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Announcement Regarding Spire Healthcare Group plc
Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
("Mediclinic")
FOR IMMEDIATE RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN ANY JURISDICTION WHERE TO DO
SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
20 November 2017
Announcement Regarding Spire Healthcare Group plc
Further to the announcements made by Spire Healthcare Group plc (“Spire”) and Mediclinic in relation
to Mediclinic’s possible offer for the entire issued and to be issued share capital of Spire not already
owned by it or its subsidiaries, Mediclinic confirms that, following further consideration and discussions
with the independent directors of Spire, it was unable to reach agreement on the terms of a transaction.
Accordingly, Mediclinic does not intend to make an offer for Spire and is bound by the restrictions under
Rule 2.8 of the City Code on Takeovers and Mergers (the “Code”).
Mediclinic is disappointed that it could not reach an agreement with the independent directors of Spire
but will continue to take a disciplined approach to capital allocation to ensure investments are in the
best interests of Mediclinic shareholders. Mediclinic has every intention of remaining a supportive
shareholder of Spire.
For the purposes of Rule 2.8 and other relevant provisions of the Code, Mediclinic reserves the right to
announce an offer or possible offer or make or participate in an offer or possible offer for Spire or to
take any other action which would otherwise be restricted under Rule 2.8 of the Code, within the next
six months following the date of this announcement, in the circumstances set out in Note 2 to Rule 2.8
of the Code or otherwise with the consent of the UK Takeover Panel.
A copy of this announcement will be available on Mediclinic’s corporate website at www.mediclinic.com.
The content of this website is not incorporated into, and does not form part of, this announcement.
Mediclinic has a primary listing on the Main Market of the LSE, with secondary listings on the JSE in
South Africa and the NSX in Namibia.
Enquiries
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181
FTI Consulting (PR adviser to Mediclinic)
Debbie Scott (UK) +44 (0)20 3727 1000
Frank Ford (South Africa) +27 (0)21 487 9000
Corporate broker: Morgan Stanley & Co. International plc
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Limited
Morgan Stanley & Co. International plc ("Morgan Stanley") which is authorised by the Prudential
Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation
Authority in the UK is acting as co-financial adviser to Mediclinic and no one else in connection with the
matters set out in this announcement. In connection with such matters, Morgan Stanley, its affiliates
(including without limitation Morgan Stanley South Africa (Pty) Limited) and their respective directors,
officers, employees and agents will not regard any other person as their client, nor will they be
responsible to any other person for providing the protections afforded to their clients or for providing
advice in connection with the contents of this announcement or any other matter referred to herein.
Rand Merchant Bank, a division of FirstRand Bank Limited ("RMB") is acting as co-financial adviser to
Mediclinic and no one else in connection with the matters referred to in this announcement. In
connection with such matters, RMB, its affiliates and its and their respective directors, officers,
employees and agents will not regard any other person as their client, nor will they be responsible to
any other person other than Mediclinic for providing the protections afforded to their clients or for
providing advice in connection with the contents of this announcement or any other matter referred to
herein.
The release, publication or distribution of this announcement in jurisdictions outside the United Kingdom
may be restricted by law and, therefore, persons into whose possession this announcement comes
should inform themselves about, and observe, such restrictions. Any failure to comply which such
restrictions may constitute a violation of the securities law of any such jurisdiction.
Date: 20/11/2017 09:00:00 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.
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