APAC-#28773278-v12

ABN 69 104 113 760

Retail Offer Booklet Accelerated non-renounceable rights issue

For a fully underwritten accelerated non-renounceable rights issue of 2 New Shares for every 5 fully paid ordinary shares in Pulse Health Limited held at 7:00pm (Sydney time) on Thursday, 10 December 2015 at an offer price of $0.47 per New Share.

Retail Entitlement Offer closes at 7:00pm (Sydney time) on Thursday, 24 December 2015 (unless extended).

Pulse Health Limited ABN 69 104 113 760 (ASX Code: PHG)

THIS RETAIL OFFER BOOKLET IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

This Retail Offer Booklet is not a prospectus or other form of disclosure document. Accordingly, it does not contain all of the information that an investor may require to make an investment decision or the information which would otherwise be required by Australian law or any other law to be disclosed in a prospectus.

If you are an Eligible Retail Shareholder you should read this document in its entirety together with the personalised Entitlement and Acceptance Form which accompanies it. If you are in doubt about what to do, you should consult your professional adviser without delay.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES OR TO U.S. PERSONS

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Important Notices This Retail Offer Booklet was prepared by Pulse Health Limited ABN 69 104 113 760 (Pulse or Company) and is dated 9 December 2015.

This Retail Offer Booklet is not a prospectus

This Retail Offer Booklet contains an offer of New Shares to Eligible Retail Shareholders and has been prepared in reliance on section 708AA of the Corporations Act (as modified by ASIC Class Order 08/35) which allows rights issues to be conducted without a prospectus. This document is not a prospectus and does not contain all of the information which would be found in a prospectus, or which may be required by an investor in order to make a decision in respect of the Retail Entitlement Offer. This document has not been lodged with ASIC.

This is an important document and requires your immediate attention

It is important that you carefully read this Retail Offer Booklet in its entirety before making a decision in relation to the Retail Entitlement Offer.

In particular, you should consider the risk factors outlined in the Key Risks and Restrictions section of the Investor Presentation set out in section 3 of this Retail Offer Booklet which could affect the financial and operating performance of Pulse or the value of your investment in Pulse.

Investment decisions

The information in this Retail Offer Booklet does not constitute financial product advice and does not take into account your investment objectives, financial situation or particular needs. If after reading this document, you have any questions about the Retail Entitlement Offer, you should contact your stockbroker, accountant or other professional adviser.

The potential tax effects of the Retail Entitlement Offer will vary between investors. Investors should satisfy themselves of any possible tax consequences by consulting their professional tax advisor.

Publically available information

Announcements released by Pulse in accordance with its periodic and continuous disclosure obligations under the Corporations Act and ASX Listing Rules are available from the ASX website (at www.asx.com.au – Pulse ASX Code: PHG) and Pulse’s website (at www.pulsehealth.net.au). Although these announcements are not incorporated into this Retail Offer Booklet, investors should have regard to them before making a decision whether or not to participate in the Retail Entitlement Offer, or to otherwise invest in the Company.

Pulse may release further announcements after the date of this Retail Offer Booklet and throughout the Offer Period which may be relevant to your consideration of the Retail Entitlement Offer. Investors should check whether any further announcements have been released by Pulse after the date of this Retail Offer Booklet prior to taking action or deciding to do nothing in relation to the Offer. These announcements will be available from the ASX website (at www.asx.com.au – Pulse ASX Code: PHG) and Pulse’s website (at www.pulsehealth.net.au).

Forward-looking statements

This Retail Offer Booklet may contain forward-looking statements. Forward-looking statements may generally be identified by the use of forward-looking words such as “believe”, “aim”, “expect”, “anticipate”, “intending”, “foreseeing”, “likely”, “should”, “planned”, “may”, “estimate”, “potential”, or other similar words. Statements that describe Pulse’s objectives, plans, goals or expectations are or may be forward-looking statements.

Forward-looking statements involve known and unknown risks, uncertainties, assumptions and other important factors that may cause the actual results, performance or achievements of Pulse to be materially different from the results, performance or achievements expressed or implied by such statements.

Any forward-looking statements in this Retail Offer Booklet are made, and reflect views held, only as at the date of this Retail Offer Booklet. Pulse makes no representation and gives no assurance or guarantee

that the occurrence of the events or the achievement of results expressed or implied in such statements will actually occur. You are cautioned not to place undue reliance on any forward-looking statement, and all forward-looking statements attributable to Pulse or any person acting on their behalf are qualified by this cautionary statement. Except to the extent required by law (including the ASX Listing Rules), Pulse does not give any undertaking to update or revise any forward looking statements after the date of the Retail Offer Booklet to reflect any changes in expectations in relation to forward looking statements or any change in events, conditions or circumstances on which any such statement is based.

Past performance

Investors should note that past performance, including past share price performance cannot be relied on as an indicator of, and provides no guidance as to, future Company performance, including future share price performance.

Foreign jurisdictions

This Retail Offer Booklet has been prepared to comply with the requirements of securities laws in Australia and New Zealand.

This Retail Offer Booklet does not, and is not intended to, constitute an offer, invitation or issue in any place in which, or to any person to whom, it would be unlawful to make such an offer, invitation or issue. By applying for New Shares, including by submitting the Entitlement and Acceptance Form or making a payment by BPAY® you represent and warrant that there has been no breach of such laws.

The distribution of this Retail Offer Booklet outside of Australia and New Zealand may be restricted by law and persons who come into possession of it should seek advice and observe any such restrictions. Any failure to comply with such restrictions may contravene applicable securities laws. Pulse disclaims all liabilities to such persons. Eligible Retail Shareholders who are not resident in Australia or New Zealand are responsible for ensuring that taking up New Shares under the Retail Entitlement Offer does not breach the selling restrictions set out in this Retail Offer Booklet or otherwise violate the securities laws in the relevant overseas jurisdictions.

No action has been taken to register or qualify this Retail Offer Booklet, the New Shares or the Retail Entitlement Offer, or otherwise to permit a public offering of the New Shares, in any jurisdiction outside Australia and New Zealand.

United States

This document may not be released or distributed in the United States of America. This document does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Any securities described in this document have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

New Zealand

The New Shares being offered to Eligible Retail Shareholders in New Zealand under this Retail Offer Booklet are offered in reliance on the Securities Act (Overseas Companies) Exemption Notice 2013 (New Zealand). This Retail Offer Booklet is not an investment statement or prospectus under New Zealand law and may not contain all the information that an investment statement or prospectus under New Zealand law is required to contain.

Time

Times and dates in this Retail Offer Booklet are indicative only and subject to change. Unless otherwise indicated, all times and dates refer to Sydney, Australia time.

Defined terms and abbreviations

Terms and abbreviations used in this Retail Offer Booklet are defined in section 5 of this Retail Offer Booklet.

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Corporate Directory

Contents

Company Pulse Health Limited

Registered office: Suite 1.04, Level 1 175 Castlereagh Street Sydney, New South Wales Australia 2000

Telephone: +61 2 8262 6300 Website: www.pulsehealth.net.au ASX Code: PHG

Key Entitlement Offer Details 3

Letter from the Chairman 4

1 Details of the Entitlement Offer 6

2 Options and how to apply 10

3 Investor Presentation 14

4 Additional information 15

5 Definitions 19

Directors Mr Stuart James (Independent Chairman and Non-Executive Director)

Ms Phillipa Blakey (Managing Director)

Mr Craig Coleman (Non-Executive Director)

Mr David Manning (Non-Executive Director)

Company Secretary

Mr David Franks

Solicitors Norton Rose Fulbright Australia

Level 15, 485 Bourke Street, Melbourne, Victoria 3000, Australia

Lead Manager and

Underwriter

Petra Capital Pty Limited

Level 17, 14 Martin Place, Sydney, New South Wales 2000, Australia

Share Registry

Computershare Investor Services Pty Ltd

Address: 452 Johnston Street, Abbotsford VIC 3067

Telephone: 1300 850 505

+61 (0)3 9415 4000

Enquiries

If you have any queries in relation to the Retail Entitlement Offer contact David Franks (Company Secretary – Pulse Health Limited) on +61 (0)2 9299 9690 from 9:00am to 5:00pm (Sydney time) Monday to Friday or visit Pulse’s website (at www.pulsehealth.net.au), or contact your stockbroker, accountant or other professional adviser.

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Key Entitlement Offer Details

Key Statistics

Offer Price $0.47 per New Share

Ratio 2 New Shares for every 5 Shares held at the Record Date

Maximum number of New Shares to be issued under the Entitlement Offer

65,819,561 (approximately)

Maximum amount to be raised under the Entitlement Offer $31 million (before expenses) (approximately)

Number of Shares on issue following the Entitlement Offer and Institutional Placement

254,910,799 (approximately) 1

1 Excluding 1,500,000 Shares, 500,000 A Class Options, 500,000 B Class Options and 500,000 C Class Options proposed to be issued to Mr David Manning as approved by

Shareholders at the Company’s Annual General Meeting on 18 November 2015 and the 960,000 Performance Rights on issue

Key Dates

Announcement of the Entitlement Offer Monday, 7 December 2015

Institutional Entitlement Offer and Institutional Placement: The period when the institutional component of the Entitlement Offer, the Institutional Shortfall Bookbuild and the Institutional Placement were conducted

Monday, 7 December 2015 to Tuesday, 8 December 2015

Shares resume trading: The date on which results of the Institutional Entitlement Offer and Institutional Placement are announced and Shares resume trading on ASX on an ex-entitlement basis

Wednesday, 9 December 2015

Record Date: The date for determining the Entitlement of Eligible Shareholders to participate in the Entitlement Offer

7:00pm (Sydney time) on Thursday, 10 December 2015

Despatch: Completion of despatch of Retail Offer Booklets and Entitlement and Acceptance Forms to Eligible Retail Shareholders

Tuesday, 15 December 2015

Opening Date: The first day for receipt of acceptances under the Retail Entitlement Offer and the Top Up Facility

Tuesday, 15 December 2015

Settlement – Institutional Entitlement Offer and Institutional Placement: Settlement of the Institutional Placement, Institutional Entitlement Offer, Institutional Shortfall Bookbuild and underwriting of the Institutional Entitlement Offer occurs

Wednesday, 16 December 2015

Quotation – Institutional Entitlement Offer and Institutional Placement: Trading of New Shares issued under the Institutional Placement, Institutional Entitlement Offer, Institutional Shortfall Bookbuild and underwriting of the Institutional Placement and Institutional Entitlement Offer expected to commence on ASX

Thursday, 17 December 2015

Closing Date: The last date for receipt of applications under the Retail Entitlement Offer and the Top Up Facility

7:00pm (Sydney time) on Thursday, 24 December 2015

Results of Retail Entitlement Offer: Announcement to ASX of the results of the Retail Entitlement Offer

Thursday, 31 December 2015

Issue/Allotment Date: New Shares issued under the Retail Entitlement Offer, Top Up Facility and underwriting of the Retail Entitlement Offer and entered into the security holder’s holdings

Tuesday, 5 January 2016

First Trading Date: Trading of New Shares issued under the Retail Entitlement Offer, Top Up Facility and underwriting of the Retail Entitlement Offer expected to commence on ASX

Wednesday, 6 January 2016

Despatch Date: Anticipated despatch of holding statements for New Shares issued under the Retail Entitlement Offer, Top Up Facility and underwriting of the Retail Entitlement Offer

Thursday, 7 January 2016

The above events, dates and times are indicative only and may be subject to change. Pulse reserves the right to amend any of these events, dates and times without notice, subject to the Corporations Act, the ASX Listing Rules and other applicable laws. In particular, Pulse reserves the right to extend closing dates, to accept late applications either generally. The commencement of quotation of New Shares is subject to confirmation by ASX. F

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Letter from the Chairman

9 December 2015

Dear Shareholder,

On behalf of the Board of Pulse, I am pleased to invite you to participate in the Entitlement Offer which provides Eligible Shareholders with the opportunity to subscribe for 2 New Shares for every 5 Shares held at the Record Date, being, 7:00pm (Sydney time) on Thursday, 10 December 2015, at the Offer Price of $0.47 per New Share.

Pulse is seeking to raise $31 million under the Entitlement Offer (before costs), through the issue of up to approximately 65.8 million New Shares.

In conjunction with the Entitlement Offer, Pulse successfully completed an Institutional Placement on Tuesday, 8 December 2015 under which Pulse raised $11.5 million (before costs) through an offer of approximately 24.5 million New Shares at the same price as the Offer Price to existing and new Institutional Investors.

The aggregate amount Pulse is seeking to raise under the Entitlement Offer and Institutional Placement is $42.5 million (before costs).

Use of funds

Net proceeds of the Entitlement Offer and from the Institutional Placement will be used for the purpose of funding the acquisitions by Pulse of:

• the Boulcott Hospital in Wellington, New Zealand; and

• five day surgeries and an acute hospital across New South Wales, Victoria, and Western Australia.

Some of the proceeds of the Entitlement Offer will also be used to reduce the Company’s net debt.

If the Acquisitions do not complete for any reason, net proceeds of the Entitlement Offer and Institutional Placement will be used for the purpose of increasing working capital and paying down existing debt before being ultimately used to pursue other growth opportunities.

The Acquisitions

Boulcott Hospital is located in Hutt Valley, approximately 20 minutes north of Wellington CBD. Boulcott Hospital has three operating theatres, 29 inpatient beds, a nine bed day-surgery suite and an endoscopy unit.

