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Redemption of Redeemable Convertible Preference Shares
Alaris Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1997/011142/06)
Share code: ALH ISIN: ZAE000201554
(“Alaris” or “the Company”)
REDEMPTION OF REDEEMABLE CONVERTIBLE PREFERENCE SHARES
Shareholders are referred to the circular to shareholders dated 25 April 2014, wherein shareholders were
advised that the Company and PSG Private Equity Proprietary Limited (“PSG Alpha”) had entered into a
Preference Share Subscription Agreement on 4 March 2014 in terms of which PSG Alpha subscribed for,
and the Company issued, 20 400 000 redeemable, convertible preference shares of no par value
(“Preference Shares”), at a subscription price of R2.50 per Preference Share for a total subscription
consideration of R51 million. PSG Alpha subscribed for the Preference Shares on 1 July 2014 (“Effective
Date”).
In terms of the Preference Share Subscription Agreement, the Company shall be obliged to compulsorily
redeem the Preference Shares on the first business day following the third anniversary of the Effective Date,
being 3 July 2017 (“Redemption Date”), to the extent that Preference Shares have not been converted by
PSG Alpha prior to the Redemption Date.
Shareholders are advised that PSG Alpha has not converted the Preference Shares given that the Alaris
share price is currently lower than the conversion price of the Preference Shares. Accordingly, the total
consideration of R51 million will be repaid on the Redemption Date.
Alaris has sufficient cash available to redeem the Preference Share and has no other bank debt. The
Company shows good organic growth prospects and has secured in-principle funding commitments from
South African banks, at a more favourable financing rate, to fund future potential acquisitions. The
redemption of the Preference Shares, as opposed to a conversion, also does not result in dilution to Alaris
shareholders.
Alaris is pleased that PSG Alpha remains a key shareholder with a 25.6% shareholding in the Company.
Johannesburg
30 June 2017
Designated Adviser
Merchantec Capital
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