Surgery Partners (SGRY) plans $1.15B Idaho Falls hospital sale to Intermountain
Rhea-AI Filing Summary
Surgery Partners, Inc. is pursuing a sale of its ownership interests in Mountain View Hospital, LLC and Idaho Falls Community Hospital, LLC to Intermountain Health. The combined Idaho Falls facilities are valued at approximately $1.15 billion, with total consideration to Surgery Partners of approximately $795 million, expected to result in substantial cash proceeds subject to customary purchase price adjustments. Signature pages to Securities Purchase Agreements have been placed into escrow, and completion depends on Mountain View Hospital physician member and governing board approvals, accuracy of representations, regulatory clearances including Hart-Scott-Rodino waiting periods, and key third-party consents.
The company characterizes this as a major step in its portfolio optimization strategy, sharpening its focus on ambulatory surgery centers while physician ownership of Mountain View Hospital remains unchanged. Excluding the impact of the transaction, Surgery Partners reaffirms its 2026 outlook for revenues of $3.35 billion to $3.45 billion and Adjusted EBITDA of at least $530 million. The Idaho Falls facilities together have 126 beds and employ over 150 physicians, offering nine surgical specialties and additional services including oncology, emergency, ICU, and neonatology.
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Filing Explained
The deal is not complete; net cash proceeds remain unresolved, and its sixty-day termination period starts only after escrowed signatures are released.
The proposed sale is still conditional rather than complete, and the company says its expected substantial cash proceeds cannot yet be reasonably estimated after indebtedness, working capital, transaction expenses, and other closing adjustments.
Either seller or buyer may terminate if the transaction has not closed within sixty days after the escrowed signature pages are released, subject to extensions in certain circumstances.
8-K Event Classification
3 items: 1.01, 7.01, 9.01
3 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Combined facilities valuation: approximately $1.15 billion
Total consideration to Surgery Partners: approximately $795 million
2026 revenue outlook: $3.35 billion to $3.45 billion
+4 more
7 metrics
Combined facilities valuation
approximately $1.15 billion
Transaction values the combined Idaho Falls facilities
Total consideration to Surgery Partners
approximately $795 million
Consideration for sale of ownership interests in MVH and IFCH
2026 revenue outlook
$3.35 billion to $3.45 billion
Reaffirmed 2026 revenues, excluding the transaction’s impact
2026 Adjusted EBITDA outlook
at least $530 million
Reaffirmed 2026 Adjusted EBITDA, excluding the transaction’s impact
Beds at Idaho Falls facilities
126 beds
Combined capacity of Mountain View Hospital and Idaho Falls Community Hospital
Physicians at Idaho Falls facilities
over 150 physicians
Combined medical staff at the Idaho Falls locations
Company locations
more than 200 locations in 30 states
Scale of Surgery Partners’ nationwide operations
Key Terms
Securities Purchase Agreements, Hart-Scott-Rodino Act, Adjusted EBITDA, portfolio optimization strategy, +1 more
5 terms
Securities Purchase Agreements financial
"signature pages to two Securities Purchase Agreements (the “Agreements”)"
A securities purchase agreement is a legal contract that spells out the terms when a company sells stocks, bonds, or other investment instruments to buyers. It lays out price, how many securities change hands, any promises or protections for each side, and when the sale is completed—like a detailed sales contract for investments. Investors care because it determines ownership stakes, potential dilution, rights attached to the securities, and conditions that affect the company’s future value.
Hart-Scott-Rodino Act regulatory
"including expiration of the applicable waiting periods under the Hart-Scott-Rodino Act"
A U.S. antitrust law that requires parties to large mergers and acquisitions to notify federal regulators and wait a set period before closing the deal, so authorities can check whether the transaction would unfairly reduce competition. For investors, the process is like notifying a referee before a major team trade: it can reveal objections, trigger investigations, delay or block a deal, and therefore affect transaction timing, value and deal risk.
Adjusted EBITDA financial
"reaffirms its outlook for 2026 revenues ... and Adjusted EBITDA of at least $530 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
portfolio optimization strategy financial
"represents the largest step forward in our portfolio optimization strategy to date"
forward-looking statements regulatory
"This press release contains forward-looking statements, including those regarding growth"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What transaction did Surgery Partners (SGRY) announce involving its Idaho Falls facilities?
