Metlifecare sues over EQT’s cancelled takeover agreement
Metlifecare says economic changes caused by COVID-19 were not a valid reason for an intended buyer to cancel its takeover.
Retirement care provider Metlifecare has taken legal action against a former intended buyer, which terminated a takeover agreement on the premise of changed economic conditions caused by coronavirus.
The New Zealand-based company has filed a statement of claim to the High Court of New Zealand, after Asia Pacific Village Group cancelled its purchase agreement for Metlifecare at $NZ7 per share.
Asia Pacific Village Group, owned by the EQT Infrastructure IV fund, pulled out of the scheme implementation agreement following pandemic lockdown measures imposed by the New Zealand government in March.
It is understood the group terminated the takeover as a result of deteriorating economic conditions caused by COVID-19.
However, Metlifecare denied changed conditions caused by the shutdown were a valid reason to break the agreement, which was entered into on December 29, 2019.
“In refusing to fulfil their contractual obligations under the scheme implementation agreement, Asia Pacific Village Group has left us with no choice but to take this legal action to protect the rights of Metlifecare and its shareholders,” Metlifecare chairman Kim Ellis said.
In its statement of claim, Metlifecare said Asia Pacific Village Group had no reasonable basis for concluding the lockdown was an extenuating factor that could void the agreement.
“The statement of claim reiterates that regardless of whether the material adverse change (MAC) metrics are triggered, the MAC clause does not apply because this would have been the result of changes in general economic conditions and/or changes in law, which are exclusions under the MAC clause,” the company said.
It also noted Asia Pacific Village Group was given access to information about Metlifecare during the peak of the level four lockdown measures enforced in New Zealand.
The matter is scheduled to be first heard by New Zealand’s High Court on May 28.
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