BDUs”) for the distribution of its television services. Corus derives most of its subscriber revenue from its relationships with a small number of the largest BDUs. As these contracts expire, there could be an adverse effect on Corus’ operations and/or its financial results if Corus is unable to renew them on acceptable terms or at all, including revenues per subscriber and packaging that affects the networks’ subscriber reach. Similarly, the majority of Corus’ advertising revenues are derived from a small number of large advertising agency “upfront commitments”. Any significant change in volume, rates and/or other terms associated with these sales commitments may have a positive or adverse effect on Corus’ operations and/or financial results. Corus relies on certain information technology providers, telecommunications carriers and certain utilities to conduct Corus’ business. Any disruption to the services provided by these suppliers, including labour strikes and other work disruptions, bankruptcies, technical difficulties or other events affecting the business operations of these information technology providers, telecommunications carriers and utilities may affect Corus’ ability to operate and therefore have an adverse impact on its operations and/or its financial results. INFORMATION SYSTEMS AND INTERNAL BUSINESS PROCESSES The day-to-day operations of Corus are highly dependent on information technology systems and internal business processes and the ability of Corus and its service providers to protect the Company’s networks and information technology systems. An inability to operate or enhance information technology systems could have an adverse impact on Corus’ ability to produce accurate and timely invoices, manage operating expenses and produce accurate and timely financial reports. Although Corus has taken steps to reduce these risks, there can be no assurance that potential failures of, or deficiencies in, these systems or processes will not have an adverse effect on the Corus operations and/or its financial results. An inability to protect the Company’s systems, applications and information repositories against cyber threats, which include cyber attacks such as, but not limited to, hacking, computer viruses, denial of service attacks, industrial espionage, unauthorized access to confidential, proprietary or sensitive information, unauthorized access to corporate or network information technology systems or other breaches of security could result in Corus Entertainment Annual Report 2020 | 35 MANAGEMENT’S DISCUSSION AND ANALYSIS service disruptions to, or could have an adverse impact on, the Company’s business operations and could harm the Company’s brand, reputation and customer relationships. Although the Company has taken steps to reduce these risks, there can be no assurance that future cyber threats, if to occur, will not have an adverse effect on the Company’s operating results. Establishing response strategies and business continuity protocols to maintain operations if any disruptive event materializes is critical to the Company. A failure to complete planned and sufficient testing, maintenance or replacement of the Company’s networks, equipment and facilities as appropriate, could disrupt the Company’s operations or require significant resources. The Company uses several cloud-based systems in the operation of its business. The Company depends on these cloud-based technology system providers to provide uninterrupted system access as well as to ensure the Company’s data, which resides in those systems, is appropriately protected and safeguarded. An inability to have continuous access to these systems could result in Corus’ inability to generate accurate and timely financial data. The third party cloud-based system providers may also be subject to cyber attacks which could result in the loss of data and/or reputational damage. There can be no assurance that the steps Corus takes to reduce the risk of service outages or cyber attacks will be adequate to prevent them in the future. INTELLECTUAL PROPERTY RIGHTS / PIRACY Television / Radio – Broadcast Business Corus pays significant licence fees to acquire rights to content and branding on an exclusive basis. From time to time, various third parties may contest or infringe upon these owned or licensed rights. Any such infringement, including increasingly rampant online piracy and illegal distribution of copyrighted television content, may have a material adverse impact on Corus’ operations and financial results. Corus takes commercially reasonable efforts to minimize these risks including negotiating and enforcing protective covenants in its content licensing agreements. There are systems in place to track proper registration and renewal of Corus’ owned trade mark portfolio, and to have notice of third-party applications that may potentially conflict with Corus’ trade marks, all with a view to ensuring that Corus’ registrable intellectual property is afforded the maximum protection under applicable law. Upon notice of a potential infringement of its owned or licensed intellectual property, Corus reviews these matters to determine what, if any, steps may be required or should be taken to protect its rights, including legal action, negotiated settlement and/or seeking remedies from intellectual property licensors. There can be no assurance that the steps that Corus takes to establish and protect its intellectual property will be adequate to prevent or eliminate infringement of its intellectual property and protect Corus’ ability to competitively market and brand its television and digital services and/or be the exclusive distribution source of key licensed content in Canada. Corus’ linear television and digital platforms and services broadcast, make available, distribute and may contain many forms of content including licensed audio-visual programming, text, news, graphics, databases, photographs, recipes, audio files (music or otherwise) and rich interactive content, blog content, and user-generated content including story comments, and internal and external links. Corus takes steps to ensure that procedures are in place to clear rights and to monitor user-generated content. There remains a risk, however, that some potentially defamatory or infringing content can be posted on a Corus website. Corus carries insurance coverage against this risk but there remains an exposure to liability for third-party claims. Television – Content Business Corus must be able to protect its trade marks, copyrights and other proprietary rights to competitively produce, distribute and licence its television programs and published materials and market its merchandise. Accordingly, Corus devotes the Company’s resources to the establishment and protection of trade marks, copyrights and other proprietary rights on a worldwide basis. From time to time, various third parties may contest or infringe upon the Company’s intellectual property rights. The Company reviews these matters to determine what, if any, actions may be required or should be taken, including legal action or negotiated settlement. There can be no assurance that the Company’s actions to establish and protect trade marks, copyrights and other proprietary rights will be adequate to prevent imitation or unauthorized reproduction of the Company’s products by others or prevent third parties from seeking to block sales, licensing or reproduction of these products as a violation of their trade marks, copyrights and proprietary rights. Moreover, there can be no assurance that others will not assert rights in, or ownership of, the Company’s trade marks, copyrights and other proprietary rights, or that the Company will be able to successfully resolve these conflicts. In addition, the laws of certain foreign countries may not protect proprietary rights to the same extent as do the laws of the United States or Canada. 36 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS NEWS Global News’ primary directive is to report accurate, balanced, timely and comprehensive news and information in the public interest. Independence is a fundamental Global News value and, accordingly, Global News will resist attempts at censorship or pressure to alter news content, real or apparent. Integrity, fairness and transparency are at the foundation of the Company’s news gathering process, and Global News is committed to reporting news without distortion or misrepresentation. In support of this directive, the Company has promulgated and has in effect a comprehensive set of Journalistic Principles and Practices setting out guidelines and standards for all news staff in their dealings with frequently asked editorial, ethical and legal, and professional conduct questions. These Journalistic Principles and Practices adhere closely to, amongst other things, the Radio Television Digital News Association Canada’s Code of Ethics and Professional Standards, the Canadian Association of Broadcasters’ Code of Ethics and the Canadian Association of Journalists Ethics Guidelines. Due to the unique nature of news-gathering and news-reporting, a number of risks may also arise in the ordinary course of Global News’ investigation and reporting on the activities of individuals, corporations and governments. These include legal and ethical risks such as claims in respect of defamation, invasion of privacy, misrepresentation, and infringement of other rights (for example, Intellectual Property Rights and Piracy). A significant part of news-gathering and reporting arises in the context of court proceedings. Certain mandatory publication bans apply to criminal proceedings and, in addition, a court may impose a discretionary publication ban or sealing order in respect of the proceedings or materials used or related to investigations leading to a criminal charge. Where Global News has not otherwise successfully overturned or reduced the scope of a publication ban or sealing order through proper legal process, its policy is to fully comply with court-ordered publication bans and sealing orders. However, because there is no formalized publication ban notice system in place in most provinces, and because publication bans can often be subject to different interpretations, there is no assurance that Global News will not inadvertently breach a publication ban or sealing order and if that happens, there is a risk that Global News may be held to be in contempt of court. Similarly, Global News’ policy is to resist production orders, warrants and subpoenas for its footage and other materials through proper legal process but, where this is not successful, Global News will comply with production orders, warrants and subpoenas of proper scope and detail. Due to Global News’ strong commitment to editorial independence, certain news-reporting may pose a risk to the Company’s advertising revenue streams if advertisers are displeased with their portrayal in news programming and, as a result, choose to reduce or withdraw entirely, their advertising business with the Company. The deliberate deployment of journalists to dangerous and hostile environments may expose employees and the Company to risks related to kidnapping, injury and death, as well as costs related to medical care and emergency repatriation of employees. The Journalistic Principles and Practices articulate appropriate ways to deal with the above risks and describes proper protocol when such risks arise. In addition, news staff are provided with regular training to mitigate these risks and the Company carries customary and appropriate insurance to further mitigate risks. However, there can be no assurances that the Journalistic Principles and Practices comprehensively mitigate such risks. Events out of the Company’s control may affect the Company’s ability to operate and therefore have an adverse impact on its operations and/or its financial results. PRODUCTION OF FILM AND TELEVISION PROGRAMS Each production is an individual artistic work and its commercial success is determined primarily by the size of the market and audience acceptance. The latter cannot be accurately predicted. The success of a program is also dependent on the type and extent of promotional and marketing activities, the quality and acceptance of other competing programs, general economic conditions and other ephemeral and intangible factors, all of which can rapidly change and many of which are beyond Corus’ control. Production of film and television programs requires a significant amount of capital. Factors such as labour disputes, technology changes or other disruptions affecting aspects of production may affect Corus or its co-production partners and cause cost overruns, and delay or hamper completion of a production (see PANDEMICS). Financial risks exist in productions relating to tax credits and co-production treaties. The aggregate amount of federal and provincial tax credits a qualifying production may receive can constitute a material portion of a production budget and typically can be as much as 30% to 40% of the Canadian production budget. There is no assurance that government tax credits and industry funding assistance programs will continue to be available at current levels or that Corus’ production projects will continue to qualify for them. As well, a significant number Corus Entertainment Annual Report 2020 | 37 MANAGEMENT’S DISCUSSION AND ANALYSIS of Corus’ productions are co-productions involving international treaties that allow Corus to access foreign financing and reduce production risk as well as qualify for Canadian government tax credits. If an existing treaty between Canada and the government of one of the current co-production partners were to be abandoned, one or more co-productions currently underway may also need to be abandoned. Losing the ability to rely on co-productions would have a significant adverse effect on Corus’ production capabilities and production financing. Results of operations for the production and distribution business for any period are dependent on the number, timing and commercial success of television programs and feature films delivered or made available to various media, none of which can be predicted with certainty. Consequently, revenues from production and distribution may fluctuate materially from period to period and the results of any one period are not necessarily indicative of results for future periods. Cash flows may also fluctuate and are not necessarily closely correlated with revenue recognition. Revenues from the film library can vary substantially from year to year, both by geographic territory and by year of production. The timing of the Company’s ability to sell library product in certain territories will depend on the market outlook in the particular territory and the availability of product by territory, which depends on the extent and term of any prior sale in that territory. MERCHANDISING Success of merchandising brands depends on consumers’ tastes and preferences that can change in unpredictable ways. The Company depends on the acceptance by consumers of its merchandising offerings, therefore, success depends on the ability to predict and take advantage of consumer tastes in Canada and around the world. In addition, the Company derives royalties from the sale of licensed merchandise by third parties. Corus is dependent on the success of those third parties. Factors that negatively impact those third parties could adversely affect the Company’s operating results. PEOPLE Employee Retention, Recruitment, Engagement and Diversity Corus’ operations depend on the expertise, efforts and engagement of its employees. The industry is competitive in attracting and retaining a skilled workforce. The loss of key employees, through attrition or retirement or any deterioration in overall employee morale and engagement resulting from organizational changes, unresolved collective agreements or other events could have an adverse impact on Corus’ operations and/or financial results. As well, failure to establish an effective succession plan could impair operations until qualified replacements are found. The Company’s broadcasting assets in television and radio are federally regulated by statute and by related policies governing on air depiction and employment diversity. The Company is committed to building and maintaining a diverse workforce and inclusive work environment throughout the organization. To this end the Company has created a Diversity and Inclusion Council that provides feedback and ideas about diversity and inclusion priorities, monitors the implementation of the triennial Employment Equity Plan and the Diversity and Inclusion Plan. Although Corus was recognized nine times, most recently in 2019, as one of Canada’s Best Diversity Employers by Mediacorp Canada Inc, the Company continues to re-examine its diversity and inclusion plans and business processes as they pertain to recruitment. The Company recognizes that an essential element of building a strong and successful company is having and hiring people with the right capabilities, experiences, character and mind-set, which has a direct impact on evolving the diversity of its workforce. In fiscal 2020, the Company developed and delivered a presentation about anti-Black racism to raise awareness about the lived experiences of the Black community, particularly Black employees, and to share steps to create an inclusive work environment. To further support its commitment to diversity and inclusion, the Company engaged the services of DiversiPro to conduct a systemic review to identify barriers to inclusion for Black, Indigenous and other racialized employees. The recommendations of the report will be integrated into the diversity and inclusion action plan and the Company will ensure focus on priority areas for maximum impact. Failure to address systemic racism could have an adverse impact on Corus’ reputation, operations and/or financial results. 38 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS Unionized Labour As at August 31, 2020, 27% of the Company’s employees were employed under one of six collective agreements represented by two unions. Renegotiating collective bargaining agreements could result in higher labour costs and be challenging in the context of a declining workload due to transformation, a maturing footprint and improved efficiencies. During the bargaining process there may be project delays and work disruptions, including work stoppages or work slowdowns, which could have an adverse impact on Corus’ operational and/or financial results. ENVIRONMENTAL Global climate change could exacerbate certain of the threats facing the Company, including the frequency and severity of weather-related events. Corus’ operations, service performance, reputation and business continuity depend on how well we and our contracted service providers, protect networks and IT systems, as well as other infrastructure and facilities, from events such as fire, natural disaster (including, without limitation, seismic and severe weather-related events such as ice, snow and wind storms, wildfires, flooding, extended heat waves, and tornadoes), power loss, building cooling loss and other events. Climate change could heighten the occurrence of the above-mentioned environmental risks. Establishing response strategies and business continuity protocols to maintain service consistency if any disruptive event materializes is critical to the achievement of continued operations and could require significant resources and result in significant remediation costs. The Company also owns or leases a variety of properties, including its transmitter sites. Some or all of these sites may contain fuel storage systems for backup power generation. Leaks or spills from any of these storage tanks may pose an environmental risk or result in adverse environmental conditions that could result in liability for the Company. Failure to recognize and adequately respond to changing governmental and public expectations on environmental matters could result in fines, remedial costs, missed opportunities, additional regulatory scrutiny or harm Corus’ brand and reputation. Any of the above mentioned events could have an adverse effect on Corus’ operational and/or financial results. C. FINANCIAL RISKS LEVERAGE RISK The Company’s stated long-term objectives are a leverage target (net debt to segment profit ratio) below 3.0 times and to maintain a dividend yield in excess of 2.5%. In the short-term, the Company may permit the long-term leverage range to be exceeded (for long-term investment opportunities), but endeavours to return to the leverage target range as the Company believes that these objectives provide a reasonable framework for providing a return to shareholders and is supportive of maintaining the Company’s credit ratings. The Company’s maintenance of increased levels of debt could adversely affect its financial condition and results of operations. In addition, increased debt service payments could adversely impact cash flows from operating activities, thereby reducing the amount of cash flows available for working capital, capital expenditures, acquisitions, future business opportunities, and other general corporate purposes, as well as limiting the Company’s ability to pay dividends at current levels. DIVIDEND PAYMENTS Payment of dividends on the Company’s Class A Voting Shares and Class B Non-Voting Shares is dependent on the cash flow of the Company and subject to change. Beginning in fiscal 2019, the Company’s annual dividend rate was $0.24 per Class B Non-Voting Share and $0.235 per Class A Voting Share and dividend payments have been made quarterly since December 2018. Declarations and payments of dividends are subject to the approval of the Board of Directors. While the Company expects to generate sufficient free cash flow in fiscal 2021 to fund the Company’s annual dividend rate for fiscal 2021, actual results may differ from the Company’s expectations and there can be no assurance that the Company will be able to continue dividend payments at the currently anticipated rate or at all in the future. A reduction or cessation of the payment of dividends could materially affect the trading price of the Class B Non-Voting Shares. MARKET VOLATILITY The market price for the Class B Non-Voting Shares may be volatile and subject to fluctuations in response to numerous factors, many of which may be beyond Corus’ control. Financial markets have experienced significant price and volume fluctuations that have been particularly affected by the market prices of equity securities of companies and that have often been unrelated to the operating performance, underlying asset values or prospects of such companies. The market price for the Company’s Class B Non-Voting Shares may decline in the future, even if the Company’s operating results, underlying asset values or prospects have not changed (see PANDEMICS). Corus Entertainment Annual Report 2020 | 39 MANAGEMENT’S DISCUSSION AND ANALYSIS CAPITAL MARKETS The Company may require continuing access to capital markets to sustain its operations. Disruptions in the capital markets, including changes in market interest rates or lending practices or the availability of capital, could have a materially adverse effect on the Company’s ability to raise or refinance debt. There can be no assurances that additional financing could be available to the Company when needed or on terms that are acceptable. The Company’s inability to raise or refinance capital when required to fund on-going operations or capital expenditures could limit growth and may have a material adverse effect on Corus, its operations and/or its financial results (see PANDEMICS). TAXES Corus’ business is subject to various tax laws, changes to tax laws and the adoption of new tax laws, regulations thereunder and interpretations thereof, which may have adverse tax consequences to the Company. While Corus believes it has adequately provided for all income and commodity taxes based on information that is currently available, the calculation and the applicability of taxes in many cases require significant judgment in interpreting tax rules and regulations. In addition, Corus’ tax filings are subject to government audits which could result in material changes in the amount of current and deferred income tax assets and liabilities and other liabilities which may, in certain circumstances, result in the assessment of interest and penalties. INTEREST RATE RISK The Company utilizes long-term financing extensively in its capital structure, which includes a banking facility, as more fully described in note 14 to the audited consolidated financial statements. Interest rates on the balance of the bank loans fluctuate with Canadian bankers’ acceptances and/or LIBOR. As such, Corus is exposed to risk on the interest rate of the Company’s debt. The Company manages its exposure to floating interest rates through the maintenance of a balance of fixed rate and floating rate debt or through the use of interest rate swap contracts to fix the interest rate on its floating rate debt. As at August 31, 2020, 92% (2019 – 86%) of the Company’s consolidated long-term debt was fixed with respect to interest rates for at least the next year. Increases in interest rates could materially increase the cost of its financing and have a material adverse effect on the Company’s financial performance. CREDIT RISK In the normal course of business, the Company is exposed to credit risk from its accounts receivable from customers. The carrying amounts for accounts receivable are net of applicable allowances for doubtful accounts, which are estimated based on past experience, specific risks associated with the customer and other relevant information (see PANDEMICS). As at August 31, 2020, the Company’s trade receivables and allowance for doubtful accounts balances were $264.9 million and $5.7 million, respectively. FOREIGN CURRENCY RISK A portion of the Company’s revenues and expenses are in currencies other than Canadian dollars and, therefore, are subject to fluctuations in exchange rates. Approximately 4% of Corus’ total revenues in fiscal 2020 (2019 – 4%) were in foreign currencies, the majority of which was U.S. dollars. The Company had U.S. dollar denominated payables of approximately $325.2 million at August 31, 2020 (2019 – $154.1 million in U.S. dollar). Accordingly, fluctuations in the Canadian dollar - U.S. dollar exchange rate may adversely affect Corus’ financial results. The Company manages its exposure to foreign exchange risk on U.S. dollar payments through the use of foreign exchange forward contracts to fix the exchange rate on a portion of its U.S. denominated payables. As at August 31, 2020, $48.3 million (2019 – $68.6 million in U.S. dollar) of the Company’s U.S. denominated payables were fixed with respect to foreign exchange rates. The impact of foreign exchange gains and losses are described in note 24 to the audited consolidated financial statements in the Risk Management section. ACQUISITIONS AND OTHER STRATEGIC TRANSACTIONS The Company may, from time to time, make strategic acquisitions which involve significant risks and uncertainties. As such, the Company may experience difficulties in realizing the anticipated benefits, incur unanticipated expenses and/or have difficulty incorporating or integrating the acquired business, the occurrence of which could have a material adverse effect on the Company. 