SCAI Surgical Care Affiliates, Inc.

As filed with the Securities and Exchange Commission on March 24, 2017

Registration No. 333-206106

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

SCA Holdings, LLC

(successor in interest to

Surgical Care Affiliates, Inc.)

(Exact name of registrant as specified in its charter)

UnitedHealth Group Center

9900 Bren Road East

Minnetonka, Minnesota 55343

(952) 936-1300

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Marianne D. Short

Executive Vice President and Chief Legal Officer

UnitedHealth Group Center

9900 Bren Road East

Minnetonka, Minnesota 55343

(952) 936-1300

(Name, address, including zip code, and telephone number, including area code, of agent for service)

Copies to:

Timothy R. Aragon, Esq.

David R. Crandall, Esq.

Hogan Lovells US LLP

1601 Wewatta Street, Suite 900

Denver, Colorado 80202

(303) 899-7300

Approximate date of commencement of proposed sale to the public: Not applicable.

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.  ☐

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.  ☐

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.  ☒

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filter, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

DEREGISTRATION OF SECURITIES

This Post-Effective Amendment No. 1, filed by SCA Holdings, LLC, as successor in interest to Surgical Care Affiliates, Inc. (the “ Company ”), withdraws and removes from registration all securities remaining unissued under the Registration Statement on Form S-3 (No. 333-206106) (the “ Registration Statement ”) filed with the Securities and Exchange Commission on August 5, 2015.

Surgical Care Affiliates, Inc., UnitedHealth Group Incorporated (“ Parent ”), Spartan Merger Sub 1, Inc. (“ Purchaser ”) and Spartan Merger Sub 2, LLC (“ Merger Sub 2 ”) entered into an Agreement and Plan of Reorganization (the “ Merger Agreement ”), dated as of January 7, 2017. Pursuant to the Merger Agreement, Purchaser merged with and into Surgical Care Affiliates, Inc. (the “ Merger ”), with Surgical Care Affiliates, Inc. surviving the Merger, upon the terms and subject to the conditions set forth in the Merger Agreement. Immediately following the consummation of the Merger, Surgical Care Affiliates, Inc. merged with and into Merger Sub 2, with Merger Sub 2 surviving the merger under the name “SCA Holdings, LLC” and becoming the successor in interest to Surgical Care Affiliates, Inc. (the “ Second Step Merger ” and together with the Merger, the “ Transaction ”) and thereafter Surgical Care Affiliates, Inc. ceased its separate existence upon the terms and subject to the conditions set forth in the Merger Agreement.

The Transaction became effective on March 24, 2017.

Following the Merger, the Company has terminated all offerings of the Company’s securities pursuant to the Registration Statement. Accordingly, pursuant to the undertaking contained in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities being registered which remain unsold at the termination of the offering, SCA Holdings, LLC, as successor in interest to the Company, is filing this Post-Effective Amendment No. 1 to deregister all such securities of the Company registered under the Registration Statement that remained unsold as of the effective time of the Merger, if any.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment to the Registration Statement on Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Minnetonka, State of Minnesota, on March 24, 2017. No other person is required to sign this Post-Effective Amendment to the Registration Statement on Form S-3 in reliance upon Rule 478 under the Securities Act of 1933, as amended.

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