Ramsay Générale de Santé SA (GDS) Earnings Call Transcript & Summary

[Audio Gap] unavoidable circumstances. Once again, this year, Ramsay Générale de Santé has demonstrated its ability to strengthen its leading position despite an inflationary environment and increased budgetary pressure. And for that, I would like to thank all the staff, practitioners and management of Ramsay Générale de Santé for their commitment and excellent work throughout the year. Our group is the leading health care and services group in France, Sweden, Norway and Denmark and the third private player in the sector in Europe with 492 health care facilities. We have taken care of more than 11.8 million patients visits this year, including nearly 7 million outside hospital and 800,000 via our digital solutions. We have continued to provide high-quality care and to adapt our health care facilities to the needs of practitioners, public authorities and local communities. In France, record levels of satisfaction and the Net Promoter Score of 74% is a sign of our professionalism and commitment of our teams to our patients. I would like to highlight the renewal of the management contract for St. Göran's Hospital in Sweden for at least 8 years, and this demonstrates the renewed confidence placed in Capio to provide safe, high-quality acute and emergency care. This is thanks to the hard work and commitment of our 40,000 employees and doctors throughout the year, but we were able to achieve 4.7% growth in revenue to EUR 5.2 billion. We have managed to maintain operating profitability despite the inflationary and budgetary constraints, thanks to rigorous cost management and efficiency gains. Thanks to the confidence of our banking partners, we've successfully renegotiated our senior debt at more favorable margins with a single maturity date in 2031. This in line with our Yes We Care 2025 plan while confirming our rating with Moody's. We also continue to strengthen our primary care offering in France, which is a key growth driver for smooth care pathways in order to reduce pressure on hospitals. We strengthened our mental health platforms. We opened 6 new day hospitals, an area where needs are growing exponentially, and we feel that Ramsay Générale de Santé has a major responsibility. Finally, we continue to invest in outpatient medicine, one of the pillars of modernization of the health care system. The group also continued its program to implement new imaging authorizations. We have 10 new facilities coming into service this year, further strengthening our regional presence. The Mission Committee responsible to ensure that our commitments are properly fulfilled work this year to prioritize the most relevant levers for action in order to guarantee consistency between our societal ambition and economic and operational feasibility. I invite you to read our report, which confirms that our group places the public interest at the heart of its daily activities in order to strengthen our company responsibility towards everyone, patients, employees, practitioners, society and the planet. In conclusion, I'd like to thank all of our teams again for the commitment and professionalism. Together, we'll continue our mission to improve health through constant innovation. Thank you for your attention, your presence and your trust. Now I propose that we proceed with the constitution of the bureau and give the floor to Ms. Laurence Pinot-Lacan. She's the Group Legal Director and Secretary of the Board of Directors.

Good morning, everybody. The bureau is composed of the Chairman of the General Meeting and 2 tellers, who are the 2 members of the meeting with the highest number of votes in their own name or by proxy, and who accept these functions. As you've been informed, the meeting will be chaired by Mr. Matthieu Lance, Vice Chairman of the Board of Directors, in the absence of Ms. Natalie Davis, Chairwoman of the Board of Directors. The 2 shareholders with the largest number of votes in their own name or by proxy, who have agreed to be scrutineers, are Ramsay Healthcare U.K. Limited represented by Mr. Nick Costa, and Prédica represented by Ms. Magali Chessé. I would like to thank them for agreeing to take on these roles. The bureau is thus constituted. I will act as Secretary for the meeting and I ask the bureau to confirm its agreement on this point.

Also with me are the Chief Executive Officer, Mr. Pascal Roche; the Group Chief Financial Officer, Mr. Clement Lafaix; the Group Legal Director, Ms. Laurence Pinot-Lacan. The auditors, Deloitte & Associates and Ernst & Young are also represented. The conclusions of their reports will be read to you. Certain members of the Board of Directors are also present in the room. I'd like to inform you that this meeting is being broadcast live on the company's website and will also be broadcast in replay in accordance with legal requirements. An attendance sheet was prepared and signed by all shareholders present, either in person or as proxies, at the start of the meeting.

The proxies and postal votes are attached to this attendance sheet. The attendance sheet shows that the shareholders represented or having voted by post hold 102,351,041 shares out of 110,389,690 shares comprising the share capital and the 110,358,889 shares with voting rights represents 92.74% of the shares with voting rights.

The quorum required for both ordinary and extraordinary resolutions were therefore reached on the first call. Now I give the floor to Laurence Pinot-Lacan, as she will review the legal requirements for convening the meeting.

The documents made available to shareholders and the agenda. So the notice of meeting with the agenda, draft resolutions and the main terms and conditions for participating and voting at this general meeting were published in the BALO on Monday 3rd November 2025, and Monday, 24th of November 2025, respectively. All documents and information required by law and regulations, a list of which is currently being presented to you, have been sent to shareholders and auditors and made available at the registered office and can be consulted on the company's website in accordance with legal and regulatory requirements.

Thank you. Now I propose that all activities, figures and results for the financial year ending 13th of June 2025 be presented to you by Mr. Pascal Roche, Chief Executive Officer, to whom I give the floor.

