Executive Chairman Refines Take-Private Offer to $16.00/Share, Fully Financed

summarizeSummary

Executive Chairman Robert A. Ortenzio and a consortium have submitted a refined, fully financed, non-binding take-private offer for Select Medical Holdings Corp at $16.00 per share in cash.

check_boxKey Events

• Refined Take-Private Offer Submitted

  Executive Chairman Robert A. Ortenzio, along with Martin F. Jackson and the Estate of Rocco A. Ortenzio, submitted a refined non-binding proposal on February 22, 2026, to acquire all outstanding shares not already owned by the consortium.

• All-Cash Price of $16.00 Per Share

  The refined offer proposes an all-cash purchase price of $16.00 per share, representing a 17.2% premium to the unaffected share price of $13.65 as of November 21, 2025.

• Fully Financed with No Conditions

  The proposal is not subject to any financing conditions and is fully backed by committed equity financing from Welsh, Carson, Anderson & Stowe and committed debt financing from J.P. Morgan and Wells Fargo.

• Consortium to Roll Over Existing Shares

  Members of the consortium, including the reporting persons, intend to roll over their approximately 12.4% of the outstanding shares.

auto_awesomeAnalysis

This Schedule 13D/A provides a significant update to the previously disclosed non-binding take-private offer. Executive Chairman Robert A. Ortenzio, along with other reporting persons, has submitted a refined proposal to acquire all outstanding shares not already owned by the consortium for $16.00 per share in cash. This offer represents a premium to the unaffected share price and is fully financed, reducing execution risk. The proposal is subject to approval by a Special Committee and a majority of non-consortium shareholders. This development indicates a concrete step forward in the potential privatization of the company, offering a clear valuation for public shareholders.