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EX-99.1 - EX-99.1 - Surgery Partners, Inc.d134310dex991.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

March 14, 2016

Date of report (date of earliest event reported)

 

 

Surgery Partners, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37576   47-3620923

(State or other jurisdictions of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Nos.)

40 Burton Hills Boulevard, Suite 500

Nashville, Tennessee 37215

(Address of principal executive offices) (Zip Code)

(615) 234-5900

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

The information contained in Item 7.01 below, to the extent it relates to Surgery Partners, Inc.’s (the “Company”) historical results of operation and financial condition as of and for the year ended December 31, 2015, is incorporated herein by reference.

 

Item 7.01 Regulation FD Disclosure

On March 14, 2016, the Company announced its intention, subject to certain conditions, to obtain an incremental term loan in an aggregate principal amount of $80 million (the “Incremental Term Loan”) under the Company’s first lien credit agreement, dated as of November 3, 2014. A copy of the presentation materials to be provided to potential lenders is furnished hereto as Exhibit 99.1.

The Company intends to use the proceeds of the Incremental Term Loan to fund certain proposed acquisitions and for other corporate purposes.

These acquisitions are consistent with the Company’s long-standing business strategy of consolidating the highly fragmented surgical facility and physician services industry and attempting to create value through acquisitions. The Company’s uses a systematic approach to surgery facility and physician services acquisitions from identification through integration. The Company integration strategy typically includes the rationalization of operating and overhead costs, improvement in managed care contracting, continued physician recruitment and the target utilization of its ancillary services platform within its platform.

This report may contain “forward-looking” statements as defined by the Private Securities Litigation Reform Act of 1995 or by the U.S. Securities and Exchange Commission (the “SEC”) in its rules, regulations and releases. These statements include, but are not limited to, the Company’s expectations regarding the acquisitions and the performance of its business and the other non- historical statements. These statements can be identified by the use of words such as “believes” “anticipates,” “expects,” “intends,” “plans,” “continues,” “estimates,” “predicts,” “projects,” “forecasts,” and similar expressions. All forward looking statements are based on management’s current expectations and beliefs only as of the date of this report and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those discussed in, or implied by, the forward-looking statements, including the risks identified and discussed from time to time in the Company’s reports filed with the SEC, including the Company’s most recent Annual Report on Form 10-K. Readers are strongly encouraged to review carefully the full cautionary statements described in these reports. Except as required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements to reflect events or circumstances after the date of this report, or to reflect the occurrence of unanticipated events or circumstances.

The information contained herein and in the accompanying exhibit shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

No.

  

Description

99.1    Lender Presentation dated March 2016


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Surgery Partners, Inc.
By:  

/s/ Michael T. Doyle

 

Michael T. Doyle

Chief Executive Officer

Date: March 14, 2016


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Lender Presentation dated March 2016