Annual results at the end of June 2018

Transcription

1 PRESS RELEASE Paris, 29 August 2018 Annual results at the end f June 2018 Resilient perating results in an unfavurable cntext Annual published turnver rse 0.3% t EUR 2,241.5 millin (a 0.7% increase n a like-frlike basis) despite tw business days less; Slight decline in reprted EBITDA t EUR millin i.e. -3.9% (dwn 2.1% at cnstant scpe) and limited decrease in margin rate (11.4% vs. 11.9% the previus year); Net prfit grup share f EUR 7.3 millin (versus a prfit f 57 millin in 2017) due t exceptinal restructuring charges; Reductin in net financial debt, amunting t EUR millin at the end f June 2018 (cmpared with EUR 964 millin at end June 2017). Cncerning the public ffer n Capi annunced n 13 July 2018, the estimated date fr publicatin f the ffer dcument describing the Offer is 5 September 2018, and the estimated acceptance perid is 6 September t 7 December 2018 Accrding t Pascal Rché, Grup Chief Executive Officer : "Despite a cntinuing cntext f falling prices and a general slwdwn in activity, the diversificatin f ur businesses and the accelerated implementatin f ur strategy have enabled us t recrd satisfactry perating results. The decrease in net incme is mainly due t exceptinal restructuring charges, which will bear fruit in the future. Similarly, we cntinued t invest heavily in and strengthen ur leadership in the digitizatin f the patient jurney, quality enhancements and safety. After these years f price cuts, we expect that the hspital plan t be annunced by the gvernment will implement a multi-year apprach, fcusing n quality and additinal resurces." The Bard f Directrs, meeting n 24 August, apprved the cnslidated financial statements fr the year ended June The audit prcedures have been cmpleted and the audit reprt is being issued. The financial statements and reprts will be made available t the public upn publicatin f the Cmpany's activity reprt at the end f Octber

2 In millins frm 1 July 2017 t 30 June 2018 Change frm 1 July 2016 t 30 June 2017 Turnver 2, % 2,234.4 Grss Operating Prfit (EBITDA) Current perating prfit % % As a % f turnver 5.6% -0.3 pints 5.9% Operating prfit % Net incme - Grup share Net earnings per share (in ) % % 0.75 In millins - frm 1 July 2017 frm 1 July 2016 Change t 30 June 2018 t 30 June 2017 Île-de-France % Auvergne Rhône Alpes % Nrd Pas de Calais - Picardie % Prvence Alpes Côte d Azur % Burggne Franche Cmté % Other regins % Other activities % Published turnver 2, , % Of which: - Organic 2, , % Of which rganic within France 2, , % Of which rganic within Italy % - Changes in scpe f cnslidatin % 2

3 Operatins and turnver : The Grup s cnslidated turnver fr the financial year ending in June 2018 was EUR 2,241.5 millin, cmpared with EUR 2,234.4 millin fr the perid 1 July 2016 t 30 June This increase in turnver is the result f the strategy f cnslidating the clusters' medical prjects, in particular with the acquisitin in July 2017 f Hôpital Privé de l'est Lynnais, and the sale f nn-strategic assets such as the Herbert clinic within the Pays de Savie cluster. On a like-fr-like basis, turnver increased by 0.7% despite 2 wrking days less. At the end f June 2018, ttal activity (excluding emergencies) increased by 0.9% in terms f hspital admissin vlume. The breakdwn by business segment is as fllws: +0.7% in Medicine-Surgery-Obstetrics +0.4% sub-acute care and rehabilitatin +3.2% in mental health With regard t the public service tasks managed by the grup, the number f emergencies increased strngly, up 6.6% ver the past year with mre than 575,000 cases registered by the emergency services f ur facilities. Results : EBITDA fr the year was EUR millin, dwn 3.9% n a reprted basis. At cnstant scpe and accunting methds, EBITDA declined 2.1% ver the perid. EBITDA margin as a percentage f sales was 11.4%, slightly reduced frm the previus year (11.9%). The published perating prfit fr the perid 1 July 2017 t 30 June 2018 reached EUR millin (r 5.6% f sales), dwn 5.1% frm EUR millin recrded fr the perid 1 July 2016 t 30 June The amunt f ther nn-recurring incme and expenses represents net expense f 59.9 millin fr the year ended, mainly cmpsed f csts related t restructuring - ntably the relcatin f the grup's headquarters and the prject t cnslidate the accunting and persnnel management activities f all the grup's establishments n a single site in the Paris regin fr EUR 58 millin, and the result f the management f the grup's real estate and financial assets fr an expense f EUR 1.9 millin. Frm 1 July 2016 t 30 June 2017, the amunt f ther nn-current incme and expenses represented a net incme f EUR 6.1 millin. At 30 June 2018, the net cst f brrwing amunted t EUR 39.1 millin, cmpared with EUR 39.8 millin the previus year. This cnsisted primarily f interest n senir debt. In ttal, Ramsay Générale de Santé recrded a net prfit grup share f EUR 7.3 millin at end June 2018, cmpared with EUR 57 millin fr the perid frm 1 July 2016 t 30 June Debts : Net financial debt at June 30, 2018 decreased by -3.8% t EUR millin cmpared with EUR 964 millin at 30 June At 30 June 2018, this debt included, in particular, EUR 1,195.6 millin in nn-current brrwings and financial debt, EUR 63.7 millin in current financial debt while cash and cash equivalents amunted t 308 millin. The detail f ttal expsure t interest rate risk f the financial debt (excluding interest rate hedging instruments) is as fllws: 21.5% f the financial debt is tied t fixed rates; 78.5% f the financial debt is tied t flating rates. After hedging ur interest rate risk thrugh swaps, ur psitin with regard t interest rate risk expsure is cmpletely reversed, with: 3

