New Zealand Mergers and Acquisitions Trends and insights March 2016 Heading 1

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National Law Firm of the Year for 2016 IFLR Asia Awards Contents

2016 – New Zealand M&A at a glance...... 1 2015 was big ...... 2 Another big year ahead?...... 3 Private equity – welcome back Australia ...... 4 China and Asia – still big players...... 5 The public sphere – opportunities and near opportunities...... 6 Schemes – is the market changing its mind?...... 7 Overseas investment regime – slow timeframes and other issues...... 8 Acquisition finance – banks are keen to lend...... 10 W&I insurance – big claims lead to changes ...... 11 Tax – BEPS is coming ...... 12 Chapman Tripp’s M&A team...... 13

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4 | NEW ZEALAND MERGERS AND ACQUISITIONS This publication explores likely trends and issues in the New Zealand 2016 – New Zealand M&A at a glance M&A market this year.

We expect the New Zealand Expected trends in 2016 market to show another strong • Strong activity in the aged care, telecoms, • Prospective local authority asset sales, with performance in 2016, primary products and energy sectors. a focus on Christchurch City Council. following a record 2015 • Strong private equity interest, bolstered • Overseas Investment Office (OIO) for global M&A. by newly raised and hungry Australian and decision timeframes to remain an issue, New Zealand funds. but improving incrementally.

• China still in buy mode, particularly in primary • Premium increases for warranty and indemnity products and tourism. insurance and heightened underwriter scrutiny, following major claims in Australia. • General offshore interest in New Zealand assets, particularly out of the US, driven by a • Upcoming Base Erosion and Profit Shifting weakening Kiwi dollar. (BEPS) global tax changes will begin to impact valuation and transaction structuring. • Banks keen to fund acquisitions, but pricing is now expected to be on an upward curve.

• A developing taste for schemes of arrangement as an alternative to offers under the Takeovers Code.

HOME TRENDS AND INSIGHTS – MARCH 2016 | 1 2015 was big

2015 was a mammoth year for global M&A, breaking 2007 records with global deal volumes above US$5 trillion.

Record year globally, big year locally 2015 New Zealand highlights Top 50 New Zealand deals Global activity was led by major transactions in Strong activity in the energy sector the US and Asia, and supported by plentiful debt By sector Domestic vs cross-border • Vector’s $952.5 million sale of its gas financing and strong corporate activity. transmission pipeline business to First State Investment funds New Zealand M&A was energetic with an uptick in overall volume compared to 2014, • ’s $785 million purchase of at over $8 billion, despite a decline in large Chevron’s New Zealand Caltex retail business (circa $1 billion) deals. Continued Asian interest in primary products Deal statistics show that the year was, with a • Shanghai Maling’s $261 million purchase of a few notable exceptions, dominated by private controlling interest in Silver Fern Farms Consumer Domestic transactions with cross-border elements. High technology Cross-border • Sumitomo Forestry’s $370 million purchase General manufacturing and services of forests near Nelson Industrials/materials Public vs private Energy The return of Australian private equity funds Financial services Agriculture • Pacific Equity Partners’ acquisition Transportation of Academic Colleges Group Construction Healthcare • Archer Capital’s acquisition of Telecommunications New Zealand Pharmaceuticals Real estate

• Pacific Equity Partners’ acquisition of Manuka Health New Zealand Public Private Source: Mergermarket

2 | NEW ZEALAND MERGERS AND ACQUISITIONS Another big year ahead?

With a busy start to the year, 2016 looks set to continue 2015’s theme of strong M&A volumes. Far from the usual summer doldrums, the M&A year opened strongly.

We expect corporate activity will continue to be Deals to date Contested deal dynamics in 2016 driven by: • NZX-listed Diligent and Nuplex are both • Offshore bidders more competitive on price • cheap and available debt the subject of billion dollar offers from due to access to lower-cost capital, exchange US-controlled bidders rate advantages and, in some cases, lower • the desire to secure and strengthen competitive yield expectations positions in existing markets • Global investment giant Blackstone, through its Tactical Opportunities unit, announced the • OIO a significant leveller in favour of domestic • expansion into new markets and business lines purchase of Lendlease’s New Zealand retirement bidders, with OIO timeframes and uncertainty village portfolio a growing issue for vendors • slow organic growth. • announced the $315 million • New Zealand bidders, wary of offshore acquisition of privately-held road construction competition, increasingly expected to pursue and maintenance business Higgins proprietary deals

• TrustPower has announced a planned spin-off of its wind and solar assets, suggesting continued activity in the energy sector

• Speculation is growing that the telecoms sector could see one or more major deals in the next 12 months

SECTORS TO WATCH + AGED CARE MEDIA, TELECOMS ENERGY PRIMARY PRODUCTS HEALTHCARE EDUCATION AND IT (NOT JUST DAIRY)

HOME TRENDS AND INSIGHTS – MARCH 2016 | 3 Private equity – welcome back Australia

2015 was a busy year for Australian buy-side private equity activity in New Zealand. We expect the same in 2016.

