Table of Contents
FORM 11-K — For Annual Reports of Employee Stock Purchase, Savings and Similar Plans Pursuant
to Section 15(d) of the Securities Exchange Act of 1934
to Section 15(d) of the Securities Exchange Act of 1934
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
| þ | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (FEE REQUIRED) |
For the year ended December 31, 2005
OR
| o | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) |
For the transition period from ___________ to ____________
Commission file number 001-15925
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
COMMUNITY HEALTH SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 13-3893191 | |
| (State or other jurisdiction of incorporation or | I.R.S. Employer | |
| organization) | Identification Number) | |
| 7100 Commerce Way, Suite 100 | ||
| Brentwood, Tennessee | 37027 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code: | (615) 465-7000 |
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
TABLE OF CONTENTS
| Page | ||||||||
| 1 | ||||||||
FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2005 AND 2004: |
||||||||
| 2 | ||||||||
| 3 | ||||||||
| 4 - 10 | ||||||||
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005 |
||||||||
| 11 | ||||||||
| 12 | ||||||||
| 13 | ||||||||
| EX-10.1 FOURTH AMENDMENT TO 401(K) PLAN | ||||||||
| EX-23 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | ||||||||
Schedules other than that listed above have been omitted due to the absence of the conditions under
which they are required.
Table of Contents
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and the Retirement Committee of Community Health Systems, Inc. 401(k) Plan
Brentwood, Tennessee
Brentwood, Tennessee
We have audited the accompanying statements of net assets available for benefits of Community
Health Systems, Inc. 401(k) Plan (“the Plan”) as of December 31, 2005 and 2004, and the related
statements of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan’s management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control
over financial reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets
available for benefits of the Plan as of December 31, 2005 and 2004, and the changes in net assets
available for benefits for the years then ended in conformity with accounting principles generally
accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets held as of December 31, 2005 is presented
for the purpose of additional analysis and is not a required part of the basic financial
statements, but is supplementary information required by the Department of Labor’s Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.
The supplemental schedule is the responsibility of the Plan’s management. Such supplemental
schedule has been subjected to the auditing procedures applied in our audit of the 2005 basic
financial statements and, in our opinion, is fairly stated in all material respects when considered
in relation to the basic financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Nashville, Tennessee
June 21, 2006
June 21, 2006
Table of Contents
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2005 AND 2004
| 2005 | 2004 | |||||||
ASSETS |
||||||||
Investments: |
||||||||
Investments |
$ | 231,319,016 | $ | 192,779,365 | ||||
Participant notes receivable |
5,528,646 | 4,002,822 | ||||||
Total investments |
236,847,662 | 196,782,187 | ||||||
Receivables: |
||||||||
Participant contributions |
1,374,546 | 1,209,781 | ||||||
Employer matching contribution |
8,540,810 | 8,079,140 | ||||||
Total receivables |
9,915,356 | 9,288,921 | ||||||
TOTAL ASSETS |
246,763,018 | 206,071,108 | ||||||
LIABILITIES |
||||||||
Forfeitures in suspense |
276,715 | 394,864 | ||||||
Administrative fees |
86,287 | 120,787 | ||||||
Excess participant contributions |
— | 23,450 | ||||||
TOTAL LIABILITIES |
363,002 | 539,101 | ||||||
NET ASSETS AVAILABLE FOR BENEFITS |
$ | 246,400,016 | $ | 205,532,007 | ||||
See notes to financial statements.
