SURGERY PARTNERS, INC. (a Delaware corporation) [ ● ] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 21st, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
Surgery Partners, Inc. Shares of Common Stock Underwriting AgreementUnderwriting Agreement • November 22nd, 2022 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
Surgery Partners, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 23,469,388 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 3,520,408 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
Surgery Partners, Inc. Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 18th, 2023 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
Certain stockholders named in Schedule 1 hereto (the “Selling Stockholders”) of Surgery Partners, Inc., a Delaware corporation (the “Company”), propose to sell to Jefferies LLC (the “Underwriter”) an aggregate of 8,000,000 shares of common stock, par value $0.01 per share, of the Company (the “Shares”). The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
SURGERY PARTNERS, INC. and [ ], as Trustee INDENTURE Dated as of [ ], [ ]Indenture • December 20th, 2019 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
INDENTURE, dated as of [ ], [ ] by and between Surgery Partners, Inc., a Delaware corporation, as Issuer (the “Company”) and [ ], a [ ], organized under the laws of [ ], as Trustee (the “Trustee”).
SURGERY CENTER HOLDINGS, INC., as Issuer the GUARANTORS party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee $800,000,000 7.250% Senior Notes due 2032 INDENTURE Dated as of April 10, 2024Indenture • April 10th, 2024 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
INDENTURE dated as of April 10, 2024, among SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Issuer”), the Guarantors party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (and its successors in such capacity, the “Trustee”).
SURGERY CENTER HOLDINGS, INC., as Issuer the GUARANTORS party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee $430,000,000 10.000% Senior Notes due 2027Indenture • April 12th, 2019 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
INDENTURE dated as of April 11, 2019, among SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Issuer”), the Guarantors party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (and its successors in such capacity, the “Trustee”).
SECOND LIEN CREDIT AGREEMENT dated as of November 3, 2014 among SP HOLDCO I, INC., as Holdings, SURGERY CENTER HOLDINGS, INC., as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO and JEFFERIES FINANCE LLC, as...Second Lien Credit Agreement • June 22nd, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
SECOND LIEN CREDIT AGREEMENT, dated as of November 3, 2014 (this “Agreement”), among SP HOLDCO I, INC., a Delaware corporation (“Holdings”), SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article 1) and JEFFERIES FINANCE LLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Secured Parties.
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2023 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
THIS EMPLOYMENT AGREEMENT (this "Agreement") is hereby entered into effective as of July 25, 2022 (the "Effective Date"), between Surgery Partners, Inc. (the "Company") and Harrison Bane ("Executive").
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 20th, 2024 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT, dated as of December 19, 2023, by and among SP Holdco I, Inc., a Delaware corporation (“Holdings”), Surgery Center Holdings, Inc., a Delaware corporation (the “Borrower”), the lending institutions from time to time parties hereto as lenders (each, a “Lender” and, collectively, the “Lenders”), the Letter of Credit Issuers from time to time party hereto and Jefferies Finance LLC, as the Administrative Agent, the Collateral Agent, the Swingline Lender and a Letter of Credit Issuer (such terms and each other capitalized term used but not defined in this preamble or the recitals below having the meaning provided in Section 1.1).
NON-STATUTORY STOCK OPTION AGREEMENTNon-Statutory Stock Option Agreement • November 13th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
This agreement (the “Agreement”) evidences a stock option granted by Surgery Partners, Inc. (the “Company”) to the undersigned (the “Optionee”), pursuant to and subject to the terms of the Surgery Partners, Inc. 2015 Omnibus Incentive Plan (as amended from time to time, the “Plan”).
FORM OF INCOME TAX RECEIVABLE AGREEMENT Dated as of [ ], 2015Income Tax Receivable Agreement • August 17th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of [ ], 2015, is hereby entered into by and among Surgery Partners, Inc., a Delaware corporation (the “Corporation”), H.I.G. Surgery Centers, LLC, a Delaware limited liability company (the “Stockholders Representative,” in its capacity as such), the persons listed on Annex A hereto (each a “Stockholder” and collectively the “Stockholders”) and each of the permitted successors and assigns thereto.
Form of Registration Rights Agreement by and among Surgery Partners, Inc., Certain Stockholders of Surgery Partners, Inc. and Certain other parties hereto. Dated as of , 2015Registration Rights Agreement • September 14th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of , 2015 by and among Surgery Partners, Inc., a Delaware corporation (the “Company”), H.I.G. Surgery Centers, LLC, a Delaware limited liability company (“H.I.G.”), and each other Stockholder party hereto as listed on the signature pages to this Agreement or who becomes a party hereto pursuant to Section 4.1 (each, individually, a “Stockholder” and together, the “Stockholders”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • September 14th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
This Indemnification Agreement (“Agreement”) is made and entered into as of this day of , 2015, by and between Surgery Partners, Inc., a Delaware corporation (the “Company” and together with its wholly-owned subsidiaries, the “Companies”), and (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 17th, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is hereby entered into on April 13, 2017 (“Effective Date”), between Surgery Partners, Inc. (“Parent”), Symbion, Inc. (“Symbion”, and together with Parent, the “Company”) and Jennifer Baldock (“Executive”), amending and restating in its entirety the Employment Agreement, dated as of June 13, 2014, and amended as of August 4, 2016, between Symbion and Executive.
