Restatement of Per Share Earnings Disclosures Alaris Holdings Limited (formerly Poynting Holdings Limited) Incorporated in the Republic of South Africa (Registration number 1997/011142/06) Share code: ALH ISIN: ZAE000201554 (“Alaris” or “the Company”) RESTATEMENT OF PER SHARE EARNINGS DISCLOSURES Shareholders are advised that during the preparation for the 2015 audit it came to our attention that the earnings per share calculations (basic earnings per share, diluted earnings per share, headline earnings per share and diluted headline earnings per share) were incorrectly reported on for the unaudited six month period to 31 December 2014 and the audited full year to 30 June 2014. The total profits, cash generated by the business and the total amount of shares legally in issue were correctly reported and management believes that given the distortions in the financial statements following the Aucom transaction, these remain the most appropriate indicators to consider when evaluating business performance. The reason for the restatement primarily relates to the accounting complexities arising from the Aucom transaction, specifically the way the contingent consideration shares subject to recall and the earnings attributable thereto are treated in the respective per share calculations. As detailed in the circular to shareholders dated 31 January 2014, Alaris acquired Aucom for a purchase price of R49.5 million, which purchase price was settled by the issue of 66 million Alaris Shares (at the share price of 75 cents per share), of which 49.5 million shares are subject to a three year cumulative profit warranty of R38 million. The 66 million shares were issued to the vendors on the effective date of which 49.5 million shares were subject to ‘recall’ and were held in trust pending the release to the vendors as they meet their profit guarantees. The 49.5 million shares were also accounted for as a contingent consideration liability despite the fact that these shares were legally issued. IFRS requires the 49.5 million shares subject to recall, together with the related earnings attributable thereto, to be disregarded from the respective basic and headline earnings per share calculations. In respect of the diluted earnings per share calculations, IFRS requires the number of shares to be issued to be based on the position at the reporting date, rather than taking into account the expectations about the future. The impact is reflected in the tables below. 31 December 2014 30 June 2014 As As previously previously Restated reported Variance Restated reported Variance Total operations Basic earnings per share (cents) 15.94 22.27 (28%) (72.61) (101.59) 29% Diluted earnings per share (cents) 2.25 1.27 78% (86.83) (85.94) (1%) Headline earnings per share (cents) 14.56 20.34 (28%) (8.21) (11.48) 29% Diluted headline earnings per share (cents) 0.79 0.05 1481% (2.39) (2.38) (1%) Continuing operations Basic earnings per share (cents) 18.27 25.53 (28%) (64.70) (90.51) 29% Diluted earnings per share (cents) 4.73 3.33 42% (76.46) (75.67) (1%) Headline earnings per share (cents) 18.27 25.53 (28%) (0.29) (0.41) 29% Diluted headline earnings per share (cents) 4.73 3.33 42% 7.98 7.89 (1%) Previously Alaris also reported ‘adjusted headline earnings from continuing operations per share’ where, in addition to the headline earnings adjustment for goodwill impairment relating to Aucom, the Aucom contingent share consideration fair value adjustment was disregarded. Alaris has decided to discontinue the use of adjusted headline earnings from continuing operations. The group will, going forward, disclose the ‘normalised earnings from continuing operations’ and the total number of shares legally in issue to further assist shareholders in understanding the underlying group performance. For further information, the following tables provide the numerators and denominators that are used in the per shares calculations above: Number of shares- restated (millions) 31-Dec-14 30-Jun-14 Total shares legally in issue, as per share register 176.6 176.6 Total shares legally in issue, net of treasuries 174.0 174.1 Weighted average number of shares in issue 124.5 105.6 Diluted weighted average number of shares 164.2 112.6 Total operations - R’000 31-Dec-14 30-Jun-14 Profit after tax 27 745 (107 158) Less (earnings)/loss attributable to shares subject to recall (7 889) 30 469 Basic earnings 19 856 (76 689) Add back earnings/(loss) attributable to shares subject to recall 7 889 (30 469) Less fair value adjustment on Aucom contingent consideration shares (25 245) 9 405 Add back interest cost on PSG Private Equity Preference Shares 1 203 12 Diluted earnings 3 702 (97 741) Profit after tax 27 745 (107 158) Profit on disposal of discontinued operations (2 395) - Profit on disposal of plant and equipment (9) - Impairment of goodwill - 95 046 Headline earnings (incl. portion attributable to shares subject to recall) 25 341 (12 112) Less (earnings)/loss attributable to shares subject to recall (7 205) 3 444 Headline earnings 18 135 (8 668) Add back earnings/(loss) attributable to shares subject to recall 7 205 (3 444) Less fair value adjustment on Aucom contingent consideration shares (25 245) 9 405 Add back interest cost on PSG Private Equity Preference Shares 1 203 12 Diluted Headline earnings 1 298 (2 695) Continued operations - R’000 31-Dec-14 30-Jun-14 Profit after tax 31 812 (95 478) Less (earnings)/loss attributable to shares subject to recall (9 045) 27 148 Basic earnings 22 767 (68 330) Add back earnings/(loss) attributable to shares subject to recall 9 045 (27 148) Less fair value adjustment on Aucom contingent consideration shares (25 245) 9 405 Add back interest cost on PSG Private Equity Preference Shares 1 203 12 Diluted earnings 7 770 (86 061) Profit after tax 31 812 (95 478) Profit on disposal of discontinued operations - - Profit on disposal of plant and equipment (9) - Impairment of goodwill - 95 046 Headline earnings (incl. portion attributable to shares subject to recall) 31 803 (432) Less (earnings)/loss attributable to shares subject to recall (9 043) 123 Headline earnings 22 760 (309) Add back earnings/(loss) attributable to shares subject to recall 9 043 (123) Less fair value adjustment on Aucom contingent consideration shares (25 245) 9 405 Add back interest cost on PSG Private Equity Preference Shares 1 203 12 Diluted Headline earnings 7 760 8 985 The restated figures relating to unaudited six month period to 31 December 2014 and the audited full year to 30 June 2014 have not been reviewed or reported on by Alaris’ auditors. 8 July 2015 Johannesburg Designated Adviser Merchantec Capital Date: 08/07/2015 04:25:00 Produced by the JSE SENS Department. 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