Bon Secours Affiliate HealthSpan to Take Surgery Partners Private in $5.7 Billion Deal
HealthSpan Partners, an affiliate of Cincinnati-based Catholic health system Bon Secours Mercy Health, agreed on Oct. 26 to acquire Surgery Partners, one of the largest independent operators of U.S. ambulatory surgery centers, in an all-cash transaction that values the Brentwood, Tennessee, company at an enterprise value of about $5.7 billion. Shareholders other than affiliates of Bain Capital Private Equity will receive $23.50 per share, and the companies expect the take-private deal to close in the first quarter of 2027.
Key developments
- HealthSpan Partners, a contractual affiliate and supporting organization of Bon Secours Mercy Health (BSMH), signed a definitive agreement to buy Surgery Partners for $23.50 per share in cash, at an enterprise value of approximately $5.7 billion.
- Bain Capital affiliates, which hold about 39% of the shares, will roll their stake into equity of the acquiring entity, remain significant partners and have signed a voting and support agreement backing the deal.
- HealthSpan will fund the purchase with cash on hand and new debt, for which it has secured commitments. Jefferies is its exclusive financial advisor and sole initial underwriter of the committed financing.
- A special committee of independent, disinterested directors negotiated the agreement, and the full Surgery Partners board approved it on the committee's unanimous recommendation.
- Surgery Partners will keep its name, brand and Brentwood headquarters, remain a secular organization and leave Nasdaq once the deal closes.
Company and deal background
Founded in 2004, Surgery Partners operates more than 200 locations in 30 states, including ambulatory surgery centers, surgical hospitals, multispecialty physician practices and urgent care facilities. The company works with about 5,000 affiliated physicians, and its release highlights orthopedic and spine care, cardiology, gastroenterology and ophthalmology as core service lines. Reuters reported that the company generated $3.31 billion in revenue in 2025.
The agreement closes a long strategic review. In January 2025, Bain Capital made a nonbinding proposal to buy the shares it did not already own for $25.75 each. Becker's Hospital Review reported that a special committee concluded in June 2025 that the company was worth more as an independent public company, and the talks ended. The new price of $23.50 sits below that earlier proposal, though Reuters reported it represents a 49% premium to Surgery Partners' last closing price before the announcement. The company also sold its ownership interests in Idaho Falls, Idaho, facilities to Intermountain Health in September.
The release frames the deal around patient access. BSMH President and CEO John M. Starcher Jr. said growing across more communities and care settings would let the system serve more people, and that pairing Surgery Partners' physician-led national platform with HealthSpan's long-term approach could "strengthen access to more affordable care." Dr. Wael Haidar, who leads BSMH clinical operations and serves as president of HealthSpan Partners, said the partnership fits a model in which more care moves out of the hospital. Surgery Partners CEO Eric Evans called the transaction the "best path forward for Surgery Partners" and pointed to the all-cash premium for shareholders.
Industry implications
The deal is the second large health system purchase of a national outpatient surgery operator in 2026. Ascension closed its $3.9 billion acquisition of AmSurg in early June, and a nonprofit system is now again paying a premium to own a physician-partnered surgical network outright rather than building one market by market. Both moves reflect a shift in procedure volume from inpatient hospitals to ambulatory settings, where orthopedic, spine, gastrointestinal and eye procedures are increasingly performed.
For health systems, owning outpatient surgery capacity offers a way to keep surgical patients within their networks as payers and physicians steer cases toward lower-acuity sites. The structure also matters. The release states that Surgery Partners will remain secular, operate under its own statement of values and not be characterized as a Catholic ministry. That separation is likely intended to limit disruption to physician partners and payer relationships in markets where BSMH does not operate hospitals.
Competitive and supply chain implications
The combination adds a nationally scaled surgery platform to a system that Reuters says runs more than 45 hospitals. That positions BSMH alongside Ascension and investor-owned operators such as Optum's SCA Health and Tenet Healthcare's United Surgical Partners International as a buyer of surgical capacity, physician partnerships and joint ventures. Competition for orthopedic and spine surgeons, anesthesia coverage and ASC development sites is likely to intensify as a result.
Scale also changes purchasing. A larger owner of surgical facilities can negotiate implants, instruments, anesthesia supplies and sterilization services across a wider footprint, which puts pressure on device makers and distributors that sell to independent centers. Antitrust review is the main open question. The FTC finalized a consent order in August requiring Ascension to divest seven AmSurg centers in five markets as a condition of that deal. Reuters reported that Mizuho analyst Ann Hynes sees some overlap in Ohio and Kentucky but does not expect meaningful FTC risk, given the largely national and complementary footprint.
Regional implications
BSMH's U.S. hospitals are concentrated in Ohio, Kentucky, Virginia and South Carolina, among other states, while Surgery Partners spans 30 states. The overlap markets, especially in Ohio and Kentucky, will draw the closest regulatory attention, because combining hospital outpatient departments with independent surgery centers in the same metro area can reduce competition for commercially insured procedures.
Outside those markets, the deal largely extends BSMH into regions where it has no hospitals. That gives a system rooted in Ohio, Kentucky and the East Coast a multistate outpatient presence through an established brand, and it keeps Brentwood, a major health services cluster near Nashville, as the platform's operating base.
Credence Research analysis
The transaction signals that nonprofit systems now view national ambulatory surgery platforms as strategic assets worth leveraged, multibillion-dollar bids, not just local joint ventures. Ascension's AmSurg purchase set the template, and the BSMH structure refines it: an affiliated holding entity, a secular operating company and a private equity partner that stays invested. That model lets a faith-based system grow outside its hospital markets while preserving physician relationships, though it also adds acquisition debt to the buyer's balance sheet.
The price matters as well. Public shareholders are being offered less than Bain's 2025 proposal of $25.75, which suggests the two-year strategic review did not surface a higher bid than the one the special committee turned down. With Bain rolling its stake and backing the vote, approval by the minority shareholders and the FTC's view of overlapping markets are the variables to watch. The Ascension consent order shows regulators are willing to clear these deals with targeted divestitures rather than block them outright.
What comes next
- Surgery Partners will file a proxy statement and a Schedule 13E-3 with the SEC ahead of a shareholder vote.
- Federal antitrust review is expected to focus on markets where BSMH hospitals and Surgery Partners facilities overlap, including Ohio and Kentucky.
- HealthSpan will finalize debt financing under commitments arranged by Jefferies.
- Closing is targeted for the first quarter of 2027, after which Surgery Partners stock will be delisted from Nasdaq.
- Any divestiture conditions or changes to physician partnership structures would shape how quickly the combined platform grows after closing.
Sources
- Surgery Partners: HealthSpan Partners to Acquire Surgery Partners (Oct. 26, 2026)
- Becker's Hospital Review: Bon Secours Mercy Health affiliate to acquire Surgery Partners for $5.7B
- Nasdaq: Surgery Partners receives non-binding acquisition proposal from Bain Capital (January 2025)
- Becker's ASC Review: FTC finalizes consent order on Ascension-AmSurg deal
Image: Bon Secours St. Francis Medical Center in Virginia, by Packer1028 via Wikimedia Commons, CC0. Cropped and edited by Credence Research.
About the Author
Senior News Editor at Credence Research Inc