New York, March 4, 2026, 09:45 EST
- Select Medical has agreed to be taken private in a deal priced at $16.50 per share, giving the company an enterprise value of $3.9 billion.
- SEC filings indicate the buyer group has $880 million in equity backing, along with as much as $1.0 billion in committed debt financing.
- The agreement calls for a “majority-of-the-minority” vote and still awaits U.S. regulatory sign-off. Per the contract, Dec. 1, 2026, is the outside date.
Select Medical Holdings Corporation (NYSE: SEM) has agreed to a buyout at $16.50 a share in cash, with executive chairman Robert A. Ortenzio, senior executive VP Martin F. Jackson, and private equity firm Welsh, Carson, Anderson & Stowe steering the consortium. The deal values the company at $3.9 billion, based on enterprise value. 1
What started as a non-binding offer from Ortenzio has now become a formal agreement, setting in motion a shareholder vote that distinguishes between insiders and the public. Should the deal go through, Select would delist and no longer file public reports.
This is important at this stage, since the deal requires a “majority-of-the-minority” vote—only shareholders outside the buyer group can green-light it, excluding company insiders. The agreement also includes familiar deal conditions: regulatory sign-offs, plus a firm deadline to get it done.
Stallion MergerSub Corporation, which is under Stallion Intermediate Corporation, is set to combine with Select, according to an SEC filing. Select sticks around as a wholly owned subsidiary. Shareholders not rolling their stock over will get $16.50 in cash per share. Those who opt for appraisal rights under Delaware law have the option to petition the court for a ruling on the “fair value” of their shares.
The group backing the deal secured $880 million in equity from WCAS XIV, L.P., alongside up to $1 billion in debt commitments from JPMorgan Chase Bank and Wells Fargo, according to a Schedule 13D filing. The merger pact does not include a financing condition. 2
Select said it’s aiming to wrap up the deal by mid-2026, pending various conditions—among them, a U.S. antitrust review under the Hart-Scott-Rodino Act and required healthcare regulatory sign-offs. Early rollover participants representing roughly 11.8% of shares have already committed to support the merger agreement with their votes, according to the company.
The contract’s outside date lands on Dec. 1, 2026, but could push out to March 1, 2027 under certain circumstances, according to the filing. Should Select walk away for a better offer, it’s on the hook for a breakup fee of roughly $66.5 million. The parent, if it can’t close after meeting conditions, would owe approximately $133.0 million.
Select Medical runs a network of critical illness recovery hospitals, rehab hospitals, and outpatient rehab clinics. As of Dec. 31, 2025, the company counted 104 critical illness recovery hospitals in 28 states, 38 rehab hospitals across 15 states, and 1,917 outpatient rehab clinics spanning 39 states and D.C, according to its latest figures. That lineup puts Select Medical in the same league as Encompass Health and US Physical Therapy, both established rehab and therapy services players. 3
Deutsche Bank’s Justin Bowers cut Select Medical to hold from buy and bumped up his target to $16.50, a note seen by Investing.com showed. Mizuho kept its outperform call and left the price target at $17.00. RBC Capital, shifting to a more guarded view, lowered its target, now matching the deal price. 4
Select Medical shares slipped roughly 0.2% to $16.23 early Wednesday, trading a touch under the proposed cash offer.
Still, there’s plenty that could derail the deal. Unaffiliated shareholders have to sign off, and regulators must give their nod. Management buyouts like this tend to attract lawsuits—those can drag out the process or force tweaks to the terms.
Select said operations will continue throughout the merger, and management isn’t going anywhere after the deal closes. The company also said its existing debt will stick around after the merger wraps up—something it says gives the consortium more room to finance the transaction.