2
Table of Contents
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2005 AND 2004
| 2005 | 2004 | |||||||
Additions to net assets attributed to: |
||||||||
Investment income: |
||||||||
Net appreciation in fair value
of investments |
$ | 12,109,174 | $ | 11,833,354 | ||||
Interest |
214,392 | 139,152 | ||||||
Dividends |
6,433,688 | 2,759,067 | ||||||
Total investment income |
18,757,254 | 14,731,573 | ||||||
Contributions: |
||||||||
Participant |
38,151,903 | 34,147,115 | ||||||
Conversions |
— | 18,138,726 | ||||||
Rollovers |
3,364,092 | 2,687,399 | ||||||
Employer matching |
8,540,810 | 8,094,202 | ||||||
Total contributions |
50,056,805 | 63,067,442 | ||||||
Total additions |
68,814,059 | 77,799,015 | ||||||
Deductions from net assets attributed to: |
||||||||
Benefits paid to participants |
25,242,282 | 13,450,119 | ||||||
Conversions |
2,028,614 | — | ||||||
Forfeitures in suspense |
276,715 | 394,864 | ||||||
Participant paid administrative fees |
398,439 | 448,537 | ||||||
Excess participant contributions |
— | 23,450 | ||||||
Total deductions |
27,946,050 | 14,316,970 | ||||||
Net increase |
40,868,009 | 63,482,045 | ||||||
Net assets available for benefits: |
||||||||
Beginning of year |
205,532,007 | 142,049,962 | ||||||
End of year |
$ | 246,400,016 | $ | 205,532,007 | ||||
See notes to financial statements
3
Table of Contents
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2005 AND 2004
1. DESCRIPTION OF THE PLAN
General. Effective February 1, 1987, Community Health Investment Corporation, a wholly-owned
subsidiary of Community Health Systems, Inc. (the “Company”, the “Plan Administrator”, or “CHS”),
adopted and approved the creation of the Community Health Systems, Inc. 401(k) Plan, (the “Plan”).
Subsequently, the Plan was adopted by the Company and its wholly-owned and majority-owned
subsidiaries. The Plan and related trust are maintained for the exclusive benefit of the Plan
participants, and no part of the trust may ever revert to the Company, except forfeitures of any
unvested portion of a participant’s “Matching Account”, which may offset future Company
contributions. Participants should refer to the Plan agreement for a complete description of the
Plan’s provisions.
For those participating facilities of the Company, including the corporate offices, participation
in the Plan is available to primarily all full-time employees after completion of six months of
eligible service, as defined in the Plan document, or upon reaching his/her 21st
birthday, whichever is later. Company employment includes all previous service with an acquired
employer. All employees of the Company are entitled to participate except individuals covered by a
collective bargaining contract and those employees covered by other retirement plans to which the
Company is required to contribute.
The Plan has been amended and/or restated from time to time. The Plan’s most recent determination
letter was received in 2004. The Company believes that the Plan is currently designed and is being
operated in compliance with applicable requirements of the Internal Revenue Code.
Chestnut Hill Hospital was acquired March 1, 2005 and commenced participation into the Plan on
April 1, 2005. Bedford County Regional Hospital was acquired on July 1, 2005 and commenced
participation into the Plan on August 1, 2005. Newport Hospital was acquired on October 1, 2005
and commenced participation into the Plan on October 1, 2005. Bradley Memorial Hospital and
Sunbury Community Hospital were both acquired on October 1, 2005 and commenced participation into
the Plan on November 1, 2005.
Scott County Hospital’s lease expired on January 31, 2005 and ceased participation in the Plan on
that date.
Lakeview Community Hospital, Edge Regional Hospital, The King’s Daughter Hospital and Northeast
Medical Center were disposed of on March 31, 2005 and ceased participation in the Plan on that
date.
Galesburg Cottage Hospital was acquired and commenced participation into the Plan on July 1, 2004.
Phoenixville Hospital was acquired and commenced participation into the Plan on August 1, 2004.
Randolph
County Medical Center and Sabine Medical Center were disposed of on August 1, 2004 and
ceased participation in the Plan on that date.
Administration. The Plan is administered by the Company’s Retirement Committee of not less than
three persons, all appointed by the Company’s Board of Directors. The Retirement Committee is
responsible for carrying out the provisions of the Plan, including the selection of the trustee.
Scudder Trust Company
4
Table of Contents
(“Trustee”) serves as trustee for the Plan. The Trustee holds, invests and administers the trust
assets and contributions of the Plan.
