ADVANCED HEALTH LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/059246/06)
(“the Company” or “Advanced Health”)
ISIN Code: ZAE000189049           JSE Code: AVL


       DISPOSAL OF AVL’S ENTIRE EQUITY INTEREST OF 56.44% IN PMA: RESULTS OF GENERAL MEETING


1 INTRODUCTION AND BACKGROUND
  Shareholders are referred to the detailed terms and cautionary announcement released on SENS on 23
  December 2022 and the firm intention announcement released on 30 January 2023, in which shareholders
  were advised that PresMed BidCo Pty Limited entered into a binding Share Sale Agreement (“SSA”) on 23
  December 2022 (“Signature Date”) to purchase 100% of the shares within PresMed Australia Pty Limited
  (“PMA”), the Australian subsidiary of Advanced Health, from Advanced Health and other PMA
  shareholders (the “Transaction” or “Disposal”). PresMed BidCo Pty Limited is an entity owned by ICG Asia
  Pacific Fund IV (a USD 1.1 billion fund managed by London Stock Exchange listed Intermediate Capital
  Group plc (“ICG”)) and a consortium of management and medical shareholders (the “Consortium”).
  Pursuant to the Transaction, Advanced Health will dispose of 635,274 issued ordinary PMA shares
  (representing its entire equity interest, being 56.44% of PMA’s shares for a total transaction consideration
  of AUD45.2 million (approximately ZAR522.0 million).

2 RESULTS OF GENERAL MEETING
  Shareholders are further referred to the distribution of Disposal Circular and notice of general meeting
  announcement released on SENS on 24 February 2023 and are advised that at the general meeting of
  shareholders of the company held today, Tuesday, 28 March 2023, all the proposed ordinary resolutions,
  as set out in the notice of general meeting contained in the Disposal Circular to shareholders posted to
  shareholders on 24 February 2023, were passed by the requisite majority of shareholders present and
  voting, in person or by proxy.

   Details of the results of voting at the general meeting are as follows:

   •      Total number of issued ordinary shares: 498 784 580
   •      Total number of issued ordinary shares net of treasury shares (“Total Votable Ordinary Shares”):
          498 784 580
   •      Total number of issued ordinary shares which were present/represented at the general meeting:
          424 968 651 being 85.20% of the Total Votable Ordinary Shares.


   Special Resolution

   Special resolution number 1: Approval of the Disposal in terms of section 115(2)(b) of the Companies Act

       For (1)                  Against (1)                  Abstentions (2)           Shares voted (3)
       424 853 873              30 000                       84 778                    424 968 651
       99.99%                   0.01%                        0.02%                     85.20%

   Ordinary resolution number 2: Authorisation to implement special resolution number 1

       For (1)                  Against (1)                  Abstentions (2)           Shares voted (3)
       424 853 873              30 000                       84 778                    424 968 651
       99.99%                   0.01%                        0.02%                     85.20%
  Notes:

  (1) The votes carried for and against each individual resolution are disclosed as a percentage in relation
  to the total number of ordinary shares voted (whether in person or by proxy) in respect of such individual
  resolution at the general meeting.
  (2) The total number of ordinary shares abstained in respect of each individual resolution (whether in
  person or by proxy) is disclosed as a percentage in relation to the Total Votable Ordinary Shares.
  (3) The total number of ordinary shares voted (whether in person or by proxy) at the general meeting in
  respect of each individual resolution is disclosed as a percentage in relation to the Total Votable Ordinary
  Shares.

  Shareholders are further advised that:
  • as the votes exercised for special resolution number 1 constitute 99.99% of the voting rights that were
     exercised in respect of Special resolution number 1, the provisions of Section 115(3) of the Act did not
     become applicable; and
  • no Shareholder has exercised its appraisal rights in accordance with the provisions of Section 164 of
     the Act in respect of Special resolution number 1 relating to the approval of the Disposal.

  Accordingly, apart from the condition precedent that the TRP furnishes a compliance certificate in terms
  of Section 121(b) of the Act, the conditions precedent to the Disposal have been fulfilled.

  Upon receipt of the aforementioned compliance certificate, which is expected to occur on or before 29
  March 2023, the Disposal will be implemented in accordance with its terms.


3 RESPONSIBILITY STATEMENT
  The Board and the Independent Board of the Company accept responsibility for the information contained
  in this announcement, and certify that, to the best of their respective knowledge and belief, the
  information is true and, where appropriate, this announcement does not omit anything likely to affect the
  importance of the information included.

(The Exchange rate applied in this announcement is the closing rate on 22 December 2022 (date preceding
the Signature Date) AUD:ZAR = 11.5457 (Iress))

Johannesburg
28 March 2023

Corporate Advisor and Independent Designated Advisor to Advanced Health
Grindrod Bank Limited

Transaction and Financial Advisor to Advanced Health
Monash Advisory Pty Ltd

Australian Legal Advisor to Advanced Health
Gilbert + Tobin