| Tue 3 Jul 2012, 8:05 | | LITHA HEALTHCARE GROUP - IMPLEMENTATION OF STRATEGIC PARTNERSHIP TRANSACTION AND CHANGE IN BENEFICIAL INTEREST |
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LHG
LITHA HEALTHCARE GROUP - IMPLEMENTATION OF STRATEGIC PARTNERSHIP TRANSACTION AND CHANGE IN BENEFICIAL INTEREST
LITHA HEALTHCARE GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 2006/006371/06)
Share code: LHG ISIN: ZAE000144671
("Litha" or "the Company" or the Group)
IMPLEMENTATION OF STRATEGIC PARTNERSHIP TRANSACTION AND CHANGE IN BENEFICIAL INTEREST
The directors of Litha are pleased to announce that all conditions precedent have been fulfilled relating to the strategic partnership transaction as detailed in the announcements released on SENS on 21 February 2012,7 May 2012, 6 June 2012 and 22 June 2012 and the circular distributed to shareholders, dated 7 May 2012, the Transaction as defined in the circular has accordingly been implemented with effect from Monday, 2 July 2012.
Highlights of the Transaction:
- Litha has acquired 100% of Pharmaplan Proprietary Limited (Pharmaplan), one of the fastest growing specialist pharmaceutical companies in South Africa, for R590 million through the payment of cash and the issue of new Litha shares.
- Paladin Labs Inc. (Incorporated in Canada and listed on the Toronto Stock Exchange) (Paladin) is now a new strategic shareholder in Litha.
- It is envisaged that the Litha Pharma Division will become Lithas most profitable by earnings.
Comment from Selwyn Kahanovitz, the Chief Executive Officer of Litha:
The acquisition of Pharmaplan provides the critical mass across all three divisions (pharmaceuticals and complementary medicines, vaccines and medical devices) to negotiate with suppliers on a larger scale as a diversified Company.
Not only will this result in bringing new, innovative, affordable and high quality products to market, but Litha can now also offer customers a host of diversified products and services under one umbrella, he adds.
The Group will continue to solidify its business model in South Africa and develop its long term strategy to expand into sub-Saharan Africa. Driven by a highly motivated and experienced team of representatives and professionals, the Group is on course to reach our aim to be the leading supplier of quality and affordable products and services to the healthcare industry in South Africa and beyond.
Disclosure of beneficial interest:
In accordance with the JSE Listings Requirements and Section 122 of the Companies Act, (71 of 2008), as amended, shareholders are advised of the following changes in beneficial interests in Litha as a result of the Transaction:
Paladin has increased its holding in Litha from 0 to 242 079 987 shares which represents 44.52% of the voting rights in Litha.
Blackstar Group SE and Blackstar (Cyprus) Investors Limited collectively, have decreased their holding in Litha from 145 978 156 to 72 989 078 shares which represents 13.42% of the voting rights in Litha. Individually the interests are represented as Blackstar Group SE holding 0.67% of the voting rights in Litha and Blackstar (Cyprus) Investors Limited holding 12.75% of the voting rights in Litha.
Midrand
3 July 2012
Merchant bank and sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Transaction originator and debt underwriter
Blackstar
Independent expert
BDO Corporate Finance Proprietary Limited
Reporting Accountants
Mazars Moores Rowland
Legal advisors to Litha and Blackstar
Edward Nathan Sonnenbergs Inc
Independent Sponsor
Deloitte & Touche Sponsor Services Proprietary Limited
South African legal advisors to Paladin
Werksmans Inc
Canadian legal advisors to Paladin
Davies Ward Phillips & Vineberg LLP
Date: 03/07/2012 08:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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