The Australian facilities, which predominantly specialise in endoscopy, general surgery, orthopaedics and ophthalmology, are:

• Healthwoods Specialist Centre (NSW);

• Westminster Day Surgery (WA);

• Hobson Healthcare Altona (VIC);

• Hobson Healthcare Werribee (VIC);

• Hobson Healthcare Sydenham (VIC; and

• Waikiki Private Hospital (WA).

The acquisition of Boulcott Hospital provides a solid platform for growth into the attractive New Zealand market, and opens an additional growth pipeline for the Company. The acquisition of the Australian day surgery facilities further enhances Pulse’s capability as a day surgery operator, as well providing a best in class beachhead in specialist endoscopy provision.

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The Entitlement Offer

Under the Entitlement Offer, Eligible Shareholders will be entitled to acquire 2 New Shares for every 5 Shares held at the Record Date at $0.47 per New Share. New Shares issued under the Entitlement Offer, will rank equally with existing Shares on issue.

The Offer Price per New Share represents a discount of approximately:

• 6.5% to the 30 day volume weighted average price of Pulse shares on the ASX to 2 December 2015 of $0.503;

• 3.1% to the last closing price of Pulse shares on the ASX on 2 December 2015 of $0.485; and

• 2.0% to the theoretical ex-rights price.

The Entitlement Offer is being fully underwritten by Petra Capital Pty Limited under the Underwriting Agreement, described in section 4.1 of this Retail Offer Booklet.

The Entitlement Offer comprises an institutional component (Institutional Entitlement Offer) and a retail component (Retail Entitlement Offer). The Institutional Entitlement Offer was completed on Tuesday, 8 December 2015 and, together with the associated Institutional Shortfall Bookbuild and underwriting of the Institutional Entitlement Offer, raised approximately $19.05 million (before costs).

Each of the Directors who holds Shares, or controls an entity which holds Shares, intends that the full Entitlements applicable to those Shares will be taken up under the Entitlement Offer.

Pulse is seeking to raise approximately $11.89 million (before costs) under the Retail Entitlement Offer. The Offer Price under Retail Entitlement Offer is the same as the Offer Price under the Institutional Entitlement Offer. This Retail Offer Booklet relates to the Retail Entitlement Offer.

Eligible Retail Shareholders who take up their full Entitlements and wish to take up more than their pro-rata allocation of New Shares can apply for Additional New Shares at the same offer price as the Entitlement Offer pursuant to the Top Up Facility described in section 1.7 of this Retail Offer Booklet. New Shares will be allocated under the Top Up Facility in accordance with the allocation policy determined by the Board and the Underwriter, which is described in section 1.7.

The Retail Entitlement Offer closes at 7:00pm (Sydney time) on Thursday, 24 December 2015, unless extended. To participate you need to ensure that either your completed Entitlement and Acceptance Form and Application Money, or your Application Money submitted by BPAY

®, is received before this time in accordance with the instructions set out on

the Entitlement and Acceptance Form and section 2.2 of this Retail Offer Booklet.

Entitlements are non-renounceable and therefore will not be tradeable on the ASX or otherwise transferable. Eligible Retail Shareholders who do not take up some or all of their Entitlements will not receive any value in respect of those Entitlements.

This Retail Offer Booklet contains details of the Entitlement Offer, instructions on how to participate in the Retail Entitlement Offer and information on risk factors relevant to an investment in Pulse. Please read this Retail Offer Booklet in full and consult your stockbroker, accountant or other professional adviser before making a decision in relation to the Retail Entitlement Offer.

For more information on recent developments of the Company, please refer to the Company’s public announcements that are released to the ASX, which are available from the ASX’s website (at www.asx.com.au) and the Company’s website (at www.pulsehealth.net.au).

On behalf of the Directors, I thank you for your support of the Company to date and commend the Retail Entitlement Offer to you.

Yours sincerely

Stuart James Chairman

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1 Details of the Entitlement Offer

1.1 Overview of the Entitlement Offer

Under the Entitlement Offer, Pulse is seeking to raise approximately $31 million (before costs) through a fully underwritten accelerated non-renounceable pro rata offer of 2 New Shares for every 5 Shares held at the Record Date, being 7:00pm (Sydney time) on Thursday, 10 December 2015, at the Offer Price of $0.47 per New Share.

The Entitlement Offer consists of:

• the Institutional Entitlement Offer, which has completed and is discussed immediately below at section 1.2 of this Retail Offer Booklet; and

• the Retail Entitlement Offer, which is the subject of this Retail Offer Booklet.

Pulse has already raised approximately $19.05 million (before costs) under the Institutional Entitlement Offer and associated Institutional Shortfall Bookbuild. Pulse also raised approximately $11.53 million (before costs), through the Institutional Placement completed on Tuesday, 8 December 2015 under which 24,542,335 New Shares were offered to existing and new Institutional Investors at the same price as the Offer Price.

New Shares issued under the Entitlement Offer will be fully paid and will rank equally with existing Shares on issue.

Please refer to the Investor Presentation in section 3 of this Retail Offer Booklet for information regarding the purpose of the Entitlement Offer and Institutional Placement and use of proceeds, the effect of the Entitlement Offer and Institutional Placement and the acquisitions of the Boulcott Hospital, the six day surgeries and one acute hospital on the Company's financial position and capital structure and key risks associated with an investment in Pulse. You should also consider other publicly available information about Pulse available at www.asx.com.au and www.pulsehealth.net.au.

1.2 Institutional Entitlement Offer

On Wednesday, 9 December 2015, Pulse announced the successful completion of the Institutional Entitlement Offer. The Institutional Offer provided Eligible Institutional Shareholders with the opportunity to subscribe for 2 New Shares for every 5 Shares held at the Record Date, at an Offer Price of $0.47 per New Share.

New Shares not taken up under the Institutional Entitlement Offer, and New Shares that would have otherwise been offered to Ineligible Institutional Shareholders had they been eligible to participate in the Institutional Entitlement Offer, were offered under the Institutional Shortfall Bookbuild completed on Tuesday, 8 December 2015. The offer price under the Institutional Shortfall Bookbuild was $0.47 per New Share, being the same as the Offer Price under the Entitlement Offer.

New Shares not issued under the Institutional Entitlement Offer or the Institutional Shortfall Bookbuild are to taken up by the Underwriter subject to the terms and conditions of the Underwriting Agreement, detailed further in section 4.1 of this Retail Offer Booklet.

Pulse raised an aggregate amount of approximately $19.05 million (before costs) under the Institutional Entitlement Offer and Institutional Shortfall Bookbuild.

Settlement of the Institutional Entitlement Offer and Institutional Shortfall Bookbuild is expected to occur on Wednesday, 16 December 2015, together with settlement of the Institutional Placement. The New Shares issued under the Institutional Entitlement Offer and Institutional Shortfall Bookbuild are expected to commence trading on Thursday, 17 December 2015.

1.3 Retail Entitlement Offer

Under the Retail Entitlement Offer, Pulse is providing Eligible Retail Shareholders with the opportunity to subscribe for 2 New Shares for every 5 Shares held at the Record Date, being 7:00pm (Sydney time) on Thursday, 10 December 2015 at the Offer Price of $0.47 per New Share.

The Offer Price under the Retail Entitlement Offer is the same as for the Institutional Entitlement Offer.

The Retail Entitlement Offer opens on Tuesday, 15 December 2015 and will close at 7:00pm (Sydney time) on Thursday, 24 December 2015, unless extended. Settlement of the Retail Entitlement Offer is expected to occur on Tuesday, 5 January 2016, with New Shares issued under the Retail Entitlement Offer expected to commence trading on Wednesday, 6 January 2016.

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1.4 Your Entitlements under the Retail Entitlement Offer

Your Entitlement to participate in the Retail Entitlement Offer is shown on the accompanying Entitlement and Acceptance Form and has been calculated based on 2 New Shares for every 5 Shares you held at the Record Date.

Fractional Entitlements have been rounded up to the nearest whole number.

If you have more than one holding of Shares, you will be sent separate personalised Entitlement and Acceptance Forms and will receive a separate Entitlement for each holding.

1.5 Closing Date

Pulse will accept applications under the Retail Entitlement Offer from the date of this Retail Offer Booklet until 7:00pm (Sydney time) on Thursday, 24 December 2015 (or such other date as the Directors in their absolute discretion determine, in consultation with the Underwriter, subject to the requirements of the ASX Listing Rules).

1.6 Eligibility to participate in the Retail Entitlement Offer

Eligible Retail Shareholders are those Shareholders who at the Record Date for the Retail Entitlement Offer:

• have a registered address listed on Pulse’s share register in Australia or New Zealand;

• were not invited to participate (other than a nominee, in respect of underlying holdings) under the Institutional Entitlement Offer and are not being treated as an Ineligible Institutional Shareholder under the Institutional Entitlement Offer;

• are not in the United States and are not a US person or acting for the account of or benefit of a person in the United States or a US Person; and

• are eligible under all applicable securities laws to receive an offer under the Retail Entitlement Offer, without the use of a prospectus, disclosure document or other lodgement, filing, registration or qualification.

The Entitlement Offer is not being extended to Shareholders who do not meet the above criteria unless Pulse otherwise determines.

1.7 Top Up Facility

Eligible Retail Shareholders who take up their Entitlement in full, may also subscribe for Additional New Shares in excess of their Entitlements under the Top Up Facility, at an offer price of $0.47 per New Share (being the same as the Offer Price per New Share under the Entitlement Offer).

Eligible Retail Shareholders can apply for any number of Additional New Shares under the Top Up Facility, provided that the issue of those New Shares will not result in a breach of the ASX Listing Rules or any applicable law. Additional New Shares will only be available under the Top Up Facility where there is a Retail Entitlement Shortfall (that is there is a shortfall between the number of New Shares applied for under the Retail Entitlement Offer and the number of New Shares offered to Eligible Retail Shareholders under the Retail Entitlement Offer).

Eligible Retail Shareholders who wish to apply for Additional New Shares under the Top Up Facility must do so at the same time as they apply for New Shares under the Retail Entitlement Offer. For information on how to apply for Additional New Shares under the Top Up Facility, please refer to the “Take up all of your Entitlement and apply for Additional New Shares” section in section 2.1 (Option 2) of this Retail Offer Booklet.

Additional New Shares will be issued under the Top Up Facility at the same time as New Shares are issued under the Retail Entitlement Offer.

If applications under the Top Up Facility exceed the Retail Entitlement Shortfall, those applications will be scaled back in proportion to each Applicant’s Shareholding as at the Record Date. The Directors retain the discretion to allocate Additional New Shares in a different manner, at their absolute discretion. No Additional New Shares will be issued to an Eligible Retail Shareholder if it will result in them increasing their voting power in Pulse above 20%. The Directors’ decision on the number of Additional New Shares allocated to Eligible Retail Shareholders will be final.

If scaling back occurs, Application Monies in relation to Additional New Shares applied for but not issued will be refunded as soon as possible following the Closing Date, without interest.

There is no guarantee that Eligible Retail Shareholders will receive any or all of the Additional New Shares which they apply for under the Top Up Facility.

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1.8 Effects on control

The potential effect the Entitlement Offer will have on the control of Pulse, and the consequences of that effect, will depend on a number of factors, including investor demand and existing shareholdings. Given the structure of the Entitlement Offer as a pro-rata issue, the ratio and terms of the Entitlement Offer, the current level of holdings of substantial holders (based on substantial holding notices that have been given to the Company and lodged with ASX on or prior to the date of this Retail Offer Booklet) the Entitlement Offer not expected to have any material effect or consequence on the control of Pulse. Viburnum is currently Pulse’s largest shareholder holding 29.93% of the total number of Shares on issue in Pulse. Viburnum holds its 29.93% interest in the Company as trustee and manager for the VF Strategic Equities Fund. Wyllie Funds Management Pty Ltd ACN 125 989 693, Wyllie Group Pty Ltd ACN 008 763 120 and Mrs Rhonda Wyllie each have a relevant interest in the Shares held by Viburnum. In addition, Mr Craig Coleman, a non-executive director of the Company, is the Executive Chairman of Viburnum.

Viburnum was not invited to participate in the Institutional Placement and has confirmed to the Company that it does not intend to take up its Entitlements under the Entitlement Offer. However, Viburnum is willing to support Pulse in its desire to raise the maximum amount under the Entitlement Offer to ensure that it can secure the Acquisitions and, accordingly, has agreed to provide a sub-underwriting commitment to the Underwriter up to a commitment limit of $9.3 million. The Underwriter has agreed to pay Viburnum a sub-underwriting fee of 1% of the Offer Price for each New Share that Viburnum is called to subscribe for under its sub-underwriting commitment.

If the Underwriter calls upon Viburnum’s sub-underwriting commitment up to its commitment limit of $9.3 million, Viburnum’s voting power in Pulse would reduce from 29.93% to approximately 27.05%. If the Underwriter does not make any call on Viburnum’s sub-underwriting commitment, Viburnum’s voting power in Pulse would reduce from 29.93% to approximately 19.32%.

Eligible Retail Shareholders who do not take up their rights for New Shares under the Retail Entitlement Offer will have their percentage shareholding in Pulse diluted to the extent they do not take up their Entitlement in full. Each Ineligible Shareholders’ percentage shareholding in Pulse will be diluted by the Entitlement Offer.

1.9 Underwriting

The Entitlement Offer is being fully underwritten by Petra Capital Pty Limited. Any New Shares not taken up under the Institutional Entitlement Offer and associated Institutional Shortfall Bookbuild, the Retail Entitlement Offer, the Top Up Facility, or which would have been taken up by Ineligible Retail Shareholders had they been entitled to participate in the Entitlement Offer, will be taken up by the Underwriter, or by sub-underwriters, subject to the terms and conditions of the Underwriting Agreement summarised in section 4.1.