Well, thank you very much. I'm delighted to see you during this general assembly, and we would like to share the 5 main highlights or results of your company. Clement Lafaix will be speaking as well. Brigitte Cachon will also make a presentation on the aspects pertaining to CSR and mission statement. Now, Matthieu Lance just told you that we are the leader in 4 European countries. Those countries are complementary. We're talking about France, Norway, Sweden and Denmark. A few figures, 492 health care establishments, 450 hospital and private clinics, 200 primary care centers. And as you heard, we developed strongly, 140 PET scan, MRI and scan equipments in France and Denmark, 1,000 OR rooms in Europe, which make it possible for us to operate 1 French citizen out of 8 who require surgery in France. So we are a leader in cancer treatment, in cardiology as well. We are first with another operator as a dialysis establishment. And we are the leader in Sweden in primary care. 1 million Swedish citizens are registered in one of our primary care center. So 12 million patients visited in 2025. Our DNA, obviously, is with patient management, and we are very strong on quality of care that is recognized. 98% of the French hospitals that we manage are certified by the French government, 8 points above national average, irrespective whether we're talking about private or public hospitals. In Sweden, we're recognized for the quality of our care, which is measured by a number of indicators. It's very transparent in Sweden. The quality of care in Norway and Sweden, we have a quality of care which is recognized above average. Our company works in France with 8,000 private doctors and our quality of care is best recognized. Thanks to the Ramsay Santé Foundation, for many years, we are very strong on prevention. More than 6 million individuals benefited from the services that we provide, thanks to our 25 start-ups we support in our incubator. The main shareholder holding a big share of our company is Ramsay Healthcare. In March 2025, a mandate was given to an investment bank, Goldman Sachs was given mandate to explore strategic options for its shareholding in Ramsay Santé. And on the 25th of November, so a few days ago, during the general meeting, they announced the completion of the strategic review and an update will be scheduled for late February 2026, when we publish our quarterly results. Our company, Ramsay Santé, of course, will provide you with this update again late February 2026. The share has a negative performance. We shouldn't be critical about this, not a very good performance. Our EBITDA is slightly improving, but the shares are not doing very well in a general context of public affairs and the economic situation in France is very difficult. Many changes in the name of the Minister of Health, in which situation is very complex. Now if we talk about the situation, economic-political situation of the countries in which we operate, as you know, our company is mostly financed by the French government and the Swedish local government. So if I were to mention that or phrase it differently, obviously, political instability has made repercussion on our company. Now the situation in France is a source of concern. We know the problem of debt, the deficit of the French social security. We never shied from talking about this. I talk on French TV and I talk to a number of contact persons. And well, I've said it time and time again, there's an underfunding of private hospital, which has a very negative impact. Now we have taken a number of measures to save costs, potentially to merge hospitals to continue and be profitable. Again, to state the facts, we talked with 10 different ministers of health about the need to invest with a sustainable approach. Now when we prepared the slides, the project for financing, the social security was adopted the day before yesterday at the French parliament. While we expect that it will be definitely adopted tomorrow after being received by the Senate. There are many articles in this project, but a figure that I'd like to mention, if I may, the objective of spending, which translates the commitment of the state regarding the expenditures will be growing at 3.1%, which is better than when the draft was presented first, which was only 1.6%, if I got that right. So the figure, of course, is higher than expected. Therefore, it provides us with a better outlook when it comes to the tariffs. Sweden makes up more than 25% of our turnover. And contrary to the political instability that we have in France, in Sweden, and the other countries where we operate, in Norway, Sweden, Denmark, and our hospital in Italy. So the situation in the 4 countries is a lot more stable, a lot more predictable, and we are developing there very sustainably with very good medical results. Now I would like to remind you the role of public -- I'm sorry, private hospitalization. There are many figures on this rather busy slide, but the private sector plays a major role in France, 35% national hospital activity in the private sector, more than 1 patient in 2 is operated on in a private hospital in France. In cancer treatment, where we are first with 220 authorizations, 40% of chemo treatment is performed in private hospitals, so mostly in our hospitals. So private hospitalization is essential, 35%, as I said. And when we look at the expenditures by the states, it only represents 18% of hospital funding. So to phrase it differently, private hospitalization is essential, but it costs less to the states and our citizens, and again, I would like to say with a higher quality of care. Of course, we strongly believe in the complementarity of public and private hospitals. This is a message that I convey and I have kept conveying to all authorities. Now what's the share of private practices in France? Currently, there are 237,000 medical doctors in practice in France. 57 of medical activities are carried out in private practice. Well, currently, you may have a mixed type of practice. So as a private practitioner, but also as a salaried member of staff. Now the project of law, that was voted the day before yesterday, has removed a number of articles that was a source of concern about this mixed mode of practice. Going forward, we will have about 11,000 new medical doctors graduating in the coming years, and they will have a choice either being in a private practice or as a member of staff. And of course, we need to try and encourage and entice them to come and work with us. Now the strategy that is ours is to integrate and diversify. Well, we are a pure hospital player, and we're proud of this, but we're strongly convinced on the daily, a number of authorization are made or given out by the state. And again, the value chain, when we talk about primary care, imaging and outpatient treatment, is part of our activities. That's very important. Although more so, as you know, that there are more chronic diseases than ever. Many French citizens have a chronic disease, and this makes up 2/3 of public spending. So our strategy has always been to try to be integrated in a patient pathway. So we've tried also to diversify with different specialties and also in different countries. We decided to operate in countries that are stable with an aging population in order not to be subject to the wins and decisions of the states. So we went from 11.8 million to 11 million and hospitalization is stable in our activities. We've developed primary care in France, Sweden, Norway and Denmark. Imagery is, of course, very strong, and we use more AI in that respect. And outpatient treatment, especially palliative care in Sweden is something that we do very well. Now I'm going to give the floor to Clement Lafaix to talk about our financial results.