CREDIT AGREEMENT dated as of August 31, 2017 among SP HOLDCO I, INC., as Holdings, SURGERY CENTER HOLDINGS, INC., as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO and JEFFERIES FINANCE LLC, as...Credit Agreement • September 1st, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT, dated as of August 31, 2017 (this “Agreement”), among SP HOLDCO I, INC., a Delaware corporation (“Holdings”), SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article 1), JEFFERIES FINANCE LLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Secured Parties, and JEFFERIES FINANCE LLC and KKR CORPORATE LENDING LLC, as the Issuing Banks.
ContractCredit Agreement • August 1st, 2023 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT Dated as of December 19, 2023 by and among SP HOLDCO I, INC., as Holdings, SURGERY CENTER HOLDINGS, INC., as the Borrower, the several Lenders and Letter of Credit Issuers from time to time parties hereto, JEFFERIES FINANCE LLC, as...Credit Agreement • December 20th, 2023 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT, dated as of December 19, 2023, by and among SP Holdco I, Inc., a Delaware corporation (“Holdings”), Surgery Center Holdings, Inc., a Delaware corporation (the “Borrower”), the lending institutions from time to time parties hereto as lenders (each, a “Lender” and, collectively, the “Lenders”), the Letter of Credit Issuers from time to time party hereto and Jefferies Finance LLC, as the Administrative Agent, the Collateral Agent, the Swingline Lender and a Letter of Credit Issuer (such terms and each other capitalized term used but not defined in this preamble or the recitals below having the meaning provided in Section 1.1).
INCREMENTAL REVOLVING LOAN AMENDMENTIncremental Revolving Loan Amendment • March 25th, 2019 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
This INCREMENTAL REVOLVING LOAN AMENDMENT (this “Amendment”), dated as of March 25, 2019, by and among Surgery Center Holdings, Inc., a Delaware corporation (the “Borrower”), SP Holdco I, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, each 2019 Incremental Revolving Lender (as defined below) party hereto, Jefferies Finance LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent” or, as Administrative Agent or Collateral Agent, “Agent”), Jefferies Finance LLC, as an Issuing Bank, and KKR Corporate Lending LLC, as an Issuing Bank.
January 25, 2018 David Kretschmer Dear Mr. Kretschmer:Employment Agreement • January 29th, 2018 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Tennessee
This letter (the “Agreement”) confirms the terms and conditions of your employment with Surgery Partners, Inc. (“Parent”) and Surgery Partners, LLC (together with Parent, the “Company”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • September 8th, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Delaware
This Consulting Services Agreement (the “Agreement”) is made effective as of the 7th day of September, 2017 (the “Commencement Date”), by and between Surgery Partners, Inc. (the “Company”), and Michael T. Doyle (the “Consultant”).
INCOME TAX RECEIVABLE AGREEMENT Dated as of September 30, 2015Income Tax Receivable Agreement • November 13th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of September 30, 2015, is hereby entered into by and among Surgery Partners, Inc., a Delaware corporation (the “Corporation”), H.I.G. Surgery Centers LLC, a Delaware limited liability company (the “Stockholders Representative,” in its capacity as such), the persons listed on Annex A hereto (each a “Stockholder” and collectively the “Stockholders”) and each of the permitted successors and assigns thereto.
July 7, 2017Merger Agreement • July 11th, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Delaware
FIRST LIEN CREDIT AGREEMENT dated as of November 3, 2014 among SP HOLDCO I, INC., as Holdings, SURGERY CENTER HOLDINGS, INC., as the Borrower, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, THE LENDERS PARTY HERETO and JEFFERIES FINANCE LLC, as...First Lien Credit Agreement • June 22nd, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
FIRST LIEN CREDIT AGREEMENT, dated as of November 3, 2014 (this “Agreement”), among SP HOLDCO I, INC., a Delaware corporation (“Holdings”), SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article 1), JEFFERIES FINANCE LLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Secured Parties and JEFFERIES FINANCE LLC, as the Issuing Bank.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 10th, 2021 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is hereby entered into on August 7, 2019. by and between Surgery Partners. Inc. (“Parent”), Symbion, Inc. (“Symbion”, and together with Parent, the “Company”) and Anthony W. Taparo (“Executive”).
MANAGEMENT AND INVESTMENT ADVISORY SERVICES AGREEMENTManagement and Investment Advisory Services Agreement • August 17th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Florida
THIS MANAGEMENT AND INVESTMENT ADVISORY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of December 24, 2009, by and among Surgery Center Holdings, Inc., a Delaware corporation (“Parent”), each of Parent’s direct or indirect subsidiaries listed on the Signature Page hereto (such entities together with Parent, collectively being, the “Company”), and Bayside Capital, Inc., a Florida corporation (“Bayside”).
