ORPEA: Availability of the Third Amendment to the 2022 Universal Registration Document and Estimates to Date for the 2023 Financial Year
18 Januar 2024 - 8:00AM
Business Wire
EBITDAR 2023 Estimated at Around €690 Million1,
-2.8% Below the Forecast of €710 Million Published on 6 November
2023
Regulatory News:
ORPEA (Paris:ORP) (the "Company") reminds that a Third
Amendment (the "Amendment" or the "Third Amendment")
(link) to the 2022 Universal Registration Document (the
"Universal Registration Document" or "URD") was filed
on 17 January 2024 under reference number D.23-0461-A03 with the
Autorité des marchés financiers. The Third Amendment is part of the
prospectus approved on 17 January 2024 by the Autorité des marchés
financiers under reference number 24-006 for the purposes of the
rights issue in the amount of 390 million euros announced today by
the Company.
The Company points out that the Third Amendment includes, in
Chapter 4, the Company's estimated financial data for the year
ended 31 December 2023. This information was reviewed by the
Company's Board of Directors on 16 January 2024, and has not been
audited by the Company's statutory auditors. The final consolidated
financial statements may therefore differ from these estimated
financial data.
Based in particular on an average Group occupancy rate estimated
at 83.1% (compared with a forecast of 83.5% set out in the First
Amendment to the Universal Registration Document dated 10 November
2023 (the "First Amendment")), on personnel costs, excluding
headquarters costs, estimated at 62.2% of sales (compared with a
forecast of 61.2% set out in the First Amendment, the Group having
experienced a lower occupancy rate than initially forecasted and
salary increases in certain countries towards the end of the 2023
financial year), and on headquarters costs estimated at 6.8% of
sales (compared with a forecast of 7.1% set out in the First
Amendment), the Company estimates that:
- revenue in 2023 is expected to come in at around 5.2 billion
euros, in line with the forecast set out in the First Amendment
;
- EBITDAR 2023 is expected to be around 690 million euros, -2.8%
below the 710 million euros forecast set out in the First
Amendment;
- Pre-IFRS 16 2023 EBITDA is expected to be around 210 million
euros, compared with the forecast set out in the First Amendment of
around 230 million euros.
- the Group's cash position at 31 December 2023 is estimated at
around 639 million euros, very close to the level set out in the
First Amendment (637 million euros), despite the fact that the
payment of salaries in France was executed earlier, i.e end of
December vs beginning of January, with an impact of 60 million
euros.
The Company also anticipates that, as of the date of this Third
Amendment, the following items are likely to have a material impact
on the consolidated income statement for the year ended 31 December
2023:
- an accounting entry in respect of the financial restructuring
operations carried out in 2023, and more specifically the
conversion into equity of ORPEA S.A.'s Unsecured Debt: in
accordance with the provisions of IFRS 9 (IFRIC 19 interpretation),
the Group will recognize a positive impact (non-cash) on Group net
income of around 2.7 billion euros, corresponding mainly to the
difference between :
- on the one hand, the book value of ORPEA S.A.'s Unsecured Debt
repaid and/or equitized (i.e. nearly 3.9 billion euros) on the
settlement-delivery date of the Equitisation Capital Increase on 4
December 2023; and
- on the other hand, the value received as consideration in cash
(72 million euros) and in the form of new shares issued as part of
the Equitisation Capital Increase (this consideration representing
a fair value of around 964 million euros based on a closing share
price of 0.0152 euro on 4 December 2023, the settlement-delivery
date of the Equitisation Capital Increase),
net of miscellaneous expenses related to the financial
restructuring incurred during 2023 and/or provisioned at 31
December 2023 (approximately 120 million euros);
- a negative impact on net income (non-cash) due to additional
impairments on assets (non-cash) carried on the balance sheet at 31
December 2023, amounting to around 0.4 billion euros, mainly as a
result of revised real estate yields (up 0.5% on average), weighted
average costs of capital in certain countries, and business plans
at facility level as part of the impairment tests carried out under
IAS 36.
