COMMUNITY HEALTH SYSTEMS, INC. - FORM 11-K
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
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934 (FEE REQUIRED) |
For the year ended December 31, 2007
OR
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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)
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Delaware
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13-3893191 |
(State or other jurisdiction of incorporation or
organization)
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I.R.S. Employer
Identification Number) |
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4000 Meridian Boulevard
Franklin, Tennessee
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37067 |
(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number, including area code:
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(615) 465-7000 |
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
Schedules other than that listed above have been omitted due to the absence of the conditions
under which they are required.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and the Retirement Committee of
Community Health Systems, Inc. 401(k) Plan
Franklin, 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, 2007 and 2006, 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 Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with 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 Plans 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, 2007 and 2006, 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 at End of Year) as of December 31,
2007, 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 Labors Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This schedule is the responsibility of the Plans management. Such schedule has been
subjected to the auditing procedures applied in our audit of the basic 2007 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, TN
June 17, 2008
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2007 AND 2006
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2007 |
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2006 |
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ASSETS |
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Investments at fair value: |
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Investments |
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$ |
337,804,780 |
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$ |
287,753,373 |
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Participant notes receivable |
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9,086,953 |
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7,107,791 |
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Total investments |
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346,891,733 |
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294,861,164 |
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Receivables: |
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Participant contributions |
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2,009,254 |
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1,721,212 |
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Employer matching contribution |
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14,150,966 |
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10,399,039 |
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Total receivables |
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16,160,220 |
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12,120,251 |
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TOTAL ASSETS |
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363,051,953 |
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306,981,415 |
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LIABILITIES |
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Forfeitures in suspense |
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237,835 |
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195,799 |
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Administrative fees |
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92,646 |
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77,999 |
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TOTAL LIABILITIES |
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330,481 |
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273,798 |
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NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
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362,721,472 |
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306,707,617 |
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Adjustments
from fair value to contract value for fully benefit
responsive investment contracts |
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678,029 |
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945,791 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
363,399,501 |
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$ |
307,653,408 |
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See notes to financial statements
2
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2007 AND 2006
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2007 |
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2006 |
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Additions to net assets attributed to: |
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Investment income: |
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Net (depreciation) appreciation
in fair value of investments |
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$ |
(16,011,736 |
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$ |
9,684,953 |
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Interest |
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568,222 |
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375,722 |
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Dividends |
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29,023,782 |
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13,807,985 |
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Total investment income |
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13,580,268 |
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23,868,660 |
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Contributions: |
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Participant |
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54,524,191 |
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45,150,408 |
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Rollover |
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3,190,818 |
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3,577,579 |
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Employer matching |
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14,150,966 |
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10,399,039 |
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Total contributions |
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71,865,975 |
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59,127,026 |
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Total additions |
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85,446,243 |
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82,995,686 |
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Deductions from net assets attributed to: |
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Benefits paid to participants |
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29,092,872 |
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21,154,668 |
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Forfeitures in suspense |
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237,835 |
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195,799 |
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Participant paid administrative fees |
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369,443 |
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391,827 |
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Total deductions |
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29,700,150 |
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21,742,294 |
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Net increase |
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55,746,093 |
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61,253,392 |
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Net assets available for benefits: |
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Beginning of year |
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307,653,408 |
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246,400,016 |
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End of year |
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$ |
363,399,501 |
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$ |
307,653,408 |
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See notes to financial statements
3
COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2007 AND 2006
1. DESCRIPTION OF THE PLAN
General.
CHS/Community Health Systems, Inc., a Delaware corporation (the
Company or the Plan Administrator) is the
current sponsor of the Community Health Systems, Inc. 401(k)
Plan (the Plan). The Plan was initially adopted in
1987, and operates pursuant to an amended and restated Plan document
dated as of August 1, 2003. The Company is a wholly-owned subsidiary
of Community Health Systems, Inc., a Delaware corporation whose stock
is publicly traded on the NYSE under the trading symbol
CYH (hereinafter, the Parent). The Plan has
been adopted by the Parent, as well as, with certain exceptions,
those of its wholly-owned and majority-owned subsidiaries that have
employees. 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
participants Matching Account, which may offset future Company contributions. Participants
should refer to the Plan agreement for a complete description of the Plans provisions.
For direct and indirect subsidiaries of the Company, including Community Health Systems
Professional Services Corporation, 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 the employees 21st birthday, whichever is later. Eligible
service includes all previous service with an employer of an acquired facility. All employees of
subsidiaries of the Company are entitled to participate with the exception of most individuals covered by a
collective bargaining contract or by other retirement plans to which their employer is required to
contribute. In certain circumstances specified in the Plan agreement, these employees are also
eligible to participate.
Northern
Louisiana Medical Center was acquired by a subsidiary of the Company on April 1, 2007 and
commenced participation into the Plan on that date. Porter Hospital was acquired by a subsidiary
of the Company on May 1, 2007 and commenced participation into the Plan on June 1, 2007.
River West Medical Center was divested on September 1, 2007 and ceased participation in the Plan on
that date.
