Religare Health Trust 2013 , June STRICTLY PRIVATE AND CONFIDENTIAL • About Religare Health Trust • Our Ability to Provide Stable & Growing Distributions • Financial Highlights 2 Religare Health Trust Listed on 19 October 2012 Issuer Religare Health Trust (“RHT”) Sponsor Fortis Healthcare Ltd (“Fortis” or the “Sponsor”) Trustee-Manager Religare Health Trust Trustee Manager Pte Ltd (“TM”) Sponsor Stake Funds Raised at IPO 28.0% Sponsor stake (220.7 m units) Lock-up of 6 months (100%) and further 6 months (50%) from 19 October 2012 S$510 mil 567.5 m units (72.0% of total units) Distribution Yield based on unit price of $0.965 8.4% (Projection Year 2014) Listing Exchange Mainboard of SGX-ST Notes: (1) Projected yields excludes distributions to Sponsor, which has committed to waiving rights to distribution until Mar 31, 2014 in favor of holders of Common Units. Based on unit price as at 28 May 2013 3 Fortis and Religare Partnership One of the largest healthcare chains in India and Asia Pacific’s fastest growing multi vertical healthcare delivery system Unique Healthcare Offering Part of Religare Enterprises, a diversified financial services firm listed on the BSE and NSE Global multi-boutique asset management platform with over US$13.0 billion in Assets Under Management – 73 healthcare delivery facilities RGAM Affiliates – ~ 12,000 beds – Presence in 10 countries – Listed on the BSE and NSE Investment mandate to acquire healthcare assets across Asia, Australasia and global emerging markets Leveraging the Complementary Strengths and Expertise of Fortis and Religare 4 Overview of Religare Health Trust RHT Structure Fortis Healthcare (“Sponsor”) Institutional & Public Investors 28.0% HMSA Overview 72.0% Base Service Fee Acts on behalf of unitholders and provides management services TM Fees Fixed quarterly payments with 3% escalation per annum TrusteeManager Service Fee Singapore Distributions India Ownership S$773m total valuation (1) Service Fee • 11 Clinical Establishments • 4 Greenfield Clinical Establishments operated by RHT Clinical Establishment Services Fortis Operating Companies Upward revision for any capex/ expansion Variable Service Fee 7.5% of the Fortis Operating Companies’ Operating Income for each quarter Current Portfolio • 2 hospitals managed and 15 year Hospital and Medical Services Agreements (“HMSA”) with Fortis over the Initial Portfolio, with extension of further 15 years on mutual agreement Sponsor ROFR Notes: (1) Independently valued by DTZ in INR as at March 31, 2013 based on S$1 = INR 43.75. Valuation of operating assets based on DCF and Hospital and Medical Services Agreements (“HMSAs”) as relevant; valuation of greenfield assets based on Market Value. Right of First Refusal (“ROFR”) over Sponsor’s medical and healthcare infrastructure located in Asia, Australasia and emerging markets in the rest of the world 5 17 Quality Assets Geographically Diversified Across India Initial portfolio valued at S$773m (1)(2) 11 RHT Clinical Establishments (S$737m) 4 Greenfield Clinical Establishments ($31m) 2 hospitals managed and operated by RHT ($5m) Approximately 4.1 million sq ft of built-up area across 10 states Sizeable Population Catchment Located Close to Major Transportation Nodes : RHT Clinical Establishments : Greenfield Clinical Establishments : Operating Hospitals Amritsar 153 Operational Beds 166 Installed Bed Capacity Ludhiana 75 Potential Bed Capacity Operational: 2QFY2015 Gurgaon 450 Installed Bed Capacity 1,000 Potential Bed Capacity New Delhi, Shalimar Bagh 130 Operational Beds 350 Installed Bed Capacity Noida 191 Operational Beds 200 Installed Bed Capacity Greater Noida 350 Potential Bed Capacity Operational: 4QFY2016 Faridabad 210 Operational Beds 210 Installed Bed Capacity Jaipur 207 Operational Beds 320 Installed Bed Capacity Mumbai, Kalyan 44 Operational Beds 52 Installed Capacity Mumbai, Mulund 236 Operational Beds 567 Installed Bed Capacity Bengaluru, Rajajinagar 31 Operational Beds 31 