Surgery Partners and Intermountain Health placed into escrow signature pages for definitive agreements under which Surgery Partners would sell its ownership interests in Mountain View Hospital and Idaho Falls Community Hospital. Completion depends on physician approvals, regulatory clearances, and other customary closing conditions.
How much value and consideration is involved in Surgery Partners (SGRY) Idaho Falls sale?
The combined Idaho Falls facilities are valued at approximately $1.15 billion, with total consideration to Surgery Partners of approximately $795 million. The company expects substantial cash proceeds, but final net cash will depend on indebtedness, working capital, transaction expenses, and other adjustments.
What conditions must be met before Surgery Partners (SGRY) can close the Intermountain Health transaction?
Closing requires Mountain View Hospital physician member and governing board approvals, certification of representations and warranties, expiration of Hart-Scott-Rodino waiting periods, other material regulatory approvals, and certain third-party consents. The agreements allow termination if the deal does not close by an outside date, subject to possible extension.
How does Surgery Partners (SGRY) describe the strategic impact of the Idaho Falls sale?
Surgery Partners calls the proposed sale, assuming physician partner approval, the largest step so far in its portfolio optimization strategy. It says the move simplifies future operations and positions the company to focus more on its rapidly growing ambulatory surgery center business while Intermountain Health advances the Idaho Falls hospitals.
What 2026 financial outlook did Surgery Partners (SGRY) reaffirm in connection with this announcement?
Excluding the impact of the proposed Idaho Falls transaction, Surgery Partners reaffirmed 2026 revenues of $3.35 billion to $3.45 billion and Adjusted EBITDA of at least $530 million. The company plans to provide more detail on the transaction’s financial effect once it is completed.
What are the key characteristics of the Idaho Falls facilities being sold by Surgery Partners (SGRY)?
Mountain View Hospital and Idaho Falls Community Hospital together have 126 beds, employ over 150 physicians, and offer nine surgical specialties plus oncology, emergency, ICU, and neonatology services. Mountain View is a leading surgical hub with a Level III NICU, complemented by scalable acute-care capabilities at Idaho Falls Community Hospital.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): | ||
| (Exact Name of Registrant as Specified in Charter) | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(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 registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry Into A Material Definitive Agreement.
On July 21, 2026, a subsidiary (“Seller”) of Surgery Partners, Inc. (the “Company”), the Company and Intermountain Health (“Buyer”) placed into escrow pursuant to a binding agreement (the “Escrow”) their respective signature pages to two Securities Purchase Agreements (the “Agreements”), pursuant to which Buyer would agree to acquire from Seller its ownership interests in Mountain View Hospital, LLC (“MVH”) and Idaho Falls Community Hospital, LLC (“IFCH”) (the “Transaction”). Such signature pages to the Agreements would be released from the Escrow to the other parties of the Agreements at such time as (i) requisite MVH physician member and MVH physician governing board approvals of the Transaction (in each case pertaining to MVH) have been obtained and (ii) Seller has certified to Buyer the accuracy of the representations and warranties contained in the Agreements as of the date of release from Escrow and Seller has not become aware of any material facts since signatures were placed into Escrow that would require or necessitate new or modified disclosures to the Seller disclosure schedules to either of the Agreements; provided if any such new or modified disclosures are required or needed, such new or modified disclosures are in a form acceptable to the parties to the Agreements.
The Transaction values the combined facilities at approximately $1.15 billion, providing Surgery Partners with total consideration of approximately $795 million. Total cash proceeds to the Company are subject to customary purchase price adjustments, including adjustments for indebtedness, working capital, transaction expenses, and other closing items. Accordingly, the Company is unable to provide a reasonable estimate of final net cash proceeds at this time.
The Transaction relates to the Company’s hospital operations comprising Mountain View Hospital, Idaho Falls Community Hospital, and the associated subsidiaries of each of MVH and IFCH. Physician ownership of Mountain View Hospital will remain unchanged.
In addition to the satisfaction of the conditions described above in connection with the release of signatures from Escrow, the closing of the Transaction will be subject to customary closing conditions, including expiration of the applicable waiting periods under the Hart-Scott-Rodino Act, obtaining any other applicable material regulatory approvals and obtaining certain material third-party consents.
The Agreements provide for termination by either Seller or Buyer if the Transaction does not close by an outside date that is sixty days after the date the signature pages to the Agreements are released from the Escrow, which date is subject to extension in certain circumstances.
The Agreements contain customary representations and warranties, and specified covenants and indemnification provisions.
Item 7.01 Regulation FD Disclosure.
