Ann: SSH: MET: SSH (Metlifecare Limited)

• Release Date: 25/11/13 10:34
• Summary: SSH: MET: SSH (Metlifecare Limited)
• Price Sensitive: No
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					MET
25/11/2013 08:34
SSH

REL: 0834 HRS Metlifecare Limited

SSH: MET: SSH (Metlifecare Limited)

DISCLOSURE OF CEASING TO HAVE SUBSTANTIAL HOLDING
Section 25, Securities Markets Act 1988 (the Act)

To: NZX Limited
And: Metlifecare Limited

Date this disclosure made:  25 November 2013

Date last disclosure made: 23 July 2012

Substantial security holder(s) giving disclosure

Name(s):  Metlifecare Limited

Contact details:   Andrew Peskett, General Counsel
[email protected]
(09) 539 8000

Date on which substantial security holder(s) ceased to have substantial
holding: 24 November 2013
Summary of previous substantial holding to which disclosure relates
Class of listed voting securities:  Ordinary shares (MET)

Summary for Metlifecare Limited
For last disclosure,--
(a) total number held in class: 89,224,949
(b) total in class: 183,677,115
(c) total percentage held in class: 48.577%

For current holding after ceasing to have substantial holding,--
(a) total number held in class:  0
(b) total in class:  210,594,691
(c) total percentage held in class: 0%

Details of transactions and events giving rise to person ceasing to have
substantial holding

On 20 May 2012 Retirement Villages New Zealand Limited (RVNZ) agreed that it,
and all of its nominees and related companies would not sell, transfer or
otherwise dispose of any shares in Metlifecare Limited (MET) (including MET
shares to be issued to RVNZ under the merger of MET with Vision Senior Living
Limited (VSL) and Private Life Care Holdings Limited) at any time until 24
November 2013 (the date that is 16 months after settlement of the merger).
On 20 May 2012 the vendors of VSL (Arrow International Group Limited and
Goldman Sachs Australia Private Equity (A Units) Pty Ltd as trustee for the
Goldman Sachs Trans-Tasman Private Equity Fund 07 Trust D, TTPE 07 No.2
Limited and Special Managed Investment Company No.90 Limited) (the VSL
Vendors) agreed that they would not sell, transfer or otherwise dispose of
any shares in MET until 24 November 2013 (the date that is 16 months after
settlement of the merger).
The restricted period under the above agreements ended on 24 November 2013
and accordingly, as of 24 November 2013, the shares held by RVNZ and the VSL
Vendors are no longer subject to the undertakings and MET no longer has a
relevant interest in such shares.
Additional information
Nature of connection between substantial security holders:  N/A
Address(es) of substantial security holder(s):
Level 2
Metlifecare House
302 Great South Road
Auckland 1051
New Zealand
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, RVNZ
Investments Limited, FKP Limited, Macquarie Capital International Holdings
Pty Limited, Macquarie Group Limited, Arrow International Group Limited,
Goldman Sachs Australia Private Equity (A Units) Pty Ltd as trustee for the
Goldman Sachs Trans-Tasman Private Equity Fund 07 Trust D, TTPE 07 No. 2
Limited, Special Managed Investment Company No. 90 Limited, and Goldman Sachs
New Zealand Limited.
Declaration
I, Andrew Peskett, General Counsel, Metlifecare, 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:00244225 For:MET    Type:SSH        Time:2013-11-25 08:34:01