NETCARE
NETWORK HEALTHCARE HOLDINGS LIMITED
(REGISTRATION NUMBER 96/08242/06)
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
("NETCARE")
CLINIC HOLDINGS LIMITED
(REGISTRATION NUMBER 87/04106/06)
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
("CLINICS")
(COLLECTIVELY "THE NETCARE GROUP")
EXCEL MEDICAL HOLDINGS LIMITED
(REGISTRATION NUMBER 97/04526/06)
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
("EXCEL")
FURTHER CAUTIONARY ANNOUNCEMENT
FURTHER TO THE CAUTIONARY ANNOUNCEMENT DATED 4 JUNE 1998, IN WHICH IT WAS
ANNOUNCED THAT THE NETCARE GROUP INTENDS TO ACQUIRE THE ENTIRE ISSUED ORDINARY
SHARE CAPITAL OF EXCEL, EITHER BY WAY OF SCHEMES OF ARRANGEMENT BETWEEN EXCEL
AND ITS SHAREHOLDERS AND BETWEEN EXCEL AND ITS PROSPECTIVE SHAREHOLDERS OR BY
WAY OF AN OFFER ("THE PROPOSAL"), SHAREHOLDERS OF THE NETCARE GROUP AND EXCEL
ARE ADVISED THAT THE NETCARE GROUP PROPOSES TO INCREASE THE PURCHASE
CONSIDERATION TO 100 NETCARE ORDINARY SHARES AND 1 664 CENTS IN CASH FOR EVERY
208 EXCEL SHARES.
THE BOARD OF DIRECTORS OF EXCEL HAS RESOLVED TO RECOMMEND THAT CURRENT AND
PROSPECTIVE EXCEL SHAREHOLDERS ACCEPT THE TERMS OF THE PROPOSAL. INVESTEC BANK
LIMITED HAS PROVIDED AN OPINION THAT THE TERMS AND CONDITIONS OF THE PROPOSAL
ARE FAIR AND REASONABLE. ALL OTHER CONDITIONS PRECEDENT STATED IN THE
ANNOUNCEMENT DATED 4 JUNE 1998 HAVE BEEN SATISFIED.
NOTICE TO EXERCISE CAUTION
SHAREHOLDERS OF THE NETCARE GROUP AND OF EXCEL ARE ADVISED TO CONTINUE TO
EXERCISE CAUTION IN DEALING IN THEIR SHARES UNTIL A FURTHER ANNOUNCEMENT IN
THIS REGARD IS MADE.
JOHANNESBURG
2 OCTOBER 1998
MERCHANT BANK TO THE NETCARE GROUP
RAND MERCHANT BANK LIMITED
MERCHANT BANK TO EXCEL
INVESTEC MERCHANT BANKING
INVESTEC BANK LIMITED
(REGISTRATION NUMBER 69/04763/06)
SPONSORING BROKER TO THE NETCARE GROUP
MERRILL LYNCH
SMITH BORKUM HARE
SMITH BORKUM HARE (PTY) LTD
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REGISTRATION NUMBER 95/01805/07
SPONSORING BROKER TO EXCEL
INVESTEC
SECURITIES
INCORPORATING FERGUSSON BROS.
INVESTEC SECURITIES LIMITED
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
REGISTRATION NO. 72/08905/06
ATTORNEYS
RABIN, VAN DEN BERG & PELKOWITZ
MALLINICKS
ATTORNEYS