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Tue 6 Jun 2023
Close: 1c 
Day's move: -11 829c (-99.99%)
Volume: 0
Trades: 0
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Mediclinic - JSE delisting update
The JSE has advised Mediclinic that, in accordance with the timetable in the announcement published on SENS on Thursday 25 May 2023, it will be terminating the listing of Mediclinic Shares on the Main Board of the JSE from commencement of trade on Wednesday 7 June 2023.
The delisting of Mediclinic Shares on the NSX will occur simultaneously with the termination of the listing and trading of such shares from the JSE.
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Mediclinic - de-listing and cancellation of shares
Mediclinic announced that, following an application by Mediclinic, the Financial Conduct Authority has cancelled the listing of Mediclinic Shares on the premium listing segment of the Official List and the London Stock Exchange has cancelled the trading of Mediclinic Shares on the London Stock Exchange’s main market for listed securities, in each case with effect from 8:00 am (London time) on 30 May 2023.
Following the suspension of Mediclinic shares on the Main Board of the JSE and the NSX, effective from 9:00 am (SAST) on commencement of trade on 26 May 2023, the delisting of Mediclinic shares from the JSE and the NSX is expected to take effect from commencement of trade on 7 June 2023, being the first SA Business Day immediately following the date on which accounts are expected to be credited with the Consideration.
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Mediclinic - scheme becomes effective
On 4 August 2022, the boards of directors of Mediclinic International plc (“Mediclinic” or the “Company”) (excluding the Remgro representative), Manta Bidco Ltd. (“Bidco”), Remgro and SAS announced that they had reached agreement on the terms of a recommended cash offer by Bidco for the entire issued and to be issued share capital of Mediclinic (the “Acquisition”), other than the Mediclinic Shares already owned by the Relevant Remgro Subsidiaries, to be implemented by way of a court sanctioned scheme of arrangement under Part 26 of the Companies Act (the “Scheme”). The circular in relation to the Scheme (the "Scheme Document") was published and posted to Mediclinic Shareholders on 30 August 2022.
On 25 May 2023, Mediclinic and Bidco announced that the High Court of Justice of England and Wales had sanctioned the Scheme at the Scheme Court Hearing held on 24 May 2023.
Mediclinic and Bidco announced that, following delivery of the Court Order to the Registrar of Companies today, the Scheme has now become effective in accordance with its terms and, pursuant to the Scheme, the entire issued and to be issued share capital of Mediclinic is now owned by Bidco. It is intended that Mediclinic shall shortly be re-registered as a private limited company.
Settlement
A Scheme Shareholder on the register of members of Mediclinic at the Scheme Record Time, being (i) 6:00 p.m. on 25 May 2023, for all Mediclinic Shareholders except Mediclinic Shareholders on the South African Register; and (ii) 5:00 p.m. (SAST) on 30 May 2023, for Mediclinic Shareholders on the South African Register, will be entitled to receive 501 pence in cash for each Scheme Share held (which is equal to ZAR 119.105235 per Scheme Share). Settlement of the consideration to which any Scheme Shareholder is entitled will be effected in the case of Scheme Shareholders registered:
• on the UK Register, in pounds sterling by way of an electronic payment to the account indicated in the standard electronic payment mandate (for those Scheme Shareholders that have set up a standing electronic payment mandate with the UK Registrar for the purpose of receiving dividend payments) or the despatch of cheques drawn on a UK clearing bank, in both cases for Scheme Shareholders on the UK Register holding Scheme Shares in certificated form, and crediting through CREST accounts for Scheme Shareholders on the UK Register holding Scheme Shares in uncertificated form; and
• on the South African Register, in South African rand (with the Consideration being converted into ZAR at the GBP/ZAR Exchange Rate of ZAR 23.7735 for each GBP 1.00) by the transfer of funds to a South African rand bank account (for Scheme Shareholders holding Scheme Shares in certificated form in cases where such banking details have been confirmed) or through the Strate system by way of an assured payment obligation (for Scheme Shareholders holding Scheme Shares in dematerialised form),
as soon as practicable and in any event not later than 14 days after the Effective Date, as set out in the Scheme Document.
Suspension and cancellation of listing and trading of Mediclinic Shares
The listing of Mediclinic Shares on the premium listing segment of the Official List of the Financial Conduct Authority and the admission to trading of Mediclinic Shares on the London Stock Exchange's main market for listed securities were suspended with effect from 7.30 a.m. (London time) on 26 May 2023. Dealings in Mediclinic Shares on the JSE and NSX were suspended with effect from 9.00 a.m. (SAST) on 26 May 2023.
Applications have been made to the Financial Conduct Authority and the London Stock Exchange in relation to the de-listing of Mediclinic Shares from the premium listing segment of the Official List and the cancellation of the admission to trading of Mediclinic Shares on the London Stock Exchange’s main market for listed securities, which is expected to take place by 8:00 a.m. (London time) on 30 May 2023.
It is expected that, subject to the approval of the Executive Committee of the JSE, the JSE will initiate the termination of the secondary listing of Mediclinic Shares on the Main Board of the JSE, in terms of paragraphs 1.12 and 1.13 of the JSE Listings Requirements, to take effect following today (being the Effective Date) on the basis that Mediclinic no longer complies with the public spread provisions pursuant to paragraph 4.28(e) of the JSE Listings Requirements. The delisting of Mediclinic Shares on the NSX will occur simultaneously with the termination of the listing and trading of such shares from the JSE. The delisting of Mediclinic Shares from the JSE and the NSX is expected to take effect from commencement of trade on 7 June 2023, being the first SA Business Day immediately following the date on which accounts are expected to be credited with the Consideration.
Director changes
As the Scheme has now become effective, Mediclinic announced that, as of today’s date, Dame Inga Beale, Dr Felicity Harvey, Dr Muhadditha Al Hashimi, Natalia Barsegiyan, Zarina Bassa, Danie Meintjes, Dr Anja Oswald, Tom Singer and Steve Weiner have tendered their resignations and have stepped down from the Mediclinic Board.
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| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
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