According to AVCAL, Australian private equity For New Zealand private equity, we expect a 2015 AUSTRALIAN PE DEALS IN NEW ZEALAND fundraising almost trebled in 2015 to A$2.7 billion, continued focus on mid-market deals, with with nine funds successfully recording interim or an occasional foray into larger transactions in • Pacific Equity Partners’ acquisition of Academic final closings, including Pacific Equity Partners partnership with other investors, such as Iwi, the Colleges Group Fund V and Crescent Capital Partners Fund V. The New Zealand Superannuation Fund or ACC. This mandates for many of these funds include will see greater competition between New Zealand • Archer Capital’s acquisition of New Zealand New Zealand, which in the main has been a private equity funds and their Australian peers, Pharmaceuticals happy hunting ground for Australian private equity. potentially to the benefit of New Zealand vendors. • Pacific Equity Partners’ acquisition of Manuka Health New Zealand There is also a generational shift underway at some Much as in Australia, several New Zealand private prominent Australian firms, with a new generation equity firms are understood to be undertaking or • Allegro Private Equity’s acquisition of of leadership showing a willingness to engage in contemplating new fund raisings, with generational Carpet Court smaller mid-market transactions – perhaps taking transition again a feature. the opportunity to roll-up similar businesses.

Freshly raised Pacific Equity Crescent Capital Next Capital Mercury Allegro Private Australian Partners Fund V Partners Fund V Fund III Capital Fund 2 Equity Fund II private equity A$2.1 billion A$565 million A$300 million A$300 million A$180 million A$funds

4 | NEW ZEALAND MERGERS AND ACQUISITIONS China and Asia – still big players

2015 was another busy year for Chinese investment in New Zealand and we are seeing continued Chinese demand in the agriculture, forestry, tourism, property and banking sectors.

Chinese investment might be tempered by global Outside the China story, Japanese investors continue Chinese FDI in New Zealand by economic uncertainty, but we have seen no evidence to show interest in New Zealand, particularly in the of that to date. forestry and paper sector. According to Statistics sector – ultimate investor basis New Zealand, as at 31 March 2015, Japan’s total On the contrary, the imposition of tighter capital investment in New Zealand was $11.6 billion, controls, a possibility currently being floated by making it our fourth-largest inward investor. Primary industry some analysts, may push Chinese investors to and food increase the pace of outbound investment. It is Following the acquisition of Carter Holt Harvey’s Forestry notable that Beijing continues to back its “going-out” pulp, paper and packaging business by Oji Paper Total Manufacturing $6.6bn strategy (promoting outward foreign investment), and a Japanese investment fund in 2014, listed Financial services the “one belt, one road” policy (a developmental Japanese company Sumitomo Forestry has Infrastructure/ and geopolitical initiative focused in Eurasia) and the contracted to buy a significant forest estate near utilities continued internationalisation of the RMB. Nelson for $370 million. The purchase will secure Hotel/commercial supply for Sumitomo’s Nelson Pine Industries plant, Through our in-house China Desk and our contacts a significant employer in the Nelson region. in and frequent visits to China, Chapman Tripp has Oji Paper is also committing to fresh investment Source: NZTE China FDI/ODI database been at the legal forefront of Chinese investment in at its Pan Pac Forest Products facility at Milburn. Note: May 2015 actual and announced. New Zealand. Total committed and announced FDI from China including HSKAR was $6.6 billion to May 2015.

Chinese investor interest in primary products will continue to be a theme, although the Government’s rejection of Shanghai Pengxin’s OIO application to purchase Lochinver Station may have a negative …the imposition of tighter capital controls, a possibility impact on ambitious land transactions. The currently being floated by some analysts, may push Chinese results of Shanghai Pengxin’s judicial review of the Lochinver decision will be closely watched both investors to increase the pace of outbound investment. here and in China. “ HOME TRENDS AND INSIGHTS –” MARCH 2016 | 5 The public sphere – opportunities and near opportunities

Government is an important player in M&A – social housing and local government asset sales will both feature in 2016.