4 82.0% f financial debt at a fixed rate; and 18.0% at a flating rate. Ramsay Générale de Santé SA is listed n the Eurlist f Eurnext Paris and is included in the Midcac index. Ramsay Générale de Santé is the leading Grup in the private healthcare sectr in France with 23,000 emplyees in 121 private clinics. The Grup wrks with 6,000 practitiners, frming the leading independent medical cmmunity in France. A majr player in hspitalizatin, Ramsay Générale de Santé prvides a cmprehensive range f patient care services in three business segments: Medicine-Surgery-Obstetrics, subacute care and rehabilitatin, and mental health. Ramsay Générale de Santé has develped a unique healthcare service, built arund the quality and security f patient care and rganizatinal efficiency. The Grup takes a cmprehensive apprach t patient care, including persnalized assistance and supprt befre, during and after hspitalizatin. Ramsay Générale de Santé als participates in public service missins in its sectr and helps t strengthen France s mainland healthcare netwrk. Cde ISIN et Eurnext Paris : FR Site Internet : Relatins Investisseurs/Analystes Relatins Presse Arnaud Jeudy Carline Desaegher Tél (0) Tél. +33 (0) a.jeudy@ramsaygds.fr c.desaegher@ramsaygds.fr A CONFERENCE CALL IN ENGLISH WILL BE HELD TODAY at 7.30 p.m. (Paris time) Dial-in at the fllwing numbers Frm France: +33 (0) Frm Great Britain: +44 (0) Frm Australia : +61 (0) Access cde:

5 Glssary Cnstant scpe f cnslidatin - The restatement f the scpe f cnslidatin fr incming entities is as fllws: Entities entering the scpe f cnslidatin in the current year must have the cntributin frm the acquired entity deducted frm the perfrmance indicatrs in the current year; Entities entering the scpe f cnslidatin in the previus year must have the cntributin frm the acquired entity deducted frm the perfrmance indicatrs f the previus mnth in the mnth f the acquisitin - The restatement f the scpe f cnslidatin fr utging entities is as fllws: Fr entities leaving the scpe f cnslidatin in the current year, the cntributin f the utging entity must be deducted in the previus year frm the perfrmance indicatrs as f the mnth that the entity leaves the scpe f cnslidatin. Fr entities leaving the scpe f cnslidatin in the previus year, the cntributin f the nging entity must be deducted fr the full previus perid. Current perating prfit is the perating prfit befre ther nn-current incme r expenses, cnsisting f restructuring csts (expenses and prvisins), gains r lsses frm dispsal, r significant and nn-recurring depreciatin r amrtizatin f nn-current assets, whether tangible r intangible; als, ther perating expenses and incme such as prvisins relating t majr litigatin. Grss perating surplus is the current perating prfit befre depreciatin and amrtisatin (charges and prvisins in the prfit and lss accunt are gruped accrding t their nature). Net financial debt cnsists f grss financial debt less financial assets. - Grss financial debt cnsists f: bank lans, including incurred interest; lans relating t finance leases including incurred interest; current financial debt in relatin t current financial accunts with minrity investrs; bank verdrafts. - Financial assets cnsist f: fair value hedging instruments recgnized in the balance sheet net f tax; current financial payables in relatin t current financial accunts with minrity investrs; cash and cash equivalents including treasury shares treasury shares held by the Grup (cnsidered as marketable securities); financial assets directly related t lans recgnized as grss financial debts. 5

