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SPH Notice - Cooper Investors Pty Limited

Substantial Holder Notice1 November 2024RYMHealthcare

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Disclosure of beginning to have substantial holding

Section 276, Financial Markets Conduct Act 2013

To NZX Limited

and

To Ryman Healthcare Limited

Date this disclosure made: 1 November 2024

Date on which substantial holding began: 31 October 2024

Substantial product holder(s) giving disclosure

Full name(s): Cooper Investors Pty Limited (ABN 26 100 409 890) of level 12, 8 Exhibition

St, Melbourne, 3000, Victoria, Australia,

Contact details:

Jacqueline Verhaeg, Head of Compliance, (+61) 03 9660 2632 or

jverhaeg@cooperinvestors.com

Summary of substantial holding

Class of quoted voting products: Ordinary share

Summary for: Cooper Investors Pty Limited

For this disclosure,—

(a) total number held in class: 34,896,071

(b) total in class: 687,641,738

(c) total percentage held in class: 5.0747%

Details of relevant interests

Details for Cooper Investors Pty Limited

Nature of relevant interest(s): Holder of Relevant interest in the capacity as investment

manager

For that relevant interest,—

(a) number held in class: See Annexure B

(b) percentage held in class: See Annexure B

(c) current registered holder(s): See Annexure B

(d) registered holder(s) once transfers are registered: See Annexure B

For a derivative relevant interest, also—

(a) type of derivative: N/A



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(b) details of derivative: N/A

(c) parties to the derivative: N/A

(d) if the substantial product holder is not a party to the derivative, the nature of the

relevant interest in the derivative:

Details of transactions and events giving rise to substantial holding

Details of the transactions or other events requiring disclosure: See Annexure A

Additional information

Address(es) of substantial product holder(s): N/A

Contact details: N/A

*Nature of connection between substantial product holders: N/A

*Omit if disclosure is made for only 1 substantial product holder.

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: N/A

*Disclosure has effect for purposes of directors’ and senior managers’ disclosure

N/A is also a N/A of N/A. This disclosure also constitutes disclosure for the purposes of the

directors’ and senior managers’ disclosure obligations.

*Omit if inapplicable (see section 302 of the Financial Markets Conduct Act 2013).

Certification

I, Jacqueline Verhaeg, Head of Compliance of Cooper Investors Pty Limited, 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.



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Instructions

General directions on how to use this form

To use this form,—

• replace the text in [square brackets] with the relevant information or with “not applicable”; and

• type the information required (it must not be handwritten); and

• remove italicised instructions; and

• attach the relevant agreement documents required by regulation 139 (if any).

You need not set out the disclosure in the same format as this form, but the format you use must—

• use a font and font size that are easily readable; and

• include the same headings and words that are in this form (other than the italicised instructions);

and

• present the information in the same order as in this form; and

• not be misleading in any way.

If you have a substantial holding in more than 1 class of quoted voting products, you must make a separate

disclosure for each substantial holding.

If you have a substantial holding in 1 class of quoted voting products of a listed issuer and other relevant

interests in less than 5% of another class, you do not need to disclose the non-substantial holding.

Disclosure to the licensed market operator using this form must be sent (if reasonably possible) by email in

the electronic format required by the operator for dissemination, or otherwise by email in another electronic

format, by another electronic method consented to by the operator, or (if none of these is reasonably

possible) by delivery.

Disclosure to the listed issuer using this form must be sent by email or another electronic method consented

to by the issuer or by delivery.

Specific instructions on disclosure required by form

The date on which substantial holding began is the date of the relevant event for disclosure in this

form, and it may be relevant to subsequent disclosures for this substantial holding.

Substantial product holder(s) giving disclosure

You may give 1 disclosure for 2 or more substantial product holders if—

• they have a similar or related substantial holding in the same listed issuer; and

• they are disclosing the same type of event disclosure; and

• they are associates under section 12(1) of the Financial Markets Conduct Act 2013 or connected in

the ways set out in section 237(a) to (e) of that Act (and this association or connection is set out in

this form under the heading “Additional information”); and

• it is clear which information relates to which substantial product holder(s) in the disclosure, and the

disclosure is not confusing in any other way as a consequence.



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Summary of substantial holding

Under this heading, state the name(s) of the substantial product holder(s) to which the summary relates.

Separate summaries should be given (repeated within this form or attached to this form) for each

substantial product holder for whom the information differs.

