The take-private is complete. SEM shares will cease trading on the NYSE and will be deregistered. Traders holding SEM should have already tendered shares for the $16.50 cash consideration. No further trading action is possible in the public market. Monitor for any appraisal rights litigation or post-closing adjustments, but the primary event is concluded.
Price Chart
Executive Summary
Select Medical Holdings Corporation (SEM) was acquired by a consortium led by Robert A. Ortenzio, Martin F. Jackson, and Welsh, Carson, Anderson & Stowe (WCAS) in a take-private transaction that closed on June 30, 2026. Shareholders received $16.50 per share in cash, representing an ~18% premium to the unaffected price. The company simultaneously entered into a $1 billion incremental term loan facility to help finance the acquisition. As a result, SEM common stock is being delisted from the NYSE and will be deregistered, with the company becoming a wholly-owned indirect subsidiary of the acquirer.
Key Financial Metrics
Key Facts
- Merger closed on June 30, 2026, effective July 1, 2026 at 12:01 a.m.
- Shareholders received $16.50 per share in cash, valuing the company at approximately $3.9 billion.
- The purchase price represents an ~18% premium over the unaffected share price of $13.98 (Nov 24, 2025) and ~25% over the 90-day VWAP.
- Aggregate purchase price paid for all outstanding shares was approximately $1.7 billion.
- A new $1,000,000,000 Tranche B-3 Term Loan facility was established under the existing credit agreement to fund the acquisition.
- WCAS XIV, L.P. and other investors contributed at least 25% of the total consideration as equity.
- SEM common stock is being delisted from the NYSE and the company will file a Form 15 to suspend SEC reporting obligations.
- Seven directors (William H. Frist, Daniel J. Thomas, Katherine R. Davisson, Parvinderjit S. Khanuja, James S. Ely III, Thomas A. Scully, Marilyn B. Tavenner) resigned; Russell L. Carson, David S. Chernow, and Robert A. Ortenzio now serve as directors.
- Current officers, including Robert A. Ortenzio and Martin F. Jackson, will continue to lead the business.
- The company's certificate of incorporation and bylaws were amended and restated.
Financial Impact
Shareholders received $16.50 per share in cash, a total equity value of approximately $1.7 billion for the public float. The enterprise value is approximately $3.9 billion. A new $1 billion term loan was added to the company's debt structure.
Risk Factors
- Potential appraisal rights litigation from shareholders who dissented and demand fair value above $16.50.
- Integration risk for the newly leveraged company under private equity ownership.
- No further public market liquidity for SEM shares.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001104659-26-079643 |
| Document: tm2619266d7_ex3-2.htm | 0001104659-26-079643 |
| Document: tm2619266d7_8k.htm | 0001104659-26-079643 |
| Document: tm2619266d7_ex3-1.htm | 0001104659-26-079643 |
| Document: tm2619266d7_ex99-1.htm | 0001104659-26-079643 |
| Document: 0001104659-26-079643-index-headers.html | 0001104659-26-079643 |
| Document: 0001104659-26-079643-index.html | 0001104659-26-079643 |
| Document: 0001104659-26-079643.txt | 0001104659-26-079643 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Jul 13, 2026 11w ago | 15-12G | โ | awaiting T+1 | โ | โ |
Jul 1, 2026 13w ago | 25-NSE | $16.52 awaiting T+1 | awaiting T+1 | โ | โ |
Jul 1, 2026 13w ago | 8-K | $16.52 awaiting T+1 | awaiting T+1 | โ | โ |
Jun 26, 2026 13w ago | 8-K | $16.53 $16.51 | โผ โ0.12% | โผ โ0.90% | โ |
Apr 30, 2026 22w ago | 8-K | $16.38 $16.38 | ยท 0.00% | โผ โ0.34% | โ |
Apr 15, 2026 24w ago | PREM14A | $16.38 $16.39 | โฒ +0.06% | โผ โ0.19% | โ |
Mar 4, 2026 30w ago | DEFA14A | $16.25 $16.25 | ยท 0.00% | โฒ +0.57% | โ |
Mar 3, 2026 30w ago | DEFA14A | $16.26 $16.25 | โผ โ0.06% | โผ โ0.82% | โ |
US Market Status
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