Forrest
City Medical Center was acquired by a subsidiary of the Company on March 1, 2006 and commenced
participation into the Plan on April 1, 2006. Cherokee Medical Center and DeKalb Regional Medical
Center were acquired by a subsidiary of the Company on April 1, 2006 and commenced participation into the
Plan on that date. Ponca City Medical Center was acquired by a
subsidiary of the Company on May 1, 2006
and commenced participation into the Plan on that date. Mineral Area Regional Medical Center was
acquired by a subsidiary of the Company on June 1, 2006 and commenced participation into the Plan on July
1, 2006. Vista Medical Center was acquired by a subsidiary of the
Company on July 1, 2006 and commenced
participation into the Plan on that date. HomeCare PRN was acquired
by a subsidiary of the Company on
September 1, 2006 and commenced participation into the Plan on October 1, 2006. Union County
Hospital and Weatherford Regional Medical Center were acquired by a
subsidiary of the Company on November
1, 2006 and commenced participation into the Plan on that date.
Effective
July 25, 2007, the Parent acquired Triad Hospitals, Inc.
(Triad). The Company continues to maintain a defined
contribution plan established by Triad for its employees and those
employees are not eligible to participate in this Plan.
Highland Medical Center was divested on March 18, 2006 and ceased participation in the Plan on that
date.
All
capitalized terms not defined herein have the definition as defined
in the Plan document.
Administration. The Plan is administered by the Companys Retirement Committee of not less than
three persons, all appointed by the Companys 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 (Trustee) serves as trustee for the Plan. The Trustee holds, invests and
administers the trust assets and contributions of the Plan.
4
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 ($15,500
for 2007 and $15,000 for 2006 Plan years). Participants who attained age 50 before the close of
the calendar year were eligible to make catch-up contributions up to $5,000 for 2007. Employee
contributions beyond specific Plan thresholds are reimbursed to the participants. Prior to each
Plan year, employer contribution percentages are determined by the Plan Administrator. The
standard employer matching contribution is 33.34% of the first 6% of eligible employee
contributions. Employer matching contributions for 2007 and 2006 for certain hospitals ranged from
33.34% to 50% of the first 6% of eligible compensation the employee contributes to the Plan. In
addition to the standard employer matching contribution, a discretionary contribution is made to
the participants at Porter Hospital based upon those participants years of service. The employer
matching contribution may be made in the form of cash or shares of
the Parents common stock. In either
case, the matching contribution is deposited into the CHS Unitized Stock Portfolio, which purchases
the Parents stock on the open market. Any matching contribution made to the participants account is
initially held in the CHS Unitized Stock Portfolio. Participants are permitted to instruct the
Trustee to transfer the funds to another permitted investment at any time. The employer matching
contributions deposited into the participants accounts in the subsequent plan year consisted of
$14,150,966 in cash for 2007 and $10,399,039 in cash for 2006.
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:
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The Deferred Account
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The value of participants employee contributions and earnings on
those contributions is maintained in this account. |
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The Rollover Account
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The value of any rollover contributions from another qualified
plan and associated earnings is maintained in this account. |
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The Matching Account
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The value of matching contributions made by the Company on behalf
of participants and associated earnings is maintained in this account. |
Amendments. 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 from 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 become 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
catch-up contributions for 2007 was $5,000. This limit is
indexed each year 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, will direct the Trustee to distribute to a participant or such participants
beneficiary any amount to which the 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 may not extend beyond the participants life
expectancy (or the life expectancy of the participant and the participants designated
beneficiary).
5
The Third Amendment to the Plan, effective January 1, 2004, defines 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 whose employees are eligible for a matching contribution under Section 4.1(b)
of the Plan are 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 of the Plan entitled 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 Plan Administrator will make a direct transfer of such distribution to an individual
retirement plan designated by the Plan Administrator.
The Fifth Amendment to the Plan, effective January 1, 2006, adds additional criteria for a hardship
withdrawal under the Plan. Permissible events now also include payments for burial or funeral
expenses for deceased parents, spouses, children or other dependents; and expenses for the repair
of damage to a principal residence that would qualify for the casualty deduction under the Internal
Revenue Service Code (the Code).
Effective January 1, 2006, only those employees of Watsonville Hospital Corporation who were (i)
employees designated by the Plan Administrator as Key Hospital Managers, and (ii) employees who are
highly compensated employees of Watsonville Hospital Corporation and who are not employees 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) were eligible to participate in the Plan.
The Sixth Amendment to the Plan, effective immediately prior to the acquisition of
Triad, modifies the definition of compensation to exclude wages, salaries and
fees for professional services and other amounts received for personal services rendered in the
course of employment with Triad Hospitals, Inc. or any of its subsidiaries.
The Seventh Amendment to the Plan contains modifications necessary to comply with the Pension
Protection Act of 2006 (PPA). Effective January 1, 2007, notification periods related to
distributions were extended as required by the PPA. Effective April 6, 2007, provisions related to
qualified domestic relations orders (QDRO) were expanded to include a QDRO issued after or
revising another QDRO or issued after the annuity starting date or after the participants death.
