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ASSURA PLC - Special Dividend Finalisation Announcement And Conversion Rate

Release Date: 13/08/2025 08:00
Code(s): AHR     PDF:  
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Special Dividend Finalisation Announcement And Conversion Rate

Assura plc
(Incorporated in England and Wales)
(Company Number: 09349441)
LEI number: 21380026T19N2Y52XF72
LSE Share Code: AGR
JSE Share Code: AHR
ISIN Code: GB00BVGBWW93
("Assura" or the "Company")

REVISED OFFER BY PRIMARY HEALTH PROPERTIES PLC BECOMES
UNCONDITIONAL
SPECIAL DIVIDEND FINALISATION ANNOUNCEMENT AND CONVERSION RATE

1.   Introduction

     1.1. Shareholders are referred to the announcement released on SENS on 15 July 2025,
          regarding the Special Dividend payable in terms of the Revised Offer from Primary
          Health Properties PLC ("PHP"), in lieu of and representing an acceleration of the
          quarterly interim dividend otherwise expected to be paid by Assura during October
          2025 ("Announcement"). The Special Dividend was declared by Assura conditional
          on (i) the Revised Offer by PHP becoming or being declared Unconditional, and (ii)
          Assura having received the necessary approval from the South African Reserve Bank
          to pay the Special Dividend ("SARB Approval").

     1.2. The Special Dividend is wholly Property Income Distribution ("PID").

     1.3. As announced jointly by PHP and Assura on SENS yesterday, 12 August 2025, the
          Revised Offer has become Unconditional.

     1.4. Capitalised terms used but not defined herein shall have the meaning ascribed thereto
          in the Announcement.

2.   Receipt of SARB Approval

     Assura has received the necessary SARB Approval for payment of the Special Dividend,
     being the last remaining condition. The Special Dividend will therefore proceed in
     accordance with the timetable set out in paragraph 4 below.

3.   Currency Conversion

     3.1 Based on a closing exchange rate of GBP1.00 = ZAR23.8479 on Tuesday, 12 August
         2025, the equivalent gross Special Dividend amounts to ZAc20.03224 per Assura
         share.

     3.2 The Special Dividend is regarded as a "foreign dividend" (as defined in the South
         African Income Tax Act No. 58 of 1962) for South African resident shareholders
         holding shares on the South African register, and is therefore subject to dividend
         withholding tax in South Africa ("SA Dividends Tax").

     3.3 Accordingly, for those shareholders that are not exempt from paying dividend
         withholding tax, the net cash Special Dividend will be as follows:
                                                UK shareholders              SA shareholders
                                                (GBP pence)                  (ZAc)
           Gross amount of Special Dividend     0.84                         20.03224
           payable
           Less 20% UK withholding tax1         (0.168)                      (4.00645)
           Net Special Dividend payable2        0.672                        16.02579
           Less effective 5% SA Dividends Tax   n/a                          (1.00161)
           for SA shareholders who are SA tax
           residents3
           Net Special Dividend payable         0.672                        15.02418

          Notes
          1 Certain categories of UK shareholders may apply for exemption, in which case the
          PID element will be paid gross of UK withholding tax.
          2 Net position after deducting UK withholding tax for both UK and SA shareholders,
          but before qualifying SA investors have claimed back 5% from His Majesty's Revenue
          & Customs ("HMRC") under the double tax agreement between the UK and SA in
          respect of withholding tax.
          3 SA Dividends Tax applies at the rate of 20% for qualifying SA shareholders who are
          SA tax residents, but such SA shareholders receive a rebate of the UK withholding
          tax suffered (which is effectively 15%, after taking into account the 5% reclaimed from
          HMRC as referred to in point 2).

     3.4 Assura shareholders who are in doubt as to their tax status or position, including any
         exchange control requirements, should consult an appropriate professional advisor
         in their relevant jurisdiction without delay.

4.   Timetable

     4.1 The timetable for the payment of the Special Dividend to South African shareholders
         is set out below:

                                                                                      2025
              Last day to trade cum dividend on the JSE                Wednesday, 13 August
              Shares trade ex-dividend on the JSE                       Thursday, 14 August
              Special Dividend record date on the JSE                     Monday, 18 August
              Payment date by                                            Tuesday, 26 August

     4.2 To facilitate settlement of the Special Dividend to entitled South African shareholders,
         share certificates may not be dematerialised or rematerialised between Thursday,
         14 August 2025 and Monday, 18 August 2025, both dates inclusive.

     4.3 From the commencement of trade on Tuesday, 12 August 2025 until the close of
         trade on Monday, 18 August 2025, no cross-border removals will be permitted.

For more information, please contact:

Assura plc                                     Tel: 0161 515 2043
David Purcell, Investor Relations Director     Email: Investor@assura.co.uk
Assura shares are listed on the LSE, being the Company's primary listing, and the JSE,
Assura's secondary listing.

13 August 2025

Corporate Advisor and JSE Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 13-08-2025 08:00:00
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