The private-equity agency that already is the most important proprietor of Surgical procedure Companions Inc. has supplied to amass the shares it doesn’t personal by way of a deal that might worth the surgical middle operator at about $3.3 billion.
Officers with Bain Capital Personal Fairness LP, which controls 39.3 p.c of Brentwood, Tennessee-based Surgical procedure Companions, despatched their proposal to the corporate’s board late on Jan. 27. The $25.75-per-share supply will not be binding and the Bain crew mentioned in a submitting with the Securities and Alternate Fee that they plan to debate with Surgical procedure Companions in addition to third events varied eventualities round an “extraordinary company transaction” that might embrace acquisition proposals from different corporations or traders.
In a letter to the board, Bain traders say their supply comes after the Surgical procedure Companions board’s current assessment of the corporate’s future, which included contemplating a number of potential transactions that didn’t make it to the end line.
“Now we have mirrored on these occasions and present investor sentiment and have concluded that our proposal is in the very best pursuits of the corporate and its stockholders,” Bain Companions Devin O’Reilly and Andrew Kaplan wrote—whereas additionally noting that Bain isn’t at this level in a deal that might have it promote its stake.
Surgical procedure Companions, which operates greater than 200 services in 33 states and has about $3.1 billion in annual revenues, was the topic of takeover hypothesis final 12 months. On the time, PE agency TPG Inc. and UnitedHealth Group Inc. had been mentioned to be eyeing the corporate.
In a Jan. 28 assertion, Surgical procedure Companions administrators mentioned a particular board committee will look over Bain’s proposal, which they identified features a provision requiring approval from a majority of the traders who personal the roughly 60 p.c of shares that Bain doesn’t.
Along with Bain, fellow large investing names Constancy Investments, Wellington Group and The Vanguard Group additionally personal greater than 5 p.c of Surgical procedure Companions’ inventory. Mixed, the latter three companies managed about 27 p.c of the corporate as of final spring.
Shares of Surgical procedure Companions (Ticker: SGRY) popped from under $21 to greater than $25 on phrase of Bain’s supply. (By means of context, they had been buying and selling above $31 in mid-November, when CEO Eric Evans and his crew reported third-quarter outcomes.) On the morning of Jan. 29, they had been altering arms round $26, suggesting traders assume different suitors will certainly seem. RBC Capital Markets analyst Ben Hendrix advised purchasers Bain’s supply is prone to “speed up curiosity” from different potential patrons, notably since Surgical procedure Companions shares are nonetheless under final fall’s ranges.
