SEC Comment Letter for Surgery Partners, Inc. (SGRY) (CIK 0001638833) (SGRY) — Dec 31, 2019

Surgery Partners, Inc. (SGRY) (CIK 0001638833)
Date: Dec. 31, 2019 · CIK: 0001638833 · Accession: 0000000000-19-016884

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File numbers found in text: 333-235664

Date

December 31, 2019

Author

Wayne S. DeVeydt

Form

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Company

Surgery Partners, Inc. (SGRY) (CIK 0001638833)

Letter

December 31, 2019 Wayne S. DeVeydt Chief Executive Officer Surgery Partners, Inc. 310 Seven Springs Way, Suite 500 Brentwood, TN 37027 Re:Surgery Partners, Inc. Registration Statement on Form S-3 Response dated December 30, 2019 File No. 333-235664 Dear Mr. DeVeydt: We have reviewed your December 30, 2019 response to our comment letter and have the following comment. After reviewing your response to this comment, we may have additional comments. Unless we note otherwise, our reference to prior comments are to comments in our December 27, 2019 letter. Response dated December 30, 2019 General 1.We note your response to our prior comment one. Please confirm that you will disclose in the final prospectuses to the registration statement that your exclusive forum provision does not apply to actions arising under the Securities Act or Exchange Act as provided in your response. Please contact Ada D. Sarmento at 202-551-3798 or Mary Beth Breslin at 202-551-3625 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Thomas Holden, Esq.

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December 31, 2019
Wayne S. DeVeydt
Chief Executive Officer
Surgery Partners, Inc.
310 Seven Springs Way, Suite 500
Brentwood, TN 37027
Re:Surgery Partners, Inc.
Registration Statement on Form S-3
Response dated December 30, 2019
File No. 333-235664
Dear Mr. DeVeydt:
            We have reviewed your December 30, 2019 response to our comment letter and have the
following comment.  After reviewing your response to this comment, we may have additional
comments.  Unless we note otherwise, our reference to prior comments are to comments in our
December 27, 2019 letter.
Response dated December 30, 2019
General
1.We note your response to our prior comment one.  Please confirm that you will disclose in
the final prospectuses to the registration statement that your exclusive forum provision
does not apply to actions arising under the Securities Act or Exchange Act as provided in
your response.
            Please contact Ada D. Sarmento at 202-551-3798 or Mary Beth Breslin at 202-551-3625
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc:       Thomas Holden, Esq.

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