Select Medical shareholders approve $16.50 go-private deal with WCAS

Select Medical Holdings Corp. secured stockholder approval for its $16.50-a-share go-private acquisition by a consortium led by co-founder Robert A. Ortenzio and private equity firm Welsh, Carson, Anderson & Stowe, clearing a key hurdle for the transaction.

The Merger was approved at a special meeting on June 26, 2026, with over 79.88% of outstanding shares voting in favor, the Mechanicsburg, Pennsylvania-based company said in a statement. Approximately 82.54% of Select Medical's 123.9 million outstanding shares were voted, and holders unaffiliated with the consortium approved the deal by more than 76.64% of unaffiliated shares.

"The strong support from both total and unaffiliated stockholders reflects confidence in this transaction's value for all shareholders," the company said in its filing. The special committee of disinterested and independent directors had unanimously recommended approval.

The $16.50 per share cash offer represented an 18% premium to Select Medical's undisturbed share price, according to the company's proxy filing. The consortium includes Ortenzio, who serves as executive chairman and co-founder, Martin F. Jackson, senior executive vice president of strategic finance and operations, and WCAS, a private equity firm that has raised and managed more than $33 billion in committed capital since its founding in 1979.

Select Medical operates 103 critical illness recovery hospitals across 28 states, 41 rehabilitation hospitals in 15 states, and 1,912 outpatient rehabilitation clinics in 37 states and the District of Columbia as of March 31, 2026. The company's facilities span 38 states and the District of Columbia, making it one of the largest operators in its sector by facility count.

Deal financing and timeline

J.P. Morgan and Wells Fargo are serving as joint lead arrangers and joint lead bookrunners for the consortium's committed debt financing. Goldman Sachs acted as exclusive financial advisor to the special committee, while Skadden, Arps, Slate, Meagher & Flom LLP provided legal counsel. Dechert LLP served as legal counsel to Select Medical, and Cravath, Swaine & Moore LLP advised the consortium. Barclays served as financial advisor to WCAS, with Ropes & Gray LLP as legal counsel.

The transaction is expected to close on or about June 30, 2026, subject to remaining customary closing conditions outlined in the merger agreement. The company will file final voting results in a Current Report on Form 8-K with the Securities and Exchange Commission.

The go-private transaction follows a period of strategic review for Select Medical, which reported a 5% revenue increase in the first quarter of 2026 while facing margin pressure. The deal removes Select Medical from public market scrutiny and allows the consortium to execute operational improvements and growth initiatives without quarterly earnings pressure — a structure WCAS has employed across its healthcare portfolio companies.

This article is for informational purposes only and does not constitute investment advice.