1.10 Non-renounceable

The Entitlement Offer is non-renounceable. Eligible Retail Shareholders are not able sell or transfer their Entitlements. Any Entitlements not taken up by Eligible Retail Shareholders will lapse and the corresponding New Shares, to the extent not taken up under the Top Up Facility, will be taken up by the Underwriter or by sub-underwriters, subject to the terms and conditions of the Underwriting Agreement summarised in section 4.1.

1.11 Ineligible Shareholders

All Shareholders who do not satisfy the criteria to be Eligible Retail Shareholders or Eligible Institutional Shareholders, are Ineligible Shareholders. Ineligible Shareholders are not entitled to participate in the Entitlement Offer, unless Pulse otherwise determines.

The restrictions upon eligibility to participate in the Entitlement Offer arise because Pulse has determined, pursuant to ASX Listing Rule 7.7.1(a) and section 9A(3)(a) of the Corporations Act, that it would be unreasonable to extend the Entitlement Offer to Ineligible Shareholders. This decision has been made after taking into account the relatively small number of Shareholders in the jurisdictions in which the Ineligible Shareholders are located, the relatively small number and value of New Shares to which those Shareholders would otherwise be entitled and the potential costs of complying with legal and regulatory requirements in the jurisdictions in which the Ineligible Shareholders are located in relation to the Entitlement Offer.

Pulse, in its absolute discretion, may extend the Entitlement Offer to any Shareholder if it is satisfied that the Entitlement Offer may be made to the Shareholder in compliance with all applicable laws. Pulse, in its absolute discretion, reserves the right to determine whether a Shareholder is an Eligible Retail Shareholder, Eligible Institutional Shareholder or an Ineligible Shareholder. To the maximum extent permitted by law, Pulse disclaims all liability in respect of such determination.

New Shares that would have been offered under the Entitlement Offer to Ineligible Institutional Shareholders, had they been entitled to participate in the Institutional Entitlement Offer (Ineligible Institutional Shares), were, in accordance with section 615(b) of the Corporations Act, issued to the Underwriter in its capacity as appointed nominee for the Entitlement Offer under section 615 of the Corporations Act. The Underwriter then offered the Ineligible Institutional Shares for sale under the Institutional Shortfall Bookbuild and, to the extent not sold under the Institutional Shortfall Bookbuild, retain those shares or transferred them to a sub-underwriter, subject to the terms and conditions of the Underwriting Agreement.

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New Shares that would have been offered under the Entitlement Offer to Ineligible Retail Shareholders, had they been entitled to participate in the Retail Entitlement Offer (Ineligible Retail Shares), will be taken up by the Underwriter, or by sub-underwriters, subject to the terms and conditions of the Underwriting Agreement and sold, if possible.

The price at which Ineligible Institutional Shares will be issued under the Institutional Shortfall Bookbuild and the price at which Ineligible Institutional Shares and Ineligible Retail Shares will be taken up by the Underwriter, subject to the terms and conditions of the Underwriting Agreement is the same as the Offer Price. Accordingly, there will be no proceeds to distribute to Ineligible Shareholders in respect of those New Shares.

1.12 Performance Rights holders

Performance Rights holders are not entitled to participate in the Entitlement Offer in respect of their Performance Rights, unless their Performance Rights convert and they are registered as the holder of the resulting Shares by the Record Date and satisfy the other criteria detailed in section 1.6 to be an Eligible Retail Shareholder.

1.13 Minimum subscription

There is no minimum subscription under the Entitlement Offer. However, as noted elsewhere in this Retail Offer Booklet, the Entitlement Offer is underwritten by the Underwriter, subject to the terms and conditions of the Underwriting Agreement.

1.14 ASX quotation

Pulse has made an application to ASX for quotation of the New Shares on ASX. If ASX does not grant official quotation of the New Shares Pulse will not issue any New Shares and all Application Money will be refunded, without interest.

1.15 Issue of New Shares

Pulse expects to issue the New Shares under the Retail Entitlement Offer on Tuesday, 5 January 2016 2015 and despatch holding statements for the New Shares on Tuesday, 5 January 2016. No issue of New Shares will be made unless permission is granted for quotation of the New Shares on ASX.

1.16 Application Money

Application Money will be held in trust for applicants in a subscription account until New Shares are allotted. Interest earned on Application Monies will be for the benefit of Pulse and will be retained by Pulse irrespective of whether New Shares are issued.

1.17 Enquiries

Enquiries concerning the Entitlement and Acceptance Form should be directed to Pulse on +61 2 9299 9690.

Enquiries concerning the Entitlement Offer should be directed to Pulse on +61 2 9299 9690.

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2 Options and how to apply

2.1 What options do Eligible Retail Shareholders have?

Your Entitlement is shown on the accompanying Entitlement and Acceptance Form. Before taking any action in relation to the Retail Entitlement Offer, you should read this Retail Offer Booklet in its entirety and, if required, seek professional advice from your accountant, stockbroker or other professional adviser.

Option Details

1 Take up all or part of your Entitlement

If you wish to take up all or part of your Entitlement, please:

• complete and return the Entitlement and Acceptance Form together with a cheque, bank draft or money order for the applicable amount of Application Money (for the number of New Shares you wish to take up), so that it is received by the Closing Date (7:00pm, (Sydney time) on Thursday, 24 December 2015, unless extended); or

• make payment of the applicable amount of Application Money (for the number of New Shares you wish to take up) using BPAY

®, so that it is received by the Closing

Date. If you use BPAY® you do not need to complete and return the Entitlement and

Acceptance Form,

in each case in accordance with the instructions in section 2.2 and on the Entitlement and Acceptance Form.

You cannot withdraw you application once it has been submitted.

If you take no action or your application is not supported by cleared funds, you will be deemed not to have taken up your Entitlement.

2 Take up all of your Entitlement and apply for Additional New Shares

If you take up all of your Entitlement, you may also elect to apply for Additional New Shares in excess of your Entitlement under the Top Up Facility.

If you wish to apply for Additional New Shares under the Top Up Facility, please:

• nominate the number of Additional New Shares you wish to subscribe for on the Entitlement and Acceptance Form where indicated and then return the completed Entitlement and Acceptance Form together with a cheque, bank draft or money order for the applicable amount of Application Money (for your Entitlement plus the number of Additional New Shares you wish to subscribe for) so that it is received by the Closing Date (7:00pm, (Sydney time) on Thursday, 24 December 2015, unless extended); or

• make payment of the applicable amount of Application Money (for your Entitlement plus the number of Additional New Shares you wish to subscribe for) using BPAY

®,

so that it is received by the Closing Date. If you use BPAY® you do not need to

complete and return the Entitlement and Acceptance Form,

in each case in accordance with the instructions in section 2.2 and on the Entitlement and Acceptance Form.

See section 1.7 for further information about the Top Up Facility and the allocation policy adopted by Pulse for Additional New Shares subscribed for pursuant to the Top Up Facility.

3 Do nothing If you do nothing in respect of all or part of your Entitlements, those Entitlements will lapse.

New Shares in respect of lapsed Entitlements may be taken up by Eligible Retail Shareholders under the Top Up Facility, or taken up by the Underwriter or sub-underwriters.

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2.2 How to apply

If you wish to take up all or part of your Entitlement, or apply for Additional New Shares under the Top Up Facility, you have two options, which are described below.

Cash payments will not be accepted. Receipts for Application Money will not be issued.

Option 1 – Acceptance and payment by cheque, bank draft or money order

You should complete your personalised Entitlement and Acceptance Form in accordance with the instructions on the form and return it accompanied by a cheque, bank draft or money order in Australian currency drawn on an Australian branch of an Australian bank for the Offer Price multiplied by the number of New Shares that you are applying for (including any Additional New Shares which you are applying for under the Top Up Facility). All cheques must be made payable to ‘Pulse Health Limited’ and crossed ‘Not Negotiable’.

Completed Entitlement and Acceptance Forms and accompanying cheques, bank drafts or money orders must be returned to the following address and received no later than the Closing Date (7:00pm, (Sydney time) on Thursday, 24 December 2015, unless extended).

By mail: Computershare Investor Services Pty Limited GPO Box 505 Melbourne VIC 3001 Australia

A reply paid envelope is enclosed for your convenience. If mailed in Australia, no postage stamp is required.

If the amount of your cheque, bank draft or money order (or the amount which clears in time for allocation) is insufficient to pay for the full number of New Shares you have applied for (including any Additional New Shares), you will be taken to have applied for such lower number of New Shares as your cleared Application Money will pay for (and to have specified that number of New Shares on your Entitlement and Acceptance Form). Alternatively your application may not be accepted, in which case any Application Money will be refunded to you (without interest).

Please note that if you have more than one holding of Shares, you will be sent more than one personalised Entitlement and Acceptance Form and you will have separate Entitlements for each separate holding. A separate Entitlement and Acceptance Form and payment of Application Money must be completed for each separate Entitlement you hold.

Option 2 - Acceptance and payment by BPAY®

For payment by BPAY®, you must follow the instructions on the personalised Entitlement and Acceptance Form (which includes

the Biller Code and your unique Reference Number). You can only make a payment via BPAY® if you are the holder of an

account with an Australian financial institution that supports BPAY® transactions.

Please note that should you choose to pay by BPAY®:

• you do not need to submit the personalised Entitlement and Acceptance Form but are taken to have made the declarations on that Entitlement and Acceptance Form;

• if you do not pay for your full Entitlement, you are deemed to have taken up your Entitlement in respect of the whole number of New Shares which is covered in full by your Application Money; and

• if you pay an amount in excess of the amount representing your full Entitlement, you will be deemed to have applied for the number of Additional New Shares under the Top Up Facility which that excess amount represents.

You must ensure that you use the specific Biller Code and unique Reference Number on your personalised Entitlement and Acceptance Form. Your application may not be accepted if you choose to pay by BPAY

® and you do not use the correct Biller

Code and/or unique Reference Number on your personalised Entitlement and Acceptance Form. If you receive more than one personalised Entitlement and Acceptance Form, please only use the Reference Number specific to the Entitlement on that form.

It is your responsibility to ensure that your BPAY® payment is received by the Share Registry by no later than the Closing Date

(7:00pm, (Sydney time) on Thursday, 24 December 2015, unless extended). You should be aware that your financial institution may implement earlier cut-off times with regards to electronic payment and you should therefore take this into consideration when making payment, in order to ensure your payment is received by the Closing Date.

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2.3 Refunds

Any Application Money received in excess of your final allocation of New Shares (including any Additional New Shares issued to you under the Top Up Facility) will be refunded as soon as possible after allotment. If the Entitlement Offer is withdrawn, Application Money will be refunded as soon as possible. Refund payments will be by cheque made payable to the registered holder and will be sent to the address last recorded on Pulse’s register of Shareholders. No interest will be paid to applicants on any Application Money which is refunded and any interest earned on Application Money will belong to Pulse.

2.4 Effect of applying

Submitting an Entitlement and Acceptance Form or making payment through BPAY® constitutes a binding offer to acquire New

Shares and Additional New Shares (if applied for) on the terms and subject to the conditions set out in this Retail Offer Booklet and, once lodged, cannot be withdrawn. The Entitlement and Acceptance Form does not need to be signed to be binding.

If an Entitlement and Acceptance Form is not completed or submitted correctly it may still be treated as a valid application. The Company's decision whether to treat an application as valid and how to construe, amend, complete or submit the application is final.

By completing and returning an Entitlement and Acceptance Form, or making a payment through BPAY®, or otherwise applying

to participate in the Retail Entitlement Offer, you, on your behalf and on behalf of and in relation to any person on whose account you are acting:

• agree to be bound by the terms of this Retail Entitlement Offer, the Retail Offer Booklet and the provisions of the Company’s constitution;

• authorise the Company to register you as the holder(s) of the New Shares (including, if applicable, Additional New Shares) allotted to you;

• declare that all details and statements made in the Entitlement and Acceptance Form are complete and accurate (even if you are applying by paying through BPAY

®);

• declare that you are over 18 years of age and have full legal capacity and power to perform all your rights and obligations under the Entitlement Offer;

• acknowledge that once the Company receives the Entitlement and Acceptance Form or your payment by BPAY®, you

may not withdraw it except as allowed by law;

• agree to apply for, and be issued with up to, the number of New Shares (including, if applicable, Additional New Shares) specified in the Entitlement and Acceptance Form, or for which you have submitted payment through BPAY

®

at the Offer Price (of $0.47 per New Share);

• authorise the Company and its officers or agents to do anything on your behalf necessary for the New Shares (including, if applicable, Additional New Shares) to be issued to you, including to act on instructions of the Share Registry upon using the contact details set out in the Entitlement and Acceptance Form;

• agree that the allotment of New Shares (including, if applicable, Additional New Shares) to you constitutes acceptance of your application;

• declare that you were the registered holder(s) of the Shares indicated in the Entitlement and Acceptance Form as being held by you at the Record Date;

• acknowledge that the information contained in this Retail Offer Booklet is not investment advice or a recommendation that New Shares (including Additional New Shares) are suitable for you, given your investment objectives, financial situation or particular needs;

• acknowledge that you understand that this Retail Offer Booklet is not a prospectus, does not contain all of the information that you may require in order to assess an investment in Pulse and is given in the context of Pulse’s past and ongoing periodic and continuous disclosure announcements to ASX;

• acknowledge the statement of risks set out in the Key Risks and Restrictions section of the Investor Presentation in section 3 of this Retail Offer Booklet and that an investment in Pulse is subject to risk;

