Update on Cromwell acquisitions

Market Announcement
25 June 2024

UPDATE ON CROMWELL ACQUISITIONS

Further to the announcement of 24 April 2024, Promisia Healthcare Limited (Promisia) (NZX: PHL) is
pleased to update the market on its progress in acquiring Golden View Lifestyle Village and
Ripponburn Lifestyle Village in Cromwell.
About the Cromwell Acquisitions
These acquisitions will expand Promisia’s network, with an additional 106 care beds, including a
specialist dementia unit, and 137 independent living villas and apartments. The transaction will be
immediately earnings accretive for Promisia, with Golden View and Ripponburn currently generating
annualised revenue of approximately $10.5m, equal to approx. 40% of Promisia’s FY24 operating
revenue of $26.3m.
Transaction progress
The transaction remains conditional on finance, shareholder and regulatory approvals, and other
material adverse change conditions.
Promisia can advise that it has agreed with the vendors of Golden View and Ripponburn to extend
the date for satisfying the finance condition for the acquisitions to 31 July 2024, with completion
scheduled for 14 August 2024.
Promisia has received a debt finance offer of $7.5 million from the Bank of New Zealand to support
the Cromwell acquisitions and is now working to satisfy the conditions precedent of that offer. The
conditions include:
• Promisia raising at least $3 million of new capital; and
• Promisia reaching an unconditional agreement for the sale of its Eileen Mary facility in
Dannevirke with expected sale proceeds of $3 million after debt. Promisia can advise that it
is in negotiations with a buyer who is undertaking due diligence. The transaction is
proceeding, and we will update the market in due course.

Promisia intends to hold a special shareholders meeting on 31 July 2024 to vote on the transaction.
A notice of meeting will be released to market and sent to shareholders in approximately 2 weeks’
time.
Capital Raising
To satisfy the above new capital condition, Promisia intends to undertake a capital raising in July
2024. The capital raising will be structured as a combination of placements and a share purchase
plan offer to all shareholders. The Board will set pricing and terms for the capital raise in the next
week and will update the market at that time.
BNZ offer of refinancing and extensions for $13.1 million
In addition to financing the Cromwell acquisitions, BNZ has offered to extend $6.6 million of existing
facilities that were scheduled to mature on 18 October 2024 for a further two years.

Furthermore, BNZ has offered to refinance the existing $6.5 million loan Promisia has with Senior
Trust. The Senior Trust loan is currently scheduled to mature on 30 October 2024.
The Board of Promisia is delighted to receive this lending offer and views it as an endorsement of the
strong operational and financial performance of its existing aged care facilities since they were
acquired four years ago.
ENDS

Authority for this announcement:
Rhonda Sherriff, Chair, Promisia Healthcare Limited
For more information, please contact:
Francisco Rodriguez Ferrere, General Manager – Finance, Promisia Healthcare Limited
Phone: +64 21 245 1801 or email: Francisco.rf@promisia.co.nz
About Promisia Healthcare
Promisia is a New Zealand based aged care and retirement living provider, with a focus on delivering
quality personalised care. Our aim is to be the aged care provider of choice in our communities. Our
facilities are located in well-established and well serviced towns and metropolitan areas. Our goal is
to profitably grow our business in a sustainable manner, delivering quality care to our residents,
peace of mind to their families and whanau, and excellent value to our villages, community and
shareholders. Promisia is listed on the NZX (NZX: PHL). http://www.promisia.co.nz.