Contributions. Eligible employees electing to participate in the Plan may make contributions by
payroll deductions of 1% to 25% of basic compensation as defined in the Plan document, to the
extent not exceeding Internal Revenue Service (“IRS”) imposed limitations on contributions ($14,000
for 2005 and $13,000 for 2004 Plan years). Participants who have attained age 50 before the close
of the calendar year shall be eligible to make catch-up contributions up to $4,000 for 2005.
Employee contributions beyond specific Plan thresholds are reimbursed to the participants and
classified as excess participant contributions in the financial statements. Prior to each Plan
year, employer contribution percentages are determined by the Plan Administrator. The standard
employer matching contribution was 33.34% of the first 6% of eligible employee contributions.
Employer matching contributions for 2005 and 2004 for certain hospitals ranged from 33.34% to
66.67% of the first 6% of eligible compensation the employee contributes to the Plan. The employer
matching contribution may be made in the form of cash or shares of Company common stock. Matching
contributions in the form of cash are initially used to purchase Company stock on the open market.
The employer matching contributions deposited into the participant’s accounts in the subsequent
plan year consisted of $8,540,810 in cash for 2005 and $8,079,140 in cash for 2004. Any matching
contribution made to the participant’s account is initially held by the participant in the form of
stock. Participants are permitted to instruct the Trustee to sell the stock and transfer the funds
to another permitted investment at any time.
Participant Accounts. The Retirement Committee utilizes the services of an outside firm to
maintain individual accounts of each participant and record separately all activity as follows:
“The Deferred Account”
|
The value of participants’ employee contributions and earnings on those contributions are maintained in this account. | |
“The Rollover Account”
|
The value of any rollover contributions from another qualified plan and associated earnings are maintained in this account. | |
“The Matching Account”
|
The value of matching contributions made by the Company on behalf of participants and associated earnings is maintained in this account. |
The First Amendment to the Plan was effective on January 1, 2004 to redefine the “Formula for
Determining Employer Contributions”, to increase the maximum elective deferral percentage available
under the Plan and to allow catch-up contributions. The Employer may allocate in its sole
discretion and in a non-discriminatory manner a different matching contribution for the Plan Year
to participants at each of its different facilities, as amended time to time by the Plan
Administrator. The amendment also increased the maximum elective deferral percentage from 15% to
25%. Also, employees who are eligible to make elective deferrals under the Plan and who have
attained age 50 before the close of the calendar year shall be eligible to make catch-up
contributions. To make catch-up contributions, the employee must contribute the maximum available
to the employee through regular 401 (k) deductions. The limit for 2005 is $4,000. This limit
increases by $1,000 each year until it reaches $5,000 in 2006. After 2006, the limit will be
indexed for inflation.
The Second Amendment to the Plan was effective on January 1, 2004 to allow for installment and
other forms of distribution of benefits. The Plan Administrator, pursuant to the election of the
participant, shall direct the Trustee to distribute to a participant or such participant’s
beneficiary any amount to which the
5
Table of Contents
participant is entitled under the Plan in one or more of the following methods: a) one lump sum
cash payment; b) partial cash payments; or c) partial cash payments over a period certain in
monthly, quarterly, semi-annual or annual installments. The period over which such payment is to be
made shall not extend beyond the participant’s life expectancy (or the life expectancy of the
participant and the participant’s designated beneficiary). The Plan was also amended to redefine
that only Participants who are actively employed at the beginning of the last day of the Plan Year
by the Employer or an Affiliated Employer who’s Employees are eligible for a matching contribution
under Section 4.1(b) shall be eligible to share in the Employer Matching Contributions for the
year.
