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Netcare - Private placement of 6 500 000 Preference Shares

Release Date: 07/07/2006 11:35
Code(s): NTC
Wrap Text

Netcare - Private placement of 6 500 000 Preference Shares Network Healthcare Holdings Limited Incorporated in the Republic of South Africa Registration number: 1996/008242/06 JSE code: Ordinary Shares - NTC & ISIN: ZAE000011953 JSE Code: Preference Shares - NTCP & ISIN: ZAE000081121 ("Netcare" or the "company") PRIVATE PLACEMENT BY NETCARE OF 6 500 000 CUMULATIVE, NON-REDEEMABLE, NON- PARTICIPATING, NON-CONVERTIBLE PREFERENCE SHARES ("PREFERENCE SHARES") AT AN ISSUE PRICE OF R100.00 PER PREFERENCE SHARE ("THE PRIVATE PLACEMENT") 1. PRIVATE PLACEMENT OF PREFERENCE SHARES BY NETCARE The Board of Directors of Netcare ("the Board") is pleased to advise shareholders of the successful private placement by Netcare of 6 500 000 cumulative, non-redeemable, non-participating, non-convertible preference shares with a par value of 50 cents each at a subscription price of R100.00 per share ("the preference shares"). The private placement closed on Tuesday, 4 July 2006 with irrevocable undertakings to subscribe for the preference shares amounting to R805 million having been received from selected financial institutions and other investors. The Board has agreed to allot and issue preference shares to the value of R650 million at a coupon rate of 75% of the prime overdraft rate, as quoted by Nedbank Limited from time to time. As all funds have been received, dividends will accrue as from Wednesday, 12 July 2006. 2. DETAILS OF THE PRIVATE PLACEMENT AND LISTING 2.1 Particulars of the private placement Issue price per preference share R100.00 (which equates to a premium of R99.50 per preference share) Dividend yield based on deemed value of R100.00 75% of prime Minimum Rand value of subscription per R100 000.00 subscriber acting as principal Number of preference shares placed 6 500 000 Amount raised in terms of the private placement R650 million 2.2 Private placement Prior to the issue of the Placing Memorandum, 6 500 000 preference shares with a par value of 50 cents were placed with select investors at a subscription price of R100.00 per preference share thereby raising R650 million. 2.3 Listing The anticipated date of listing will be at the commencement of business on Wednesday, 12 July 2006 on the JSE Limited (the "JSE") in the Specialist Securities - "Preference Shares" sector under the abbreviated name "NTC Pref" (share code: NTCP and ISIN: ZAE000081121). 3. COPIES OF THE PLACING MEMORANDUM The Placing Memorandum has been prepared and issued in relation to the private placement and the listing of the preference shares. Copies of the Placing Memorandum can be obtained from:* Netcare, 76 Maude Street (corner West Street), Sandton, 2196; and* Investec Bank Limited, 100 Grayston Drive, Sandton. Johannesburg 7 July 2006 Corporate adviser Sponsor KPMG Merrill Lynch Legal adviser Independent reporting HR Levin Attorneys, Notaries and accountants and auditors Conveyancers PKF Independent professional expert Preference share arranger Deloitte & Touche Investec Bank Date: 07/07/2006 11:35:10 AM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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