40 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS HOLDING COMPANY STRUCTURE Substantially all of Corus’ business activities are operated by its subsidiaries. As a holding company, the Company’s ability to meet its financial obligations is dependent primarily upon the receipt of interest and principal payments on intercompany advances, management fees, cash dividends and other payments from its subsidiaries together with proceeds raised by the Company through the issuance of equity and the incurrence of debt, and from proceeds received on the sale of assets. The payment of dividends and the making of loans, advances and other payments to the Company by its subsidiaries may be subject to statutory or contractual restrictions, are contingent upon the earnings of those subsidiaries and are subject to various business and other considerations. D. OWNERSHIP RISK CONTROL OF CORUS BY THE SHAW FAMILY A majority of the outstanding Class A Voting Shares of the Company are held by Shaw Family Living Trust (“SFLT”) and its subsidiaries. As at August 31, 2020, SFLT and its subsidiaries hold 2,885,530 Class A Voting Shares, representing approximately 85% of the outstanding Class A Voting Shares, for the benefit of descendants of the late JR Shaw and Carol Shaw. The sole trustee of SFLT is a private company controlled by a board comprised of seven directors, including, as at August 31, 2020, Heather Shaw, Julie Shaw, three other members of their family and two independent directors. The Class A Voting Shares are the only shares entitled to vote in all shareholder matters except in limited circumstances as described in the Company’s Annual Information Form. Accordingly, SFLT is, and as long as it holds a majority of the Class A Voting Shares will continue to be able to elect a majority of the Board of Directors of the Company and to control the vote on matters submitted to a vote of the Company’s Class A shareholders. SFLT is the controlling shareholder of Shaw Communications Inc. (“Shaw”), and as a result, Shaw and Corus are subject to common voting control. E. REGULATORY RISKS IMPACT OF REGULATION Corus’ radio and television business activities are regulated by the Canadian Radio-television and Telecommunications Commission (“CRTC” or the “Commission”) under the Broadcasting Act. Accordingly, Corus’ results of operations could be adversely affected by changes in regulations, policies and decisions by the CRTC. These changes may relate to, or may have an impact on, among other matters, licencing, licence renewal, competition, the television programming services the Company must distribute, infrastructure access and the potential for new or increased fees or costs, described below. In addition, the costs of providing services may be increased from time to time as a result of compliance with industry or legislative initiatives to address consumer protection concerns or Internet-related issues such as copyright infringement, unsolicited commercial e-mail, cybercrime, and lawful access. There can be no assurance that future regulatory requirements will not be imposed on Corus. Any changes in the regulatory regime could have a material adverse effect on Corus and its reputation, as well as Corus’ results of operations and future prospects. The CRTC, among other things, issues licences to operate radio and television stations. The Company’s CRTC licences must be renewed from time to time and cannot be transferred without regulatory approval. Corus’ radio stations must also meet technical operating requirements under the Radiocommunication Act and regulations promulgated under the Broadcasting Act. The CRTC imposes a range of obligations upon licencees, including exhibition (number of hours broadcast) requirements for Canadian content, Canadian content expenditure requirements and access obligations (i.e. closed captioning or descriptive video). Any failure by the Company to comply with the conditions of a licence could result in a revocation or forfeiture of the licence or imposition of mandatory orders from the Federal Court that could lead to the imposition of fines. Canadian content programming is also subject to certification by various agencies of the Canadian federal government. If programming fails to so qualify, the Company’s television licencees would not be able to use the programs to meet its Canadian content programming obligations and Corus’ Nelvana operations might not qualify for certain Canadian tax credits and industry incentives. Corus’ radio, conventional television and specialty television undertakings rely upon blanket licences held by rights-holding collectives in order to make use of the music component of the programming and other uses of works used or distributed by these undertakings. Under these licences, Corus is required to pay a range of tariff royalties established by the Copyright Board pursuant to the requirements of the Copyright Act (Canada) (the “Copyright Act”) to collectives (which represent the copyright owners) and individual copyright owners. Corus Entertainment Annual Report 2020 | 41 MANAGEMENT’S DISCUSSION AND ANALYSIS These royalties are paid by these undertakings in the normal course of their business. The levels of the tariff royalties payable by Corus are subject to change upon application by the collecting societies and approval by the Copyright Board. The Government of Canada may, from time to time, make amendments to the Copyright Act to implement Canada’s international treaty obligations and for other purposes. Any such amendments could result in Corus’ broadcasting undertakings being required to pay additional royalties for these licences. Refer also to the Canadian Communications Industry – Regulatory Environment section of the Company’s Annual Information Form for further information. CRTC Policy Review A series of CRTC policy statements in 2015 and 2016 and substantive decisions under the overall mantle known as “Let’s Talk TV” have introduced several changes to the regulatory framework governing BDUs and Broadcasting Undertakings. Corus recommends that readers review the CRTC source documents at www.CRTC.gc.ca for a complete understanding of the changes. Information contained on, or accessible through, third party websites is not deemed to form a part of, or be incorporated by reference into, this MD&A. On May 15, 2017, the CRTC issued its licence renewal decisions for TV licences held by Corus. All Corus English-language and French-language television services were given new five-year licence terms, which began on September 1, 2017 and will end on August 31, 2022. The CPE requirements for Corus’ English-language services were set at 30% and expenditures towards programming of public national interest (“PNI”) were set at 5%, while the CPE for Corus’ French-language group of services were set at 26% and the PNI requirement was set at 15%. The CRTC also removed the vestiges of legacy conditions of licence in accordance with the Commission’s Let’s Talk TV policy. Following the Group Based Licence (”GBL”) renewal decisions in May 2017, a number of parties in the creative community appealed the decisions to the Cabinet of the Canadian federal government. In particular, these parties focused on the level of PNI expenditure obligations and contributions to original French-language programming and music programming. On August 30, 2017, the CRTC requested that the large media groups file information and/or amend their original applications. The Commission decided to forego an oral hearing and make a decision based on the written record. The CRTC clarified that for the 2017-2018 broadcast year, the May 2017 GBL decisions would apply without modification. On August 30, 2018, the CRTC published its reassessed baseline spending requirements for PNI expenditures for English-language services. The CRTC increased the PNI expenditure requirements for the Company to 8.5% which applies from September 1, 2018 through to August 31, 2022. The CRTC also increased the minimum threshold for French-language services on CPE to 50% for the period September 1, 2018 through August 31, 2019 and to 75% for the remaining years of the licence term (September 1, 2019 to August 31, 2022). The Company has concluded that the impact of these amendments to its television broadcast licences and compliance has no material adverse impact to Corus’ business, results of operations, prospects and financial condition. More information can be found at www.crtc.gc.ca. Information contained on, or accessible through, third party websites is not deemed to form a part of, or be incorporated by reference into, this MD&A. Telecommunications Act, Radiocommunication Act, and Broadcasting Act Review In September 2017, the Minister of Canadian Heritage directed the CRTC to prepare a report on the future of programming and distribution models. The CRTC launched a two-phase consultation process to gather input from the public. Phase I was completed in December 2017 and Phase II in February 2018. Following this consultation, the CRTC released its report titled, “Harnessing Change” on May 31, 2018. On June 5, 2018, the Government of Canada launched a review of the Broadcasting Act, the Telecommunications Act and the Radiocommunication Act. The review was conducted by a panel of seven independent experts (the “BTLR Panel”). The CRTC’s Harnessing Change report formed part of the record of that process. The BTLR Panel released its interim report on June 26, 2019 and delivered its final report titled “Canada’s communication future: Time to act” on January 29, 2020. It will ultimately fall to the federal government to determine whether to implement any of the BTLR Panel’s recommendations to amend the Broadcasting Act. It is anticipated that any amendments to the Broadcasting Act will be tabled in Parliament in 2020-2021. 42 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS The potential outcome of this process is difficult to predict and as such, the impact is not determinable at this time but could adversely affect the Company’s results of operations and financial performance. More information can be found at www.canada.ca. Copyright Act Requirements The Company’s radio, conventional television and specialty television undertakings rely upon licences issued under the Copyright Act to make use of the music component of the programming and other uses of works used or distributed by these undertakings. Under these licences, the Company is required to pay a range of tariff royalties established by the Copyright Board pursuant to the requirements of the Copyright Act to collectives (which represent the copyright owners) and individual copyright owners. These royalties are paid by these undertakings in the normal course of their business. The levels of the tariff royalties payable by the Company are subject to change upon application by the collective societies and approval by the Copyright Board. The Government of Canada may, from time to time, make amendments to the Copyright Act to implement Canada’s international treaty obligations and for other purposes. Any such amendments could result in Corus’ broadcasting undertakings being required to pay additional royalties for these licences. Two parliamentary committees conducted parallel studies of the Copyright Act in 2018 - 2019 in which they heard from a number of witnesses representing industry, academia and consumers. Corus supported the advocacy of the broadcasting industry and submitted briefs to the Committees. The Committees delivered reports with recommendations in June 2019. The federal government will be responsible for making amendments to the Copyright Act, if any. The timing of those amendments is uncertain. The potential outcome of this process is difficult to predict and as such, the impact is not determinable at this time but could adversely affect the Company’s results of operations and financial performance. DIGITAL TRANSITION AND REPURPOSING OF SPECTRUM The technical aspects of the operation of radio and television stations in Canada are also subject to the licensing requirements and oversight of Innovation, Science and Economic Development Canada (“ISED”), a Ministry of the Government of Canada. More information can be found at www.ic.gc.ca/eic/site/icgc.nsf/eng/home. Information contained on, or accessible through, third party websites is not deemed to form a part of, or be incorporated by reference into, this Annual Management’s Discussion and Analysis. On August 14, 2015, the Government of Canada confirmed its intent to proceed with repurposing some of the 600 MHz spectrum band and to jointly establish a new allotment plan in collaboration with the United States. ISED has aligned with the US Federal Communications Commission to participate in a spectrum redistribution plan that will require broadcasters to vacate spectrum in TV channels 37-51 (608-692 MHz), as that will be consumed by mobile use. Of the Company’s 92 over-the-air television (“OTA”) transmitters, 44 are identified in the government’s channel re-allotment plan, but only 17 of these will ultimately be impacted. The Company has decommissioned some of the 44 broadcasting transmitters, which will include a number of transmitters that would otherwise be forced to transition out of the 600 MHz band. Accommodating these changes will require Corus to install new equipment or reconfigure existing equipment at affected sites and may have an impact on signal quality and coverage. The first 11 impacted Corus transmitters have been successfully transitioned on schedule. In the next phases, the Company will have four transmitters scheduled to be transitioned by the end of fiscal 2021 and two in fiscal 2022. The Company has concluded that the impact of migrating the remaining six transmitter sites in fiscal 2021 and fiscal 2022 will not materially impact Corus’ business, results of operations, prospects and financial condition. ANTI-SPAM / PRIVACY PROTECTION LEGISLATION Canada’s anti-spam legislation (together with the related regulations, “CASL”) sets out a comprehensive regulatory regime regarding online commerce, including requirements to obtain consent prior to sending commercial electronic messages and installing computer programs. CASL is administered primarily by the CRTC and non-compliance may result in fines of up to $10 million. Corus has in place a compliance program with respect to CASL including electronic communications guidelines to minimize risk of non-compliance. The Personal Information Protection and Electronic Documents Act (“PIPEDA”) sets out the standard for obtaining consent for the collection, use and retention of personal information. Privacy protection of personal information is an area of law that is fast evolving in order to keep pace with technological and business model changes. Corus believes it takes reasonable and prudent steps to comply with PIPEDA and other privacy legislation, including having appointed a Privacy Officer to manage all privacy issues relating to Corus’ business activities. Corus Entertainment Annual Report 2020 | 43 MANAGEMENT’S DISCUSSION AND ANALYSIS There can be no assurance that the Company’s compliance procedures will prevent a non-compliance event, which could materially adversely impact Corus’ results of operations. RESTRICTIONS ON NON-CANADIAN OWNERSHIP AND CONTROL The Company is subject to Canadian ownership and control restrictions, including restrictions on the ownership of the Class A Voting Shares and Class B Non-Voting Shares under the Broadcasting Act. Although the Company believes it to be in compliance with the relevant legislation, there can be no assurance that a future CRTC determination, or events beyond the Company’s control, will not result in Corus ceasing to be in compliance with the relevant legislation. If such a development were to occur, the ability of Corus’ subsidiaries to operate as Canadian carriers under the Broadcasting Act could be jeopardized and the Company’s business could be materially adversely affected. F. CONTINGENCIES The Company and its subsidiaries are involved in litigation arising in the ordinary course and conduct of its business from time to time. The Company recognizes liabilities for contingencies when a loss is probable and capable of being estimated. As at August 31, 2020, there were no actions, suits or proceedings pending or against the Company or its subsidiaries which would, in management’s estimation, likely be determined in such a manner as to have a material adverse effect on the business of the Company. Should any litigation in which the Company becomes involved be determined against the Company, such a decision could adversely affect the Company’s ability to continue operating as well as the trading price of the Class B Non-Voting Shares. TRANSACTIONS WITH RELATED PARTIES Related party transactions are reviewed by Corus’ Corporate Governance Committee, the majority of whom are independent directors. The following sets forth the certain transactions in which the Company is involved. CONTROL OF THE COMPANY BY THE SHAW FAMILY A majority of the outstanding Class A Voting Shares of the Company are held by Shaw Family Living Trust (“SFLT”) and its subsidiaries. As at August 31, 2020, SFLT and its subsidiaries hold 2,885,530 Class A Voting Shares, representing approximately 85% of the outstanding Class A Voting Shares, for the benefit of descendants of the late JR Shaw and Carol Shaw. The sole trustee of SFLT is a private company controlled by a board comprised of seven directors, including, as at August 31, 2020, Heather Shaw, Julie Shaw, three other members of their family and two independent directors. The Class A Voting Shares are the only shares entitled to vote in all shareholder matters except in limited circumstances as described in the Company’s Annual Information Form. Accordingly, SFLT is, and as long as it holds a majority of the Class A Voting Shares will continue to be able to elect a majority of the Board of Directors of the Company and to control the vote on matters submitted to a vote of the Company’s Class A shareholders. SFLT is also the controlling shareholder of Shaw Communications Inc. (“Shaw”), and as a result, both Shaw and Corus are subject to common voting control. SHAW COMMUNICATIONS INC. The Company has transacted business in the normal course with Shaw and its subsidiaries. These transactions are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties, and have normal trade terms. During the year, the Company received cable subscriber, programming and advertising fees of $142.4 million (2019 – $153.9 million), and production and distribution revenues of $2.5 million (2019 – $2.4 million) from Shaw. In addition, the Company paid cable and satellite system distribution access fees of $8.6 million (2019 – $12.0 million), administrative and other fees of $1.8 million (2019 – $2.0 million) to Shaw and received non-monetary advertising services from Shaw valued at $4.0 million (2019 – $7.7 million). As at August 31, 2020, the Company had $21.1 million (2019 – $25.7 million) receivable and $1.9 (2019 – nil) payable to Shaw. As of May 31, 2019, Shaw no longer held any interest in the Company. No dividends were paid to Shaw for the year ended August 31, 2020 (2019 - $9.7 million). OUTSTANDING SHARE DATA As at October 21, 2020, 3,412,392 Class A Voting Shares and 204,954,666 Class B Non-Voting Shares were issued and outstanding. Class A Voting Shares are convertible at any time into an equivalent number of Class B Non-Voting Shares. The Class B Non-Voting Shares are convertible into an equivalent number of Class A Voting Shares in limited circumstances as described in the Company’s most recent Annual Information Form. 44 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS IMPACT OF NEW ACCOUNTING POLICIES NEW ACCOUNTING PRONOUNCEMENTS ADOPTED IN FISCAL 2020 The Company has adopted new amendments to the following accounting standards effective for its annual consolidated financial statements commencing September 1, 2019. The effects of these pronouncements on the Company’s results and operations are described below. IFRS 16 – LEASES (“IFRS 16”) Effective September 1, 2019, the Company adopted IFRS 16, which supersedes previous accounting standards for leases, including IAS 17 – Leases (“IAS 17”) and International Financial Reporting Interpretations Committee 4 – Determining Whether an Arrangement Contains a Lease (“IFRIC 4”). The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for most leases under a single on-balance sheet model. The new standard eliminates the distinction between operating and finance leases. Lessor accounting is substantially unchanged from IAS 17. Lessors will continue to classify leases as either operating or finance leases using similar principles as in IAS 17. Therefore, IFRS 16 did not have an impact for leases where Corus is the lessor. The Company has adopted IFRS 16 on a modified retrospective basis, subject to permitted and elected practical expedients. Comparative information has not been restated and continues to be reported under IAS 17. When applying IFRS 16, the Company applied the following practical expedients: • maintained the Company’s lease assessments made under IAS 17 and IFRIC 4 for existing contracts; • applied a single discount rate to a portfolio of leases with similar characteristics; • excluded initial direct costs from measuring the right-of-use assets as at September 1, 2019; • used hindsight in determining the lease term where the contract contains purchase, extension or termination options; and • relied upon the Company’s assessment of whether leases are onerous under the requirements of IAS 37 – Provisions, Contingent Liabilities and Contingent Assets as at August 31, 2019 as an alternative to reviewing the Company’s right-of-use assets for impairment. On transition, the Company elected the recognition exemptions on short-term leases, with lease terms less than 12 months, or low-value leases; however, the Company may choose to not elect the recognition exemptions on a class-by-class basis for new classes, and lease-by-lease basis, respectively, in the future. Upon adoption of IFRS 16 on September 1, 2019, the Company recognized right-of-use lease assets within property, plant and equipment of $138.4 million and lease liabilities within other long-term liabilities of $157.8 million. The difference between the right-of-use asset and associated liability of $18.6 million relates to accrued rents, which arose under IAS 17. For leases that were classified as operating leases under IAS 17, lease liabilities at transition have been measured at the present value of the remaining lease payments discounted at the related incremental borrowing rate as at September 1, 2019. The weighted average borrowing rate applied was 4.7%. The right-of-use asset at transition has been measured at an amount equal to the lease liabilities less previously accrued rent relating to the leases. Set out below is the Company’s new accounting policy upon adoption of IFRS 16, which has been applied from the date of initial application. The Company assesses whether a contract is or contains a lease at the inception of the contract. The Company recognizes a lease liability with a corresponding right-of-use asset for all lease agreements in which it is the lessee, except for short-term leases and leases of low value assets. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. The lease liability is subsequently measured by increasing its carrying amount to reflect accretion on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect lease payments made. The right-of-use asset is depreciated over the shorter of the lease term and the useful life of the underlying asset. The Company applies IAS 36 – Impairment of Assets, to determine whether the asset is impaired and account for any identified impairment loss. The Company has elected not to recognize right-of-use assets and lease liabilities for leases that have a lease term of 12 months or less and do not contain a purchase option or for leases related to low value assets. Lease payments on short-term leases and lease of low value assets are recognized as general and administrative expenses in the condensed consolidated statements of income (loss) and comprehensive income (loss). Corus Entertainment Annual Report 2020 | 45 MANAGEMENT’S DISCUSSION AND ANALYSIS After transition, right-of-use assets are measured at cost, comprised of the initial measurement of the corresponding lease liabilities, lease payments made at or before the commencement date of any initial direct costs. They are subsequently depreciated on a straight-line basis over their expected useful lives and reduced by impairment losses. Right-of-use assets are tested for impairment if indicators of impairment exist. Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the right-of-use asset. The related payments are recognized as an expense in the period in which the event or condition that triggers those payments occurs and are presented as such in the consolidated statements of income (loss) and comprehensive income (loss). Right-of-use assets are included in property, plant and equipment on the consolidated statement of financial position. The current portion of lease liabilities are included in accounts payable and accrued liabilities on the consolidated statement of financial position, while the long-term portion is included in other long-term liabilities. IFRIC 23 – UNCERTAINTY OVER INCOME TAX TREATMENTS (“IFRIC 23”) Effective September 1, 2019, the Company adopted IFRIC 23, which clarifies how to apply the recognition and measurement requirements of IAS 12 - Income Taxes for taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates to determine current or deferred tax asset or liability when there is uncertainty over income tax treatments. There was no impact to the consolidated financial statements as a result of adopting this standard. PENDING ACCOUNTING PRONOUNCEMENTS IFRS 3 – BUSINESS COMBINATIONS (“IFRS 3”) In October 2018, the IASB amended IFRS 3 seeking to clarify whether an acquisition transaction results in the acquisition of an asset or the acquisition of a business. The amendments are effective for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020, although earlier application is permitted. The Company will apply the standard prospectively from September 1, 2020. The effects, if any, of the amended standard on the Company’s financial performance and disclosure will be dependent on the facts and circumstances of any future acquisition transactions. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS The Company’s significant accounting policies are described in note 3 to the fiscal 2020 audited consolidated financial statements and notes thereto, which have been prepared in accordance with IFRS. The preparation of these fiscal 2020 consolidated financial statements requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, and related disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Management uses estimates when accounting for certain items such as revenues, allowance for doubtful accounts, amortization of programming and film investments, useful lives of capital assets, asset impairments, provisions, share-based compensation plans, employee benefit plans, deferred income taxes and impairment of goodwill and intangible assets. Estimates are also made by management when recording the fair value of assets acquired and liabilities assumed in a business combination. Estimates are based on a number of factors, including historical experience, current events and other assumptions that management believes are reasonable under the circumstances. By their nature, these estimates are subject to measurement uncertainty and actual results could differ. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Actual results could differ from those estimates. Critical accounting estimates and significant judgments are generally discussed with the Audit Committee each quarter. The most significant estimates and judgments made by management are described below. IMPAIRMENT OF LONG-LIVED ASSETS At each reporting date, the Company assesses its long-lived assets, including property, plant and equipment, program rights, film investments, goodwill and intangible assets, for potential indicators of impairment, such as an adverse change in business climate that may indicate that these assets may be impaired. If any impairment indicator exists, the Company estimates the asset’s recoverable amount. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets, in which case the asset is assessed as part of the cash generating unit (“CGU”) to which it 46 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS belongs. An asset’s or CGU’s recoverable amount is the higher of its fair value less costs to sell and its value in use. The determination of the recoverable amount in the impairment assessment requires estimates based on quoted market prices, prices of comparable businesses, present value or other valuation techniques, or a combination thereof, necessitating management to make subjective judgments and assumptions. Goodwill is allocated to a CGU or group of CGUs for the purposes of impairment testing based on the level at which management monitors it, which is not larger than an operating segment. The Company records an impairment loss if the recoverable amount of the CGU or the group of CGUs is less than the carrying amount. Goodwill and indefinite-life assets, such as broadcast licences, are not amortized but are tested for impairment at least annually or more frequently if events or changes in circumstances indicate that an impairment may have occurred. The Company completes its annual impairment testing process for broadcast licences and goodwill during the fourth quarter each year. The test for impairment of either an intangible asset or goodwill is to compare the recoverable amount of the asset or CGU (or group of CGUs in the case of goodwill) to the carrying value. The recoverable amount is the higher of an asset’s or CGU’s (or group of CGUs in the case of goodwill) fair value less costs to sell and its value in use. The recoverable amount is determined for an individual asset unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets (such as broadcast licences and goodwill) and the asset’s value in use cannot be determined to equal its fair value less costs to sell. If this is the case, the recoverable amount is determined for the CGU to which the asset belongs. In calculating the recoverable amount, management is required to make several assumptions including, but not limited to, segment profit growth rates, future levels of capital expenditures, expected future cash flows and discount rates. The Company’s assumptions are influenced by current market conditions and general outlook for the industry, both of which may affect expected segment profit growth rates and expected cash flows. The Company has made certain assumptions for the discount and terminal growth rates to reflect possible variations in the cash flows; however, the risk premiums expected by market participants related to uncertainties about the industry, specific CGU or groups of CGUs may differ or change quickly depending on economic conditions and other events. Changes in any of these assumptions could have a significant impact on the recoverable amount of the CGU or groups of CGUs and the results of the related impairment testing. In the third quarter of fiscal 2020, the Company recorded non-cash goodwill impairment charges of $673.0 million and $46.0 million in the Television and Radio operating segments, respectively. Concurrently, the Company recorded a non-cash impairment charge of $67.8 million in the Radio segment related to broadcast licences. Due to the uncertainty related to COVID-19, the Company has noted there is significant estimation uncertainty related to the Company’s growth rates and future cash flow estimates, which could change in the near term and the effect of such changes could be material. An increase of 50 basis points in the pre-tax discount rate, a decrease of 50 basis points in the earnings growth rate each year, or a decrease of 50 basis points in the terminal growth rate, each used in isolation to perform the radio broadcast licence and both the television and radio goodwill impairment tests, would have resulted in no additional incremental goodwill impairment charge or broadcast impairment charge. A significant portion of the Company’s total assets are long-lived intangible assets and goodwill. As at August 31, 2020, 62% of the Company’s total assets were long-lived intangible assets. The Company records impairment losses on its long-lived assets when it believes that their carrying value may not be recoverable. Recoverability is highly dependent on the projected operating results of the Company. There can be no assurance that the Company will not record impairment charges in the future that could materially adversely impact Corus’ financial results. The Company has completed its annual impairment testing of goodwill and indefinite lived intangible assets in the fourth quarter of fiscal 2020 and concluded that there were no additional impairment charges required. The Company also assessed for indicators that previous impairment losses had decreased. There were no previously recorded impairment charges reversed. INCOME TAXES The Company is subject to income taxes in Canada and foreign jurisdictions. The calculation of income taxes in many cases, however, requires significant judgment in interpreting tax rules and regulations. The Company’s tax filings are subject to audits which could materially change the amount of current and deferred income tax assets and liabilities and could, in certain circumstances, result in the assessment of interest and penalties. Additionally, estimation of the income tax provision includes evaluating the recoverability of deferred tax assets based on the assessment of the Company’s ability to use the underlying future tax deductions before they expire Corus Entertainment Annual Report 2020 | 47 MANAGEMENT’S DISCUSSION AND ANALYSIS against future taxable income. The assessment is based upon existing tax laws, estimates of future profitability and tax planning strategies. If the future taxable results of the Company differ significantly from those expected, the Company would be required to increase or decrease the carrying value of the deferred tax assets with a potentially material impact on the Company’s consolidated statements of financial position and consolidated statements of comprehensive income (loss). The carrying amount of deferred tax assets is reassessed at each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to utilize all or part of the deferred tax assets. Unrecognized deferred tax assets are recognized to the extent that it is more likely than not that taxable profit will be available against which deferred tax assets can be utilized. POST-EMPLOYMENT BENEFIT PLANS The Company has various registered defined benefit plans for certain unionized and non-unionized employees and two supplementary executive non-registered retirement plans which provide pension benefits to certain of its key senior executives. The amounts reported in the consolidated financial statements relating to the defined benefit plans are determined using actuarial valuations that are based on several assumptions including the discount rate, rate of compensation increase, trend in healthcare costs, and expected average remaining years of service of employees. While the Company believes these assumptions are reasonable, differences in actual results or changes in assumptions could affect employee benefit obligations and the related income and comprehensive income statement impact. The differences between actual and assumed results are immediately recognized in other comprehensive income (loss). The most significant assumption used to determine the present value of the future cash flows that is expected will be needed to settle employee benefit obligations and is also used to calculate the interest income on plan assets. It is based on the yield of long-term, high-quality corporate fixed income investments closely matching the term of the estimated future cash flows and is reviewed and adjusted as changes are required. The following table illustrates the incremental increase on the accrued benefit obligation and pension expense of a 1% decrease in the discount rate: (thousands of Canadian dollars) Weighted average discount rate – registered plans Weighted average discount rate – non-registered plans Impact of: 1% decrease – registered plans Impact of: 1% decrease – non-registered plans Accrued benefit obligation at August 31, 2020 2.70% Pension expense for the year ended August 31, 2020 3.00% 2.63% $45,544 $6,136 2.87% $3,103 $29 The significant assumptions used on the benefit obligation are disclosed in note 29 of the audited consolidated financial statements. SHARE-BASED COMPENSATION In the evaluation of the fair value of stock options, DSUs, PSUs, and RSUs granted to eligible officers, directors and employees, the Company makes estimates and assumptions. Critical estimates and assumptions related to stock options include their expected life, the risk-free interest rate and the expected volatility of the market price of the shares. Critical estimates and assumptions related to DSUs, PSUs and RSUs include number of units expected to vest, the estimated dividend equivalents, and the achievement of specific vesting conditions. The Company believes that the assumptions used are reasonable based on information currently available, but changes to these assumptions could impact the fair value of stock options, DSUs, PSUs and RSUs and therefore, the share-based compensation costs recorded in direct cost of sales, general and administrative expenses. 48 | Corus Entertainment Annual Report 2020 MANAGEMENT’S DISCUSSION AND ANALYSIS CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES Management, under the supervision of the President and Chief Executive Officer (“CEO”) and Executive Vice President and Chief Financial Officer (“CFO”), is responsible for establishing and maintaining disclosure controls and procedures, as defined in National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings, and have designed such disclosure controls and procedures (or have caused it to be designed under their supervision) to provide reasonable assurance that material information with respect to Corus, including its consolidated subsidiaries, is made known to them. Disclosure controls and procedures ensure that information required to be disclosed by Corus in the reports that it files or submits under the provincial securities legislation is recorded, processed, summarized and reported within the time periods required. Corus has adopted or formalized such disclosure controls and procedures as it believes are necessary and consistent with its business and internal management and supervisory practices. Management evaluated, under the supervision of and with the participation of the CEO and CFO, the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by these annual filings, and have concluded that, as of August 31, 2020, the Company’s disclosure controls and procedures were effective. MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management, under the supervision of the CEO and CFO, is responsible for establishing and maintaining adequate internal control over financial reporting, as defined by National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings, and have designed such internal control over financial reporting (or have caused it to be designed under their supervision) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the consolidated financial statements in accordance with IFRS. Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis. Also, projections of any of the effectiveness of internal control are subject to the risk that the controls or that the degree of compliance with the policies and procedures may deteriorate. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to the financial statement preparation and presentation. Management evaluated, under the supervision of and with the participation of the CEO and CFO, the effectiveness of the Company’s internal control over financial reporting, as of August 31, 2020, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on its evaluation under this framework, management concluded that the Company’s internal control over financial reporting was effective as at August 31, 2020. CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING There were no changes in the Company’s internal control over financial reporting that occurred during fiscal 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of certain events. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. ADDITIONAL INFORMATION Additional information relating to the Company, including the Annual Information Form, can be found on SEDAR at www.sedar.com. Corus Entertainment Annual Report 2020 | 49 MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL REPORTING The accompanying consolidated financial statements of Corus Entertainment Inc. (“Corus” or the “Company”) and all of the information in this Annual Report are the responsibility of management and have been approved by the Board of Directors (the “Board”). The consolidated financial statements have been prepared by management in accordance with International Financial Reporting Standards (“IFRS”). When alternative accounting methods exist, management has chosen those it deems most appropriate in the circumstances. Financial statements are not precise since they include certain amounts based on estimates and judgments. Management has determined such amounts on a reasonable basis in order to ensure that the consolidated financial statements are presented fairly in all material respects. Management has prepared the financial information presented elsewhere in this Annual Report and has ensured that it is consistent with the consolidated financial statements. Corus maintains systems of internal accounting and administrative controls of high quality, consistent with reasonable cost. Such systems are designed to provide reasonable assurance that the financial information is relevant, reliable and accurate, and that the Company’s assets are appropriately accounted for and adequately safeguarded. During the past year, management has maintained the operating effectiveness of internal control over external financial reporting. As at August 31, 2020, the Company’s Chief Executive Officer and Chief Financial Officer evaluated, or caused an evaluation of, under their direct supervision, the design and operation of the Company’s internal controls over financial reporting (as defined in National Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings) and, based on that assessment, determined that the Company’s internal controls over financial reporting were appropriately designed and operating effectively. The Board is responsible for ensuring that management fulfills its responsibilities for financial reporting and is ultimately responsible for reviewing and approving the consolidated financial statements. The Board carries out this responsibility through its Audit Committee (the “Committee”). The Committee is appointed by the Board, and all of its members are independent unrelated directors. The Committee meets periodically with management, as well as with the internal and external auditors, to discuss internal controls over the financial reporting process, auditing matters and financial reporting items, to satisfy itself that each party is properly discharging its responsibilities, and to review the Annual Report, the consolidated financial statements and the external auditors’ report. The Committee reports its findings to the Board for consideration when approving the consolidated financial statements for issuance to the shareholders. The Committee also considers, for review by the Board and approval by the shareholders, the engagement or re-appointment of the external auditors. The consolidated financial statements have been audited by Ernst & Young LLP, the external auditors on behalf of the shareholders. Ernst & Young LLP has full and free access to the Committee. Douglas D. Murphy President and Chief Executive Officer John R. Gossling, FCPA, FCA Executive Vice President and Chief Financial Officer 50 | Corus Entertainment Annual Report 2020 INDEPENDENT AUDITOR’S REPORT To the Shareholders of Corus Entertainment Inc. Opinion We have audited the consolidated financial statements of Corus Entertainment Inc. and its subsidiaries (the Group), which comprise the consolidated statements of financial position as at August 31, 2020 and August 31, 2019, and the consolidated statements of income (loss) and comprehensive income (loss), consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion, the accompanying consolidated financial statements present fairly, in all material respects the consolidated financial position of the Group as at August 31, 2020 and August 31, 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards (IFRS). Basis for opinion We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Other information Management is responsible for the other information. The other information comprises: • Management’s Discussion and Analysis; and • The information, other than the consolidated financial statements and our auditor’s report thereon, in the Annual Report. Our opinion on the consolidated financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. We obtained Management’s Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor’s report. We have nothing to report in this regard. The Annual Report is expected to be made available to us after the date of the auditor’s report. If based on the work we will perform on this other information, we conclude there is a material misstatement of other information, we are required to report that fact to those charged with governance. Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group’s financial reporting process. Corus Entertainment Annual Report 2020 | 51 Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure, and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. The engagement partner on the audit resulting in this independent auditor’s report is Martin Lundie. Toronto, Canada October 21, 2020 Chartered Professional Accountants Licensed Public Accountants 52 | Corus Entertainment Annual Report 2020 CONSOLIDATED STATEMENTS OF FINANCIAL POSITION As at August 31, (in thousands of Canadian dollars) ASSETS Current Cash and cash equivalents Accounts receivable (note 4) Income taxes recoverable Prepaid expenses and other Total current assets Tax credits receivable Investments and other assets (note 5) Property, plant and equipment (note 6) Program rights (note 7) Film investments (note 8) Intangibles (notes 9 and 11) Goodwill (notes 10 and 11) Deferred income tax assets (note 21) LIABILITIES AND EQUITY Current Accounts payable and accrued liabilities (note 12) Provisions (note 13) Current portion of long-term debt (note 14) Income taxes payable Total current liabilities Long-term debt (note 14) Other long-term liabilities (note 15) Provisions (note 13) Deferred income tax liabilities (note 21) Total liabilities Share capital (note 16) Contributed surplus Accumulated deficit Accumulated other comprehensive income (deficit) (note 17) Total equity attributable to shareholders Equity attributable to non-controlling interest Total equity Commitments, contingencies and guarantees (notes 14 and 28) See accompanying notes 2020 2019 45,900 297,585 — 17,112 360,597 26,745 59,424 333,762 637,819 44,891 1,789,018 664,958 53,668 3,970,882 451,682 8,621 76,339 12,698 549,340 1,429,750 492,956 9,494 440,923 2,922,463 816,189 1,511,325 (1,425,432) (2,258) 899,824 148,595 1,048,419 3,970,882 82,568 372,828 13,772 19,557 488,725 25,035 51,707 225,927 507,913 53,336 1,876,235 1,383,958 59,463 4,672,299 429,483 10,331 76,339 — 516,153 1,655,406 278,117 7,686 472,700 2,930,062 830,477 1,512,818 (758,757) 12,187 1,596,725 145,512 1,742,237 4,672,299 Corus Entertainment Annual Report 2020 | 53 CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) For the years ended August 31, (in thousands of Canadian dollars, except per share amounts) Revenues (note 22 and note 26) Direct cost of sales, general and administrative expenses (note 18 and note 26) Depreciation and amortization (notes 6 and 9) Interest expense (note 19) Broadcast licences and goodwill impairment (notes 9, 10 and 11) Gain on debt modification (note 14) Integration, restructuring and other costs (note 13) Other expense (income), net (note 20) Income (loss) before income taxes Income tax expense (note 21) Net income (loss) for the year Other comprehensive income (loss), net of income taxes (note 17): Items that may be subsequently reclassified to income (loss): Unrealized change in fair value of cash flow hedges Unrealized foreign currency translation adjustment Items that will not be reclassified to income (loss): Unrealized change in fair value of financial assets Actuarial gain (loss) on post-retirement benefit plans Other comprehensive loss, net of income taxes Comprehensive income (loss) for the year Net income (loss) attributable to: Shareholders Non-controlling interest Comprehensive income (loss) attributable to: Shareholders Non-controlling interest 2020 1,511,236 1,005,397 158,549 115,185 786,790 — 19,155 (8,077) (565,763) 41,944 (607,707) (15,466) (87) (15,553) 1,108 8,871 9,979 (5,574) (613,281) (625,362) 17,655 (607,707) (630,936) 17,655 (613,281) 2019 1,687,482 1,102,397 182,354 117,718 — (3,889) 26,316 10,474 252,112 71,445 180,667 (31,538) 309 (31,229) (2,440) (9,295) (11,735) (42,964) 137,703 156,084 24,583 180,667 113,120 24,583 137,703 Earnings (loss) per share attributable to shareholders: Basic Diluted See accompanying notes ($2.98) ($2.98) $0.74 $0.74 54 | Corus Entertainment Annual Report 2020 CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (in thousands of Canadian dollars) As at August 31, 2019 Comprehensive income (loss) Dividends declared Shares repurchased under normal course issuer bid (“NCIB”) Actuarial gain on post-retirement benefit plans Share-based compensation expense Equity funding by a non- controlling interest — — — Share capital (note 16) Contributed surplus (note 16) 830,477 1,512,818 — — — — Accumulated deficit (758,757) (625,362) (50,184) Accumulated other comprehensive income (loss) (note 17) Total equity attributable to shareholders 12,187 (5,574) 1,596,725 (630,936) Non- controlling interest Total equity 145,512 1,742,237 17,655 (613,281) — (50,184) (19,983) (70,167) (14,288) (2,605) — — (16,893) — 8,871 (8,871) — — — — (16,893) — 1,112 1,112 — — — — — 1,112 — 5,411 5,411 As at August 31, 2020 816,189 1,511,325 (1,425,432) (2,258) 899,824 148,595 1,048,419 As at August 31, 2018, as previously presented IFRS 9 transitional adjustment IFRS 15 transitional adjustment Adjusted balance as at September 1, 2018 2,330,477 12,119 (856,668) 36,460 1,522,388 154,415 1,676,803 — — — — — 9,396 9,396 1,985 — 1,985 — — 9,396 1,985 2,330,477 12,119 (854,683) 45,856 1,533,769 154,415 1,688,184 Comprehensive income (loss) Dividends declared — — — — 156,084 (50,863) Reduction of stated capital (1,500,000) 1,500,000 Share-based compensation expense Actuarial loss on post-retirement benefit plans Divestiture of subsidiary with a non-controlling equity interest — — — 699 — — (42,964) — — — — — (9,295) 9,295 — — 113,120 (50,863) 24,583 (28,366) 137,703 (79,229) — 699 — — — — — — 699 — (5,120) (5,120) As at August 31, 2019 830,477 1,512,818 (758,757) 12,187 1,596,725 145,512 1,742,237 See accompanying notes Corus Entertainment Annual Report 2020 | 55 CONSOLIDATED STATEMENTS OF CASH FLOWS For the years ended August 31, (in thousands of Canadian dollars) OPERATING ACTIVITIES Net income (loss) for the year Adjustments to reconcile net income (loss) to cash provided by operating activities: 2020 2019 (607,707) 180,667 Amortization of program rights (notes 7 and 18) Amortization of film investments (notes 8 and 18) Depreciation and amortization (notes 6 and 9) Deferred income taxes (note 21) Broadcast licences and goodwill impairment (note 11) Gain on debt modification (notes 14 and 19) Impairment of investment in associate Share-based compensation expense (note 16) Imputed interest (note 19) Payment of program rights Net spend on film investments CRTC benefit payments Other Cash flow from operations Net change in non-cash working capital balances related to operations (note 25) Cash provided by operating activities INVESTING ACTIVITIES Additions to property, plant and equipment (note 22) Proceeds from sale of property Business divestiture, net of divested cash (note 27) Business acquisition (note 27) Net cash flows for intangibles, investments and other assets Cash used in investing activities FINANCING ACTIVITIES Decrease in bank loans Deferred financing costs Shares repurchased under NCIB (note 16) Payments of lease liabilities (note 6) Equity funding by a non-controlling interest Dividends paid Dividends paid to non-controlling interest Other Cash used in financing activities Net change in cash and cash equivalents during the year Cash and cash equivalents, beginning of the year Cash and cash equivalents, end of the year Supplemental cash flow disclosures (note 25) See accompanying notes 495,814 20,063 158,549 (23,992) 786,790 — — 1,112 52,371 (547,486) (43,178) (2,448) (1,658) 288,230 25,042 313,272 (15,385) 314 — — (3,934) (19,005) (229,514) — (16,893) (15,945) 5,411 (50,399) (19,983) (3,612) (330,935) (36,668) 82,568 45,900 516,431 16,035 182,354 (10,166) — (3,889) 8,720 699 41,209 (537,954) (45,029) (2,561) (5,921) 340,595 2,958 343,553 (30,055) — 12,529 (6,011) (6,678) (30,215) (249,949) (3,440) — — — (38,150) (30,365) (3,667) (325,571) (12,233) 94,801 82,568 56 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 1. CORPORATE INFORMATION Corus Entertainment Inc. (the “Company” or “Corus”) is a diversified Canadian-based integrated media and content company. The Company is incorporated under the Canada Business Corporations Act and its Class B Non-Voting Shares are listed on the Toronto Stock Exchange (the “TSX”) under the symbol CJR.B. The Company’s registered office is at 1500, 850 – 2nd Street SW, Calgary, Alberta, T2P 0R8. The Company’s executive office is at Corus Quay, 25 Dockside Drive, Toronto, Ontario, M5A 0B5. These consolidated financial statements include the accounts of the Company and all its subsidiaries and joint ventures. The Company’s principal business activities are: the operation of specialty television networks, conventional television stations, the operation of radio stations; the operation of digital assets and media and technology services; and the Corus content business, which consists of the production and distribution of films and television programs, merchandise licensing, book publishing and the production and distribution of animation software. 