Ramsay Health Care (ASX: RHC) – Ramsay Sante Demerger Booklet Registered with ASIC

The demerger of Ramsay Santé from Ramsay Health Care has progressed to its final regulatory hurdle with ASIC’s registration of the demerger booklet on 19 October 2026. This moves the split of the 52.79 percent European healthcare stake from planning into shareholder voting territory, with meetings scheduled for 24 November 2026 at The Fullerton Hotel in Sydney.

Under the proposed demerger, Ramsay shareholders will receive 0.25 Ramsay Santé Securities for each Ramsay Share held as at the Record Date of 2 December 2026, rounded down to the nearest whole security. The securities are expected to take the form of CHESS Depositary Interests, or CDIs, trading on the ASX in Australian dollars, subject to Ramsay Santé obtaining an ASX Foreign Exempt Listing. Ramsay Santé has already received in-principle approval from the ASX for this listing structure.

The demerger will create two separate investment propositions. Ramsay post-demerger will operate as a focused Australian and UK healthcare operator, with pro forma revenue of $9,414.8 million and EBIT of $806.8 million for the year ended 30 June 2026. Ramsay Santé will continue as a standalone European operator with 491 healthcare facilities across France, Sweden, Norway, Denmark and Italy, having generated revenue of $9,275.5 million in the same period.

Total transaction costs are estimated at approximately $59 million pre-tax, with around $27 million already incurred prior to the meetings. Ramsay will bear approximately $27 million of this cost, while Ramsay Santé will bear approximately $32 million. The Independent Expert, appointed in the form of Deloitte Corporate Finance, has concluded that the demerger is in the best interests of Ramsay shareholders in the absence of a superior proposal. The Ramsay Board unanimously recommends voting in favour of the demerger resolutions.

Several factors warrant investor attention before the shareholder vote. Small shareholders holding 500 Ramsay Shares or fewer will automatically receive cash from the sale of their Ramsay Santé Securities unless they opt out by 30 November 2026. Overseas shareholders in jurisdictions outside Australia, New Zealand, the United Kingdom and France will also receive cash proceeds rather than the securities themselves. The demerger creates currency exposure for CDI holders, with Ramsay Santé’s underlying operations and earnings denominated in euros but the CDIs trading in Australian dollars on the ASX.

The demerger also represents a shift in shareholder influence. Current Ramsay shareholders hold an indirect, controlling interest in Ramsay Santé through their Ramsay stake. Post-demerger, they will hold a direct but non-controlling minority interest alongside Predica, a Crédit Agricole Assurances subsidiary, which holds 39.82 percent of Ramsay Santé. The Ramsay Santé Board will evolve to include a majority of independent directors following implementation, with the five Ramsay-nominated directors stepping down.

The Second Court Hearing is scheduled for 27 November 2026, with an Effective Date targeted for 30 November 2026. Ramsay Santé Securities are expected to commence official quotation on the ASX on 1 December 2026 if all approvals proceed as planned. This announcement is price sensitive and classified as material under ASX listing rules.

View the full ASX announcement (PDF)

About Ramsay Health Care Limited (ASX: RHC)

Ramsay Health Care Limited is an Australian multinational healthcare provider that operates approximately 500 facilities including hospitals, day surgery centers, clinics, and pharmacy services. The company specializes in surgery, rehabilitation, and psychiatric care across Australia, the United Kingdom, France, Scandinavia, Germany, and parts of Asia. It is one of the largest private hospital operators globally.

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