Effective January 1, 2008, provisions related to direct rollovers are modified to expand the
definition of eligible retirement plan and to provide for non-spouse designated beneficiary
rollovers.
Vesting. The balance in the participants Deferred and Rollover Accounts is at all times fully
vested and nonforfeitable. A participant becomes 20% vested in the 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 the participant 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 participants Matching Account. These
forfeitures are applied to reduce the Companys matching contribution payments made to the Plan in
future periods and are reflected as a liability of the Plan in the accompanying statements of net
assets available for benefits. Forfeitures of $237,835 and $195,799 were applied against the
Companys matching contribution payments for the years ended December 31, 2007 and 2006,
respectively.
Payment of Benefits. A participant or designated beneficiary is entitled to a distribution of the
total value of the participants accounts upon retirement at age 65, becoming totally and
permanently disabled or death. Upon termination of employment before the participants 65th
birthday for reasons other than death, the participant is entitled to receive the total value of
the Deferred and Rollover Accounts and the vested portion of the Matching Account. While employed,
participants may borrow from their accounts in the form of a loan or
can withdraw from their accounts in the event of
financial hardship. Such hardship withdrawals are limited to the value of the Deferred and Rollover
Accounts.
6
The
Retirement Committee requires 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 available to the participant. In addition, participants may make certain
other withdrawals while employed in accordance with IRS regulations.
Funding. The Company transfers the full matching contribution to the Trustee as soon as practical
after the close of the Plan year.
Investments
Options. Contributions to the Plan are invested by the Trustee according to the
participants instruction in one or a combination of several fund options. Participants may change
their investment election or initiate transfers between funds by giving notice to the Plan
Administrator.
Plan Termination. Although it has not expressed any intent to do so, the Companys 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 participants account and bear interest at a rate commensurate
with local prevailing rates as determined by the Trustee. Interest
rates on outstanding loans ranged from 4.0% to 9.5%
as of December 31, 2007. Principal and interest is paid ratably over the term of the loan through
payroll deductions.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting. The Plans 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 Plans 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 Plans 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.
7
The Plans investment in the Scudder Stable Value Fund contains contracts which are fully
benefit-responsive. The statements of net assets available for benefits present investment
contracts at fair value as well as an additional line item showing an adjustment for fully
benefit-responsive contracts from fair value to contract value. The statement of changes in net
assets available for benefits is presented on a contract value basis.
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 an aggregate of $354,796 and $400,115 in administrative costs
to the Trustee in 2007 and 2006, respectively. All other expenses incurred in the administration
of the Plan are borne by the Company. The Company paid $41,774 and $67,073 for Plan expenses in
2007 and 2006, respectively.
Payment of Benefits. Benefits are recorded when paid.
New Accounting Pronouncement. In September 2006, the FASB issued Statement of Financial Accounting
Standards No. 157, Fair Value Measurements (SFAS No. 157), which defines fair value, provides a
framework for measuring fair value, and expands disclosures required for fair value measurements.
SFAS No. 157 applies to other accounting pronouncements that require fair value measurement; it
does not require any new fair value measurements. SFAS No. 157 is effective for fiscal years
beginning after November 15, 2007, and will be adopted by the Plan as of January 1, 2008. The Plan
is currently assessing the potential impact that SFAS No. 157 will have on its net assets available
for benefits or changes therein.
3. TAX STATUS
The Plan received a determination letter dated June 16, 2004, in which the IRS stated that the Plan
was in compliance with the applicable requirements of Section 401(a) and Section 501(c) of the
Code. The Plan has been amended since receiving the determination
letter. However, the Plan Administrator and the Plans tax counsel believe that the Plan is
designed and is currently being operated in compliance with the applicable requirements of the
Code.
8
4. INVESTMENTS
Investments that represent five percent or more of the net assets available for benefits as of
December 31, 2007 and 2006 are as follows:
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Investment |
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Fair Value |
as of December 31, 2007: |
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Scudder Dreman High Return Equity Fund A |
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$ |
41,552,071 |
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CHS Unitized Stock Portfolio |
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40,924,533 |
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The Growth Fund of America A |
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36,061,274 |
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Scudder
Stable Value Fund (1) |
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35,593,463 |
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Scudder
Stock Index Trust (1) |
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26,343,738 |
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Scudder Value Builder Fund A |
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22,588,327 |
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Thornburg International Value Fund R4 |
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21,106,225 |
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Scudder Core Fixed Income Fund A |
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19,122,506 |
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as of December 31, 2006: |
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CHS Unitized Stock Portfolio |
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$ |
36,062,946 |
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Scudder Stable Value Fund (1) |
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31,142,512 |
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The Growth Fund of America A |
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|
27,653,000 |
|
Scudder Stock Index Trust (1) |
|
|
24,670,131 |
|
Scudder Flag Investment Value Builder A |
|
|
24,212,750 |
|
Scudder Large Cap Value Fund A |
|
|
21,062,574 |
|
Scudder Dreman High Return Equity Fund A |
|
|
18,180,202 |
|
Templeton Foreign Fund A |
|
|
16,668,157 |
|
Scudder Core Fixed Income Fund A |
|
|
16,239,090 |
|
The following schedule presents the net appreciation (depreciation) in fair value for each
significant class of investment for the years ended December 31, 2007 and 2006:
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
|
2006 |
|
Mutual funds |
|
$ |
(17,534,198 |
) |
|
$ |
8,067,107 |
|
Common/collective trust funds (1) |
|
|
1,312,751 |
|
|
|
3,262,937 |
|
CHS Unitized Stock Portfolio |
|
|
209,711 |
|
|
|
(1,645,091 |
) |
|
|
|
|
|
|
|
|
|
$ |
(16,011,736 |
) |
|
$ |
9,684,953 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes pooled separate accounts and collective investment funds. |
9
5. RECONCILIATION OF FINANCIAL STATEMEMTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the financial statements
to the Form 5500 as of December 31, 2007 and 2006 and a reconciliation of the increase in net assets per
the financial statements to the net income per the Form 5500 for the year ended December 31, 2007.
