Ann: SSH: MET: SSH Notice - Infratil Limited and

• Release Date: 25/10/13 11:42
• Summary: SSH: MET: SSH Notice - Infratil Limited and H.R.L Morrison & Co Group
• Price Sensitive: No
• Download Document  3.57KB

					MET
25/10/2013 09:42
SSH

REL: 0942 HRS Metlifecare Limited

SSH: MET: SSH Notice - Infratil Limited and H.R.L Morrison & Co Group

DISCLOSURE OF BEGINNING TO HAVE SUBSTANTIAL HOLDING
Section 22, Securities Markets Act 1988

To: NZX Limited
And: Metlifecare Limited ("MET")
Date this disclosure made:  25 October 2013

Substantial security holder(s) giving disclosure
Name(s): Infratil Limited ("IFT") and H.R.L Morrison & Co Group Limited
("MCO")
Contact details: Jason Boyes; Tel: 04 473 2399; Email:
[email protected]
Date on which substantial security holder(s) began to have substantial
holding:  24 October 2013

Summary of substantial holding to which disclosure relates
Class of listed voting securities: Ordinary Shares
Summary for: IFT
For this disclosure,--
(a) total number held in class: 41,908,343
(b) total in class: 210,594,691
(c) total percentage held in class: 19.90%
Summary for: MCO
For this disclosure,--
(a) total number held in class: 41,908,343
(b) total in class: 210,594,691
(c) total percentage held in class: 19.90%

Details of relevant interests currently in substantial holding
Details for: IFT
Nature of relevant interest(s): Non-beneficial relevant interest pursuant to
section 5(1)(d) of the Securities Markets Act 1988.
For that relevant interest,--
(a) number held in class: 41,908,343
(b) percentage held in class: 19.90%
(c) current registered holder(s) of securities: Retirement Villages New
Zealand Limited
(d) registered holder of securities once transfers registered: IFT
Details for: MCO
Nature of relevant interest(s): Non-beneficial relevant interest pursuant to
section 5(1)(d) of the Securities Markets Act 1988.
For that relevant interest,--
(e) number held in class: 41,908,343
(f) percentage held in class: 19.90%
(g) current registered holder(s) of securities: Retirement Villages New
Zealand Limited
(h) registered holder of securities once transfers registered: IFT

Details of transactions and events giving rise to person beginning to have
substantial holding
IFT has accepted a Sub-Underwriting Offer made by Goldman Sachs New Zealand
Limited ("Goldman Sachs") under which IFT has agreed to acquire 41,908,343
shares in MET currently held by Retirement Villages New Zealand Limited for
NZ$3.53 per share (NZ$147,936,450.79 in aggregate).  The sale and purchase of
the shares will be effected by Goldman Sachs reporting a crossing on the
market through the NZX Main Board on or about 25 November 2013.
A copy of the Sub-Underwriting Offer (which comprises 15 pages) is attached
to this disclosure notice.

MCO (via its wholly-owned subsidiaries) has a non-beneficial relevant
interest in the shares in MET held or controlled by IFT because it manages
IFT's investment in MET pursuant to an investment management agreement.
MCO's relevant interest arises under section 5(1)(d) of the Securities
Markets Act 1988, only from the powers of investment contained in the
investment management agreement.

Additional information
Nature of connection between substantial security holders:  N/A
Address of substantial security holder:  5 Market Lane, Wellington.
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:  Retirement Villages New Zealand Limited and Goldman
Sachs.

Declaration
I, Jason Boyes, 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:00242872 For:MET    Type:SSH        Time:2013-10-25 09:42:38