SPH Notice – Radius Residential Care Limited

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Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To Radius Residential Care Limited (NZX:RAD)
Relevant event being disclosed: Movement of 1% or more in substantial holding
Date of relevant event: 22 September 2021
Date this disclosure made: 22 September 2021
Date last disclosure made: 5 August 2021
Substantial product holder(s) giving disclosure
Full name(s): Radius Residential Care Limited (“Radius Care”)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in Radius Care (“Shares”)
Summary for Radius Care
For this disclosure,—
(a) total number held in class: 19,230,768
(b) total in class: 269,243,089
(c) total percentage held in class: 7.143%
For last disclosure,—
(a) total number held in class: 128,370,310
(b) total in class: 253,418,075
(c) total percentage held in class: 50.656%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
As recorded in the SPH Notice filed by Radius Care on 10 December 2020, Radius Care had
a relevant interest in Shares held by:
• Wave Rider Holdings Limited as trustee of the Wave Rider Trust (“WRHL”)
pursuant to an Escrow Deed between Radius Care, ASB Bank Limited and WRHL
dated 9 December 2020 (attached to WRHL’s SPH Notice filed on 10 December
2020) under which WRHL agreed that it would not sell or otherwise dispose of any
of its Shares where such sale or other disposal would result in WRHL holding less

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than 88,423,995 Shares until the earlier of: (a) the first date on which: (i) Radius
Care’s equity ratio is 40% or more; and (ii) Radius Care’s debt coverage ratio is
less than 1.5x; (b) the date on which the Radius Care group repays all
indebtedness owed by it to the ASB Bank Limited; and (c) 29 July 2023; and

• Knox Fund IV NZD LP and Knox Fund IV AUD LP (the “Knox Funds”) pursuant to
an Escrow Deed between Radius Care, ASB Bank Limited and the Knox Funds dated
9 December 2020 (attached to the SPH Notice filed by Knox Investment Partners
Limited 10 December 2020) under which the Knox Funds agreed that they would
not sell or otherwise dispose of any of their Shares where such sale or other
disposal would result in the Knox Funds holding less than 20,715,547 Shares until
the earlier of: (a) the first date on which: (i) Radius Care’s equity ratio is 40% or
more; and (ii) Radius Care’s debt coverage ratio is less than 1.5x; (b) the date on
which the Radius Care group repays all indebtedness owed by it to the ASB Bank
Limited; and (c) 29 July 2023.

On 22 September 2021 Radius Care confirmed to ASB Bank Limited that Radius Care’s
equity ratio was 40% or more and Radius Care’s debt coverage ratio was less than 1.5x
and therefore the term of each Escrow Deed expired, and Radius Care no longer has a
relevant interest in any Shares held by WRHL or the Knox Funds.

Details after relevant event
Details for Radius Care
Nature of relevant interest(s): Power to control the disposal of Shares pursuant to an:
• Escrow Deed between Radius Care and Neil John Foster as described in and
attached to Radius Care’s substantial product holder notice dated 5 August 2021;
• Escrow Deed between Radius Care and Trevor Maxwell Jones as described in and
attached to Radius Care’s substantial product holder notice dated 5 August 2021;
and
• Escrow Deed between Radius Care and Glenn Raymond Miller as described in and
attached to Radius Care’s substantial product holder notice dated 5 August 2021.
For that relevant interest, —
(a) number held in class: 19,230,768
(b) percentage held in class: 7.143%
(c) current registered holder(s): Neil John Foster (9,615,384 Shares), Trevor Maxwell
Jones (4,807,692 Shares) and Glenn Raymond Miller (4,807,692 Shares).
(d) registered holder(s) once transfers are registered: Not applicable
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable

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(c) parties to the derivative: Not applicable
(d) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Additional information
Address(es) of substantial product holder(s): Level 4, 56 Parnell Road, Auckland 1052
Contact details: Brien Cree, brien@radiuscare.co.nz, 021 955 769
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Wave Rider Holdings Limited, Knox Fund IV NZD
LP, Knox Investment Partners Limited, Timothy Sumner, Bret Jackson
Certification
I, Brien Herbert Cree, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.