Surgery Partners sale to HealthSpan rises to $6 billion

Surgery Partners Inc. and HealthSpan Partners announced on Monday that they are amending their merger agreement to raise the offer price to $25 per share. The modified transaction values the Brentwood-based company at up to approximately $6 billion in enterprise value. This represents an increase from the initial agreement of $5.7 billion, which was disclosed on Oct. 26.

The price hike followed an unsolicited proposal from an unidentified third party, according to a joint press release. Surgery Partners shareholders originally were set to receive $23.50 in cash per share under the previous terms. The new deal adds a provision for monthly cash payments to stockholders, excluding Bain Capital affiliates, if shareholder approval passes but the merger is not finalized by March 1, 2027.

Market reaction was immediate. Surgery Partners shares, traded on Nasdaq under the ticker SGRY, closed at $26.45 on Monday. This marked a 14.01 percent gain, or $3.25 per share. Trading volume reached 17.05 million shares, far exceeding the previous daily average of 3.64 million. In premarket trading on Tuesday, shares dipped slightly to $26.20.

Bain Capital Private Equity remains a major player in the transaction. The firm owns approximately 39 percent of Surgery Partners and is the largest shareholder. Bain Capital will retain its ownership interest and serve as a significant partner following the deal's completion.

The merger will integrate more than 200 locations across 30 states and approximately 5,000 affiliated physicians into the HealthSpan Partners platform. HealthSpan is an affiliate of Bon Secours Mercy Health, a Cincinnati-based Catholic healthcare network. Surgery Partners will keep its name, brand, and local headquarters. Its stock will be delisted from the Nasdaq exchange when the transaction closes.

HealthSpan Partners, also based in Cincinnati, will finance the purchase using existing cash and new debt. Financing commitments for the deal have been secured. The companies expect to complete the transaction in the first quarter of 2027.