Installed Bed Capacity Bengaluru, Nagarbhavi 45 Operational Beds 45 Installed Bed Capacity Notes: (1) No. of beds and installed capacities as of March 31, 2013. Potential bed capacity assumes all planned phases of development and construction are completed in respect of the Gurgaon Clinical Establishment and the Greenfield Clinical Establishments (2) Independently valued by DTZ in INR as at March 31, 2013 based on S$1 = INR 43.75. Valuation of operating assets based on DCF and Hospital and Medical Services Agreements (“HMSAs”) as relevant; valuation of greenfield assets based on Market Value. Kolkata 126 Operational Beds 373 Installed Bed Capacity Hyderabad 400 Potential Bed Capacity Operational: 4QFY2016 Chennai, Malar 170 Operational Beds 178 Installed Bed Capacity Chennai 45 Potential Bed Capacity Operational: 1QFY2015 Bengaluru, BG Road 239 Operational Beds 255 Installed Bed Capacity 6 Diversified Healthcare Portfolio Positioned for Growth Organic Growth Potential Focus on Provision of High End Healthcare Services (Number of Beds as of 31 March 2013) (% of Initial Portfolio Valuation) +1,420 beds Quaternary +1,415 beds 4,617 32.9% Tertiary (2) 3,197 1,782 63.7% Current Operational Beds (31 March 2013) Installed Bed Capacity (1) Potential Bed Capacity (1) 3.5% Substantial Portion of Initial Portfolio Comprise Long Term Lease / Freehold Land (% of Initial Portfolio Valuation) Freehold 60.3% Weighted Avg Lease Life of Leasehold Assets of ~58 Years (3) >50 Years Remaining Lease Life 26.1% Secondary High Proportion of Income Generating Clinical Establishments (% of Initial Portfolio Valuation (3)) RHT Clinical Establishments 95.4% Greenfield Clinical Establishments 3.9% Operating Hospitals 0.7% <50 Years Remaining Lease Life 13.7% Notes: (1) Installed capacity refers to the maximum number of beds that can be operated at each hospital without further expansion. Potential capacity refers to the maximum number of beds that can operate at each hospital when all stages of development are completed. (2) Includes Secondary/Tertiary Services. (3) Weighted by asset valuation. 7 Stable & Growing Distributions Our distributions are stable and growing stemming from the following: - Service Fees structure - Policy of fully hedged distributions for next 12 months - Potential for organic & inorganic growth (including ROFR) - Working with a premium healthcare operator 8 Stabilized Distributions, With In-Built Organic Growth 1 Long term Hospital & Medical Services Agreement Service Fee (1) (S$m) HMSAs with Fortis for 15 years, with further 15 year extension by mutual consent 3.5% 2 Downside Protection, With In-Built Organic Growth Variable Service Fee –7.5% of Fortis Operating Companies’ Operating Income $85.2 21.1 $88.2 • Base Fee with fixed escalation of 3% p.a. (accounts for c.79.4% of total Service Fee for FY2013) 24.0 3 Low Gearing Base Service Fee (2) –3.0% p.a. fixed escalation – Upward revision for any capex / expansion • Variable Fee of 7.5% of Fortis Operating Companies’ Operating Income 8.9% Low in comparison to peers 64.1 64.2 4 100% Distribution Payout • 100% distribution payout over Forecast Year and Projection Year • Sponsor distribution waiver over Forecast Year and Projection Year Actual Year 2013 (annualized) Projection Year 2014 5 Fully Hedged Distributable Income Distributable income has been hedged for the next payouts –30 September 2013 & 31 March 2014 Notes: (1) Excludes income from ancillary services; Financials converted at S$1 = INR 44.04 for FY2013, S$1 = INR46.70 for FY 2014, and exchange rate at the listing date of S$1= INR43.55 (2) Base Service fee excludes accounting straight lining and includes Technological Renewal Fee and are on a full year basis. Base Service Fee from the Gurgaon Clinical Establishment will increase by more than 3.0% per annum until March 31, 2014 when the asset is expected to stabilize. 