Select Medical faces lawsuits over merger proxy; provides supplemental disclosures
Select Medical Holdings Corporation has announced that it is facing multiple lawsuits and demand letters from stockholders concerning its definitive proxy statement related to a proposed merger. The complaints, filed in New York and Pennsylvania, allege that the proxy statement misrepresents or omits material information regarding the acquisition by an entity affiliated with company executives and Welsh, Carson, Anderson & Stowe. Despite denying the allegations, Select Medical has decided to voluntarily provide supplemental disclosures to address the purported deficiencies, avoid nuisance, and prevent potential business delays, while maintaining that its original disclosures comply with all applicable laws.
Key Highlights
- Select Medical filed a definitive proxy statement on May 19, 2026, for a special meeting on June 26, 2026, to vote on a merger.
- The merger involves an entity affiliated with Robert A. Ortenzio, Martin F. Jackson, and Welsh, Carson, Anderson & Stowe.
- Two complaints were filed in New York and one in Pennsylvania alleging misrepresentation/omission in the proxy statement.
- Complaints seek to enjoin the merger, attorneys' fees, and actual/punitive damages (New York complaints).
- Eleven purported stockholders also sent demand letters alleging similar disclosure deficiencies.
- Company denies allegations but provides supplemental disclosures to address claims and avoid delays.
Price Impact
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