2. BASIS OF PREPARATION AND STATEMENT OF COMPLIANCE These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements have been prepared using the accounting policies in note 3. These consolidated financial statements have been authorized for issue in accordance with a resolution from the Board of Directors on October 21, 2020. 3. SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The consolidated financial statements have been prepared on a cost basis, except for derivative financial instruments and certain available-for-sale financial assets, which have been measured at fair value. The consolidated financial statements are presented in Canadian dollars, which is also the Company’s functional currency and all values are rounded to the nearest thousand, except where otherwise noted. Each entity consolidated by the Company determines its own functional currency based on the primary economic environment in which the entity operates. The Company continues to closely monitor the evolution of the novel coronavirus (“COVID-19”) situation. As the COVID-19 pandemic continues to significantly impact the wellbeing of individuals and the Canadian and global economies, the Company has implemented a specific response plan, informed by measures recommended by public health agencies, to continue providing its essential services and support to customers while safeguarding the health and safety of employees. Appropriate business continuity measures have been taken to ensure uninterrupted service of the Company’s television, digital and radio operations. It is too soon to gauge the medium to long-term impacts of the current outbreak, given the many unknowns related to COVID-19. These include the duration, severity and possible resurgence of the outbreak as emergency measures are eased. The extent to which COVID-19 and any other pandemic or public health crisis impacts the Company’s business, affairs, operations, financial condition, liquidity, availability of credit and results of operations will depend on future developments that are highly uncertain and cannot be predicted with any meaningful precision, including new information which may emerge concerning the severity of the COVID-19 virus and the actions required to continue to contain the COVID-19 virus or remedy its impact, among others. Any of these developments, and others, could have a material adverse effect on the Company’s business, financial condition, operations and results of operations. In addition, because of the severity and global nature of the COVID-19 pandemic, it is possible that estimates in the Company’s financial statements will change in the near term and the effect of any such changes could be material, which could result in, among other things, an impairment of long-lived assets, an impairment of investments in venture funds and a change in the estimated credit losses on accounts receivable. The Company is constantly evaluating the situation and monitoring any impacts or potential impacts to its business. Corus Entertainment Annual Report 2020 | 57 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) BASIS OF CONSOLIDATION Subsidiaries The consolidated financial statements comprise the financial statements of the Company and its subsidiaries, which are the entities over which the Company has control. Control exists when the entity is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The non-controlling interest component of the Company’s subsidiaries is included as a separate component in equity. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the Company’s subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. All intra-company balances, transactions, unrealized gains and losses resulting from intra-company transactions and dividends are eliminated in full. Associates and joint arrangements Associates are entities over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the associate but is not control or joint control over those policies. A joint venture is a type of joint arrangement in which the parties that have joint control of the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. The considerations made in determining joint control or significant influence are similar to those necessary to determine control over subsidiaries. The Company accounts for investments in associates and joint ventures using the equity method. Investments in associates and joint ventures accounted for using the equity method are originally recognized at cost. Under the equity method, the investment in the associate or joint venture is carried on the consolidated statements of financial position at cost plus post-acquisition changes in the Company’s share of income (loss) and other comprehensive income (loss) (“OCI”), less distributions of the associate. Goodwill on the acquisition of the associates and joint ventures is included in the cost of the investments and is neither amortized nor assessed for impairment separately. The financial statements of the Company’s equity-accounted investments are prepared for the same reporting period as the Company. Where necessary, adjustments are made to bring the accounting policies in line with those of the Company. All intra-company unrealized gains resulting from intra-company transactions and dividends are eliminated against the investment to the extent of the Company’s interest in the associate. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. After the application of the equity method, the Company determines at each reporting date whether there is any objective evidence that the investment in the associate or joint venture is impaired and consequently, whether it is necessary to recognize an additional impairment loss on the Company’s investment in its associate or joint venture. If this is the case, the Company calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognizes the amount in the consolidated statements of income (loss) and comprehensive income (loss). BUSINESS COMBINATIONS Business combinations are accounted for using the acquisition method of accounting, which requires the Company to identify and attribute values and estimated lives to the identifiable intangible assets acquired based on their estimated fair value. These determinations involve significant estimates and assumptions regarding cash flow projections, economic risk and weighted average cost of capital. The purchase consideration of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition-date fair value and the amount of any non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition costs incurred are expensed and included in business acquisition, integration and restructuring costs. 58 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) When the Company acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date in the consolidated statements of income (loss) and comprehensive income (loss). Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be a financial asset or liability will be recognized in accordance with International Financial Reporting Standard (“IFRS”) 9 – Financial Instruments: Classification and Measurement either in profit or loss or as a change to OCI. If the contingent consideration is classified as equity, it should not be remeasured until it is finally settled within equity. REVENUE RECOGNITION The Company derives revenue from the transfer of goods and services. Revenue recognition is based on the delivery of performance obligations and an assessment of when control is transferred to the customer. Revenue is recognized either when the performance obligation in the contract has been performed (“point in time” recognition) or “over time” as control of the performance obligation is transferred to the customer. Advertising revenues, net of agency commissions, are recognized in the period in which the advertising is aired on the Company’s television and radio stations or posted on various websites or other digital assets and when collection is reasonably assured. Subscriber fee revenues are recognized monthly based on estimated subscriber levels for the period-end, which are based on the preceding month’s actual subscribers as submitted by the broadcast distribution undertakings. Customer contracts can have a wide variety of performance obligations, from production contracts to distribution activities, training and support services. For these contracts each performance obligation is identified and evaluated. Under IFRS 15 – Revenue from Contracts with Customers, the Company needs to evaluate if a licence represents a right to access the content (revenue recognized over time) or represents a right to use the content (revenue recognized at a point in time). The Company has determined that most licence revenues are satisfied at a point in time due to there being limited ongoing involvement in the use of the licence following its transfer to the customer. The Company has determined that most service revenues are satisfied over a period of time as project milestones are met and the Company has an enforceable right to payment for performance completed to date. The Company’s production and distribution revenues from the distribution and licensing of film rights; royalties from merchandise licensing, publishing and music contracts; sale of licences, customer support, training and consulting related to the animation software business; revenues from customer support; and sale of books are recognized when the significant risks and rewards of ownership have transferred to the buyer; the amount of revenue can be measured reliably and the Company has a present right to payment for the good or service; the stage of completion of the transaction at the end of the reporting period can be measured reliably; the costs incurred for the transaction and the costs to complete the transaction can be measured reliably; and the Company does not retain either continuing managerial involvement or effective control. Customer advances on contracts are recorded as unearned revenue until all of the foregoing revenue recognition conditions have been met. CASH AND CASH EQUIVALENTS Cash and cash equivalents include cash and short-term deposits with maturities of less than three months at the date of purchase. Cash that is held in escrow, or otherwise restricted from use, is reported separately from cash and cash equivalents. Corus Entertainment Annual Report 2020 | 59 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost, net of accumulated depreciation and/or accumulated impairment losses, if any. Such cost includes the cost of replacing part of the property, plant and equipment, and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced at intervals, the Company recognizes such parts as individual assets with specific useful lives and depreciation, respectively. Repair and maintenance costs are recognized in the consolidated statements of income (loss) and comprehensive income (loss) as incurred. Leases and right-of-use assets The Company assesses whether a contract is, or contains a lease at the inception of the contract. The Company recognizes a lease liability with a corresponding right-of-use asset for all lease agreements in which it is the lessee, except for short-term leases and leases of low value assets. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate. The lease liability is subsequently measured by increasing its carrying amount to reflect accretion on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect lease payments made. The right-of-use asset is depreciated over the shorter of the lease term and the useful life of the underlying asset. The Company applies IAS 36 – Impairment of Assets, to determine whether the asset is impaired and account for any identified impairment loss. The Company has elected not to recognize right-of-use assets and lease liabilities for leases that have a lease term of 12 months or less and do not contain a purchase option or for leases related to low value assets. Lease payments on short-term leases and lease of low value assets are recognized as general and administrative expenses in the condensed consolidated statements of income (loss) and comprehensive income (loss). After transition, right-of-use assets are measured at cost, comprised of the initial measurement of the corresponding lease liabilities and lease payments made at or before the commencement date of any initial direct costs. They are subsequently depreciated on a straight-line basis over their expected useful lives and reduced by impairment losses. Right-of-use assets are tested for impairment if indicators of impairment exist. Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the right-of-use asset. The related payments are recognized as an expense in the period in which the event or condition that triggers those payments occurs and are presented as such in the consolidated statements of income (loss) and comprehensive income (loss). Right-of-use assets are included in property, plant and equipment on the consolidated statements of financial position. The current portion of lease liabilities are included in accounts payable and accrued liabilities on the consolidated statement of financial position, while the long-term portion is included in other long-term liabilities. Operating lease commitments, for which lease payments are recognized as an expense in the consolidated statements of income (loss) and comprehensive income (loss), are recognized on a straight-line basis over the lease term. 60 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Depreciation Depreciation is recorded on a straight-line basis over the estimated useful lives of the property, plant and equipment and right-of-use assets as follows: Land and assets not available for use Equipment Broadcasting Computer Leasehold improvements Right-of-use assets Buildings Structure Components Furniture and fixtures Other Not depreciated 5 – 10 years 3 – 5 years Lease term Lease term 20 – 30 years 10 – 20 years 7 years 4 – 10 years An item of property, plant and equipment and any significant part initially recognized are derecognized upon disposal or when no future economic benefits are expected from their use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statements of income (loss) and comprehensive income (loss) when the asset is derecognized. The assets’ residual values, useful lives and methods of depreciation are reviewed at least annually and the depreciation charge is adjusted prospectively, if appropriate. BORROWING COSTS Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period they are incurred. PROGRAM RIGHTS Program rights represent contract rights acquired from third parties to broadcast television programs, feature films and radio programs. The assets and liabilities related to these rights are recorded when the Company controls the asset, the expected future economic benefits are probable and the cost is reliably measurable. The Company generally considers these criteria to be met and records the assets and liabilities when the licence period has begun, the program material is accepted by the Company and the material is available for airing. Long-term liabilities related to these rights are recorded at the net present value of future cash flows, using an appropriate discount rate. These costs are amortized over the contracted exhibition period as the programs or feature films are aired. Program and film rights are carried at cost less accumulated amortization. The amortization period and the amortization method for program rights are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the assets are accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates. Amortization of program rights is included in direct cost of sales, general and administrative expenses, and has been disclosed separately in the consolidated statements of cash flows. Corus Entertainment Annual Report 2020 | 61 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) FILM INVESTMENTS Film investments represent the costs of projects in development, projects in process, the unamortized costs of proprietary films and television programs that have been produced by the Company or for which the Company has acquired distribution rights, and third-party-produced equity film investments. Such costs include development and production expenditures and attributed studio and other costs that are expected to benefit future periods. Costs are capitalized upon project greenlight for produced and acquired films and television programs. The Company has segregated its film investments into two categories: current productions and library or acquired productions. Current productions are considered library productions immediately subsequent to their initial availability for licensing as they are considered completed. Current productions are amortized using a declining balance method of 50% at the time of initial episodic delivery and at annual rates ranging from 15 – 25% thereafter. Library content is amortized using a declining balance method at rates ranging from 15 – 25% annually. Acquired rights are amortized using a straight-line method. The amortization period and the amortization method for film investments are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the assets are accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates. Projects in process represent the accumulated costs of television series or feature films currently in production. Third-party-produced equity film investments are carried at fair value. Cash received from an investment is recorded as a reduction of such investment on the consolidated statements of financial position and the Company records income on the consolidated statements of income (loss) and comprehensive income (loss) only when the investment is fully recouped. Amortization of film investments is included in direct cost of sales, general and administrative expenses and has been disclosed separately in the consolidated statements of cash flows. GOODWILL AND INTANGIBLE ASSETS Intangible assets acquired separately are measured on initial recognition at cost. Intangible assets acquired in a business combination are measured at fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment charges, if any. Internally generated intangible assets such as goodwill, brands and customer lists, excluding capitalized program and film development costs, are not capitalized and expenditures are reflected in the consolidated statements of income (loss) and comprehensive income (loss) in the year in which the expenditure is incurred. Intangible assets are recognized separately from goodwill when they are separable or arise from contractual or other legal rights and their fair value can be measured reliably. The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortized over their useful economic lives and assessed for impairment whenever there is an indication that the intangible assets may be impaired. The amortization period and the amortization method for intangible assets with finite useful lives are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the assets are accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the consolidated statements of income (loss) and comprehensive income (loss) in the expense category, consistent with the function of the intangible assets. Amortization is recorded on a straight-line basis over the estimated useful life of the asset as follows: Brand names, trade marks and digital rights Software, patents and customer lists 3 – 20 years 3 – 5 years Intangible assets with indefinite useful lives are not amortized. Broadcast licences are considered to have an indefinite life based on management’s intent and ability to renew the licences without significant cost and without material modification of the existing terms and conditions of the licence. The assessment of an indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. 62 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Goodwill is initially measured at the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than the fair value of the net identifiable assets of the subsidiary acquired, the difference is recognized in the consolidated statements of income (loss) and comprehensive income (loss). After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to a cash generating unit (“CGU”) or group of CGUs that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. The group of CGUs is not larger than the level at which management monitors goodwill or the Company’s operating segments. Where goodwill forms part of a CGU and part of the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative fair value of the operation disposed of and the portion of the CGU retained. Broadcast licences, indefinite life intangible assets and goodwill are tested for impairment annually or more frequently if events or circumstances indicate that they may be impaired. The Company completes its annual testing during the fourth quarter each year. Broadcast licences and indefinite life intangible assets by themselves do not generate cash inflows and therefore, when assessing these assets for impairment, the Company looks to the CGU to which the asset belongs. The identification of CGUs involves judgment and is based on how senior management monitors operations; however, the lowest aggregations of assets that generate largely independent cash inflows represent CGUs for broadcast licence and indefinite life intangible asset impairment testing. CGUs for broadcast licence and indefinite life intangible asset impairment testing For the Television segment, the Company has determined that the CGU is the combined group of the conventional television stations and specialty television networks, the operating segment level. This is the lowest level at which management monitors broadcast licenses for internal management purposes and have independent cash inflows. For the Radio segment, the Company has determined that the CGU is a radio cluster whereby a cluster represents a geographic area, generally a city, where radio stations are combined for the purpose of managing performance. These clusters are managed as a single asset and overhead costs are allocated amongst the cluster and have independent cash inflows at the cluster level. Groups of CGUs for goodwill impairment testing For purposes of impairment testing of goodwill, the Company has grouped the CGUs within the Television and Radio operating segments and performs the test at the operating segment level. This is the lowest level at which management monitors goodwill for internal management purposes. Other intangible assets Gains or losses on an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statements of income (loss) and comprehensive income (loss) when the asset is derecognized. GOVERNMENT FINANCING AND ASSISTANCE The Company has access to several government programs that are designed to assist film and television production in Canada. Funding from certain programs provides a supplement to a series’ Canadian licence fee and is recorded as revenue when cash has been received. Government assistance with respect to federal and provincial production tax credits is recorded as a reduction of film investments when eligible expenditures are made and there is reasonable assurance of realization. Assistance in connection with internally produced film investments is recorded as a reduction in film investments. The accrual of production tax credits on a contemporaneous basis with production expenditures are based on a five-year historical trending of the ratio of actual production tax credits received to total production tax credits applied for. Corus Entertainment Annual Report 2020 | 63 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) In fiscal 2020, the Company determined that it was eligible for the Canada Emergency Wage Subsidy. Funding from this program provides a reimbursement for a portion of salaries paid out to employees during the COVID-19 pandemic and is recorded as a reduction of salary expense when eligible expenditures are made and there is reasonable assurance of realization. Government assistance with respect to digital activities is recorded as a reduction in the related expenses when management has reasonable assurance that the conditions of the government programs are met. Government grants approved for specific publishing projects are recorded as revenue when the related expenses are incurred and there is reasonable assurance of realization. FOREIGN CURRENCY TRANSLATION Assets and liabilities of operations having a functional currency other than Canadian dollars are translated at the rate of exchange at the consolidated statements of financial position date. Revenues and expenses are translated at average exchange rates for the year. The resulting foreign currency translation adjustments are recognized in OCI. Foreign currency transactions are translated into the functional currency at the rate of exchange at the transaction date. Foreign currency denominated monetary assets and liabilities are translated into the functional currency at the rate of exchange at the consolidated statements of financial position date. Gains and losses on translation of monetary items are recognized in the consolidated statements of income (loss) and comprehensive income (loss). INCOME TAXES Income tax expense is comprised of current and deferred income taxes. Income tax expense is recognized in the consolidated statements of income (loss) and comprehensive income (loss), unless it relates to items recognized outside the consolidated statements of income (loss) and comprehensive income (loss). Income tax expense relating to items recognized outside of the consolidated statements of income (loss) and comprehensive income (loss) is recognized in correlation to the underlying transaction in either OCI or equity. Current income tax The Company records current income tax expense or recovery based on taxable income earned or loss incurred for the period in each tax jurisdiction where it operates, and for any adjustment to taxes payable in respect of previous years, using tax laws that are enacted or substantively enacted at the consolidated statements of financial position date. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation. The Company establishes provisions related to tax uncertainties, where appropriate, based on its best estimate of the amount that will ultimately be paid to or received from taxation authorities. Deferred income tax The Company uses the liability method of accounting for deferred income taxes. Under this method, the Company recognizes deferred income tax assets and liabilities for future income tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective income tax bases, and on unused tax losses and tax credit carryforwards. The deferred income tax assets and liabilities related to intangible assets with indefinite useful lives have been measured based on the Company’s expectation that these assets will be recovered through use. The Company measures deferred income taxes using tax rates and laws that have been enacted or substantively enacted at the reporting date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. The Company recognizes deferred income tax assets only to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences as well as unused tax losses and tax credit carryforwards can be utilized. Deferred income tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized. Unrecognized deferred income tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred income tax asset to be recovered. The Company recognizes the effect of a change in income tax rates in the period of enactment or substantive enactment. 64 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Deferred income taxes are not recognized if they arise from the initial recognition of goodwill, nor are they recognized on temporary differences arising from the initial recognition of an asset or liability in a transaction that is not a business combination and that affects neither accounting nor taxable profit nor loss. Deferred income taxes are also not recognized on temporary differences relating to investments in subsidiaries to the extent that it is probable that the temporary differences will not reverse in the foreseeable future. Deferred income tax assets and deferred income tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. To determine the provision for income taxes, certain assumptions are made, including filing positions on certain items and the ability to realize deferred income tax assets. In the event the outcome differs from management’s assumptions and estimates, the effective tax rate in future periods could be affected. CRTC BENEFIT OBLIGATIONS The fair value of Canadian Radio-television and Telecommunications Commission (“CRTC”) benefit obligations committed as part of business acquisitions are initially recorded at the present value of amounts to be paid net of any expected incremental cash inflows. The obligation is subsequently adjusted for the incurrence of related expenditures, the passage of time and for revisions to the timing of the cash flows. Changes in the obligation due to the passage of time are recorded as accretion of long-term liabilities and interest expense. PROVISIONS Provisions are recognized if the Company has a present legal or constructive obligation as a result of past events, if it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation as of the date of the consolidated statements of financial position, taking into account the risks and uncertainties surrounding the obligation. In some situations, external advice may be obtained to assist with the estimates. Provisions are discounted and measured at the present value of the expenditure expected to be required to settle the obligation, using an after-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognized as interest expense. Future information could change the estimates and thus impact the Company’s financial position and results of operations. FINANCIAL INSTRUMENTS The Company’s financial assets and liabilities (financial instruments) include cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, long-term debt and derivative financial instruments. All financial instruments are recorded at fair value at recognition. Financial instruments are measured by grouping them into classes upon initial recognition, based on the purpose of the individual instruments. All financial instruments are measured at fair value plus, in the case of the Company’s financial instruments not classified as fair value through profit and loss (“FVTPL”) or fair value through other comprehensive income (“FVTOCI”), transaction costs that are directly attributable to the acquisition or issuance of the financial instruments. The classifications and methods of measurement subsequent to initial recognition of the Company’s financial assets and financial liabilities are as follows: Corus Entertainment Annual Report 2020 | 65 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Financial instrument Financial assets Cash and cash equivalents Accounts receivable Investments, in venture funds Financial liabilities Accounts payable and accrued liabilities Long-term debt Other long-term liabilities Derivatives (2) Interest rate swap agreements (3) Foreign exchange forward contracts (4) Total return swap agreements (5) Classification and measurement method FVTPL Amortized cost FVTOCI with no reclassification to net income (1) Amortized cost Amortized cost Amortized cost FVTOCI FVTPL FVTPL (1) Subsequently measured at fair value with changes recongized in the FVTOCI investment reserve. (2) Derivatives can be in an asset or liability position at a point in time historically or in the future. For derivatives designated as cash flow hedges for accounting purposes, the effective portion of the hedge is recognized in accumulated other comprehensive income and the ineffective portion of the hedge is recognized immediately into net income. Derivatives not designated as hedges for accounting purposes are recognized directly in profit and loss. (3) Debt derivatives related to the Company’s credit facility have been designated as hedges for accounting purposes and are measured at FVTOCI. (4) Subsequent chages are offset against other expense (income), net. (5) Subsequent chages are offset against stock-based compensation expense or recovery in operating costs. Investments in venture funds The Company’s investments in venture funds consist primarily of investments in common shares of a venture fund which invests in common and preferred shares of entities in the media and entertainment industry recorded using trade date accounting. Equity securities of venture funds are designated as fair value through OCI pursuant to the irrevocable election under IFRS 9 - Financial Instruments (“IFRS 9”). Changes in the fair value of equity securities are permanently recognized in OCI and are not reclassified to profit or loss. Derivative instruments and hedge accounting The Company uses derivative financial instruments (primarily swaps and forward contracts) to manage exposure to fluctuations in interest rates, foreign currency exchange rates, and certain share-based payment awards. The Company recognizes all derivative financial instruments in the consolidated financial statements at fair value and they are classified based on contractual maturity. Derivative instruments are classified as either hedges of highly probable forecasted transactions (cash flow hedges) or non-hedge derivatives. Derivatives designated as a cash flow hedge that are expected to be highly effective in achieving offsetting changes in cash flows are assessed on an ongoing basis to determine that they have actually been highly effective throughout the financial reporting periods for which they were designated. Derivative assets and derivative liabilities are shown separately in the consolidated statements of financial position unless there is a legal right of offset and intent to settle on a net basis. The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognized in OCI. The gain or loss relating to the ineffective portion, if any, is recognized in the gain on derivative financial statements line item of the consolidated statements of income. Amounts deferred in OCI are reclassified when the hedged transaction has occurred. Hedge accounting is applied to interest rate swap agreements that fix the interest rate on the term facility. In order to apply hedge accounting, a high correlation (which indicates effectiveness) is required in the offsetting changes in the values of the financial instruments (the hedging items) used to establish the designated hedging relationships at inception and actual effectiveness for each reporting period thereafter. A designated hedging relationship is assessed at inception for its anticipated effectiveness and actual effectiveness for each 66 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) reporting period thereafter. Any ineffectiveness is reflected in the consolidated statements of income (loss) and comprehensive income (loss) as financing costs within other expense (income), net. Determination of fair value Fair value is defined as the price at which an asset or liability could be exchanged in a current transaction between knowledgeable, willing parties, other than in a forced or liquidation sale. The fair value of instruments that are quoted in active markets is determined using the quoted prices where they represent those at which regularly and recently occurring transactions take place. The Company uses valuation techniques to establish the fair value of instruments where prices quoted in active markets are not available. Therefore, where possible, parameter inputs to the valuation techniques are based on observable data derived from prices of relevant instruments traded in an active market. These valuation techniques involve some level of management estimation and judgment, the degree of which will depend on the price transparency for the instrument or market and the instrument’s complexity. The Company categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Company’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input significant to the fair value measurement in its entirety. The three levels of the fair value hierarchy are defined as follows: Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets. Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 – Significant unobservable inputs that are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair values of cash and cash equivalents are classified within Level 1 because they are based on quoted prices for identical assets in active markets. The fair value of portfolio investments measured at fair value are classified within Level 2 because even though the security is listed, it is not actively traded. The Company determines the fair value for interest rate swaps as the net discounted future cash flows using the implied zero-coupon forward swap yield curve. The change in the difference between the discounted cash flow streams for the hedged item and the hedging item is deemed to be hedge ineffectiveness and is recorded in the consolidated statements of income (loss) and comprehensive income (loss). The fair value of the interest rate swap is based on forward yield curves, which are observable inputs provided by banks and available in other public data sources, and are classified within Level 2. The fair value of foreign exchange forward contracts is based on net discounted future cash flows using projected market rates, which are observable inputs provided by banks and available in other public data sources and are classified within Level 2. The fair value of third-party-produced equity film investments and the related forward purchase obligations are classified within Level 3, as there is little to no market activity and the amounts recorded are based on a discounted cash flow model and expected future cash flows. The Company’s investments in venture funds consist primarily of investments in common shares of a venture fund that invests in common and preferred shares of entities in the media and entertainment industry, which have little to no market actively. As a result, these investments are classified within Level 3. Both bank credit facilities and interest rate swap agreements are classified within Level 2, as their fair value is determined by observable market data. The carrying value of bank credit facilities approximates fair value as the debt bears interest at rates that fluctuate with market rates. The fair value of interest rate swap agreements is calculated by way of discounted cash flows, using market interest rates and applicable credit spreads. Corus Entertainment Annual Report 2020 | 67 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) SHARE-BASED COMPENSATION The Company has a stock option plan, two Deferred Share Units (“DSUs”) plans, a Performance Share Units (“PSUs”) plan and a Restricted Share Units (“RSUs”) plan, with units under such plans awarded to certain employees and directors. The fair value of the stock options granted that represent equity awards are measured using the Black-Scholes option pricing model. For stock options, the model considers each tranche with graded vesting features as a separate share option grant. Forfeitures for the stock options are estimated on the grant date and revised if the actual forfeitures differ from previous estimates. This fair value is recognized as share-based compensation expense over the vesting periods, with a related credit to contributed surplus. The contributed surplus balance is reduced as options are exercised through a credit to share capital. The consideration paid by option holders is credited to share capital when the options are exercised. Eligible executives and non-employee directors may elect to receive DSUs equivalent in value to Class B Non-Voting Shares of the Company in lieu of certain cash payments. Share-based compensation expense is recorded in the year of receipt of the DSUs and changes in the fair value of outstanding DSUs, including deemed dividend equivalents, are recorded as an expense in the period that they occur with a corresponding increase to the liability. These DSUs can only be redeemed once the executive or director is no longer employed with the Company. Eligible executives may be granted awards of DSUs, PSUs and RSUs equivalent in value to Class B Non-Voting Shares of the Company. DSUs, PSUs and RSUs vest after three to five years and are settled in cash at the end of the restriction period or in the case of DSUs when the executive is no longer employed with the Company. DSUs, PSUs and RSUs are accrued over the three- to five-year vesting period as share-based compensation expense and a related liability. Forfeitures are estimated on the grant date and revised if the actual forfeitures differ from the estimates. The liability is recorded at fair value, which includes deemed dividend equivalents at each reporting date. Accrued DSUs, PSUs and RSUs are recorded as long-term liabilities, except for the portion that will vest within 12 months, which is recorded as a current liability. Each DSU, PSU and RSU entitles the participant to receive a cash payment in an amount generally equal to the 20-day volume weighted average price (“VWAP”) of the Company’s Class B Non-Voting Shares traded on the TSX at the end of the restriction period, multiplied by the number of vested units and deemed dividend equivalents determined by achievement of vesting conditions. The cost of share-based compensation is included in direct cost of sales, general and administrative expenses. EMPLOYEE BENEFIT PLANS The Company maintains capital accumulation (defined contribution), post-retirement benefit plans and defined benefit employee benefit plans. Company contributions to capital accumulation plans and post-retirement benefit plans are expensed as incurred. The defined benefit plans are unfunded plans for certain members of senior management and funded plans for certain other employees. The costs of providing benefits under the defined benefit plans are calculated by independent actuaries separately for each plan using the projected unit credit method prorated on service and management’s best estimate of assumptions of salary increases and retirement ages of employees. On an interim basis, management estimates the changes in the actuarial gains and losses based on changes in discount rates. These estimates are adjusted when the annual valuation or estimate is completed by the independent actuaries. The present value of the defined benefit obligations are determined by discounting estimated future cash flows using a discount rate based on high-quality corporate bonds with maturities that match the expected maturity of the obligations. A lower discount rate would result in a higher employee benefit obligation. Current service, interest and past service costs and gains or losses on settlement are recognized in the consolidated statements of income (loss) and comprehensive income (loss). Actuarial gains and losses for the plans are recognized in full in the period in which they occur in OCI. Such actuarial gains and losses are also transferred to retained earnings and are not reclassified to profit or loss in subsequent periods. The asset or liability that is recognized on the consolidated statements of financial position is the present value of the defined benefit obligation at the reporting date less the fair value of the plans’ assets. For the funded plans, the value of any additional minimum funding requirements (as determined by the applicable pension legislation) is 68 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) recognized to the extent that the amounts are not considered recoverable. Recoverability is primarily based on the extent to which the Company can reduce the future contributions to the plans. Past service costs are recognized immediately upon the introduction of, or changes to, the defined benefit plans. IMPAIRMENT OF LONG-LIVED ASSETS At each reporting date, the Company assesses its long-lived assets, including property, plant and equipment, program and film rights, film investments, goodwill and intangible assets, for potential indicators of impairment, such as an adverse change in business climate that may indicate that these assets may be impaired. If any impairment indicator exists, the Company estimates the asset’s recoverable amount. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets, in which case the asset is assessed as part of the CGU to which it belongs. An asset’s or CGU’s recoverable amount is the higher of its fair value less costs to sell (“FVLCS”) and its value in use (“VIU”). The determination of the recoverable amount in the impairment assessment requires estimates based on quoted market prices, prices of comparable businesses, present value or other valuation techniques, or a combination thereof, necessitating management to make subjective judgments and assumptions. The Company records impairment losses on its long-lived assets when the Company believes that their carrying value may not be recoverable. For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If the reasons for impairment no longer apply, impairment losses may be reversed up to a maximum of the carrying amount of the respective asset if the impairment loss had not been recognized. Goodwill Goodwill is reviewed for impairment annually or more frequently if there are indications that impairment may have occurred. Goodwill is allocated to a CGU or group of CGUs for the purposes of impairment testing based on the level at which management monitors it, which is not larger than an operating segment. The Company records an impairment loss if the recoverable amount of the CGU or group of CGUs is less than the carrying amount. Refer to note 11 for further details on the Company’s annual impairment testing for goodwill. Broadcast licences and indefinite life intangible assets Broadcast licences and indefinite life intangible assets are reviewed for impairment annually or more frequently if there are indications that impairment may have occurred. Broadcast licences and indefinite life intangible assets are allocated to a CGU for the purposes of impairment testing. The Company records an impairment loss if the recoverable amount of the CGU is less than the carrying amount. Refer to note 11 for further details on the Company’s annual impairment testing for broadcast licences and indefinite life intangible assets. Intangible assets and property, plant and equipment The useful lives of the intangible assets with definite lives (which are amortized) and property, plant and equipment are assessed at least annually and only tested for impairment if events or changes in circumstances indicate that an impairment may have occurred. EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share are calculated using the weighted average number of common shares outstanding during the year. The computation of diluted earnings (loss) per share assumes the basic weighted average number of common shares outstanding during the year is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. The dilutive effect of stock options is determined using the treasury stock method. Corus Entertainment Annual Report 2020 | 69 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) USE OF ESTIMATES AND JUDGMENTS The preparation of these consolidated financial statements in conformity with IFRS requires management to make estimates, judgments and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Accounting estimates will, by definition, seldom equal the actual results. The most significant estimates made by management in the preparation of the Company’s consolidated financial statements include estimates related to: • the recoverability of long-lived assets including property, plant and equipment, right-of-use assets, program rights, film investments, goodwill, broadcast licences and intangible assets; fair value assessments on acquired identifiable assets and obligations; • certain actuarial and economic assumptions used in determining defined benefit pension costs, accrued pension benefit obligations, pension plan assets, and accrued supplemental post-employment benefit plan obligations; • determining fair value of share-based compensation; • the estimated useful lives of assets and right-of-use assets; • determining discount rates used to measure lease liabilities; and • income tax provisions and uncertain income tax positions in each of the jurisdictions in which the Company operates. The most significant judgments made by management in the preparation of the Company’s consolidated financial statements include judgments related to: • assessments about whether line items are sufficiently material to warrant separate presentation in the primary financial statements and, if not, whether they are sufficiently material to warrant separate presentation in the consolidated financial statement notes; • identifying CGUs; • the allocation of net assets, including shared corporate and administrative assets, to the Company’s CGUs when determining their carrying amounts; • determining that broadcast licences have indefinite lives; • inclusion of renewal periods covered by options to extend lease terms included in the measurement of right-of-use assets and liabilities; • determining control for purposes of consolidation of an investment; and • determining income tax rates for recognition of deferred income tax on broadcast licences. The significant assumptions that affect these estimates and judgments in the application of accounting policies are noted throughout these consolidated financial statements. CHANGES IN ACCOUNTING POLICIES IFRS 16 – LEASES (“IFRS 16”) On January 13, 2016, the IASB published a new standard, IFRS 16. The new standard will eliminate the distinction between operating and finance leases and will bring most leases onto the balance sheet for lessees. Lessees must recognize a right-of-use asset and a lease liability. The right-of-use asset is treated similarly to other non-financial assets and depreciated accordingly, and the liability accrues interest. The lease liability is initially measured at the present value of the lease payments payable over the lease term, discounted at the rate implicit in the lease. Lessees are permitted to make an accounting policy election, by class of underlying asset, to apply a method like IAS 17 - Leases (“IAS 17”) operating lease accounting and not recognize lease assets and lease liabilities for leases with a lease term of 12 months or less, and on a lease-by-lease basis, to apply a method similar to current operating lease accounting to leases for which the underlying asset is of low value. IFRS 16 supersedes IAS 17 and its related interpretations, and is effective for the period beginning on or after January 1, 2019, which was September 1, 2019 for the Company. 