• acknowledge that none of Pulse or its directors, officers, employees, representatives, agents, consultants or advisers guarantee the performance of Pulse, nor do they guarantee the repayment of capital, or payment of any dividends or distributions;

• have authorised Pulse, or any of its delegates, to correct any errors in your Entitlement and Acceptance Form;

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• represent and warrant that you are an Eligible Retail Shareholder and that the Retail Entitlement Offer can be made to you in accordance with this Retail Offer Booklet, in accordance with all applicable securities laws;

• represent and warrant that the law of any other place (other than Australia, New Zealand) does not prohibit you from being given this Retail Offer Booklet or making an application for, or being issued, New Shares (including, if applicable, Additional New Shares);

• represent and warrant that you have read and understood this Retail Offer Booklet and the Entitlement and Acceptance Form and that you acknowledge the matters, and make the warranties and representations and agreements and provide the authorisations, contained in this Retail Offer Booklet and the Entitlement and Acceptance Form; and

• will also be deemed to have acknowledged, represented and warranted on your behalf and on behalf of and in relation each person on whose account you are acting that:

- you are not in the United States and you are not a U.S. Person and you are not acting for the account or benefit of a U.S. Person;

- you are subscribing for or purchasing New Shares (including, if applicable, Additional New Shares) in an “offshore transaction” (as defined in Rule 902(h) under the U.S. Securities Act) in compliance with Regulation S under the U.S. Securities Act;

- neither the Entitlements nor the New Shares (including, if applicable, Additional New Shares) have been, nor will be, registered under the U.S. Securities Act or the securities laws of any state or other jurisdictions in the United States, or in any other jurisdiction outside Australia or New Zealand. In addition, you acknowledge that the Company has not been, and will not be, registered under the U.S. Investment Company Act in reliance on the exception from the definition of “investment company” provided by Section 3(c)(7) thereof. You acknowledge that, accordingly, the Entitlements may only be taken up by, and the New Shares (including, if applicable, Additional New Shares) may only be offered and sold to, directly or indirectly, persons outside the United States that are not U.S. Persons and are not acting for the account or benefit of U.S. Persons;

- if in the future you decide to sell or otherwise transfer the New Shares (including, if applicable, Additional New Shares), you will only do so outside the United States in a standard (regular way) brokered transaction on the ASX where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre-arranged with, or that the purchaser is, a person in the United States or person that is a U.S. Person or that is acting for the account or benefit of a U.S. Person, in accordance with Regulation S under the U.S. Securities Act; and

- you have not, and will not, send any materials relating to the Entitlement Offer to any person in the United States or that is, or is acting for the account or benefit of, a U.S. Person.

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3 Investor Presentation

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Strategic acquisitions and $42.5m capital raising

December 2015

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December 2015 | 2

This investor presentation (“Presentation”) has been prepared by Pulse Health Limited (ABN 69 104 113 760) (“Pulse” or “Company”) in relation to a placement of new fully paid ordinary

shares in Pulse (“New Shares”) to “professional” and “sophisticated” investors (under sections 708(8) and 708(11) of the Corporations Act 2001 (Cth) (“Corporations Act”)) and an accelerated

non-renounceable pro rata entitlement offer of New Shares to be made to eligible institutional and retail shareholders of Pulse under section 708AA of the Corporations Act as modified by

Australian Securities and Investments Commission (“ASIC”) Class Order 08/35 (“Entitlement Offer”) (together, the “Capital Raising”).

Summary information

This Presentation contains summary information about Pulse, its subsidiaries and their activities which is current as at the date of this Presentation. The information in this Presentation is of a

general nature and does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possible investment in Pulse or that would be

required in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act.

This Presentation should be read in conjunction with Pulse’ other periodic and continuous disclosure announcements lodged with ASX, which are available at www.asx.com.au (Pulse ASX

Code: PHG).

Not an offer

This Presentation is not a prospectus, product disclosure statement or other offering document under Australian law (and will not be lodged with ASIC) or any other law. This Presentation is for

information purposes only and is not an invitation or offer of securities for subscription, purchase or sale in any jurisdiction (and will not be lodged with the U.S Securities Exchange Commission).

The retail offer booklet for the retail component of the Entitlement Offer (“Retail Entitlement Offer”) will be available following its lodgment with ASX. Any eligible retail shareholder who wishes

to participate in the Retail Entitlement Offer should consider the retail offer booklet in deciding to apply under that offer. Anyone who wishes to apply for New Shares under the Retail Entitlement

Offer will need to apply in accordance with the instructions contained in the retail offer booklet and the entitlement and application form.

This Presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. Neither the New Shares nor the entitlements have been, or will be,

registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or the securities laws of any state or other jurisdiction of the United States. Accordingly, the

entitlements may not be exercised or taken up, and the New Shares may not be offered or sold, directly or indirectly, in the United States, unless they are offered and sold in a transaction

exempt from, or not subject to, the registration requirements of the U.S. Securities Act and any other applicable state securities laws.

Not investment advice

This Presentation does not constitute investment or financial product advice (nor tax, accounting or legal advice) or any recommendation to acquire entitlements or New Shares and does not

and will not form any part of any contract for the acquisition of entitlements or New Shares. Each recipient of this Presentation should make its own enquiries and investigations regarding all

information in this Presentation including but not limited to the assumptions, uncertainties and contingencies which may affect future operations of Pulse and the impact that different future

outcomes may have on Pulse.

This Presentation has been prepared without taking account of any person's individual investment objectives, financial situation or particular needs. Before making an investment decision,

prospective investors should consider the appropriateness of the information having regard to their own investment objectives, financial situation and needs and seek legal, accounting and

taxation advice appropriate to their jurisdiction. Pulse is not licensed to provide financial product advice in respect of Pulse shares.

Cooling off rights do not apply to the acquisition of Pulse shares.

Investment risk

An investment in Pulse shares is subject to known and unknown risks, some of which are beyond the control of Pulse. Pulse does not guarantee any particular rate of return or the performance

of Pulse nor does it guarantee any particular tax treatment. Investors should have regard to the risk factors outlined in this Presentation when making their investment decision.

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Financial data

All dollar values in this Presentation are in Australian dollars (A$ or AUD) or New Zealand dollars (NZ$) as stated. Investors should note that this Presentation contains pro forma financial

information. The pro forma financial information and past information provided in this Presentation is for illustrative purposes only and is not represented as being indicative of Pulse’ views on its

future financial condition and/or performance.

The pro forma financial information has been prepared by Pulse in accordance with the measurement and recognition requirements, but not the disclosure requirements, of applicable

accounting standards and other mandatory reporting requirements in Australia.

Past performance

Investors should note that past performance, including past share price performance and historical information in this Presentation, is given for illustrative purposes only and cannot be relied

upon as an indicator of, and provides no guidance as to, future performance of Pulse including future share price performance. The historical information is not represented as being indicative of

Pulse’ views on its future financial condition and/or performance.

Future performance

This Presentation contains certain 'forward looking statements'. Forward looking statements can generally be identified by the use of forward looking words such as, 'expect', 'anticipate', 'likely',

'intend', 'should', 'could', 'may', 'predict', 'plan', 'propose', 'will', 'believe', 'forecast', 'estimate', 'target' 'outlook', 'guidance' and other similar expressions within the meaning of securities laws of

applicable jurisdictions and include, but are not limited to, the outcome and effects of the proposed acquisitions by the Company, the Capital Raising and the use of proceeds. You are cautioned

not to place undue reliance on forward looking statements. The statements, opinions and estimates in this Presentation are based on assumptions and contingencies subject to change without

notice, as are statements about market and industry trends, projections, guidance and estimates.

The forward looking statements contained in this Presentation are not guarantees or predictions of future performance and involve known and unknown risks and uncertainties and other factors,

many of which are beyond the control of Pulse, and may involve significant elements of subjective judgment and assumptions as to future events which may or may not be correct. Refer to the

'Key Risks' section of this Presentation for a summary of Pulse specific and certain general risk factors that may affect Pulse.

There can be no assurance that actual outcomes will not differ materially from these forward-looking statements. A number of important factors could cause actual results, achievements or

performance to differ materially from the forward looking statements, including the risk factors set out in this Presentation. Investors should consider the forward looking statements contained in

this Presentation in light of those disclosures. The forward looking statements are based on information available to Pulse as at the date of this Presentation.

Except as required by law or regulation (including the ASX Listing Rules), Pulse undertakes no obligation to provide any additional or updated information whether as a result of new information,

future events or results or otherwise. Indications of, and guidance or outlook on, future earnings or financial position or performance are also forward looking statements.

Disclaimer

Neither the underwriter, nor any of its or Pulse' respective advisers or any of their respective affiliates, related bodies corporate, directors, officers, partners, employees and agents

(“Representatives”), have authorised, permitted or caused the issue, submission, dispatch or provision of this Presentation and, except to the extent referred to in this Presentation, none of

them makes or purports to make any statement in this Presentation and there is no statement in this Presentation which is based on any statement by any of them.

For the avoidance of doubt, the underwriter and its Representatives have not made or purported to make any statement in this Presentation and there is no statement in this Presentation which

is based on any statement by any of them.

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Disclaimer - continued

To the maximum extent permitted by law, Pulse, the underwriter and their respective Representatives exclude and disclaim all liability, including without limitation for negligence or for any

expenses, losses, damages or costs incurred by you as a result of your participation in the Capital Raising and the information in this Presentation being inaccurate or incomplete in any way for

any reason, whether by negligence or otherwise.

To the maximum extent permitted by law, Pulse, the underwriter and their respective Representatives make no representation or warranty, express or implied, as to the currency, accuracy,

reliability or completeness of information in this Presentation and, with regards to the underwriter, it and its Representatives take no responsibility for any part of this Presentation or the Capital

Raising.

The underwriter and its Representatives make no recommendations as to whether you or your related parties should participate in the Capital Raising nor do they make any representations or

warranties to you concerning the Capital Raising, and you represent, warrant and agree that you have not relied on any statements made by the underwriter, or its Representatives, in relation to

the Capital Raising and you disclaim that you are in a fiduciary relationship with any of them.

Statements made in this Presentation are made only as the date of this Presentation. The information in this Presentation remains subject to change without notice. Pulse reserves the right to

withdraw the Capital Raising or vary the timetable for the Capital Raising without notice.

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Transaction

Overview

Two separate acquisitions:

Five day surgeries located across NSW, VIC and WA and one acute hospital located in WA

Boulcott Hospital, a specialist surgical hospital located in Hutt Valley, New Zealand

Upfront consideration of $48.3m and potential earn-outs subject to FY16 and FY17 performance

Satisfaction of various conditions precedent across each facility anticipated during CY2015 and 1HCY2016

Fully underwritten placement and 2-for-5 pro rata non-renounceable entitlement offer to raise $42.5m (approx.) at $0.470/share

Industrial

Logic

Accelerates Pulse’s expansion into the Australian day surgery market

Quality platform assets to expand into the attractive endoscopy and New Zealand healthcare markets

Significant opportunity for increased utilisation and brownfield development

Increases Pulse’s portfolio to 15 facilities and provides geographic and business diversification

Financial

Impact

Confirmation of FY16 EBITDA guidance of more than $10.2m1, details of which can be found on page 26

Expected growth in pro forma FY17 EBITDA to $18.1m2 from underlying business performance and acquisition of the Australian and New Zealand

facilities, details of which can be found on page 26

Opportunity to leverage Pulse’s shared services platform to extract cost synergies and scale benefits

A post transaction balance sheet of 1.6x net debt / pro forma FY17 EBITDA, expected to support continued greenfield and acquisitive growth

opportunities

Operational

Execution

Pulse’s relationship with AmSurg Corp. (NASDAQ:AMSG, operators of 177 endoscopy centres in the US) expected to support Pulse’s expansion in

the endoscopy market

Consolidation opportunities across (day surgery, endoscopy, New Zealand) healthcare markets

For illustrative purposes, Pulse would have the ability to draw $15.4m of additional debt for growth and maintain a 2.5x net debt / pro forma FY17

EBITDA ratio

Incremental debt facilities to fund the balance of the purchase consideration for the acquisitions to be arranged in-line with anticipated settlement

timeline

December 2015 |Notes: 1. Excludes ramp-up losses associated with Gold Coast Surgical Hospital and costs associated with Vision Eye Institute takeover announced to the ASX on 31 August 2015. Also excludes transaction costs and EBITDA contributions related to the acquisition of the Australian and New Zealand facilities and the proposed equity raise and debt financing.

