GDS Ramsay Generale De Sante

Ramsay Sante : public offer to acquire GHP Specialty Care - March 7 2022

Press releaseParis, 7 March, 2022

Ramsay Santé takes further steps towards its development in the Nordics and announces a recommended public offer to acquire GHP Specialty Care

• Ramsay Santé, through its Swedish subsidiary Capio Group Services AB (“Capio”), has announced a recommended public offer to acquire GHP Specialty Care AB (“GHP”), a Swedish specialty healthcare provider listed on Nasdaq Stockholm.

• The proposed transaction will lead to a complemented geographical presence in Sweden and Denmark, increased patient group coverage, and accelerated development of more digital and data-driven solutions for a more cohesive care chain, in line with the Group’s strategy.
• The offer – which values GHP’s entire issued share capital at approximately EUR 228 million1 – has been unanimously recommended by the bid committee of GHP and is backed by undertakings from shareholders representing approximately 51.4% of the share capital and voting rights in GHP.

Capio, a wholly-owned subsidiary of Ramsay Santé, has announced today a cash offer to acquire the shares of GHP, which are listed on Nasdaq Stockholm (the “Offer”).

GHP is an internationally active health care provider that operates 24 specialist clinics in a select number of diagnostic areas including specialist competences in spine orthopedics, gastro, surgery and arrhythmia. Combined, Capio and GHP will provide services covering eight out of the ten largest disease groups in Sweden.

Pascal Roché, CEO, Ramsay Santé group, comments:“This transaction perfectly fits with the [European] strategy of Ramsay Santé, which has been present in the Nordics since the acquisition of Capio in 2018. The combination with GHP Specialty Care will allow the Group to increase its footprint in the region and consolidate its positions by offering complementary geographical coverage with the activities already held in Sweden and Denmark and will offer solid synergies.”

In FY 2021, GHP’s sales revenues amounted to circa. EUR 137million2 with an EBITDA of circa. EUR 18million3. GHP employs 765 FTE’s

The combination would represent complementary geographical presence, increased patient group coverage, and stronger focus on digital and data driven solutions for improved quality, accessibility, and efficiency of healthcare in the Nordic region. The combination of GHP and Capio would also leverage a nationwide network of primary care centers in Sweden and Denmark while strengthening the offering in the Danish specialty healthcare segment through GHP’s hospital in the capital region Copenhagen.

The Offer – which values GHP’s entire issued share capital at approximately EUR 228 million4 – has been unanimously recommended by the bid committee of GHP. Capio has received undertakings to accept the offer or indirectly sell shares from direct and indirect shareholders representing approximately a total of [51.4%] of the share capital and voting rights in GHP.

The completion of the offer is conditional on, among other things, Capio becoming the owner of shares in GHP representing more than 90% (on a fully diluted basis) as well as receipt of all necessary regulatory, governmental or similar clearances, approvals and decisions, including from competition authorities.

The acceptance period in the Offer is expected to commence on or around March 24, 2022 and to expire on or around April 22, 2022. For any information in relation to the Offer, GHP shareholders should refer to the formal announcement published in Swedish and English by Capio (www.healthcare-nordic.com/en). An offer document will be made public by Capio shortly before the commencement of the acceptance period.

The Offer of Capio is not being made, directly or indirectly, in certain jurisdictions and is subject to certain restrictions. Please refer to the offer announcement published by Capio available at (www.healthcare-nordic.com/en). Accordingly, this press release is not being sent and must not be distributed in such jurisdictions.

About Ramsay SantéAfter the acquisition of Capio AB Group in 2018, Ramsay Santé has become the leader of the private hospitalization and primary care in Europe with 36 000 employees and 8 600 practitioners serving 9 million patients in our 350 facilities in five countries: France, Sweden, Norway, Denmark and Italy.Ramsay Santé offers almost all medical and surgical specialties in three business areas: general hospitals (medicine – surgery – obstetric), follow-up care and rehabilitation clinics, mental health. In all its territories, the group contributes to missions of public service and to the territorial sanitary disposal, as for example in Sweden with more than 100 proximity care units.The quality and security of care is the group’s priority. As such our group is today a reference in terms of modern medicine, especially in outpatient care and enhanced recovery.Every year, the group invests more than €200 million in innovation whether it is in new surgical or imaging technologies, in building or modernizing its facilities… The group also innovates in its organization and digitalization in order to deliver care in a more efficient way to the benefit of the patient.

Website: https://www.ramsaysante.eu/Instagram: https://www.instagram.com/ramsaysanteTwitter: https://twitter.com/RamsaySanteLinkedIn: https://www.linkedin.com/company/ramsaysanteYouTube: https://www.youtube.com/c/RamsaySante

ContactRamsay Santé Brigitte Cachon +33 1 87 86 22 11 brigitte.cachon@ramsaysante.fr

1 Based on 70,256,949 issued shares in GHP and a SEK/EUR exchange rate of 10.746 as of 4 March 2022.

2 Based on a SEK/EUR exchange rate of 10.746 as of 4 March 2022.

3 Based on SEK/EUR exchange rate of 10.746 as of 4 March 2022.

4 Based on 70,256,949 issued shares in GHP and a SEK/EUR exchange rate of 10.746 as of 4 March 2022.

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• Ramsay Santé - public offer to acquire GHP Specialty Care March 7 2022