70 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) The Company applied the standard retrospectively, with the cumulative effect of the initial application of the new standard at the date of initial application, September 1, 2019, subject to permitted and elected practical expedients; such method of application did not result in the retrospective adjustment of amounts reported for periods prior to fiscal 2020. The nature of the transition method selected is such that the lease population as at September 1, 2019, and the discount rates determined contemporaneously, were the basis for the cumulative effects recorded as of that date. As a transitional practical expedient permitted by the new standard, the Company did not reassess whether contracts were, or contain, leases as at September 1, 2019, applying the criteria of the new standard as at September 1, 2019. Only contracts that were previously identified as leases applying IAS 17 and IFRS 4 - Determining whether an Arrangement Containing a Lease, are part of the transition to the new standard. Only contracts entered into (or changed) subsequent to September 1, 2019 have been assessed for being, or containing, leases applying the criteria of the new standard. Upon adoption of IFRS 16, the Company recognized right-of-use lease assets within property, plant and equipment of $138.4 million and lease liabilities within other long-term liabilities of $157.8 million. The right-of-use assets have been reduced for accrued rents of $18.6 million, which arose under IAS 17. For leases that were classified as operating leases under IAS 17, lease liabilities at transition have been measured at the present value of the remaining lease payments discounted at the related incremental borrowing rate as at September 1, 2019. The weighted average incremental borrowing rate applied was 4.7%. The Company recorded a right-of-use asset and a lease liability at the date of transition. The lease liability was initially measured at the present value of lease payments that remain to be paid at the date of the transition. Upon transition, the right-of-use asset was measured at the amount of the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognized in the consolidated statements of financial position immediately before the date of initial application. After transition, the right-of-use asset will initially be recorded at the lease commencement date and will be measured at cost consisting of: • the initial amount of the lease liability, adjusted for any lease payments made at or before the commencement date; plus • any initial direct costs incurred; and • an estimate of costs to dismantle and remove the underlying asset or restore the site on which it is located; less • any lease incentives received. The right-of-use asset will typically be depreciated on a straight-line basis over the lease term, unless the Company expects to obtain ownership of the leased asset at the end of the lease. The lease term will consist of: • the non-cancellable period of the lease; • periods covered by options to extend the lease, where the Company is reasonably certain to exercise the option; and • periods covered by options to terminate the lease, where the Company is reasonably certain not to exercise the option. INTERNATIONAL FINANCIAL REPORTING INTERPRETATIONS COMMITTEE 23 – UNCERTAINTY OVER INCOME TAX TREATMENTS (“IFRIC 23”) IFRIC 23 provides guidance when there is uncertainty over income tax treatments including (but not limited to) whether uncertain tax treatments should be considered separately; assumptions made about the examination of tax treatments by tax authorities; the determination of taxable profit, tax bases, unused tax losses, unused tax credits, and tax rates; and the impact of changes in facts and circumstances. The new interpretation is effective for annual periods beginning on or after January 1, 2019 and was adopted by the Company effective September 1, 2019. The Company has determined that the application of this standard had no significant impact on its consolidated financial statements. Corus Entertainment Annual Report 2020 | 71 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) PENDING ACCOUNTING PRONOUNCEMENTS IFRS 3 – BUSINESS COMBINATIONS (“IFRS 3”) In October 2018, the IASB amended IFRS 3 seeking to clarify whether an acquisition transaction results in the acquisition of an asset or the acquisition of a business. The amendments are effective for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020, although earlier application is permitted. The Company will apply the standard prospectively from September 1, 2020. The effects, if any, of the amended standard on the Company’s financial performance and disclosure will be dependent on the facts and circumstances of any future acquisition transactions. 4. ACCOUNTS RECEIVABLE Trade Other (1) Less allowance for doubtful accounts (note 24) (1) Includes $22.1 million related to the estimated CEWS funding at August 31, 2020 5. INVESTMENTS AND OTHER ASSETS 2020 264,852 38,463 303,315 5,730 297,585 Balance - August 31, 2018 IFRS 9 transitional adjustment Adjusted balance as at September 1, 2019 Increase (decrease) in investments Equity loss of associates (note 20) Fair value adjustment through OCI with no reclassification to net income (note 17) Investment impairment (note 20) Post-retirement plan asset change (note 29) Derivative fair value change (note 14) Balance - August 31, 2019 Increase (decrease) in investments Equity gain of associates (note 20) Fair value adjustment through OCI with no reclassification to net income (note 17) Post-retirement plan asset change (note 29) Derivative fair value change (note 14) Balance - August 31, 2020 INVESTMENTS IN ASSOCIATES Investments in associates Investments in venture funds 9,000 — 9,000 658 (923) — (8,720) — — 15 — 7 — — — 22 35,977 10,849 46,826 365 — (3,189) — — — 44,002 492 — 1,498 — — 45,992 Other assets 37,236 — 37,236 (16) — — — (8,551) (20,979) 7,690 (14) — — 8,631 (2,897) 13,410 2019 354,899 22,594 377,493 4,665 372,828 Total 82,213 10,849 93,062 1,007 (923) (3,189) (8,720) (8,551) (20,979) 51,707 478 7 1,498 8,631 (2,897) 59,424 In assessing the level of control or influence that the Company has over an investment, management considers ownership percentages, board representation, as well as other relevant provisions in shareholder agreements. The associates that the Company exercises significant influence over have been accounted for using the equity method. 72 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) INVESTMENT IN VENTURE FUNDS Upon adoption of IFRS 9, the Company made the irrevocable election to designate all of its investments in venture funds as financial assets at fair value through OCI and measured at fair value. The Company considers this to be an appropriate classification because these investments are strategic in nature and not held for trading. Changes in fair value of venture funds are permanently recognized in OCI and will not be reclassified into profit and loss. OTHER ASSETS Other assets is comprised of derivative financial instruments and net asset position of registered pension plans. 6. PROPERTY, PLANT AND EQUIPMENT AND LEASE LIABILITIES Cost Balance - August 31, 2018 Additions Disposals and retirements Balance - August 31, 2019 IFRS 16 - Leases transitional amount Additions Disposals and retirements Balance - August 31, 2020 Land 34,555 — — 34,555 — — — 34,555 Accumulated depreciation Balance - August 31, 2018 Depreciation Disposals and retirements Balance - August 31, 2019 Depreciation Disposals and retirements Balance - August 31, 2020 Net book value Balance - August 31, 2019 Balance - August 31, 2020 — — — — — — — 34,555 34,555 Broadcasting and computer equipment Buildings and leasehold improvements Furniture and fixtures Right-of- use assets Other Total 239,723 9,690 (8,603) 240,810 — 23,683 (2,341) 262,152 158,328 22,263 (7,471) 173,120 22,423 (1,835) 193,708 67,690 68,444 167,245 2,124 15,373 186 — 11,587 468,483 28,914 — 16,914 (640) 168,729 (88) 15,471 — (9,731) (400) — 28,101 487,666 — 3,639 — 732 138,390 177 — 138,390 16,123 (12,108) (644) 171,724 (278) 15,925 (788) (5,279) 137,779 14,765 636,900 (1,228) 65,496 8,643 10,533 1,153 — — 2,934 237,291 32,996 937 (634) 73,505 7,812 (66) 11,620 1,051 — — 12,564 (377) (8,548) 3,494 261,739 44,845 995 (73) 81,244 (47) 12,624 (272) 12,292 (1,219) (3,446) 3,270 303,138 95,224 90,480 3,851 3,301 — 24,607 225,927 125,487 11,495 333,762 Corus Entertainment Annual Report 2020 | 73 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Leases and right-of-use assets The Company has the right-of-use of land and buildings under leases. The Company primarily leases land and buildings related to its television and radio operations. The non-cancellable contract period for the Company’s leases typically range from 2 to 23 years for offices and 5 to 30 years for transmitter sites. Variable lease payments included in operating costs was $13.0 million in fiscal 2020. Total rent expense in fiscal 2019 was $28.0 million. Lease liabilities Below is a summary of the activity related to lease liabilities for the year ended August 31, 2020. As at Septemer 1, 2019 - IFRS 16 transitional amount Additions Lease terminations Interest expense Payments As at August 31, 2020 Less current portion of lease liabilities (note 12) Long-term portion of lease liabilities (note 15) For the year ended August 31, Interest expense on lease liabilities Variable lease payment expenses not included in the measurement of lease liabilities Expenses for leases of low value assets Expenses for short-term leases Rental income from subleasing activities 7. PROGRAM RIGHTS Balance - August 31, 2018 Additions Transfers from film investments (note 8) Disposals (note 27) Impairment charges Amortization (note 18) Balance - August 31, 2019 Additions Transfers from film investments (note 8) Impairment charges Amortization (note 18) Balance - August 31, 2020 157,800 177 (557) 7,105 (15,945) 148,580 (14,260) 134,320 2020 7,105 12,992 1,431 1,648 2,618 538,357 485,302 7,468 (4,976) (1,807) (516,431) 507,913 611,568 17,900 (3,748) (495,814) 637,819 The Company expects that approximately 35% of the net book value of program rights will be amortized during the year ending August 31, 2021. The Company expects the net book value of program rights to be fully amortized by August 2027. 74 | Corus Entertainment Annual Report 2020 8. FILM INVESTMENTS Balance - August 31, 2018 Additions Tax credit accrual Transfer to program rights (note 7) Amortization (note 18) Balance - August 31, 2019 Additions Tax credit accrual Transfer to program rights (note 7) Amortization (note 18) Balance - August 31, 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 43,424 55,803 (22,388) (7,468) (16,035) 53,336 53,763 (24,245) (17,900) (20,063) 44,891 The Company expects that approximately 25% of the net book value of film investments will be amortized during the year ending August 31, 2021. The Company expects the net book value of film investments to be fully amortized by August 2024. 9. INTANGIBLES Balance - August 31, 2018 Additions Acquisitions (note 27) Disposition (note 27) Amortization Balance - August 31, 2019 Additions Impairment (note 11) Amortization Balance - August 31, 2020 (1) Broadcast licences are located in Canada. (2) Other intangibles are comprised principally of computer software. Broadcast licences (1) 971,197 — — (7,424) — 963,773 — (67,790) — 895,983 Brands and trade marks 1,025,589 11,854 — — (137,523) 899,920 83,419 — (103,827) 879,512 Other (2) 15,300 6,071 3,006 — (11,835) 12,542 10,858 — (9,877) 13,523 Total 2,012,086 17,925 3,006 (7,424) (149,358) 1,876,235 94,277 (67,790) (113,704) 1,789,018 The Company expects that approximately 12% of the net book value of brands and trade marks with a finite life will be amortized during the year ending August 31, 2021. The Company expects the net book value of brands and trade marks with a finite life to be fully amortized by August 2038. Indefinite life intangibles, such as broadcast licences, are tested for impairment annually as at August 31 or more frequently if events or changes in circumstances indicate that they may be impaired. In the third quarter of fiscal 2020 a $67.8 million impairment charge was recorded with respect to certain radio CGUs (refer to note 11 for further details). As at August 31, 2020, the Company performed its annual impairment test for fiscal 2020 and determined that there were no further impairments for the year then ended on indefinite life intangibles. Corus Entertainment Annual Report 2020 | 75 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 10. GOODWILL Balance - August 31, 2018 Acquisitions (note 27) Disposals (note 27) Balance - August 31, 2019 Impairment (note 11) Balance - August 31, 2020 Total 1,387,652 3,006 (6,700) 1,383,958 (719,000) 664,958 Goodwill is located primarily in Canada. Goodwill is tested for impairment annually as at August 31, or more frequently if events or changes in circumstances indicate that it may be impaired. In the third quarter of fiscal 2020 a $719.0 million impairment charge was recorded with respect to the TV CGU (refer to note 11 for further details). As at August 31, 2020, the Company performed its annual impairment test for fiscal 2020 and determined that there were no further impairments for the year then ended. 11. IMPAIRMENT TESTING The test for impairment of either an intangible asset or goodwill is to compare the recoverable amount of the asset or CGU or groups of CGUs to the carrying value. The recoverable amount is the higher of an asset’s or CGU’s or groups of CGUs FVLCS and its VIU. The Company has determined the VIU calculation is higher than FVLCS and, therefore, the recoverable amount for all CGUs or groups of CGUs is based on VIU. In determining FVLCS, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators. The VIU calculation uses cash flow projections, generally for a five-year period, and a terminal value. The terminal value is the value attributed to the CGU’s or groups of CGU’s operations beyond the projected period using a perpetual growth rate. The key assumptions in the VIU calculations are segment profit growth rates (for periods within the cash flow projections and in perpetuity for the calculation of the terminal value) and discount rates. Segment profit growth rates are based on management’s best estimates considering historical and expected operating plans, strategic plans, economic considerations and the general outlook for the industry and markets in which the CGU or groups of CGUs operates. The projections are prepared separately for each of the Company’s CGUs or groups of CGUs to which the individual assets are allocated and are based on the most recent financial budgets approved by the Company’s Board of Directors and management forecasts generally covering a period of five years with growth rate assumptions. For longer periods, a terminal growth rate is determined and applied to project future cash flows after the fifth year. The discount rate applied to each asset, CGU or group of CGUs to determine VIU is a pre-tax rate that reflects an optimal debt-to-equity ratio and considers the risk-free rate, market equity risk premium, size premium and the risks specific to each asset or CGU’s or groups of CGU’s cash flow projections. In calculating the VIU, the Company uses an appropriate range of discount rates in order to establish a ranges of values for each CGU or group of CGUs. The pre-tax discount and growth rates used by the Company for the purpose of its VIU calculations of the TV group of CGUs generally range from 12% to 13% (2019 – 10% to 12%) and nil to 1% (2019 – nil to 1%), respectively. The pre-tax discount and growth rates included in the VIU calculation of the Radio groups of CGUs generally range from 14% to 16% (2019 – 13% to 16%) and nil to 1% (2019 – 1% to 3%), respectively. As a result of the broadcast license impairment testing in the third quarter of fiscal 2020 of certain Radio CGUs, the Company determined that there were broadcast license impairments in four Radio CGUs in Ontario and two in Alberta. For each of the Radio CGUs, the Company used VIU to determine the recoverable amount, which resulted in an impairment charge of $67.8 million that reduced the carrying value of broadcast licenses within these CGUs to their recoverable amount. 76 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) As a result of the goodwill impairment testing in the third quarter of fiscal 2020, the Company recorded a goodwill impairment charge of $673.0 million in the Television segment and $46.0 million in the Radio segment. The Company has completed its annual impairment testing of goodwill and intangible assets for fiscal 2020. There were no impairment losses to be recorded as a result of the testing. The Company also assessed for any indicators of whether previous impairment losses had decreased. No previously recorded impairment losses on broadcast licenses were reversed. Sensitivity to changes in assumptions Due to the uncertainty related to COVID-19, the Company has noted there is significant estimation uncertainty related to the Company’s growth rates and future cash flow estimates, which could change in the near term and the effect of such changes could be material. An increase of 50 basis points in the pre-tax discount rate, a decrease of 50 basis points in the earnings growth rate each year, or a decrease of 50 basis points in the terminal growth rate, each used in isolation to perform the Radio broadcast license and both the Television and Radio goodwill impairment tests, would have resulted in no additional incremental goodwill impairment charge or broadcast license impairment charge. The carrying amount of goodwill and broadcast licences allocated to each CGU and/or group of CGUs are set out in the following tables: Broadcast licences Television Radio Calgary Edmonton Toronto Vancouver Other (1) Goodwill Television Radio 2020 2019 852,905 852,905 — — 21,775 21,303 — 895,983 2020 643,859 21,099 31,341 21,851 21,775 21,303 14,598 963,773 2019 1,316,859 67,099 1,383,958 (1) Broadcast licences for Other consist of all other Radio CGUs combined. There is no individual Radio CGU that comprises more than 10% 664,958 of the total broadcast licence balance. 12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Program rights payable Trade accounts payable and accrued liabilities Trade marks and distribution rights Short-term portion of lease liabilities (note 6) Dividends payable Software license liabilities Film investment accruals 2020 254,833 113,754 53,383 14,260 12,486 2,144 822 451,682 2019 219,011 160,088 35,166 — 12,713 1,431 1,074 429,483 Corus Entertainment Annual Report 2020 | 77 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 13. PROVISIONS The Company recorded integration, restructuring and other costs of $19,155 (2019 – $26,316) associated with employee exits, as well as certain costs associated with the shut-down of the FYI channel, continued transmitter decommissioning costs and system integration costs. Balance - August 31, 2018 Additions (reductions) Interest Payments Balance – August 31, 2019 Additions (reductions) Interest Payments Balance – August 31, 2020 Current Long-term Balance – August 31, 2020 14. LONG-TERM DEBT Bank loans Deferred financing charges Total bank loans Less current portion of bank loans Restructuring 11,660 13,870 — (17,776) 7,754 19,155 — (20,167) 6,742 5,405 1,337 6,742 Onerous lease obligation — 5,995 305 (3,606) 2,694 (238) — (422) 2,034 Asset retirement obligations 6,731 1,986 169 (1,497) 7,389 1,619 216 (65) 9,159 2,034 — 2,034 1,002 8,157 9,159 Other Total 585 18,976 (405) 21,446 474 — — (22,879) 180 18,017 — 20,536 216 — — (20,654) 18,115 180 180 — 180 8,621 9,494 18,115 2020 1,516,159 (10,070) 1,506,089 (76,339) 1,429,750 2019 1,745,175 (13,430) 1,731,745 (76,339) 1,655,406 Interest rates on the balance of the bank loans fluctuate with Canadian bankers’ acceptances and/or LIBOR. As at August 31, 2020, the weighted average interest rate on the outstanding bank loans was 3.9% (2019 – 4.2%). The effective interest rate on the bank loans averaged 4.0% for fiscal 2020 (2019 – 4.3%). The banks hold, as collateral, a first ranking charge on all assets and undertakings of Corus and certain of Corus’ subsidiaries as designated under the Amended and Restated Credit Agreement dated April 1, 2016 (the “Facility”). Under the Facility, the Company has undertaken to comply with financial covenants regarding a minimum interest coverage ratio and a maximum debt to cash flow ratio. Management has determined that the Company was in compliance with the covenants provided under the bank loans as at August 31, 2020. CREDIT FACILITIES In connection with the closing of the acquisition of Shaw Media in 2016, Corus established syndicated senior secured credit facilities in the aggregate amount of $2.6 billion consisting of $2.3 billion in term loans (the “Term Facility”), all of which was fully drawn at closing, and a $300.0 million revolving facility (the “Revolving Facility”), which was not drawn on as part of closing. Effective May 31, 2019, the Company’s credit agreement was amended. The principal amendment effected was the extension of the maturity for the Term Facility and the Revolving Facility. The amendment was accounted for as a debt modification in accordance with IFRS 9, resulting in a $3.9 million gain on debt modification in the consolidated statements of income (loss) and comprehensive income (loss). The gain resulted from the change in the net present value of the future modified cash flows compared to the net present value of the original cash flows at the time of closing the amendment, using the effective interest rate prior to the modification. In connection with the amendment, the Company incurred $3.4 million of deferred financing costs, which have reduced the carrying value of the modified Term Facility. The carrying value of the debt is accreted using the effective interest rate method over the remaining term of the Term Facility with the accretion recognized within Interest expense on the consolidated statements of income (loss) and comprehensive income (loss) (note 19). 78 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Term Facility As at August 31, 2020, the Term Facility was composed of three tranches, with the first tranche in the amount of $606.7 million and having a maturity date of May 31, 2024, the second tranche in the amount of $824.7 million and having a maturity date of May 31, 2023, and the third tranche in the amount of $97.2 million and having a maturity date of November 30, 2021. Advances under the Term Facility may be outstanding in the form of either prime loans or bankers’ acceptances and bear interest at the applicable reference rate plus an applicable margin depending on the type of advance and Corus’ total debt to cash flow ratio. Voluntary prepayments on the amount outstanding under the Term Facility are permitted at any time without penalty, subject to payment of customary breakage costs, if applicable, and provided that advances in the form of bankers’ acceptances may only be paid on their maturity. The first and second tranches of the Term Facility will be subject to mandatory repayment equal to 1.25% per quarter at the end of each fiscal quarter of Corus. Revolving Facility The Revolving Facility matures on May 31, 2023. The Revolving Facility is available on a revolving basis to finance permitted acquisitions and capital expenditures and for general corporate purposes. Amounts owing under the Revolving Facility will be payable in full at maturity. The Revolving Facility permits full or partial cancellation of the facility and, if applicable, concurrent prepayment of the amounts drawn thereunder at any time without penalty, subject to payment of customary breakage costs, if applicable, and provided that advances in the form of bankers’ acceptances may only be paid on their maturity. Advances under the Revolving Facility may be drawn in Canadian dollars as either a prime rate loan, bankers’ acceptance or Canadian dollar denominated letters of credit (to a sub-limit of $50.0 million total), or in U.S. dollars as either a base rate loan, U.S. LIBOR loan or U.S. dollar denominated letters of credit (to a sub-limit of $50.0 million total). Amounts drawn under the Revolving Facility will bear interest at the applicable reference rate plus an applicable margin depending on the type of advance and Corus’ total debt to cash flow ratio. A standby fee will also be payable on the unutilized amount of the Revolving Facility. As at August 31, 2020, all of the Revolving Facility was available and could be drawn. INTEREST RATE SWAP AGREEMENTS On November 28, 2017, the Company terminated the Canadian interest rate swap agreements that fixed the interest rate on $1,871.0 million of its outstanding term loan facilities. As a result, the Company received a cash payment, net of accrued interest, of $24.6 million in settlement of these interest rate swaps, which was the fair value upon termination. The fair value of $24.6 million was recorded in OCI and is being amortized over the life of the original swap agreements as non-cash interest income in the consolidated statements of income (loss) and comprehensive income (loss) (note 19). The Company has entered into Canadian interest rate swap agreements to fix the interest rate on a portion of its outstanding term loan facilities. The notional value of these swaps reduces concurrently with the mandatory repayments of the Term Facility. The current notional value of the interest rate swap agreements are $906.0 million and $503.0 million of its outstanding term loan facilities at 1.947% and 2.004%, respectively, plus applicable margins to August 31, 2021 and August 31, 2022. The notional value of these swaps reduces concurrently with the mandatory repayments of the Term Facility. The counterparties of the swap agreements are highly rated financial institutions and the Company does not anticipate any non-performance. The fair value of Level 2 financial instruments such as interest rate swap agreements is calculated by way of discounted cash flows, using market interest rates and applicable credit spreads. The Company has assessed that there is no ineffectiveness in the hedge of its interest rate exposure. As an effective hedge, unrealized gains or losses on the interest rate swap agreements are recognized in OCI. The estimated fair value of these agreements as at August 31, 2020 is $26.3 million (2019 – $11.6 million), which has been recorded in the consolidated statements of financial position as a long-term liability (note 15). The effectiveness of the hedging relationship is reviewed on a quarterly basis. Corus Entertainment Annual Report 2020 | 79 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) TOTAL RETURN SWAPS The Company initiated total return swap agreements on 1,868,500 share units to offset its exposure to changes in the fair value of certain cash settled share-based compensation awards. The estimated fair value of these Level 1 financial instruments will fluctuate with the market price of the Company’s shares. The counterparties of these swap agreements are highly rated financial institutions and the Company does not anticipate any non-performance. The estimated fair value of these agreements as at August 31, 2020 is $3.3 million (2019 – asset of $0.3 million), which has been recorded in the consolidated statements of financial position as an other long-term liability and within employee costs in the consolidated statements of income (loss) and comprehensive income (loss) (note 18). FORWARD CONTRACTS The Company entered into a series of foreign exchange forward contracts to fix the foreign exchange rate and cash flows related to a portion of the Company’s U.S. dollar denominated long-term liabilities. The forward contracts are not designated as hedges for accounting purposes; they are measured at fair value at each reporting date. The counterparty of the forward contracts is a highly rated financial institution and the Company does not anticipate any non-performance. The estimated fair value of future cash flows of the U.S. dollar forward contract derivatives change with fluctuations in the foreign exchange rate of U.S. dollar to Canadian dollars. The estimated fair value of these agreements as at August 31, 2020 is $3.1 million (2019 – $6.0 million), which has been recorded in the consolidated statements of financial position as a long-term other asset (note 5) and within other expense (income), net, in the consolidated statements of income (loss) and comprehensive income (loss) (note 20). 