NMC.L Regulatory News (NMC)

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

NMC Health plc

1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate)

Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an "X")

An acquisition or disposal of voting rights

X

An acquisition or disposal of financial instruments

An event changing the breakdown of voting rights

X

Other (please specify)iii: Disclosure of holdings not previously disclosed

3. Details of person subject to the notification obligationiv

Name

Mr. Khaleefa Butti Omair Yousif Ahmed Al Muhairi

City and country of registered office (if applicable)

4. Full name of shareholder(s) (if different from 3.)v

Name

City and country of registered office (if applicable)

5. Date on which the threshold was crossed or reachedvi:

For the period from 21 February 2020 to 1 March 2020

6. Date on which issuer notified (DD/MM/YYYY):

2 March 2020

7. Total positions of person(s) subject to the notification obligation

% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

3.14%

3.14%

208,703,861

Position of previous notification (if

applicable)

19.73%

19.73%

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii

A: Voting rights attached to shares

Class/type ofshares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Ordinary shares (GB00B7FC0762)

1,636,719

4,919,327

0.78%

2.36%

SUBTOTAL 8. A

6,556,046

3.14%

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

Type of financial instrument

Expirationdatex

Exercise/Conversion Periodxi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights

SUBTOTAL 8. B 1

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))

Type of financial instrument

Expirationdatex

Exercise/Conversion Period xi

Physical or cash

settlementxii

Number of voting rights

% of voting rights

SUBTOTAL 8.B.2

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an "X")

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii

Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary)

X

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Mr Khaleefa Butti Omair Yousif Ahmed Al Muhairi

0.78%

0.78%

Infinite Investments, LLC (jointly owned and controlled by H.E. Mr Saeed Mohamed Butti Mohamed Khalfan Al Qebaisi and Mr. Khaleefa Butti Omair Yousif Ahmed Al Muhairi)

2.36%

2.36%

Khaleefa Butti Omair Al Muhairi Limited (wholly owned company of Mr Khaleefa Butti Omair Yousif Ahmed Al Muhairi)

0.00%

0.00%

10. In case of proxy voting, please identify:

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

11. Additional informationxvi

This filing is being submitted to disclose the change in the voting rights for shares in NMC Health plc (the "Company") owned by Khaleefa Butti Omair Al Muhairi Limited (wholly owned company of Mr. Khaleefa Butti Omair Yousif Ahmed Al Muhairi) as well as updating the market with respect to change of ownership and voting rights for other ordinary shares in NMC Health plc ("Ordinary Shares") that have been sold subsequent to the latest notification on 21 February 2020 by Mr. Khaleefa Butti Omair Yousif Ahmed Al Muhairi ("Khaleefa Bin Butti").

Investment Management Agreement with Ithmar Capital Partners

Pursuant to an Investment Management Agreement ("IMA") entered into between Khaleefa Butti Omair Al Muhairi Limited ("KBO") and Ithmar Capital Partners ("ICP") on 1 March 2020 Khaleefa Bin Butti will be taking a passive role in the management of his shareholding in the Company and has engaged ICP to provide investment advisory and management services to KBO. As per these arrangements, KBO has granted control to ICP over the voting rights for 17,776,468 Ordinary Shares.

Infinite Investments LLC

Infinite Investments LLC ("Infinite") is a company jointly owned and controlled by H.E. Saeed Mohamed Butti Mohamed Khalfan Al Qebaisi ("H.E. Saeed Bin Butti") and Khaleefa Bin Butti. Infinite is a direct shareholder in the Company and owns a total of 4.71% in the Ordinary Shares. This notification for Khaleefa Bin Butti consolidates the voting rights with respect to 50% of the Ordinary Shares owned by Infinite (representing 2.36% of the Ordinary Shares) over which he now exercises sole control pursuant to an agreement dated 2 March 2020.

Post the Company's announcement of 21 February 2020, Khaleefa Bi Butti was informed that certain Ordinary Shares held by Infinite have been sold as enforcement of security as follows:

(a) 30,000 Ordinary Shares on 20 February 2020;

(b) 34,000 Ordinary Shares on 21 February 2020;

(c) 23,734 Ordinary Shares on 24 February 2020;

(d) 45,000 Ordinary Shares on 25 February 2020; and

(e) 240,000 Ordinary Shares on 26 February 2020.