The Fourth Amendment to the Plan was effective on March 28, 2005, to incorporate required
provisions under the Economic Growth and Tax Relief Reconciliation Act of 2001. This revision
redefines the section “Determination of Benefits upon Termination.” If a Terminated Participant
does not specify the designation of a distribution that is in excess of $1,000 to be made to an
eligible retirement plan in a direct rollover or does not elect to receive the distribution
directly, the Administrator shall make a direct transfer of such distribution to an individual
retirement plan designated by the Administrator.
The following amendments were made to plans at specific hospitals:
For the period beginning August 1, 2003 and ending December 31, 2004, each employee of Pottstown
Clinic Company, LLC who is a participant in the Plan, has at least 1,000 hours of service, is a
non-highly compensated employee and is eligible to participate in the Plan is eligible for an
employer match of 50% of the first 6% of eligible compensation the employee contributes to the
plan.
For the period beginning January 1, 2003 and ending December 31, 2004 each employee of Southside
Regional Medical Center, Southside School of Nursing and Southside Industrial Medicine, who is a
participant in the Plan, has at least 1,000 hours of service and is eligible to share in employer
matching contributions will be eligible to receive an employer match in an amount equal to:
| a) | 33.34% of the first 6% of eligible compensation the employee contributes to the Plan if the participant has at least one (1) but no more than nine (9) years of service; | ||
| b) | 50% of the first 6% of eligible compensation the employee contributes to the Plan if the participant has at least ten (10) but no more than nineteen (19) years of service; and | ||
| c) | 66.67% of the first 6% of eligible compensation the employee contributes to the Plan if the participant has at least twenty (20) years of service. |
Effective as of July 1, 2004, Employees of Pottstown Hospital Company, LLC whose employment is
governed by a collective bargaining agreement between the Affiliated Employer and “employee
representatives” under which retirement benefits were the subject of good faith bargaining shall be
eligible to participate in the Plan.
For the period beginning January 1, 2004, and ending December 31, 2004, each Employee of Pottstown
Imaging Center, LLC who is a Participant in the Plan and (i) has at least 1,000 Hours of Service
for the Affiliated Employer during this applicable Plan Year, (ii) is a Non-Highly Compensated
Employee, and (iii) is otherwise eligible to share in matching contributions shall receive a
discretionary matching contribution in an amount equal to fifty percent (50%) of such Participant’s
Elective Contribution for such Plan Year that does not exceed 6% of the Participant’s Compensation
for the Plan Year.
Effective July 1, 2004, a “Merger and Transfer Agreement” was executed in order to merge the
Galesburg Cottage Hospital Retirement Plan into the Community Health Systems, Inc. 401(k) Plan.
6
Table of Contents
Effective September 30, 2004, a “Plan-To-Plan Transfer Agreement” was executed in order to transfer
all of the outstanding shares of the capital stock in the Community Health Systems, Inc. 401(k)
Plan of National Healthcare of Pocahontas Inc., Randolph County Clinic Corp., Sabine Medical
Center, Inc. and Sabine Medical Clinic, Inc. into the Associated Healthcare Systems 401(k)
Retirement Plan.
Vesting. The balance in the participants’ Deferred and Rollover Accounts is at all times fully
vested and nonforfeitable. A participant becomes 20% vested in his/her “Matching Account” after
one year of service and an additional 20% for each year of service thereafter until fully vested.
A participant is credited with one year of service if he/she works 500 or more hours during the
Plan year. Termination of participation in the Plan prior to the scheduled vesting period results
in forfeiture of the unvested portion of a participant’s Matching Account. These forfeitures shall
be applied to reduce the Company’s matching contribution payments made to the Plan in future
periods. Forfeitures of $276,715 and $394,864 were applied against the Company’s matching
contribution payments for the years ended December 31, 2005 and 2004, respectively.
Payment of Benefits. A participant or his/her designated beneficiary is entitled to a distribution
of the total value of his/her accounts upon his/her retirement at age 65, becoming totally and
permanently disabled or death. Upon the termination of employment of a participant before reaching
his/her 65th birthday for reasons other than death, he/she is entitled to receive the total value
of his/her Deferred and Rollover Accounts and the vested portion of his/her Matching Account.