The total number held in class is the total number of quoted voting products, in the class, in which the

named substantial product holder has a relevant interest at the time that that person began to have the

substantial holding.

If the person has a relevant interest in a derivative where the underlying is a quoted voting product of a

listed issuer, the person is treated as having a relevant interest in a number of those products that is

calculated under regulation 132 (and, accordingly, the total number held in class must include this

number of products).

The total in class is the total number of quoted voting products in the class that was most recently

published in a document published by the listed issuer and distributed to holders of that class or on the

licensed market operator’s Internet site (see section 283 of the Financial Markets Conduct Act 2013), unless

you know that number is not correct.

The total percentage held in class is the total number held in class (including any derivative relevant

interests) divided by the total in class multiplied by 100 (rounded to 3 decimal places).

Details of relevant interests

Under this heading, state the name(s) of the substantial product holder(s) to which the details relate.

Separate details should be given (repeated within this form or attached to this form) for each substantial

product holder for whom the information differs.

The disclosure for nature of relevant interest(s) requires you to describe, as at the date on which the

person began to have the substantial holding, the nature of each relevant interest in the substantial holding,

and to—

• state that the relevant interest is “qualified” or “conditional” if there is any qualification on the

substantial product holder’s relevant interest power to exercise, or control the exercise of, a right to

vote, acquire, or dispose of any of the financial products in the substantial holding; and

• include the details of any trust, arrangement, agreement, or understanding under which, or by

virtue of which, the relevant interest or that qualification arises (relevant agreement); and

• if there is a relevant agreement for a relevant interest or qualification, attach to the disclosure the

relevant agreement (if in writing) or (if the relevant agreement is not in writing) a document setting

out its material terms (a relevant agreement document) unless—

• the exemption for ownership relevant interests under regulation 141 applies; or

• the investment management contract exemption under regulation 142 applies; or

• the Financial Markets Authority has granted an exemption from regulation 139.

If you have more than 1 relevant interest in the substantial holding, you must provide the details for each

type of relevant interest (by separately repeating it within the form, or attaching it to the form, for each

relevant interest for which the information differs) and clearly indicate to which relevant interest the

information relates.

The number held in class is the number of quoted voting products, in the class, in which the named

substantial product holder has the described relevant interest.

If the person has a relevant interest in a derivative where the underlying is a quoted voting product of a

listed issuer, the person is treated as having a relevant interest in a number of those products that is

calculated under regulation 132 (and, accordingly, the number held in class must include this number of

products).



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The percentage held in class is the number held in class divided by the total in class multiplied by 100

(rounded to 3 decimal places).

The current registered holder is the person who is the current registered holder of the financial products

to which the relevant interest relates. If this person is not known, state “unknown”. If there are different

registered holders for different parcels of financial products, clearly indicate which registered holder relates

to which financial products.

The registered holder once transfers are registered is the person who will be the registered holder

once all transfers (if any) disclosed in the form are registered. If this person is not known, state

“unknown”. If there are different registered holders for different parcels of financial products, clearly

indicate which registered holder relates to which financial products.

If the substantial product holder has a relevant interest in a derivative where the underlying is a quoted

voting product of a listed issuer, the details of derivative requires the following details to be given:

• the notional value of the derivative (if any) (which is the face value or the notional amount in

respect of the derivative as at the date on which the relevant agreement is entered into) or the

notional number of underlying financial products (if any):

• a statement as to whether the derivative is cash-settled or physically settled:

• the maturity date of the derivative (if any):

• the expiry date of the derivative (if any):

• any prices specified in the terms of the derivative (if any) (eg, the strike price of an option or the

price at which a contract for difference was acquired):

• any other details needed to understand how the amount of the consideration payable under the

derivative or the value of the derivative is affected by the value of the underlying quoted voting

products.

Example

ABC Limited enters into a pre-bid agreement with Y Limited to acquire 10% of the shares of a listed issuer. ABC

Limited already holds 4% of those shares. So the disclosure might state—

Details for ABC Limited

Nature of relevant interest: power to acquire financial products under pre-bid agreement with Y Limited dated

1 March 2014 (attached as document A, 30 pages).

For that relevant interest,—

(a) number held in class: 1 000 000

(b) percentage held in class: 10%

(c) current registered holder of financial products: Y Limited

(d) registered holder of financial products once transfer is registered: ABC Limited

Nature of relevant interest: beneficial owner of financial products.

No relevant agreement document needs to be attached under regulation 139.

