Ramsay Santé locks in €1.75 billion refinancing as ASX listing and demerger plan take shape
Ramsay Health Care’s (ASX: RHC) 52.79%-owned subsidiary Ramsay Santé has completed a €1.75 billion senior debt refinancing and convened a Capital Markets Day for 17 September 2026.
The financing has been structured to accommodate RHC’s proposed in-specie distribution of its 52.79% Ramsay Santé shareholding to RHC shareholders, an outcome expected in December 2026 and subject to customary conditions and approvals.
As part of the contemplated distribution, Ramsay Santé intends to apply for a foreign exempt ASX listing, with RHC shareholders able to hold their interest through CHESS Depositary Interests (CDIs).
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Inside the €1.75 billion senior debt refinancing
Ramsay Santé closed its €1.75 billion refinancing on 22 July 2026, following the launch of the process on 24 June 2026. The package comprises a €1.55 billion Term Loan B and a €200 million revolving credit facility.
The new Term Loan B was priced at E+350bps / 99.0 OID, anchored by both new and existing lenders. The refinancing extends senior debt maturities from 2031 to 2033 and simplifies the group’s capital structure by refinancing the €100 million Euro PP notes maturing in 2028 and 2029.
For investors, the transaction delivers enhanced financial flexibility and a simplified capital structure. Notably, it carries a change of control provision structured to accommodate the contemplated distribution, preserving continuity of financing arrangements through the proposed demerger.
The refinancing was arranged by BNP Paribas and Crédit Agricole CIB, acting as Global Coordinators and Joint Active Bookrunners, together with Natixis CIB acting as Joint Active Bookrunner.
| Facility | Amount | Key Terms | Purpose / Impact |
|---|---|---|---|
| Term Loan B | €1.55 billion | Priced at E+350bps / 99.0 OID | Anchored by new and existing lenders |
| Revolving Credit Facility | €200 million | Part of the €1.75 billion package | Enhanced liquidity and financial flexibility |
| Euro PP Notes (refinanced) | €100 million | Maturing 2028 and 2029 | Simplified capital structure |
| Maturity Extension | — | Senior debt extended 2031 to 2033 | Longer-term financing framework |
CEO Pascal Roché frames the “next chapter”
Ramsay Santé Chief Executive Officer Pascal Roché positioned the refinancing as a strategic step rather than a purely financial one, pointing ahead to the group’s 2030 strategy to be presented at the Capital Markets Day.
Pascal Roché, Chief Executive Officer, Ramsay Santé
“The refinancing of our Senior Debt Facility is more than a financial milestone; it is the foundation for our next phase of development. With a stronger financing structure and a clear strategic direction, Ramsay Santé is entering a new chapter with confidence. At our Capital Markets Day on 17 September, we will present our 2030 strategy: a roadmap to accelerate sustainable and profitable growth, deliver operational excellence and create long-term value. We believe Ramsay Santé is uniquely positioned to shape the future of healthcare in Europe through integrated care, medical excellence and outstanding patient outcomes.”
What a demerger and CDI listing mean for investors
The announcement introduces two structural concepts that would directly affect RHC shareholders should the transaction proceed. Both are worth explaining in plain terms.
The first is the in-specie distribution, sometimes referred to as a demerger. RHC proposes to distribute its 52.79% Ramsay Santé shareholding directly to its own shareholders, such that RHC shareholders would receive a direct stake in the European healthcare business.
The proposed in-specie distribution of Ramsay Santé was first announced in February 2026, with RHC shareholders set to receive Ramsay Santé shares proportional to their existing holdings without requiring a cash sale, a structure designed to preserve tax efficiency through the separation.
The second is the use of CHESS Depositary Interests (CDIs). Ramsay Santé is currently listed on Euronext Paris (ISIN FR0000044471). A CDI is an instrument that allows investors to hold and trade exposure to a foreign-listed company on the ASX. According to the announcement, a CDI would provide “the equivalent economic exposure and voting entitlement as an ordinary listed share in Ramsay Santé.”
Ramsay Santé intends to apply for a foreign exempt listing on the ASX, subject to all applicable approvals. This structure would allow RHC shareholders to hold and trade their Ramsay Santé exposure locally following the proposed distribution.
It is important to note that no distribution ratio, share price, or per-share value has been disclosed in the announcement.
Capital Markets Day and the road to a December completion
Ramsay Santé will host its Capital Markets Day on 17 September 2026 in Paris. Senior management is expected to present the group’s next strategic roadmap, operational priorities and medium-term financial ambitions, including the 2030 strategy referenced by the CEO.
The event may be attended in person and will be broadcast live, with registration details to follow and presentation materials to be made available at www.ramsaysante.eu.
The company set out the following indicative timetable for the proposed distribution:
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Capital Markets Day: 17 September 2026 (Paris, in person and live broadcast)
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Publication of demerger booklet: October 2026
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RHC shareholders’ meeting to vote on the transaction: November 2026
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Completion of the transaction: December 2026
The distribution remains subject to the satisfaction of customary conditions, including RHC Board and shareholder approval, as well as Australian court and regulatory approvals.
Advisors appointed and the free-float expansion
Ramsay Santé has appointed BNP Paribas and UBS as ECM Financial Advisors, together with Natixis as Co-ECM Financial Advisor, in connection with the proposed distribution and its “contemplated free-float expansion.”
About Ramsay Santé: the European healthcare leader
Ramsay Santé describes itself as the European leader in private hospitalisation and primary care. Key operational metrics from the announcement include:
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40,000 employees and 10,000 practitioners
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13 million patients welcomed each year
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492 facilities across five countries: France, Sweden, Norway, Denmark and Italy
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Care pathways spanning medicine, surgery, obstetrics, medical and rehabilitation care, mental health and primary care centres
The group is separately self-funded by “covenant light, secured debt facilities with no recourse to the Funding Group” (comprising Ramsay Health Care Australia and Ramsay Health Care Limited).
For RHC shareholders, this underlines that the entity proposed for distribution is a substantial, independently financed operating business, one whose refinancing has now been secured ahead of the contemplated demerger.
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