9 Capacity Expansion- Update RHT has four running projects for capacity expansion, below is the status as of 31st March 2013 Name of Project Anandpur, Kolkata Nature of Project Leased – Brown Field Expansion work at 10th & 9th expansion. Addition of Floor, IVF & PHC. Addition 20Beds. of 80 Beds. Total Cost (INR m) Rajajinagar, Bengaluru Jaipur Expansion work at 7th Floor, IVF & PHC. Addition of 21Beds. 72.40 30.0 58.5 Project End Date July 2013 October 2013 In progress Project Handover Date July 2013 October 2013 September 2013 80% 50% 65% Completion % BG Road, Bengaluru Addition of 79 ICU Beds in two phases. 85.4 Oct, 2013 Oct, 2013 - 10 In-Built Development Pipeline; Sponsor’s Interests Aligned 25% interest free commitment deposit from Sponsor via HMSA to finance development cost Healthcare Asset Chennai Description Tertiary hospital Expansion to the Chennai, Malar Clinical Establishment Tertiary hospital Planned Builtup Area (sq ft) 38,072 400,000 Expected Development Cost (1) S$2.6m S$36.7m Potential Bed Capacity 45 Currently in planning and design stage Filed building plans for approval 400 Lease agreement currently being signed Submitted preliminary project investment development plan to Hyderabad Metropolitan Development Authority Hyderabad Ludhiana Project Status Quaternary hospital offering diagnostic, day care, mother & child and cosmetic and aesthetic surgery services 92,318 S$14.8m 75 Currently in planning and design stage Filed building plans for approval Tertiary hospital 350,000 S$28.1m 350 Master planning stage 880,390 S$82.2m 870 Greater Noida Total - - Note (1) Converted to S$ from INR at S$1 = INR 43.55. Source: Fortis presentation, RHT preliminary prospectus dated 15 October 2012 11 Growth Strategy Supported by Sponsor Access to Regional “On-the-Ground” Intelligence Key ROFR Assets (1,120 beds) (1) India (289 beds) Escorts Okhla India 289 Licensed Beds Dubai India Hong Vietnam Kong Singapore (31 beds) Fortis Colorectal Hospital Singapore 31 Licensed Beds Sri Lanka Singapore Vietnam (800 beds) Hoan My Saigon Phan Xich Long Vietnam 200 Licensed Beds Hoan My Da Nang Vietnam 200 Licensed Beds Hoan My Can Tho Vietnam 150 Licensed Beds Note (1) Provided that the Relevant Sponsor Entity is a subsidiary that is jointly owned with 3 rd parties, ROFR will be subject to the consent of such 3rd parties. Sponsor shall use its best endeavors to obtain such consent; Data on ROFR assets as of Dec 31, 2011. Hoan My Da Lat Vietnam 200 Licensed Beds Hoan My Minh Hai Vietnam 50 Licensed Beds 12 Leverage Sponsor’s Expertise and Development Track Record Fortis’ Historical Indian Hospital Business Performance (INR m) Annual Basis Quarterly Basis 28% y-o-y growth Average c.6% q-o-q growth 3,714 3QFY11 4,156 4,220 4QFY11 1QFY12 4,830 4,824 2QFY12 3QFY12 19,074 5,320 5,200 14,827 4QFY12 1QFY13 FY11 FY12 Proven Track Record of Maturing Greenfield Assets (1) Ramp Up At An Acquired Facility: Fortis Malar, Chennai Extracting Value From M&A: Escorts Amritsar Performance Of A Greenfield Facility: Jaipur (S$m) (S$m) (S$m) 36% Revenue CAGR Acquired Fortis Malar in February 2008 52% Revenue CAGR 21.3 18.8 4x revenue growth on annual basis since inception 6.4 15.8 13.9 4.7 11.3 14.5 3.8 9.3 4.0 0.9 FY08 2.0 5.8 7.5 0.2 FY09 3.2 2.1 FY10 Operating Revenue 3.6 0.7 FY11 FY12 EBITDA Source: Company filings, corporate presentations. (1) Financial year ending 31 March; Financials converted to S$ at S$1 = INR 44.34. FY08 2.2 6.9 3.3 FY09 FY10 Operating Revenue 3.5 1.7 4.1 0.8 1.8 1.0 (0.1) FY11 EBITDA FY12 3Q09 3Q10 3Q11 Operating Revenue 3Q12 4Q12 EBITDA 13 Key Drivers of Growth in the Indian Healthcare Market A Growing & Aging Population India’s Population (Million) 1,010 1,256 24.4% 1,080 B High Healthcare Demand / Supply Gap Hospital Beds per 1,000 Population in 2011 5.2% 1,173 4.0 C Growing Affluence GDP Per Capita (US$) 7.8% CAGR 1,875 1,723 1,583 5.0% 1,389 4.8% 4.5% 1,455 Implied gap of 3.7m beds 0.9 2000 2005 <65 Years 2010 >= 65 Yrs Old 2015E D Changing Disease Profile WHO Recommendation E Increasing Health Insurance Coverage % of Hospitalisation Cases Lifestyle Diseases, 18.5% India % of Healthcare Spend at Corp. Hospitals in Tier 1 Cities Covered by Insurance Lifestyle Diseases, 24.0% Source: F&S Market Research Report. 