Company to Go Private in $16.50/Share Cash Merger Led by Executive Chairman and Private Equity

summarizeSummary

Select Medical Holdings Corp. has signed a definitive agreement to go private in an all-cash transaction valued at $16.50 per share, led by its Executive Chairman and a private equity firm.

check_boxKey Events

• Definitive Merger Agreement Signed

  The company has entered into a definitive Agreement and Plan of Merger dated March 2, 2026, to be acquired for $16.50 per share in cash, taking the company private.

• Significant Premium Offered

  The $16.50 per share cash consideration represents an 18% premium over the company's unaffected share price of $14.01 as of November 24, 2025, and a 25% premium over the 90-day volume-weighted average price prior to the initial public proposal.

• Insider-Led Buyout with Rollover Equity

  The acquisition is led by Executive Chairman Robert A. Ortenzio, Senior Executive Vice President Martin F. Jackson, and funds affiliated with Welsh, Carson, Anderson & Stowe. Ortenzio and Jackson, along with related trusts, will roll over approximately 12% of their outstanding shares into the private entity, expecting to collectively own about 29% of Parent post-closing.

• Committed and Fully Funded Financing

  The transaction is supported by $880 million in committed equity financing from WCAS and up to $1 billion in committed debt financing, with no financing condition, ensuring high certainty of closing.

auto_awesomeAnalysis

Select Medical Holdings Corp. has entered into a definitive merger agreement to be acquired and taken private for $16.50 per share in cash. This transaction is led by Executive Chairman Robert A. Ortenzio, Senior Executive Vice President Martin F. Jackson, and funds affiliated with Welsh, Carson, Anderson & Stowe. The offer price represents a significant premium of 18% over the company's unaffected share price of $14.01 as of November 24, 2025, and 25% over the 90-day volume-weighted average price prior to the public proposal. A special committee of independent directors negotiated the price up from an initial range of $16.00-$16.20. Key insiders, including Ortenzio and Jackson, will roll over approximately 12% of the outstanding shares, collectively owning about 29% of the private entity, signaling their long-term conviction. The deal is fully financed with $880 million in equity and up to $1 billion in debt, with no financing condition, providing high certainty of closing. Public shareholders will receive immediate liquidity and a premium, but will no longer participate in the company's future growth as it transitions to a private entity.