Ann: SSH: MET: SSH - H.R.L Morrison & Co Group Li

• Release Date: 25/11/13 13:48
• Summary: SSH: MET: SSH - H.R.L Morrison & Co Group Limited
• Price Sensitive: No
• Download Document  3.42KB

					MET
25/11/2013 11:48
SSH

REL: 1148 HRS Metlifecare Limited

SSH: MET: SSH - H.R.L Morrison & Co Group 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: Change in nature of relevant interest
Date of relevant event:  25 November 2013
To: NZX Limited
And: Metlifecare Limited ("MET")
Date this disclosure made:  25 November 2013
Date last disclosure made:  25 October 2013

Substantial security holder(s) giving disclosure
Name: H.R.L Morrison & Co Group Limited ("MCO")
Contact details: Jason Boyes; Tel: 04 473 2399; Email:
[email protected]

Summary of substantial holding to which disclosure relates
Class of listed voting securities: Ordinary Shares
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%
For last disclosure,--
(d) total number held in class: 41,908,343
(e) total in class: 210,594,691
(f) total percentage held in class: 19.90%

Details of transactions and events giving rise to relevant event
Under a previous substantial security holder notice Infratil Limited ("IFT")
disclosed that it had accepted a sub-underwriting offer made by Goldman Sachs
New Zealand Limited ("Goldman Sachs") under which IFT agreed to acquire
41,908,343 shares in MET ("Shares") previously held by Retirement Villages
New Zealand Limited for NZ$3.53 per share (NZ$147,936,450.79 in aggregate)
("Sub-Underwriting Offer").
IRV is a wholly-owned subsidiary of IFT and is the nominee of IFT to purchase
the Shares pursuant to the Sub-Underwriting Offer.  The sale and purchase of
the Shares was effected by Goldman Sachs reporting a crossing on the market
through the NZX Main Board today.
A copy of the Sub-Underwriting Offer (which comprises 15 pages) was attached
to the previous disclosure made by IFT and MCO on 25 October 2013.
MCO (via its wholly-owned subsidiaries) has a non-beneficial relevant
interest in the Shares 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.

Details of relevant interests in substantial holding after relevant event
Details for: MCO
Nature of relevant interest: 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:  IRV

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 IRV.

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:00244239 For:MET    Type:SSH        Time:2013-11-25 11:48:07