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MEDICLINIC INTERNATIONAL PLC - Form 8 (DD) Mediclinic International plc

Release Date: 10/08/2022 07:07
Code(s): MEI     PDF:  
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Form 8 (DD) Mediclinic International plc

Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
South African income tax number: 9432434182
(‘Mediclinic’, the ‘Company’, or the ‘Group’)

10 August 2022

                                                                       FORM 8 (DD)

 PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN
    CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY
                             INVESTMENT CLIENTS)
            Rules 8.1, 8.2 and 8.4 of the Takeover Code (the “Code”)

1.      KEY INFORMATION

(a) Full name of discloser:                                     Mr Ahmed Ali
(b) Owner or controller of interests and short                  N/A
    positions disclosed, if different from 1(a):
    The naming of nominee or vehicle companies is
    insufficient. For a trust, the trustee(s), settlor and
    beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose                Mediclinic International plc
    relevant securities this form relates:
    Use a separate form for each offeror/offeree
(d) Status of person making the disclosure:                     Person acting in concert with the
    e.g. offeror, offeree, person acting in concert with        offeree (Mediclinic International plc)
    the offeror/offeree (specify name of offeror/offeree)
(e) Date dealing undertaken:                                    5 August 2022

(f) In addition to the company in 1(c) above, is the            N/A
    discloser making disclosures in respect of any
    other party to the offer?
    If it is a cash offer or possible cash offer, state “N/A”

2.      POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant
securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for
each additional class of relevant security.

(a)     Interests and short positions in the relevant securities of the offeror or offeree
        to which the disclosure relates following the dealing

Class of relevant security:

                                               Interests           Short positions
                                         Number        %(1)       Number          %
(1) Relevant securities owned            11,074        0.0015     Nil             Nil
    and/or controlled:
(2) Cash-settled derivatives:            Nil           Nil        Nil             Nil

(3) Stock-settled derivatives            Nil           Nil        Nil             Nil
    (including options) and
    agreements to purchase/sell:
                                         11,074        0.0015     Nil             Nil
    TOTAL:

(1) Total number of ordinary shares of Mediclinic International plc is 737,243,810 as of 2 August 2022.
    The percentages have been rounded to the four nearest decimal places.

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or
agreements to purchase or sell relevant securities, should be given on a Supplemental
Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements
should be disclosed on a Supplemental Form 8 (SBL).

(b)      Rights to subscribe for new securities (including directors’ and other employee options)

Class of          Mediclinic International plc ordinary shares of 10 pence each
relevant
security in
relation to
which
subscription
right exists:

Details,          Long-Term Incentive Plan - subject to performance conditions
including
nature of the     Maximum         Date of           Vesting         Lapse date       Exercise
rights            number of       grant             date                             price (per
concerned         ordinary                                                           share)
and relevant      shares
percentages:      awarded
                  18,049          14/12/2020        13/12/2025      14/12/2023       Nil
                  13,840          04/06/2021        03/06/2026      04/06/2024       Nil
                  9,280           05/08/2022        04/08/2027      04/08/2025       Nil

3.       DEALINGS BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or
offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class
of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)      Purchases and sales

(i)      Party to an offer or person acting in concert (except for a principal trader in the
         same group as a connected adviser)

Class of relevant        Purchase/sale               Number of                  Price per unit
security                                             securities
N/A                      N/A                         N/A                        N/A

(ii)    Principal trader where the sole reason for the connection is that the principal
        trader is in the same group as a connected adviser

Class of             Purchases/            Total number          Highest price       Lowest price
relevant             sales                 of securities         per unit            per unit
security                                                         paid/received       paid/received
N/A                  N/A                   N/A                   N/A                 N/A


(b)     Cash-settled derivative transactions

Class of             Product            Nature of dealing              Number of        Price per
relevant             description        e.g. opening/closing a         reference        unit
security             e.g. CFD           long/short position,           securities
                                        increasing/reducing a
                                        long/short position
N/A                  N/A                N/A                            N/A              N/A


(c)     Stock-settled derivative transactions (including options)

