Surgery Partners, Inc. Announces Pricing of $370 Million Senior Note Offering
June 19 2017 - 07:46PM
Surgery Partners, Inc. (NASDAQ:SGRY) (“Surgery Partners”) today
announced that its wholly owned subsidiary, SP Finco, LLC (the
“Initial Issuer”), to be merged with and into, Surgery Center
Holdings, Inc. (“SCH”), a wholly owned subsidiary of Surgery
Partners, priced $370,000,000 aggregate principal amount of 6.750%
senior unsecured notes due 2025 (the “notes”) in a previously
announced private offering exempt from the registration
requirements of the Securities Act of 1933, as amended (the
“Securities Act”). The offering is expected to close into escrow on
June 30, 2017, prior to the closing of the NSH Acquisition (as
defined below), subject to certain customary closing conditions.
The funds held in the escrow account, which will include the gross
proceeds from this offering, will be released from escrow to SCH
upon the occurrence of certain events specified in the escrow
agreement.
SCH intends to use the net proceeds from this
offering to partially finance the acquisition (the “NSH
Acquisition”) of National Surgical Hospitals, Inc. (“NSH”),
refinance its existing credit facilities, repay certain debt of
NSH, pay fees and expenses associated with this offering and for
general corporate purposes.
Upon the closing of the NSH Acquisition and the
entry into new senior secured credit facilities, among other
things, the notes will be guaranteed on a senior unsecured basis by
certain domestic wholly-owned restricted subsidiaries of SCH that
will guarantee SCH’s obligations under the new senior secured
credit facilities, including by NSH and certain of NSH’s domestic
wholly-owned subsidiaries that will constitute a restricted
subsidiary and will guarantee the new senior secured credit
facilities.
This press release shall not constitute an offer to
sell or a solicitation of an offer to buy securities, nor shall
there be any offer, solicitation or sale in any jurisdiction in
which, or to any person to whom, such offer, solicitation or sale
would be unlawful. The notes are being offered and sold only to
“qualified institutional buyers” in the United States pursuant to
Rule 144A under the Securities Act, and to non-U.S. persons outside
the United States in reliance on Regulation S under the Securities
Act. The notes have not been, and will not be, registered under the
Securities Act or any state securities laws and may not be offered
or sold in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act
and applicable state laws.
About Surgery Partners, Inc.
Headquartered in Nashville, Tennessee, Surgery
Partners, Inc. 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 more than 150
locations in 29 states, including ambulatory surgical facilities,
surgical hospitals, a diagnostic laboratory, multi-specialty
physician practices and urgent care facilities.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1995 relating to
the expected closing of the notes offering, the expected closing of
the NSH Acquisition and the entry into new senior secured credit
facilities, the expected refinancing of SCH’s existing credit
facilities and SCH’s intention to apply the resulting net proceeds
of the notes. Such statements are based on current expectations and
beliefs only, and involve risks and uncertainties and assumptions
relating to our operations, financial condition, business,
prospects, growth strategy and liquidity, the realization of which
may cause our actual results to differ materially from those
projected by such forward-looking statements. The forward-looking
statements made in this press release are made only as of the date
of the hereof. Except as required by law, Surgery Partners
undertakes no obligation to update any forward-looking statement,
whether as a result of new information or otherwise.
Contact
Teresa Sparks, CFO
Surgery Partners, Inc.
(615) 234-8940
IR@surgerypartners.com
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