Declaration of Special Dividend.

THIS ANNOUNCEMENT AND THE INFORMATION HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

FOR IMMEDIATE RELEASE

15 July 2025

Recommended combination of

Assura plc ("Assura")

and

Primary Health Properties plc ("PHP")

to be implemented by means of a takeover offer

under Part 28 of the Companies Act 2006

DECLARATION OF SPECIAL DIVIDEND

Background

On 23 June 2025, the Boards of Assura and PHP announced the terms of an increased and recommended shares and cash offer ("Revised Offer") pursuant to which PHP would offer to acquire the entire issued, and to be issued, ordinary share capital of Assura (the "Combination"). The offer document in relation to the Revised Offer was published and made available to Assura Shareholders on 27 June 2025 (the "Revised Offer Document").

Under the terms of the Revised Offer, if declared by the Assura Board, Assura Shareholders would be entitled to receive a Special Dividend, of up to a maximum of 0.84 pence per Assura Share (ISIN code GB00BVGBWW93), in lieu of and representing an acceleration of the quarterly interim dividend otherwise expected to be paid during October 2025. PHP has confirmed that any such Special Dividend would not reduce the value of the Revised Offer.

Capitalised terms in this Announcement, unless otherwise defined, have the same meanings as set out in the Revised Offer Document.

Declaration of the Special Dividend

Assura is pleased to announce that the Assura Board has now declared a Special Dividend, settlement of which is conditional upon: (i) the Revised Offer becoming or being declared Unconditional, and (ii) Assura having received all necessary approvals from the South African Reserve Bank to pay the Special Dividend.

This interim dividend will be wholly Property Income Distribution ("PID"). Forms to register for gross PIDs are available on Assura's website and must be returned to the Company registrars, MUFG Corporate Markets at Central Square, 29 Wellington Street, Leeds, LS1 4DL to arrive by 4.30pm on the Record Date (as defined below).  Please refer to Assura's website for more information.

There is no scrip dividend alternative available for the Special Dividend and it will be paid in full as cash. For future dividend payments, including the Special Dividend, CREST holders will automatically receive their dividend via CREST unless they have specifically opted out.

Assura Shareholders who are on the register of members of Assura by 6.00 p.m. (London time) on the date which the Revised Offer becomes or is declared Unconditional (the "Record Date") will be entitled to the Special Dividend, being 0.84 pence for each Assura Share held at the Record Date.

The ex-dividend date for the Special Dividend is expected to be the second business day after the Record Date (currently expected to be 14 August 2025, assuming the Revised Offer becomes or is declared Unconditional on 12 August 2025).

Settlement of the Special Dividend will take place no later than 14 days after the Unconditional Date (currently expected to be no later than 26 August 2025, assuming the Revised Offer becomes or is declared Unconditional on 12 August 2025). If the Revised Offer does not become or is not declared Unconditional, the Special Dividend will not be paid.

A separate announcement with additional information concerning shares held on the Johannesburg Stock Exchange has been published via the SENS system.

Timetable

Assura expects the Combination to be implemented in accordance with the timetable set out in the Revised Offer Document. However, Assura notes that the dates and times given are indicative only and are based on current expectations and may be subject to change (as may be agreed with the Panel). Pursuant to Section 8(b) of Appendix 7 of the Takeover Code, the Panel has determined that, unless the Panel consents otherwise, Day 60 of the offer timetable will be 12 August 2025. If any of the times and/or dates above change, the revised times and/or dates will be announced via a Regulatory Information Service.

Further details on the Special Dividend are set out in the Revised Offer Document. If you have any questions relating to the Special Dividend, please contact Assura's registrar, MUFG Corporate Markets during normal business hours only (9.00 a.m. to 5.30 p.m. Monday to Friday excluding public holidays in England and Wales) on 0371 664 0321 (from within the UK) or +44 371 664 0321 (from outside the UK) or by submitting a request in writing to MUFG Corporate Markets, Corporate Actions at Central Square, 29 Wellington Street, Leeds, LS1 4DL, United Kingdom. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Calls may be recorded and randomly monitored for security and training purposes. Please note the shareholder helpline cannot provide advice on the merits of the Revised Offer nor give any financial, investment, legal or tax advice.

Enquiries:

Travers Smith LLP is acting as legal adviser to Assura.

The LEI of Assura is 21380026T19N2Y52XF72.

Further information

Lazard & Co., Limited ("Lazard"), which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively as lead financial adviser to Assura and no one else in connection with the Combination and will not be responsible to anyone other than Assura for providing the protections afforded to clients of Lazard nor for providing advice in relation to the Combination or any other matters referred to in this Announcement. Neither Lazard nor any of its affiliates (nor any of their respective directors, officers, employees or agents), owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Lazard in connection with this Announcement, any statement contained herein or otherwise.

Barclays Bank PLC ("Barclays"), which is authorised by the PRA and regulated by the FCA and the PRA in the United Kingdom, is acting exclusively as joint corporate broker and financial adviser to Assura and no one else in connection with the Combination and will not be responsible to anyone other than Assura for providing the protections afforded to clients of Barclays nor for providing advice in relation to the Combination or any other matters referred to in this Announcement. Neither Barclays nor any of its affiliates (nor any of their respective directors, officers, employees or agents), owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Barclays in connection with this Announcement, any statement contained herein or otherwise.

Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively as joint corporate broker and financial adviser to Assura and no one else in connection with the Combination and will not be responsible to anyone other than Assura for providing the protections afforded to clients of Stifel nor for providing advice in relation to the Combination or any other matters referred to in this Announcement. Neither Stifel nor any of its affiliates (nor any of their respective directors, officers, employees or agents), owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Stifel in connection with this Announcement, any statement contained herein or otherwise.

This Announcement is for information purposes only and is not intended to, and does not, constitute, or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Combination or otherwise, nor shall there be any sale, issuance or transfer of securities of Assura in any jurisdiction in contravention of applicable law. In particular, this Announcement does not constitute an offer of securities to the public as contemplated in the South African Companies Act, 71 of 2008.

The Combination will be implemented solely pursuant to the terms of the Original Offer Document and Revised Offer Document which contain the full terms and conditions of the Combination, including details of how to accept the Revised Offer. Any decision or response in relation to the Combination should be made only on the basis of the information contained in the Original Offer Document, the Revised Offer Document, the Forms of Acceptance and Election, the Original Combined Circular and Prospectus and the Supplementary Prospectus.

The statements contained in this Announcement are made as at the date of this Announcement, unless some other time is specified in relation to them, and publication of this Announcement shall not give rise to any implication that there has been no change in the facts set forth in this Announcement since such date.

This Announcement does not constitute or form part of, and should not be construed as, any public offer under any applicable legislation or an offer to sell or solicitation of any offer to buy any securities or financial instruments or any advice or recommendation with respect to such securities or other financial instruments.

This Announcement does not constitute a prospectus, prospectus equivalent document or exempted document.

If you are in any doubt about the contents of this Announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor, accountant or independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser.

Dealing and Opening Position Disclosure Requirements

Under Rule 8.3(a) of the Takeover Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) of the Takeover Code applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Takeover Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Publication on a website

A copy of this Announcement and the documents required to be published under Rule 26 of the Takeover Code will be made available at www.phpgroup.co.uk and www.assuraplc.com/investor-relations/shareholder-information/offer-from-php by no later than 12 noon (London time) on the Business Day following the date of this Announcement. The content of the websites referred to in this Announcement is not incorporated into and does not form part of this Announcement.