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Results of the General Meeting
LIFE HEALTHCARE GROUP HOLDINGS LIMITED LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa) (Incorporated in the Republic of South
(Registration number 2003/002733/06) Africa with limited liability)
ISIN: ZAE000145892 (Registration number 2016/273566/06)
JSE and A2X share code: LHC Bond company code: LHFI
(Life Healthcare or the Company and, together with its affiliates, (Life Healthcare Funding)
the Group)
RESULTS OF THE GENERAL MEETING
Capitalised terms not defined in this announcement have the meaning given to such terms in the Terms Announcement and
the Circular.
1. INTRODUCTION
Shareholders are referred to the Circular distributed on Thursday, 9 November 2023 relating to the proposed disposal of
Life Healthcare's interests in Alliance Medical Group to iCON Infrastructure, which incorporated a notice of general meeting
of Shareholders to approve the resolution required to authorise and implement the Transaction.
2. RESULTS OF THE GENERAL MEETING
Shareholders are hereby advised that pursuant to the General Meeting, held on Friday, 8 December 2023, the ordinary
resolution required to authorise and implement the Transaction was approved by the requisite majority of votes. Details
of the results of the voting at the General Meeting are set out below:
Resolution Votes cast disclosed as Number of Shares voted Shares
a percentage in Shares voted disclosed as abstained
relation to the total a percentage disclosed as a
number of Shares in relation to percentage in
voted at the meeting the total relation to the
For Against issued total issued
Shares* Shares*
Ordinary Resolution 100,00% 0.00% 1 201 202 758 81,86% 0,02%
Approval of the Transaction in terms of
the Listings Requirements
* The total number of Shares in issue as at the General Meeting record date was: 1 467 349 162 Shares.
3. CONDITIONS PRECEDENT TO THE TRANSACTION
Shareholders and noteholders are further advised that Conditions Precedent, as defined in the Sale and Purchase
Agreement and as set out in the Circular, which have been satisfied, include:
- Unconditional clearance received for three of the four regulatory conditions precedent as defined under the
Regulatory Condition, including merger control clearance in Ireland, Foreign Investment Clearance in Germany,
and Foreign Investment Clearance in Italy;
- Life Healthcare lender related conditions precedent including the DMTN Guarantee Release Condition and
guarantee release conditions for term loan and general banking facilities in South Africa; and
- Ordinary resolution in terms of section 9 of the JSE Listings Requirements being approved by Shareholders at the
General Meeting of Shareholders.
Following the passing of the ordinary resolution by Shareholders, the only regulatory condition precedent to the
Transaction outstanding is Foreign Investment Clearance in Austria. The Transaction is still expected to close in the first
quarter of 2024.
The Company will keep Shareholders and noteholders apprised, and a further announcement will be released on SENS,
regarding the fulfilment of the remaining condition precedent and the implementation of the Transaction.
Dunkeld
8 December 2023
Sponsor and Debt Sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited
Date: 08-12-2023 12:30:00
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