Local government Social housing privatisation asset sales Opportunities exist for developers and financial Legislation passed in February will facilitate this To assist with the cost of funding the post- investors to participate in the Government’s reform by enabling Ministers to sidestep the HNZ Board earthquake rebuild, Christchurch City Council has of the affordable and social housing sectors. in order to sell or lease HNZ properties for the commenced a sale process for City Care, a Council- purpose of social housing reform. owned construction and maintenance company, The Government will make under-used or vacant which is expected to be completed in the first half Crown land in Auckland available for residential RFPs for the first two transactions, involving in of this year. development as part of a broader effort to increase excess of 1,200 HNZ homes in Tauranga and the supply of affordable housing in the Auckland 300 HNZ homes in Invercargill, are expected to be There has been speculation that stakes in market. issued in March. Christchurch International Airport, Lyttelton Port, and Orion (an electricity lines business) may also Recently, by way of comparison with the listed It is also engaged in a programme to transfer be offered to the market if needed to address the retirement village sector, the Minister of Finance Housing New Zealand (HNZ) stock to consortia Council’s long-term funding needs. But asset sales has raised the prospect of fully private, listed made up of at least one certified community are politically controversial and so far no decisions housing provider, and potentially including private companies providing social housing in return for have been taken. sector developers and investors participating in guaranteed subsidies within five years. hope of earning a financial return. There is growing debate in Auckland about whether large Auckland Council assets, such as Ports of Auckland, should be sold to fund infrastructure spending and suppress rates rises. No movement is likely this year.

6 | NEW ZEALAND MERGERS AND ACQUISITIONS Schemes – is the market changing its mind?

The recent announcement of advanced negotiations between Nuplex Industries and private-equity controlled resins maker Allnex Belgium could signal a major new trend in New Zealand deal making.

The possible takeover of Nuplex is noteworthy as Prospects for 2016 the first declared example of a true “squeeze-out” Code takeover scheme since major reforms to the laws affecting We expect the use of schemes to effect takeovers Scheme of arrangement schemes in 2014. will be a growing trend in 2016. Historically some vs boards have been concerned that schemes were Role of target Schemes have been rare in the New Zealand market motivated by a desire to avoid the Code’s 90% – in sharp contrast to Australia, where a significant compulsory acquisition threshold. Not a negotiated transaction. The target’s majority of takeovers are structured as schemes. shareholders are the counterparty. Can be hostile. This has reflected ambivalence among some market In our view this concern, although legitimate, should vs participants and, historically, from the Takeovers not be used to preclude careful consideration of A negotiated transaction. The active involvement Panel, arising from concerns that the scheme structure the benefits that schemes could have for target and consent of the target’s board is essential. offers less protection to shareholders and can be used companies and their shareholders – particularly if a Cannot be hostile. cynically to escape the strictures of the Code. higher price is on offer from a scheme. Compulsory acquisition/take private The Panel’s position has now changed. Provided Boards need not act only as referees, issuing Requires an offer to hold or control 90% of the shareholders are supplied with information pro forma “do nothing” announcements and voting rights in the target. equivalent to that required for a takeover, the Panel engaging an independent expert. Instead, they vs now accepts the use of schemes even where the can negotiate on behalf of shareholders, using the Can be achieved with the support of 75% of the underlying transaction is a takeover that could be seat at the table afforded by the scheme process votes in each interest class and a simple majority made under the Code. to push for better terms. To facilitate this, we of all votes entitled to vote. have developed takeover and scheme response The Panel’s critical focus will instead be on ensuring strategies for clients. Flexibility the correct composition of interest classes required to approve a scheme – an essential practical issue. This model of the activist board is common in many A stand-alone process. Informed legal advocacy, drawing on relevant vs offshore jurisdictions, such as Australia and the US, case law and deal precedents in Australia, will be Can be coupled with other transactions, such as and should be more common here. important in ensuring an effective outcome from the capital raisings, on an all or nothing basis. Panel and Court.

HOME TRENDS AND INSIGHTS – MARCH 2016 | 7 Overseas investment regime – slow timeframes and other issues

Another busy year in M&A will continue to put pressure on New Zealand’s overseas investment regime. Below we highlight some major issues for 2016.

