Key Takeaways
- • Surgery Partners (Nasdaq: SGRY) will be acquired by HealthSpan Partners, a contractual affiliate of Bon Secours Mercy Health, in an all-cash deal valuing the surgical services provider at $5.7B.
- • Shareholders other than Bain Capital affiliates will receive $23.50 per share in cash.
- • Bain Capital, the largest shareholder with roughly 39% of outstanding shares, has agreed to vote its stake in favor of the transaction and will roll over its existing equity at closing.
- • The transaction is expected to close in Q1 2027, subject to Surgery Partners shareholder approval, regulatory approvals and other customary conditions.
- • Upon closing, Surgery Partners will delist from Nasdaq and become privately held, with its name, brand and headquarters expected to remain in place.
Summary
Under the terms of the agreement, Surgery Partners shareholders, excluding affiliates of Bain Capital Private Equity, will receive $23.50 in cash per share. Bain Capital, which collectively owns around 39% of Surgery Partners' outstanding shares and is the company's largest shareholder, has entered into a voting and support agreement. Under that agreement, Bain Capital will vote all of its shares in favor of the transaction and has agreed to govern the rollover of its existing equity interests in Surgery Partners at closing.
The transaction is expected to close in the first quarter of 2027. Completion is subject to approval by Surgery Partners shareholders, receipt of regulatory approvals and satisfaction of other customary closing conditions.
Upon closing, Surgery Partners' operations, including its name, brand and headquarters, are expected to remain in place. The company's common stock will no longer be publicly listed on the Nasdaq Stock Exchange, and Surgery Partners will become a privately held company.
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