Mr. Khaleefa Butti Omair Yousif Ahmed Al Muhairi

Post the Company's announcement of 21 February 2020, Khaleefa Bin Butti was informed that 5,000,000 Ordinary Shares, which were in custody of First Abu Dhabi Bank in the name of Khaleefa Bin Butti and pledged to Commercial Bank of Dubai ("CBD"), have subsequently been sold by CBD as enforcement of security on 26 February 2020.

BRS International Holding Ltd

As at the date of this notification, the advisers to Khaleefa Bin Butti and H.E. Saeed Bin Butti are unable to confirm the current position of a total of 11,652,781 Ordinary Shares held by BRS International Holding Limited ("BRSIH"). Pending the outcome of the ongoing investigations, these 11,652,781 Ordinary Shares have not been included in this notification.

Dr. Bavaguthu Raghuram Shetty ("Dr B.R. Shetty") and his controlled entities have historically comprised a concert party with Khaleefa Bin Butti and H.E. Saeed Bin Butti. The interests held by Khaleefa Bin Butti and H.E. Saeed Bin Butti, whether directly or through companies which they own and control, are not for the purposes of this notification, aggregated with those of the Dr B.R. Shetty group.

(1) 20,428,571 Ordinary Shares held by BRSIH were to be held to the order of Khaleefa Bin Butti and H.E. Saeed Bin Butti by Dr. B.R. Shetty pursuant to the document entitled "Memorandum of Understanding" dated 31 May 2017 ("MoU") referred to in the NMC's announcement of 10 February 2020.

As per the MoU, these 20,428,571 Ordinary Shares were to be voted in accordance with the instructions of Khaleefa Bin Butti and H.E. Saeed Bin Butti. Notwithstanding the purported arrangement pursuant to which the Ordinary Shares were to be held to the order of Khaleefa Bin Butti and H.E. Saeed Bin Butti and voted in accordance with their instructions, the advisers to Khaleefa Bin Butti and H.E. Saeed Bin Butti continue to assess the ownership and control of the rights attaching to those shares.

Of the 20,428,571 Ordinary Shares held to the order of Khaleefa Bin Butti and H.E. Saeed Bin Butti:

(a) 13,500,000 Ordinary Shares were transferred to First Abu Dhabi Bank in the name of BRSIH with 10,900,000 Ordinary Shares free of encumbrance and 2,600,000 Ordinary Shares pledged to United Arab Bank ("UAB") of which 2,600,000 Ordinary Shares have subsequently been sold by UAB as enforcement of security; and

(b) 6,500,000 Ordinary Shares were transferred to Al Salam Bank Bahrain ("Al Salam") to an account in the name of BRSIH and pledged to Al Salam, of which 6,175,790 Ordinary Shares have subsequently been sold by Al Salam as enforcement of security, leaving 324,210 Ordinary Shares that were previously pledged with Al Salam unencumbered by Khaleefa Bin Butti and H.E. Saeed Bin Butti.

The advisers to Khaleefa Bin Butti and H.E. Saeed Bin Butti are unable to confirm the current position in the remaining 428,571 Ordinary Shares. In addition, they are unable to confirm the current position in relation to the 10,900,000 Ordinary Shares that they understood were being held by First Abu Dhabi Bank. Khaleefa Bin Butti and H.E. Saeed Bin Butti note the announcement by the NMC Health plc dated 18 February 2020 (RNS Number: 3932D) relating to the sale of those shares and are seeking urgent clarification in respect of the same. Khaleefa Bin Butti and H.E. Saeed Bin Butti are also seeking urgent clarification in relation to the 324,210 Ordinary Shares that they understand are being held by Al Salam, and in relation to which they note the Form 8.3 announcement published by Dr B.R. Shetty dated 23 February 2020 (RNS Number: 9315D).

Place of completion

Abu Dhabi

Date of completion

2 March 2020