|
|
|
|
|
|
|
|
|
|
|
2007 |
|
|
2006 |
|
Net assets available for benefits per the financial statements |
|
$ |
363,399,501 |
|
|
$ |
307,653,408 |
|
Adjustment from contract value to fair value for fully
benefit-responsive investment contract |
|
|
(678,029 |
) |
|
|
(945,791 |
) |
|
|
|
|
|
|
|
Net assets per Form 5500 |
|
$ |
362,721,472 |
|
|
$ |
306,707,617 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in net assets per the financial statements |
|
$ |
55,746,093 |
|
|
|
|
|
Adjustment from contract value to fair value for fully
benefit-responsive investment contract |
|
|
267,762 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per Form 5500 |
|
$ |
56,013,855 |
|
|
|
|
|
|
|
|
|
|
|
|
|
6. SUBSEQUENT EVENT
The Eighth Amendment to the Plan was executed March 28, 2008. It redefines certain terms to comply
with regulations promulgated by the Secretary of Treasury under Section 415 of the Code effective January 1, 2008. Effective February 15, 2008, Effective Date of Participation is
redefined to be the first day of the pay period following the date an employee meets the Plans
eligibility requirements. In addition, effective January 1,
2008, provisions of the Plan are modified to allow
participants who have transferred to another plan sponsored by the Company to access funds in the
Plan through participant loans and hardship withdrawals.
10
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, 2007
|
|
|
|
|
|
|
|
|
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-Dreman High Return Equity Fund A |
|
$ |
41,552,071 |
|
* |
|
Scudder Investments |
|
Scudder Stable Value Fund (1) |
|
|
35,593,463 |
|
* |
|
Scudder Investments |
|
Scudder Stock Index Trust (1) |
|
|
26,343,738 |
|
* |
|
Scudder Investments |
|
Scudder Value Builder Fund A |
|
|
22,588,327 |
|
* |
|
Scudder Investments |
|
Scudder Core Fixed Income Fund A |
|
|
19,122,506 |
|
* |
|
Scudder Investments |
|
Scudder Global Opportunities Fund A |
|
|
13,961,517 |
|
* |
|
Scudder Investments |
|
Scudder Mid Cap Growth Fund A |
|
|
11,661,209 |
|
|
|
American Century Investments |
|
American Century Strategic Allocation Conservative Fund A |
|
|
6,514,678 |
|
|
|
American Century Investments |
|
American Century Strategic Allocation Moderate Fund A |
|
|
15,163,752 |
|
|
|
American Century Investments |
|
American Century Strategic Allocation Aggressive Fund A |
|
|
9,081,544 |
|
|
|
Capital Research and Management Company |
|
American Funds The Growth Fund of America A |
|
|
36,061,274 |
|
|
|
Credit Suisse Asset Mgt, LLC |
|
Credit Suisse Small Cap Value Fund A |
|
|
6,216,286 |
|
|
|
Goldman Sachs |
|
Goldman Sachs Mid Cap Value Fund A |
|
|
8,896,748 |
|
|
|
Templeton Global Advisors Limited |
|
Templeton Growth Fund, Inc. A |
|
|
6,135,950 |
|
|
|
The Hartford |
|
Hartford Small Company Fund HLS 1B |
|
|
16,880,959 |
|
|
|
Thornburg Investment Management |
|
Thornburg International Value Fund R4 |
|
|
21,106,225 |
|
* |
|
Community Health Systems, Inc. |
|
CHS Unitized Stock Portfolio |
|
|
40,924,533 |
|
* |
|
Various Participants |
|
Participant notes receivable with
interest rates ranging from 4.0% to 9.5% and maturities ranging from January 1, 2008 to December 20, 2012. |
|
|
9,086,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
346,891,733 |
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Identified party-in-interest |
(1) |
|
Includes pooled separate accounts and collective investment funds. |
11
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 17, 2008 |
By: |
/s/ Wayne T. Smith
|
|
|
|
Wayne T. Smith |
|
|
|
Chairman of the Board
President and Chief Executive Officer |
|
|
|
|
|
Date: June 17, 2008 |
By: |
/s/ W. Larry Cash
|
|
|
|
W. Larry Cash |
|
|
|
Executive Vice President,
Chief Financial Officer and Director |
|
|
|
|
|
Date: June 17, 2008 |
By: |
/s/ T. Mark Buford
|
|
|
|
T. Mark Buford |
|
|
|
Vice President and
Corporate Controller |
|
12
EXHIBIT INDEX
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
10.1
|
|
Sixth Amendment to the Community Health Systems, Inc 401(K) Plan dated July 24, 2007 |
|
|
|
10.2
|
|
Seventh Amendment to the Community Health Systems, Inc 401(K) Plan dated December 21,
2007 |
|
|
|
10.3
|
|
Eighth Amendment to the Community Health Systems, Inc. 401(K) Plan dated March 28, 2008 |
|
|
|
23
|
|
Consent of Independent Registered Public Accounting Firm |
13
EX-10.1
EXHIBIT 10.1
SIXTH AMENDMENT TO THE
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 Companys parent corporation, Community Health Systems, Inc. (CHS), has
