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ASPEN PHARMACARE HOLDINGS LIMITED - Changes in Aspen's Black Economic Empowerment Shareholding

Release Date: 30/06/2015 09:30
Code(s): APN     PDF:  
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Changes in Aspen's Black Economic Empowerment Shareholding

Aspen Pharmacare Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1985/002935/06)
Share code: APN & ISIN: ZAE000066692
("Aspen")


CHANGES IN ASPEN’S BLACK ECONOMIC EMPOWERMENT (“BEE”) SHAREHOLDING

1. Introduction

In May 2005, the shareholders of Aspen approved a scheme of arrangement to facilitate the acquisition of ordinary
shares in Aspen (“Aspen Shares”) by Imithi Investments Proprietary Limited (“Imithi”), the shareholders of which
comprise a grouping of broad-based BEE entities (the “BEE Transaction”). The BEE Transaction was designed with
the objective of ensuring that a meaningful portion of Aspen’s equity is owned by black people and that black people
have a meaningful role in Aspen`s operations, management and development.

Pursuant to the BEE Transaction, Imithi acquired 13 400 000 new Aspen Shares, representing 3.1% of the Aspen
Shares currently in issue, and 17 600 000 new variable rate, voting, convertible, redeemable, cumulative A preference
shares (the “Aspen Preference Shares”). In order to facilitate the redemption of its funding obligations, Imithi
disposed of 9 839 276 Aspen Shares in June 2012, as allowed for in terms of the agreements governing the BEE
Transaction. In addition, and in terms of these agreements, 17 600 000 new variable rate, voting, convertible,
redeemable, cumulative A preference shares held by Imithi were converted into 17 600 000 ordinary shares in June
2012, bringing Imithi’s total shareholding in Aspen to 21 160 724 Aspen Shares.

2. Termination of Lock-up Period

In terms of the agreements governing the BEE Transaction the various shareholders of Imithi were contractually
committed to remain shareholders of Imithi until 21 June 2015 (“Lock-up Period”). As this Lock-up Period has now
expired and certain Imithi shareholders wish to hold their proportionate share (after costs) of Aspen Shares directly,
Imithi made a proportionate “in specie” distribution to them of the Aspen Shares on 29 June 2015. In order to
facilitate the payment of the costs (including taxation) related to this distribution, approximately 3.6 million Aspen
Shares were disposed of by Imithi.



Durban
30 June 2015

Sponsor: Investec Bank Limited

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