ABA
10/10/2013 15:24
TAKEOVER
REL: 1524 HRS Abano Healthcare Group Limited
TAKEOVER: ABA: SSH Notice - Steamboat Capital Limited
Disclosure of movement of 1% or more in substantial holding or change in
nature of relevant interest or both
Section 23 and 24, Securities Markets Act 1988
Relevant event being disclosed: Movement of 1% or more in the substantial
holding
Date of relevant event: 9 October 2013
To NZX
And Abano Healthcare Group Limited
Date this disclosure made: 10 October 2013
Date last disclosure was made: 16 September 2013
Substantial security holder(s) giving disclosure
Name(s): Steamboat Capital Limited and Field Nominees Limited on behalf of
the Reeves Border Trust
Contact details: Bryce Davey, Solicitor
Phone: +64 9 375 8690
Email: [email protected]
Summary of substantial holding to which disclosure relates
Class of listed voting securities: Ordinary shares in Abano Healthcare Group
Limited (NZX Main Board Code: ABA)
Summary for: Steamboat Capital Limited and Field Nominees Limited on behalf
of the Reeves Border Trust
For this disclosure,--
(a) total number held in class: 3,771,252
(b) total in class: 20,410,760
(c) total percentage held in class: 18.477%
For last disclosure,--
(a) total number held in class: 3,768,730
(b) total in class: 18,855,880
(c) total percentage held in class: 19.987%
Details of transactions and events giving rise to relevant event
Subscription by Healthcare Industry Limited for 2,522 new ordinary shares in
Abano Healthcare Group Limited for $5.95 per share, pursuant to Abano
Healthcare Group Limited's Share Purchase Plan, and related increase in the
total number of ordinary shares on issue. Allotment disclosed 9 October
2013. Pursuant to a Deed relating to shares held in Abano Healthcare Group
Limited dated 16 September 2013 between Healthcare Industry Limited, Archer
Capital Pty Limited, Steamboat Capital Limited, James Livingstone Reeves,
Nicola Jane Reeves and Gary Chapman Trustees Limited in their capacity as
trustees of the Ballroom Trust, and James Livingstone Reeves (the Exclusivity
Deed):
(a) Steamboat Capital Limited, James Reeves, Nicola Reeves and Gary Chapman
Trustees Limited in their capacity as trustees of the Ballroom Trust, and
James Reeves each have the power to prevent Healthcare Industry Limited from
disposing of the shares it holds in Abano Healthcare Group Limited for a
maximum period of 150 days from 16 September 2013;
(b) Healthcare Industry Limited has the power to prevent each of Steamboat
Capital Limited, James Reeves, Nicola Reeves and Gary Chapman Trustees
Limited in their capacity as trustees of the Ballroom Trust, and James Reeves
from disposing of the shares they respectively hold or control in Abano
Healthcare Group Limited for a maximum period of 150 days from 16 September
2013; and
(a) Archer Capital Pty Limited has the power to prevent Healthcare Industry
Limited, Steamboat Capital Limited, James Reeves, Nicola Reeves and Gary
Chapman Trustees Limited in their capacity as trustees of the Ballroom Trust,
and James Reeves from disposing of the shares they respectively hold or
control in Abano Healthcare Group Limited for a maximum period of 150 days
from 16 September 2013.
Details of relevant interests in substantial holding after relevant event
Details for: Steamboat Capital Limited and Field Nominees Limited on behalf
of the Reeves Border Trust
Nature of relevant interest: Registered holder and beneficial owner of
securities, subject to Archer Capital Pty Limited, Healthcare Industries
Limited, James Reeves, Nicola Reeves and Gary Chapman Trustees Limited in
their capacity as trustees of the Ballroom Trust and James Reeves each having
the power to prevent Steamboat Capital Limited from disposing of the shares
in Abano Healthcare Group Limited held by Field Nominees Limited on behalf of
the Reeves Border Trust, which Steamboat Capital Limited controls, for a
maximum period of 150 days from 16 September 2013, pursuant to the
Exclusivity Deed.
For that relevant interest,--
(a) number held in class: 819,174
(b) percentage held in class: 4.013%
(c) current registered holder(s) of securities: No change
(d) registered holder(s) of securities once transfers registered: N/A
Nature of relevant interest: Non-beneficial interest under section 5(1)(d) of
the Securities Markets Act 1988. The relevant interest results from Steamboat
Capital Limited having the power to prevent James Reeves, Nicola Jane Reeves
and Gary Chapman Trustees Limited from disposing of the shares they hold in
Abano Healthcare Group Limited for a maximum period of 150 days from 16
September 2013, pursuant to the Exclusivity Deed.
For that relevant interest,--
(a) number held in class: 120,682
(b) percentage held in class: 0.591%
(c) current registered holder(s) of securities: No change
(d) registered holder(s) of securities once transfers registered: N/A
Nature of relevant interest: Non-beneficial interest under section 5(1)(d) of
the Securities Markets Act 1988. The relevant interest results from Steamboat
Capital Limited having the power to prevent James Reeves from disposing of
the shares he holds in Abano Healthcare Group Limited for a maximum period of
150 days from 16 September 2013, pursuant to the Exclusivity Deed.
For that relevant interest,--
(a) number held in class: 2,509
(b) percentage held in class: 0.012%
(c) current registered holder(s) of securities: No change
(d) registered holder(s) of securities once transfers registered: N/A
Nature of relevant interest: Non-beneficial interest under section 5(1)(d) of
the Securities Markets Act 1988. The relevant interest results from Steamboat
Capital Limited having the power to prevent Healthcare Industry Limited from
disposing of the shares it holds in Abano Healthcare Group Limited for a
maximum period of 150 days from 16 September 2013, pursuant to the
Exclusivity Deed.
For that relevant interest,--
(a) number held in class: 2,828,887
(b) percentage held in class: 13.860%
(c) current registered holder(s) of securities: No change
(d) registered holder(s) of securities once transfers registered: N/A
Additional information
Nature of connection between substantial security holders: As specified above
Address(es) of substantial security holder(s): c/ - Suite 3 Level 1 The
Heards Building, 164 Parnell Road, Parnell, Auckland
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: Archer Capital Pty Limited; Healthcare Industry
Limited; Peter Lionel Hutson, Lewis Thomas Grant and Anya Lee Hutson as
trustees of the Anya Hutson Trust; Peter Lionel Hutson, Lewis Thomas Grant
and Anya Lee Hutson as trustees of the Praxis Trust; Scott Eric Wright,
Alison McRae Wright and Kevin David Pitfield as trustees of the Scott and
Alison Wright Family Trust; James Reeves, Nicola Reeves and Gary Chapman
Trustees Limited in their capacity as trustees of the Ballroom Trust and
James Reeves.
Declaration
I, Bryce Peter Davey, 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:00242219 For:ABA Type:TAKEOVER Time:2013-10-10 15:24:52
