TPG to Invest in Manipal Health Enterprises

Investment for a significant minority stake in Manipal Hospitals

February 26, 2015, Bangalore – Manipal Health Enterprises Private Limited (“MHEPL”), one of India’s premier and largest private hospital groups, today announced that it has completed a transaction with TPG, a leading global private investment firm. TPG will take a significant minority stake in MHEPL for Rs. 900 crores. Terms of the transaction were not disclosed.

MHEPL is a provider of healthcare services in India and part of the Manipal Education and Medical Group (‘Manipal Group’), a privately held conglomerate focused on Education, Healthcare and Research. It owns and operates ten multi-specialty hospitals in the Indian states of Maharashtra, Karnataka, Andhra Pradesh, Tamil Nadu and Goa and also manages five teaching hospitals in Karnataka and Sikkim, as well as several fertility clinics across the country. Outside India, MHEPL indirectly owns and operates a hospital in Malaysia and manages a clinic in Nigeria.

Dr. Ranjan Pai, CEO and MD of the Manipal Group said, “Given its deep knowledge and understanding of the healthcare sector and reputation as a supportive and value creating partner, I am delighted that TPG has decided to invest in MHEPL. This is a significant foreign investment into the Indian healthcare industry, which is worth over US$80 billion¹. This investment allows MHEPL to access TPG’s operational know-how and international experience while strengthening our financial position, which allows us to uphold an unwavering focus on better patient outcomes”.

Swami Swaminathan, Executive Chairman, Manipal Health Enterprises Private Limited added “This is a defining moment in the long history of Manipal Health Enterprises. This relationship with TPG at this stage of Manipal Health’s growth phase augurs well for the company, allowing MHEPL to further build and develop its capabilities in clinical excellence. Together with TPG’s background and experience in the domain of healthcare, Manipal Health Enterprises will look to further expand its presence, with a focus on providing first-rate healthcare to communities in India and beyond”.

Puneet Bhatia, Partner and TPG Capital’s head of India said, “We are excited about working alongside MHEPL as the company strengthens its world-class network of hospitals and progresses towards its strategic ambition of expanding its footprint in India. In MHEPL, we have identified a business with extensive global experience and expertise in healthcare, a sector supported by robust growth drivers and with a critical role to play for social advancement in India. We look forward to seeing it build upon its leading position in high-quality healthcare delivery”.

MHEPL and TPG have been jointly advised by Allegro Capital Advisors. TPG has also received financial advice from Kotak Mahindra Capital Company and legal advice from AZB & Partners and Cleary Gottlieb Steen & Hamilton LLP. Tatva Legal provided legal advice to MHEPL.

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About Manipal Hospitals

Manipal Health Enterprises Private Limited (MHEPL), a part of Manipal Education & Medical Group (MEMG), is a leading healthcare provider delivering quality healthcare in India. The group was established in 1942 by Dr. T.M.A. Pai and in addition to Manipal Hospitals, MEMG also has a significant education presence and runs institutions of various disciplines.

Operating as 'Manipal Hospitals', its network covers all levels of delivery from primary to quaternary care. Over the years, it has built a significant clinical and healthcare skill pool of doctors, nurses, paramedics and support staff. Dedicated to its core values of "Clinical Excellence, Patient Centricity and Ethical Practices", MHEPL delivers the highest standards of healthcare to its patients. MHEPL's hospital network annually services over two million patients from all parts of India and abroad.

Its flagship hospital located in the heart of Bangalore has been rated Best Hospital in Bangalore by The Week magazine consecutively for the past 11 years and among Top Ten Hospitals in the country. Manipal Hospital, Bangalore is the first in India to be awarded accreditation by the AAHRPP for ethical standards in clinical research activities. It is also the most respected hospital company in India and the most patient recommended hospital in India by consumer survey.

About TPG

TPG is a leading global private investment firm founded in 1992 with US$66 billion of assets under management and offices in San Francisco, Fort Worth, Austin, Houston, Beijing, Hong Kong, London, Luxembourg, Melbourne, Moscow, Mumbai, New York, São Paulo, Shanghai, Singapore and Tokyo. TPG has extensive experience with global public and private investments executed through leveraged buyouts, recapitalizations, spinouts, growth investments, joint ventures and restructurings.

The firm’s investments span a variety of industries including healthcare, energy, industrials, consumer/ retail, technology, media & communications, software, financial services, travel, entertainment and real estate.

For more information visit  www.tpg.com.

Forward Looking Statements

This announcement includes certain “forward-looking statements”. These statements are based on the current expectations of Manipal Group and TPG (as applicable) and are naturally subject to uncertainty and changes in circumstances. The forward-looking statements contained herein may include statements about the expected effects on MHEPL from the investment, the expected timing and scope of the investment, anticipated earnings enhancements, estimated cost savings and other synergies, costs to be incurred in achieving synergies, other strategic options and all other statements in this announcement other than historical facts. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to, changes in economic or market conditions in India or elsewhere, changes in the level of capital investment, success of business and operating initiatives and restructuring objectives, client strategies and stability, changes in the regulatory environment, fluctuations in exchange rates, the outcome of litigation, government actions, natural phenomena such as floods, earthquakes and hurricanes, delays or reductions in the expansion of

MHEPL’s network, competitive factors, among other things. Other important unknown or unpredictable factors could also cause actual results to differ materially from those in the forward-looking statements. None of Manipal Group or TPG undertakes any obligation to update publicly or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

¹ Source: “Indian Healthcare Services” report dated 10 December, 2013 by JP Morgan