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MEDICLINIC INTERNATIONAL PLC - Public dealing disclosure by a party to an offer or person acting in concert

Release Date: 25/05/2023 15:00
Code(s): MEI     PDF:  
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Public dealing disclosure by a party to an offer or person acting in concert

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
South African income tax number: 9432434182
(‘Mediclinic’, the ‘Company’, or the ‘Group’)

25 May 2023

                                                                                          FORM 8 (DD)

 PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN
    CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY
                             INVESTMENT CLIENTS)
            Rules 8.1, 8.2 and 8.4 of the Takeover Code (the “Code”)

1.      KEY INFORMATION

(a) Full name of discloser:                                     Mr Ahmed Ali
(b) Owner or controller of interests and short                  N/A
    positions disclosed, if different from 1(a):
    The naming of nominee or vehicle companies is
    insufficient. For a trust, the trustee(s), settlor and
    beneficiaries must be named.
(c) Name of offeror/offeree in relation to whose                Mediclinic International plc
    relevant securities this form relates:
    Use a separate form for each offeror/offeree
(d) Status of person making the disclosure:                     Person acting in concert with the
    e.g. offeror, offeree, person acting in concert with        offeree (Mediclinic International plc)
    the offeror/offeree (specify name of offeror/offeree)
(e) Date dealing undertaken:                                    24 May 2023

(f) In addition to the company in 1(c) above, is the            N/A
    discloser making disclosures in respect of any
    other party to the offer?
    If it is a cash offer or possible cash offer, state “N/A”

2.      POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant
securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for
each additional class of relevant security.

(a)     Interests and short positions in the relevant securities of the offeror or offeree
        to which the disclosure relates following the dealing

Class of relevant security:

                                                   Interests                 Short positions
                                              Number          %(1)          Number          %
(1) Relevant securities owned                 11,074         0.0015           Nil          Nil
    and/or controlled:
(2) Cash-settled derivatives:                   Nil            Nil            Nil          Nil

(3) Stock-settled derivatives                   Nil            Nil            Nil          Nil
    (including options) and
    agreements to purchase/sell:
                                                
    TOTAL:                                     11,074         0.0015          Nil          Nil

(1) Total number of ordinary shares of Mediclinic International plc is 737 243 810 as of 23 May 2023. The
percentages have been rounded to the four nearest decimal places.

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or
agreements to purchase or sell relevant securities, should be given on a Supplemental
Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements
should be disclosed on a Supplemental Form 8 (SBL).

(b)        Rights to subscribe for new securities (including directors’ and other employee
           options)

Class of relevant security in relation to         N/A
which subscription right exists:
Details, including nature of the rights           N/A
concerned and relevant percentages:

3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or
offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class
of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)        Purchases and sales

(i)        Party to an offer or person acting in concert (except for a principal trader in the
           same group as a connected adviser)

Class of relevant          Purchase/sale              Number of                Price per unit
security                                              securities
N/A                        N/A                        N/A                      N/A


(ii)       Principal trader where the sole reason for the connection is that the principal
           trader is in the same group as a connected adviser

Class of             Purchases/           Total number         Highest price         Lowest price
relevant             sales                of securities        per unit              per unit
security                                                       paid/received         paid/received
N/A                  N/A                  N/A                  N/A                   N/A


(b)        Cash-settled derivative transactions

Class of             Product          Nature of dealing              Number of          Price per
relevant             description      e.g. opening/closing a         reference          unit
security             e.g. CFD         long/short position,           securities
                                      increasing/reducing a
                                      long/short position
N/A                  N/A              N/A                            N/A                N/A


(c)     Stock-settled derivative transactions (including options)

(i)     Writing, selling, purchasing or varying

Class         Product       Writing,          Number        Exercise     Type         Expiry    Option
of            description   purchasing,       of            price        e.g.         date      money
relevant      e.g. call     selling,          securities    per unit     American,              paid/
security      option        varying etc.      to which                   European               received
                                              option                     etc.                   per unit
                                              relates
N/A           N/A           N/A               N/A           N/A          N/A          N/A       N/A


(ii)    Exercise

Class of             Product              Exercising/             Number of          Exercise price
relevant             description          exercised               securities         per unit
security             e.g. call option     against
N/A                  N/A                  N/A                     N/A                N/A


(d)     Other dealings (including subscribing for new securities)

Class of relevant      Nature of dealing                   Details                 Price per unit (if
security               e.g. subscription, conversion                               applicable)
Mediclinic             Vesting of awards granted           Vesting and cash        N/A
International plc      under the Company’s Long            settlement of
ordinary shares of     Term Incentive Plan                 awards over 14 682
10 pence each                                              ordinary shares in
                                                           the Company under
                                                           the Company’s
                                                           Long Term
                                                           Incentive Plan
                                                           following the
                                                           sanctioning of the
                                                           scheme of
                                                           arrangement in
                                                           relation to the
                                                           recommended cash
                                                           offer for the
                                                           Company. Those
                                                           awards will be
                                                           settled in cash for
                                                           501 pence per
                                                           share in accordance
                                                           with the rules of the
                                                           Long Term
                                                           Incentive Plan.


4.      OTHER INFORMATION

(a)     Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding,
formal or informal, relating to relevant securities which may be an inducement to deal
or refrain from dealing entered into by the party to the offer or person acting in concert
making the disclosure and any other person:
Irrevocable commitments and letters of intent should not be included. If there are no such
agreements, arrangements or understandings, state “none”

None.

(b)      Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between
the party to the offer or person acting in concert making the disclosure and any other
person relating to:
(i) the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which
     any derivative is referenced:
If there are no such agreements, arrangements or understandings, state “none”

None.


(c)      Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)                                                  NO

Supplemental Form 8 (SBL)                                                             NO



Date of disclosure:                                    25 May 2023

Contact name:                                          Company Secretary, Link Company Matters
                                                       Limited
                                                       Caroline Emmet
Telephone number:                                      +44 (0)333 300 1930


Public disclosures under Rule 8 of the Code must be made to a Regulatory Information
Service.

The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s
dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk/.

CONTACT INFORMATION
Investor queries
James Arnold, Head of Investor Relations, Mediclinic International plc
+44 (0)20 3786 8181
 ir@mediclinic.com

Media queries
FTI Consulting
Ben Atwell/Ciara Martin – UK
+44 (0)20 3727 1000
Sherryn Schooling – South Africa
+27 (0)21 487 9000

Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Joint corporate brokers: Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Ltd)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Ltd


Date: 25-05-2023 03:00:00
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