Well, thank you very much, Mr. General Director. Good morning, everybody. I will start by reminding you of the key figures on the financial year that we closed on the 30th of June. Now turnover, we reached EUR 5.2 billion, more activity. And in June 2024, we acquired Cosem primary care provider. Same scope. We have, at constant scope, 2.7% growth in our turnover. EBITDA, we reached EUR 621 million with a margin of 11.9%, which is a percentage of turnover. EBITDA pre-IFRS, EUR 347.9 million, margin of 6.6%. Net income remains negative, minus EUR 54.1 million, which is very close to what we had last year, impact of rent, financial costs because we had to refinance this year. Now the net debt IFRS 16, EUR 3.6475 billion. We have a positive cash of EUR 366 million, slight increase compared with the situation as of the 30th of June 2024. Of course, we have weighed EUR 1.47 million of senior debt, but we also have a revolving credit called RCF, EUR 100 million, undrawn revolving credit, plus EUR 100 million in CapEx, including EUR 87 million that are unused. Operating cash flow, EUR 694 million, compared to EUR 587 million last year. The increase is thanks to improvement in working capital. There was an impact and higher level of advances paid by the states. Tariffs, as you know, were published late for T2A and an increase of EBITDA. So this explains why we have more operating cash flow. The financial leverage is 4.7x compared with 4.9x that was the situation last year. Now if we were to pick up on the increase in our revenues, a growth of 4.7%, as I said before, 5.9% in France. This is thanks to our primary care centers, Cosem. We also opened 4 new outpatient facilities for mental health. We also purchased imaging facilities. The growth in France was also made possible because we had more patients in our MCO facilities. And also, there's an impact of tariff. There was a removal of the CICE rate. And thanks to that, we were able to increase our revenues. To that, we had an increase of 0.5% of tariffs as of the 1st of March 2025. And so this had a positive impact. Now Nordic countries turnover was also increased and increased by 2.2% if we add the exchange rate effect. This increase is made possible by the St. Göran's activity level, which, well, the hospital did very well this year. EUR 10 million more EBITDA, EUR 621 million. That was made possible while we had less public funding. So we were able to increase to EUR 621 million despite a decline in public funding. The decline in subsidies also EUR 40 million less. It's a scheme that was stopped, and also inflation, EUR 17 million compared to last year. Also the increase in wages and in our purchases were not compensated by the increase in tariffs. So we were able to grow on EBITDA because we were more efficient, we better controlled our costs. And that way, we were able to counteract those declining subsidies. Now investments, we prepare for the future. EUR 136 million in CapEx investment, that's maintenance and a general improvement. We also improved our portfolio of hospitals and clinics, and we purchased new imaging facilities. Those expenditures were reduced by about EUR 42 million compared to last year, because we had a different approach to our investments. We acquired last hospital in order to maintain our ability to generate cash and maintain our leverage. Our leverage, as I said before, is 4.7%, used to be 4.9% as of the 30th of June 2024. Now a few snapshots or photographs of our investments. Thanks to those investments, we maintain a high quality of care in our different clinics and hospitals. In Monticelli, we purchased an MRI facility. We also invested in St. Göran's in Sweden. An example of refurbishment, in Miromesnil, of a primary care center. So it was renovated after it was purchased from Cosem. Now before I wrap up, I'm going to talk about the refinancing. In the summer of 2024, we had to refinance our senior debt. You may remember that last year, we talked about refinancing in the summer 2024. As early as February 2025, we took advantage of favorable conditions on the market to refinance this debt. We were able to obtain best or better terms. We were able to optimize our debt cost with a margin of plus 3.25%. We also extended our maturities. We are now grouped in a single maturity 2031, which makes our development safer, and it ensures more visibility to the benefit of all our stakeholders. There was oversubscription for this refinancing, which was obviously a sign of investors' confidence.