15. OTHER LONG-TERM LIABILITIES Program rights payable Right-of-use lease liabilities (note 6) Trade mark liabilities Long-term employee obligations Derivative fair value (note 14) Post employment benefit plans Unearned revenues Merchandising and intangibles liability Software license liability Deferred leasehold inducements (note 3) Long-term portion of tangible benefits 16. SHARE CAPITAL AUTHORIZED 2020 188,134 134,320 71,265 35,432 26,270 14,506 11,943 7,862 3,224 — — 492,956 2019 127,459 — 43,147 30,777 11,620 15,058 10,075 14,205 — 20,929 4,847 278,117 The Company is authorized to issue, upon approval of holders of no less than two-thirds of the existing Class A shares, an unlimited number of Class A participating shares (“Class A Voting Shares”), as well as an unlimited number of Class B non-voting participating shares (“Class B Non-Voting Shares”), Class A Preferred Shares, and Class 1 and Class 2 Preferred Shares. Class A Voting Shares are convertible at any time into an equivalent number of Class B Non-Voting Shares. The Class B Non-Voting Shares are convertible into an equivalent number of Class A Voting Shares in limited circumstances. The Class A Preferred Shares are redeemable at any time at the demand of Corus and retractable at any time at the demand of a holder of a Class A Preferred Share for an amount equal to the consideration received by Corus at the time of issuance of such Class A Preferred Shares. Holders of Class A Preferred Shares are entitled to receive a non-cumulative dividend at such rate as Corus’ Board of Directors may determine on the redemption amount of the Class A Preferred Shares. Each of the Class 1 Preferred Shares, the Class 2 Preferred Shares, the Class A Voting Shares and the Class B Non-Voting Shares rank junior to and are subject in all respects to 80 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) the preferences, rights, conditions, restrictions, limitations and prohibitions attached to the Class A Preferred Shares in connection with the payment of dividends. The Class 1 and Class 2 Preferred Shares are issuable in one or more series with attributes designated by the Board of Directors. The Class 1 Preferred Shares rank senior to the Class 2 Preferred Shares. In the event of liquidation, dissolution or winding-up of the Company or other distribution of assets of the Company for the purpose of winding up its affairs, the holders of Class A Preferred Shares are entitled to a payment in priority to all other classes of shares of the Company to the extent of the redemption amount of the Class A Preferred Shares, but will not be entitled to any surplus in excess of that amount. The remaining property and assets will be available for distribution to the holders of the Class A Voting Shares and Class B Non-Voting Shares, which shall be paid or distributed equally, share for share, between the holders of the Class A Voting Shares and the Class B Non-Voting Shares, without preference or distinction. No Class A Preferred Shares, Class 1 Preferred Shares or Class 2 Preferred Shares are outstanding at August 31, 2020. ISSUED AND OUTSTANDING Balance - August 31, 2018 Conversion of Class A Voting Shares to Class B Non-Voting Shares Reduction of stated capital (1) Balance - August 31, 2019 Conversion of Class A Voting Shares to Class B Non-Voting Shares Shares repurchased under NCIB Class A Voting Shares Class B Non-Voting Shares # 3,419,392 $ # 26,479 208,577,666 (6,200) — 3,413,192 (38) (17,000) 6,200 — 9,441 208,583,866 Total $ 2,303,998 2,330,477 $ 38 — (1,483,000) (1,500,000) 830,477 821,036 (800) — (2) — 800 2 — (3,630,000) (14,288) (14,288) 806,750 Balance - August 31, 2020 (1) Reduction in stated capital approved at the Company’s Annual and Special Meeting of shareholders on January 16, 2019. 9,439 204,954,666 3,412,392 816,189 EARNINGS (LOSS) PER SHARE The following is a reconciliation of the numerator and denominator (in thousands) used for the computation of the basic and diluted earnings (loss) per share amounts: Net income (loss) attributable to shareholders (numerator) Weighted average number of shares outstanding (denominator) Weighted average number of shares outstanding - basic Effect of dilutive securities Weighted average number of shares outstanding - diluted 2020 2019 (625,362) 156,084 209,769 — 209,769 211,997 38 212,035 The calculation of diluted earnings (loss) per share for fiscal 2020 excluded 6,753 (2019 – 5,235) weighted average Class B Non-Voting Shares issuable under the Company’s Stock Option Plan because these options were anti-dilutive. STOCK OPTION PLAN Under the Company’s Stock Option Plan (the “Plan”), the Company may grant options to purchase Class B Non-Voting Shares to eligible officers, directors and employees of or consultants to the Company. The number of Class B Non-Voting Shares which the Company is authorized to issue under the Plan is 10% of the issued and outstanding Class B Non-Voting Shares. All options granted are for terms not to exceed 10 years from the grant date. The exercise price of each option equals the closing market price on the TSX of the Company’s stock on the trading date immediately preceding the date of the grant. Options vest 25% on each of the first, second, third and fourth anniversary dates of the date of grant. Corus Entertainment Annual Report 2020 | 81 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) A summary of the changes to the stock options outstanding is presented as follows: Outstanding - August 31, 2018 Granted Forfeited or expired Outstanding - August 31, 2019 Granted Forfeited or expired Outstanding - August 31, 2020 Number of options (#) 6,057,375 1,512,700 (1,592,150) 5,977,925 1,142,000 (849,475) 6,270,450 Weighted average exercise price per share ($) 15.31 5.08 16.75 12.34 5.43 18.57 10.23 As at August 31, 2020, the options outstanding and exercisable consist of the following: Range of exercise price ($) 4.88 – 5.34 5.35 – 8.21 8.22 – 10.99 11.00 – 12.02 12.03 – 23.67 Options outstanding Weighted average remaining contractual life (years) 5.6 6.5 2.9 3.4 3.0 4.3 Weighted average exercise price ($) 4.90 5.57 10.38 11.60 16.68 10.23 Number outstanding (#) 1,241,900 1,239,400 888,100 1,262,500 1,638,550 6,270,450 Options exercisable Number outstanding (#) 297,200 67,375 888,100 978,125 1,220,950 3,451,750 Weighted average exercise price ($) 4.88 6.03 10.38 11.60 18.13 12.91 The fair value of each option granted has been estimated on the date of the grant using the Black-Scholes option pricing model. The estimated fair value of the options is amortized to income over the options’ vesting period on a straight-line basis. In fiscal 2020, the Company recorded share-based compensation expense of $1,112 (2019 – $699). This charge has been credited to contributed surplus. Unrecognized share-based compensation expense at August 31, 2020 related to the Plan was $1,003 (2019 – $924). The fair value of each option granted in fiscals 2020 and 2019 was estimated on the date of the grant using the Black-Scholes option pricing model with the following assumptions: Grant date Fair value Risk-free interest rate Expected dividend yield Expected share price volatility Expected time until exercise (years) November 2019 $1.21 1.5% 4.4% 36.4% October 2019 $1.04 1.5% 4.6% 33.7% February 2019 $1.07 1.8% 4.0% 31.7% 6 6 6 6 October 2018 $0.91 2.4% 4.9% 31.7% The expected life of the options is based on historical data and current expectations and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may also not necessarily be the actual outcome. 82 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) SHARE-BASED COMPENSATION The following table provides a summary of the changes in the number of units for the PSUs, DSUs and RSUs as follows: Balance - August 31, 2018 Additions Deemed dividend equivalents Forfeitures Payments Balance - August 31, 2019 Additions Deemed dividend equivalents Forfeitures Payments Balance - August 31, 2020 PSUs 1,424,404 928,950 53,277 (543,667) — 1,862,964 724,750 125,625 (621,927) — 2,091,412 DSUs 1,206,809 408,410 45,138 (26,100) (80,091) 1,554,166 462,205 122,121 — (58,081) 2,080,411 RSUs 517,392 468,860 31,692 (34,050) (142,554) 841,340 382,743 58,095 (70,865) (196,874) 1,014,439 Share-based compensation expense recorded for the fiscal year in respect of these plans was $3,157 (2019 – $4,648). As at August 31, 2020, the carrying value of the liability for PSU, DSU and RSU units was $9,094 (2019 – $10,086). NORMAL COURSE ISSUER BID (“NCIB”) On November 8, 2019, the Company announced that the TSX had accepted the notice filed by the Company of its intention to make an NCIB for its Class B Non-Voting Participating Shares through the facilities of the TSX, and/or other alternative Canadian trading systems. The Company may purchase for cancellation a maximum of 9,913,940 Class B Non-Voting Participating Shares during the period from November 12, 2019 through November 11, 2020. The shares purchased and cancelled since November 12, 2019 are as follows: November 2019 December 2019 January 2020 February 2020 March 2020 April 2020 # 674,600 1,000,000 305,400 500,000 1,100,000 50,000 3,630,000 Average per share $ 5.74 5.51 5.48 4.68 3.07 2.58 4.65 $ 3,870 5,508 1,674 2,338 3,374 129 16,893 During fiscal 2020, the total cash consideration paid exceeded the carrying value of the shares repurchased by $2,605, which was charged to contributed surplus. DIVIDENDS The holders of Class A Voting Shares and Class B Non-Voting Shares are entitled to receive such dividends as the Board of Directors determines to declare on a share-for-share basis, as and when any such dividends are declared or paid. The holders of Class B Non-Voting Shares are entitled to receive, during each dividend period, in priority to the payment of dividends on the Class A Voting Shares, a dividend which is $0.005 per share per annum higher than that received on the Class A Voting Shares. This higher dividend rate is subject to proportionate adjustment in the event of future consolidations or subdivisions of shares and in the event of any issue of shares by way of stock dividend. After payment or setting aside for payment of the additional non-cumulative dividends on the Corus Entertainment Annual Report 2020 | 83 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Class B Non-Voting Shares, holders of Class A Voting Shares and Class B Non-Voting Shares participate equally, on a share-for-share basis, on all subsequent dividends declared. The total amount of dividends declared in fiscal 2020 was $50,184 (2019 – $50,863). DIVIDEND REINVESTMENT PLAN (“DRIP”) There is a DRIP that does not currently provide for a discount for the Class B Non-Voting Shares and shares are open market purchases to satisfy the Company’s delivery obligations pursuant to its DRIP. 17. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Unrealized change in fair value of cash flow hedges Gains (losses) arising Prior period gains (losses) transferred to net income Total Unrealized foreign currency translation adjustment Unrealized change in fair value of financial assets Actuarial gains (losses) on defined benefit plans Total — — — — 29,793 — — — 29,793 7,177 — 7,177 (510) 9,396 8,886 (34,834) 9,231 (25,603) (8,075) (42,909) 2,140 11,371 309 — — — (5,935) (1,745) 7,486 8,886 — 36,460 — 9,396 — 45,856 — (42,600) — 11,371 — 14,627 — — — — — — — — — — — — — — — — — — (1,745) 7,486 (3,189) 749 (2,440) — 6,446 (12,646) (15,835) 3,351 4,100 (9,295) (11,735) 9,295 9,295 — 12,187 (14,649) 3,882 (10,767) (6,393) (21,042) 1,694 5,576 (87) — — — (4,699) (17,211) 7,399 6,446 — (21,129) — 5,576 — (3,366) — — — — — — — — — — — — — — — — — — (17,211) 7,399 1,498 (390) 1,108 — 7,554 12,069 13,567 (3,198) (3,588) 8,871 9,979 (8,871) (8,871) — (2,258) Balance - August 31, 2018 September 1, 2018 IFRS 9 adjustment Adjusted balance as at September 1, 2018 Items that may be subsequently reclassified to income: Amount Income tax Items that will not be reclassified to income: Amount Income tax Transfer to retained earnings Balance - August 31, 2019 Items that may be subsequently reclassified to income: Amount Income tax Items that will not be reclassified to income: Amount Income tax Transfer to retained earnings Balance - August 31, 2020 84 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 18. DIRECT COST OF SALES, GENERAL AND ADMINISTRATIVE EXPENSES 2020 2019 Direct cost of sales Amortization of program rights (note 7) Amortization of film investments (note 8) Other cost of sales General and administrative expenses Employee costs (note 26) (1) Other general and administrative 495,814 20,063 29,495 281,177 178,848 1,005,397 (1) The estimated CEWS of approximately $34.9 million has been recorded principally as a reduction of employee costs. 19. INTEREST EXPENSE Interest on long-term debt Imputed interest on long-term liabilities Deferred gain amortization on settled interest rate swap (note 14 and 17) Other expense 2020 67,477 52,371 (6,393) 1,730 516,431 16,035 34,808 323,479 211,644 1,102,397 2019 82,288 41,209 (8,075) 2,296 20. OTHER EXPENSE (INCOME), NET Foreign exchange loss (gain) Other income (notes 6 and 7) Equity loss (income) of associates Impairment of investment in associate (note 5) 21. INCOME TAXES The significant components of income tax expense are as follows: Current income tax expense Deferred income tax expense (recovery) Resulting from temporary differences Resulting from the utilization of tax losses Resulting from tax rate changes Resulting from the creation of various future tax reserves Other 115,185 117,718 2020 (4,250) (3,820) (7) — (8,077) 2020 65,936 (26,887) 2,242 313 135 205 2019 952 (121) 923 8,720 10,474 2019 81,611 (15,143) 4,305 184 656 (168) Income tax expense reported in the consolidated statements of income (loss) and comprehensive income (loss) 41,944 71,445 Corus Entertainment Annual Report 2020 | 85 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) A reconciliation of income tax computed at the statutory tax rates to income tax expense is as follows: Income tax at combined federal and provincial rates Differences from statutory rates relating to: Goodwill impairment Miscellaneous differences Increase in deferred taxes from statutory rate changes Non-deductible (taxable) portion of capital losses (gains) Increase of various tax reserves Transaction costs Loss (income) subject to tax at less than statutory rates ($) (150,302) 191,012 1,146 313 183 170 (223) (355) 41,944 2020 (%) 26.6 (33.8) (0.2) — — — — — (7.4) ($) 66,991 — 1,145 184 1,744 1,009 215 2019 (%) 26.6 — 0.5 — 0.7 0.4 0.1 157 71,445 — 28.3 The movement in the net deferred income tax asset (liability) was as follows: Broadcast Accrued Fixed Non-capital Financing licences and compen- assets and Program loss carry- Invest- and debt other intangibles sation film assets rights forwards ments retirement Other Total Balance - August 31, 2018 (508,452) 10,853 17,959 14,819 15,884 308 417 8,341 (439,871) Recognized in profit or loss 27,754 739 (3,819) (1,216) (4,305) (1,500) (9,772) 2,285 Recognized in OCI Acquisitions (dispositions) — 3,351 1,953 — — — — — — — (704) 11,371 369 — — 128 10,166 14,018 2,450 Balance - August 31, 2019 (478,745) 14,943 14,140 13,603 11,579 (1,527) 2,016 10,754 (413,237) Recognized in profit or loss 35,857 (4,766) 4,552 Recognized in OCI — (3,198) — 167 — (2,242) — 712 (390) (3,972) (6,316) 23,992 5,578 — 1,990 Balance - August 31, 2020 (442,888) 6,979 18,692 13,770 9,337 (1,205) 3,622 4,438 (387,255) At August 31, 2020, the Company had approximately $45,895 (2019 – $56,627) of non-capital loss carryforwards available, which expire between the years 2027 and 2040. A deferred income tax asset of $9,337 (2019 – $11,579) has been recognized in respect of these losses and an income tax benefit of $1,600 (2019 – $1,486) has not been recognized. At August 31, 2020, the Company had approximately $36,662 (2019 – $35,540) of capital loss carryforwards available, which have no expiry date. No income tax benefit has been recognized in respect of these losses. The Company has taxable temporary differences associated with its investments in its subsidiaries. No deferred income tax liabilities have been provided with respect to such temporary differences as the Company is able to control the timing of the reversal and such reversal is not probable in the foreseeable future. There are no income tax consequences to Corus attached to the payment of dividends, in either 2020 or 2019, by the Company to its shareholders. 86 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 22. BUSINESS SEGMENT INFORMATION The Company’s business activities are conducted through two segments: Television and Radio. TELEVISION The Television segment is comprised of 34 specialty television networks (35 services prior to December 31, 2019; 37 services prior to September 30, 2019; 44 services prior to March 22, 2019), 15 conventional television stations, digital assets, a social media digital agency, a social media creator network, and technology and media services, and the Corus content business, which includes the production and distribution of films and television programs, merchandise licensing, book publishing, and animation software. Revenues are generated from advertising, subscribers and the licensing of proprietary films and television programs, merchandise licensing, book publishing, animation software, and technology and media service sales. RADIO The Radio segment comprises 39 radio stations, situated primarily in urban centres in English Canada, with a concentration in the densely populated area of Southern Ontario. Revenues are derived from advertising aired over these stations. CORPORATE Corporate results represent the incremental cost of corporate overhead in excess of the amount allocated to the other operating segments. Management evaluates each division’s performance based on revenues less direct cost of sales, general and administrative expenses. Segment profit (loss) excludes depreciation and amortization, interest expense, debt refinancing costs, integration, restructuring and other costs, impairments, gains or losses on dispositions, and certain other income and expenses. REVENUES AND SEGMENT PROFIT Year ended August 31, 2020 Revenues Direct cost of sales, general and administrative expenses Segment profit (loss) Depreciation and amortization Interest expense Broadcast licenses and goodwill impairment Integration, restructuring and other costs Other income, net Loss before income taxes Year ended August 31, 2019 Revenues Direct cost of sales, general and administrative expenses Segment profit (loss) Depreciation and amortization Interest expense Gain on debt modification Integration, restructuring and other costs Other expense, net Income before income taxes Television Radio Corporate Consolidated 1,408,238 102,998 — 1,511,236 899,523 508,715 86,975 16,023 18,899 1,005,397 (18,899) 505,839 Television 1,544,892 971,368 573,524 Radio 142,590 107,944 34,646 158,549 115,185 786,790 19,155 (8,077) (565,763) — 23,085 (23,085) Corporate Consolidated 1,687,482 1,102,397 585,085 182,354 117,718 (3,889) 26,316 10,474 252,112 Corus Entertainment Annual Report 2020 | 87 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) The following tables present further details on the operating segments within the Television and Radio segments: Revenues are derived from the following areas: Advertising Subscriber fees Merchandising, distribution and other 2020 920,849 490,985 99,402 1,511,236 Revenues are derived from the following geographical sources, by location of customer: Canada International 2020 1,473,768 37,468 1,511,236 2019 1,101,814 496,447 89,221 1,687,482 2019 1,639,628 47,854 1,687,482 International revenues pertain to customers in the Television segment only. The following table includes revenue from contracts disaggregated by the timing of revenue recognition: Products transferred at a point in time Products and services transferred over time SEGMENT ASSETS AND LIABILITIES Assets Television Corporate Radio Liabilities Television Corporate Radio CAPITAL EXPENDITURES BY SEGMENT Television Corporate Radio Property, plant and equipment are located primarily within Canada. 2020 1,007,849 503,387 1,511,236 2019 1,157,680 529,802 1,687,482 2020 2019 3,526,802 319,178 124,902 3,970,882 1,127,743 1,734,254 60,466 2,922,463 2020 11,104 2,559 1,722 15,385 4,195,326 239,395 237,578 4,672,299 1,025,938 1,862,479 41,645 2,930,062 2019 19,174 8,872 2,009 30,055 88 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 23. CAPITAL MANAGEMENT The Company’s capital management objectives are to maintain financial flexibility in order to pursue its strategy of organic growth combined with strategic acquisitions and to provide returns to its shareholders. The Company defines capital as the aggregate of its shareholders’ equity and long-term debt less cash and cash equivalents. Total managed capital is as follows: Total bank debt (note 14) Lease liabilities (notes 12 and 15) Cash and cash equivalents Net debt Equity 2020 1,506,089 148,580 (45,900) 1,608,769 1,048,419 2,657,188 2019 1,731,745 — (82,568) 1,649,177 1,742,237 3,391,414 The Company manages its capital structure in accordance with changes in economic conditions. In order to maintain or adjust its capital structure, the Company may elect to issue or repay long-term debt, issue shares, repurchase shares through a normal course issuer bid, pay dividends or undertake any other activities as deemed appropriate under the specific circumstances. The Company monitors capital using several key performance metrics, including: net debt to segment profit ratio and dividend yield. The Company’s stated long-term objectives are a leverage target (net debt to segment profit ratio) of below 3.0 times and to maintain a dividend yield in excess of 2.5%. In the short term, the Company may permit the long-term range to be exceeded (for long-term investment opportunities), but endeavours to return to the leverage target range as the Company believes that these objectives provide a reasonable framework for providing a return to shareholders and is supportive of maintaining the Company’s credit ratings. As at August 31, 2020, the Company’s leverage ratio was 3.18 times net debt to segment profit, up from 2.82 times at August 31, 2019. 24. FINANCIAL INSTRUMENTS The following tables set out the classification of financial and non-financial assets and liabilities. As at August 31, 2020 Fair value through profit or loss Amortized cost Fair value through OCI with no reclassification to net income Fair value through OCI with reclassification to net income Non-financial Total carrying amount Cash and cash equivalents 45,900 — Accounts receivable — 297,585 Investments and other assets Goodwill and intangibles Other assets Total assets Accounts payable, accrued liabilities and provisions Bank debt Other long-term liabilities and provisions 3,364 — — — — 71,636 49,264 369,221 56,060 — — 473,001 1,506,089 19,031 418,380 — — 56,060 — — — — 38,769 — 38,769 Deferred income tax liabilities — — Total liabilities 19,031 2,397,470 — — — — — — — — 26,270 — — — 45,900 297,585 59,424 2,453,976 2,453,976 1,042,361 1,113,997 3,496,337 3,970,882 — — — 473,001 1,506,089 502,450 440,923 — 440,923 26,270 440,923 2,922,463 Corus Entertainment Annual Report 2020 | 89 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Fair value through profit or loss 82,568 — 6,269 — — 88,837 Amortized cost — 372,828 — — 78,371 451,199 — — 439,814 1,731,745 17,902 218,273 — — 17,902 2,389,832 Fair value through OCI with no reclassification to net income Fair value through OCI with reclassification to net income Non-financial Total carrying amount — — 45,438 — — 45,438 — — 38,008 — 38,008 — — — — — — — — 11,620 — 11,620 — — — 82,568 372,828 51,707 3,260,193 3,260,193 826,632 905,003 4,086,825 4,672,299 — — — 472,700 472,700 439,814 1,731,745 285,803 472,700 2,930,062 As at August 31, 2019 Cash and cash equivalents Accounts receivable Investments and other assets Goodwill and intangibles Other assets Total assets Accounts payable, accrued liabilities and provisions Bank debt Other long-term liabilities and provisions Deferred income tax liabilities Total liabilities FAIR VALUES The fair values of financial instruments included in current assets and current liabilities approximate their carrying values due to their short-term nature. The fair value of publicly-traded shares included in investments is determined by quoted share prices in active markets. The fair value of other financial instruments included in this category is determined using other valuation techniques. The fair value of bank loans is estimated based on discounted cash flows using year-end market yields, adjusted to take into account the Company’s own credit risk. The long-term debt is regularly repriced to floating market interest rates and as such, the carrying value of the Company’s bank loans approximate their fair value. Periodically, the Company enters into Canadian dollar interest rate swap agreements. The fair value of the interest rate swap agreements is calculated by way of discounted cash flows, using market interest rates and applicable credit spreads. In fiscal 2018, the Company entered into U.S. dollar foreign currency forward contracts. The fair value of the foreign currency forward contracts is calculated by way of discounted cash flows, using market foreign exchange rates and applicable discount factors. In fiscal 2019, the Company entered into total return swaps. The fair value of these equity instruments is based on the quoted share price in the active market at the period end. The fair values of financial instruments in other long-term liabilities approximate their carrying values as they are recorded at the net present values of their future cash flows, using an appropriate discount rate. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. The following tables present information related to the Company’s financial assets measured at fair value on a recurring basis and the level within the guidance hierarchy in which the fair value measurements fall as at August 31 as follows: 90 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Quoted prices in active markets for identical assets or liabilities Significant other observable inputs Significant unobservable inputs (Level 3) (Level 2) (Level 1) 45,900 — — 45,900 — 3,269 3,269 — 3,088 — 3,088 26,270 — 26,270 — — 45,992 45,992 — — — Quoted prices in active markets for identical assets or liabilities Significant other observable inputs (Level 1) (Level 2) Significant unobservable inputs (Level 3) 82,568 — 300 — 82,868 — — — 5,985 — — 5,985 11,620 11,620 — — — 44,002 44,002 — — As at August 31, 2020 Assets Cash and cash equivalents Foreign exchange forward contracts Investments in venture funds Assets carried at fair value Liabilities Interest rate swap Total return swap Liabilities carried at fair value As at August 31, 2019 Assets Cash and cash equivalents Foreign exchange forward contracts Total return swap Investments in venture funds Assets carried at fair value Liabilities Interest rate swap Liabilities carried at fair value RISK MANAGEMENT The Company is exposed to various risks related to its financial assets and liabilities. These risk exposures are managed on an ongoing basis. Credit risk In the normal course of business, the Company is exposed to credit risk from its accounts receivable from customers. The carrying amounts for accounts receivable are net of applicable allowances for doubtful accounts, which are estimated based on past experience, specific risks associated with the customer and other relevant information. The maximum exposure to credit risk is the carrying amount of the financial assets. The following tables set out the details of the aging for accounts receivable and allowance for doubtful accounts as at August 31 as follows: Trade Current One to three months past due Over three months past due Other Less allowance for doubtful accounts 2020 2019 137,913 89,056 37,883 264,852 38,463 303,315 5,730 297,585 149,312 131,441 74,146 354,899 22,594 377,493 4,665 372,828 Corus Entertainment Annual Report 2020 | 91 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Balance, beginning of year Provision for doubtful accounts Dispositions (note 27) Write-off of bad debts Balance, end of year 2020 4,665 2,676 — (1,611) 5,730 2019 4,471 1,608 (553) (861) 4,665 The Company earned 9% of its revenues from one related party (2019 – 8%). This related party comprises 7% of the accounts receivable balance as at August 31, 2020 (2019 – 7%) (note 30). Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial obligations. The Company manages liquidity risk primarily by maintaining sufficient unused capacity within its long-term debt facility, and by continuously monitoring forecast and actual cash flows. The unused capacity at August 31, 2020 was $300,000 (2019 – $300,000). Further information with respect to the Company’s long-term debt facility is provided in note 14. The following table sets out the undiscounted contractual obligations as at August 31, 2020: Total Less than one year One to three years Total debt (1) Accounts payable Other obligations (2) (1) Principal repayments and interest payments. (2) Other obligations included financial liabilities, trade marks, other intangibles, CRTC commitments and US dollar forward currency swaps. 1,528,614 451,682 220,481 76,339 451,682 89,782 110,690 942,672 — Beyond three years 509,603 — 20,009 In fiscal 2020, the Company incurred interest on bank loans and swaps on credit facilities of $67,477 (2019 – $82,288). Market risk Market risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market prices, whether those changes are caused by factors specific to the individual instrument or its issuers or factors affecting all instruments traded in the market. The Company is exposed to foreign exchange risk through its international content distribution operations and U.S. dollar denominated programming purchasing. The most significant foreign currency exposure is to movements in the U.S. dollar to Canadian dollar exchange rate and the U.S. dollar to euro exchange rate. The impact of foreign exchange on income before income taxes and non-controlling interest is detailed in the table below: Direct cost of sales, general and administrative expenses Other expense (income), net 2020 64 (4,250) (4,186) 2019 87 952 1,039 An assumed 10% increase or decrease in exchange rates as at August 31, 2020 would have an impact of approximately $40,800 (2019 - $17,800) on net income or OCI for the year. As a result of the Company’s exposure to this risk, it has entered into a series of foreign exchange forward contracts, as described in note 14, to fix the foreign exchange rate and therefore cash flows related to a portion of the Company’s U.S. dollar denominated liabilities. The Company is exposed to interest rate risk on the bankers’ acceptances issued at floating rates under its bank loan facility. An assumed 1% increase or decrease in short-term interest rates during the year ended August 31, 2020 would have had a material impact on net income for the year. As a result of the Company’s exposure to this risk, it has entered into interest rate swap agreements, as described in note 14, to minimize its exposure to changes in floating rates on bankers’ acceptances. 92 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Other considerations The Company does not engage in trading or other speculative activities with respect to derivative financial instruments. 25. CONSOLIDATED STATEMENTS OF CASH FLOWS Net change in non-cash working capital balances related to operations consists of the following: Accounts receivable Prepaid expenses and other Accounts payable and accrued liabilities Provisions Income taxes recoverable Other long-term liabilities Other 2020 75,151 2,353 (52,026) (1,472) 26,470 (38,268) 12,834 25,042 2019 11,642 1,018 39,826 (844) (10,588) (41,046) 2,950 2,958 Interest paid, interest received and income taxes paid and classified as operating activities are as follows: Interest paid Interest received Income taxes paid 2020 69,257 1,947 33,491 2019 84,097 1,926 88,850 26. GOVERNMENT FINANCING AND ASSISTANCE Revenues include $5,177 (2019 – $3,083) of production financing obtained from government programs. This financing provides a supplement to a production series’ Canadian licence fees and is not repayable. As well, revenues include $1,174 (2019 – $1,069) of government grants relating to the marketing of books in both Canada and international markets. The majority of the grants are repayable if the average profit margin for the three-year period following receipt of the funds equals or is greater than 15%. General and administrative expenses include $34,873, as a reduction of employee expenses, for the Canadian Emergency Wage Subsidy (“CEWS”) for periods in which the Company qualified. 27. BUSINESS COMBINATIONS AND DIVESTITURES Disposition of 50.5% interest in TLN On March 22, 2019, the Company sold its 50.5% interest in TLN, a subsidiary, to TLN Media Group Inc. for cash consideration of $19.0 million, which was received upon closing. Proceeds of $2.6 million were recorded as deferred revenue related to a long-term services agreement with TLN Media Group Inc. The carrying value of net identifiable assets disposed of amounted to $16.1 million as at March 22, 2019, resulting in a loss on disposal of $0.3 million. In addition, an adjustment has been made to the carrying amounts of the non-controlling interests in these consolidated financial statements related to the disposition of the Company’s equity interest to reflect the disposition. The results of the operations of TLN were included in the Television segment until March 22, 2019. Acquisition of 100% interest in KIN Canada On April 1, 2019, the Company acquired certain assets of KIN Canada for cash consideration of $6.0 million. The net identifiable assets of KIN Canada were comprised of $3.0 million of intangible assets and $3.0 million of goodwill. Corus Entertainment Annual Report 2020 | 93 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 28. COMMITMENTS, CONTINGENCIES AND GUARANTEES The Company has the following commitments at August 31, 2020 as detailed in the following table: Total Within 1 year 4 - 5 years More than 5 years Purchase obligations (1) — 208,036 Lease liabilities Other obligations (2) — Total contractual obligations 208,036 (1) Purchase obligations are contractual obligations under contracts relating to program rights, satellite and signal transport costs and 1,103,643 351,985 220,481 1,676,109 120,891 55,380 20,009 196,280 586,074 30,289 89,782 706,145 396,678 58,280 110,690 565,648 2 - 3 years various other operating expenditures that the Company has committed to, for periods ranging from 1 to 10 years. (2) Other obligations included financial liabilities, trade marks, other intangibles, CRTC commitments, and forward foreign exchange contracts. Generally, it is not the Company’s policy to issue guarantees to non-controlled affiliates or third parties, with limited exceptions. LITIGATION The Company, its subsidiaries and joint ventures are involved in litigation matters arising out of the ordinary course and conduct of its business. Although such matters cannot be predicted with certainty, management does not consider the Company’s exposure to litigation to be material to these consolidated financial statements. OTHER MATTERS Many of the Company’s agreements, specifically those related to acquisitions and dispositions of business assets, include indemnification provisions where the Company may be required to make payments to a vendor or purchaser for breach of fundamental representation and warranty terms in the agreements with respect to matters such as corporate status, title of assets, environmental issues, consents to transfer, employment matters, litigation, taxes payable and other potential material liabilities. The maximum potential amount of future payments that the Company could be required to make under these indemnification provisions is not reasonably quantifiable, as certain indemnifications are not subject to a monetary limitation. As at August 31, 2020, management believed there was only a remote possibility that the indemnification provisions would require any material cash payment. The Company indemnifies its directors and officers against any and all claims or losses reasonably incurred in the performance of their service to the Company to the extent permitted by law. The Company has acquired and maintains liability insurance for directors and officers of the Company and its subsidiaries. 29. EMPLOYEE BENEFIT PLANS DEFINED CONTRIBUTION PENSION PLANS The Company has various defined contribution plans for qualifying full-time employees. Under these plans, the Company contributes up to 6% (2019 – 6%) of an employee’s earnings, not exceeding the limits set by the Income Tax Act (Canada). The amount contributed in fiscal 2020 related to the defined contribution plans was $8,445 (2019 – $8,273). The amount contributed is approximately the same as the expense included in the consolidated statements of income (loss) and comprehensive income (loss). NON-REGISTERED DEFINED BENEFIT PENSION PLANS The Company provides supplemental executive retirement plans (“SERP” and “CEO SERP,” the latter of which relates to the former CEO), which are non-contributory, unfunded defined benefit pension plans for certain of its senior executives that are included in long-term employee obligations (note 15). Benefits under these plans are generally based on the employee’s length of service and their highest three-year average rate of pay during their most recent 10 years of service, accrued starting from the date of the implementation of the plan, and currently includes a benefit for past service for certain senior executives, as applicable under the terms of the plan. 94 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) The table below shows the change in the benefit obligation for these plans. Accrued benefit obligation and plan deficit, beginning of year Current service costs Past service cost Interest cost Payment of benefits Remeasurements: Effect of changes in financial assumptions Effect of experience adjustments Accrued benefit obligation and liability, end of year 2020 24,304 1,087 — 706 (810) 451 (137) 25,601 2019 19,130 1,388 256 752 (617) 2,681 714 24,304 The weighted average duration of the defined benefit obligation of the supplemental executive retirement plans at August 31, 2020 is 15.0 years. The tables below show the significant weighted-average assumptions used to measure the pension obligation and costs for this plan. Accrued benefit obligation Discount rate Rate of compensation increase Benefit cost for the year Discount rate Rate of compensation increase 2020 (%) 2.60 2.00 2.80 2.50 2019 (%) 2.80 2.50 3.70 2.50 The following table illustrates the incremental impact on the defined benefit obligation at August 31, 2020 and the pension expense for the fiscal year then ended, with respect to the three key factors in determining the benefit obligation: Sensitivity analysis Discount rate - 1% decrease Salary increase - 1% increase Mortality - one-year increase in the expected future lifetime Benefit obligation at August 31, 2020 3,838 482 Pension expense for fiscal 2020 93 91 721 46 When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the present value of the defined benefit obligation has been calculated using the projected benefit method, which is the same method that is applied in calculating the defined benefit liability recognized in the consolidated statements of financial position. The sensitivity analysis presented above may not be representative of the actual change in the accrued benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some assumptions may be correlated. The net pension benefit plan expense, which is included in employee costs, is comprised of the following components: Current service cost Past service cost Interest cost Pension expense 2020 1,087 — 706 1,793 2019 1,388 256 752 2,396 Corus Entertainment Annual Report 2020 | 95 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) REGISTERED PENSION PLANS The Company has a number of funded defined benefit pension plans that provide pension benefits to certain unionized and non-unionized employees in its conventional television operations. Benefits under these plans are based on the employee’s length of service and final average salary. These plans are regulated by the Office of the Superintendent of Financial Institutions, Canada in accordance with the provisions of the Pension Benefits Standards Act and Regulations. The regulations set out minimum standards for funding the plans. The following table shows the change in the benefit obligations, change in fair value of plan assets and the funded status of these defined benefit plans: Accrued benefit obligation, beginning of year Current service cost Interest cost Employee contributions Payment of benefits Effect of changes in financial assumptions Effect of experience adjustments Accrued benefit obligation, end of year Fair value of plan assets, beginning of year Employer contributions Employee contributions Interest income Payment of benefits Administrative expenses paid from plan assets Return on plan assets, excluding interest income Fair value of plan assets, end of year Effect of asset ceiling limit Fair value of plan assets, end of year, net of asset ceiling limit Accrued benefit asset and plan surplus, end of year 2020 237,428 6,881 6,907 811 (9,140) 1,561 513 244,961 239,738 4,984 811 6,825 (9,140) (1,079) 13,929 256,068 (1,040) 255,028 10,067 The weighted average duration of the defined benefit obligation at August 31, 2020 is 18.6 years. The plan assets at August 31, are comprised of investments in pooled funds as follows: Equity - Canadian Equity - Foreign Fixed income - Canadian 2020 29,135 89,556 137,377 256,068 2019 204,695 6,045 7,777 836 (9,474) 30,774 (3,225) 237,428 215,648 7,412 836 8,059 (9,474) (713) 17,970 239,738 (874) 238,864 1,436 2019 58,701 38,791 142,246 239,738 The underlying securities in the pooled funds have quoted prices in an active market. The significant weighted average assumptions used to measure the pension obligation and cost for these plans are as follows: Accrued benefit obligation Discount rate Rate of compensation increase 2020 (%) 2.70 2.00 2019 (%) 2.90 2.50 96 | Corus Entertainment Annual Report 2020 Benefit cost for the year Discount rate Rate of compensation increase NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) 2020 (%) 2.90 2.50 2019 (%) 3.70 2.50 The following table illustrates the incremental impact on the defined benefit obligation at August 31, 2020 and the pension expense for the fiscal year then ended, with respect to the three key factors in determining the benefit obligation: Sensitivity analysis Discount rate - 1% decrease Salary - 1% increase Weighted average duration of defined benefit obligation in years Effective discount rate 1% decrease Benefit obligation at August 31, 2020 45,544 9,652 Fiscal 2020 benefit cost 3,103 1,025 18.6 n/a When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the present value of the defined benefit obligation has been calculated using the projected benefit method, which is the same method that is applied in calculating the defined benefit liability recognized in the consolidated statements of financial position. The sensitivity analysis presented above may not be representative of the actual change in the accrued benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some assumptions may be correlated. The net pension benefit plan expense, which is included in employee costs, is comprised of the following components: Current service cost Pension expense 2020 6,881 6,881 2019 4,580 4,580 OTHER BENEFIT PLANS The Company provides supplemental post-retirement non-pension benefit plans that provide post-retirement health and life insurance coverage to certain employees and are funded on a pay-as-you-go basis. The table below shows the change in the accrued post-retirement obligation, which is recognized in the consolidated statements of financial position. The change in the benefit obligation for these plans is as follows: Accrued benefit obligation and plan deficit, beginning of year Current service costs Interest cost Payment of benefits Remeasurements: Effect of demographic assumptions Effect of changes in financial assumptions Effect of experience adjustments Accrued benefit obligation and liability, end of year 2020 13,960 97 380 (472) — 403 120 14,488 2019 15,078 315 525 (616) (47) 1,539 (2,834) 13,960 The weighted average duration of the defined benefit obligation of the post-retirement plans at August 31, 2020 is 14.9 years. Corus Entertainment Annual Report 2020 | 97 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) The significant weighted-average assumptions used to measure the pension obligation and costs for this plan are as follows: Accrued benefit obligation Discount rate Salary increase Benefit cost for the year Discount rate Salary increase 2020 (%) 2.68 2.00 2020 (%) 3.00 2.50 2019 (%) 2.89 2.50 2019 (%) 3.69 3.00 The following table illustrates the incremental impact on the defined benefit obligation at August 31, 2020 and the pension expense for the fiscal year then ended, with respect to the two key factors in determining the benefit obligation: Sensitivity analysis Discount rate - 1% decrease Trend rate - 1% increase Benefit obligation at August 31, 2020 2,274 2,191 Service and interest costs fiscal 2020 (64) 82 When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the present value of the defined benefit obligation has been calculated using the projected benefit method, which is the same method that is applied in calculating the defined benefit liability recognized in the consolidated statements of financial position. The sensitivity analysis presented above may not be representative of the actual change in the accrued benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some assumptions may be correlated. The net pension benefit plan expense, which is included in employee costs, is comprised of the following components: Current service cost Interest cost Pension expense 30. RELATED PARTY TRANSACTIONS CONTROLLING SHAREHOLDER 2020 97 380 477 2019 315 525 840 A majority of the outstanding Class A Voting Shares of the Company are held by entities owned by the Shaw Family Living Trust (“SFLT”) and its subsidiaries. As at August 31, 2020, SFLT and its subsidiaries hold 2,885,530 Class A Voting Shares, representing approximately 85% of the outstanding Class A Voting Shares, for the benefit of the descendants of the late JR Shaw and Carol Shaw. The sole trustee of SFLT is a private company controlled by a board comprised of seven directors, including as at August 31, 2020, Heather Shaw, Julie Shaw, three other members of their family and two independent directors. The Class A Voting Shares are the only shares entitled to vote in all shareholder matters, except in limited circumstances as described in the Company’s Annual Information Form. Accordingly, SFLT is, and as long as it holds a majority of the Class A Voting Shares, will continue to be able to elect a majority of the Board of Directors of Corus and to control the vote on matters submitted to a vote of Corus’ Class A shareholders. SFLT is the controlling shareholder of Shaw Communications Inc. (“Shaw”), and as a result, Shaw and Corus are subject to common voting control. 98 | Corus Entertainment Annual Report 2020 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) NORMAL COURSE TRANSACTIONS The Company has transacted business in the normal course with Shaw and with entities over which the Company exercises significant influence and joint control. These transactions are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties and having normal trade terms. Shaw Communications Inc. During the year, the Company received subscriber, programming, licensing and advertising revenues of $142,354 (2019 – $153,943), and $2,478 (2019 – $2,400) of production and distribution revenues from Shaw. In addition, the Company paid cable and satellite system distribution access fees of $8,597 (2019 – $11,990), administrative and other fees of $1,818 (2019 – $2,020), issued dividends of $nil (2019 – $9,675) to Shaw and received non-monetary advertising services from Shaw valued at $4,004 (2019 – $7,709). At August 31, 2020, the Company had $21,062 (2019 – $25,697) receivable from and $1,912 (2019 – $nil) payable to Shaw. SIGNIFICANT SUBSIDIARIES The following table includes the significant subsidiaries of the Company: Name Corus Limited Television Partnership Corus Media Holdings Inc. Corus Radio Inc. Corus Radio Sales Inc. (1) Corus Sales Inc. Food Network Canada Inc. HGTV Canada Inc. History Television Inc. Nelvana Limited Showcase Television Inc. TELETOON Canada Inc. W Network Inc. YTV Canada, Inc. (1) Corus Radio Sales Inc. was vertically amalgamated into Corus Sales Inc. effective September 1, 2019. Jurisdiction Canada Alberta Canada Canada Canada Canada Canada Canada Ontario Canada Canada Canada Canada 2020 (%) 100 100 100 — 100 71 67 100 100 100 100 100 100 Equity interest 2019 (%) 100 100 100 100 100 71 67 100 100 100 100 100 100 KEY MANAGEMENT PERSONNEL Key management personnel consists of the Board of Directors and the Executive Leadership Team, who have the authority and responsibility for planning, directing and controlling the activities of the Company. Several members of the Executive Leadership Team are also officers of the Company. Key management personnel compensation, including the Executive Leadership Team, officers and directors of the Company, is as follows: Salaries and benefits Post-employment benefits Share-based compensation expense (recovery) (note 16) 2020 7,936 1,793 (395) 9,334 2019 11,276 2,396 3,536 17,208 Corus Entertainment Annual Report 2020 | 99 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands of Canadian dollars, except per share information) Except for the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer, no member of the Executive Leadership Team has an employment agreement or any other contractual arrangement in place with the Company in connection with any termination or change of control event, other than the conditions provided in the compensation plans of the Company. Generally, severance entitlements, including short-term incentives payable to the Executive Leadership Team and officers of the Company, other than the President and Chief Executive Officer and the Executive Vice President and Chief Financial Officer, due to their employment agreements with the Company, would be determined in accordance with applicable common law requirements. Long-term incentive plans, such as stock options, are exercisable if vested, while DSUs, PSUs, RSUs and SERP, would be payable if vested pursuant to the terms of the plans. 31. COMPARATIVE CONSOLIDATED FINANCIAL STATEMENTS The comparative consolidated financial statements have been reclassified from statements previously presented to conform to the presentation of the 2020 consolidated financial statements. 100 | Corus Entertainment Annual Report 2020 Inside Front Cover Inside Back Cover CORUS ENTERTAINMENT INC. Stock Exchange Listing and Trading Symbol Toronto Stock Exchange TSX: CJR.B Registered Office 1500, 850-2nd Street SW Calgary, Alberta T2P 0R8 Executive Office Corus Quay 25 Dockside Drive Toronto, Ontario M5A 0B5 Telephone: 416.479.7000 Facsimile: 416.479.7007 Website www.corusent.com Auditors Ernst & Young LLP Shareholder Services For assistance with the following: • Change of address • Transfer or loss of share certi�cates • Dividend payments or direct deposit of dividends • Dividend Reinvestment Plan please contact our Transfer Agent and Registrar: AST Trust Company (Canada) PO Box 700, Station B Montreal, Quebec H3B 3K3 Telephone: 1.800.387.0825 Facsimile: 1.888.249.6189 (in North America) 514.985.8843 (outside North America) www.ast�nancial.com/ca-en/ Dividend Information Corporate Governance Corus Entertainment pays its dividend on a quarterly basis, subject to Board approval, and all dividends are “eligible” dividends for Canadian tax purposes unless indicated otherwise. For further information, including the latest approved dividends and historical dividend information, please visit the Investor Relations - Dividends section of Corus Entertainment’s website (www.corusent.com). Dividend Reinvestment Plan (“DRIP”) AST Trust Company (Canada) acts as administrator of Corus Entertainment’s Dividend Reinvestment Plan, which is available to the Company’s registered Class A and Class B Shareholders residing in Canada. To review the full text of the Plan and obtain an enrollment form, please visit the Plan Administrator’s website at www.ast�nancial.com/ca-en/ or contact them at 1.800.387.0825. Corporate Social Responsibility (“CSR”) Corus Entertainment has a long and successful track record of corporate social responsibility. The Company’s approach encompasses four pillars which include people, communities, industry and the environment. For more information, please visit the Corporate Social Responsibility section of Corus Entertainment’s website (www.corusent.com). The Board of Directors of the Company endorses the principles that sound corporate governance practices are important to the proper functioning of the Company and the enhancement of the interests of its shareholders. For further information, please visit the Investor Relations - Corporate Governance section of Corus Entertainment’s website (www.corusent.com). Further Information Financial analysts, portfolio managers, other investors and interested parties may contact Corus Entertainment at 416.479.7000 or visit the Company’s website (www.corusent.com). Corus Entertainment’s Annual Reports, Annual Information Forms, Management Information Circulars, quarterly �nancial reports, press releases, investor presentations and other relevant materials are available in the Investor Relations section of Corus Entertainment’s website (www.corusent.com). To receive additional copies of Corus Entertainment’s Annual Report, please email your request to investor.relations@corusent.com. Copyright and Sources © Corus® Entertainment Inc. All rights reserved. Trademarks appearing in this Annual Report are Trademarks of Corus® Entertainment Inc., or a subsidiary thereof which might be used under license. For speci�c copyright information on any images used in this Annual Report, or speci�c source information for any media research used in this Annual Report, please contact the Corporate Communications Lead at 416.479.7000. FSC Logo Corus Entertainment Annual Report 2020 | 101 Back Cover Front Cover e n i p S C o r u s E n t e r t a i n m e n t A n n u a l R e p o r t 2 0 2 0 annual report 20 20 

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