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Further Extension of the PUSU Deadline

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Takeover Panel grants one-day extension to Toscafund's deadline to announce firm offer or walk away.

  • Proposed offer price 250 pence per share
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On 14 May 2026, the Company announced that it had received a revised non-binding proposal (the "Proposal") from funds advised by Toscafund Asset Management LLP ("Toscafund"), the Company's second largest shareholder, regarding a possible cash offer of 250 pence per Spire Healthcare share for the entire issued and to be issued ordinary share capital of Spire Healthcare (the "Cash Offer"). The Proposal includes an option for Spire Healthcare shareholders to elect for an unlisted rollover equity alternative in respect of some or all of their Spire Healthcare shares.

As set out in the Company's announcement on 21 August 2026, in accordance with Rule 2.6(a) of the Code, Toscafund is currently required, by not later than 5.00 p.m. (London time) on 3 September 2026 (the "PUSU Deadline"), either to: (i) announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code; or (ii) announce that it does not intend to make an offer for the Company.

As noted in the Company's announcement on 21 August 2026, Toscafund has confirmed to the Board that its due diligence has concluded. Toscafund has now confirmed to the Board that it has substantially completed its work towards the announcement of a 250 pence per Spire Healthcare share recommended offer and the transaction documentation is now in near-final form. Toscafund has requested that the Board grants a short extension to enable it to finalise its financing documentation, which is near-final.

Accordingly, the Board has therefore requested, and the Takeover Panel has consented to, a short extension to the PUSU Deadline. Consequently, in accordance with Rule 2.6(a) of the Code, Toscafund is now required, by not later than 5.00 p.m. (London time) on 4 September 2026, either to announce a firm intention to make an offer in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline may be further extended with the consent of the Takeover Panel, in accordance with Rule 2.6(c) of the Code.

This announcement is being made with the approval of Toscafund.

J.P. Morgan Cazenove (Joint financial adviser and joint corporate broker) James Mitford / Alia Malik / Nikhil Gondalia+44(0)2034398000
Berenberg (Joint corporate broker) Toby Flaux / Ben Wright / Detlir Elezi+44(0)2032077800

Notice related to financial advisers

Rule 26.1 disclosure

Additional Information

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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