On July 24, 2026, the Company issued a press release announcing entry into an agreement to sell its ownership interests in Idaho Falls facilities to Intermountain Health. A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
99.1 | Press Release dated July 24, 2026 | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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. | |||||||||||
Date: | July 24, 2026 | By: | /s/ David T. Doherty | ||||||||
| David T. Doherty | |||||||||||
| Executive Vice President and Chief Financial Officer | |||||||||||
Surgery Partners Announces Entry Into Agreement to Sell Ownership Interests in Idaho Falls Facilities to Intermountain Health; Reaffirms Guidance, Excluding Impact of Transaction
Represents significant milestone in the Company’s ongoing portfolio optimization efforts
BRENTWOOD, Tenn., July 24, 2026 (GLOBE NEWSWIRE) -- Surgery Partners, Inc. (NASDAQ:SGRY) (“Surgery Partners” or the “Company”), a leading short-stay surgical facility owner and operator, today announced it, along with its existing partner Intermountain Health, has placed into escrow signature pages to definitive agreements, pursuant to which Surgery Partners would sell its ownership interests in Mountain View Hospital and Idaho Falls Community Hospital to Intermountain Health. Physician ownership of Mountain View Hospital will remain unchanged.
The transaction values the combined Idaho Falls facilities at approximately $1.15 billion. Total consideration to Surgery Partners is approximately $795 million. The Company expects to receive substantial cash proceeds upon closing, with the final amount subject to customary purchase price adjustments, including adjustments for indebtedness, working capital, transaction expenses and other closing items. Accordingly, the Company is unable to provide a reasonable estimate of final net cash proceeds at this time.
Completion of the transaction is subject to customary closing conditions, including the execution of binding Securities Purchase Agreements between the Company and Intermountain Health following requisite Mountain View Hospital physician member and physician governing board approvals. Unless and until these approvals are obtained, there is no assurance regarding the completion of the transaction.
In addition, the closing of the transaction is subject to customary closing conditions, including expiration of applicable waiting periods under the Hart-Scott-Rodino Act, obtaining any other applicable material regulatory approvals, and obtaining certain material third-party consents.
The transaction is expected to close in the coming months, subject to the forgoing approvals.
“For Surgery Partners, assuming physician partner approval, this transaction represents the largest step forward in our portfolio optimization strategy to date, simplifying our go forward operations, and positioning us to accelerate momentum in the rapidly growing, high-value ambulatory surgery center space,” said Eric Evans, Chief Executive Officer of Surgery Partners. “While our Idaho Falls partnerships have been a large and successful part of our Company’s growth story, these unique facilities are best positioned for their next chapter of growth with an outstanding regional health system like Intermountain. Once complete, this will further sharpen our strategic focus and help support long-term shareholder value. We are confident that Intermountain Health is the best natural owner to continue to advance the mission that Mountain View physician partners started well over two decades ago and to build on their strong legacy of exceptional patient care.”
2026 Outlook
The Company’s previously issued guidance does not reflect the anticipated impact of this transaction. Excluding the impact of this transaction, the Company reaffirms its outlook for 2026 revenues to be in the range of $3.35 billion to $3.45 billion and Adjusted EBITDA of at least $530 million.
The Company intends to provide further details regarding the expected financial impact of the transaction on its 2026 financial outlook at the appropriate time, subject to the completion of the transaction.
Second Quarter 2026 Earnings Release Date and Conference Call Details
Surgery Partners will release its second quarter 2026 results before the market opens on Monday, August 10, 2026, to be followed by a conference call at 8:30 a.m. (Eastern Time).
You can join the call as follows:
•Dial in number for live access: 1-877-451-6152 (domestic), 1-201-389-0879 (international)
•Replay (available 3 hours after the call and available until August 24, 2026): 1-844-512-2921 (domestic), 1-412-317-6671 (international)
•Passcode for the live call and the replay: 13761354
Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company’s website at www.surgerypartners.com. The replay will also be available on this same website for a limited time following the call.
To learn more about Surgery Partners please visit the company’s website at www.surgerypartners.com. Surgery Partners uses its website as a channel of distribution of material company information. Financial and other material information regarding Surgery Partners is routinely posted on the Company’s website and is readily accessible.
