Decision number200520092
Application number200520096
Date1 December 2005
Offeror/applicantQualcare Holdings Limited
Ultimate applicant beneficial ownership34 percent - Australia, Australian Public
30 percent - New Zealand, Hermitage Holdings Limited as trustee for the Hermitage Trust
11.44 percent - Singapore, Singapore Public
10 percent - New Zealand, McIntosh (Kerry Grant) and Tinkler (Michael) as trustees of the Icarus Trust
5.46 percent - United States of America, United States Public
4.16 percent - Netherlands, Dutch Public
2.86 percent - United Kingdom, United Kingdom Public
2.08 percent - Switzerland, Swiss Public
Beneficial overseas ownership 
- Asset current0 percent
- Asset proposed60 percent
- Share current0 percent
- Share proposed60 percent
Offeree(s)/seller(s)Existing shareholders in Elrond Group Holdings Limited
70 percent - New Zealand, Tomlinson (Greg) and Paull (Graham) as trustees of the Brandywine Trust
30 percent - New Zealand, St Laurence Property & Finance Limited
Business activitiesHealth & Community Services - Community Services
Details of land involved0.5865 hectares of freehold situated at Marina Cove Village, Waikawa Road, Picton being various CTs (Marlborough Registry).
Regions involvedNelson/Marlborough
Various
Total consideration$32,600,000
Consent SoughtTo acquire an estate or interest in land which together with any associated land exceeds 0.4 hectares and adjoins land that exceeds 0.4 hectares that is an esplanade reserve, esplanade strip, recreation reserve, a road or a Maori reservation, that adjoins the sea or a lake.
Rationale

The application has been approved as it met the criteria.

The Overseas Investment Office is satisfied that the individuals with control of the Applicant collectively have business experience and acumen relevant to the overseas investment, and that the Applicant has demonstrated financial commitment towards the overseas investment. The Overseas Investment Office is further satisfied that each individual that exercises control over the Applicant is of good character and is not an individual of the kind referred to in section 7(1) of the Immigration Act 1987.

The proposed investment is part of a management buy-in and buy-out of Elrond Group Holdings Limited (Elrond) and the aged care facilities and retirement villages operated by the Qualcare Vendors. The Applicant proposes to acquire 100 percent of the shares in Elrond and the business operations and assets of the entities known as the Qualcare Vendors.

The proposal will result in the acquisition of 16 aged care facilities (including private hospitals) and retirement villages owned by Elrond and the Qualcare Vendors, and situated in Auckland, Tauranga, Hamilton, Wellington, Picton, Nelson, Blenheim, Rangiora, Christchurch, and Ashburton. The Applicant and Ironbridge Capital (Ironbridge) can provide the financial resources and business acumen necessary to develop the business to its full capacity. The investment will also facilitate the streamlining of the business of Elrond and the Qualcare Vendors into one group. The investment will enable the current New Zealand majority vendor to continue managing and operating the businesses and retain an ownership interest in the Applicant.

The proposal is likely to result in the following benefits:

  1. the creation of new employment opportunities;
  2. the introduction of development capital; and
  3. increased efficiencies to the Elrond and Qualcare businesses through the integration of administrative functions.
ContactJohn Strowger/Sarah Mitchell
Chapman Tripp
P O Box 2206
AUCKLAND