Decision number200520093
Application number200520110
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 currentN/A
- Asset proposedN/A
- 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 involvedNone
Regions involvedVarious
Total consideration$78,800,000
Consent SoughtTo acquire up to 100 percent of the securities of the board of directors of Elrond Group Holdings Limited.
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.

ContactJohn Strowger/Sarah Mitchell
Chapman Tripp
P O Box 2206
AUCKLAND