6 Selected financial infrmatin ( in millin eurs ) CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME frm 1 July frm 1 July 2015 t t 30 June 2016 June 2017 frm 1 July 2017 t 30 June 2018 TURNOVER 2, , ,241.5 Persnnel expenses and prfit sharing (959.3) (967.8) (971.5) Purchased cnsumables (449.2) (445.0) (450.0) Other perating incme and expenses (280.3) (278.3) (280.7) Taxes and duties (92.6) (95.0) (93.8) Rents (175.7) (182.4) (189.9) EBITDA Depreciatin (130.8) (133.4) (129.9) Current perating prfit Restructuring csts (5.0) (1.7) (58.0) Result f the management f real estate and financial assets (1.9) Impairment f gdwill (21.1) Other nn-current incme and expenses (24.6) 6.1 (59.9) Operating prfit Grss interest expenses (43.5) (40.4) (39.8) Incme frm cash and cash equivalents Net interest expenses (42.9) (39.8) (39.1) Other financial incme Other financial expenses (4.5) (5.3) (4.4) Other financial incme and expenses (4.4) (4.9) (3.2) Crprate incme tax (24.9) (29.0) (8.5) Amunt attributable t assciates NET PROFIT FOR THE PERIOD Revenues and expenses recgnized directly as equity - Retirement cmmitments (2.0) (2.0) (0.1) - Change in fair value f hedging financial instruments (20.4) Translatin differential Incme tax n ther cmprehensive incme 7.7 (3.2) 1.0 Results recgnized directly as equity (14.7) TOTAL COMPREHENSIVE INCOME FOR THE PERIOD PROFIT ATTRIBUTABLE TO (in millin eurs) frm 1 July frm 1 July frm 1 July t t 30 t 30 June 2018 June 2016 June 2017 Grup s share f net earnings Nn-cntrlling interests NET PROFIT FOR THE PERIOD NET EARNINGS PER SHARE (in eurs) NET DILUTED EARNINGS PER SHARE (in eurs) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO (in millin eurs) frm 1 July 2015 t 30 June 2016 frm 1 July 2016 t 30 June 2017 frm 1 July 2017 t 30 June 2018 Grup s cmprehensive incme fr the perid Nn-cntrlling interests TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

7 CONSOLIDATED BALANCE SHEET ASSETS ( in millin eurs ) Gdwill Other intangible fixed assets Tangible fixed assets Investments in assciates Other lng-term investments Deferred tax assets NON CURRENT ASSETS 1, , ,762.3 Inventries Trade and ther receivables Other current assets Tax assets Current financial assets Cash and cash equivalents Assets held fr sale CURRENT ASSETS TOTAL ASSETS 2, , ,502.0 CONSOLIDATED BALANCE SHEET - LIABILITIES AND EQUITY (in millin eurs ) Share capital Additinal paid-in capital Cnslidated reserves Grup s share f net prfit Grup s share f equity Nn-cntrlling interests TOTAL SHAREHOLDERS EQUITY Brrwings and financial debts 1, , ,195.6 Prvisins fr retirement and ther emplyee benefits Nn-current prvisins Other lng term liabilities Deferred tax liabilities NON CURRENT LIABILITIES 1, , ,373.2 Current prvisins Accunts payable Other current liabilities Tax liabilities Shrt-term brrwings Bank verdraft Liabilities related t assets held fr sale CURRENT LIABILITIES TOTAL EQUITY AND LIABILITIES 2, , ,

