0000899243-17-021357.txt : 20170901 0000899243-17-021357.hdr.sgml : 20170901 20170901162129 ACCESSION NUMBER: 0000899243-17-021357 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170831 FILED AS OF DATE: 20170901 DATE AS OF CHANGE: 20170901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gordon Christopher R CENTRAL INDEX KEY: 0001432313 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37576 FILM NUMBER: 171066573 MAIL ADDRESS: STREET 1: C/O BAIN CAPITAL, LLC STREET 2: JOHN HANCOCK TOWER, 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Surgery Partners, Inc. CENTRAL INDEX KEY: 0001638833 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 473620923 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 40 BURTON HILLS BLVD. CITY: NASHVILLE STATE: TN ZIP: 37215 BUSINESS PHONE: 615-234-5900 MAIL ADDRESS: STREET 1: 40 BURTON HILLS BLVD. CITY: NASHVILLE STATE: TN ZIP: 37215 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-08-31 0 0001638833 Surgery Partners, Inc. SGRY 0001432313 Gordon Christopher R 200 CLARENDON ST. BOSTON MA 02116 1 0 1 0 Common Stock, par value $0.01 per share 26455651 I See footnote Series A Convertible Perpetual Participating Preferred Stock Common Stock, par value $0.01 per share 16315789 I See footnote Represents 26,445,651 shares of common stock that BCPE Seminole Holdings LP ("BCPE Holdings") purchased from H.I.G. Surgery Centers, LLC ("HIG") pursuant to the Stock Purchase Agreement, dated as of May 9, 2017, by and among Holdings, Surgery Partners, Inc. (the "Issuer"), H.I.G. Bayside Debt & LBO Fund II L.P. and HIG. The securities reported in this Form 3 are held directly by BCPE Holdings. Bain Capital Investors, LLC ("BCI") is the sole member of BCPE Seminole GP LLC, which is the general partner of BCPE Holdings. The governance, investment strategy and decision-making process with respect to investments held by BCPE Holdings is directed by the Global Private Equity Board of BCI. Christopher Gordon is a Managing Director of BCI. By virtue of the relationships described in these footnotes, Mr. Gordon may be deemed to share voting and dispositive power with respect to the securities held by BCPE Holdings. Mr. Gordon disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Represents 310,000 shares of 10.00% Series A Convertible Perpetual Participating Preferred Stock (the "Series A Preferred Stock") that BCPE Holdings acquired from the Issuer. Each share of Series A Preferred Stock is convertible at any time, at the election of the holder, into the number of shares of common stock of the Issuer equal to the quotient obtained by dividing (a) the accrued value of such share of Series A Preferred Stock (initially, $1,000) plus any accrued but uncompounded dividends on such share by (b) the $19.00 conversion price, subject to certain anti-dilution adjustments in accordance with the terms set forth in the Series A Preferred Stock Certificate of Designation. Dividends accrue daily and compound quarterly on March 31, June 30, September 30 and December 31 of each year and are added to the accrued value of a share and, therefore, the number of shares of common stock into which each share of Series A Preferred Stock may be converted will increase over time. The Series A Preferred Stock has no expiration date. /s/ Christopher Gordon 2017-09-01