While the participant is employed, he/she may borrow from their accounts in the form of a loan but
can withdraw only in the event of financial hardship. Such withdrawals are limited to the value of
his/her Deferred and Rollover Accounts and the vested portion of his/her Matching account. The
Retirement Committee shall require a participant requesting a hardship withdrawal to submit proof
which demonstrates an immediate and heavy financial need which cannot be reasonably satisfied from
other resources of the participant.
Funding. The Company shall transfer to the Trustee, as soon as practical, the full matching
contribution after the close of the Plan year.
Investments Options. Contributions to the Plan shall be invested by the Trustee according to the
participant’s instruction in one or in a combination of several fund options. Participants may
change their investment election or initiate transfers between funds on a monthly basis by giving
notice to the Plan Administrator.
Plan Termination. Although it has not expressed any intent to do so, the Company’s Board of
Directors has the right to discontinue its contributions at any time and to terminate the Plan
subject to the provisions of the Employee Retirement Income Security Act of 1974. In the event of
Plan termination, participants will become 100% vested in their respective accounts.
Participant Notes Receivable. Participants may borrow from their fund accounts a minimum of $1,000
up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Loan transactions
are treated as a transfer to (from) the investment fund from (to) the Participant Loan Fund. Loan
terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans
are secured by the balance in the participant’s account and bear interest at a rate commensurate
with local prevailing rates as determined by the Trustee. Interest rates range from 4.0% to 9.5%
as of December 31, 2005. Principal and interest is paid ratably over the term of the loan through
payroll deductions.
Reclassifications. Certain contributions presented in prior years’ statement of changes in net
assets available for benefits have been reclassified from participant contributions to conversions
and rollovers to conform to the current year presentation.
7
Table of Contents
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting. The Plan’s financial statements are prepared under the accrual method of
accounting.
Use of Estimates. The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make estimates
and assumptions that affect the reported amounts of assets available for benefits and changes
therein. Actual results could differ from these estimates. The Plan utilizes various investment
instruments. Investment securities, in general, are exposed to various risks, such as interest
rate, credit, and overall market volatility. Due to the level of risk associated with certain
investment securities, it is reasonably possible that changes in the values of investment
securities will occur in the near term and that such changes could materially affect the amounts
reported in the statements of net assets available for benefits.
Valuation of Investments. The Plan’s investments are stated at fair value. Securities traded on
the national securities exchange are valued at the last reported sales price on the last business
day of the plan year. Investments traded in the over-the counter market and listed securities for
which no sale was reported on that date are valued at the average of the last reported bid and
asked prices. The fair values of the participation units owned by the Plan in pooled separate
accounts are based on a redemption value established by the Trustee. The Plan’s investments
in pooled separate accounts consist of investments in accounts
established by the Trustee
solely for the purpose of investing the assets of one or more plans. Investments in collective
investment funds or regulated investment companies are valued at the net asset value per share/unit
on the valuation date. Short-term investments, if any, are stated at amortized cost, which
approximates market value. Participant loans are valued at their outstanding balance, which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on an accrual basis. Dividends are recorded on the ex-dividend date.
Expenses. The participants of all funds are charged with expenses in connection with the purchase
and sale of shares in each respective fund. Also, the participants in the Plan are charged a
per-participant administrative fee. Participants paid $432,939 and $431,210 in administrative costs
to the Trustee in 2005 and 2004, respectively. All other expenses incurred in the administration
of the Plan are borne by the Company. The Company paid $44,513 and $93,959 for Plan expenses in
2005 and 2004, respectively.
Payment of Benefits. Benefits are recorded when paid.
3. TAX STATUS
The Plan received a determination letter dated June 16, 2004, in which the IRS stated that the Plan
was in compliance with the applicable requirements of Section 401(a) and Section 501(c) of the
Internal Revenue Code (“the Code”).