2. Assumes an exchange rate of 0.93 AUD/NZD.

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Australian Facilities Boulcott Hospital, New Zealand

Overview

Waikiki Private Hospital (WA, inpatient hospital, four theatres and 45

beds)

Westminster Day Surgery (WA, day surgery and two theatres)

Healthwoods Specialist Centre (NSW, day surgery and two theatres)

Hobson Healthcare (VIC, three day surgeries and five theatres)

Boulcott Hospital (inpatient and day-patient hospital, three theatres and

38 beds)

Located in Hutt Valley, 20 minutes north of Wellington

Core

Specialties

Endoscopy

Orthopeadics

General Surgery

Ophthalmology

All major surgical specialties, including endoscopy

Highlights

Accelerates Pulse’s Australian day surgery expansion

Expansion in the attractive endoscopy centre market

Geographic diversification into Victoria and Western Australia

Only private hospital in Hutt Valley, co-located with 300 bed public

hospital supporting surgeon retention and recruitment

Modern facility benefiting from consistent investment

Long-standing relationships and agreements with major health

purchasers

Geographic diversification into New Zealand

Opportunities

Utilisation improvements

Brownfield expansion

Consolidation opportunities in day surgery and endoscopy markets

Brownfield expansion

Consolidation opportunities across New Zealand healthcare market

Earnings $3.8m pro forma FY17 EBITDA expected, details of which are set out

on page 26

$2.6m pro forma FY17 EBITDA1 expected, details of which are set out

on page 26

Key Terms

$33.4m upfront

Uncapped earn-out based on FY16 and FY17 growth targets. Earn-

outs are based of individual facility EBITDA growth from FY15 to

FY17, capitalised at an EV / EBITDA multiple of 3.0x – 4.0x

Consideration inclusive of earn-out estimates implies an EV / pro

forma FY17 EBITDA multiple of 9.5x

Settlement subject to various conditions precedent

NZD$16.0m upfront

NZD$4.0m earn-out based on FY16 earnings targets

Consideration inclusive of a full provision for earn-outs implies an EV /

pro forma FY17 EBITDA multiple of 7.2x

Settlement subject to various conditions precedentDecember 2015 |

Note: 1. Assumes an exchange rate of 0.93 AUD/NZD.

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Offer

Overview

$42.5m equity raising comprising a placement and entitlement offer

Fully underwritten by Petra Capital

Placement Placement of 24.5m shares (approx.) to raise $11.5m (approx.) offered to new and existing institutional investors

Shares issued under the Placement will not be entitled to participate in the Entitlement Offer

Entitlement

Offer

2-for-5 pro-rata non-renounceable accelerated entitlement offer to raise $31.0m (approx.)

Record date of 7pm (Sydney time), 10 December 2015

Entitlement offer will comprise an accelerated Institutional Entitlement Offer and a Retail Offer

New securities in respect of institutional entitlements not subscribed will be placed into an institutional bookbuild (concurrent with the

Placement)

Retail offer opens, 15 December 2015

Eligible retail shareholders will have the opportunity to apply for additional new securities that are not subscribed for under the Retail

Entitlement Offer. Allocations will be at the discretion of the Board

Viburnum, Pulse’s largest shareholder currently holding 30% (approx.), has agreed with the underwriter to sub-underwrite up to $9.3m

of the Entitlement Offer, but has indicated that it will not take up its entitlement

Offer Price Offer price of $0.470 per New Share representing 3.1% discount to last closing price of $0.485 prior to the announcement

Ranking New shares rank equally in all respects with existing shares including to dividend entitlements with a record date after the issue date

Other

Incremental debt facilities to fund the balance of the purchase consideration for the acquisitions to be arranged in-line with anticipated

settlement timeline

Directors have indicated their intention to participate in the Entitlement Offer, representing a total cash commitment of $0.80m

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Growth via acquisition or development of niche specialist private hospitals and day surgeries in Australia and

New Zealand

Specialist Hospitals Med-Surg Hospitals

Rehabilitation Mental Health Multi-Specialty Single Specialty - Endoscopy

Overview

• Inpatient and day patient

rehabilitation following orthopeadic

or other major surgery, stroke or

other neurological condition, or

general ill health and

deconditioning of elderly people

• Ageing population driving strong

demand growth for inpatient and

day rehabilitation

• Strong demand for mental health

services unmet by Public system

• Undersupply of beds in most

markets

• Inpatient and day patient surgery

only for wide range of conditions;

or medical & surgical acute

hospitals; or multi-specialty day

surgeries

• Relationship with AmSurg Corp.,

operators of 177 endoscopy

centres in the US expected to

support Pulse’s sector entry

Hospitals

• Westmead Rehabilitation Hospital

• Forster Private Hospital

• Mackay Rehabilitation Hospital

• Eden Rehabilitation Hospital

• The Hills Clinic

• Boulcott Hospital

• Westminster Day Surgery

• Waikiki Private Hospital

• Gold Coast Surgical Hospital

• Forster Private Hospital

• Bega Valley Private Hospital

• Gympie Private Hospital

• Healthwoods Specialist Centre

• Hobson Healthcare (Altona)

• Hobson Healthcare (Werribee)

• Hobson Healthcare (Sydenham)

Facilities• 172 beds

• Day patient programmes

• 59 in-patient beds

• Day patient programmes

• 182 inpatient beds

• 21 theatres• 7 theatres

Growth

Strategy

• Brownfield expansions as demand

requires

• Brownfield expansion

• Acquisitions

• Greenfield developments

• Brownfield expansions

• Acquisitions

• Greenfield developments

• Brownfield expansions

• Acquisitions

Shared

Services

Platform

• Drive quality improvements, cost synergies and efficiencies in each hospital, allowing managers to focus on high quality patient care and service to

doctors

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Facility Location Theatres Beds

Acquired Hospitals

Healthwoods Specialist Centre NSW 2

Waikiki Private Hospital WA 4 45

Westminster Day Surgery WA 2

Hobson Healthcare (Altona) VIC 1

Hobson Healthcare (Werribee) VIC 2

Hobson Healthcare (Sydenham) VIC 2

Bouclott Hospital New Zealand 4 29

Existing Hospitals

Mackay Rehabilitation Hospital QLD 34

Gympie Private Hospital QLD 2 40

Gold Coast Surgical Hospital QLD 6 24

Eden Rehabilitation Hospital QLD 48

The Hills Clinic NSW 59

Westmead Rehabilitation Hospital NSW 65

Forster Private Hospital NSW 2 69

Bega Valley Private Hospital NSW 1

Total 28 413Healthwoods Specialist Centre

- 2 operating theatres

Hobson (Altona)

- 1 operating theatre

Hobson (Werribee)

- 2 operating theatres

Hobson (Sydenham)

- 2 operating theatres

Boulcott Hospital

- 4 operating theatres- 29 beds

Mackay Rehabilitation Hospital

Gympie Hospital

Eden Rehabilitation Hospital

Gold Coast Surgical Hospital

Forster Hospital

The Hills Clinic

Westmead Rehabilitation Hospital

Bega Valley Hospital

Waikiki Hospital

- 4 operating theatres- 45 overnight beds

Westminster Day Surgery

- 2 operating theatres

Existing facilities

Acquisition facilities

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Acquired The Hills Clinic, a quality beachhead asset in the highly attractive Mental Health sector

Announced the intended acquisition of Boulcott Hospital, a quality and low risk platform to expand into New Zealand healthcare market

Achieved profitable ramp-up of Mackay Rehabilitation Hospital in June 2015, twelve months post commissioning

Commissioned Gold Coast Surgical Hospital in August 2015, $1.7m EBITDA contribution expected in FY17 further details of which are on page 26

Appointment of David Manning as Non-Executive Director, who has over 35 years of surgery centre experience

including co-founding of NASDAQ listed AmSurg Corp. one of the largest US based surgery centre operators

Divested North Coast Community Care and Gympie Private Hospital freehold, and exited the unprofitable South Burnett Private Hospital

Accelerated expansion in the day surgery and endoscopy sectors by announcing the intended acquisition of five day surgeries and one acute hospital

Announced fully underwritten $42.5m equity financing to support growth

Implemented Pulse’s Shared Services Platform to support growth, management efficiency and cost savings

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Pro forma FY17 EBITDA guidance of at least $18.1m2 including $6.4m contribution from the Australian and New Zealand facility acquisitions, further details of which can be found on page 26

Opportunity for brownfields development at most sites as demand requires

Increased capacity utilisation and efficiencies at existing hospitals

Confirmation of FY16 EBITDA guidance of more than $10.2m1 , details of which can be found on page 26

A balance sheet to support growth with 1.6x net debt / pro forma FY17 EBITDA. For illustrative purposes, Pulse would have the ability to draw $15.4m of additional debt for growth and maintain a 2.5x net debt / pro forma FY17 EBITDA ratio

Attractive pipeline of greenfield and acquisitive opportunities in line with Pulse’s stated growth strategy

Expected growth in existing Pulse assets FY17 EBITDA to $12.4m, which excludes an additional $0.7m investment in the shared services platform to enhance future growth and acquisition capability, details of which can be found on page 26

Notes: 1. Excludes ramp-up losses associated with Gold Coast Surgical Hospital and costs associated with Vision Eye Institute takeover announced to the ASX on 31 August 2015. Also excludes transaction costs and EBITDA contributions related to the acquisition of the Australian and New Zealand facilities and the proposed equity raise and debt financing.

2. Assumes an exchange rate of 0.93 AUD/NZD.

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12December 2015 |

Overview

Australian day hospitals play a major role in health care delivery with

over 300 facilities providing surgical, diagnostic and medical care

Australian day hospitals have increased 39% by number over the last

decade, led by technological advancements, improvements in

anaesthesia and increased consumer expectations

Industry

Demand

The specialised nature of day hospitals has led to better outcomes for

patients by reduced length of stay, reduced costs, reduced risk of

infection and increased efficiency and high level of competency due to

specialisation

Approximately 50% of all acute surgical procedures are now performed

in day hospitals, and within some specialties this is nearly 90%

The number of separations undertaken in day hospitals has grown by

6.3% over the period from 2007 to 2014, a relatively stronger growth

rate than the broader hospital industry

Financial

Context

Australian day hospital revenue of $991m in FY14 reflects 11.2%

compound annual growth since FY04, and comprises 8.8% of the

estimated $11.2bn total private hospital revenue

Australia day hospital revenue per hospital has grown from $1.5m to

$3.0m over the period from 2004 to 2014 reflecting 7.6% compound

annual growth

CAGR: 6.3%

Private free-

standing day hospital facilities

CAGR: 4.0%Other private

hospitals

CAGR: 3.0%

Total public

hospitals

80

90

100

110

120

130

140

150

160

CY07 CY08 CY09 CY10 CY11 CY12 CY13 CY14

Rebased t

o 1

00

Growth in Separations (rebased)

1.40

1.60

1.80

2.00

2.20

2.40

2.60

2.80

3.00

3.20

200

220

240

260

280

300

320

340

FY04 FY05 FY06 FY07 FY08 FY09 FY10 FY11 FY12 FY13 FY14

$m

Hospital

(no.)

No. of Day Hospital and Average Revenue per Hospital

Hospitals Av. Revenue per hospital

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Fragmented

and

Growing

Market

The Australian day hospital market is highly fragmented providing

significant opportunity for industry consolidation

Less than 20% of Australian day hospitals are owned by the top 10 day

surgery groups

Despite recent growth, private day hospitals market share of the

Australian hospital market remains relatively small (by hospital

separations) providing scope for continued market share gains

Opportunity

Pulse has identified approximately 100 day hospital facilities that meet

its acquisition criteria

A large number of the 300 Australian day hospitals specialise in

dialysis, oncology, fertility, and other specialties outside of Pulse’s

current core focus

Execution

Strong post transaction balance sheet of 1.6x net debt / FY17 EBITDA,

expected to support organic and acquisitive growth opportunities

For illustrative purposes, Pulse would have the ability to draw $15.4m of

additional debt for growth and maintain a 2.5x net debt / FY17 EBITDA

ratio

Opportunity to leverage Pulse’s shared services platform to extract cost

synergies and scale benefits

Pulse’s relationship with AmSurg Corp. expected to support Pulse’s

expansion into the Australian day hospital market

Number of day surgeries by operator

Group 1

Group 2

AustralianFacilitiesGroup 4

Group 5

Group 6

Group 7

Group 8

Group 9

Private free-

standing day hospital facilities

Other private

hospitalsTotal public

hospitals

Separations by Hospital Type (2013-14)

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Overview

Five day surgeries and one acute hospital

13 operating theatres, 59 day recovery beds and 45 overnight beds

All facilities are fully accredited and have contracts with health funds

Incremental debt facilities to fund the balance of the purchase

consideration for the acquisitions to be arranged in-line with anticipated

settlement timeline

Industrial

Logic

Quality platform assets for expansion into the attractive endoscopy and

Australian day surgery markets

Market leader in the endoscopy market open access model of care

Geographic diversification into Victoria and Western Australia

Significant opportunity for increased capacity utilisation

Consolidation opportunities in day surgery and endoscopy markets

Financial

Impact

Expected pro forma FY17 EBITDA contribution of $3.8m, details of

which are set out on page 26

Upfront cash consideration of $33.4m, represents a 8.8x EV / pro forma

FY17 EBITDA multiple

Earn-out mechanisms constructed around 3.0x – 4.0x EBITDA growth

in FY16 and FY17, varying across individual facilities

Execution

Pulse’s relationship with AmSurg Corp., operators of 177 endoscopy

centres in the US, expected to support Pulse’s entry into the endoscopy

market

Opportunity to leverage Pulse’s shared services platform to extract cost

synergies and scale benefits

Transfer of hospital licences, landlord negotiations and key health fund

agreements remain key conditions to completion

Healthwoods Specialist Centre

- 2 operating theatres

Hobson (Altona)

- 1 operating theatre

Hobson (Werribee)

- 2 operating theatres

Hobson (Sydenham)

- 2 operating theatres

Waikiki Hospital

- 4 operating theatres- 45 overnight beds

Westminster Day Surgery

- 2 operating theatres

Existing facilities

Acquisition facilities

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16December 2015 |

Healthwoods Specialist Centre Waikiki Private Hospital Westminster Day Surgery Hobson Healthcare

Type • Day surgery • Private hospital • Day surgery• Three endoscopy units (day

surgeries)

