CHRISTCHURCH: Promisia Healthcare Ltd. has entered into a conditional agreement to acquire Chatswood Retirement Village in Opawa, Christchurch, for $25 million, a move that is expected to immediately strengthen its foothold in the city’s eastern suburbs.
The acquisition, announced Thursday, includes the purchase of shares in the two companies that own and operate the facility. Chatswood is a purpose-built, modern care home comprising 100 beds and units, including 29 care beds, 42 care suites and 29 serviced apartments that provide rest home, hospital-level and assisted-living care.
The facility recently received a four-year certification from the Ministry of Health — the highest certification period available under New Zealand’s aged care framework — reflecting its strong clinical care and operating standards.
Promisia, which is listed on the NZX under the ticker PHL, said the acquisition is expected to be immediately accretive to its underlying EBITDA and operating free cash flow. Based on current occupancy and operations, the company projects Chatswood will contribute annualized underlying EBITDA of approximately $2.3 million to $2.8 million, including deferred management fee income.
“Chatswood is a high-quality acquisition and a clear strategic fit for Promisia,” said Francisco Rodriguez Ferrere, Promisia’s chief financial officer. “It complements Aldwins House, broadens our Christchurch offering and gives us a materially stronger position in East Christchurch.”
The acquisition is highly complementary to Aldwins House, Promisia’s existing Christchurch care home, and together they give the company two of East Christchurch’s largest care homes. The combination creates a broader integrated offering across rest home, hospital-level care, care suites, serviced apartments and ORA-based retirement living.
Promisia said the deal supports its strategy of developing strong regional clusters, creating opportunities for greater operating efficiency, stronger local recognition and improved service delivery. Chatswood also offers attractive medium-term development and expansion potential, with approximately 2,600 square meters of development land.
“Our strategy is to build strong local clusters in the communities we serve, improving local recognition and offering residents a wider range of care and accommodation options,” Rodriguez Ferrere said. “Chatswood fits this model well and is expected to be immediately accretive to underlying earnings and operating free cash flow.”
The purchase price is $25 million, subject to customary working capital adjustments. The consideration comprises $24 million payable in cash at completion; $500,000 satisfied through the issue of Promisia ordinary shares at $0.50 per share to Rhonda Sherriff; and $500,000 satisfied through the issue of a Promisia convertible note to the other vendor. The convertible note may be converted into shares at the option of the holder any time over the 12-month period following completion at a conversion price of $0.50 per share.
The $0.50 price for both the shares and conversion of the convertible note was agreed in April 2026 as part of the overall commercial negotiations and represented a premium to Promisia’s prevailing market price at that time. The cash component of the transaction will be funded through cash on hand and approved bank financing.
Completion is scheduled for Oct. 1, 2026, subject to shareholder approval, required NZX approvals, usual regulatory approvals, statutory supervisor approval and an outstanding Certificate of Code Compliance being issued for recently completed building works at Chatswood. Promisia expects to seek shareholder approval at its annual shareholders’ meeting, currently scheduled to be held on Aug. 27, 2026. Further detail will be provided in the Notice of Meeting.
The vendors include interests associated with Promisia Chair Rhonda Sherriff, who holds a 50% stake in Chatswood. Sherriff has not participated in Promisia’s consideration, negotiation or approval of the transaction, the company said. The transaction has been considered and approved by the Promisia Board excluding Sherriff.
Promisia Healthcare is a New Zealand aged care and retirement living provider. The company is listed on the NZX (NZX: PHL) and operates care homes and retirement villages in well-established towns and metropolitan areas across the country.