8 (in millin eurs) SHARE CAPITAL CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ADDITIO NAL PAID IN CAPITAL RESER- VES RESULTS RECOGNISED DIRECTLY AS EQUITY TOTAL COMPRE HENSIVE INCOME FOR THE PERIOD GROUP S SHARE OF EQUITY NON CONTROLLI NG INTERESTS SHARE- HOLDERS EQUITY Sharehlders equity at June 30, (0.2) Capital increase (including net fees) Treasury shares Stcks ptins and free share Prir year apprpriatin f earnings (4.9) Distributin f dividends (2.9) (2.9) Change in cnslidatin scpe Ttal cmprehensive incme fr the perid (14.7) Sharehlders equity at June 30, (14.9) Capital increase (including net fees) Treasury shares Stcks ptins and free share Prir year apprpriatin f earnings (36.9) Distributin f dividends (4.8) (4.8) Change in cnslidatin scpe Ttal cmprehensive incme fr the perid Sharehlders equity at June 30, (11.3) Capital increase (including net fees) Treasury shares Stcks ptins and free share Prir year apprpriatin f earnings (57.0) Distributin f dividends (7.0) (7.0) Change in cnslidatin scpe Ttal cmprehensive incme fr the perid Sharehlders equity at June 30, (10.4) STATEMENT OF INCOME AND EXPENSES RECOGNIZED DIRECTLY IN EQUITY (in millin eurs) Incme and expenses July 1, 2016 t June 30, Incme and expenses July 1, 2017 t June 30, Translatin differential (0.3) -- (0.3) -- (0.3) Retirement cmmitments (3.7) (1.2) (4.9) 0.5 (4.4) Fair value f hedging financial instruments (10.9) 4.8 (6.1) 0.4 (5.7) Results recgnized directly as equity (Grup's share) (14.9) 3.6 (11.3) 0.9 (10.4) 8

9 CONSOLIDATED STATEMENT OF CASH FLOWS (in millin eurs) frm 1 July 2015 t frm 1 July 2016 t frm 1 July 2017 t 30 June June June 2018 Ttal net cnslidated prfit Depreciatin Other nn-current incme and expenses 24.6 (6.1) 59.9 Amunt attributable t assciates assciées (0.1) Other financial incme and expenses Cst f net financial debt Incme tax Grss perating surplus Nn-cash items relating t recgnitin and reversal f prvisins (transactins f a nn-cash nature) (1.2) 0.3 (2.9) Other nn-current incme and expenses paid (7.3) (9.8) (18.0) Change in ther nn-current assets and liabilities 19.7 (2.0) (13.5) Cash flw frm peratins befre cst f net financial debt and tax Incme tax paid (18.1) (23.5) (26.4) Change in wrking capital requirement (66.9) (21.5) 19.1 NET CASH FLOWS FROM OPERATING ACTIVITIES: (A) Investments in tangible and intangible assets (109.0) (102.2) (62.6) Dispsals f tangible and intangible assets Acquisitin f entities (112.0) 0.3 (21.1) Dispsal f entities Dividends received frm nn-cnslidated cmpanies NET CASH FLOWS FROM INVESTING ACTIVITIES: (B) (218.3) (58.8) (75.4) Dividends paid t minrity interests f cnslidated cmpanies: (a) (2.9) (4.8) (7.0) Net interest expense paid: (b) (42.9) (39.8) (39.1) Debt issue csts: (c) (4.9) Cash flw befre change in brrwings: (d) = (A+B + a + b + c) (68.1) Increase in brrwings: (e) Repayment f brrwings: (f) (268.3) (79.6) (82.5) NET CASH USED FOR FINANCING ACTIVITIES: (C) = a + b + c + e + f 15.0 (82.6) (11.3) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: ( A + B + C ) (7.3) Cash and cash equivalents at beginning f perid Cash and cash equivalents at end f perid Net indebtedness at beginning f perid , Cash flw befre change in brrwings: (d) 68.1 (106.0) (87.5) Capitalizatin f financial leases Lan issue charges fixed assets (1.4) Assets held fr sale (2.0) Fair value f financial hedging instruments 13.6 (5.0) (0.9) Change in scpe f cnslidatin and ther (11.0) (15.8) Net indebtedness at end f perid 1,