Key Highlights

• Only specialised endoscopy

centre within Sydney’s Inner

West suburbs

• High growth catchment area

• Best in class equipment

• Well maintained facility

• Relatively large number of

insured patients given high

socio-economic demographic

• Situated in one of the fastest

growing areas in the country

• Only private hospital in the

immediate area

• Relatively large number of

insured patients given high

socio-economic demographic of

the facility’s location

• Endoscopy specialty

• All facilities specialise in

endoscopy procedures

• Mix of insured and self-insured

• Open access model for referrals

Location

• Granville

• Located in the city of Parramatta

• Catchment of ~196,000 people

• Long term lease with option to

extend4

• Waikiki

• Located 50km south of Perth

• Catchment of ~133,000 people

• Long term lease with option to

extend

• Westminster

• Located 10km north of Perth’s

CBD

• Catchment of ~122,000 people

• Long term lease with option to

extend

• All facilities located within 30km

of Melbourne’s CBD

• Altona ~107,000 people

• Werribee ~112,000 people

• Sydenham ~57,000 people

• All facilities have long term

leases with options to extend

Medical

Practitioners• Nine as of FY15 • 34 as of FY15 • 34 as of FY15 • 28 as of FY15

No. of Theatres /

Beds• 2 theatres

• 4 theatres

• 45 overnight beds• 2 theatres

• Altona - 1 theatre

• Werribee – 2 theatres

• Sydenham - 1 theatre

Facility

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0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

Number of Colonoscopy Procedures

17December 2015 |

Overview

Endoscopy units use tube mounted cameras to perform examinations

of the upper gastrointestinal tract (gastroscopy) or bowel (colonoscopy)

Procedures is used to detect cancers and polyps, diagnose and monitor

other gastrointestinal diseases e.g. gastric ulcers and diverticulitis

Structural

Drivers

Early bowel cancer detection via colonoscopy materially enhances the

probability of a positive outcome for patients

Developments in technology and clinical practice driving significant

growth in the demand for endoscopy services

Industry

Demand

Patients require ongoing surveillance and repeat procedures at

intervals of between two and five years, depending on findings,

symptoms and age

The Medicare Benefits Scheme reported 335,488 colonoscopy

procedures in FY15, which represents a CAGR of 4.2% since FY05 and

373,349 gastroscopy procedures representing a CAGR of 5.1% over

the same period

Open

Access

Open access model of care enables GPs to refer patients directly to

endoscopy units for an endoscopy, streamlining the diagnostic process

for patients

Endoscopy unit provides reports to GPs and patients and manages a

recall system, improving the management of the process for both

parties and providing repeat business

Consequently open access provides patients and GPs with a greater

visibility over patients and is increasingly popular

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

Number of Gastroscopy Procedures

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Overview

Specialist surgical hospital providing inpatient and day-patient surgery

across a range of specialties, supported by approximately 45

specialists

Modern facility with four operating theatres, 29 inpatient beds and a

nine bed day-suite, benefiting from consistent investment in equipment

Large purpose designed on-site consulting suite building and one off-

site consulting suite

Long-standing relationships and agreements with major health

purchasers including Accident Compensation Commission, Southern

Cross Healthcare and Hutt Valley DHB

Industrial

Logic

Quality and low risk platform to expand into New Zealand healthcare

market

Located in Hutt Valley, 20 minutes north of Wellington CBD, with a

catchment of ~145,000 people

Only private hospital in Hutt Valley, co-located with the 300-bed public

Hutt Hospital supporting ongoing surgeon retention and recruitment

Significant brownfield development opportunity

Geographic diversification into New Zealand with consolidation

opportunities in-line with Pulse’s stated growth strategy

New

Zealand

Healthcare

Market

New Zealand recorded private health expenditure of NZD$3.3bn in

FY2010, representing 5.4% compound annual growth since 2000

New Zealand public health system provides all residents with free

essential healthcare services, with health expenditure of NZD$19.9bn

in FY2010

Private hospital demand predicted to grow as the population ages and

the public system is under growing pressure

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20December 2015 |

Financial

Impact

$2.6m1 pro forma FY17 EBITDA expected, including up to $0.7m1 of

cost saving initiatives identified and already partially implemented,

details of which are on page 26

Upfront cash payment of NZD$16.0m represents a 5.7x multiple of pro

forma FY17 EBITDA

Earn-out payment of up to NZD$4.0m subject to agreed FY16 EBITDA

targets achieved

The upfront cash payment of NZD$16.0m and the full earn-out payment

of NZD$4.0m represents a 7.2x EV / pro forma FY17 EBITDA

Execution

Majority of existing workforce will be retained

No exposure to specialists personal exertion income

Opportunity over medium term to leverage Pulse’s shared services

platform to extract cost synergies and scale benefits

Transfer of hospital licences, key health fund agreements, Ministry of

Health, New Zealand Commerce Commission approval and a review by

the Overseas Investment Office remain key conditions to completion

Incremental debt facilities to fund the balance of the purchase

consideration to be arranged in-line with anticipated settlement timeline

in 1HCY2016

Note: 1. Assumes an exchange rate of 0.93 AUD/NZD.

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22December 2015 |

Offer

Overview

$42.5m (approx.) capital raising comprising a placement and entitlement offer

Fully underwritten by Petra Capital

Placement Placement of 24.5m shares (approx.) to raise $11.5m (approx.) offered to new and existing institutional investors

Shares issued under the Placement will not be entitled to participate in the Entitlement Offer

Entitlement

Offer

2-for-5 pro-rata non-renounceable accelerated entitlement offer to raise $31.0m (approx.)

Record date of 7pm (AEST), 10 December 2015

Entitlement offer will comprise an accelerated Institutional Entitlement Offer and a Retail Offer

New securities in respect of institutional entitlements not subscribed will be placed into an institutional bookbuild (concurrent with the Placement)

Retail offer opens 15 December 2015

Eligible retail shareholders will have the opportunity to apply for additional new securities that are not subscribed for under the Retail Entitlement Offer.

Allocations will be at the discretion of the Board

Viburnum, Pulse’s largest shareholder currently holding 30% (approx.), has agreed with the underwriter to sub-underwrite up to $9.3m of the

Entitlement Offer, but has indicated that it will not take up its entitlement

Offer Price

Offer price of $0.470 per New Share represents:

3.1% discount to last closing price of $0.485

6.5% discount to the 30 day VWAP of $0.503

2.0% discount to TERP

Ranking New shares rank equally in all respects with existing shares including to dividend entitlements with a record date after the issue date

Other Incremental debt facilities to fund the balance of the purchase consideration to be arranged in-line with anticipated settlement timeline

Directors have indicated their intention to participate in the Entitlement Offer, representing a total cash commitment of $0.80m

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23December 2015 |

Source of funds$m

(approx.)

Entitlement offer 31.0

Placement 11.5

TOTAL 42.5

Uses of funds – if Acquisitions proceed$m

(approx.)

Contribution to upfront consideration for Boulcott and

Australian Facilities acquisitions39.21

Transaction costs

(acquisition, working capital and capital raising)3.32

TOTAL 42.5

• Funds raised under the equity raising will be applied towards payment of the upfront purchase consideration for the Boulcott and Australian Facilities acquisitions

• Incremental debt facilities to fund the balance of the purchase consideration to be arranged in-line with anticipated settlement timeline

• Should the contemplated acquisitions not complete, surplus funds will be used to repay debt and working capital in the short term and ultimately redirected to Pulse’s active acquisition pipeline

Notes: 1. Assumes an exchange rate of 0.93 AUD/NZD.

2. Viburnum Funds Pty Ltd (“Viburnum”) is currently the largest shareholder of Pulse holding approximately 29.93% of all of the shares currently on issue in Pulse. Viburnum holds its interest in Pulse as trustee and manager for the VF Strategic Equities Fund. Mr Craig Coleman, a non-executive director of Pulse, is the Executive Chairman of Viburnum and has an equity interest in Viburnum. Viburnum and Allier Capital Pty Ltd acted as a financial advisors to Pulse. Viburnum will be paid up to $0.774 million for these services.

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24December 2015 |

1. All dates are indicative only and subject to change at the discretion of Pulse Health Limited in conjunction with the underwriter.

Event Date

Announcement of Capital Raising

(ASX Announcement, Investor Presentation and s708AA(2)(f) cleansing notice and Appendix 3B lodged

with ASX)

Before 9.30am (Sydney time), Monday, 7 December 2015

Institutional Offer and Placement opens Monday, 7 December 2015

Institutional Offer and Placement closes Tuesday, 8 December 2015

Institutional Bookbuild Conducted Tuesday, 8 December 2015

Trading in Pulse Health shares resumes

(Announcement of results of Institutional Offer and Placement; Retail Offer Booklet provided to ASX)

Before 9.30am (Sydney time), Wednesday, 9 December 2015

Record Date for Entitlement Offer 7:00pm (Sydney time), Thursday, 10 December 2015

Retail Entitlement Offer booklet dispatched to retail shareholders Tuesday, 15 December 2015

Retail Entitlement Offer opens Tuesday, 15 December 2015

Settlement of Institutional Entitlement Offer and Placement

(Updated Appendix 3B lodged with ASX)

Wednesday, 16 December 2015

Allotment of New Shares issued under the Institutional Entitlement Offer and Placement Thursday, 17 December 2015

Quotation of New Shares issued under the Institutional Entitlement Offer and Placement Thursday, 17 December 2015

Retail Entitlement Offer closes (unless extended) 7:00pm (Sydney time), Thursday, 24 December 2015

Announcement of results of Retail Entitlement Offer Thursday, 31 December 2015

Allotment of New Shares issued under the Retail Entitlement Offer

(Updated Appendix 3B lodged with ASX)

Tuesday, 5 January 2016

Quotation of New Shares issued under the Retail Entitlement Offer Wednesday, 6 January 2016

Holding statements despatch to retail shareholders Thursday, 7 January 2016

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December 2015 | 26

Pulse

Underlying

FY16

EBITDA

Pulse expects that forecast underlying FY16 EBITDA will be at least

$10.2m, excluding ramp-up costs associated with the Gold Coast

Surgical Hospital and costs associated with the takeover bid for Vision

Eye Institute Limited

Key drivers will be The Hills Clinic, the ongoing ramp-up of Mackay

Rehabilitation Hospital, further growth in activity at other sites and

ongoing staffing and procuring efficiencies

Pulse

Underlying

FY17

EBITDA

Pulse expects underlying FY17 EBITDA of $11.7m based on the

following key assumptions:

Expects commissioned Gold Coast Surgical Hospital to contribute

approximately $1.7m in FY17 based on estimates of growth in

market share and doctor referrals

Achieves FY17 organic growth of $0.5m based on general increased

demand across sites

Less the additional $0.7m investment in Pulse’s shared services

platform to support future growth and acquisition capability

Pulse

expects pro

forma FY17

EBITDA

post

acquisition

Pulse pro forma FY17 EBITDA post acquisition of $18.1m based on:

Pulse underlying FY17 EBITDA of $11.7m (stand-alone)

Boulcott pro forma FY17 EBITDA of $2.6m1 based on historical

expectations of growth and cost savings and current FX exchange

rates

Australian assets pro forma FY17 EBITDA of $3.8m based on based

on historical expectations of growth and cost savings

Pro forma EBITDA $m

Pulse underlying FY16 EBITDA 10.2

Gold Coast Surgical Hospital 1.7

Organic growth 0.5

Less: Investment in shared services (0.7)

Pulse underlying FY17 EBITDA 11.7

Boulcott pro forma FY17 EBITDA 2.6

Australian assets pro forma FY17 EBITDA 3.8

Pulse pro forma FY17 EBITDA post acquisition 18.1

Note: 1. Assumes an exchange rate of 0.93 AUD/NZD.

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27December 2015 |

Consolidated Balance Sheet1

As at 30 June 2015Pulse

Acquisition, Capital

Raising, and Debt Funding

Pulse

($m)FY15

(audited)adjustments3

Pro forma FY15

(unaudited)

Cash and equivalents 3.5 - 3.5

Other current assets 18.6 3.5 22.1

Current Assets 22.1 3.5 25.6

Non-Current Assets 74.0 59.3 133.3

Total Assets 96.1 62.7 158.8

Short term debt 0.1 - 0.1

Other current liabilities 14.3 2.4 16.7

Current liabilities 14.4 2.4 16.8

Long term debt 24.0 9.2 33.2

Other non-current liabilities 4.3 12.1 16.3

Non-Current Liabilities 28.3 21.3 49.6

Total Liabilities 42.7 23.7 66.3

Net Assets 53.4 39.1 92.5

Total Equity 53.4 39.1 92.5

ND / pro forma FY17 EBITDA 1.8x - 1.6x

Balance

Sheet

Impact

(Pro- Forma)

The Pro Forma Consolidated Balance Sheet comprise Pulse stand-

alone audited FY15 Balance Sheet and unaudited adjustments for the

acquisition of the Australian and New Zealand facilities and the

proposed equity raise

The Pro Forma Consolidated Balance Sheet assumes an acquisition

date of 30 June 2015

Net debt / pro forma FY17 EBITDA of 1.6x providing financial capacity

for acquisition pipeline2

For illustrative purposes, Pulse would have the ability to draw $15.4m of

additional debt for growth and maintain a 2.5x net debt / pro forma

FY17 EBITDA ratio

The Pro Forma Balance Sheet includes a $10.8m provision for future

earn-outs

Notes: 1. There is a $800k debtor who has entered into a repayment plan with Pulse for non-payment. If the plan is not adhered to, Pulse may recognise a doubtful debt.

2. If the acquisitions do not proceed the funds raised will initially be used to repay debt, which will result in a net cash position of $19.5m (representing a 1.7x net cash / underlying FY17 EBITDA), before ultimately

being used to pursue Pulse’s growth strategy.

