Surgical Care Affiliates, Inc. Announces Closing of Secondary Public Offering of Common Stock and Exercise in Full of Option ...
April 01 2015 - 11:47AM
Surgical Care Affiliates, Inc. (Nasdaq:SCAI) ("SCA") today
announced the closing of its underwritten public offering of
7,000,000 shares of common stock at a price of $33.25 per share by
certain existing stockholders of SCA (the "Selling Stockholders"),
including certain affiliates of TPG Global, LLC and certain
directors and officers of SCA. In connection with the offering, the
underwriters exercised in full their option to purchase an
additional 1,050,000 shares of common stock from certain of the
Selling Stockholders. As a result, the total offering size was
8,050,000 shares of common stock. SCA did not sell any shares of
common stock in the offering and did not receive any proceeds from
the sale of the shares of common stock by the Selling Stockholders.
Goldman, Sachs & Co., Citigroup Global Markets Inc. and J.P.
Morgan Securities LLC acted as joint book-running managers and as
representatives of the underwriters for the offering. In addition,
Barclays Capital Inc., BofA Merrill Lynch, Deutsche Bank Securities
Inc. and SunTrust Robinson Humphrey, Inc. acted as joint
book-running managers for the offering. BMO Capital Markets Corp.,
TPG Capital BD, LLC and Morgan Stanley & Co. LLC acted as
co-managers for the offering.
As a result of the closing of the offering, certain affiliates
of TPG Global, LLC own less than 50% of the total number of
outstanding shares of common stock of SCA, and SCA ceases to be a
"controlled company" under NASDAQ listing rules.
A registration statement relating to the shares of common stock
sold by the Selling Stockholders was declared effective by the U.S.
Securities and Exchange Commission (the "SEC") on March 26, 2015. A
copy of the registration statement can be accessed through the
SEC's website at www.sec.gov. The offering was made only by means
of a final prospectus forming part of the effective registration
statement. Copies of the final prospectus may be obtained from
Goldman, Sachs & Co., Attn: Prospectus Department, 200 West
Street, New York, NY 10282, telephone: (866) 471-2526, facsimile:
(212) 902-9316, e-mail: prospectus-ny@ny.email.gs.com; from
Citigroup Global Markets Inc., c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717, telephone: (800)
831-9146; or from J.P. Morgan Securities LLC, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
telephone: (866) 803-9204.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of,
these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such state or
jurisdiction.
About Surgical Care Affiliates
SCA partners with physicians, health systems and payers to
develop and implement surgery strategies across the
country. As of December 31, 2014, SCA operated 186 surgical
facilities - including ambulatory surgery centers, surgical
hospitals and one sleep center - in partnership with approximately
2,000 physicians and in affiliation with 42 health systems across
the country. SCA's clinical systems, service line growth
strategies, benchmarking processes and efficiency programs create
measurable advantage for surgical facilities - clinically,
operationally and financially.
CONTACT: Pete Clemens
Executive Vice President & CFO
Surgical Care Affiliates, Inc.
(205) 307-5250
peter.clemens@scasurgery.com
Leslie Wachsman
Vice President, Finance
Surgical Care Affiliates, Inc.
(847) 267-9823
leslie.wachsman@scasurgery.com
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