Well, thank you very much, Clement, for this presentation. We were talking about the quality of care in hospitals. Our teams work tirelessly towards that objective. To the left of that slide, you see the role of Ramsay Santé in research every year with medical doctors. We publish no less than 1,000 papers, 45% of which are published in reviews and magazines, or journals rather, of the highest quality. So scientific publications this year in papers rated A+, A, or B. And this shows the impact of our company in the French health sector. Now if we look at a number of specialties, and this is by no ways an exhaustive list, we are one of the first players in cardiology. The hospital Jacques Cartier in the south of Paris is the first hospital in Europe for the number of hot MRIs. It ranks in the top 10 hospitals for transcutaneous aortic valve implantation. Also mentioned our very good position in oncology. In orthopedics, we are one of the first players in orthopedic surgery in France. The CERS Capbreton and the CERS Saint-Raphaël in the south of France are recognized rehabilitation centers that is recognized by elite athletes. In Clairval, we are a center of excellence for neurosurgery. We have a CyberKnife. There are only 7 of those devices, extremely sophisticated devices that are used for brain surgery. Dialysis, we mentioned we have dialysis. We are a leader and there's a strong growth in the need for dialysis, because there's an increased prevalence of obesity and diabetes. Imaging. In St. Göran's, we have a cutting-edge AI-based breast imaging facility. This gave the occasion for public -- I'm sorry, for scientific research. In psychiatry, we are the only provider to offer a service specifically dedicated to care and tailored to the needs. We developed an offer dedicated to health care professionals. This is a taboo in the medical environment. I mean, recognizing that there are health care issues, and this is why we became very much involved in this respect. Now in cardiology -- all those figures, obviously, are made public. As I said before, we are ranked first in France. We're, by no means, perfect. Again, we need to be honest about this. We need to improve on the daily. There are, in cardiology, a number of severe or serious adverse events. But if we look at ischemic diseases, or systemic myocardial infections, you see our figures, thanks to the work of our staff and our teams. And I'd like to thank Matthieu Lance, who insisted on his introduction on the excellent work that our practitioners and staff does. And it is thanks to them that we continue to grow and develop further KPIs, many KPIs in Nordic countries. To the left, this is the quality certification that is provided to us by the High Authority of Health. Le Point is a magazine, the best-selling magazine in France. All citizens read Le Point very much and read this issue that was published a few years ago. Of the 50 best private institutions, more than 1/3 are Ramsay Santé facilities. And in the 8 facilities that are reviewed, we ranked either #1 or #2 in France. In Sweden, you see at the bottom left, the quality index for heart disease. St. Göran's is a large hospital in Sweden. And as it was said in the introduction, we had a renewed management contract for 8 extra years. We're delighted about this decision. To the top right, you have the patient satisfaction score, NPS. They are at a very high level. We continue and we need to always improve. Now to be future proof, we need to continue and invest in a world where resources are scarce. And therefore, we need to have a strong employer brand, so that nurses, but also medical doctors and all health care professionals decide to come and work with us. We would like to share the results of a survey, which was published in Sweden. It was a large-scale study with a number of students and professionals, more than 250,000 students decided to respond to this survey. And we rank, according to nurses, we are #1 for nurses student. We rank as the fifth most attractive employer among nurses and nurses students in Sweden. So that's a very good result. We are also a mission-driven company. We decided to follow that route in 2020. I'm going to give the floor to Brigitte Cachon. She will tell us more about this. There's also a document at your disposal. Please take a copy when you exit the room. Thank you. Brigitte, you have the floor.

Perhaps you can hear me now as a speaker. With regard to the mission-based company's outcome, we decided at the end of 2022 to promote the status of being a mission-led company for Ramsay. And therefore, together with the Mission Committee, we decided to roll out the mission aims, which we had decided on. Our mission is to improve health through continuous innovation. And within this, there were certain number of targets in order to implement this in the regions together with various stakeholders. The aim of this mission is to publicize Ramsay Générale de Santé's contribution to society. In 2025, the main work was done with the mission officers in order to decide how to roll out these objectives. By going out in the field and working within workshops in France and also in Sweden in order to understand what is going on in the health care and to continuously improve access to care for all, innovate medically, dialogue with the stakeholders, and through the improvement of people's health, improve the planet. You will see all the details in this report, which is made available to you. And I wanted to emphasize the data, which show that being a mission-driven company is a driver of performance and which allows us to demonstrate our performance to all the stakeholders. First and foremost, to our patients, of course. And you will see here a certain number of data, which have been quoted by Pascal Roche for some of them. And I also wanted to mention that 60% of Ramsay Santé's hospitals in France are located in areas where there is a lack of medical care. So we are very much there hitting the nail on the head in terms of improving access to health care for all. We continue to reduce our carbon footprint, and we have achieved a 31% reduction through a certain number of measures taken, for example, the types of gases and fluids and energy, which are used in our hospitals. The commitment of our members of staff is increasing year-on-year, and we will start a new survey amongst the members of staff in our group later in the year. The engagement level is 71% for the survey and 74% of those surveyed recommend Ramsay Santé, and there's research in medical excellence, and there's quality with 94% of our hospitals which are certified, and then quality of life beyond the 30 million patients who come to us every year, the citizens whom we will educate through the actions of our foundation in terms of preventative actions. We have supported more than 100 start-ups and associations, who will benefit the citizens, and they will promote different preventative action measures. And so these are different routes of data which we bring together within the Mission Committee and which we continue to develop in order to emphasize that this mission is being implemented day by day within Ramsay and innovating continuously. The proof of the performance is in the data published in our first CSRD report in compliance with the new EU regulations about sustainability, and it describes all that affects our sector, how we respond to this through our activities, and what is the value created for all of our stakeholders. So you'll find this in Chapter 4 of the universal registration document, which is available to you at the entrance to this auditorium. I will now hand over to Jean-Pierre Agazzi to talk to you about the CSRD report from Deloitte, and he will summarize this first report.

Thank you, Brigitte. Good morning, ladies and gentlemen and shareholders. On behalf of Deloitte, I have the pleasure to report on the certification on sustainability, which is in Chapter 4 of the Universal Registration Document. I have co-signed the certification report with Julien Rivals, who is my associate, who is an expert in sustainability. Our report is on 311 to 314 of the Universal Registration Document. The assignment was carried out in accordance with our professional rules based on limited insurance. It was, therefore, carried out in accordance with our professional rules and implication of the guidelines published by the regulator of our profession, namely the high authority for auditing. The procedures implemented as part of our assignment include interviews with management, in particular, the team in charge of CSR, the inspection of the available documentation, and the implementation of various procedures to verify information produced by Ramsay Santé. The results of the work are summarized in our report, which contains 3 different conclusions, which are the following: The first concerns the compliance with European Sustainability Reporting Standards for the process implemented by Ramsay Healthcare to determine the sustainability information to be disclosed. This includes, in particular, the identification of stakeholders and the assessment of materiality of the impact and of the financial materiality. We did not identify any significant errors, omissions or inconsistencies with regards to this first scope. The second scope is with regards to the compliance of the sustainability information included in the Ramsay Santé Group sustainability report with the requirements of the French Commercial Code, including the European Sustainability Reporting Standards. We did not identify any significant errors, omissions or inconsistencies. However, we made 2 observations. The first draws the attention of the reader to certain methodological limitations inherent to the first year of application of this new regulation. And the second, the details of which can be found in the Ramsay Santé report, is where the information for which the monitoring period differs from the financial year. The third scope is with regards to the compliance with the requirements for the publication of information relating to European taxonomy based on the alignment of the activities undertaken by Ramsay Santé. Based on the checks we have carried out, we have not identified any errors, omissions or significant inconsistencies with regard to the compliance with these disclosure requirements. That is the end of my report, and I thank you for your attention.