entered into an Agreement and Plan of Merger by and among CHS, Triad Hospitals, Inc. (Triad),
and FWCT-1 Acquisition Corporation, dated as of March 19, 2007 (the Merger Agreement), under
which a wholly-owned subsidiary of CHS will be merged with and into Triad, and Triad will become a
wholly-owned subsidiary of CHS (the Merger); and
WHEREAS, the Company desires to amend the Plan in connection with the Merger Agreement to
revise the definition of Compensation under the Plan and Exhibit A to the Plan relating to
eligibility.
NOW, THEREFORE, the Plan is hereby amended in the following respects, effective as of the
times set forth herein:
1. The following shall be added as the last sentence of Section 1.10 of the Plan,
Compensation, effective immediately prior to the Effective Time (as defined in the Merger
Agreement) of the Merger:
Notwithstanding the foregoing, Compensation shall not include wages, salaries,
and fees for professional services and other amounts received (without regard to
whether or not an amount is paid in cash) for personal services actually rendered
in the course of employment with Triad Hospitals, Inc. or any of its subsidiaries.
2. Exhibit A of the Plan is hereby deleted and replaced in its entirety in substantially the
same form as set forth in the Exhibit attached hereto, effective immediately prior to the
Effective Time.
3. Except as otherwise provided in this Sixth Amendment, the Plan shall remain in full force
and effect.
4. This amendment is subject to the closing of the transaction contemplated by the Merger
Agreement.
SIGNED
this 24th day of July, 2007, effective as of the times set forth herein.
|
|
|
|
|
|
CHS/COMMUNITY HEALTH SYSTEMS, INC.
|
|
|
By: |
/s/
Linda Parsons
|
|
|
|
Title: Vice President |
|
|
|
|
|
|
EX-10.2
EXHIBIT 10.2
SEVENTH AMENDMENT TO THE
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 desires to amend the Plan with respect to certain provisions of the
Pension Protection Act of 2006.
NOW, THEREFORE, the Plan is hereby amended in the following respects, effective as of the
dates set forth herein:
1. Effective as of January 1, 2007, Section 6.5(c)(2) of the Plan is hereby deleted
and replaced in its entirety as follows:
(2) The Participant must be informed of the right to defer receipt of the distribution
and the consequences of failing to defer receipt of the distribution. For notices issued
before the 90th day after the issuance of Treasury Regulations with respect to
such notices (unless future Internal Revenue Service guidance otherwise requires), such
notices will include: (i) a description indicating the investment options available under
the Plan (including fees) that will be available if the Participant defers distribution;
and (ii) the portion of the summary plan description that contains any special rules that
might affect materially a Participants decision to defer; thereafter, such notices shall
include the information required under the Treasury Regulations. If a Participant fails to
consent, it shall be deemed an election to defer the commencement of payment of any
benefit. However, any election to defer the receipt of benefits shall not apply with
respect to distributions that are required under Section 6.5(d).
2. Effective as of January 1, 2007, the first sentence of Section 6.5(c)(3) of the Plan
is hereby deleted and replaced in its entirety as follows:
Notice of the rights specified under this paragraph shall be provided no less than
thirty (30) days and no more than one hundred and eighty (180) days before the Annuity
Starting Date.
3. Effective as of January 1, 2007, Section 6.5(c)(4) of the Plan is hereby deleted
and replaced in its entirety as follows:
Written (or such other form as permitted by the Internal Revenue Service) consent of
the Participant to the distribution must not be made before the Participant receives the
notice and must not be made more than one hundred and eighty (180) days before the Annuity
Starting Date.
4. Effective as of April 6, 2007, Section 6.12 of the Plan is hereby amended to add
the following at the end of Section 6.12:
Notwithstanding the foregoing, a domestic relations order will not fail to be a
qualified domestic relations order (QDRO) solely (1) because the order is issued after,
or revises, another domestic relations order or QDRO, or (2) because of the time at which
the order is issued, including issuance after the annuity starting date or after the
Participants death.
