Monitor for the filing of the definitive proxy statement and Schedule 13E-3, which will contain details on the merger consideration, voting mechanics, and the recommendation of the board. The key risk to the deal timeline is regulatory approval and the possibility of a competing bid or shareholder opposition, though Bain's support provides a significant base of committed votes.
How the stock moved after the report
NEUTRAL VIEWSTOCK AT ENTRY AT T+1- T+0 · Oct 28 $23.21entry
- T+1 · 6d ago 0.00%α +1.77% · $23.21
- T+5 · due 6h ago Pending
- T+5 · todayOpen
- T+20 · in 21d Pending
- T+60 · in 3mo Pending
Price Chart
How similar events traded
Executive Summary
Surgery Partners filed additional definitive proxy soliciting materials (DEFA14A) providing talking points and FAQs for company leaders to use in conversations with payors regarding the pending acquisition by HealthSpan Partners (an affiliate of Bon Secours Mercy Health). The all-cash transaction is valued at an enterprise value of approximately $5.7 billion and is expected to close in Q1 2027, subject to shareholder approval, regulatory approvals, and other customary conditions. The filing also notes that Bain Capital affiliates, holding ~38.15% of shares, have entered into a Voting and Support Agreement to roll their stake into the acquiring entity rather than receiving cash consideration.
Key Financial Metrics
Key Facts
- Surgery Partners entered into a definitive agreement to be acquired by HealthSpan Partners, an affiliate of Bon Secours Mercy Health, in an all-cash transaction valued at an enterprise value of approximately $5.7 billion.
- The transaction is expected to close in the first quarter of 2027, subject to shareholder approval, regulatory approvals, and other customary closing conditions.
- Bain Capital affiliates (BCPE Seminole Holdings entities) filed Amendment No. 11 to their Schedule 13D on October 26, 2026, disclosing a Voting and Support Agreement to roll their ~38.15% stake into equity in the acquiring entity rather than receiving the $23.50 per share cash consideration.
- Surgery Partners will become a privately held entity upon completion of the transaction.
- The company's operations, including its name, brand, and headquarters in Brentwood, TN, are expected to remain in place after closing.
- This DEFA14A filing provides talking points and FAQs for company leaders to use in conversations with payors regarding the transaction.
Financial Impact
All-cash transaction valued at approximately $5.7 billion enterprise value; Bain Capital rolling ~38.15% stake into acquiring entity equity rather than receiving cash consideration of $23.50 per share.
Risk Factors
- Transaction may not receive required shareholder approval or regulatory clearances.
- Potential for competing bids or delays in closing conditions.
- Risk that the deal could be terminated if conditions are not satisfied or waived.
- Forward-looking statements subject to numerous uncertainties including market conditions and regulatory developments.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0001104659-26-119681 |
| Document: 0001104659-26-119681-index-headers.html | 0001104659-26-119681 |
| Document: 0001104659-26-119681-index.html | 0001104659-26-119681 |
| Document: 0001104659-26-119681.txt | 0001104659-26-119681 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 28, 2026 6d ago | DEFA14A | $23.21 | awaiting T+5 | awaiting T+5 | $23.23 (+0.06%) |
Oct 27, 2026 7d ago | DEFA14A | $23.24 | awaiting T+5 | awaiting T+5 | $23.23 (−0.06%) |
Oct 26, 2026 8d ago | DEFA14A | $23.36 $23.13 | ▼ −0.98% | ▲ +1.00% | $23.23 (−0.58%) |
Oct 26, 2026 9d ago | SC 13D/A | $23.25 $23.21 | ▼ −0.17% | ▲ +1.09% | $23.23 (−0.11%) |
Oct 26, 2026 9d ago | DEFA14A | $23.25 $23.21 | ▼ −0.17% | ▲ +1.09% | $23.23 (−0.11%) |
Oct 26, 2026 9d ago | 8-K | $23.25 $23.21 | ▼ −0.17% | ▲ +1.09% | $23.23 (−0.11%) |
Oct 13, 2026 21d ago | SC 13G | $14.83 $15.40 | ▲ +3.84% | ▲ +3.39% | $23.23 (+56.61%) |
Sep 17, 2026 6w ago | 8-K | $13.35 $14.20 | ▲ +6.37% | ▲ +5.77% | $23.23 (+73.97%) |
Sep 17, 2026 6w ago | Press Release | $13.35 $14.20 | ▲ +6.37% | ▲ +5.52% | $23.23 (+73.97%) |
Aug 20, 2026 10w ago | Insider Buy | $14.52 $13.69 | ▼ −5.72% | ▼ −6.19% | $23.23 (+59.95%) |
US Market Status
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