Wrap Text
Supplementary announcement regarding the disposal of AMG and change of format of the General Meeting
LIFE HEALTHCARE GROUP HOLDINGS LIMITED LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa) (Incorporated in the Republic of South
(Registration number 2003/002733/06) Africa with limited liability)
ISIN: ZAE000145892 (Registration number 2016/273566/06)
JSE and A2X share code: LHC Bond company code: LHFI
(Life Healthcare or the Company and, together with (Life Healthcare Funding)
its affiliates, the Group)
SUPPLEMENTARY ANNOUNCEMENT REGARDING THE DISPOSAL OF LIFE HEALTHCARE'S INTERESTS IN
ALLIANCE MEDICAL GROUP AND CHANGE OF FORMAT OF THE GENERAL MEETING
Capitalised terms not defined in this announcement have the meaning given to such terms in the Terms
Announcement and the Circular.
1. INTRODUCTION
Shareholders are referred to the detailed terms announcement (Terms Announcement) wherein
Shareholders were advised of the proposed disposal of Life Healthcare's interests in Alliance Medical
Group (AMG or AcquisitionCo) to iCON Infrastructure and the distribution of the Circular (incorporating
the notice of General Meeting and transaction timetable announcement) released by the Company on
SENS on Thursday, 5 October 2023 and Thursday, 9 November 2023, respectively.
Subsequent to the distribution of the Circular to shareholders on Thursday, 9 November 2023, the Group
published its audited financial results for the year ended 30 September 2023, which resulted in certain
metrics changing by more than 10% from the original pro forma financial effects included in the Circular,
which are based on Life Healthcare's unaudited interim financial results for the six-month period ended
31 March 2023. The change in certain metrics by more than 10% is primarily as a result of the updated
pro forma financial effects being based on annual results, rather than interim results, and AMG being
classified as held for sale and presented as a discontinued operation in the audited financial results for the
year ended 30 September 2023.
Save as disclosed herein, there has been no significant change and no significant matter that has arisen
since the publication of the Terms Announcement and the distribution of the Circular.
2. UPDATED PRO FORMA FINANCIAL EFFECTS
The updated pro forma financial effects set out below should be read in conjunction with the updated pro
forma statement of profit or loss, updated pro forma statement of comprehensive income and updated
pro forma statement of financial position and related notes (updated Transaction pro forma financial
information) which are available on the Company's website at Circulars and Notices | Life Healthcare
The updated Transaction pro forma financial information has been provided for illustrative purposes only,
to provide information on how the Transaction may have affected the results and financial position of the
Group, assuming it was implemented in the financial year ended 30 September 2023. Because of its
nature, the updated Transaction pro forma financial information may not fairly present the Group's
financial position, changes in equity, results of operations or cash flows post the completion of the
Transaction.
The updated Transaction pro forma financial information, including the assumptions on which it is based
and the financial information from which it has been prepared, is the responsibility of the Directors. The
updated Transaction pro forma financial information has been prepared in accordance with the Listings
Requirements, the Guide on pro forma Financial Information issued by SAICA and the Group's accounting
policies. The accounting policies used in the preparation of the updated Transaction pro forma financial
information are compliant with IFRS and are consistent with those applied in the audited consolidated
annual financial statements of the Group for the year ended 30 September 2023.
The updated Transaction pro forma financial information should be read in conjunction with the
Independent Reporting Accountant's reasonable assurance report, which will form part of the updated
Transaction pro forma financial information.
The table below shows the updated pro forma financial effects of the Transaction, based on the audited
financial results for the year ended 30 September 2023 and on the assumptions that:
- for the purposes of calculating the NAV per Share and Tangible NAV per Share, the Transaction is
assumed to have been effective on 30 September 2023; and
- for the purposes of calculating the attributable EPS and HEPS, the Transaction is assumed to have
been effective on 1 October 2022.
Pro forma
Before the after the
Transaction Transaction % Change
(1) (2) (3)
Basic earnings per share (cents) 18.3 221.5 1,110.4%
Diluted earnings per share (cents) 18.2 219.9 1,108.2%
Basic headline earnings per share (cents) 88.2 91.6 3.9%
Diluted headline earnings per share (cents) 87.5 90.9 3.9%
NAV per share (cents) 1,450.8 1,450.0 -0.1%
Tangible NAV per share (cents) 251.7 1,226.0 387.1%
Weighted average number of Shares in issue (millions) 1,442 1,445 0.2%
Number of Shares in issue (millions) 1,467 1,467 0.0%
Weighted average diluted number of Shares in issue 1,454 1,455 0.1%
(millions)
Notes and assumptions:
1. The financial information in the "Before" column has been extracted, without adjustment, from
the audited year end results of the Group for the year ended 30 September 2023.
2. Represents the NAV, Tangible NAV, EPS and HEPS after the effects of the Transaction. Refer to the
detailed notes on the Transaction adjustments that is available on the Company's website at
Circulars and Notices | Life Healthcare
3. Represents the percentage movement as a result of the Transaction, being the percentage
movement from column 1 to column 2.
3. CHANGE OF FORMAT OF THE GENERAL MEETING
Shareholders are advised that the format of the General Meeting, as detailed in the SENS announcement
and the Circular dated 9 November 2023, has changed and that the General Meeting will now be hosted
by way of electronic communication only and will not include physical participation at the Company's Head
Office.
The date and time of the General Meeting remain the same, that is Friday, 8 December 2023, at 10:30 SA
time.
The change of format of the General Meeting does not affect the validity of any Form of Proxy already
submitted or to be submitted in respect of the General Meeting.
Dunkeld
29 November 2023
Sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Independent Reporting Accountants
Deloitte & Touche
Date: 29-11-2023 02:18:00
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