Extension of conditional agreement

The board of directors of Medserv plc refers to the announcement published on the 30 November 2019 (Ref: 196/2019) pursuant to which details on the conditional framework agreement concluded between Anthony S. Diacono, Anthony J. Duncan and Malampaya Investments Limited and AMT S.A were communicated to the market.

The company is informed that on Wednesday the parties to the said conditional framework agreement entered into an extension agreement pursuant to which the 31 January 2020 deadline for the launch of the Voluntary Bid was extended to the 6th March 2020.

By way of reminder, the said deadline of the 6th March 2020 is the date by which certain conditions (including the board of directors of the company approving the Share for Share Exchange) need to be satisfied before AMT SA launches the Voluntary Bid to the shareholders of the company.

The company is in the process of carrying out a due diligence on AMT SA and its subsidiaries, which process commenced during the Christmas period.

In view of the extensive exercise that the due diligence involves, additional time was required by AMT SA and the company to conclude the Share for Share Exchange and the terms related thereto.

As explained, following the satisfaction of all required conditions by the newly extended deadline of the 6th March 2020, AMT SA will be obliged to launch the Voluntary Bid and thus issue an offer document to all shareholders in the company.

The Voluntary Bid shall remain subject to any required regulatory consents and the EGM approval of the Share for Share Exchange to be scheduled thereafter.

For the avoidance of doubt, the EGM will only be scheduled once the board have approved the terms of the Share for Share Exchange.

No other material amendments were made to the conditional framework agreement.