CHS / COMMUNITY HEALTH SYSTEMS, INC. - FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 9, 2007
CHS/COMMUNITY HEALTH SYSTEMS, INC.
COMMUNITY HEALTH SYSTEMS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
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Delaware
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N/A
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76-0137985 |
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Delaware
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001-15925
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13-3893191 |
(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
4000 Meridian Boulevard
Franklin, Tennessee 37067
(Address of Principal Executive Offices, including Zip Code)
(615) 465-7000
(Registrants Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On October 9, 2007, CHS/Community Health Systems, Inc. announced the launch of the exchange offer
for its outstanding 8 7/8% Senior Notes due 2015. A copy of the press release making this announcement is attached as Exhibit 99.1
Item 9.01. Financial Statements and Exhibits.
The following items are included as Exhibits to this report and incorporated herein by
reference:
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Exhibit No. |
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Description |
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99.1 |
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Press release, dated October 9, 2007, announcing the launch of
CHS/Community Health Systems, Inc.s exchange offer for its
outstanding 8 7/8% Senior Notes due 2015. |
SIGNATURES
According to the requirements of the Securities Exchange Act of 1934, the registrants have
duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Date:
October 9, 2007
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CHS/COMMUNITY HEALTH SYSTEMS, INC.
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By: |
/s/ Wayne T. Smith |
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Name: |
Wayne T. Smith |
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Title: |
Chairman, President and Chief
Executive Officer |
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By: |
/s/ W. Larry Cash |
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Name: |
W. Larry Cash |
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Title: |
Executive Vice President and
Chief Financial Officer |
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COMMUNITY HEALTH SYSTEMS, INC.
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By: |
/s/ Wayne T. Smith |
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Name: |
Wayne T. Smith |
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Title: |
Chairman, President and Chief
Executive Officer |
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By: |
/s/ W. Larry Cash |
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Name: |
W. Larry Cash |
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Title: |
Executive Vice President and
Chief Financial Officer |
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EX-99.1 PRESS RELEASE 10/09/07
Exhibit 99.1
CHS/Community Health Systems, Inc. Announces Launch of Exchange Offer For Its
8 7/8% Senior Notes due 2015
FRANKLIN, Tenn. October 9, 2007 CHS/Community Health Systems, Inc. (CHS/CHS), a direct, wholly
owned subsidiary of Community Health Systems, Inc. (NYSE: CYH) today announced the launch of an
offer to exchange the 8 7/8% Senior Notes due 2015 (the Notes) that it sold on July 25, 2007 for
new 8 7/8% Senior Notes due 2015 (the Exchange Notes). The exchange offer will expire at 5:00
p.m. (New York time) on November 13, 2007, unless extended. The Exchange Notes are identical in all
material respects to the existing Notes, except that the Exchange Notes will be registered with the
Securities and Exchange Commission and not subject to the transfer restrictions and registration
rights that related to the existing Notes. CHS/CHS sold the existing Notes that are subject to the
offer in a private placement to qualified institutional buyers under Rule 144A and to persons
outside the United States under Regulation S.
Located in the Nashville, Tennessee, suburb of Franklin, Community Health Systems, Inc. is the
largest publicly-traded hospital company in the United States and a leading operator of general
acute care hospitals in non-urban and mid-size markets throughout the country. Through its
subsidiaries, the Company currently owns, leases or operates
approximately 130 hospitals in 28
states and one in Ireland, with an aggregate of approximately 19,200 licensed beds. Its hospitals
offer a broad range of inpatient medical and surgical services, outpatient treatment and skilled
nursing care. In addition, through its QHR subsidiary, the Company provides management and
consulting services to independent general acute care hospitals located throughout the United
States. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under
the symbol CYH.
Statements contained in this press release which are not historical facts are forward-looking
statements as the term is defined in the Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by the use of words such as expects, plans,
estimates, projects, intends, believes, guidance, and similar expressions that do not
relate to historical matters. These forward-looking statements are subject to risks and
uncertainties which can cause actual results to differ materially from those currently anticipated,
due to a number of factors which include, but are not limited to, downturns in economic and market
conditions, risks related to the completion of pending transactions, and the obtaining of all
anticipated debt financing in connection with such transactions, and the integration of Triad with
our existing business, increases in interest rates and operating costs, general volatility of the
capital markets, our ability to access the capital markets, changes in the competitive environment
in our industry and the markets where we invest, and other risk factors discussed in the Companys
Annual Report on Form 10-K, quarterly reports on Form 10-Q and other documents filed by the Company
with the Securities and Exchange Commission from time to time, as well as those discussed in the
documents filed by Triad with the Securities and Exchange Commission from time to time, including
Triads most recent Annual Report on Form 10-K and quarterly reports on Form 10-Q . All
forward-looking statements in this press release are made as of today, based upon information known
to management as of the date hereof, and the Company assumes no obligation to update or revise any
of its forward-looking statements even if experience or future changes show that indicated results
or events will not be realized.
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Investor Contact: |
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W. Larry Cash
Executive Vice President
and Chief Financial Officer
(615) 465-7000 |