RAMSAY GENERALE DE SANTE : 2015-2016 Results

Paris, August 29, 2016

Satisfactory results despite a very unfavorable pricing environment:

• Merger completed between Ramsay Santé and Générale de Santé; synergies beyond expectations
• Smooth integration of Groupe HPM, acquired six months ago
• Reported revenue of the new Group amounted to €2,226.9 million. The contribution, over 12 months, of the combined entities of Générale de Santé and Ramsay Santé (excluding HPM) was up 0.8%
• Reported EBITDA reached €269.8 million. The EBITDA margin of the combined entities (excluding HPM) was stable on an annual basis
• Net income amounted to €42.2 million, penalized by some goodwill impairments
• Net debt at June 30 amounted to €1,047 million
• Investment maintained at a high level as part of the Group's new strategic plan for 2020.

Pascal Roché, the Group's Chief Executive Officer, issued the following statement:

"Despite very strong pricing constraints, we were able to increase the revenue of our combined entities excluding HPM and maintain our EBITDA margin rate on an annual basis. This is due primarily to a significant increase in the number of patients (helped by additional working days), which confirms the attractiveness of our model for patients and physicians, based on a strategy of continuous improvement of quality and safety of care. Good cost control also plays an important role, in particular in relation to the restructuring and continuous improvement of our healthcare offering.
These strong results also stem from the mergers and integrations that we have carried out over the last year, including between the Ramsay Santé and Générale de Santé groups and the acquisition of Groupe HPM in Lille."

Information and reminder

As a reminder, the closing date of the accounts of the Générale de Santé Group was December 31, 2014, until the general meeting of June 9, 2015, which moved it to June 30 starting from the reporting period ended at June 30, 2015.

The financial statements published on June 30, 2015 therefore represented a reduced reporting period of six months. Therefore, we are comparing our 2016 reported data (a 12-month period from July 1, 2015 to June 30, 2016) with this reduced period.

Nevertheless, and in order to facilitate the analysis of our performance, we are also commenting in this press release and disclosing on page 11 of this document the main changes:

• for the combined entities of Générale de Santé and Ramsay Santé (excluding Groupe HPM, integrated on January 1, 2016);
• between our one-year reporting period up to end-June 2016 and a reconstituted reporting period of 12 months up to end-June 2015.

The Board of Directors, at its meeting of August 29, approved the consolidated financial statements at end-June 2016. The audit procedures were completed and the Notes and Auditors' Report are being prepared.

Accounts and reports will be made available to the public upon the release of the Group Reference Document by the end October 2016.

1. The "Other Businesses" line item includes non-strategic businesses whose assets have been sold.

Business and revenue

Consolidated revenue for the 12-month reporting period at end-June 2016 amounted to €2,226.9 million. The reference period that ended in June 2015 only covered six months and recorded revenue of €893.3 million. Beyond the differences in duration of these periods, the Group recorded in its accounts the integration of the Ramsay Santé Group at July 1, 2015 for €411.8 million and Groupe HPM at January 1, 2016 for €85.7 million.

The contribution of the combined entities of Générale de Santé and Ramsay Santé (excluding HPM) to the Group's revenues increased by 0.8% between 2016 and a similar 12-month period in 2015, benefiting in particular from three additional working days.

At end-June 2016, the hospitals of this scope increased the volume of their medicine-surgery-obstetrics (MCO) activities by 2.2% compared to the same 12 months of 2015.
Surgery was up 1.8% over these 12 months to end-June 2016, supported by the ophthalmology activities, while visceral surgery, spine surgery and neurosurgery also showed significant increases.
Medicine was up sharply, 4.2% over the period, due to the strong performance of interventional medicine.
Obstetrics and gynecology, however, showed a further decline of 3.5% over 12 months with a sharp, 5.3% drop in the number of births, in a global context in France of a sharp decline in the birth rate.

As part of the Group's public service missions, the number of emergency care treatments rose 8.5% over the 12 months to end-June 2016 (i.e. twice the usual rate in France), bringing the total patient visits to our emergency departments to 461,000.

In addition, the Group's psychiatric facilities, integrated with Ramsay Santé on July 1, 2015, recorded a 2.7% increase in the number of days billed during the past year.

Results:

EBITDA amounted to €269.8 million in published data for the 12 months of the reporting period ended at end-June 2016. The 2015 reference accounts reported an EBITDA of €115.7 million for the six-month reporting period.
Within the scope of the combined entities of Générale de Santé and Ramsay Santé (excluding HPM), the annual EBITDA margin rate was stable at 12.1%. The synergies stemming from the merger, as well as the action plans launched in spring 2015, in particular in regards to purchases, helped restrict the very detrimental impact of government measures.

