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- Release Date: 18/12/12 19:12
- Summary: SSH: NZE: SSH - Garlow Management Inc.
- Price Sensitive: No
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NZE
18/12/2012 17:12
SSH
REL: 1712 HRS New Zealand Experience Limited
SSH: NZE: SSH - Garlow Management Inc.
Disclosure of ceasing to have substantial holding
Section 25, Securities Markets Act 1988
To NZX Limited
And New Zealand Experience Limited
Date this disclosure made: 18 December 2012
Date last disclosure made: 18 December 2012
Substantial security holder(s) giving disclosure
Names: Garlow Management Inc. (Ontario Corporation Number 723732)
and H Anthony Arrell and Arthur Richard Andrew Scace (as the executors and
trustees of the Estate of George Ryerson Gardiner)
Contact details: Michael Drumm
Mayne Wetherell
(09) 921 6000
[email protected]
Date on which substantial security holder(s) ceased to have substantial
holding: 18 December 2012
Summary of previous substantial holding to which disclosure relates
Class of listed voting securities: Ordinary shares (NZE)
Summary for Garlow Management Inc (Garlow)
For last disclosure:
(a) total number held in class: 27,700,000
(b) total in class: 37,000,000
(c) total percentage held in class: 74.865%
For current holding after ceasing to have substantial holding:
(a) total number held in class: 0
(b) total in class: 0
(c) total percentage held in class: 0%
Details of transactions and events giving rise to person ceasing to have
substantial holding
Details of the transactions or other events requiring disclosure under the
instructions to this form:
On 17 December 2012, Rangatira Limited (Rangatira) made a full takeover offer
to purchase all of the shares of New Zealand Experience Limited (NZE) for
consideration of $0.36 per share, under the Takeovers Code (Offer). A copy
of the Offer document dated 17 December 2012, which sets out the terms and
conditions of the Offer, was disclosed to NZX on 17 December 2012.
On 17 December 2012, Garlow accepted the Offer in respect of all the shares
in NZE that it holds, in accordance with a lock up agreement (Lock-up
Agreement) between Garlow and Rangatira (the terms of which were disclosed to
NZX on 26 November 2012).
On 18 December 2012, Rangatira declared the Offer unconditional. The
consideration payable to Garlow on its acceptance of the Offer was paid by
Rangatira by electronic transfer on 18 December 2012.
Accordingly, Garlow has ceased to have a substantial holding in NZE shares.
Additional information
Nature of connection between substantial security holders: H Anthony Arrell
and Arthur Richard Andrew Scace are the executors and trustees of the Estate
of George Ryerson Gardiner and as such are the direct beneficial owners of
the NZE shares held by Garlow.
Address of substantial security holder(s): Standard Life Centre, 121
King Street Suite 1770 Toronto Ontario M5h 3t9 Canada
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: Rangatira Limited.
Declaration
I, Michael Drumm (as solicitor for the executors and trustees of the Estate
of George Ryerson Gardiner), 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:00231309 For:NZE Type:SSH Time:2012-12-18 17:12:59
