ASPEN - ANNOUNCEMENT TO ASPEN SHAREHOLDERS; AND FURTHER CAUTIONARY

ASPEN HEALTHCARE HOLDINGS LIMITED
(FORMERLY MEDHOLD LIMITED)
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 85/02395/06)
("ASPEN" OR "THE COMPANY")

ANNOUNCEMENT TO ASPEN SHAREHOLDERS; AND FURTHER CAUTIONARY ANNOUNCEMENT
1. INTRODUCTION

FURTHER TO THE ASPEN CAUTIONARY ANNOUNCEMENT DATED 11 FEBRUARY 1999 AND THE
ASPEN AND MACMED HEALTH CARE LIMITED ("MACMED") JOINT CAUTIONARY ANNOUNCEMENTS
DATED 16 FEBRUARY 1999 AND 10 MARCH 1999, INVESTEC BANK LIMITED ("INVESTEC") IS
AUTHORISED TO ANNOUNCE THAT ASPEN HAS FURNISHED INVESTEC, THE CONTROLLING
SHAREHOLDER OF SOUTH AFRICAN DRUGGISTS LIMITED ("SAD"), WITH A FORMAL OFFER TO
BE SUBMITTED TO THE BOARD OF SAD TO ACQUIRE, WITH EFFECT FROM 28 FEBRUARY 1999
("THE EFFECTIVE DATE"), SIGNIFICANTLY THE WHOLE OF THE BUSINESSES OF SAD ("THE
SAD BUSINESS") FOR A MAXIMUM PURCHASE CONSIDERATION ("THE PURCHASE

CONSIDERATION") OF R2 390 MILLION ("THE SAD ACQUISITION") MADE UP AS FOLLOWS:
- R1 920 MILLION (SUBJECT TO A MAXIMUM DOWNWARD ADJUSTMENT OF R120 MILLION) IN
RESPECT OF THE PHARMACEUTICAL BUSINESS AND CERTAIN CHEMICAL BUSINESSES OF SAD;
AND

- R470 MILLION IN RESPECT OF THE HEALTHCARE BUSINESS OF SAD.

INVESTEC SUPPORTS THE SAD ACQUISITION AND INTENDS VOTING IN FAVOUR OF ALL
RESOLUTIONS REQUIRED TO IMPLEMENT THE SAD ACQUISITION.
2. THE MACMED DISPOSAL

PURSUANT TO THE SAD ACQUISITION AND SUBJECT TO THE SAD ACQUISITION BECOMING
UNCONDITIONAL IN ALL RESPECTS, ASPEN HAS ENTERED INTO AN AGREEMENT WITH MACMED
IN TERMS OF WHICH IT HAS AGREED TO SELL TO MACMED, WITH EFFECT FROM THE
EFFECTIVE DATE, INTRAMED AND CERTAIN CHEMICAL BUSINESSES, FOR AN ESTIMATED
CONSIDERATION OF R500 MILLION ("THE MACMED DISPOSAL").
3. THE FEDSURE DISPOSAL

PURSUANT TO THE SAD ACQUISITION AND SUBJECT TO THE SAD ACQUISITION BECOMING
UNCONDITIONAL IN ALL RESPECTS, ASPEN HAS ENTERED INTO AN AGREEMENT WITH FEDSURE
HOLDINGS LIMITED ("FEDSURE") IN TERMS OF WHICH IT HAS AGREED TO SELL THE
HEALTHCARE BUSINESS TO FEDSURE, WITH EFFECT FROM THE EFFECTIVE DATE, FOR A
CONSIDERATION OF R470 MILLION, ("THE FEDSURE DISPOSAL").

4. FURTHER ANNOUNCEMENT AND FURTHER CAUTIONARY ANNOUNCEMENT

AN ANNOUNCEMENT GIVING FULL DETAILS OF THE SAD ACQUISITION, THE MACMED DISPOSAL
AND THE FEDSURE DISPOSAL WILL BE PUBLISHED IN DUE COURSE.  ACCORDINGLY, ASPEN
SHAREHOLDERS ARE ADVISED TO CONTINUE TO EXERCISE CAUTION IN DEALING IN THEIR
ASPEN SHARES UNTIL A FURTHER ANNOUNCEMENT IS MADE.
DURBAN
19 MARCH 1999
MERCHANT BANK
INVESTEC BANK LIMITED
(REG NO 69/04763/06)
ATTORNEYS
WERKSMANS ATTORNEYS
LEVY, FEINSTEINS AND ASSOCIATES INC.
REG. NO. 95/01761/02
SPONSORING BROKER
INVESTEC SECURITIES LIMITED
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
(REG. NO. 72/08905/06)