3. Assumes an exchange rate of 0.93 AUD/NZD.

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Pre equity raise Equity raise Post equity raiseNo. of shares % share held Entitlement Placement No. of shares % share held

(m) (%) No. of shares (m) No. of shares (m) (m) (%)Viburnum Funds Pty Ltd 49.3 29.9% 19.7 - 69.0 27.1%CBA1 17.2 10.5% 6.9 - 24.1 9.4%IOOF Holdings1 14.1 8.6% 5.6 - 19.7 7.7%Throvena Pty Ltd 9.8 5.9% 3.9 - 13.7 5.4%

Total substantial shareholders 90.3 54.9% 36.1 - 126.4 49.6%Total Director shareholdings*2 4.3 2.6% 1.7 - 6.0 2.3%Other existing Pulse shareholders 70.0 42.5% 28.0 - 98.0 38.4%New Placement participants - 24.5 24.5 9.6%Total ordinary shares outstanding* 164.5 100.0% 65.8 24.5 254.9 100.0%Options on issue* / Performance rights 1.3 1.3 -Total diluted shares outstanding 165.8 256.2

*Excluding David Manning shares of 1.5m and 1.5m options

December 2015 | 28

New Shares

Issued

$42.5m equity raising comprising a placement and entitlement offer

Placement of 24.5m shares (approx.) to raise $11.5m (approx.) offered to new and existing institutional investors

2 for 5 pro-rata non-renounceable accelerated entitlement offer to raise $31.0m (approx.), resulting in the issue of 65.8m new shares (approx.)

Issue

Effects

Illustratively, the table above assumes that only new institutional investors participate in the Placement and that all existing shareholders take up their

entitlement in full, which will unlikely occur. In particular, Viburnum will not take up its entitlement but will sub-underwrite up to $9.3m, in which case its

interest will be diluted to between 49.3m shares (approx.) (19.32%) and 69.0m shares (approx.) (27.05%)

This scenario results in Placement participants holding 9.6% of Ordinary shares on issue on completion (assuming Viburnum is called upon for its

whole sub-underwriting commitment)

Existing shareholders will hold 90.4% of Ordinary shares on issue

Notes: 1. The number of shares for the substantial shareholder is based on latest release of the change in substantial holding notice..

2. The number of shares for directors is based on latest release of the change in director’s interest notices and/or the 2015 Annual report.

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This section discloses some of the key risks attaching to an investment in Pulse. Before investing or increasing your investment in Pulse,

you should consider whether this investment is suitable for you having regard to publicly available information and your personal

circumstances and following consultation with your professional advisors. The risks in this section are not, and should not be considered to

be or relied on as, an exhaustive list of risks relevant to an investment in Pulse. The risks are general in nature and regard has not been

had to the investment objectives, financial situation, tax position or particular needs of any investor.

Risks relation to the acquisitions

▪ (Completion risks) The acquisitions are subject to a number of conditions, including those conditions summarised on pages 15 and 20.

If any of these conditions are not satisfied or waived by their due date for satisfaction, the relevant acquisition agreement may be

terminated. If an acquisition agreement is terminated, the relevant acquisition will not proceed. If either, or both of, the acquisitions do

not proceed, the funds raised under the Capital Raising will be used in the manner described on page 23.

▪ (Financing risk) Pulse will need to secure $9.1m of debt or other funding in addition to the $42.5m in equity to be raised in order to pay

the purchase price for the acquisitions. Pulse may not be able to secure such funding on terms that are acceptable or at all.

▪ (Integration risks) There are risks that integration of the assets the subject of the acquisitions with Pulse’s existing business may take

longer than expected and that the anticipated benefits of that integration may be less than estimated. These risks include inability to

achieve synergy benefits and cost savings, the potential loss of key personnel and the loss of key doctors.

▪ (Termination of contracts) A change in control of the assets the subject of the acquisitions will arise on completion of the Acquisitions.

While the acquisition agreements include conditions precedent requiring the consent of counterparties to material contracts relating to

the relevant assets, it is possible that some contracts, such as leases, licenses and contracts with health funds, may be subject to review

or termination upon this change of control.

▪ (New jurisdiction risk) The acquisition of the Boulcott Hospital in New Zealand will give rise to certain operational and business risks

for Pulse. Relevantly, Pulse does not have any existing business operations in New Zealand and, accordingly, Pulse will be exposed to

the risks and challenges associated with operating a business in a new jurisdiction.

30December 2015 |

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Risks relating to the healthcare industry

Pulse operates in the private healthcare industry which itself is exposed to a number of risk factors.

▪ (Government Policies) The healthcare industry is subject to extensive laws and regulations relating to the conduct of operations,

licensing and accreditation of facilities, and the addition and development of facilities and services, among other things. There are several

government policies and regulations that could have a material adverse impact on the performance of Pulse if changed, including but not

limited to changes to initiatives that promote private health insurance (PHI), changes to regulations relating to PHI funds, changes to

hospital licensing policy, chances to medical negligence legislation, and changes to public hospital policy that may encourage patients to

use public facilities instead of private facilities.

▪ (Private Health Insurance and other funders) A large portion of the revenue received by Pulse and the assets the subject of the

Acquisitions is derived from PHI funds and other funders, many of which have negotiated schedules of fees with Pulse such that the latter

receive preferred rates. Failure to successfully renegotiate such commercial agreements with PHI funds and other funders as they come

up for renewal could have a material adverse impact on the profitability of Pulse.

Additionally, should PHI fund membership decrease as a result of worsening economic conditions, changes in economic incentives,

increased PHI fund premiums, or otherwise, or PHI fund members elect to decrease their coverage, this could materially impact on the

number of patients electing for services in private healthcare facilities such as those operated by Pulse.

▪ (Labour) Pulse relies on Accredited Medical Practitioners (AMPs) as a source of patient referrals to its facilities. There is a risk for all

operators of private healthcare facilities that AMPs may choose to refer their patients to, and perform their services at, facilities other than

those operated by Pulse.

Additionally, Pulse faces competition in attracting and retaining nursing staff, who constitute the majority of people employed by Pulse. In

service areas where there is a relative shortage of available nursing staff, there is a risk that Pulse is unable to properly staff its facilities

to meet demand, which could have a material adverse impact on earnings.

Separately, from time to time Pulse may need to renegotiate enterprise bargaining agreements with its staff, and in such cases there is a

risk that such negotiations could result in a staff strike or other form of service interruption, or increased direct and indirect labour costs of

Pulse, both of which would have an negative impact on earnings.

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Risks relating to the healthcare industry – continued

▪ (Litigation and Insurance) Private hospital operators such as Pulse are exposed to the risk of medical indemnity claims and litigation. It

is possible that a current or past patient of Pulse may commence or threaten litigation for medical negligence against Pulse, which could

have a negative impact on the financial performance, financial position, and future prospects of Pulse.

Separately, while Pulse maintains insurance coverage consistent with industry practice, there is no guarantee that such insurance will be

available in the future on commercially reasonable terms or that any cover will be adequate and available to cover all or any future claims.

▪ (Development Projects) Many private healthcare facilities operators such as Pulse will from time to undertake development projects to

expand their current facilities, and to create new facilities. There is a risk that any such developments by Pulse may experience cost

overruns and or delays in construction, or that the business in the new facility does not perform as anticipated, all of which can have a

material negative impact on the earnings of Pulse.

General risks

The following risks have been identified as being key risks specific to investing in Pulse. These risks have the potential tohave a significant

adverse impact on Pulse which may in turn affect the financial position, prospects and price of its listed securities. Some of these risks can

be mitigated by the use of safeguards and appropriate systems and controls, others can be covered by insurance, but some are outside the

control of Pulse and cannot be mitigated or insured against.

▪ (Economic risks)

Economic conditions: The economic condition of both domestic and global markets may affect the performance of Pulse. Factors such

as fluctuations in currencies (including exchange rates), commodity prices, inflation rate, interest rates, supply and demand and industrial

disruption may have an impact on operating costs and therefore future possible revenues and the share market price.

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General risks – continued

Future capital requirements: The continued operations of Pulse will be dependent on its ability to obtain financing through debt, equity

financing or capital raising. There is a risk that Pulse may not be able to access capital for future projects or developments due to factors

beyond its control which could have a material adverse impact on Pulse’s business and financial condition.

Business factors: The continuing economic viability of Pulse will be dependent on managing risk factors normally found in conducting a

business, including management of contractual risks, litigation due to breach of agreements or in relation to employees (through personal

injuries, industrial matters or otherwise), strikes, lockouts, loss of services of key management or operational personnel or change in tax

and accounting laws.

There can be no assurance that parties with whom Pulse has entered into commercial arrangements will adhere to the terms of the

contracts and arrangements. There is the potential of material failure by or insolvency of any contractor used by Pulse in any of its

activities. Such being the case, this could cause disruption to the operations of Pulse. Pulse is unable to predict the risk of insolvency or

other managerial failure by any of its contractors or other service providers used by the Company.

All of the mentioned business factors could have a material adverse effect on the results of the operations or the financial condition of

Pulse.

▪ (Share market conditions) Securities listed on a stock market can experience price and volume fluctuations that are often unrelated to

the performance of the company. General factors that may affect the market price of Pulse shares include economic conditions, both

locally and internationally, the global security situation, the possibility of terrorist disturbances and changes in government legislation or

policy.

▪ (Increased competition) Pulse operate in competitive markets. In general, the entry of new competitors in those markets or changes in

the strategy of existing competitors may have an adverse effect on Pulse.

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International Offer Restrictions

This document does not constitute an offer of New Shares of Pulse in any jurisdiction in which it would be unlawful. New Shares may not be offered or sold in any country outside Australia except

to the extent permitted below.

United States

Neither the new Shares nor the entitlements (collectively, the “Securities”) have been, or will be, registered under the U.S. Securities Act or the securities laws of any state of the United States

and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. The

Securities will be offered and sold outside the United States in offshore transactions in accordance with Regulation S and in the United States under an available exemption from, or in

transactions not subject to, the registration requirements of the U.S. Securities Act.

In addition, until 40 days after the commencement of the offering of any securities, an offer or sale of securities within the United States by a dealer, whether or not participating in this offering,

may violate the registration requirements of the U.S. Securities Act if such offer or sale is made otherwise than in accordance with an available exemption from, or in transactions not subject to,

the registration requirements of the U.S. Securities Act.

Neither the U.S. Securities Exchange Commission, any state securities commission in the United States, nor any other United States or other regulatory authority has approved or disapproved of

the Securities or passed upon the adequacy of this Presentation. Any representation to the contrary is a criminal offence in the United States.

New Zealand

The New Shares being offered under the Capital Raising are offered in reliance on the Securities Act (Overseas Companies) Exemption Notice 2013 (New Zealand). This Presentation is not an

investment statement or prospectus under New Zealand law and may not contain all of the information that an investment statement or prospectus under New Zealand law is required to contain.

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4 Additional information

4.1 Underwriting

The Entitlement Offer is managed and fully underwritten by Petra Capital Pty Limited ABN 95 110 952 782.

The Underwriter will receive an underwriting fee of:

• 0.5% of the proceeds from the Institutional Placement – for underwriting the Institutional Placement;

• 0.5% of the proceeds from the Institutional Entitlement Offer – for underwriting the Institutional Entitlement Offer; and

• 0.5% of the proceeds from the Retail Entitlement Offer – for underwriting the Retail Entitlement Offer.

The Underwriter will also receive an offer management, execution and placing fee of 4% of the proceeds from the Entitlement Offer and Institutional Placement.

The Underwriting Agreement includes a number of warranties and undertakings provided by Pulse in favour of the Underwriter which are customary for these types of arrangements, and Pulse has indemnified the Underwriter and associated persons against losses in connection with the Entitlement Offer.

The Underwriter can terminate its obligations under the Underwriting Agreement on the happening of a number of customary events, including if:

• The Retail Offer Booklet, the Investor Presentation set out in section 3, the cleansing notices lodged by the Company with ASX in relation to the Entitlement Offer and the Institutional Placement or any other written communications with Shareholders in connection with the Entitlement Offer or the Institutional Placement (together Offer Materials) are defective for contain any statement which is false, misleading or deceptive in any material respect.

• ASIC takes action in relation to the Entitlement Offer, the Institutional Placement or the Offer Materials.

• The Company is prevented from allotting the New Shares under the Entitlement Offer or the Institutional Placement.

• ASX does not grant unconditional approval for quotation of the New Shares under the Entitlement Offer or the Institutional Placement on ASX.

• The Company ceases to be listed on the ASX.

• The Company withdraws the Entitlement Offer or Institutional Placement.

• The Company or a subsidiary becomes insolvent.

• There are delays of more than 2 Business Days in the timetable for the Entitlement Offer without the prior written approval of the Underwriter.

• Civil or criminal proceedings are brought against the Company or any officer of the Company in relation to any fraudulent, misleading or deceptive conduct relating to the Company (whether or not in connection with the Entitlement Offer or the Institutional Placement).

• The Company breaches, or defaults under, a material debt or financing arrangement or any related documentation to which the Company is a party which has a material adverse effect on the Company.

In addition, the Underwriter can terminate its obligations under the Underwriting Agreement if any of the following happen:

• An event occurs which entitles a party to terminate an agreement relating to the Acquisitions, an agreement relating to the Acquisitions is terminated or rescinded, or amended in a material respect without the consent of the Underwriter, or the conditions of an agreement relating to the Acquisitions become incapable of being satisfied.

