Surgery Partners, Inc. Announces Pricing of $370 Million Senior Note Offering

NASHVILLE, Tenn., June 19, 2017 -- 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

[email protected]