5. Effective as of January 1, 2008, Section 6.14(b)(2) of the Plan is hereby deleted
and replaced in its entirety as follows:
An eligible retirement plan is an individual retirement account described in Code
Section 408(a), an individual retirement annuity described in Code Section 408(b), an
annuity plan described in Code Section 403(a), an annuity contract described in Code
Section 403(b), an eligible plan under Code Section 457(b) that is maintained by a state,
political subdivision of a state, or any agency or instrumentality of a state or political
subdivision of a state and that agrees to account separately for amounts transferred into
such plan from this Plan, or a qualified trust described in Code Section 401(a), and that
accepts the distributees eligible rollover distribution. However, in the case of an
eligible rollover distribution to the surviving spouse or a non-spouse Beneficiary who is
a Designated Beneficiary under Code Section 401(a)(9)(E) and the Treasury Regulations
thereunder, an eligible retirement plan is an individual retirement account or individual
retirement annuity. The definition of eligible retirement plan shall also apply in the
case of a distribution to a surviving spouse, or to a spouse or former spouse who is the
alternate payee under a qualified domestic relations order as defined in Code Section
414(p).
6. Effective as of January 1, 2008, Section 6.14(b)(3) of the Plan is hereby deleted
and replaced in its entirety as follows:
A distributee includes an Employee or former Employee. In addition, the Employees or
former Employees surviving spouse, the Employees or former Employees spouse or former
spouse who is the Alternate Payee under a qualified domestic relations order as defined in
Code Section 414(p), and the Employees non-spouse Beneficiary who is a Designated
Beneficiary under Code Section 401(a)(9)(E) and the Treasury Regulations thereunder, are
distributees with regard to the interest of the spouse or former spouse. Notwithstanding
the foregoing, a distribution to a non-spouse Beneficiary is not subject to the direct
rollover requirements of Code Section 401(a)(31), the notice requirements of Code Section
402(f), or the mandatory withholding requirements of Code Section 3405(c). If a non-spouse
Beneficiary receives a distribution from the Plan, the distribution is not eligible for a
60-day rollover. If the Employees named Beneficiary is a trust, the Plan may make a
direct rollover to an individual retirement account on behalf of the trust, provided the
trust satisfies the requirements to be a Designated Beneficiary. Notwithstanding the
foregoing, a non-spouse Beneficiary may not roll over an amount that is a required minimum
distribution, as determined under applicable Treasury Regulations and other Internal Revenue
Service
guidance. If the Participant dies before his/her required beginning date and the
non-spouse Beneficiary rolls over to an IRA the maximum amount eligible for rollover, the
Beneficiary may elect to use either the 5-year rule or the life expectancy rule, pursuant
to Treasury Reg. §1.401(a)(9)-3, A-4(c), in determining the required minimum
distributions from the IRA that receives the non-spouse Beneficiarys distribution.
7. Except as otherwise provided in this Seventh Amendment, the provisions of the Plan
shall remain in full force and effect.
SIGNED
this 21st day of DECEMBER, 2007, effective as of the dates set forth herein.
|
|
|
|
|
|
CHS/COMMUNITY HEALTH SYSTEMS, INC.
|
|
|
By: |
/s/ Linda Parsons
|
|
|
|
Title: VICE PRESIDENT |
|
|
|
|
|
|
EX-10.3
EXHIBIT 10.3
EIGHTH AMENDMENT TO THE
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 desires to amend the Plan (1) as necessary for final regulations of the
Secretary of Treasury under Section 415 of the Internal Revenue Code, (2) with respect to certain
provisions regarding Participant loans and hardship withdrawals, and (3) with respect to certain
provisions regarding the effective date of deferral elections, effective as of January 1, 2008.
NOW, THEREFORE, the Plan is hereby amended in the following respects:
1. Effective as of January 1, 2008, Section 1.10 of the Plan, Compensation, is amended to add the following:
Notwithstanding any provision of the Plan to the contrary, a Participant may
not make elective deferrals with respect to amounts that are not compensation as
defined in Code Section 415(c)(3), provided, however, that for this purpose
compensation is not limited to the annual compensation limit of Code Section
401(a)(17).
2. Effective as of January 1, 2008, Section 1.28 of the Plan, 415
Compensation, is amended to add the following:
Notwithstanding any provision of the Plan to the contrary, effective for Plan
Years beginning on or after January 1, 2008, 415 Compensation shall be adjusted, as
set forth herein, for the following types of compensation paid after a Participants
severance from employment with the Employer. However, amounts described in
subsections (a) and (b) below may only be included in 415 Compensation to the extent
such amounts are paid by the later of 2 1/2 months after severance from employment
or by the end of the Plan Year that includes the date of such severance from
employment. Any other payment of compensation paid after severance of employment
that is not described in the following types of compensation is not considered 415
Compensation within the meaning of Code Section 415(c)(3), even if payment is made
within the time period specified above.