• The S&P/ASX 300 Index

o falls by 15% or more at any time from the closing level on 1 December 2015; or

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o is at market close on ASX on any two consecutive Business Days, or on the Business Day immediately before the date on which New Shares are issued under the Retail Entitlement Offer, 10% or more below the closing level on 1 December 2015.

The Underwriter can also terminate its obligations under the Underwriting Agreement if any of the following happen and, in the reasonable opinion of the Underwriter, the happening of the event has, or is likely to have, a material adverse effect on the success of the Entitlement Offer and Placement, the ability of the Underwriter to market the Entitlement Offer and Placement or the price, or likely price, at which New Shares are likely to trade on ASX:

• The Company fails to perform or observe any of its obligations under the Underwriting Agreement.

• A representation or warranty made or given by the Company under the Underwriting Agreement proves to be, or has been, or becomes, untrue or incorrect.

• The Company, the Entitlement Offer and Placement, or the Offer Materials do not comply with any applicable law or regulatory requirement or there is a contravention by the Company of the Corporations Act, its Constitution or any of the ASX Listing Rules.

• A change in the Directors or senior management of the Company is announced or occurs.

• There is an adverse change in the assets, liabilities, financial position or performance, profits, losses or prospects of the Group

4.2 Sub-underwriting by Viburnum

As noted in section 1.8, Viburnum is currently Pulse’s largest shareholder holding 29.93% of the total number of Shares on issue in Pulse. Viburnum holds its 29.93% interest in the Company as trustee and manager for the VF Strategic Equities Fund.

Viburnum has agreed to provide a sub-underwriting commitment to the Underwriter up to a commitment limit of $9.3 million. The Underwriter has agreed to pay Viburnum a sub-underwriting fee of 1% of the Offer Price for each New Share that Viburnum is called to subscribe for under its sub-underwriting commitment. Viburnum was not invited to participate in the Institutional Placement and has confirmed to the Company that it does not intend to take up its Entitlements under the Entitlement Offer. However, Viburnum is prepared to support Pulse in its desire to raise the maximum amount under the Entitlement Offer to ensure that it can secure the Acquisitions through a sub-underwriting commitment.

4.3 Estimated expenses of the Entitlement Offer

The estimated expenses of the Entitlement Offer and Institutional Placement (excluding GST) are $3.3 million, comprising underwriting and lead management fees of approximately $1.91 million and ASX fees, legal costs, printing and share registry costs.

Viburnum is currently the largest shareholder of Pulse holding approximately 29.93% of all of the shares currently on issue in Pulse. Viburnum holds its interest in Pulse as trustee and manager for the VF Strategic Equities Fund. Mr Craig Coleman, a non-executive director of Pulse, is the Executive Chairman of Viburnum and has an equity interest in Viburnum. Viburnum and Allier Capital Pty Ltd acted as a financial advisors to Pulse. Viburnum will be paid up to $0.774 million for these services.

4.4 This Retail Offer Booklet is not a disclosure document

This Retail Offer Booklet contains an offer of New Shares to Eligible Retail Shareholders and has been prepared in reliance on section 708AA of the Corporations Act (as modified by ASIC Class Order 08/35) which allows rights issues to be conducted without a prospectus or other disclosure document for the purposes of the Corporations Act.

This Retail Offer Booklet does not contain all information that would be included in a prospectus or other disclosure document or which investors ought to have regard to in deciding whether or not to subscribe for New Shares. This Retail Offer Booklet is made in the context of the periodic and continuous disclosure announcements which Pulse has released to ASX. In making a decision whether or not to invest, investors should have regard to the announcements which have been released by Pulse to ASX, including in the period after the date of this Retail Offer Booklet. This information is available at ASX’s website (at www.asx.com.au) and Pulse ’s website (at www.pulsehealth.net.au).

The information in this Retail Offer Booklet does not constitute financial product advice and does not take into account your investment objectives, financial situation or particular needs. Before deciding whether to invest, you should consider whether this investment is suitable for you in light of your personal circumstances (including financial and taxation issues) and consult your stockbroker, accountant or other professional adviser.

Information contained in this Retail Offer Booklet is subject to change without notice and to the extent permitted by law. Pulse is not responsible for updating you about these changes. Pulse may release further announcements to ASX after the date of this Retail Offer Booklet and throughout the Offer Period which are relevant to your consideration of whether to subscribe for New

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Shares. You should check whether Pulse has released any such further announcements before making a decision whether or not to invest.

4.5 Nominees, trustees and custodians

Persons acting as nominees, trustees or custodians for other persons must not take up or exercise any Entitlements on behalf of, or send any documents related to the Entitlement Offer to, any person in the United States or any jurisdiction where it is unlawful to do so, or any person that is acting for the account or benefit of a person in the United States or in any jurisdiction where it is unlawful to do so. By applying for New Shares, including by submitting the Entitlement and Acceptance Form or making a payment by BPAY

® you represent and warrant that this is the case.

Pulse is not required to determine whether or not a registered holder or investor is acting as a nominee, trustee or custodian or the identity or residence of any beneficial holder of Shares or Entitlements. Where any person is acting as a nominee, trustee or custodian for a foreign person, that person, in dealing with its beneficiary, will need to assess whether indirect participation in the Entitlement Offer by the beneficiary, complies with applicable foreign laws. Pulse is not able to advise on foreign laws.

4.6 Disclosing Entity

Pulse is a ‘disclosing entity’ under the Corporations Act and is subject to regular reporting and disclosure obligations under the Corporations Act and the ASX Listing Rules, including the preparation of annual reports and half yearly reports.

Pulse is required to periodically and on a continuous basis notify the ASX of information about specific events and matters as they arise for the purposes of the ASX making that information available to the securities markets conducted by the ASX. In particular, the Company has an obligation under the ASX Listing Rules (subject to certain exceptions) to notify the ASX immediately of any information of which it is or becomes aware which a reasonable person would expect to have a material effect on the price or value of its shares. That information is available to the public from the ASX (at www.asx.com.au) and Pulse ’s website (at www.pulsehealth.net.au).

Investors should have regard to this information in making a decisions whether or not to subscribe for New Shares.

4.7 Privacy

If you apply for New Shares, you are providing information to Pulse that may be personal information for the purpose of the Privacy Act 1988 (Cth). Pulse (and the Share Registry on its behalf) collects, holds and uses personal information in order to assess applications for New Shares, service the needs of Shareholders, provide facilities and services and to administer the Company.

Access to information may also be provided to the Pulse's related bodies corporate, agents and service providers, regulatory bodies, mail houses and the Share Registry.

If you do not provide the information requested of you in the Entitlement and Acceptance Form, the Share Registry will not be able to process your application for New Shares or administer your holding of Shares appropriately.

4.8 Taxation

Shareholders should be aware that there may be taxation implications of participating in the Retail Entitlement Offer and Top Up Facility. Shareholders should consult a professional taxation adviser to obtain advice in relation to the taxation laws and regulations applicable to their personal circumstances.

Neither Pulse, nor any of its directors, officers, employees, agents or advisers accepts any liability or responsibility with respect to the taxation consequences connected with participating in the Retail Entitlement Offer or the Top Up Facility.

4.9 Disclaimer of representations

No person is authorised to give any information, or to make any representation, in connection with the Entitlement Offer that is not contained in this Retail Offer Booklet. Any information or representation that is not in this Retail Offer Booklet may not be relied on as having been authorised by Pulse or its related bodies corporate in connection with the Entitlement Offer. Except as required by law, and only to the extent so required, none of Pulse or any other person, warrants or guarantees the future performance of Pulse or any return on any investment made pursuant to this Retail Offer Booklet.

4.10 Cooling off rights

Cooling off rights do not apply to an investment in New Shares. Except where permitted by law, you cannot withdraw your application once it has been accepted.

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4.11 Broker handling fees

No handling fees will be paid to stockbrokers for acceptances lodged by them on behalf of Eligible Retail Shareholders.

4.12 Alteration of terms

Pulse reserves the right, at its discretion, to vary all or part of the Entitlement Offer at any time, subject to the Corporations Act, the ASX Listing Rules and any other law or regulation to which the Company is subject.

Any variation does not give rise to any liability on the part of or any action against, Pulse or any Director and will be binding on all Eligible Shareholders.

4.13 Governing law

This Retail Offer Booklet, the Entitlement Offer and the contracts formed on acceptance of applications are governed by the law applicable in New South Wales, Australia. Each Applicant submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia.

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5 Definitions

Terms and abbreviations used in this Retail Offer Booklet have the following meaning:

$ Australian dollars (and references to cents are to Australian cents) unless otherwise indicated

Additional New Shares New Shares which can be applied for by Eligible Retail Shareholders in excess of their Entitlement

Acquisition The acquisition of:

• the Boulcott Hospital in Wellington, New Zealand; and

• five day surgeries and an acute hospital across New South Wales, Victoria, and Western Australia.

Applicant A person who subscribes for New Shares (and Additional New Shares, if applicable) under the Retail Entitlement Offer (and Top Up Facility, if applicable)

Application Money Money paid by Applicants in respect of the New Shares (and Additional New Shares, if applicable) they apply for under the Retail Entitlement Offer (and Top Up Facility, if applicable)

ASIC Australian Securities and Investments Commission

ASX ASX Limited ABN 98 008 624 691, or the Australian Securities Exchange, as the context requires

ASX Listing Rules The official listing rules of ASX as waived or modified from time to time

Board The board of directors of Pulse

Business Day Has the meaning ascribed to it in Chapter 19 of the ASX Listing Rules

Closing Date The time the Retail Entitlement Offer closes, being 7:00pm, (Sydney time) on Thursday, 24 December 2015 (unless extended)

Company or Pulse Pulse Health Limited ABN 69 104 113 760

Corporations Act Corporations Act 2001 (Cth)

Director A director of Pulse

Eligible Institutional Shareholder

An Institutional Shareholder who:

• as at the Record Date had a registered address on Pulse’s share register in Australia or New Zealand; and

• was invited by the Company to participate in the Institutional Entitlement Offer

Eligible Retail Shareholder A Shareholder who meets the requirements set out in section 1.6 of this Retail Offer Booklet

Eligible Shareholder A person who is an Eligible Institutional Shareholder or an Eligible Retail Shareholder

Entitlements The entitlement of an Eligible Shareholder to subscribe for New Shares under the Institutional Entitlement Offer or Retail Entitlement Offer (as applicable)

Entitlement Offer The pro rata non-renounceable rights issue offering Eligible Shareholders the opportunity to subscribe for 2 New Shares for every 5 Shares held at the Record Date at the Offer Price

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Entitlement and Acceptance Form

The entitlement and acceptance form that accompanies this Retail Offer Booklet

Ineligible Institutional Shareholder

A Shareholder determined by the Company to be an Institutional Shareholder who is not an Eligible Institutional Shareholder

Ineligible Retail Shareholder

A Shareholder determined by the Company not to be an Institutional Shareholder and not to be an Eligible Retail Shareholder

Ineligible Shareholder A Shareholder who is not an Eligible Retail Shareholder or an Eligible Institutional Shareholder

Ineligible Institutional Shares

Has the meaning given in section 1.11

Ineligible Retail Shares Has the meaning given in section 1.11

Institutional Entitlement Offer

The offer of New Shares to Eligible Institutional Shareholders under the Entitlement Offer

Institutional Entitlement Shortfall

A shortfall between the number of New Shares applied for under the Institutional Entitlement Offer and the number of New Shares offered to Eligible Institutional Shareholders under the Institutional Entitlement Offer

Institutional Investor A person:

• who is an “exempt investor” for the purposes of section 9A of the Corporations Act (as modified by ASIC CO 08/35); or

• to whom an offer of New Shares may be made outside Australia and New Zealand without registration or lodgement of a formal disclosure document or other formal filing in accordance with the laws of that particular foreign jurisdiction

Institutional Placement The institutional placement conducted by Pulse on Monday, 7 December 2015 and Tuesday, 8 December 2015 under which Pulse raised $11.5 million through an offer of 24.5 million New Shares at the same price as the Offer Price to existing and new Institutional Investors

Institutional Shareholder A Shareholder who is an “exempt investor” for the purposes of section 9A of the Corporations Act (as modified by ASIC CO 08/35)

Institutional Shortfall Bookbuild

The bookbuild process conducted in relation to the Institutional Entitlement Shortfall and the New Shares which would have been offered to Ineligible Institutional Shareholders, had they been eligible to participate in the Institutional Entitlement Offer, described in section 1.2

New Share A new Share

Offer Period The period when the Entitlement Offer is open

Offer Price The price payable per New Share under the Entitlement Offer, being $0.47 per New Share

Performance Right A performance right granted by Pulse

Record Date 7:00pm, (Sydney time) on Thursday, 10 December 2015

Registry or Share Registry Computershare Investor Services Pty Ltd

Retail Entitlement Offer The offer of New Shares to Eligible Retail Shareholders under the Entitlement Offer

Retail Entitlement Shortfall A shortfall between the number of New Shares applied for under the Retail Entitlement Offer and the number of New Shares offered to Eligible Retail Shareholders under the Retail Entitlement Offer

Retail Offer Booklet This offer booklet dated Wednesday, 9 December 2015, in relation to the Retail Entitlement Offer

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Shareholder A registered holder of Shares

Shares Fully paid ordinary shares in the capital of Pulse

Top Up Facility The facility offering Eligible Retail Shareholders the opportunity to apply for Additional New Shares, described in section 1.7

Underwriter Petra Capital Pty Limited ABN 95 110 952 782

Underwriting Agreement The underwriting agreement dated 7 December 2015 between Pulse and the Underwriter, described in section 4.1

Viburnum Viburnum Funds Pty Ltd ACN 126 348 990

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