10 Update n the public ffer t the sharehlders f Capi AB (publ.) ( Capi ) Ramsay Générale de Santé ( RGdS ) annunced n 13 July 2018 a public ffer t acquire all shares in the Nasdaq Stckhlm listed Capi AB (publ) ( Capi ) fr SEK 48.5 in cash per share (the Offer ). The estimated date fr publicatin f the ffer dcument describing the Offer (the Offer Dcument ) is 5 September 2018, and the estimated acceptance perid is 6 September t 7 December The Eurpean Cmmissin issued n 13 August 2018 a decisin referring the entire case t the French Cmpetitin Authrity. RGdS ntes that Capi annunced n 21 August 2018 the ptential dispsal f its French activities ( Capi France ) t Vivalt Santé ( Vivalt ) subject t a number f cnditins (including regulatry apprvals, apprval f Capi s sharehlders at an EGM and cnfirmatry due diligences by Vivalt). RGdS s Offer is, amngst ther things, cnditinal upn Capi nt dispsing its nn-nrdic peratins. Based n infrmatin published by Capi, Vivalt s ffer n Capi France values such assets at an EBITDA (RTM June 2018) multiple f 9.0 (excluding earn-ut) t 9.6x (including maximum earn-ut) and is still subject t cntingencies despite access t due diligence n thse assets, which RGdS did nt have. Such multiples are belw the ne ffered by RGdS n Capi as a whle thrugh its 48.5SEK per share all cash ffer, standing abve 10x (1) (RTM June 18). RGdS als ntes that the ffer received by Capi n Capi France is uncertain and remains subject t a number f cntingencies including in particular Vivalt s satisfactry cnfirmatry due diligence. As part f its nging strategy t create a leading private health care peratr in Eurpe, RGdS cntinuusly reviews its ptins including rganic and inrganic pprtunities based n a rigrus investment apprach, the ptential acquisitin Capi being ne f them. Since the annuncement f the public ffer n Capi, RGdS did nt hld any discussins with the Bard f Directrs f Capi abut a ptential increase f its ffer. RGdS cnfirms hwever that, as custmary in this type f situatin, it had cntacts since the annuncement f the Offer with several investrs t give them details n its Offer based n public infrmatin. (1) Based RTM EBITDA as f 30 June Entreprise Value f Capi based n 141.2M Capi shares valued at 48.5 SEK per share and custmary debt and debt-like items as f 30 June

11 Imprtant reminder regarding the Offer An ffer dcument will be apprved and registered by the Swedish Financial Supervisry Authrity, and made public by RGdS, prir t the cmmencement f the acceptance perid f the Offer. It is reminded that the Offer, is nt being made t, and acceptances will nt be apprved frm, persns whse participatin in the Offer requires that an additinal ffer dcument is prepared r registratin effected r that any ther measures are taken in additin t thse required under Swedish law (including Nasdaq Stckhlm s Takever Rules), except where there is an applicable exemptin. Statements in this press release relating t future status r circumstances, including statements regarding future perfrmance, grwth and ther trend prjectins and the ther benefits f the Offer, are frward-lking statements. These statements may generally, but nt always, be identified by the use f wrds such as anticipate, believe, expect, intend, plan, seek, will, wuld r similar expressins. By their nature, frward-lking statements invlve risk and uncertainty because they relate t events and depend n circumstances that culd ccur in the future. There can be n assurance that actual results will nt differ materially frm thse expressed r implied by these frward-lking statements due t many factrs, many f which are utside RGdS cntrl. Any such frward-lking statements speak nly as f the date n which they are made and RGdS has n bligatin (and undertakes n such bligatin) t update r revise any f them, whether as a result f new infrmatin, future events r therwise. This press release has been published in French, English and, with respect t the sectin named Update n the public ffer t the sharehlders f Capi AB (publ), in Swedish. In the event f any discrepancy regarding this sectin between the three language versins, the English versin shall prevail. Infrmatin fr U.S. securityhlders The Offer described in the Offer Dcument is made fr the securities f Capi and is subject t the laws f Sweden. It is imprtant that U.S. hlders understand that the Offer and the Offer Dcument are subject t disclsure and takever laws and regulatins in Sweden that may be different frm thse in the United States. T the extent applicable, RGdS will cmply with Regulatin 14E under the U.S. Securities Exchange Act f 1934, as amended (the Exchange Act ). RGdS intends t treat the Offer as ne t which the Tier II exemptin mentined in Rule 14d-1(d) under the Exchange Act applies. Neither the U.S. Securities and Exchange Cmmissin nr any securities cmmissin f any state f the United States has (a) apprved r disapprved the Offer, (b) passed upn the merits r fairness f the Offer, r (c) passed upn the adequacy r accuracy f the disclsure in the Offer Dcument. Any representatin t the cntrary is a criminal ffence in the United States. 11