For that relevant interest,—

(a) number held in class: 400 000

(b) percentage held in class: 4%

(c) current registered holder of financial products: ABC Limited

(d) registered holder of financial products once transfer is registered: not applicable

If ABC Limited is a wholly owned subsidiary of X Limited, the disclosure might also include—

Details for X Limited

Nature of relevant interest: deemed relevant interest arising from shareholding in ABC Limited.

No relevant agreement document needs to be attached under regulation 139.



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For that relevant interest,—

(a) number held in class: 1 400 000

(b) percentage held in class: 14%

(c) current registered holder of financial products: Y Limited as to 1 000 000, ABC Limited as to 400 000

(d) registered holder of financial products once transfer is registered: ABC Limited as to 1 400 000.

Details of transactions and events giving rise to substantial holding

Disclosure is required for the transactions or events under which each relevant interest in the substantial

holding was acquired—

• in the 4 months before the date on which the person began to have the substantial holding; or

• if the listed issuer listed less than 4 months before that date, in the period between listing and that

date.

For each of those transactions or events, or for on-market trades that may be aggregated under these

instructions, insert the following details as a narrative or list, clearly indicating which relevant interest or

interests were affected and (if disclosure is given for more than 1 substantial product holder) who was the

substantial product holder:

• the date of the transaction or event (or the date of the beginning and end of the period of

aggregated on-market trades):

• the nature of the transaction or event. This is the means by which the relevant interest was

acquired (for example, “exercise of options”, “entry into pre-bid agreement”):

• the name of any other party or parties to the transaction or event (if known and if not an on-market

trade):

• the consideration, expressed in New Zealand dollars, paid for the acquisition of the relevant interest

(or the total consideration paid for aggregated on-market trades). If the consideration was not in

cash, and cannot readily be converted into a cash value, describe that consideration:

• the number of financial products to which the transaction or event related (or the total number of

financial products to which the aggregated on-market trades related).

On-market trades may be aggregated for the purposes of this disclosure (but acquisitions and dispositions

must be separately aggregated).

An on-market trade is an acquisition or a disposition of a quoted voting product that is traded on, or

reported through, the trading system operated by the licensed market operator or a financial product

market in a jurisdiction set out in Schedule 15.

Additional information

The disclosure relating to the nature of connection between substantial product holders is the

justification for giving the disclosure for more than 1 holder (if 1 disclosure is made for 2 or more holders).

Certification

Under section 512 of the Financial Markets Conduct Act 2013, it is an offence if a person makes, or

authorises the making of, a materially false or misleading statement in this form knowing it to be false or

misleading.

