- Release Date: 10/10/13 17:26
- Summary: TAKEOVER: ABA: SSH Notice - (Healthcare Industry Limited)
- Price Sensitive: No
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ABA 10/10/2013 15:26 TAKEOVER REL: 1526 HRS Abano Healthcare Group Limited TAKEOVER: ABA: SSH Notice - (Healthcare Industry Limited) DISCLOSURE OF MOVEMENT OF 1% OR MORE IN SUBSTANTIAL HOLDING OR CHANGE IN NATURE OF RELEVANT INTEREST OR BOTH Sections 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 made: 16 September 2013 Substantial security holder(s) giving disclosure Name(s): 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 Contact details: Stephen Lowe, Solicitor Phone: +64 9 357 9000 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: 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 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. Details of relevant interests in substantial holding after relevant event Details for: Healthcare Industry Limited Nature of relevant interest: Registered holder and beneficial owner of securities, subject to 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 each 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 an agreement between those persons and Healthcare Industry Limited dated 16 September 2013 (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 Nature of relevant interest: Non-beneficial interest under section 5(1)(d) of the Securities Markets Act 1988. The relevant interest results from Healthcare Industry Limited's power to prevent Steamboat Capital Limited from disposing of the shares it holds or controls 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: 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 Healthcare Industry Limited's power to prevent James Livingstone Reeves, Nicola Jane Reeves and Gary Chapman Trustees Limited in their capacity as trustees of the Ballroom Trust from disposing of the shares they jointly 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 Healthcare Industry Limited's power to prevent James Livingstone 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 Details for: Peter Lionel Hutson, Lewis Thomas Grant and Anya Lee Hutson as trustees of the Anya Hutson Trust Nature of relevant interest: Peter Lionel Hutson, Lewis Thomas Grant and Anya Lee Hutson (jointly) hold more than 20% of the shares in Healthcare Industry Limited and are deemed by the Securities Markets Act 1988 to hold any relevant interest that Healthcare Industry Limited holds. For that relevant interest,-- (a) number held in class: 3,771,252 (b) percentage held in class: 18.477% (c) current registered holder(s) of securities: No change (d) registered holder(s) of securities once transfers registered: N/A Details for: Peter Lionel Hutson, Lewis Thomas Grant and Anya Lee Hutson as trustees of the Praxis Trust Nature of relevant interest: Peter Lionel Hutson, Lewis Thomas Grant and Anya Lee Hutson (jointly) hold more than 20% of the shares in Healthcare Industry Limited and are deemed by the Securities Markets Act 1988 to hold any relevant interest that Healthcare Industry Limited holds. For that relevant interest,-- (a) number held in class: 3,771,252 (b) percentage held in class: 18.477% (c) current registered holder(s) of securities: No change (d) registered holder(s) of securities once transfers registered: N/A Details for: Scott Eric Wright, Alison McRae Wright and Kevin David Pitfield as trustees of the Scott and Alison Wright Family Trust Nature of relevant interest: Scott Eric Wright, Alison McRae Wright and Kevin David Pitfield (jointly) hold more than 20% of the shares in Healthcare Industry Limited and are deemed by the Securities Markets Act 1988 to hold any relevant interest that Healthcare Industry Limited holds. For that relevant interest,-- (a) number held in class: 3,771,252 (b) percentage held in class: 18.477% (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/- Staples Rodway Limited, 9th Floor, Tower Centre, 45 Queen Street, Auckland 1010 Name of any other person believed to have given, or believed to be required to give, a disclosure under the Securities Markets Act 1988 in relation to the securities to which this disclosure relates: Archer Capital Pty Limited, Steamboat Capital Limited and/or Field Nominees Limited on behalf of the Reeves Border Trust, James Livingstone Reeves, Nicola Jane Reeves and Gary Chapman Trustees Limited in their capacity as trustees of the Ballroom Trust, and James Livingstone Reeves. Declaration I, Stephen Bruce Lowe, 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. ___________________________________________ Signature Date: End CA:00242222 For:ABA Type:TAKEOVER Time:2013-10-10 15:26:38
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