ASSIGNMENT AND ACCEPTANCEAssignment and Acceptance • June 22nd, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
Reference is made to the Amended and Restated Securities Purchase Agreement, dated as of May 4, 2011 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Securities Purchase Agreement”; capitalized terms used but not defined herein shall have the meanings given to such terms therein), among Surgery Center Holdings, Inc., a Delaware corporation (the “Issuer”), Surgery Center Holdings, LLC, the Subsidiary Guarantors party thereto, the purchasers from time to time party thereto (the “Purchasers”), and THL Corporate Finance, Inc., as administrative agent for the Purchasers (in such capacity, the “Administrative Agent”).
OFFICE LEASEOffice Lease • March 11th, 2016 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
THIS OFFICE LEASE ("Lease"), made this 17 day of November, 2015, by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North Carolina limited partnership (“Landlord”), and SURGERY PARTNERS, INC., a Delaware corporation (“Tenant”), provides as follows:
AMENDMENT AND JOINDER TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 22nd, 2022 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
THIS AMENDMENT AND JOINDER TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”), effective as of December 22, 2022 is made by and among Surgery Partners, Inc., a Delaware corporation (the “Company”), BCPE Seminole Holdings LP, a Delaware limited partnership (“Bain”), BCPE Seminole Holdings III, L.P., a Cayman Islands limited partnership (“Holdings III”) and BCPE Seminole Holdings IV, L.P., a Cayman Islands limited partnership (“Holdings IV”) (each, individually, a “Party” and together, the “Parties”).
SURGERY PARTNERS, INC. 2015 OMNIBUS INCENTIVE PLAN LEVERAGED PERFORMANCE UNIT AWARD AGREEMENTLeveraged Performance Unit Award Agreement • September 8th, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Tennessee
This agreement (the “Agreement”) evidences a grant of Leveraged Performance Units (“LPUs”) by Surgery Partners, Inc. (the “Company”) to the undersigned (the “Grantee”) pursuant to and subject to the terms of the Surgery Partners, Inc. 2015 Omnibus Incentive Plan (as amended from time to time, the “Plan”).
FIRST LIEN INCREMENTAL AMENDMENTFirst Lien Incremental Amendment • October 9th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
This FIRST LIEN INCREMENTAL AMENDMENT (this “Amendment”), dated as of October 7, 2015, by and among Surgery Center Holdings, Inc., a Delaware corporation (the “Borrower”), SP Holdco I, Inc. (“Holdings”), the other Guarantors party hereto, the Lenders party hereto (the “Incremental Lenders”), Jefferies Finance LLC, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent” or, as Administrative Agent or Collateral Agent, “Agent”), and Jefferies Finance LLC, as Issuing Bank.
SECOND AMENDMENT TO MANAGEMENT AND INVESTMENT ADVISORY SERVICES AGREEMENTManagement and Investment Advisory Services Agreement • August 17th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Florida
This SECOND AMENDMENT TO MANAGEMENT AND INVESTMENT ADVISORY SERVICES AGREEMENT (the “Second Amendment”), is made and entered into this 3rd day of November, 2014 (the “Effective Date”), by and among Surgery Center Holdings, Inc., a Delaware corporation (“Parent”), each of Parent’s direct or indirect subsidiaries listed as signatories hereto (such entities together with Parent, collectively being, the “Company”), and Bayside Capital, Inc., a Florida corporation (“Bayside”). The Company and Bayside are referred to herein individually as a “Party” and, collectively as, the “Parties.”
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 5th, 2021 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • New York
CREDIT AGREEMENT, dated as of August 31, 2017 (this “Agreement”), among SP HOLDCO I, INC., a Delaware corporation (“Holdings”), SURGERY CENTER HOLDINGS, INC., a Delaware corporation (the “Borrower”), the other Guarantors party hereto from time to time, the Lenders (such term and each other capitalized term used but not defined in this introductory statement having the meaning given it in Article 1), JEFFERIES FINANCE LLC, as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, including any successor thereto, the “Collateral Agent”) for the Secured Parties, and JEFFERIES FINANCE LLC and KKR CORPORATE LENDING LLC, as the Issuing Banks.
EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2018 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is hereby entered into on March 9, 2018 (the “Effective Date”), between Surgery Partners, Inc. (the “Company”) and Thomas F. Cowhey (“Executive” or “you”).
SURGERY CENTER HOLDINGS, LLC A Delaware Limited Liability Company FORM OF SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of , 2015Limited Liability Company Agreement • September 14th, 2015 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Delaware
This Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Surgery Center Holdings, LLC is entered into as of the day of , 2015, by Surgery Partners, Inc., a Delaware Corporation as the sole member (the “Member” or the “Sole Member”) of the limited liability company interests (the “Holdings Units”).
Amended and Restated Registration Rights Agreement by and among Surgery Partners, Inc., Certain Stockholders of Surgery Partners, Inc. and Certain other parties hereto. Dated as of August 31, 2017Registration Rights Agreement • September 1st, 2017 • Surgery Partners, Inc. • Services-general medical & surgical hospitals, nec • Delaware