2013E 2014E 2015E F Growing Medical Tourism US$2.1bn Industry by 2015E Indian Medical Tourism Industry (‘000 Medical Tourists) 14.0% CAGR 520 460 410 360 320 270 Others, 76.0% 2010 2001 2012E 40% of expenditures covered by insurance 25-30% of expenditures covered by insurance Others, 81.5% 2011 2012E 2015E 2010 2011E 2012E 2013E 2014E 2015E 14 Market and Sector Update Delhi Development Authority hiked FAR of hospitals by 25-50%. This would have an impact on the Shalimar Bagh hospital, potentially allowing for an increase in number of beds The government has clarified its stance on Put and Call Options, stating that regulation drafted by SEBI on allowing these options will be approved. This was one of the risk factors in RHT’s prospectus RBI has over the last few monetary policy meetings lowered interest by .75 bps stating that Inflation being lower than 5% also gives it to reduce rates further at the next monetary policy meeting on June 17th The Indian Hospital sector continues to attract foreign investments. Since 1st of January 2013, Temasek invested S$32 million in a Bangalore based cancer hospital group, IFC and Sabre invested S$51 million in Global Hospitals, Sequoia invested S$11.5 million in ASG Eye Hospitals Gurgaon CE Launch Inaugurated On May 1st 2013 by Actor – philanthropist Mr Salman Khan Guests of Honor were Dr Pratap Reddy, Chairman Apollo Hopsitals, Dr Naresh Trehan, CEO Medanta and Salman Khurshid Cabinet Minister for External Affairs The facility would have core specialiaites in Oncology, Mother and Child and Trauma alongside speciailities in Cardiac, Transplants (Bone Marrow has started) and Neurosciences The current capacity is 450 beds (Phase I) that will be taken up to 1000 beds over time. All relevant staff to manage the 450 beds, including doctors and nurses, have been hired. Collaboration announced with Being Human – an NGO sponsored by Mr Salman Khan to treat 500 children with heart ailments free of cost. RHT would also be giving space to the charity to set up a store at the hospital free of cost as part of its CSR initiatives. Experienced Board and Management Team Majority independent directors with proven track record in healthcare and funds management Dr. Yogendra Nath Mathur Chey Chor Wai Lead Independent Director Chairman of Audit and Risk Management Committee and Independent Director 33 years of relevant experience Ravi Mehrotra Executive Chairman Michael Hwang S.C Independent Director Peter Joseph Seymour Rowe Independent Director Religare Health Trust Executive Directors / Management Gurpreet Singh Dhillon Dr Virender Sobti Executive Director & CEO Chief Operating Officer India Naveen Bhatia Tan Suan Hui Pawanpreet Singh Head, Finance & Accounts Head of Compliance / IR Executive Director & CFO India 17 • Financial Highlights 18 Hospital-wise Revenue (S$ m) FY 13 19% 50.00 FY 12 7% 46.63 44.34 45.00 40.00 17% 44.34 41.60 39.31 37.94 20% 35.00 55% 31.31 13% 13% 30.00 26.06 26.51 24.69 25.00 21.94 20.00 22.40 21.71 17.14 15.00 10.00 5.00 0.00 Mulund BG Road Noida Jaipur Shalimar Bagh Faridabad Malar 19 Occupancy (%) FY 13 FY 12 100% 90% 86% 86% 83% 77% 80% 72% 79% 77% 80% 77% 73% 70% 70% 66% 60% 60% 60% 50% 40% 30% 20% 10% 0% Mulund* BG Road Noida Jaipur Shalimar Bagh Faridabad Malar * Lower occupancy due to operational capacity expansion/bed additions 20 ARPOB (S$ m) 0.35 0.31 0.30 FY 13 0.29 FY 12 0.27 0.24 0.25 0.22 0.22 0.21 0.22 0.21 0.20 0.17 0.21 0.18 0.16 0.14 0.15 0.10 0.05 0.00 Mulund BG Road Noida Jaipur Shalimar Bagh Faridabad Malar 21 Average ARPOB and Occupancy Rate across entire RHT Portfolio Q3 Q4 ARPOB (SGD’000) 194 205 Occupancy 75% 73% Variance between Forecast and Actual ARPOB and Occupancy Rates ARPOB (SGD’000) Occupancy Rate Prospectus Forecast 2013 Actual FY2013 Prospectus