Operations and turnover:

The Group’s consolidated turnover for the financial year ending in June 2018 was EUR 2,241.5 million, compared with EUR 2,234.4 million for the period 1 July 2016 to 30 June 2017. This increase in turnover is the result of the strategy of consolidating the clusters' medical projects, in particular with the acquisition in July 2017 of Hôpital Privé de l'Est Lyonnais, and the sale of non-strategic assets such as the Herbert clinic within the Pays de Savoie cluster.

On a like-for-like basis, turnover increased by 0.7% despite 2 working days less.

At the end of June 2018, total activity (excluding emergencies) increased by 0.9% in terms of hospital admission volume. The breakdown by business segment is as follows:

• +0.7% in Medicine-Surgery-Obstetrics
• +0.4% sub-acute care and rehabilitation
• +3.2% in mental health

With regard to the public service tasks managed by the group, the number of emergencies increased strongly, up 6.6% over the past year with more than 575,000 cases registered by the emergency services of our facilities.

Results:

EBITDA for the year was EUR 255.6 million, down 3.9% on a reported basis. At constant scope and accounting methods, EBITDA declined 2.1% over the period. EBITDA margin as a percentage of sales was 11.4%, slightly reduced from the previous year (11.9%).

The published operating profit for the period 1 July 2017 to 30 June 2018 reached EUR 125.7 million (or 5.6% of sales), down 5.1% from EUR 132.5 million recorded for the period 1 July 2016 to 30 June 2017.

The amount of other non-recurring income and expenses represents net expense of 59.9 million for the year ended, mainly composed of costs related to restructuring - notably the relocation of the group's headquarters and the project to consolidate the accounting and personnel management activities of all the group's establishments on a single site in the Paris region for EUR 58 million, and the result of the management of the group's real estate and financial assets for an expense of EUR 1.9 million. From 1 July 2016 to 30 June 2017, the amount of other non-current income and expenses represented a net income of EUR 6.1 million.

At 30 June 2018, the net cost of borrowing amounted to EUR 39.1 million, compared with EUR 39.8 million the previous year. This consisted primarily of interest on senior debt.

In total, Ramsay Générale de Santé recorded a net profit group share of EUR 7.3 million at end June 2018, compared with EUR 57 million for the period from 1 July 2016 to 30 June 2017.

Debts:

Net financial debt at June 30, 2018 decreased by -3.8% to EUR 927.1 million compared with EUR 964 million at 30 June 2017.

At 30 June 2018, this debt included, in particular, EUR 1,195.6 million in non-current borrowings and financial debt, EUR 63.7 million in current financial debt while cash and cash equivalents amounted to 308 million.

The detail of total exposure to interest rate risk of the financial debt (excluding interest rate hedging instruments) is as follows:

• 21.5% of the financial debt is tied to fixed rates;
• 78.5% of the financial debt is tied to floating rates.

After hedging our interest rate risk through swaps, our position with regard to interest rate risk exposure is completely reversed, with:

• 82.0% of financial debt at a fixed rate; and
• 18.0% at a floating rate.

Code ISIN et Euronext Paris : FR0000044471

Site Internet : www.ramsaygds.com

CAPIO

Update on the public offer to the shareholders of Capio AB (publ.) (“Capio”)

• Ramsay Générale de Santé (“RGdS”) announced on 13 July 2018 a public offer to acquire all shares in the Nasdaq Stockholm listed Capio AB (publ) (“Capio”) for SEK 48.5 in cash per share (the “Offer”).
• The estimated date for publication of the offer document describing the Offer (the “Offer Document”) is 5 September 2018, and the estimated acceptance period is 6 September to 7 December 2018.
• The European Commission issued on 13 August 2018 a decision referring the entire case to the French Competition Authority.
• RGdS notes that Capio announced on 21 August 2018 the potential disposal of its French activities (“Capio France”) to Vivalto Santé (“Vivalto”) subject to a number of conditions (including regulatory approvals, approval of Capio’s shareholders at an EGM and confirmatory due diligences by Vivalto).
• RGdS’s Offer is, amongst other things, conditional upon Capio not disposing its non-Nordic operations.
• Based on information published by Capio, Vivalto’s offer on Capio France values such assets at an EBITDA (RTM June 2018) multiple of 9.0 (excluding earn-out) to 9.6x (including maximum earn-out) and is still subject to contingencies despite access to due diligence on those assets, which RGdS did not have. Such multiples are below the one offered by RGdS on Capio as a whole through its 48.5SEK per share all cash offer, standing above 10x⁽¹⁾ (RTM June 18).
• RGdS also notes that the offer received by Capio on Capio France is uncertain and remains subject to a number of contingencies including in particular Vivalto’s satisfactory confirmatory due diligence.
• As part of its ongoing strategy to create a leading private health care operator in Europe, RGdS continuously reviews its options including organic and inorganic opportunities based on a rigorous investment approach, the potential acquisition Capio being one of them. Since the announcement of the public offer on Capio, RGdS did not hold any discussions with the Board of Directors of Capio about a potential increase of its offer. RGdS confirms however that, as customary in this type of situation, it had contacts since the announcement of the Offer with several investors to give them details on its Offer based on public information.

1. Based RTM EBITDA as of 30 June 2018. Entreprise Value of Capio based on 141.2M Capio shares valued at 48.5 SEK per share and customary debt and debt-like items as of 30 June 2018.

Important reminder regarding the Offer

An offer document will be approved and registered by the Swedish Financial Supervisory Authority, and made public by RGdS, prior to the commencement of the acceptance period of the Offer. It is reminded that the Offer, is not being made to, and acceptances will not be approved from, persons whose participation in the Offer requires that an additional offer document is prepared or registration effected or that any other measures are taken in addition to those required under Swedish law (including Nasdaq Stockholm’s Takeover Rules), except where there is an applicable exemption.

Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as “anticipate”, “believe”, “expect”, “intend”, “plan”, “seek”, “will”, “would” or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that could occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside RGdS’ control. Any such forward-looking statements speak only as of the date on which they are made and RGdS has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise.

This press release has been published in French, English and, with respect to the section named “Update on the public offer to the shareholders of Capio AB (publ)”, in Swedish. In the event of any discrepancy regarding this section between the three language versions, the English version shall prevail.

Information for U.S. securityholders

The Offer described in the Offer Document is made for the securities of Capio and is subject to the laws of Sweden. It is important that U.S. holders understand that the Offer and the Offer Document are subject to disclosure and takeover laws and regulations in Sweden that may be different from those in the United States. To the extent applicable, RGdS will comply with Regulation 14E under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). RGdS intends to treat the Offer as one to which the “Tier II” exemption mentioned in Rule 14d-1(d) under the Exchange Act applies.

Neither the U.S. Securities and Exchange Commission nor any securities commission of any state of the United States has (a) approved or disapproved the Offer, (b) passed upon the merits or fairness of the Offer, or (c) passed upon the adequacy or accuracy of the disclosure in the Offer Document. Any representation to the contrary is a criminal offence in the United States.