Approval timeframes OIO TIMING – OUR RECENT EXPERIENCE Sensitive land that isn’t so sensitive Since the counterfactual test was introduced in One of the causes of OIO delays is the definition of • Larger transactions involving land take 2012, timeframes for OIO decisions involving sensitive land. The definition captures high country around 110 working days from submission sensitive land have lengthened significantly and are stations, prime waterfront land and other areas of to decision (excluding outliers), on average now much slower than for comparable jurisdictions, outstanding natural beauty and economic value. It such as Australia, where many decisions are made • Ministerial approval adds 10 working days also captures dirty industrial effluent creeks and within 30 days of notification. to waiting times, on average entirely unexceptional land located next to local reserves and parks of no particular distinction. These delays are: • Transactions not involving land can be • causing some vendors to accept lower bids turned around in a much shorter timeframe We think the Government should use the general from domestic buyers rather than face the – as quickly as two months exemption powers contained in the Overseas incremental risk and delay of OIO approval, and Investment Act to exclude sites that are manifestly • Lochinver (an extreme case) took 14 months undeserving of the sensitive land treatment. • compromising New Zealand’s reputation as a from application to decision This would free up resources to focus on those welcoming and straightforward destination for applications worthy of detailed examination. foreign investment.

The OIO is now seeking to manage expectations by advising applicants that there may be a lengthy wait between when applications are submitted and when they go to initial review. It is also hiring more staff, which should help to address the problem over time, and Ministers are turning around decisions more quickly. …the Government should… exclude sites that are But for many investors through 2016, any manifestly undeserving of the sensitive land treatment. improvements will be incremental rather than transformative. “ 8 | NEW ZEALAND MERGERS AND ACQUISITIONS ” Counterfactual test tricky to administer A COUNTERFACTUAL CONTROVERSY – SHANGHAI PENGXIN AND LOCHINVER STATION Another cause of delay is the counterfactual test. • Chinese investor Shanghai Pengxin applied • Shanghai Pengxin’s benefit claims were largely The OIO’s application of the counterfactual for consent to purchase central North Island discounted on the basis that a hypothetical – the scenario against which an investor’s benefit farming property Lochinver Station in July New Zealand purchaser would have been likely claims will be measured to determine whether the 2014, for $88 million. to make similar additional investments. investment would be of benefit to New Zealand – can be problematic, leading to unpredictable and • Fourteen months later Ministers ruled that • Shanghai Pengxin has indicated it will bring occasionally illogical outcomes. the transaction would not result in substantial judicial review proceedings in the High Court benefits to New Zealand, on a counterfactual challenging the decision. Shanghai Pengxin For example, the mere presence of a potential test. In doing so the Ministers rejected also seeks to clarify the appropriate New Zealand bidder in a contested sale process (even the OIO’s recommendation that the deal counterfactual to be used when Ministers assess if that person doesn’t lodge a binding bid or indicates be consented. sales of non-urban land to overseas investors. interest at a price materially lower than offshore bidders) can be enough for the OIO to conclude that the appropriate counterfactual is a hypothetical New Zealand purchaser. In our view, this is logically flawed and unduly conservative in a scenario where there is no credible New Zealand buyer.

On the other hand, we are aware of examples where the OIO has applied the counterfactual test pragmatically in circumstances where an overly rigid application could have denied the benefits claimed by an overseas applicant. Clearer written guidance from the OIO on the process they will follow to determine the appropriate counterfactual, and how they Clearer written guidance from the OIO on the process they will follow to determine the appropriate will then apply that determination in practice, would be helpful. counterfactual, and how they will then apply that determination in practice, would be helpful. “ HOME TRENDS AND INSIGHTS –” MARCH 2016 | 9 Acquisition finance – banks are keen to lend

For parties looking to debt fund acquisitions the domestic debt environment is the most attractive it has been since the GFC.

Major banks operating in the Australasian market Market features continue to have good appetite for deals and funding is readily available. • Most borrower-friendly covenant position since the • Strong push from sponsors on certainty of GFC, but “covenant-lite” terms have not returned funding, in particular pushing for the removal Locally the bank market is growing due to the of material adverse change clauses during the • Borrowers are seeking more headroom in arrival of major Chinese players like Bank of commitment period covenants and equity cures China, Industrial and Commercial Bank of China • Competitive pressure on commitment and and China Construction Bank, which are keen to • Very few transactions involving mezzanine debt other fees move into acquisition finance following successful – limited availability and a lack of transactions participations in Australia. large enough to justify it

Although benchmark interest rates remain low and • Increased use of accordion/incremental might move lower due to continuing low inflation, facilities – providing a borrower the option to other factors are expected to lead to an increase increase its facility limit with a lender in in debt funding spreads. In particular, the cost of anticipation of the need for more working capital is rising for banks, reflecting recent bank capital or expansion opportunities regulatory capital issuances as the various Basel requirements compel them to strengthen their balance sheets. We expect these costs will be passed on to borrowers.