(i)     Writing, selling, purchasing or varying

Class         Product       Writing,         Number        Exercise     Type          Expiry    Option
of            description   purchasing,      of            price        e.g.          date      money
relevant      e.g. call     selling,         securities    per unit     American,               paid/
security      option        varying etc.     to which                   European                received
                                             option                     etc.                    per unit
                                             relates
N/A           N/A           N/A              N/A           N/A          N/A           N/A       N/A

(ii)    Exercise

Class of             Product               Exercising/           Number of           Exercise price
relevant             description           exercised             securities          per unit
security             e.g. call option      against
N/A                  N/A                   N/A                   N/A                 N/A


(d)     Other dealings (including subscribing for new securities)

Class of relevant      Nature of dealing                  Details                   Price per unit (if
security               e.g. subscription, conversion                                applicable)
Mediclinic                                                Grant of Award over       Nil
International plc      Grant of new conditional           9,280 ordinary
ordinary shares of     share awards                       shares in Mediclinic
10 pence each                                             International plc
                                                          granted at nil cost
                                                          under the
                                                          Company’s Long-
                                                          Term Incentive Plan

4.      OTHER INFORMATION

(a)     Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding,
formal or informal, relating to relevant securities which may be an inducement to deal
or refrain from dealing entered into by the party to the offer or person acting in concert
making the disclosure and any other person:
Irrevocable commitments and letters of intent should not be included. If there are no such
agreements, arrangements or understandings, state “none”

None.

(b)     Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between
the party to the offer or person acting in concert making the disclosure and any other
person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which
     any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”

None.

(c)     Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)                                              NO

Supplemental Form 8 (SBL)                                                         NO



Date of disclosure:                              9 August 2022

Contact name:                                    Company Secretary, Link Company Matters
                                                 Limited
                                                 Caroline Emmet
Telephone number:                                +44 (0)333 300 1930


Public disclosures under Rule 8 of the Code must be made to a Regulatory Information
Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s
dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk/.

About Mediclinic International plc

Mediclinic is a diversified international private healthcare services group, established in South
Africa in 1983, with divisions in Switzerland, Southern Africa (South Africa and Namibia) and
the Middle East.

The Group’s core purpose is to enhance the quality of life.

Its vision is to be the partner of choice that people trust for all their healthcare needs.

Mediclinic is focused on providing specialist-orientated, multi-disciplinary services across the
continuum of care in such a way that the Group will be regarded as the most respected and
trusted provider of healthcare services by patients, medical practitioners, funders and
regulators of healthcare in each of its markets.

At 30 June 2022, Mediclinic comprised 74 hospitals, five subacute hospitals, two mental
health facilities, 20 day case clinics and 23 outpatient clinics. The Swiss operations included
17 hospitals and four day case clinics with around 1 900 inpatient beds; Southern Africa
operations included 50 hospitals (three of which in Namibia), five subacute hospitals, two
mental health facilities and 14 day case clinics (four of which operated by Intercare) across
South Africa, and around 8 650 inpatient beds; and the Middle East operated seven hospitals,
two day case clinics and 23 outpatient clinics with around 1 000 inpatient beds in the UAE. In
addition, under management contract the Middle East will open a 200-bed hospital in the
Kingdom of Saudi Arabia in 2023.

The Company’s primary listing is on the London Stock Exchange (“LSE”) in the United
Kingdom, with secondary listings on the JSE in South Africa and the Namibian Stock
Exchange in Namibia.

Mediclinic also holds a 29.7% interest in Spire Healthcare Group plc, a leading private
healthcare group based in the United Kingdom and listed on the LSE.


For further information, please contact:

Company Secretary, Link Company Matters Limited
Caroline Emmet
+44 (0)333 300 1930

Investor Relations
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181

Media queries
FTI Consulting
Ben Atwell/Ciara Martin – United Kingdom
+44 (0)20 3727 1000
Sherryn Schooling – South Africa
+27 (0)21 487 9000

Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Corporate broker (United Kingdom): Morgan Stanley & Co International plc and UBS
Investment Bank
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Ltd

Date: 10-08-2022 07:07:00
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