Forecast 2013 Actual FY2013 Bengaluru 228 240 79% 77% Malar 196 220 65% 60% Faridabad 150 180 80% 66% Jaipur 181 170 82% 86% Mulund 236 270 72% 72% Shalimar Bagh 211 220 83% 83% Noida 289 310 79% 79% 23 Financial Results for year ended 31 March 2013 (against Forecast) Service Fee Hospital Income Other Income Total Revenue Operating Expenses Net Operating Income Finance Income Actual Forecast Variance S$'000 S$'000 S$'000 46,068 45,473 595 2,642 2,298 344 917 824 93 49,627 48,595 1,032 (20,164) (18,315) (1,849) 29,463 30,280 (817) 328 9 319 Finance Expenses (1,455) (1,567) 112 Trustee-Manager Fee (2,304) (2,272) (32) Other Trust Expenses (943) (631) (312) Foreign exchange gain (87) - (87) Share of Results of Associates (3,224) (1,885) (1,339) Issue Costs Profit Before Deemed disposal of associates, change in fair value of financial derivatives (7,186) (9,062) 1,876 14,592 14,872 (280) (12,134) (10,739) (1,395) (1,799) - (1,799) 659 4,133 (3,474) Taxes (5,939) (5,974) 35 Net Loss (5,280) (1,841) (3,439) Deemed disposal of associates Loss on change in fair value of financial derivative Loss Before Taxes Unitholders Distribution as at 31 March 2013 Net Loss Actual Forecast Under/(Over) S$'000 S$'000 S$'000 (5,280) (1,841) (3,439) (6,612) (6,464) (148) (310) (301) (9) 6,520 5,241 1,279 250 295 (45) 1,152 1,111 41 Distribution Adjustments: Impact of non-cash Straight Lining Technology Renewal Fee Depreciation and Amortisation Amortisation of debt arrangement fee Trustee-Manager Fees payable in Units Foreign exchange gain Unrealised gain on financial asset Loss on change in fair value of financial derivative Deferred Tax Expenses Share of results of associates Deemed disposal of associates Issue expenses Total Distributable Income 87 - 87 (108) - (108) 1,799 - 1,799 (264) 367 (631) 3,224 1,885 1,339 12,134 10,739 1,395 7,186 9,062 (1,876) 19,778 20,094 (316) (367) (445) 78 20,145 20,539 (394) 19,778 20,094 (316) (Loss)/distributions attributable to: Pre-Listing Unitholder Post-Listing Unitholders 25 Hedging - Foreign currency exposure 100% Hedging done for the forthcoming 3 Distributions Particulars Minimum Hedging (percentage to total exposure) Up to first 18 months 100% on 6 month rolling basis Forward contracts already entered into INR to be paid by FGHIPL Contracted rate SGD to be delivered by bank Settlement 1,140,875,000 45.635 25,000,000 15-May-13 1,169,250,000 46.77 25,000,000 15-Nov-13 1,194,750,000 47.79 25,000,000 15-May-14 The average contracted rate for FY 14 is 47.28. 26 Market Performance of RHT against comparable peers (rebased 19 Oct 2012 to 28 May 2013) RHT First REIT Plife REIT AIT FTSE REIT 140% 135% 130% 125% 120% 115% 110% 105% 100% 95% 90% 19 Oct 12 12 Nov 12 04 Dec 12 Name 27 Dec 12 18 Jan 13 08 Feb 13 Total Volume * Daily Average Volume * Religare Health Trust 669,759,000 4,525,399 Ascendas India Trust 187,544,000 1,267,189 First Real Estate Investment Trust 118,297,000 799,304 Parkway Life REIT 64,238,000 434,041 * For the period 19 Oct 2012 to 28 May 2013 05 Mar 13 26 Mar 13 17 Apr 13 09 May 13 27 Distribution Yield for FY 2013 RHT's 2013 Distribution yield stands outs 9.0 8.3 8.2 8.0 Wtd Avg: 5.33 7.0 7.0 6.0 5.0 6.6 6.2 6.2 6.2 6.1 6.0 6.0 5.7 5.6 5.6 5.5 5.5 5.5 5.3 5.3 5.2 5.1 5.0 5.0 4.9 4.9 4.8 4.7 4.3 4.0 4.0 3.0 2.0 1.0 0.0 Source: Bloomberg consensus estimates, Standard Chartered Research estimates for covered companies (*not under SCB coverage) Standard Chartered Research Report dated 23 May 2013 28 Yield and P/B Comparison Yield Gearing ratio P/B 1.70 X 1.25 X 1.16 X 1.09 X 39.0% 33.0% 21.0% 6.2% 5.6% 4.0% AIT Plife First Reit 8.2% 8.9% RHT Sources : Standard Chartered Research Report dated 23 May 2013, OCBC Investment Research Weekly SREITs dated 13 May 2013 RHT gearing figure based on actuals 29 Financial Highlights Revenue (S$m) (1) Distributable Income (1) Average NOI margin: 59% 110.4 109.4 2.0 1.9 5.9 5.2 (S$m) DPU Yield (1) 2.44% 46.6 44.8 8.2% 2.3% 102.5 2.4% Sponsor Waiver 