Credit risk pullbacks in particular industries, such as dairy, are also underway. Although benchmark interest rates remain low and might move lower due to continuing low inflation, other factors are “ expected to lead to an increase in debt funding spreads. 10 | NEW ZEALAND MERGERS AND ACQUISITIONS ” W&I insurance – big claims lead to changes

Recently W&I insurers have been hit hard by large claims in Australia, most prominently in connection with Asahi’s 2011 purchase of Independent Liquor.

Perhaps as a downstream consequence of this, we Of the transactions Chapman Tripp advised on in have noticed: 2015, 23% featured W&I insurance. W&I INSURANCE W&I insurance is a form of specialty insurance • an increased vigilance by underwriters when As always, vendors and purchasers should which allows vendors and purchasers to lay off undertaking due diligence on a deal negotiate a transaction that they propose to the risk of warranty and indemnity claims and insure on an arms’-length basis. Parties should be is particularly popular in Australasia. • indications that certain tax, environmental conscious of the increased likelihood of uninsurable and regulatory risks will be increasingly difficult warranties, and the implications for the transaction. Initially favoured by private equity firms to insure seeking clean exits from portfolio companies, Vendors in particular should be aware that they • a small but detectable upward shift in it is now used in a wide variety of deals, large may be asked to stand behind uninsurable premiums, particularly for the first layer of and small. warranties and should consider this when assessing insurance (where the underwriter will competing bids. bear the first loss)

• an increased reluctance to insure in the absence of the parties themselves having undertaken due diligence, and

• a willingness to impose additional qualifiers on insured warranties, such as knowledge qualifiers, independent of the sale and purchase agreement. Parties should be conscious of the increased likelihood of “uninsurable warranties, and the implications for the transaction. HOME TRENDS AND INSIGHTS –” MARCH 2016 | 11 Tax – BEPS is coming

The global focus on BEPS will continue to increase through 2016 following the publication of the OECD Final Reports in late 2015.

A key aim of the BEPS project is to: Key BEPS proposals include: The Government has yet to announce any concrete plans for the implementation of policies based …better align the location of taxable profits with • Restricting the deductibility of interest and other on BEPS, but we understand officials are already the location of economic activities and value financing payments working on a discussion document on hybrid creation, and improve the information available to instruments to be released later this year. tax authorities to apply their tax laws effectively. • Neutralising tax mismatches arising from hybrid The Government is also proposing changes to entities and instruments New Zealand’s non-resident withholding tax rules The measures proposed to achieve this are broad that are likely to affect funding structures for • Enhancing Transfer Pricing rules to better align ranging, and have the potential to significantly the taxation of profits with economic activity cross-border groups/acquisitions. impact the valuation of cross-border businesses and the structuring of M&A transactions. • Preventing the abuse of Tax Treaties, including Participants in transactions likely to be affected through treaty shopping, and by these changes (whether in connection with acquisition funding structures or the underlying • Implementing standardised country-by-country business itself) should seek advice before reporting. committing to arrangements that may soon come under increased scrutiny.

Participants in transactions likely to be affected by these changes… should seek advice before committing to “arrangements that may soon come under increased scrutiny. 12 | NEW ZEALAND MERGERS AND ACQUISITIONS ” Chapman Tripp’s M&A team

Chapman Tripp’s national M&A team partners with clients to successfully execute some of the biggest, most complex and challenging transactions in New Zealand.

