ADCOCK INGRAM HOLDINGS LIMITED - Results of Scheme Meeting: Offer by Natco Pharma to acquire all the remaining ordinary shares In Adcock Ingram

Results of Scheme Meeting: Offer by Natco Pharma to acquire all the remaining ordinary shares In Adcock Ingram

ADCOCK INGRAM HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2007/016236/06)
JSE Ordinary Share code: AIP
ISIN: ZAE000123436
("Adcock Ingram" or "the Company")

RESULTS OF GENERAL MEETING RELATING TO THE OFFER BY NATCO PHARMA TO ACQUIRE
ALL THE REMAINING ORDINARY SHARES IN ADCOCK INGRAM BY WAY OF A SCHEME OF
ARRANGEMENT

Shareholders are referred to:

      - the firm intention announcement released on SENS on 23 July 2025 in relation to the proposed acquisition
        by Natco Pharma South Africa of all of the issued ordinary shares in Adcock Ingram other than those not
        already held by Natco, those currently owned by Bidvest and treasury shares of Adcock Ingram;
      - the circular to shareholders of Adcock Ingram dated 9 September 2025 (the "Circular"), incorporating a
        notice convening the general meeting; and
      - unless otherwise defined in this announcement, words and expressions contained herein shall have the
        same meanings as assigned to them in the Circular.

1.   GENERAL MEETING RESULTS

The General Meeting was held on 9 October 2025 at 1pm South African Standard Time by way of in person /
electronic participation. The Scheme Resolution required to approve the Scheme, in terms of sections 114 and 115 of
the Companies Act, was tabled and put to vote.

The results of voting were as follows:

Resolution                  For         Against       Number of             Shares voted disclosed        Shares abstained
                                                      Shares Voted          as a % of total issued        disclosed as a % of
                                                                            shares entitled to be         the total issue
                                                                            voted in respect of the       shares entitled to
                                                                            Scheme Resolution             be voted in respect
                                                                                                          of the Scheme
                                                                                                          Resolution

Scheme Resolution in        98.66%      1.34%         36,825,684            73.16(1)                      0.01%(1)
accordance with
sections 114(1)(c) and
115(2)(a) of the
Companies Act

(1) Total number of Ordinary Shares in issue as at Friday, 3 October 2025, being the Voting Record Date was 50,351,444 excluding
the Excluded Shares.

The Scheme Resolution was therefore passed by the requisite majority of votes exercised at the General Meeting.
The quorum requirements were satisfied in accordance with the Companies Act and the Company's MOI.

2.   CONDITIONS AND IMPLEMENTATION

The Scheme remains subject to the fulfilment or waiver of the outstanding conditions precedent set out in the
Circular.

Once the Scheme becomes unconditional and the TRP has issued a compliance certificate, the issued ordinary
shares of Adcock Ingram will be delisted from the Main Board of the JSE Limited in terms of paragraph 1.17(b) of the
JSE Listings Requirements and the Adcock Ingram Shareholders recorded on the Adcock Ingram Securities Register
on the Scheme Record Date will receive the Per Share Scheme Consideration of R75.00 per Adcock Ingram Share.

The final salient dates for the implementation of the Scheme and delisting of Adcock Ingram from the JSE will be
announced in due course.

3.   RESPONSIBILITY STATEMENT

The Adcock Ingram Board and Adcock Ingram Independent Board collectively and individually accepts responsibility
for the information contained in this announcement insofar as it relates to the Company, and certifies that, to the best
of its knowledge and belief, such information contained herein is true and nothing has been omitted which is likely to
affect the import of such information.

Midrand
10 October 2025

Financial Advisor to the Company
Goldman Sachs International

Legal Advisor to the Company
Edward Nathan Sonnenbergs Inc.

JSE Equity Sponsor to the Company
Rand Merchant Bank (A division of FirstRand Bank Limited)

Independent Expert
BDO Corporate Finance Proprietary Limited

Financial Advisor to the Offeror
Investec Bank Limited

Legal Advisor to the Offeror
Bowmans

Legal Advisor to Bidvest
Alchemy Law

Date: 10-10-2025 07:30:00
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