| Decision | Consent granted Section 13(1)(c) Overseas Investment Act 2005 |
|---|---|
| Decision Maker | Overseas Investment Office |
| Decision Date | 15 February 2022 |
| Pathway(s) | Significant business assets only National Interest assessment |
| Investment | Acquisition of 100% of the shares in Trivium Holdings Limited |
| Consideration | Withheld under s.9(2)(b)(ii) of the Official Information Act 1982 |
| Applicant | Thevelia Limited Canada (27.6%); United States (25.8%); United Kingdom (10.6%); Germany (7.7%); Singapore (7.4%); Switzerland (4.8%); United Arab Emirates (3.1%); Japan (2.3%); Various (10.7%) |
| Vendor | Trivium Europe Limited United States (34.6%); Netherlands (9.5%); Singapore (8.7%); United Kingdom (6.5%); Canada (5.4%); South Korea (5.3%); Malaysia (4.5%); Germany (4.4%); China (4.2%); Hong Kong (2.5%); Australia (2.0%); Various (12.4%) |
| Background | Thevelia Limited (the Applicant) is a wholly owned subsidiary acting as an investment vehicle for funds affiliated with Baring Private Equity Asia Group Limited (BPEA). BPEA is one of Asia’s largest private alternative investment firms. BPEA is acquiring Trivium Holdings Limited (Trivium) from the Permira V fund (a managed fund associated with the Permira Group). The agreement for BPEA to purchase Trivium from the Permira V fund was announced in November 2021 Trivium operates a group of companies that form one of New Zealand’s largest professional trustee service providers, including the New Zealand Guardian Trust Company Limited (Guardian) and Covenant Trustee Services Limited (Covenant). Guardian is one of New Zealand's oldest trustee companies. Guardian services a number of customers with funds under supervision exceeding NZ$200 billion. Guardian was appointed under the New Zealand Guardian Trust Company Act 1982 as one of five statutory trustee companies in New Zealand and is regulated by the Trustees Companies Act 1967. Covenant is predominantly focused on the provision of supervisory services to retirement villages with funds under supervision exceeding $16 billion. Guardian and Covenant were very recently purchased by the Vendor, obtaining OIO consent for the transaction in October 2021. The day-to-day operations of Guardian and Covenant are expected to remain unchanged, as this investment involves the replacement of one upstream managed fund with another. The Applicant has satisfied the investor test, and the Minister of Finance has determined that the investment is not contrary to New Zealand’s national interest |
| More information | John Strowger Chapman Tripp (Auckland) PO Box 2206 Auckland 1140 |