(a) 415 Compensation shall include regular pay after severance of
employment if:
(1) The payment is regular compensation for services during
the Participants regular working hours, or compensation for
services outside the Participants regular working hours (such
as overtime or shift differential), commissions, bonuses, or other similar
payments; and
(2) The payment would have been paid to the Participant prior to a severance
from employment if the Participant had continued in employment with the Employer.
(b) Leave cashouts shall be included in 415 Compensation if
those amounts would have been included in the definition of 415
Compensation if they were paid prior to the Participants severance from
employment, and the amounts are payment for unused accrued bona fide
sick, vacation, or other leave, but only if the Participant would have been
able to use the leave if employment had continued. In
addition, deferred compensation shall be included in 415 Compensation if the
compensation would have been included in the definition of 415 Compensation if it had
been paid prior to the Participants severance from employment, and the compensation is
received pursuant to a nonqualified unfunded deferred compensation plan, but only if the
payment would have been paid at the same time if the Participant had continued in
employment with the Employer and only to the extent that the payment is includible in
the Participants gross income.
(c) 415 Compensation does not include payments to an individual who does not
currently perform services for the Employer by reason of qualified military service (as
that term is used in Code Section 414(u)(l)) to the extent those payments do not exceed
the amounts the individual would have received if the individual had continued to
perform services for the Employer rather than entering qualified military service.
(d) 415 Compensation does not include compensation paid to a Participant who is
permanently and totally disabled (as defined in Code Section 22(e)(3)).
415 Compensation for a Plan Year shall not include amounts earned but not paid during
the Plan Year solely because of the timing of pay periods and pay dates.
3. Effective as of February 15, 2008, Subsection (a) of Section 3.2 of the Plan, Effective
Date of Participation, is deleted in its entirety and replaced with the following:
(a) An Eligible Employee shall become a Participant effective as of the first day of
the pay period following the date such Employee met the eligibility requirements of
Section 3.1, or if later, as soon as administratively feasible, provided said Employee
has completed an enrollment form and was still employed as of such date (or if not
employed on such date, as of the date of rehire if a 1-Year Break in Service has not
occurred or, if later, the date that the Employee would
have otherwise entered the Plan had the Employee not terminated employment).
4. Effective as of January 1, 2008, Subsection (d) of Section 4.9 of the Plan,
Maximum Annual Additions, is amended to add the following:
The limitation year may only be changed by a Plan amendment. Furthermore, if the Plan
is terminated effective as of a date other than the last day of the Plans limitation
year, then the Plan is treated as if the Plan had been amended to change its limitation
year.
5. Effective as of January 1, 2008, a new subsection (k) is added to Section
4.9 of the Plan, Maximum Annual Additions, to provide as follows:
(k) Annual additions for purposes of Code Section 415 shall not include restorative
payments. A restorative payment is a payment made to restore losses to the Plan resulting
from actions by a fiduciary for which there is reasonable risk of liability for breach of
a fiduciary duty under ERISA or under other applicable federal or state law, where
Participants who are similarly situated are treated similarly with respect to the
payments. Generally, payments are restorative payments only if the payments are made in
order to restore some or all of the Plans losses due to an action (or a failure to act)
that creates a reasonable risk of liability for such a breach of fiduciary duty (other
than a breach of fiduciary duty arising from failure to remit contributions to the Plan).
This includes payments to a plan made pursuant to a Department of Labor order, the
Department of Labors Voluntary Fiduciary Correction Program, or a court-approved
settlement, to restore losses to a qualified defined contribution plan on account of the
breach of fiduciary duty (other than a breach of fiduciary duty arising from failure to
remit contributions to the Plan). Payments made to the Plan to make up for losses due
merely to market fluctuations and other payments that are not made on account of a
reasonable risk of liability for breach of a fiduciary duty under ERISA are not
restorative payments and generally constitute contributions that are considered annual
additions.
Annual additions for purposes of Code Section 415 shall not include: (1) the direct
transfer of a benefit or employee contributions from a qualified plan to this Plan; (2)
rollover contributions (as described in Code Sections 401(a)(31), 402(c)(1), 403(a)(4),
403(b)(8), 408(d)(3), and 457(e)(16)); (3) repayments of loans made to a Participant from
the Plan; and (4) repayments of amounts described in Code Section 411(a)(7)(B) (in
accordance with Code Section 411(a)(7)(C)) and Code Section 411(a)(3)(D) or repayment of
contributions to a governmental plan (as defined in Code Section 414(d)) as described in
Code Section 415(k)(3), as well as Employer restorations of benefits that are required
pursuant to such repayments.