102.3 Actual Year 2013 (annualised) Service Fee 8.4% Projection Yr 2014 Hospital Income Actual Year 2013 (annualised) Projection Yr 2014 Other Income 5.9% 6.0% Actual Yr 2013 (ann.) Projection Yr 2014 Gearing: 8.9% Notes: (1) Financials converted at S$1 = INR44.04 for FY2013, S$1 = INR46.70 for FY 2014, and exchange rate at the listing date of S$1= INR43.55;. (2) Includes straight lining of Base Service Fee. (3) DPU calculated based on unit price traded on 28 May 2013 30 Appendix Fee Structure Performance based management fees designed to align Management’s interests with Unitholders Base fee Acquisition / divestment fee Performance fee 0.5% - 1.0% of acquisition price 0.4% p.a. of the value of the Trust Property 50% to be paid in Units (1) 4.5% p.a. of Distributable Income (2) 50% to be paid in Units (1) 0.5% of the sale price (Divestment to 3rd party) No divestment fee (Divestment to Sponsor) Development fee 2.0% of total development project costs Payable in the form of cash and/ or units Asset management fee 1.0% of gross revenue Paid quarterly in arrears No asset management fee paid for assets operated by Sponsor Note (1) For the Forecast Year 2013 and Projection Year 2014 (2) Distributable Income means the distributable amount determined by the Trustee-Manager in accordance with the terms of the Trust Deed to be distributable for the relevant distribution period (pro-rated if applicable based on the number of months the relevant financial quarter bears to such distribution period) 32 Efficient Trust Structure India Singapore Promoters (1) Others ~81% New Unitholders Trustee-Manager ~19% Distributions 100% Fortis Health International Limited (Mauritius) Dividends 72.0% Fortis Operating Companies (“FOCs”) Hospital operating capabilities Clinical Establishment Services Service Fees Hospital Services Companies (“HSCs”) Ownership of medical and healthcare infrastructure facilities Acts on behalf of Unitholders and provides management services 28.0% Distributions Dividends 100% TM Fees Investments in Compulsory Convertible Debentures (“CCDs”) and equity shares CCD Interest payments and dividends 100% Fortis Global Healthcare Infrastructure Hospital and Medical Services Agreements (“HMSAs”) Note: (1) Promoters comprise Malvinder Mohan Singh, Shivinder Mohan Singh and their associates. 33 Income Secured Through Long Term Working Agreements Prior to listing, the Hospital Services Companies (“HSCos”) will enter into Hospital and Medical Services Agreements (“HMSAs”) with the Fortis Operating Companies (“FOCs” ) to operate the healthcare infrastructure assets (1). Mechanics of the HMSA Key Terms of the HMSA Term of Agreement Hospital Services Company Ownership Ownership Earnings A Primary Obligations of HSCos Ancillary Services C Services Fees A Services B Primary Obligations of FOCs 15 years with option to extend by another 15 years by mutual consent Making available and maintaining the Clinical Establishments Provision of outpatient services Provision of radio diagnostic services Provision of healthcare services at the Clinical Establishments Pay to HSCos the Services Fees and Commitment Deposits Base Service Fee – Increased by 3% p.a. – Upward revision for any capex / expansion – Provision for capex to replace medical equipment (“Technology Renewal Fee”) added to Base Fee (2) – HSCos entitled to request for an advance of up to 60% of the Base Service Fee Variable Service Fee – 7.5% of the operating income of the FOC FOC to pay to HSCo 25% of cost for expansions of capacity / modification of Fortis Hospitals as an interest free refundable commitment deposit + D Clinical Establishment B Operated by Commitment Deposits C Services Fee Fortis Operating Company Public D Commitment Deposits Source: TM Notes: (1) Fortis has signed commitment agreements to enter into similar HMSAs for the greenfield healthcare infrastructure assets. (2) Technology Renewal Fee will be paid into a Technology Renewal Fund to be maintained by Fortis. 34