ASCENDIS HEALTH LIMITED - Dealings in securities by directors and notification in terms of Section 122(3)

Dealings in securities by directors and notification in terms of Section 122(3)

ASCENDIS HEALTH LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/005856/06)
ISIN: ZAE000185005 Share code: ASC
(“Ascendis”)

Dealings in securities by directors and notification in terms of Section 122(3) of the Companies
Act and Section 3.83(b) of the JSE Listings Requirements

In terms of paragraphs 3.63 to 3.74 of the JSE Listings Requirements, the following information,
relating to dealings in securities by directors, is disclosed:


Directors:                            Gary Shayne and Crispian Dillon.

Nature of the transaction:            Further to the announcement released on 26 June
                                      2014      (the “Announcement”) referring to the
                                      agreement entered into between Gane Holdings
                                      Proprietary Limited (“Gane Holdings”) and MIC
                                      Investment Holdings Proporietary Limited (“MIC”) (the
                                      “Agreement”), Ascendis shareholders are hereby
                                      advised of the settlement of the first tranche of the
                                      R200 million convertible debentures as at 14 August
                                      2015 by way of a pre-determined transfer of Ascendis
                                      ordinary shares at a pre-determined discount to the
                                      prevailing share price, and as such the directors do
                                      not exercise discretion in the timing of this transaction.
                                      The discount was only applied to achieve an agreed
                                      return for the debenture and therefore should not be
                                      used to evaluate a fair share price for Ascendis in the
                                      open market.

                                      No fees are payable by Ascendis to Gane Holdings
                                      relating to the implementation of this Agreement.

                                      Gane Holdings is a 100% held subsidary of
                                      Coast2Coast Investments Proprietary Limited in which
                                      Gary Shayne holds an 85% indirect interest and
                                      Crispian Dillon holds a 15% indirect interest.

Number of shares:                     2,265,314

Price per share:                      R13.24

Value:                                R30,000,000.00

Date of transaction:                  14 August 2015

Class of shares:                      Ordinary shares

Nature of transaction:                Sale, off market

Extent of interest:                   Indirect beneficial (through Gane Holdings, in which
                                      Gary Shayne has a 85% indirect beneficial interest
                                      and Crispian Dillon has a 15% indirect beneficial
                                      interest).

Written clearance obtained:           Clearance was obtained from the Chairman.
Further to the above listed dealings in securities by directors and in accordance with section 122(3)(b)
of the Companies Act, No. 71 of 2008 (“the Act”), and section 3.83(b) of the JSE Listings
Requirements, holders of ordinary shares in the Company are advised that Coast2Coast Holdings
Proprietary Limited Group’s (“Coast2Coast”) beneficial interests in the Company now amounts to
44.82% of the total number of shares in issue (from 45.66% of the total number of shares in issue prior
to this dealing).

Ascendis hereby confirms that it has received the required notice from Coast2Coast in terms of
section 122(1)(a) of the Act. As required in terms of section 122(3)(a) of the Act, Ascendis will file the
required notice with the Takeover Regulation Panel.


14 August 2015

Johannesburg

Sponsor

Investec Bank Limited

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