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Restructuring of interests in Mediclinic Holdings – implementation of transaction
REMGRO LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1968/006415/06)
ISIN: ZAE000026480
JSE and A2X share code: REM
("Remgro")
RESTRUCTURING OF INTERESTS IN MEDICLINIC HOLDINGS – IMPLEMENTATION OF
TRANSACTION
Capitalised terms used in this announcement shall, unless otherwise defined herein or the
context otherwise requires, have the same meanings as set out in Remgro's category 2
announcement dated 31 March 2026 ("Category 2 Announcement").
On 31 March 2026, Remgro announced that it had reached agreement with Investment Holding
Limited S.à.r.l ("IHL"), a subsidiary of MSC Mediterranean Shipping Company Holding SA,
Mediclinic Luxembourg, Mediclinic Group Limited and Mediclinic Holdings regarding a
restructuring of Remgro and IHL's respective interests in the Combined Mediclinic Group.
As further detailed in the Category 2 Announcement, the Proposed Transaction comprises two
components:
(i) the Hirslanden Disposal, pursuant to which IHL will acquire 100% of Hirslanden and
Hirslanden's interest in all of its subsidiaries and associates, housing Mediclinic Holdings'
Swiss business unit; and
(ii) the MCSA Acquisition, pursuant to which Remgro will acquire 100% of MCSA and MCSA's
interest in all of its subsidiaries and associates, housing Mediclinic Holdings' Southern
African business unit.
Each transaction component is subject to the satisfaction or waiver (as applicable) of respective
Conditions Precedent (as defined and described in paragraph 6 of the Category 2
Announcement) by no later than the Longstop Date (being 30 September 2027).
Remgro is pleased to advise its shareholders that all the Hirslanden Conditions Precedent and
the MCSA Conditions Precedent have been fulfilled and that each of the Hirslanden Disposal and
the MCSA Acquisition has been implemented and closed, on 1 July 2026. As a result, Remgro:
(i) no longer holds any interest in Mediclinic Holdings' Swiss business unit, which is now owned
by IHL as to 100%; and (ii) now owns 100% of Mediclinic Holdings' Southern African business unit,
through its sole shareholding of MCSA.
In terms of the Implementation Agreement, Remgro acquired MCSA Group for $950 million and
IHL acquired Hirslanden Group for $950 million. These amounts were adjusted to $947 million for
MCSA Group and $1 077 million for Hirslanden Group, to reflect the agreed leakages and accruals
between the Locked-Box Date and the Implementation Date.
The adjusted considerations for both components remained outstanding on loan account and
were subsequently settled by means of in specie distributions of the respective loan accounts to
IHL and Remgro, with Remgro receiving a cash distribution, in addition to the MCSA Loan
Account, of $130 million in order to equalise the difference in value.
Enquiries
Remgro Investor Relations – investor.relations@remgro.com
Stellenbosch, 1 July 2026
Sponsor: Rand Merchant Bank, a division of FirstRand Bank Limited
Legal adviser: Webber Wentzel
Date: 01-07-2026 11:35:00
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