Metlifecare has told investors that if its proposed takeover bid for two other retirement village operators fails, then those companies are likely to be snapped up by its rivals.
The company says the revised deal to buy Vision Senior Living and Private Life Care is compelling, though some shareholders have expressed doubts about it.
Metlifecare reiterated the purchases will boost its market share and earnings, provide access to development expertise and sites, and cost savings.
It added that if the deal does not proceed, Vision and Private Life are likely to sold to Metlifecare's competitors.
And Metlifecare warns its share price could be depressed by majority shareholder, RVG, seeking to sell part of its stake in the near future.
Shareholders will vote on the deal on 21 June.