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Amendments to the BEE Transaction's shareholders agreements
Mediclinic International Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1983/010725/06)
ISIN: ZAE000074142
Share Code: MDC
(“Mediclinic” or “the Company”)
AMENDMENTS TO THE SHAREHOLDERS AGREEMENTS BETWEEN MEDICLINIC AND MP1
INVESTMENT HOLDINGS PROPRIETARY LIMITED (PREVIOUSLY KNOWN AS CIRCLE CAPITAL
VENTURES PROPRIETARY LIMITED) (“CCV”) AND MEDICLINIC AND PHODISO HOLDINGS
LIMITED ("PHODISO"), MEDICLINIC’S BLACK ECONOMIC EMPOWERMENT (“BEE”) PARTNERS
Mediclinic wishes to announce that, pursuant to a condition imposed by the
South African Competition Commission in respect of the approval of Mediclinic
Southern Africa's involvement in the establishment of a new 174-bed hospital
in Centurion, certain exclusivity undertakings to Mediclinic contained in the
shareholders agreement pertaining to Mpilo Investment Holdings 2 (RF)
Proprietary Limited (“Mpilo 2”) between Mediclinic, Phodiso and Mpilo 2 in
relation to Mediclinic’s BEE transaction concluded with Phodiso during 2005,
were removed.
The shareholders agreement pertaining to Mpilo Investment Holdings 1 (RF)
Proprietary Limited (“Mpilo 1”) between Mediclinic, CCV and Mpilo 1, also
entered into in 2005 in relation to the Mediclinic’s BEE transaction,
contained similar exclusivity provisions. Although not required by the
Competition Commission, the relevant provisions were also removed.
The exclusivity undertakings contained in the shareholders agreements
precluded CCV and Phodiso from being involved in inter alia organisations
which compete with the Company's business and certain other healthcare
related businesses without the Company's consent.
The amendments to the shareholders agreements do not have a material impact
on Mediclinic or the nature or terms of the BEE transactions concluded with
CCV and Phodiso and do not require approval by Mediclinic’s shareholders. The
JSE Limited has confirmed that it has no objection to the amendments not
being referred back to the Company’s shareholders.
Stellenbosch
17 May 2013
Mediclinic Offices, Strand Road, Stellenbosch 7600, South Africa
PO Box 456, Stellenbosch 7599, South Africa
Tel +27 (0)21 809 6500
Fax +27 (0)21 886 4037
Ethics Line: 0800 005 316
Website: www.mediclinic.com
Investment bank and transaction sponsor:
The Standard Bank of South Africa Limited
Legal adviser:
DLA Cliffe Dekker Hofmeyr
Date: 17/05/2013 12:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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