Thank you, both. Just by way of conclusion, I would like to reiterate what Brigitte Cachon has mentioned that together we wish to express is that this company is a care platform. And I hope that the figures demonstrate its quality and very much the DNA of this group, and it wants to diversify and to commit to 4 pillars: one, the commitment of the teams with a strong increase in NPS and to reduce the turnover of the teams. And you know that medical resources or manpower is a big issue. And then we need to continue to improve patient satisfaction. And then thirdly, continue to be attractive to doctors. We have independent practitioners in France. In Sweden, they are all salaried. And in the other Nordic countries like Finland, there's a mix of both. So we need to try and attract the best doctors and learn to work together. And then in terms of the impact on the environment, that was mentioned by Brigitte, we would like to say that we think that Ramsay Santé has a positioning which is good. It's ranked third biggest in Europe in 4 areas that we'd like to emphasize and where there are very long horizon trends. It's very important to be very predictable in terms of health care needs, the aging of the population, the development of chronic or the increase in chronic diseases. All this means that the countries where we are present and where we are developing integrated care models. This makes us very confident about the needs of health care and our differentiation in terms of the quality of care, delays and waiting times and accessibility. And so this proposition we offer to our customers should lead us to be their first choice. We want to develop day care hospitalization as opposed to complete hospitalization, and we need to be located in key areas and future-orientated areas. In France and in other countries, this is important, because by definition, the very big cities are where medical students are coming out from their studies, and we see that more than 50% of young doctors today are young women, and they want to be able to achieve a better work-life balance compared to their predecessors 40 years ago. And the fact that we are emphasizing our presence in big cities is very important. Second point, we have wanted to develop primary care. And there, in all countries, there is a trend amongst governments and in the regions and of taxpayers to want to do more upstream in terms of prevention, and this is done in primary care settings. And so we are rapidly developing in this area. And by definition, this allows us to create patient care pathways. Then imagery, which GP or specialist would not like to use imagery to support his diagnosis. And France is underequipped compared to Germany and other countries. And in this fragmented sector, we are still in full development here. And then in terms of innovation and AI, there's a lot to be said in terms of assisting doctors in order to lighten the load, the administrative burden, for example, and also, therefore, to allow doctors to be more truly present for their patients. And we are developing more than other companies in this area. In Sweden, we have developed a website called My Pages, which allows more than 1 million Swedish people, not patients, Swedish citizens, which allows us to be in permanent contact with them in order to give them preventative advice and answer their questions. And so it means that if they have a health issue, they will be able to think about the hospitals or care facilities which are close to their home. And then the long-term demographic development of increased chronic diseases. And this means a stable and constant need beyond sometimes turbulent economic situations. I now hand over.

I would like to thank Mr. Pascal Roche, Ms. Brigitte Cachon, and Deloitte for these presentations. I believe you will have no objection to the Board of Directors' reports not being read aloud as you've had the opportunity to review them prior to this meeting in accordance with the applicable laws and regulations. I ask the Board to confirm its agreement on this point. I propose that the current composition of the Board of Directors and an update on the renewal of directors' terms of office, which is being put to the vote today, be presented to you by Ms. Laurence Pinot-Lacan.

So you will be able to see on the Board the composition of the Board of Directors. As a reminder, 5 members are appointed on the recommendation of RHC and 2 members on the recommendation of Prédica. The Board also includes 1 independent director and 2 directors representing the employees. The Board is chaired by Ms. Natalie Davis, who was co-opted by the Board of Directors as a Director on 26th of February 2025, to replace Mr. Martyn Roberts, and was appointed Chair of the Board of Directors on 26th of June 2025. On the 27th of August, the Board of Directors also co-opted Mr. Steven Sargent as a Director to replace Mr. Craig McNally. And we also took note of the appointment of Ms. Henrietta Rowe as the permanent representative of the Ramsay Healthcare U.K. Limited to replace Ms. Colleen Harris. The key figures for the Board of Directors relating to independence rates, gender diversity, the number of meetings held during the financial year, the attendance rate and the number of nationalities represented are provided here. Likewise, the skills of the directors or the competencies of the directors are also represented as shown in the Nomination and Remuneration Committee matrix here. All this information is included in the company's Universal Registration Document. Finally, we submit for your approval the renewal of the terms of office of the directors of Crédit Agricole Assurances, represented by Magali Chesse; and Ramsay Healthcare U.K. Limited represented by Ms. Henrietta Rowe.

I would like to thank Ms. Laurence Pinot-Lacan for this presentation. I now invite Mr. Henri-Pierre Navas, representing the Board of -- statutory auditors to represent the conclusions of their various reports.