8
Table of Contents
4. INVESTMENTS
Investments that represent five percent or more of the net assets available for benefits as of
December 31, 2005 and 2004 are as follows:
| Investment | Fair Value | |||
at December 31, 2005: |
||||
CHS Stock Fund |
$ | 32,752,325 | ||
Scudder Stable Value Fund (2) |
28,373,276 | |||
Scudder Flag Investment Value Builder A |
21,633,672 | |||
Growth Fund of America — A |
20,886,838 | |||
Scudder Stock Index Fund (1) |
20,547,133 | |||
Scudder Large Cap Value A |
17,284,966 | |||
Scudder Fixed Income Fund A |
14,374,566 | |||
Scudder — Dreman Hi Return Equity — A |
12,898,487 | |||
Templeton Foreign — A |
12,249,434 | |||
Franklin Small-Mid Cap Growth A |
10,925,893 | |||
at December 31, 2004: |
||||
Scudder Stable Value Fund (2) |
$ | 25,918,018 | ||
Scudder Flag Investment Value Builder A |
22,865,966 | |||
CHS Stock Fund |
20,406,127 | |||
Scudder Stock Index Fund (1) |
19,249,544 | |||
Scudder Large Cap Value A |
17,392,109 | |||
Growth Fund of America — A |
15,681,721 | |||
Scudder Fixed Income Fund A |
13,430,598 | |||
Scudder — Dreman Hi Return Equity — A |
9,995,604 | |||
Templeton Foreign — A |
9,979,108 | |||
Franklin Small-Mid Cap Growth A |
9,127,346 | |||
Scudder Mid Cap Growth — A |
6,774,372 | |||
| (1) | A pooled separate account | |
| (2) | A collective investment fund |
The following schedule presents the net appreciation (depreciation) in fair value for each
significant class of investment for the years ended December 31, 2005 and 2004:
| 2005 | 2004 | |||||||
Mutual funds |
$ | 3,733,340 | $ | 9,030,922 | ||||
Common/collective trust funds (1) |
907,341 | 1,813,213 | ||||||
CHS Company Stock Fund |
7,468,493 | 989,219 | ||||||
| $ | 12,109,174 | $ | 11,833,354 | |||||
| (1) | Includes pooled separate accounts and collective investment funds. |
9
Table of Contents
5. SUBSEQUENT EVENTS
During the first quarter of 2006, CHS sold one hospital. The participants’ plan assets aggregating
approximately $1.5 million are subject to future withdrawal from the plan should these former
participants choose to roll over such amounts to another qualified or self-directed plan.
******
10
Table of Contents
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i -
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2005
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2005
| Identity of Issue, Borrower, | Description of Investment Including Maturity Date, | Current | ||||||
| Lessor or Similar Party | Rate of Interest, Collateral, Par or Maturity Value | Value | ||||||
*
|
Scudder Investments | Scudder Stable Value Fund | $ | 28,373,276 | ||||
*
|
Scudder Investments | Scudder Fixed Income Fund A | 14,374,566 | |||||
*
|
Scudder Investments | Scudder Flag Investment Value Builder A | 21,633,672 | |||||
*
|
Scudder Investments | Scudder Stock Index Fund | 20,547,133 | |||||
*
|
Scudder Investments | Scudder-Dreman Hi Return Equity A | 12,898,487 | |||||
*
|
Scudder Investments | Scudder Global Discovery A | 7,454,132 | |||||
*
|
Scudder Investments | Scudder Large Cap Value A | 17,284,966 | |||||
| Franklin Templeton | Franklin Small-Mid Cap Growth A | 10,925,893 | ||||||
*
|
Scudder Investments | Scudder Mid Cap Growth — A | 8,322,918 | |||||
| Capital Research and Management Company | Growth Fund of America — A | 20,886,838 | ||||||
| Allianz Global Investors Fund Mgt., LLC | Allianz OCC Renaissance — A | 3,541,121 | ||||||
| Credit Suisse Asset Mgt., LLC | CS Small Cap Value A | 3,872,665 | ||||||
*
|
Scudder Investments | Scudder Pathway Conservative — A | 3,153,542 | |||||
*
|
Scudder Investments | Scudder Pathway Growth — A | 4,669,128 | |||||
*
|
Scudder Investments | Scudder Pathway Moderate — A | 7,343,127 | |||||
| Templeton Global Advisors Limited | Templeton Foreign — A | 12,249,434 | ||||||
| Templeton Global Advisors Limited | Templeton Growth — A | 1,035,793 | ||||||
*
|
Community Health Systems, Inc. (CHS) | CHS Company Stock Fund | 32,752,325 | |||||
*
|
Various participants | Participant notes receivable with interest rates ranging from 4.0% to 9.5% and maturities ranging from January 1, 2006 to August 29, 2014. | 5,528,646 | |||||
| $ | 236,847,662 | |||||||
| * | Identified party-in-interest |
11
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other
persons who administer the employee benefit plan) have duly caused this annual report to be signed
on its behalf by the undersigned hereunto duly authorized.
| COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN |
||||
| Date: June 21, 2006 | By: | /s/ Wayne T. Smith | ||
| Wayne T. Smith | ||||
| Chairman of the Board President and Chief Executive Officer |
||||
| Date: June 21, 2006 | By: | /s/ W. Larry Cash | ||
| W. Larry Cash | ||||
| Executive Vice President, Chief Financial Officer and Director |
||||
| Date: June 21, 2006 | By: | /s/ T. Mark Buford | ||
| T. Mark Buford | ||||
| Vice President and Corporate Controller |
||||
12
Table of Contents
EXHIBIT INDEX
| Exhibit | ||||
| Number | Description | |||
| 10.1 | Fourth Amendment to the Community Health Systems, Inc.
401(K) Plan dated March 28, 2005. |
|||
| 23 | Consent of Independent Registered Public Accounting Firm |
|||
13
EXHIBIT 10.1 FOURTH AMENDMENT TO THE CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(K) PLAN WHEREAS, CHS/Community Health Systems, Inc. (the "Company") has previously established and currently maintains the Community Health Systems, Inc. 401(k) Plan (the "Plan"); and WHEREAS, the Company has retained the right to amend the Plan in Section 8.1 of the Plan; and WHEREAS, the Company wishes to amend the Plan to incorporate required provisions under the Economic Growth and Tax Relief Reconciliation Act of 2001 relating to rollovers of automatic cash-out distributions, effective March 28, 2005; and WHEREAS, the Board of Directors has approved of such amendment to the Plan. NOW, THEREFORE, the Plan is hereby amended in the following respects, effective as of March 28, 2005: 1. The second paragraph of subsection (a) of Section 6.4 of the Plan, "Determination of Benefits Upon Termination," is hereby revised to add the following, effective as of March 28, 2005: If such distribution in excess of $1,000 is made, and the Terminated Participant does not elect to have such distribution paid directly to an eligible retirement plan specified by the Terminated Participant in a direct rollover pursuant to Section 6.14 and does not elect to receive the distribution directly, the Administrator shall make a direct transfer of such distribution to an individual retirement plan designated by the Administrator. 2. Except as otherwise provided in this Fourth Amendment, the Plan shall remain in full force and effect. SIGNED this 28th day of March, 2005, effective as of March 28, 2005. CHS/COMMUNITY HEALTH SYSTEMS, INC. By: /s/ Linda Parsons ------------------------- Title: Vice President ----------------------
EXHIBIT 23 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statement Nos. 333-121283, 333-121282, 333-107810, 333-100349, 333-61614 and 333-44870 of Community Health Systems, Inc. on Form S-8 of our report dated June 21, 2006, appearing in this Annual Report on Form 11-K of Community Health Systems, Inc. 401(k) Plan for the year ended December 31, 2005. /s/ Deloitte & Touche LLP Nashville, Tennessee June 21, 2006