AUCKLAND: Stonepeak, a leading alternative investment firm specializing in infrastructure and real assets, has entered into a definitive agreement to acquire all outstanding common shares of Arvida Group Limited (NZX: ARV), one of New Zealand’s largest retirement and aged care providers, for US$1.03 (NZ$1.70) per share in an all-cash transaction valued at approximately US$1.25 billion (NZ$2 billion) including the assumption of debt.

The purchase price represents a premium of 65% to Arvida’s closing share price on the New Zealand NZX Main Board stock exchange (“NZX”) on July 19, 2024, the last trading day prior to the announcement of the transaction.

Arvida is a leading New Zealand-based retirement village operator that offers a range of living options to meet the needs of aged individuals including independent living and hospital-level care. Demand for high-quality retirement living in New Zealand has demonstrated strong resiliency through cycles and attractive growth in recent years.

The Company has grown rapidly since its formation in 2014 and is now the fourth largest operator of retirement villages in the country with 35 villages throughout New Zealand. Arvida has the ability to develop upwards of 2,100 additional residences.

Anthony Beverley, Chair of the Board at Arvida, said, “As a private entity under Stonepeak’s ownership, Arvida would be able to further strengthen the execution of the Company’s multi-faceted strategy: to sustain and enhance Arvida’s core business; to develop quality communities; to acquire complementary properties; and to deliver quality services to aging communities.

We believe Stonepeak has a sound understanding of Arvida and the New Zealand retirement village market, and Stonepeak’s strategy is aligned with Arvida’s values and vision. Stonepeak intends to bring significant capital and operational expertise to support Arvida’s senior management team and business plan.”

Darren Keogh, Senior Managing Director at Stonepeak, said, “The quality of care and range of services Arvida provides through its retirement villages are increasingly essential as New Zealand’s aging population continues to grow in the coming years. Arvida has earned a top reputation amongst peers in the region, and we believe – with its established portfolio, attractive development pipeline, and long-term demand tailwinds – that Arvida represents a compelling investment opportunity for our Asia infrastructure strategy.”

The transaction has been unanimously recommended by the Arvida Board of Directors and is expected to close in the fourth quarter of 2024 or the first quarter of 2025, subject to approval by Arvida stockholders, and following satisfaction of customary conditions precedent and regulatory approvals.

Subject to and upon completion of the transaction, Arvida’s common stock will no longer be listed on the NZX.

Goldman Sachs is acting as Stonepeak’s financial advisor, and Bell Gully is serving as Stonepeak’s legal counsel. Forsyth Barr Group Limited and Cameron Partners Limited are acting as Arvida’s financial advisors, and Chapman Tripp is serving as Arvida’s legal counsel.