Good morning, ladies and gentlemen, dear shareholders, I would like to present, on behalf of the auditors and Deloitte, the report, which we bring to your attention for the financial year ending 30th of June 2025. We have 5 reports. Our reports on the annual accounts and consolidated accounts, which are the subject of the first and second resolutions; our report on the regulated agreements referred to in the fourth resolution; our report on the issue of shares and/or various securities with the removal of preemptive subscription rights provided for in the 17th resolution; our report on the issue of shares and/or various securities with cancellation of the preferential subscription rights reserved for a category of beneficiaries as provided for in the 18th resolution. All these reports are detailed in the documents made available to you by the company. If you will allow me to, I suggest I give you a summary of these reports. In our report dated 22nd of October 2025, on the annual accounts presented in accordance with the French standards and in our reports on the consolidated accounts for the financial year ending 30th of June 2025, presented in accordance with the IFRS, we concluded with an unqualified certification and also reiterated the characteristics of our assignment. We then justified our assessments on the key points of the audit, which focused for the consolidated accounts on the impairment tests and for the financial statements on the securities -- the impairment test on the securities of the annual financial statements. We don't have any specific remarks to make. In our special report of 22nd of October 2025, on the regulated agreements, we said that we had notice of an additional credit line concluded under the credit agreement signed on the 22nd of April 2021. This agreement is subject to the approval of the general meeting. We also reiterated the purpose of the agreements that have already been submitted for approval by our general meeting with regards to the credit agreement of 22nd of April 2021, already mentioned, and the subordination agreement. With regards to capital transactions, we prepared our reports on the 13th of November 2025. These reports concern the proposals for delegations to be granted to the Board of Directors in the context of these reports with regards to Resolutions 17 and 18. Subject to further review of the terms and conditions of any issues that may be carried out, we have no comments on the methods used to determine the issue price. Furthermore, in both cases, we would like to point out that as the financial terms of the issue have not yet been set, we have no opinion on them or on the proposal to waive the preferential subscription rights made to you. We also say that we will issue a supplementary report, if necessary, when your Board of Directors exercises these delegations. Thank you for your attention.

I would like to thank the auditors for this presentation. We will now move to the question-and-answer session. We ask that all shareholders state their name and the number of shares they hold. I would like to point out that in accordance with legal provisions, shareholders had the opportunity to submit written questions until no later than the fourth working day prior to the date of the general meeting, i.e., 5th of December 2025. No written questions from shareholders were received within the specified time frame. I now open the session.

I have a preliminary observation to make. I see that the presentation of the Financial Director with regard to the accounts is really the very minimum standard, because there is no balance sheet. We don't know how the EUR 54 million of losses are broken down. Also, no word about the social accounts -- or the company accounts, sorry, and their beneficiaries.

I hear your observation. In general, during a general assembly, we give a summary of the accounts. All of the accounts in the document, which is the universal registration document, which has been published and it is made available to you, details all of these accounts. Perhaps I could hand over to Clement Lafaix, the Financial Director, to explain. There are EUR 621 million of EBITDA last year. Perhaps he can explain what underlies this EBITDA to arrive at the EBIT and the net income. And so I'll hand over to our Financial Director, which you will be able to find in detail, which is available at the exit on paper.

I entirely agree with you that in the universal registration document, everything is detailed. But given that we are in the dark here in the auditorium, I don't see how we can look at them.

I understand. And I regret this. It's true that lack of light is an issue. I wonder if technically, we can do something about this. This universal registration document is on Ramsay Santé's website since the 20th of October. I, therefore, suggest that for all of you present here at the general assembly and that all this should be explained by Clement Lafaix in a couple of minutes' time, explain about the EBITDA of EUR 221 million and the loss of EUR 54 million.

As you see in the consolidated accounts of the group for the financial year ending 2025, the EBITDA is EUR 621 million. And then we have some allowance for amortization, which allows us to compensate for the loss of value of our assets, but also to pay the rent of our hospitals. And with that, we have an EBIT of EUR 173 million. Then we have financial costs for EUR 207 million, which reflects the cost of all of our lines of credit. And then we have taxes, EUR 2 million, and EUR 16 million for minority interest within our income, which leads to a loss of EUR 54 million for this financial year, a level which is relatively comparable to the loss which we had in the previous year 2024.

With regards to the company accounts, you are right. We are at your availability, but the company accounts are available in the universal registration documents.

Second point with regard to governance. You have said that there was an independent director who represented only 12.5% of the members of the Board. You are far from the MEDEF recommendations, which recommends a rate of 40%.

Yes, indeed. The composition of the Board of Directors represents the shareholdership, which is held at 92% by Ramsay Healthcare and Prédica, and therefore, it reflects the shareholdership of Ramsay Santé.

And then could you also talk about the integration of the Cosem? Is everything going as planned? Have you already found some synergies? What are you planning for the next financial year?

Thank you for your question. Well, beyond sharing with you the information about the financial year just gone by, and you've seen that we've been able to publish our quarterly results a couple of weeks ago, which show an improvement in our income compared to the same trimester last year. So the integration of Cosem in France is in the context of wanting to be able to offer integrated patient care pathways. And so we have a care center, formerly the Cosem center, 34 centers, mostly in Paris; and also care centers in Saint-Étienne and Marseille, cities where we have a strong clinic or hospital presence. The integration is going very well in the space of a year. All the technical aspects of the integration, the IT systems and the payroll for over 1,000 people, 600 salaried doctors, for example, the technical integration in 1 year and 4 months has nearly come to an end. And in terms of the human and cultural integration, all that is going very well. We're working hand-in-hand with our directors of our primary care centers in Sweden, as I was mentioning that Capio is a leader there in Norway and Denmark, in order to learn from them the best practices to reduce the administrative costs and make the care pathway seamless, be it in terms of automation or care pathways, a lot of synergies have already been implemented. One next year will be implemented soon in Sweden in a space of 18 months. In 120 centers out of 130, we have implemented ambient listening as a solution, which means that whilst the doctor is listening to the patient in order to be able to consider his diagnosis, it automatically records the consultation and turns into text and generates an automatic summary, which is then included into the patient's medical documents. This allows to better listen to the patient, and it frees up 3 hours of time per week per doctor. We have implemented this solution, and it has demonstrated its extremely high level of performance in the primary care centers in Sweden. And so the integration of Cosem is going very well. And of course, it is up to the patient to decide whether, after having seen a GP or a specialist, whether there is need for imaging or access to our hospitals. We will be able to offer it. Of course, the final decision will be made by the patient, but we'll be able to offer this and it should be able to reduce the waiting times.