With regard to the 2024-2025-2026 financial years, the Company
confirms all the outlooks presented in paragraph 5.5.2 of the First
Amendment, and in particular the objectives, by 2026, of an EBITDAR
margin of 19%, net debt (excluding IFRS adjustments and IFRS 16)
reduced to close to 3.6 billion euros, and the ratio of net debt to
pre-IFRS 16 EBITDA (financial leverage) at 5.5x.
All these items are based on data, assumptions and estimates
considered reasonable by the Group as of today.
The consolidated financial statements prepared in accordance
with IFRS rules for the year ended 31 December 2023, which will be
the subject of a statutory audit report by the Company's Statutory
Auditors, are expected to be released during May 2024 at the
latest.
The table below summarizes the estimated financial data for the
year ended December 31, 2023 presented above, compared with the
forecasts for the year ended December 31, 2023 presented in
paragraph 5.5.1 of the First Amendment:
2023 (estimated
financial data as set
out in the Third
Amendment)
2023 (forecast for the
year ending 31
December 2023 as
set out in the First
Amendment)
Gap estimated data
vs forecast
Revenue
c. €5.2 billion
c. €5.2 billion
unchanged
EBITDAR
c. €690 million
c. €710 million
-2.8%
EBITDA pre-IFRS 16
c. €210 million
c. €230 million
-8.7%
Cash position
€639 million
€637 million
+0.3%
General information
The 2022 Universal Registration Document and its amendments are
available on the website of the Autorité des marchés financiers
(www.amf-france.org) and on the Company's website at
www.orpea-group.com/en, under Publications / Universal registration
document. They can also be sent by e-mail upon request to the
following address: financegroupe@orpea.net and are available free
of charge on written request from ORPEA, Service Relations
Investisseurs, 12 rue Jean Jaurès - 92800 Puteaux.
DISCLAIMER
This document contains forward-looking statements that involve
risks and uncertainties, including those included or incorporated
by reference, concerning the Group's future growth and
profitability, which could cause actual results to differ
materially from those indicated in the forward-looking statements.
These risks and uncertainties relate to factors that the Company
cannot control or estimate precisely, such as future market
conditions. The forward-looking statements contained in this
document constitute expectations of future events and should be
regarded as such. Actual events or results may differ from those
described in this document due to a number of risks or
uncertainties described in Chapter 2 of the 2022 Universal
Registration Document dated 7 June 2023, as amended in Chapter 2 of
the first, second and third amendments to the Company's 2022
Universal Registration Document dated 10 November 2023, 5 December
2023 and 17 January 2024, available on the Company's website and
that of the Autorité des marchés financiers
(www.amf-france.org).
About ORPEA
ORPEA is a leading global player, expert in providing care for
all types of frailty. The Group operates in 20 countries and covers
three core businesses: care for the elderly (nursing homes,
assisted living facilities, homecare and services), medical and
rehabilitation care and mental health care (specialized clinics).
It has more than 76,000 employees and welcomes more than 267,000
patients and residents each year.
https://www.orpea-group.com/en
Since December 2023, the ORPEA Group has been 50.2% owned by
Caisse des Dépôts, CNP Assurances, MAIF and MACSF Epargne
Retraite.
ORPEA is listed on Euronext Paris (ISIN: FR0000184798) and is a
member of the SBF 120 and CAC Mid 60 indices.
______________________________ 1 Unaudited figures
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Investor Relations ORPEA Benoit Lesieur Investor
Relations Director b.lesieur@orpea.net
Toll-free number for shareholders : 0 805 480 480
Investor Relations NewCap Dusan Oresansky 01 44 71
94 94 ORPEA@newcap.eu
Press Relations ORPEA Isabelle Herrier-Naufle
Press Relations Director 07 70 29 53 74
i.herrier-naufle@orpea.net
Image7 Charlotte Le Barbier // Laurence Heilbronn 06 78
37 27 60 - 06 89 87 61 37 clebarbier@image7.fr
lheilbronn@image7.fr
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