Combination creates leading independent surgery company with strong musculoskeletal programs
Bain Capital Private Equity completes acquisition of H.I.G. Capital’s stake in Surgery Partners with the NSH
close
NASHVILLE, Tenn., Aug. 31, 2017 (GLOBE NEWSWIRE) -- Surgery Partners, Inc. (NASDAQ:SGRY) ("Surgery Partners"), a leading
healthcare services company, today announced that it has successfully completed its previously announced acquisition of National
Surgical Healthcare (“NSH”), an owner and operator of surgical facilities in partnership with local physicians.
On May 9, 2017, Surgery Partners announced a definitive merger agreement under which Surgery Partners would acquire NSH from
Irving Place Capital for approximately $760 million. The combination of Surgery Partners and NSH creates an enterprise with
125 surgical facilities across 32 states, with a strong presence in musculoskeletal programs, including orthopedics, pain and
spine. In addition, the combined company operates a network of over 5,000 physicians and ancillary services, resulting in a
diversified surgical provider.
"With the addition of National Surgical Healthcare, Surgery Partners has strengthened its position as the nation’s largest
independent provider of outpatient surgical services. This transaction also enhances our focus on musculoskeletal
specialties, where we anticipate significant growth as commercial payors and Medicare look to transition more procedures to the
outpatient setting," said Mike Doyle, Chief Executive Officer of Surgery Partners. “I would like to welcome the NSH team and
physicians and look forward to working together to further develop our network healthcare services."
Financing for the deal consists of Surgery Partners’ recently completed offering of $370 million in 6.750% senior unsecured
notes due 2025, a new $1.29 billion term loan and a new preferred security purchased by Bain Capital Private Equity. At
closing, the Company remains well capitalized with sufficient liquidity to fund both internal and acquisition driven growth
initiatives, with cash on the balance sheet in excess of $180 million, in addition to a revolver entirely undrawn at close.
Simultaneously with the closing of this transaction, Bain Capital Private Equity, as previously announced, has completed its
purchase of H.I.G. Capital’s 54% stake in Surgery Partners at $19 per share.
Jefferies LLC acted as the exclusive financial advisor to Surgery Partners and provided committed financing to the company for
the transaction. Ropes & Gray LLP served as legal counsel to Surgery Partners, and PwC LLP has acted as accounting advisor to
Surgery Partners and Bain Capital Private Equity. Kirkland & Ellis LLP acted as legal counsel to Bain Capital Private
Equity. J.P. Morgan Securities LLC acted as financial advisor to NSH, and Weil, Gotshal & Manges LLP as legal advisor to NSH
and Irving Place Capital.
About Surgery Partners
Headquartered in Nashville, Tennessee, Surgery Partners is a leading healthcare services company with a differentiated outpatient
delivery model focused on providing high quality, cost effective solutions for surgical and related ancillary care in support of
both patients and physicians. Founded in 2004, Surgery Partners is one of the largest and fastest growing surgical services
businesses in the country. With the addition of National Surgical Healthcare, the company now operates more than 180
locations in 32 states, including ambulatory surgical facilities, surgical hospitals, a diagnostic laboratory, multi-specialty
physician practices and urgent care facilities.
About Bain Capital Private Equity
Bain Capital Private Equity (www.baincapitalprivateequity.com) has partnered closely with management teams to provide the
strategic resources that build great companies and help them thrive since our founding in 1984. Our team of more than 220
investment professionals creates value for our portfolio companies through our global platform and depth of expertise in key
vertical industries, including industrials, consumer/retail, financial and business services, healthcare, and technology, media and
telecommunications. We have a history of successful investments across a broad range of healthcare sectors including service
providers, facilities, life sciences, devices, and distribution. Our experience owning industry leading facilities-based
healthcare businesses includes HCA Healthcare, Acadia Healthcare Company, Air Medical Group Holdings, Grupo NotreDame Intermedica
and Aveanna Healthcare, among others. In addition to private equity, Bain Capital invests across asset classes including credit,
public equity and venture capital, and leverages the firm’s shared platform to capture opportunities in strategic areas of
focus.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements regarding certain growth and liquidity expectations. These forward-looking statements involve certain
risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements.
These forward-looking statements speak only as of the date of this release. We expressly disclaim any obligation or undertaking to
disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in our expectations
with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Contacts: Surgery Partners, Inc. Teresa Sparks, Chief Financial Officer (615) 234-8940 IR@surgerypartners.com
