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ALARIS HOLDINGS LIMITED - Finalisation Announcement and Timetable for Scheme of Arrangement

Release Date: 27/01/2022 08:00
Code(s): ALH     PDF:  
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Finalisation Announcement and Timetable for Scheme of Arrangement

ALARIS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1997/011142/06)
Share code: ALH
ISIN: ZAE000201554
("Alaris" or "the Company")

FINALISATION ANNOUNCEMENT AND TIMETABLE FOR SCHEME OF ARRANGEMENT

Unless the context indicates otherwise, terms used in this announcement bear the same meanings
given to such terms in the Circular.

Alaris shareholders are referred to the announcement advising that:
    1. the Scheme was approved by Alaris shareholders at the General Meeting held on
         Tuesday, 21 December 2021; and
    2. all conditions precedent to the Scheme, as detailed in the Circular have been fulfilled.

As a result of the Scheme becoming unconditional, the Company wishes to draw Alaris shareholders’
attention to the following important dates and times in relation to the implementation of the Scheme
and de-listing of all Alaris Shares from the Alternative Exchange of the JSE.

                                                                                                        2022

 Scheme LDT expected to be on                                                          Tuesday, 8 February

 Trading in Alaris Shares on the JSE suspended from commencement of trade              Wednesday, 9 February
 expected to be on

 Last day for Forms of Election and Surrender (blue) to be validly lodged by           Friday, 11 February
 Certificated Alaris Shareholders with the Transfer Secretaries and elections to
 be made by CSDPs or Brokers of Dematerialised Alaris Shareholders expected
 to be by 12:00 on

 Scheme Consideration Record Date to be recorded in the Securities Register            Friday, 11 February
 in order to receive the Scheme Consideration expected to be on

 Scheme Operative Date expected to be on                                               Monday, 14 February

 Certificated Shareholders Scheme Consideration sent by EFT within 5 Business          Monday, 14 February
 Days of

 Dematerialised Shareholders to have their account credited with the Scheme            Monday, 14 February
 Consideration or Standby Offer Consideration

 Termination of listing of Alaris Shares on the JSE at commencement of trade           Tuesday, 15 February
 expected to be on

Note:

All times referred to in the Circular are references to South African Standard Time.

INDEPENDENT BOARD RESPONSIBILITY STATEMENT

The Independent Board accepts responsibility for the information contained in this announcement
which relates to Alaris and confirms that, to the best of its knowledge and belief, such information
which relates to Alaris is true and this announcement does not omit anything likely to affect the
importance of such information.

OFFERORS BOARD RESPONSIBILITY STATEMENT

The board of directors or trustees, as the case may be, of each of the members of the Consortium
accept responsibility for the information contained in this announcement which relates to them and
confirms that, to the best of their knowledge and belief, such information which relates to them is true
and this announcement does not omit anything likely to affect the importance of such information.

 Centurion
 27 January 2022

 Transaction Advisor and             Legal Advisor to the Consortium              Independent Expert
Designated Advisor to Alaris
                                          Cliffe Dekker Hofmeyr                Questco Proprietary Limited
        PSG Capital

Date: 27-01-2022 08:00:00
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