Ann: SSH: MET: SSH Notice - (Goldman Sachs Austra

• Release Date: 11/06/13 11:02
• Summary: SSH: MET: SSH Notice - (Goldman Sachs Australia Private Equity)
• Price Sensitive: No
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MET
11/06/2013 09:02
SSH

REL: 0902 HRS Metlifecare Limited

SSH: MET: SSH Notice - (Goldman Sachs Australia Private Equity)

Form 3?
Disclosure of ceasing to have substantial holding
Section 25, Securities Markets Act 1988

Relevant event being disclosed: Disclosure of ceasing to have a substantial
holding
Date of relevant event:  6 June 2013
To the New Zealand Stock Exchange
And Metlifecare Limited (MET)
Date this disclosure made: 11 June 2013
Date last disclosure made: 23 July 2012

Substantial security holders giving disclosure
Names: Goldman Sachs Australia Private Equity (A Units) Pty Ltd as trustee
for the Goldman Sachs Trans-Tasman Private Equity Fund 07 Trust D (GSAPE)
TTPE 07 No. 2 Limited (TTPE)
Special Managed Investment Company No. 90 Limited (SMIC 90)
Goldman Sachs New Zealand Limited (Goldman Sachs NZ)
Contact details: Rebecca Cottrell | +64 9 353 2385 |
[email protected]
Date on which substantial security holders ceased to have a holding: 6 June
2013

Summary of previous substantial holding to which disclosure relates
Class of listed voting securities:  Ordinary shares in MET
Summary for GSAPE
For last disclosure,--
(a) total number held in class:  9,875,601
(b) total in class:     183,677,115
(c) total percentage held in class:   5.377%
For current holding after ceasing to have substantial holding,--
(a) total number held in class:  9,831,906
(b) total in class:     to 207,236,012
(c) total percentage held in class:   4.744%

Summary for TTPE
For last disclosure,--
(a) total number held in class:  9,875,601
(b) total in class:     183,677,115
(c) total percentage held in class:   5.377%
For current holding after ceasing to have substantial holding,--
 (a) total number held in class:  9,831,906
(b) total in class:     to 207,236,012
(c) total percentage held in class:   4.744%

Summary for SMIC 90
For last disclosure,--
(a) total number held in class:  9,875,601
(b) total in class:     183,677,115
(c) total percentage held in class:   5.377%
For current holding after ceasing to have substantial holding,--
(a) total number held in class:  9,831,906
(b) total in class:     to 207,236,012
(c) total percentage held in class:   4.744%

Summary for Goldman Sachs NZ
For last disclosure,--
(a) total number held in class:  9,875,601
(b) total in class:     183,677,115
(c) total percentage held in class:   5.377%
For current holding after ceasing to have substantial holding,--
(a) total number held in class:  9,831,906
(b) total in class:     to 207,236,012
(c) total percentage held in class:   4.744%

Details of transactions and events giving rise to person ceasing to have
substantial holding
Details of the transactions or other events requiring disclosure under the
instructions to this form:
From 27 July 2012 to 18 September 2012, Goldman Sachs NZ sold 43,695 shares
in MET by way of on-market trades on the New Zealand Exchange.
On 6 June 2013, MET issued 22,580,645 fully paid ordinary shares in MET
increasing the total shares on issue to 207,236,012 pursuant to a share
placement undertaken by MET.  As a result of that issue of additional shares,
the aggregate holding of GSAPE, TTPE and SMIC 90 decreased below 5% of the
total ordinary shares on issue of MET on 6 June 2013.

Additional information
Nature of connection between substantial security holders: GSAPE, TTPE, SMIC
90 and others are connected in the manner set out in section 5B(1) of the Act
in relation to the VSL Vendors Undertaking (see substantial security holder
notice filed on 23 July 2012).
Goldman Sachs NZ is a wholly owned subsidiary of Goldman Sachs Australia
International Pty Ltd, which also owns GSAPE, TTPE and SMIC 90.
Address of substantial security holder:
For GSAPE and SMIC 90: Level 48, Governor Phillip Tower, 1 Farrer Place,
Sydney NSW 2000, Australia
For TTPE and Goldman Sachs NZ: Level 38, Vero Centre, 48 Shortland Street,
Auckland 1010
Name of any other person believed to have given, or believed to be required
to give, a disclosure under the Act in relation to the securities to which
this disclosure relates: Not applicable

Declaration
I, Rebecca Cottrell, solicitor, declare that, to the best of my knowledge and
belief, the information contained in this disclosure is correct and that I am
duly authorised to make this disclosure by all persons for whom it is made.
End CA:00237257 For:MET    Type:SSH        Time:2013-06-11 09:02:58