Update announcement regarding the receipt of non-binding proposals and renewal of cautionary announcement Adcock Ingram Holdings Limited (Incorporated in the Republic of South Africa) Registration number 2007/016236/06 Share code: AIP ISIN: ZAE000123436 (“Adcock Ingram” or “the Company”) UPDATE ANNOUNCEMENT REGARDING THE RECEIPT OF NON-BINDING PROPOSALS TO ACQUIRE 100% OF OR A CONTROLLING INTEREST IN THE COMPANY (“THE PROPOSALS”) AND RENEWAL OF CAUTIONARY ANNOUNCEMENT Shareholders are referred to the announcement released by the Company on SENS on 9 May 2013. Ahead of the Company’s interim results for the six month period ended 31 March 2013, due for release on SENS at approximately 07h00 on Tuesday, 4 June 2013, the board of directors of Adcock Ingram (“the Board”) wishes to update shareholders regarding the Proposals and the process it is following. 1. THE PROPOSALS AND THE BOARD’S PROCESS On 9 May 2013, the Board advised shareholders that it had received and was in the process of evaluating non-binding proposals to acquire 100% of or a controlling interest in the Company's securities. Shareholders are advised that engagement between the Board and these potential offerors regarding the Proposals is ongoing. The Board has established a process for engaging with potential offerors to ensure appropriate confidentiality in relation to the Company’s commercially sensitive information, protect the interests of and provide certainty for Adcock Ingram shareholders, employees, suppliers and other important stakeholders. The Board is committed to maximising value for Adcock Ingram shareholders and believes that the process it has established has the potential to result in a formal offer, recommended by the Board, which will be to the benefit of shareholders. 2. RENEWAL OF CAUTIONARY ANNOUNCEMENT Notwithstanding that the Board has established an orderly process for engaging with potential offerors, the Board recognises that a potential offeror, not participating in the Board’s process, is entitled to approach Adcock Ingram shareholders directly, at any time, and extend a formal offer to acquire all or a portion of their shareholding in the Company. Should such an offer eventuate, the Board will evaluate the offer in line with the Board’s fiduciary and regulatory responsibilities, including, if necessary, obtaining a fairness opinion from an independent expert and making a recommendation to shareholders. Given that the terms and conditions of the Proposals and the identities of the potential offerors with whom the Board is constructively engaging are not yet public, the Board would advise shareholders to exercise caution when considering whether or not to accept any formal offer prior to receiving appropriate guidance from the Board. The Board continues to caution shareholders that there is no certainty at this stage that a formal transaction will either be proposed or concluded. Shareholders are therefore advised to continue exercising caution when dealing in the Company’s securities until a further announcement is made. For media enquiries: Brunswick Tel: +27 11 502 7300 Carol Roos +27 72 690 1230 Marina Bidoli +27 83 253 0478 Midrand 31 May 2013 Sponsor Deutsche Securities (SA) Proprietary Limited Date: 31/05/2013 11:54:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.