M&A - BCPE Seminole Holdings LP

Form Type: SCHEDULE 13D/A

Filing Date: 2025-06-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017025087071

Filing Summary: This Amendment No. 10 to the Schedule 13D filing by BCPE Seminole Holdings LP updates previous statements regarding their investment in Surgery Partners, Inc. On January 27, 2025, Bain Capital Private Equity, LP made a non-binding proposal to acquire all outstanding shares of Common Stock of the issuer that the Reporting Persons do not already own. However, following discussions with the Issuer's Independent Committee, the Reporting Persons communicated that they would withdraw the Proposal and cease pursuing the proposed acquisition on June 16, 2025. Despite this withdrawal, the Reporting Persons plan to continue discussions regarding potential corporate transactions and may reconsider actions which include acquiring additional shares or disposing of their current holdings in the Issuer. As of June 17, 2025, BCPE Seminole Holdings LP holds 10,708,102 shares, representing approximately 8.36% of the outstanding shares of the company, and they collectively own about 38.97% of Surgery Partners' total shares. The document indicates the intent to regularly review their investment position based on market conditions and discussions with the Issuer's Board.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-28

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017025009488

Filing Summary: On January 27, 2025, Bain Capital Private Equity, LP, acting on behalf of BCPE Seminole Holdings LP and its affiliates, delivered a non-binding proposal to acquire all outstanding shares of Surgery Partners, Inc. that they do not already own for cash consideration of $25.75 per share. This Amendment No. 9 updates the initial Schedule 13D statement originally filed on September 8, 2019, providing details on the shares held and the proposed transaction, which is subject to closing conditions and does not guarantee that a definitive agreement will be reached. The Reporting Persons currently hold about 39.3% of the Issuer's shares and may engage in further negotiations and proposals, leading to possible extraordinary corporate transactions including a merger. The percentage ownership information is based on a total of 127,113,514 shares issued and outstanding as of November 5, 2024, reported in a Form 10-Q filed by the Issuer.