Are there any other questions from the public? Well, if not, I would like to thank you for these questions. Now we're going to move on -- we will proceed to vote on the resolutions on the agenda for this meeting, which are summarized in the Board of Director report. As all shareholders have had the opportunity to review the draft resolutions in advance, I propose that the meeting be exempted from reading them in full. Before doing so, I'd like to ask Ms. Laurence Pinot-Lacan to give the final figures relating to the quorum, which have just been communicated to us, and then to read the summary.

The attendance sheet shows that the shareholders present represented or having voted by correspondence, 109 million shares out of the 110,389,000 shares comprising the share capital, and of 110,358,000 shares with voting rights, 99.42% of the shares with voting rights, the quorum remained reached for this combined general -- for the general assembly.

Now let's proceed to the vote on the resolutions. On your screen, you see how you can vote on voting procedures. You can either vote in favor, against or abstain. And the different resolutions will also be displayed on the screens behind us. Now first resolution approval of the accounts. Vote is open. [Voting]

Second resolution, approval of the consolidated accounts for June 30, 2025. Vote is open. [Voting]

Third resolution. Vote is open, and you have the wordings of the resolutions behind us. Third resolution. So vote is open on this third resolution with wordings behind us. [Voting]

Fifth resolution, approval of remuneration paid during the financial year or awarded for the same financial year to Mr. Craig McNally as the Chairman of the Board of Director until the 26th of June 2025. Vote is open. [Voting]

Sixth resolution, approval of remuneration paid during the financial year ended 30 June 2025, or awarded for the same financial year to Ms. Natalie Davis, Chair of the Board of Directors as of the 26th of June 2025. Vote is now open. [Voting]

Seventh resolution, approval of remuneration paid during financial year ended 30 June 2025 awarded for the same financial year to Mr. Pascal Roche, Chief Executive Officer. Vote is now open. [Voting]

Eighth resolution, approval of information relating to remuneration of corporate officers referred to in Article L. 22-10-9 of the French Commercial Code. Vote is now open. [Voting]

Ninth, approval of the policy of remuneration for directors. Vote is now open. [Voting]

Resolution #10, approval of the remuneration policy for the Chairman of the Board of Directors. Vote is now open. [Voting]

11th resolution, approval of the remuneration policy for the Chief Executive Officer. Vote is open. [Voting]

Ratification of the appointment by co-optation of Ms. Natalie Davis as a replacement of a resigning director. Vote is now open. [Voting]

Ratification of the appointment by co-optation of Mr. Steven Sargent to replace a resigning director. Vote is now open. [Voting]

Resolution 14, renewal of the term of office for Crédit Agricole Assurances, represented by Ms. Magali Chesse as Director. Vote is open. [Voting]

Renewal of the term of office of Ramsay Healthcare U.K. Limited, represented by Ms. Henrietta Rowe as Director. Vote is open. [Voting]

Resolution #16. Authorization given to the Board of Directors to effect of trading in the company's share, and you have on the screen behind me the different seedings and share of capital. Vote is open. [Voting]

Now we're going to vote on resolutions within the purview of the Extraordinary General Assembly. 17th resolution. So delegation of authority granted to the Board of Directors to decide the issue of shares and all securities given or potentially giving access to capital with the removal of shareholders' preferential subscription rights in favor of medical doctors and other practitioners carrying medical and paramedical activities within establishments owned by the company and all its subsidiaries. Vote is now open. [Voting]

18th resolution, delegation of authority granted to the Board of Directors to decide the issue of shares and all securities given or potentially given access to capital with the removal of shareholders' preferential subscription rights and reserved for a category of beneficiaries. Vote is now open. [Voting]

19th resolution, powers to complete legal formalities. Vote is open. [Voting]

And we reached the end of voting on resolutions. Ballots are currently being collected by CIC, and thank you for that. We will now proceed to the counting of votes on the resolutions.

In the meantime, I propose a discussion on the work of the Mission Committee with Mr. Martin Vial. Mr. Martin Vial is the Chairman of the committee, and this discussion will be moderated by Ms. Brigitte Cachon.

Mr. Martin Vial, you're the Chairman of the Mission Committee for Ramsay Santé, and you are very experienced as a manager of large French and international groups, Aéropostale, La Poste, or Europ Assistance. Also, you held a number of positions when you started your career as a civil servant, but also you worked for a number of ministries. And you were also the manager of a number of institutions.

My first question, what do you think about the maturity of Ramsay Santé 3 years on after it became a mission-driven company?

