LONDON, UK: Rutherford Health Plc has entered into agreement with The First Investor LLC (TFI) to acquire all the shares in Proton Partners International Health Care Investments LLC, UAE Company (PPI UAE) in consideration for the issue of 64 million new shares in the company.
Under the Share Swap Deed TFI has agreed to procure the transfer by the other shareholders in PPI UAE of their shares in PPI UAE.
Completion of the Transaction is conditional on, inter alia:
| (i) | TFI conducting satisfactory due diligence into the Company during a period of up to 21 calendar days, from the date of the Share Swap Deed, being 28 August 2021; |
| (ii) | the Company conducting satisfactory due diligence into PPI UAE and, if it so elects, receiving a fairness opinion in relation to the Transaction, during a period of up to 21 calendar days, from the date of the Share Swap Deed; |
| (iii) | Notarial and other usual formalities in the UAE in respect of the transfer of the PPI UAE shares to the Company; and |
| (iv) | formal approval by the Board of the Company. |
If any of the conditions have not been satisfied or waived (where so permitted under the Share Swap Deed) on a date before the date falling 21 business days after the date of the Share Swap Deed, either of TFI or the Company may elect to postpone completion, complete on a partial basis or terminate the Share Swap Deed.
PPI UAE is the holding company of the Gulf International Cancer Centre, located in Abu Dhabi, UAE. TFI is part of the Dubai-based Alfardan Group.
Any Ordinary Shares issued will be under the existing authorities given at last year’s AGM.
Rutherford Health plc is a leading UK provider of innovative cancer care. Operating a network of four state-of-the-art centres in Wales, Reading, Northumberland and Liverpool, Rutherford Health offers a comprehensive range of the latest technology in cancer treatments, and is the only independent provider of proton beam therapy (“PBT”) in the UK. The Company also provides conventional radiotherapy, chemotherapy, immunotherapy, imaging and wellbeing services.
The Company is listed on the Apex segment of the AQSE Growth Market under the symbol: RUTH. www.rutherfordhealth.com
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