ANNEXURE A
Trade Date

TickerSecurityQuantityAmountCurr

12-Jul-2024RYMRYMAN HEALTHCARE LTD NPV250,905.000

$ 1,030,307.93

NZD

15-Jul-2024RYMRYMAN HEALTHCARE LTD NPV731,357.000

$ 2,965,652.64

NZD

16-Jul-2024RYMRYMAN HEALTHCARE LTD NPV356,552.000

$ 1,461,845.37

NZD

17-Jul-2024RYMRYMAN HEALTHCARE LTD NPV80,000.000

$ 340,256.00

NZD

25-Jul-2024RYMRYMAN HEALTHCARE LTD NPV993,889.000

$ 4,433,970.74

NZD

26-Jul-2024RYMRYMAN HEALTHCARE LTD NPV317,354.000

$ 1,423,618.31

NZD

05-Aug-2024RYMRYMAN HEALTHCARE LTD NPV4,470,432.000

$ 20,113,144.13

NZD

06-Aug-2024RYMRYMAN HEALTHCARE LTD NPV1,146,800.000

$ 5,067,594.52

NZD

07-Aug-2024RYMRYMAN HEALTHCARE LTD NPV2,412,929.000

$ 10,871,499.87

NZD

08-Aug-2024RYMRYMAN HEALTHCARE LTD NPV1,418,154.000

$ 6,448,062.61

NZD

09-Aug-2024RYMRYMAN HEALTHCARE LTD NPV150,000.000

$ 687,750.00

NZD

12-Aug-2024RYMRYMAN HEALTHCARE LTD NPV185,000.000

$ 857,678.50

NZD

19-Aug-2024RYMRYMAN HEALTHCARE LTD NPV1,000,000.000

$ 4,900,000.00

NZD

20-Aug-2024RYMRYMAN HEALTHCARE LTD NPV1,000,000.000

$ 4,900,000.00

NZD

23-Aug-2024RYMRYMAN HEALTHCARE LTD NPV576,296.000

$ 2,852,665.20

NZD

27-Aug-2024RYMRYMAN HEALTHCARE LTD NPV689,991.000

$ 3,414,489.46

NZD

28-Aug-2024RYMRYMAN HEALTHCARE LTD NPV66,243.000

$ 323,121.70

NZD

29-Aug-2024RYMRYMAN HEALTHCARE LTD NPV919,787.000

$ 4,455,563.20

NZD

30-Aug-2024RYMRYMAN HEALTHCARE LTD NPV1,710,459.000

$ 8,295,726.15

NZD

02-Sep-2024RYMRYMAN HEALTHCARE LTD NPV969,541.000

$ 4,782,842.71

NZD

03-Sep-2024RYMRYMAN HEALTHCARE LTD NPV457,665.000

$ 2,237,494.26

NZD

17-Sep-2024RYMRYMAN HEALTHCARE LTD NPV-45,587.000

$ (209,700.20)

NZD

18-Sep-2024RYMRYMAN HEALTHCARE LTD NPV-11,148.000

$ (49,608.60)

NZD

23-Sep-2024RYMRYMAN HEALTHCARE LTD NPV82,670.000

$ 350,884.55

NZD

24-Sep-2024RYMRYMAN HEALTHCARE LTD NPV2,447,560.000

$ 10,354,761.56

NZD

25-Sep-2024RYMRYMAN HEALTHCARE LTD NPV131,545.000

$ 558,592.69

NZD

26-Sep-2024RYMRYMAN HEALTHCARE LTD NPV16,500.000

$ 70,125.00

NZD

30-Sep-2024RYMRYMAN HEALTHCARE LTD NPV0.000

$ -

NZD

02-Oct-2024RYMRYMAN HEALTHCARE LTD NPV156,503.000

$ 682,885.19

NZD

03-Oct-2024RYMRYMAN HEALTHCARE LTD NPV197,119.000

$ 865,115.87

NZD

04-Oct-2024RYMRYMAN HEALTHCARE LTD NPV536,844.000

$ 2,362,972.55

NZD

07-Oct-2024RYMRYMAN HEALTHCARE LTD NPV41,495.000

$ 182,578.00

NZD

18-Oct-2024RYMRYMAN HEALTHCARE LTD NPV47,474.000

$ 232,622.60

NZD

21-Oct-2024RYMRYMAN HEALTHCARE LTD NPV57,081.000

$ 277,801.81

NZD

22-Oct-2024RYMRYMAN HEALTHCARE LTD NPV109,056.000

$ 527,013.12

NZD

23-Oct-2024RYMRYMAN HEALTHCARE LTD NPV388,866.000

$ 1,886,700.06

NZD

24-Oct-2024RYMRYMAN HEALTHCARE LTD NPV3,312,318.000

$ 16,218,102.62

NZD

25-Oct-2024RYMRYMAN HEALTHCARE LTD NPV640,462.000

$ 3,199,556.01

NZD

29-Oct-2024RYMRYMAN HEALTHCARE LTD NPV263,503.000

$ 1,317,356.90

NZD

30-Oct-2024RYMRYMAN HEALTHCARE LTD NPV280,465.000

$ 1,401,979.09

NZD

31-Oct-2024RYMRYMAN HEALTHCARE LTD NPV290,036.000

$ 1,448,990.85

NZD

ANNEXURE B
Holder of Relevant InterestRegistered Holder of SecuritiesPersons entitled to be registered as holderNature of Relevant InterestNumber of Securities

Persons Votes

Cooper Investors Pty LtdNational Nominees LtdNational Nominees Ltd

Investment Manager1,671,076

1,671,076

Cooper Investors Pty LtdJP Morgan Nominees Australia Pty Ltd

JP Morgan Nominees Australia Pty LtdInvestment Manager4,278,853 4,278,853

Cooper Investors Pty LtdState Street Australia LimitedState Street Australia LimitedInvestment Manager14,506,961

14,506,961

Cooper Investors Pty LtdNorthern TrustNorthern TrustInvestment Manager209,397 209,397

Cooper Investors Pty LtdCiti Group Citi Group

Investment Manager12,558,191

12,558,191

Cooper Investors Pty LtdBNP ParibasBNP ParibasInvestment Manager1,671,593 1,671,593

Total holdings34,896,071 34,896,071

Total Shares Outstanding687,641,738

Percentage holding5.0747%

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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