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Declaration of special dividend
LIFE HEALTHCARE GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2003/002733/06)
ISIN: ZAE000145892
Share Code: LHC
("Life Healthcare" or "the Group" or "the Company")
LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2016/273566/06)
LEI: 3789SJPQJZF8ZYXTZ394
Bond company code: LHFI
DECLARATION OF SPECIAL DIVIDEND
The Board of directors of Life Healthcare ("Board") is pleased to announce the approval and
declaration of a gross special cash dividend of 600 cents per ordinary share ("Special Dividend").
This Special Dividend, payable from income reserves, is the distribution of the net proceeds
received following the disposal of the Group's interest in Alliance Medical Group (the "Transaction")
which has unlocked significant value for Life Healthcare shareholders ("Shareholders").
In considering the distribution, the Board evaluated both the quantum in relation to the net
proceeds received and the most efficient form of distribution.
• The gross amount received from the Transaction was £845.9 million and from this
international debt of £382.6 million was settled, and transaction related costs of
£28.4 million paid. The balance of R10.2 billion was repaid to the South African holding
company after settling hedging costs of R112 million. The Company is retaining R1.4 billion
to fund a part of the acquisition of the renal businesses of Fresenius Medical Care in
southern Africa and to support Life Molecular Imaging growth opportunities.
• This special dividend equates a distribution of R8.8 billion, which is higher than the
distribution of R8.4 billion included in the circular, as the Board decided to increase the net
proceeds distributed to Shareholders.
• In determining the amount, and mechanism, of the distribution to Shareholders, the Board
took into consideration the proposed amount retained for earmarked growth opportunities,
Shareholders' preferences with regards to special dividends versus share buybacks and
market conditions. The Board determined that the payment of a special dividend was
preferable in that it could be implemented quickly without exposing the Company, or
Shareholders, to equity market volatility.
• Following the distribution the Group's gearing will be c. 0.8x net debt to EBITDA. The
Group believes that this is an acceptable level of gearing in the current macro environment.
This Special Dividend is subject to approval by the South African Reserve Bank ("SARB") before
it can be paid ("the Condition"). A further announcement will be released once the Condition has
been fulfilled.
The Special Dividend will be subject to South African dividend withholding tax at a rate of 20%.
This will result in a net dividend of 480 cents per share for those Shareholders who are subject to
dividend withholding tax or who are not subject to a reduced rate in terms of any applicable
agreement for the avoidance of double taxation between South Africa and such Shareholders'
country of residence.
The Company's total number of issued ordinary shares is 1 467 349 162 as at the date of
declaration of the Special Dividend. The Company's income tax reference number is
9387/307/15/1.
Shareholders' attention is drawn to the following preliminary salient dates regarding the Special
Dividend – assuming timely approval by SARB is received by 22 March 2024:
Finalisation date Friday, 22 March 2024
(announcement to be released on SENS by 11:00)
Last day to trade to participate in the Special Dividend Tuesday, 2 April 2024
Shares commence trading ex-dividend on Wednesday, 3 April 2024
Record date Friday, 5 April 2024
Special Dividend payment date Monday, 8 April 2024
Share certificates may not be dematerialised or re-materialised between Wednesday, 3 April 2024
and Friday, 5 April 2024, both days inclusive.
The salient dates above are on the basis that the Condition will be fulfilled by Friday, 22 March
2024. To the extent that the Condition is not fulfilled by Friday, 22 March 2024, a further
announcement will be released by the Company to inform Shareholders thereof and to provide an
updated timetable in respect of the Special Dividend.
For further information, please contact:
investor.relations@lifehealthcare.co.za
Dunkeld
28 February 2024
Equity and Debt Sponsor
Rand Merchant Bank (a division of FirstRand Bank Limited)
Date: 28-02-2024 03:00:00
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