Surgery Partners (SGRY) and Bain Capital Conclude Discussions

Board reaffirms its confidence in the Company’s long-term growth prospects; Company reiterates full-year 2025 financial guidance

Company expects to host an Investor Day in the second half of 2025 to discuss its future growth plans and long-term outlook
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Surgery Partners, Inc. (NASDAQ: SGRY) (“Surgery Partners” or the “Company”), a leading short-stay surgical facility owner and operator, today announced that a Special Committee of independent directors of the Board (the “Independent Committee”) and Bain Capital Private Equity, LP (“Bain Capital”) have concluded discussions related to Bain Capital’s non-binding proposal to acquire all the outstanding shares of Surgery Partners not already owned by Bain Capital (the “Proposal”).

The Independent Committee, after considering the Proposal and with the assistance of independent financial and legal advisors, ultimately determined that Surgery Partners’ prospects to deliver long-term growth and value creation as an independent publicly traded company exceeded the value of the Proposal. The Independent Committee’s conclusion demonstrates its ongoing confidence in the Company’s ability to continue implementing its established long-term growth algorithm and disciplined business execution to enhance shareholder value.

Brent Turner, Chairman of the Independent Committee, commented, “Surgery Partners offers a unique, scaled platform in the high-growth outpatient surgical care market that leverages its proven joint venture model, strong M&A track record, and favorable demographic and policy tailwinds. Following review of the Proposal and discussions with Bain Capital, the Independent Committee concluded that the best path forward for Surgery Partners and its stockholders is to continue operating as an independent publicly traded company. We remain confident in the management team’s ability to continue delivering sustained growth and significant stockholder returns.”

“Our strong first quarter performance gives us even more confidence in our ability to achieve our full-year 2025 revenue and Adjusted EBITDA guidance, reinforcing that Surgery Partners is well positioned to deliver results that support our long-term growth algorithm,” said Eric Evans, CEO of Surgery Partners. “Given favorable surgical trends and our bullish outlook on the regulatory landscape, we continue to be excited by Surgery Partners’ unique competitive positioning and growth potential. As we focus on building upon our strong track record of industry-leading earnings growth and consistent execution, we look forward to continuing our productive relationship with Bain Capital as we pursue our shared goal of delivering long-term value.”

“While we were not able to agree to terms of a transaction, we remain tremendously optimistic about the business, leadership team, and growth strategy of Surgery Partners. We look forward to continuing to work with Surgery Partners as long-term investors and collaborators,” said Bain Capital Partners Andrew Kaplan and Devin O’Reilly.

Surgery Partners expects to host an Investor Day in the second half of 2025, during which the Company plans to present its go-forward strategy for the business, provide an outlook on key industry trends, and detail its plans to maximize portfolio performance, advance its M&A pipeline, and drive operational efficiencies.

2025 Outlook

The Company reaffirmed its outlook for 2025 revenues and Adjusted EBITDA to be in the range of $3.30 billion to $3.45 billion, and $555 million to $565 million, respectively.

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