Surgery Partners Raises HealthSpan Deal to $25 a Share

The Tip Desk · November 12, 2026 · 3 min read

Third-quarter revenue fell 0.8% to $815.3 million after the Idaho Falls sale, while same-facility revenue rose 6.0%.

Surgery Partners, Inc. (SGRY), a short-stay surgical facility owner and operator, said third-quarter revenue fell 0.8% to $815.3 million from $821.5 million a year earlier, reversing a 2.7% increase in the second quarter. The company attributed the decline to the sale of its Idaho Falls facilities, which it owned only through September 13, 2026.

Same-facility results moved the other way. Same-facility revenue rose 6.0% from a year earlier, accelerating from 5.0% growth in the second quarter. Revenue per case on a same-facility basis increased 5.8%, and same-facility cases rose 0.2%.

Adjusted EBITDA was $132.7 million, compared with $136.4 million in the year-ago quarter. The Adjusted EBITDA margin was 16.3%.

Net loss attributable to Surgery Partners was $21.1 million, or $0.16 a share, versus a $22.7 million loss, or $0.18 a share, a year earlier. Operating income was $85.6 million. Transaction and integration costs were $22.6 million, and general and administrative expenses were $40.6 million.

Consolidated cases were 159,070, down from 166,106 in the year-ago quarter. Revenue per case on a consolidated basis was $5,125. The company operated 173 surgical facilities at September 30, 2026, including 115 consolidated sites.

Chief Executive Officer Eric Evans said the quarter reflected the Idaho Falls divestiture and momentum in the core business.

On November 9, 2026, Surgery Partners announced an amendment to its merger agreement with HealthSpan Partners after receiving an unsolicited competing proposal from a third party. The amended deal increases consideration to $25.00 a share in cash, for an enterprise value of up to approximately $6.0 billion. If stockholders approve the merger and it has not closed by March 1, 2027, stockholders other than affiliates of Bain Capital Private Equity would receive a ticking fee equal to 10% per annum on the $25.00 consideration, paid in equal monthly installments. The merger is still expected to close in the first quarter of 2027, subject to stockholder approval, regulatory approvals and other customary conditions.

In light of the pending transaction, the company said it will not host an earnings conference call and will no longer provide forward-looking guidance.

Cash and cash equivalents were $354.5 million at September 30, 2026, with $692.8 million of borrowing capacity under the revolving credit facility. Cash from operating activities was $103.5 million in the third quarter. The ratio of total net debt to EBITDA under the credit agreement was approximately 4.4 times.

For the nine months ended September 30, 2026, revenue was $2,475.1 million, up 2.1% from $2,423.7 million. Same-facility revenue rose 4.6% year to date, with revenue per case up 4.2% and same-facility cases up 0.3%. Adjusted EBITDA for the nine months was $360.2 million.

The company had reaffirmed full-year 2026 revenue guidance of $3.35 billion to $3.45 billion and Adjusted EBITDA of at least $530 million, excluding the pending Idaho Falls divestiture, as recently as August.