The filing confirms Bain's support and the expected Q1 2027 close. The next key milestones are the filing of the definitive proxy statement and Schedule 13E-3, regulatory antitrust review, and the shareholder vote. Monitor for any competing bids or regulatory delays.
Price Chart
Executive Summary
Surgery Partners filed this DEFA14A containing the transcript of an employee town hall discussing the previously announced acquisition by HealthSpan Partners (an affiliate of Bon Secours Mercy Health). The filing is management's soliciting material under Rule 14a-12, confirming Bain Capital's voting agreement to support the deal and providing an expected closing timeline of Q1 2027.
Key Financial Metrics
Key Facts
- Surgery Partners signed an agreement to be acquired by HealthSpan Partners, a contractual affiliate of Bon Secours Mercy Health.
- Bain Capital, the largest shareholder with ~38.15% stake, entered a voting and support agreement to vote all shares in favor of the transaction and roll its equity into the acquiring entity.
- The transaction is expected to close in the first quarter of 2027.
- Surgery Partners will continue to operate under its name, brand, and headquarters in Brentwood, Tennessee, as a private company.
- The filing is soliciting material under Rule 14a-12; a definitive proxy statement and Schedule 13E-3 will be filed later.
Financial Impact
Transaction consideration is $23.50 per share in cash for non-rolling shareholders; Bain Capital rolls its ~38.15% stake into equity of the acquiring entity.
Risk Factors
- Transaction may not receive required stockholder approval despite Bain's support.
- Antitrust review could delay or block the deal, though management expects no significant risk.
- Potential litigation related to the transaction could cause delays or additional costs.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0001104659-26-119164 |
| Document: 0001104659-26-119164-index-headers.html | 0001104659-26-119164 |
| Document: 0001104659-26-119164-index.html | 0001104659-26-119164 |
| Document: 0001104659-26-119164.txt | 0001104659-26-119164 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 28, 2026 4d ago | DEFA14A | $23.21 | awaiting T+5 | awaiting T+5 | $23.21 (−0.00%) |
Oct 27, 2026 5d ago | DEFA14A | $23.24 | awaiting T+5 | awaiting T+5 | $23.21 (−0.13%) |
Oct 26, 2026 6d ago | DEFA14A | $23.36 | awaiting T+5 | awaiting T+5 | $23.21 (−0.64%) |
Oct 26, 2026 6d ago | SC 13D/A | $23.25 | awaiting T+5 | awaiting T+5 | $23.21 (−0.17%) |
Oct 26, 2026 6d ago | DEFA14A | $23.25 | awaiting T+5 | awaiting T+5 | $23.21 (−0.17%) |
Oct 26, 2026 6d ago | 8-K | $23.25 | awaiting T+5 | awaiting T+5 | $23.21 (−0.17%) |
Oct 13, 2026 19d ago | SC 13G | $14.83 $15.40 | ▲ +3.84% | ▲ +3.39% | $23.21 (+56.51%) |
Sep 17, 2026 6w ago | 8-K | $13.35 $14.20 | ▲ +6.37% | ▲ +5.77% | $23.21 (+73.86%) |
Sep 17, 2026 6w ago | Press Release | $13.35 $14.20 | ▲ +6.37% | ▲ +5.52% | $23.21 (+73.86%) |
Aug 20, 2026 10w ago | Insider Buy | $14.52 $13.69 | ▼ −5.72% | ▼ −6.19% | $23.21 (+59.85%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Create a free account Live analysis, Telegram alerts, watchlists and the MCP server for subscribers