The Group's current operating profit stood at €139.0 million at end-June 2016. The non-recurring expenses and restructuring costs, amounting to €24.6 million, include €21.1 million in some goodwill impairments notably due to recent rate cuts.
Net interest expenses were up sharply to €42.9 million due to the full year effect of the increase in debt outstanding in connection with the merger with Ramsay Santé, and to the impact, starting in January 2016, of the funding of the acquisition of Groupe HPM.

In total, Ramsay Générale de Santé Group's share of net profit amounted to €36.9 million during its 12-month period ended on June 30, 2016, versus €4.9 million for the period from January 1 to June 30, 2015 (perimeter of the former Générale de Santé Group).

Net debt: net financial debt outstanding per IFRS was up to €1,047.0 million at end-June 2016 (versus €729.3 million at end-June 2015)

Net financial debt outstanding per IFRS at June 30, 2016 was up to €1,047 million versus €729.3 million at June 30, 2015, due to two significant transactions recorded during the period:

·    the merger-integration of Ramsay Santé by Générale de Santé:

The extraordinary general meeting of July 1, 2015 approved the merger agreement by which Ramsay Santé transferred to Générale de Santé, under the merger-integration, all of its assets and liabilities with retroactive effect at July 1, 2015 at 00:00. The agreed exchange ratio was 10 shares of Générale de Santé for 37 shares of Ramsay Santé.

On the same day, the extraordinary general meeting approved a capital increase in the amount of €14,647,425, corresponding to the issue of 19,529,900 new shares for the merger contribution.

Concurrently with the merger, the Group has drawn a credit facility of €240 million ("Term B2 Facility") negotiated under the new syndicated loan agreement signed on October 1, 2014 and consisting of various facilities for a total of €1,075 billion maturing in 2020. The purpose of this "Term B2" line was to refinance the debt carried by Ramsay Santé;

·    the acquisition of Groupe HPM:

On December 17, 2015, Ramsay Générale de Santé finalized the acquisition of the Hôpital Privé Métropole (HPM) with 91.53% of shares. The Group increased its participation in Groupe HPM to 99.69% on January 6, 2016.

Funding for this acquisition combined the use of a share of the available cash and a partial draw, in the amount of €40 million, of the €1,075 million in available credit lines negotiated under the syndicated loan agreement concluded on October 1, 2014.

At June 30, 2016, net debt includes, notably, €1,110.0 million in borrowings and long-term financial debt, €54.8 million in short-term debt and €112.8 million in cash.

The exposure to interest rate risk on financial debt (without interest rate hedging instruments in place) is broadly distributed as follows:

• 14.3% of financial liabilities are tied to fixed rates;
• 85.7% of financial liabilities are tied to floating rates.

After hedging our interest rate risk using swaps, our exposure to interest rate risk is completely reversed with:

• 87.4% of financial liabilities at fixed rates and,
• 12.6% at floating rates.

Investor/Analyst Relations                                                                                 Media relations
Arnaud Jeudy                                                                                                     Caroline Desaegher
Tel. + 33 (0)1 53 23 14 75                                                                                   Tel. +33 (0)1 53 23 12 62
[email protected]                                                                                       [email protected]

conference call in english today

at 7:30pm (Paris time) - dial

From France:                                   +33 (0)1 76 77 22 61
From the UK:                                    +44 (0)330 336 6025
From Australia:                    +61 (0)2 8524 5352

Participant access code: 465602

Glossary

Constant perimeter

• Restatement of newly consolidated entities consists of :
  • For entities entering the consolidation scope in the current year, subtracting the contribution of the acquisition from the aggregates of the current year ;
  • For entities entering the consolidation scope in the previous year, no restatement.
     
• Restatement of entities leaving the consolidation scope consists of :
  • For entities leaving the consolidation scope in the current year, subtracting the departing entity's contributions from the aggregates of the current and previous years.
  • For entities leaving the consolidation scope in the previous year, subtracting the departing entity's contributions from the aggregates of the previous year.

Current operating profit means operating profit before other non-current income and expenses  that comprise restructuring costs (expenses and provisions), gains or losses on disposal or a significant, unusual loss of value of non-current assets (tangible or intangible) and other operating expenses and income such as a provision relating to major litigation

EBITDA: This relates to current operating profit before depreciation and amortization (charges and provisions in the income statements are grouped according to their nature).

Net financial debt consists of gross financial debt less net cash.

• Gross financial debt consists of:
  • bank loans, including incurred interest;
  • loans relating to finance leases including incurred interest;
  • fair value hedging instruments recognized in the balance sheet net of tax;
  • current receivables and financial debt in relation to current financial accounts with minority investors;
  • treasury shares held by the Group (considered as marketable securities).
     
• Net cash consists of:
  • cash and cash equivalents;
  • bank overdrafts.

Selected financial information