Ramsay Santé Finalizes €1.75 Billion Senior Debt Refinancing to Facilitate ASX Listing in 2026

Ramsay Santé’s €1.75 Billion Refinancing Bolsters Financial Position of European Healthcare Leader

Ramsay Santé, a major European private healthcare operator, has successfully completed a €1.75 billion debt refinancing that extends its financial runway and simplifies its capital structure. The package includes a €1.55 billion Term Loan B facility priced at EURIBOR plus 350 basis points with a 99.0 original issue discount, alongside a €200 million revolving credit facility. BNP Paribas and Crédit Agricole CIB acted as Global Coordinators and Joint Active Bookrunners, with Natixis CIB as Joint Active Bookrunner, supported by new and existing lenders.

This refinancing achieves key strategic goals by extending senior debt maturities from 2031 to 2033, providing Ramsay Santé with enhanced financial flexibility to support long-term growth plans. It also consolidates €100 million in Euro PP notes due in 2028 and 2029, removing near-term refinancing pressures. Change of control provisions were incorporated to accommodate the planned distribution of RHC’s 52.79% stake to shareholders, ensuring financing stability throughout the corporate restructuring.

Ramsay Health Care’s Planned Stake Distribution Marks Strategic Corporate Restructuring

Ramsay Health Care intends to distribute its 52.79% ownership in Ramsay Santé to RHC shareholders through an in-specie distribution, enabling Ramsay Santé’s independent access to capital markets. This distribution is targeted for December 2026, contingent upon approvals from the RHC Board, shareholders, Australian courts, and regulators. The move represents a significant milestone, separating the two healthcare operators to pursue independent strategic paths and capital market access.

To facilitate shareholder participation post-distribution, Ramsay Santé will seek a foreign exempt listing on the Australian Securities Exchange via Chess Depositary Interests. This structure allows RHC shareholders to hold tradeable CDIs on the ASX, each conferring equivalent economic and voting rights as ordinary shares. Shareholders are expected to vote on the transaction in November 2026, with completion planned for December 2026 after the release of a demerger booklet in October 2026.

September 2026 Capital Markets Day to Highlight Ramsay Santé’s 2030 Strategic Vision

On 17 September 2026 in Paris, Ramsay Santé will host a Capital Markets Day where senior management will present the company’s strategic roadmap to 2030. The event will address operational priorities, financial targets, and growth plans to investors, analysts, and stakeholders. CEO Pascal Roché described the strategy as a plan to accelerate sustainable, profitable growth while delivering operational excellence and long-term stakeholder value.

This event marks a crucial step in the separation process, allowing Ramsay Santé to articulate its vision as an independent healthcare operator. Roché emphasized that the refinancing "lays the foundation for our next development phase," positioning the company confidently for the future. The event will be accessible both in person and via live broadcast, with registration and materials available at www.ramsaysante.eu.

Extensive European Footprint Across Five Countries

Ramsay Santé leads private hospital and primary care services in Europe, operating 492 facilities across France, Sweden, Norway, Denmark, and Italy. The group employs 40,000 staff and 10,000 medical practitioners, serving approximately 13 million patients annually. This broad presence spans medical, surgical, obstetrics, rehabilitation, mental health, and primary care services, positioning Ramsay Santé as a key player in European private healthcare.

The company’s geographic and service diversification provides revenue stability and reduces reliance on any single market. Ramsay Santé’s mission emphasizes innovation, equitable access, and high-quality care across its regions, aligning with sustained demand growth in private healthcare across Europe.

Appointment of Financial Advisors for Post-Distribution Free-Float Expansion

To support the planned distribution and anticipated free-float expansion, Ramsay Santé has appointed BNP Paribas and UBS as ECM Financial Advisors, with Natixis as Co-ECM Financial Advisor. These appointments underline Ramsay Santé’s intent to broaden its shareholder base post-separation, potentially through capital raises or secondary offerings to enhance liquidity.

These leading financial institutions will assist in executing equity capital markets strategies alongside the management team, complementing the refinancing arranged by BNP Paribas and Crédit Agricole CIB. This coordinated advisory approach aims to optimize capital structure and support strategic growth initiatives.

Change of Control Provisions Ensure Financing Stability During Separation

The refinancing includes tailored change of control provisions designed to accommodate the transition of RHC’s 52.79% stake to a wider shareholder base following the distribution. These provisions prevent refinancing disruptions or covenant breaches that might otherwise arise, ensuring financing continuity throughout the separation.

This flexibility demonstrates lender support for the separation strategy, providing confidence that Ramsay Santé will maintain stable access to its financing facilities during and after the transition to independence.

Refinancing Simplifies Capital Structure and Eliminates Near-Term Debt Maturities

Before refinancing, Ramsay Santé’s capital structure included €100 million in Euro PP notes maturing in 2028 and 2029, alongside senior secured term loans due in 2031. This staggered maturity profile created refinancing risks and complexity during the planned separation.

The refinancing consolidates these into a single €1.55 billion Term Loan B facility maturing in 2033, significantly simplifying debt management and removing near-term maturity pressures. This extended maturity profile provides operational flexibility and preserves capacity for strategic investments aligned with the company’s 2030 roadmap.

Refinancing Supports Growth in Competitive European Private Healthcare Sector

Driven by aging populations and increasing demand for specialized care, European private healthcare markets continue to grow. Ramsay Santé’s refinancing strengthens its financial platform to invest in operational capabilities, facility expansion, digital innovation, and service development across its five-country footprint.

The stable financing through 2033 enables Ramsay Santé to pursue medium-term initiatives without refinancing distractions or restrictive covenants, supporting its mission to deliver integrated, patient-centered care and maintain market leadership.

Key Timeline for Distribution and ASX Listing

The timeline includes the Capital Markets Day on 17 September 2026 in Paris, followed by the publication of a demerger booklet in October 2026. RHC shareholders will vote on the proposed distribution in November 2026. Upon approval, the distribution completion is targeted for December 2026, subject to customary court and regulatory approvals in Australia.

This phased approach ensures thorough market preparation and stakeholder engagement, enabling RHC shareholders to receive Ramsay Santé interests and trade CDIs on the ASX seamlessly.