Decision number200520051
Application number200520058
Date9 September 2005
Offeror/applicantTower Asset Management Limited
Ultimate applicant beneficial ownershipTower Asset Management Limited as manager of the Tower Property Fund
Beneficial overseas ownership97.37 percent - New Zealand, New Zealand Public
2.63 percent - Australia, Australian Public
- Asset currentN/A
- Asset proposedN/A
- Share current100 percent
- Share proposed2.63 percent
Offeree(s)/seller(s)Australian Public of Australia
Business activitiesProperty & Business Services - Property
Details of land involved

11.0026 hectares of freehold comprising:

  1. 8.7322 hectares situated at 19 Girven Road, Mt Maunganui being CTs SA54589, SA13A/1393, SA13A/1381, SA9D/284, SA13A/1385, SA13A/1387, SA13A/1377, SA13A/1378, SA13A/1379, SA13A/1372, SA12C/1432, SA13A/1383, SA13A/1389, SA31285, and SA31286 (South Auckland Registry); and
  2. 2.2704 hectares situated at Merivale Mall, 189 Papanui Road, Christchurch being CTs CB31B/95, CB547/75, CB20B/455, CB495/74,  CB35B/164, CB35B/165, CB19F/695, and CB530/187 (Canterbury Registry).
Regions involvedBay of Plenty/Coromandel
Canterbury
Total consideration$193,000,001
Consent Sought - 1995 RegsTo acquire up to 100 percent of the stapled securities of and/or having the right to exercise or control the exercise of the voting power of and/or appoint or control the appointment of the board of directors of Centro NZ Shopping Centre Fund Limited.
Rationale

The application has been approved as it met the criteria.

The Overseas Investment Office is satisfied that the Applicant has business experience and acumen relevant to and is demonstrating financial commitment towards the investment.  The Overseas Investment Office is further satisfied that the persons who exercise control over the Applicant are of good character and not the kind of persons referred to in section 7(1) of the Immigration Act 1987.

Tower Property Fund (TPF) is managed by Tower Asset Management Limited (TAM), a subsidiary of Tower Limited.  TPF is a wholesale group investment fund that invests in real property.  As part of a proposed restructuring of TPF, it is proposed that the Bayfair Shopping Centre situated in Mount Maunganui and the Merivale Mall situated in Christchurch will be sold to the Centro NZ Shopping Centre Fund (Centro) (refer A200510075).

Following acquisition of the properties by Centro, TPF will then acquire 100 percent of the stapled securities (being redeemable shares stapled to convertible debt notes) in Centro NZ.  Following the issue of 100 percent of the stapled securities in Centro NZ to TPF, CPT Custodian (part of the Centro group) acting in its capacity of trustee of the Centro Shopping Centre Fund Sub Trust (Centro SCF Sub Trust) will acquire approximately 30 percent of the stapled securities in Centro NZ from TPF (refer A200510081).  Centro SCF Sub Trust is a sub-trust of the Centro Property Trust.  The transaction will result in TPF moving from having direct ownership of the land, to having ownership of shares in a company that owns the land.

The overall proposal resulting in a restructuring of TPF's portfolio is likely to result in increased liquidity and diversification of the TPF portfolio resulting in enhanced domestic services for TPF investors.

ContactTim Matthews
Phillips Fox
PO Box 2791
WELLINGTON