OIO Consent Received, Update on Special Meeting

OIO Consent Received

Abano Healthcare Group Limited (NZX: ABA) has been advised by Adams NZ Bidco Limited that the New Zealand Overseas Investment Office has granted consent to Bidco acquiring all of the Abano shares under the Scheme. Except as set out below, all regulatory approvals for the Scheme have now been met and the Scheme is progressing as expected.

The key outstanding requirements for the Scheme are shareholder approval and final Court approval.[1] The Abano Board unanimously recommends shareholders vote in favour of the Scheme in the absence of a superior proposal.

Update on Special Meeting

A special meeting of shareholders will be held on 20 March 2020 at Eden Park in Auckland (commencing at 10.00am), where shareholders will be asked to consider and, if thought fit, approve the Scheme.

Given the unusual circumstances around COVID-19, Abano is taking precautionary measures for the meeting including:

  • Every attendee at the meeting will be required to provide their contact details
  • There will be access to hand sanitiser both outside and inside the meeting room
  • There will be no refreshments served before or after the special meeting in order to limit social contact amongst a large group of people.

Importantly people are asked NOT to attend the meeting if:

  •  They have returned from travel in the 14 days prior to midnight on Sunday 15 March 2020 from Mainland China, Iran, Republic of Korea or Italy, irrespective of whether they are experiencing symptoms or not; or
  • They have returned from travel to any overseas countries since midnight on Sunday 15 March 2020, except for Category 2 countries as listed on the Ministry of Health website; or
  • They have a fever or signs of respiratory illness (cough, shortness of breath etc).

The Abano Board requests that shareholders who fall within these categories, or who are unwell, or who wish to avoid large gatherings, vote by proxy before the meeting.

Proxy votes close at 10.00am on Wednesday 18 March 2020.   Information on how to lodge a proxy vote is set out in the Scheme Booklet.

Key Dates

  • Proxy voting closes: 10.00am on 18 March 2020
  • Scheme Meeting: 10.00am on 20 March 2020

If the Scheme is approved by shareholders and all outstanding requirements are satisfied:

  • Last day of trading in Abano shares: 7 April 2020
  • Scheme Record Date for determining entitlements to Scheme price: 5.00pm on 9 April 2020
  • Implementation Date and Payment to shareholders: Between 16 April and 22 April 2020


[1] The Scheme also remains conditional on no ‘Prescribed Occurrences’, no ‘Material Adverse Change’ and no adverse regulatory intervention. These conditions are described in the Scheme Booklet.

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