About Surgery Partners
Headquartered in Brentwood, Tennessee, Surgery Partners is a leading healthcare services company with a differentiated outpatient delivery model focused on providing high-quality, cost-effective solutions for surgical and related ancillary care in support of both patients and physicians. Founded in 2004, Surgery Partners is one of the largest and fastest growing surgical services businesses in the country, with more than 200 locations in 30 states, including ambulatory surgery centers, surgical hospitals, multi-specialty physician practices and urgent care facilities. For additional information, visit www.surgerypartners.com.
About the Idaho Falls Facilities
The Idaho Falls facilities have built a long-standing reputation as preferred providers and leaders in delivering high-quality, affordable care for the Idaho Falls region. Mountain View Hospital was founded in 2002 and has grown into a leading surgical hub and Level III NICU, with the opening of the Idaho Falls Community Hospital in 2019 adding scalable acute care capabilities. Combined, the locations employ over 150 physicians and include 126 beds with a breadth of services across nine surgical specialties and a diverse range of additional service lines, including oncology, emergency department and ICU services, and neonatology.
About Intermountain Health
Headquartered in Utah with locations in six states and additional operations across the western U.S., Intermountain Health is a nonprofit system of 34 hospitals, approximately 400 clinics, medical groups with some 4,600 employed physicians and advanced care providers, a nonprofit health plan called Select Health with more than one million members, and other health services. Helping people live the healthiest lives possible, Intermountain is committed to improving community health and is widely recognized as a leader in transforming healthcare by using evidence-based best practices to consistently deliver high-quality outcomes at sustainable costs.
Cautionary Statement Regarding Forward Looking Statements
This press release contains forward-looking statements, including those regarding growth, our anticipated operating results for future periods and other similar statements. These statements can be identified by the use of words such as "believes," "anticipates," "expects," "intends," "plans," "continues," "estimates," "predicts," "projects," "forecasts," "may," "could," and similar expressions. All forward-looking statements are based on current expectations and beliefs as of the date of this release and are subject to risks, uncertainties and other factors that may cause actual results to differ materially from the expectations discussed in, or implied by, the forward-looking statements. Many of these factors are beyond our ability to control or predict including, without limitation, the risk that the potential sale transaction may not be completed in a timely manner or at all, including the risk that required physician, regulatory and other approvals and consents are not obtained, are delayed, or are obtained subject to conditions that are not anticipated; the failure to satisfy other closing conditions to the transaction; the possibility that the anticipated benefits of the sale to the Company are not realized as expected, the potential adverse effect of the announcement or pendency of the transaction on the market price of, or trading in, the Company’s securities and on the Company's business relationships, operating results, and business generally, including the ability to retain key personnel; risks related to diverting management's attention from the Company's ongoing business operations; the amount of costs, fees, expenses, and charges related to the sale transaction; potential litigation relating to the transaction that could be instituted against the Company or its affiliates, officers, or directors, and the effects of any outcomes related thereto; reductions in payments from government health care programs and private insurance payors, such as health maintenance organizations, preferred provider organizations, and other managed care organizations and employers; our ability to contract with private insurance payors; changes in our payor mix or surgical case mix; failure to maintain or develop relationships with physicians on beneficial or favorable terms, or at all; the impact of payor controls designed to reduce the number of surgical procedures; our efforts to integrate operations of acquired or developed businesses and surgical facilities, attract new physician partners, or acquire additional surgical facilities; supply chain issues, including shortages or quality control issues with surgery-related products, equipment and medical supplies; competition for physicians, nurses, strategic relationships, acquisitions and managed care contracts; our ability to attract and retain qualified health care professionals; our ability to enforce non-compete restrictions against our physicians; our ability to manage material liabilities whether known or unknown incurred as a result of acquiring or operating surgical facilities; the impact of future legislation and other health care regulatory reform actions, and the effect of that legislation and other regulatory actions on our business; our ability to comply with current health care laws and regulations; the outcome of legal and regulatory proceedings that have been or may be brought against us; the impact of cybersecurity attacks or intrusions, changes in the regulatory, economic and other conditions of the states where our surgical facilities are located; our indebtedness; the social and economic impact of a pandemic, epidemic or outbreak of a contagious disease on our business; and the risks and uncertainties identified and discussed from time to time in the Company’s reports filed with the Securities and Exchange Commission (the "SEC"), including in Item 1A under the heading "Risk Factors" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and other reports filed with the SEC. 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.
Contacts
Media/Investor Contact
Surgery Partners Investor Relations
(615) 234-8940
IR@surgerypartners.com
Intermountain Health Media Relations
IntermountainNews@imail.org