Our Corporate and Commercial team has advised on Chapman Tripp recent M&A highlights • Higgins Group Holdings on its sale to more M&A work than any other New Zealand firm, Fletcher Building for $315 million including many of New Zealand’s most significant We have advised: cross-border M&A deals. • Evolution Healthcare on its acquisition • Vector on the $952.5 million sale of its gas of Acurity Health Group and sale of We have a proven track record of delivering transmission pipeline business to First State Boulcott Hospital innovative, commercial solutions that create value Investment funds • Spark on the $106 million sale of Telecom for our clients. We understand what it takes to get • Z Energy on its $785 million purchase of Rentals to Flexigroup even the most challenging deals across the line: Chevron’s New Zealand Caltex retail business we maximise opportunity, identify and manage risk • EBOS Group on its $80 million purchase early on and work strategically with our clients to • Academic Colleges Group and its shareholders of Red Seal achieve the outcome they want. on the sale of ACG to Pacific Equity Partners • in connection with Briscoes’ We play a significant role in merger, acquisition • Direct Capital on the sale of New Zealand unsuccessful takeover offer and disposal transactions for international and New Pharmaceuticals to Archer Capital Zealand clients, large multinationals and leading private equity players across many industries. We • Manuka Health New Zealand and its shareholders on the sale of MHNZ to regularly advise on the structure, strategy and NZ Deal Team of the Year implementation of takeovers, amalgamations, joint Pacific Equity Partners ventures and other complex transactions. Chapman 2015 Australasian Law Awards • Lendlease on the sale of its New Zealand Tripp’s work for international clients has involved retirement village portfolio to Blackstone some of the most high profile OIO applications in NZ Deal Maker of the Year (John Strowger) recent times. • Sumitomo Corporation on its acquisition of 2015 Australasian Law Awards pine forest from Tasman Bay Forests Company for $370 million Consistently ranked New Zealand’s top law firm by M&A deal volume Mergermarket

HOME TRENDS AND INSIGHTS – MARCH 2016 | 13 Auckland Wellington

RACHEL DUNNE – PARTNER PIP ENGLAND – PARTNER STEPHEN LOWE – PARTNER JOSH BLACKMORE – PARTNER T: +64 9 357 9626 | M: +64 27 553 4924 T: +64 9 357 9069 | M: +64 27 434 8854 T:+64 9 357 9042 | M: +64 27 490 4633 T: +64 4 498 4904 | M: +64 21 828 814 E: [email protected] E: [email protected] E: [email protected] E: [email protected]

JOHN STROWGER – PARTNER TIM TUBMAN – PARTNER ROGER WALLIS – PARTNER BRADLEY KIDD – PARTNER T: +64 9 357 9081 | M: +64 27 478 1854 T:+64 9 357 9076 | M: +64 27 344 2178 T: +64 9 357 9077 | M: +64 27 478 3192 T: +64 4 498 6356 | M: +64 27 224 1271 E: [email protected] E: [email protected] E: [email protected] E: [email protected]

JEREMY GRAY– SENIOR ASSOCIATE ADRIEN HUNTER – SENIOR ASSOCIATE JOSHUA PRINGLE – SENIOR ASSOCIATE GEOF SHIRTCLIFFE – PARTNER T: +64 9 357 2726 | M: +64 27 498 4941 T: +64 9 357 9501 | M: +64 27 504 6574 T: +64 9 358 9831 | M: +64 27 504 6572 T: +64 4 498 6322 | M: +64 27 481 1699 E: [email protected] E: [email protected] E: [email protected] E: [email protected]

14 | NEW ZEALAND MERGERS AND ACQUISITIONS Christchurch Finance Tax

FIONA BENNETT – PARTNER CATHRYN BARBER – PARTNER MARK REESE – PARTNER GRAEME OLDING – PARTNER T: +64 3 353 0341 | M: +64 27 209 5871 T: +64 9 357 9025 | M: +64 27 447 9163 T: +64 4 498 4933 | M: +64 27 231 1925 T: +64 9 357 9259 | M: +64 27 591 6103 E: [email protected] E: [email protected] E: [email protected] E: [email protected]

ALISTER MCDONALD – PARTNER ROSS PENNINGTON – PARTNER EMMA SUTCLIFFE – PARTNER DAVID PATTERSON – PARTNER T: +64 3 353 0392 | M: +64 21 477 935 T: +64 9 357 9030 | M: +64 27 442 2161 T: +64 4 498 6323 | M: +64 27 294 9114 T: +64 4 498 6330 | M: +64 27 610 2031 E: [email protected] E: [email protected] E: [email protected] E: [email protected]

NICK LETHAM – SENIOR ASSOCIATE BEVAN MILES – SPECIAL COUNSEL T: +64 3 353 0024 | M: +64 27 204 7323 T: +64 9 357 8986 | M: +64 21 240 7387 E: [email protected] E: [email protected]

HOME TRENDS AND INSIGHTS – MARCH 2016 | 15 Our thanks to Joshua Pringle, senior associate, for assisting to prepare this publication.

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