Well, first and foremost, good morning, mister, the General Director. I'm very happy to be granted those few minutes before the general assembly, and I'm happy to answer your questions. Now your first question, I think that your company has already reached 2 years on, a good maturity in the implementation of its mission for many reasons. 2024, 2025 were years during which you started to roll out your mission to do with -- you had to communicate, to disseminate your objectives to the senior managers, to the operational managers, and also to the staff working at grassroot level. And this is why the Mission Committee observed that you're making very good progress. Second, the management is very much on board. And I would like to pay a tribute to Pascal Roche, who's very involved in the implementation of this mission. And I would like to underline that Brigitte Cachon, she is the Secretary of the Committee, and she is moderating and animating this committee with strong involvement, and that's key for all mission-driven companies. As was said before, I'm very experienced in managing or counseling mission-driven companies. It's very important that management really walks the talk and is exemplary. There were a number of workshops that were organized, and we met with the teams in Paris, but also in the provinces and also in Sweden. And we've realized that the employees are very involved in the implementation of our different objectives. I'm talking about the environment-related objectives. You are very mature when it comes to environment protection. On other indicators, the maturity is lesser. But you're on the right path, I would say, and it will be part of your work in the coming years.

Now can you tell us how the committee -- how you're working with the different regional working groups? And how did you work to potentially challenge the way they work?

Well, thanks to you, we had a number of fruitful meetings in 2024 and in 2025. First, we had meetings during which we met with the teams. And then we organized workshops where we had a very open conversation. We had 4 of such workshops in France. We had 1 in Stockholm in Sweden to talk with the staff. And I think it's a prerequisite, if you will, to introduce ourselves to really understand what you do to get to know the teams. So as we said, many conversations, discussions with the members of the general management, with the ExCom members as well. So we talked with them to really understand the major challenges at hand, because our mission, obviously, is deeply integrated with the activity and the company's business model. Now when it came to governance, we organized regular meetings with, as I said, top management, but also with other players. So during those meetings, we had auditors participating to those meetings. So all in all, I think everybody is on board, the management, but also the teams. And I think all the prerequisites are met to properly roll out this mission and roll it out in all activities of the company.

Now there are many challenges when it comes to our impact and how we can measure this impact. How do you mitigate different aspects? And how do you make an arbitrage between social and societal expectations, but also you need to take on board economic performance?

I would like to insist on the fact that our mission is implemented in a company operating in the health industry, obviously, but we need to be profitable as well, profitable so that we can invest in innovation in the interest of our patients and also improve our capital. So we think that it is essential to prioritize actions and indicators that demonstrate efficiency. We need to be very savvy in the use of our financial resources, and we prioritize those resources, taking into consideration a number of elements. Well, those investments need to be efficient and need to be impactful, impactful on the company activities, but also for all stakeholders. Let me take an example, our environmental objectives. Many initiatives have already been implemented, and I think there's no need to add more environmental initiatives. However, and of course, the secretary and top management agree with that, we all concur in the need to disseminate best practices. So we need to select best practices, so that they really percolate towards the entire company. And one of the challenges of this mission is that we'd like to have the same best practices in France, but also in Sweden. So prioritization, I suppose, is a key word. We do not want to pile more missions or more actions. We just want to select best practices and disseminate those in all of our clinics and hospitals.

My last question. How do you think the role of your committee is going to evolve? Is it going to be more strategic?

Well, the committee is not a governance body. Governance lies with you, the Board of Directors, the ExCom, et cetera. We're here to support, help, and we have a double objective. So we're here to -- we have an oversight role. And also, we're here to stimulate and encourage and give you a nudge, if you will, to implement your mission. So a double role, a double role in the framework of which we have a continuous dialogue with top management. We want to make sure that you deliver on your commitments. We will also oversight progress. But also we want to again help and support the company, so that they can strengthen their commitment. Especially, we will check that in the company's strategy, there will be a place on the agenda for the mission. We'll make sure that the mission is fully integrated in the future company strategy. Before I wrap up, I would like to make 2 comments, general comments. You -- well, the shareholders decided to give a mission to Ramsay Santé and to enshrine this mission in your status. The health industry is a very complex industry. Of course, we have social, societal, technical, ethical considerations, but we also have economical considerations. And this has an impact on staff, but also on our patients. And when you decide to become a mission-driven company, it's a strong challenge when you operate in such an industry. You decided to do so, and I think it's pretty much remarkable. It's very ambitious, and you will be recognized for this ambition. Why? Well, because the mission will improve. Furthermore, the quality of care provided to your patients, but also clients, if you will, at large. And the second reason I think you will be recognized, in France, you know that we go through very complicated times. That's an understatement. The fact that you are a mission-driven company gives you more credibility, I would say. And I think it sets you apart from your competitors. And I'm deeply convinced, and I know you share this vision. I think it's a challenge, but also it's definitely an asset, and it makes you one of the top leading companies in the health industry. Thank you very much. [Presentation]

I would like to ask Ms. Laurence Pinot-Lacan to announce the final results of the votes resolution by resolution.

Resolution #1, 100%. Resolution #2, 100%. Resolution #3, 100%. Resolution #4, 100%. Resolution #5, 100%. Resolution #6, 100%. Resolution #7, 100%. Resolution #8, 100%. Resolution #9, 100%. Resolution #10, 100%. Resolution #11, 100%. Resolution #12, 100%. Resolution #13, 100%. Resolution #14, 100%. Resolution #15, 100%. Resolution #16, 100%. Resolution #17, 97.8%. Resolution #18, 93%. Resolution #19, 100%. All votes have been expressed.

Dear shareholders, thank you for your attention during the discussions at this meeting. The meeting is now adjourned. I wish you all a Merry Christmas and a happy New Year. [Statements in English on this transcript were spoken by an interpreter present on the live call.]