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Ascendis to refinance debt using a Domestic Medium Term Note Programme
ASCENDIS HEALTH LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/005856/06)
ISIN: ZAE000185005
JSE share code: ASC
(“Ascendis” or “the Company”)
ASCENDIS FINANCIAL SERVICES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2012/021393/07)
JSE code: ASFS
ASCENDIS TO REFINANCE EXISTING DEBT THROUGH THE INTRODUCTION OF ZAR1.06
BILLION DEBT AND THE ESTABLISHMENT OF A ZAR2.0 BILLION DOMESTIC MEDIUM TERM
NOTE PROGRAMME
Ascendis is pleased to announce that it has successfully concluded a ZAR1.06 billion debt refinance
programme involving several domestic banks and primary debt capital market investors. The debt
refinance includes a Term Facility, Revolving Credity Facility (“RCF”), general banking facilities and a
trade finance facilty (“Debt Facilities”) as well as a debut issue by Ascendis Financial Services Limited
under a Domestic Medium Term Note Programme (“DMTN Programme”) (collectively the “Debt
Package”).
1. RATIONALE FOR THE REFINANCING
The Standard Bank of South Africa Limited (acting through its Corporate and Investment Banking
division) (“Standard Bank”), arranged a ZAR450 million bridge to bond facility in July 2013 with the
intention of this being replaced by a more permanent capital structure over the short to medium term.
Ascendis management is also intent on rationalising banking facilities in order to streamline group
banking and treasury functions. As such, Ascendis has concluded negotiations with various domestic
funders to implement the Debt Package, the salient terms of which are outlined below.
Furthemore, for Ascendis to successfully execute its ongoing strategy of acquiring attractive
businesses within the health and care industry it is important to establish and maintain a diversified,
competitively priced funding base. The Debt Package therefore not only incorporates obligations with
varying maturity horizons, but also seeks to appropriately price these various commitments according
to Ascendis’ corporate risk profile. Specifically, it provides the Company with a mechanism to
efficiently access the primary debt capital market as Ascendis continues to expand. Accordingly, the
Debt Package includes a ZAR2.0 billion DMTN Programme listed on the Interest Rate Market of the
JSE Limited (“JSE”), with a ZAR400 million debut issue by Ascendis Financial Services Limited, on an
unlisted basis.
Ascendis believes the successful implementation of this Debt Package, less than a year after listing its
equity securities on the JSE, is further evidence of the market’s growing support for the Company as a
leading health and care business. Management remains committed to proactively manage Ascendis’
financial position, thereby ultimately seeking to unlock lasting shareholder value.
2. THE DEBT PACKAGE
The institutional support for the Debt Package is demonstrated through the participation of a number
of key South African financial institutions and primary debt capital market investors including Standard
Bank and Nedbank Group Limited (acting through its Nedbank Capital division) (“Nedbank”) as
mandated lead arrangers for the Term Debt and RCF, FirstRand Bank Limited (acting through its First
National Bank division) (“FNB”) as participant to the Term Debt and RCF, Futuregrowth Asset
Management Proprietary Limited (a wholly owned subsidiary of Old Mutual Plc) (“Futuregrowth”) and
Sanlam Limited (“Sanlam”) (collectively, the “Finance Partners”). The Finance Partners have jointly
agreed to participate in the Debt Package in the following capacities:
• Within the DMTN Programme, Futuregrowth and Sanlam have initially subscribed for ZAR400
million of secured, unlisted notes (“Notes”). The Notes are senior, secured, unrated and
unlisted notes, ranking parri passu within the Debt Package. The tenor of the Notes is 5 years
and the capital payment structure is a bullet settlement at the redemption date, being
September 2019.
• Within the Debt Facilities, Standard Bank, Nedbank and FNB have collectively provided the
ZAR450 million Term Debt and RCF Facilities on market related terms. The Term Debt
component comprises ZAR200 million and matures in September 2019. The RCF comprises
ZAR250 million and will afford Ascendis with three years of revolving credit, intended to be
periodically refinanced via the DMTN Programme, as the board of directors deem appropriate
to finance the Company’s ongoing requirements.
• Standard Bank, Nedbank and FNB have provided additional general banking facilities to the
Ascendis Group amounting to R210m.
3. THE DMTN PROGRAMME
The establishment of the DMTN Programme provides Ascendis with a mechanism to grow its funding
base in line with its earnings by regularly accessing the primary debt capital market, up to a total
aggregate value of ZAR2 billion. Ascendis Financial Services Limited intends issuing further notes
under the DMTN Programme.
Any application to subscribe for Notes issued by Ascendis Financial Services Limited in terms of its
DMTN Programme should be made only on the basis of the information contained in the formal
programme memorandum approved by and listed on the Interest Rate Market of the JSE (the
“Programme Memorandum”). The Programme Memorandum contains detailed information regarding
Ascendis Financial Services Limited and the Company and its management as well as financial data
relating to Ascendis Financial Services Limited and the Company.
The Ascendis board of directors is pleased to have achieved this significant milestone in the history of
the Company which promises to place Ascendis in an optimal position to capture further growth
opportunities.
29 September 2014
Johannesburg
Financial Advisor
Coast2Coast Investments Proprietary Limited
Debt Sponsor
The Standard Bank of South Africa Limited
Arranger of DMTN Programme and Notes
The Standard Bank of South Africa Limited
Legal Advisors to Ascendis Health Limited on the DMTN Programme and Notes
Bowman Gilfillan
Mandated Lead Arrangers on Debt Facilities
The Standard Bank of South Africa Limited and Nedbank Limited
Legal Advisors to Mandated Lead Arrangers on the Debt Facilities
Bowman Gilfillan
Sponsor
Investec Bank Limited
Date: 29/09/2014 01:38:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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