6. Effective as of January 1, 2008, a new subsection (1) is added to Section
4.9 of the Plan, Maximum Annual Additions, to provide as follows:
(l) For purposes of applying the limitations of Code Section 415, all defined contribution
plans (without regard to whether a plan has been terminated) ever maintained by the Employer (or a
predecessor employer) under which the Participant receives annual additions are treated as one
defined contribution plan. The Employer means the Employer that adopts this Plan and all members
of a controlled group or an affiliated service group that includes the Employer (within the
meaning of Code Section 414(b), (c), (m) or (o)), except that for purposes of this Section, the
determination shall be made by applying Code Section 415(h), and shall take into account
tax-exempt organizations under Regulation Section 1.414(c)-5, as modified by Regulation Section
1.415(a)-1(f)(1). For purposes of this Section:
(1) A former Employer is a predecessor employer with respect to a Participant in a
plan maintained by an Employer if the Employer maintains a plan under which the
Participant had accrued a benefit while performing services for the former Employer, but
only if that benefit is provided under the plan maintained by the Employer. For this
purpose, the formerly affiliated plan rules in Regulation Section 1.415(f)-1(b)(2) apply
as if the Employer and predecessor Employer constituted a single employer under the rules
described in Regulation Section 1.415(a)-1(f)(1) and (2) immediately prior to the
cessation of affiliation (and as if they constituted two, unrelated employers under the
rules described in Regulation Section 1.415(a)-1(f)(1) and (2) immediately after the
cessation of affiliation) and cessation of affiliation was the event that gives rise to
the predecessor employer relationship, such as a transfer of benefits or plan
sponsorship.
(2) With respect to an Employer of a Participant, a former entity that antedates the
Employer is a predecessor employer with respect to the Participant if, under the facts
and circumstances, the employer constitutes a continuation of all or a portion of the
trade or business of the former entity.
For purposes of aggregating plans for Code Section 415, a formerly affiliated plan of an
employer is taken into account for purposes of applying the Code Section 415 limitations to the
employer, but the formerly affiliated plan is treated as if it had terminated immediately prior to
the cessation of affiliation. For purposes of this paragraph, a formerly affiliated plan of an
employer is a plan that, immediately prior to the cessation of affiliation, was actually maintained
by one or more of the entities that constitute the employer (as determined under the employer
affiliation rules described in
Regulation Section 1.415(a)-1(f)(1) and (2)), and immediately after
the cessation of affiliation, is not actually maintained by any of the entities that constitute the
employer (as determined under the employer affiliation rules described in Regulation Section
1.415(a)-1(f)(1) and (2)). For purposes of this paragraph, a cessation of affiliation means the
event that causes an entity to no longer be aggregated with one or more other entities as a single
employer under the employer affiliation rules described in
Regulation Section 1.415(a)-1(f)(1) and
(2) (such as the sale of
a subsidiary outside a controlled group), or that causes a plan to not actually be
maintained by any of the entities that constitute the employer under the employer
affiliation rules of Regulation Section 1.415(a)- 1(f)(1) and (2) (such as a transfer of
plan sponsorship outside of a controlled group).
Two or more defined contribution plans that are not required to be aggregated
pursuant to Code Section 415(f) and the Regulations thereunder as of the first day of a
limitation year do not fail to satisfy the requirements of Code Section 415 with respect
to a Participant for the limitation year merely because they are aggregated later in that
limitation year, provided that no annual additions are credited to the Participants
account after the date on which the plans are required to be aggregated.
7. Effective as of January 1, 2008, a new subsection (d) is added to Section
4.10 of the Plan, Adjustment for Excessive Annual Additions, to provide as follows:
Notwithstanding any provision of the Plan to the contrary, if the maximum annual
additions (within the meaning of Code Section 415) are exceeded for any Participant, then
the Plan shall correct such excess only in accordance with the Employee Plans Compliance
Resolution System (EPCRS) as set forth in Revenue Procedure 2006-27 or any superseding
guidance, including, but not limited to, the preamble of the final Code Section 415
regulations.
8. Effective as of January 1, 2008, a new subsection (f) is added to Section
6.11 of the Plan, Distribution for Hardship, to provide as follows:
(f) Effective January 1, 2008, with respect to this Section 6.11, any reference to a
Participant shall also include a Participant or former Participant who is an employee of
an Affiliated Employer.
9. Effective as of January 1, 2008, Section 6.13 of the Plan, Loans to
Participants, is deleted in its entirety and replaced with the following:
6.13 LOANS TO PARTICIPANTS
Loans may be made to Participants and former Participants who are employed by an
Affiliated Employer pursuant to written uniform and nondiscriminatory procedures
established by the Administrator. Notwithstanding the preceding, no loans shall be made to
Reporting Persons on or after May 12, 2003.
10. Except as otherwise provided in this Eighth Amendment, the Plan shall
remain in full force and effect.
SIGNED
this 28th day of March, 2008, effective as of the date
set forth herein.
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CHS/COMMUNITY HEALTH SYSTEMS,
INC.
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By: |
/s/ Linda Parsons
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Title: Vice President |
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EX-23
EXHIBIT 23
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement No. 333-117697 on Form S-3
and in Registration Statement Nos. 333-144525, 333-121283, 333-121282, 333-107810, 333-100349,
333-61614, and 333-44870 on Form S-8 of our report dated June 17, 2008, relating to the financial
statements and financial statement schedule appearing in this Annual Report on Form 11-K of
Community Health Systems, Inc. 401(k) Plan for the year ended
December 31, 2007.
/s/ Deloitte & Touche LLP
Nashville, Tennessee
June 17, 2008