Form 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
January 5, 2009
Date of Report (date of earliest event reported)
COMMUNITY HEALTH SYSTEMS, INC.
(Exact name of Registrant as specified in charter)
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Delaware
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001-15925
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13-3893191 |
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(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer |
of incorporation)
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Identification No.) |
4000 Meridian Boulevard
Franklin, Tennessee 37067
(Address of principal executive offices)
Registrants telephone number, including area code: (615) 465-7000
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (l7 CFR 240.13e-4(c))
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Item 7.01 |
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Regulation FD Disclosure. |
On January 5, 2009, Community Health Systems, Inc. (the Company) issued a press release
announcing that certain of its subsidiaries had reached a settlement in principle with Texas Health
Resources regarding the disposition of the Companys subsidiaries interest in Presbyterian
Hospital of Denton, located in Denton, Texas.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or
otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated
by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
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Item 9.01 |
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Financial Statements and Exhibits. |
Exhibits
99.1 Press release of Community Health Systems, Inc., dated December January 5, 2009.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this Report to be signed on its behalf by the undersigned thereunto duly authorized.
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Date: January 5, 2009 |
COMMUNITY HEALTH SYSTEMS, INC.
(Registrant)
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By: |
/s/ Wayne T. Smith
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Wayne T. Smith |
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Chairman of the Board,
President and Chief Executive Officer
(principal executive officer) |
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By: |
/s/ W. Larry Cash
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W. Larry Cash |
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Executive Vice President, Chief Financial Officer
and Director
(principal financial officer) |
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EX-99.1
Exhibit 99.1
COMMUNITY HEALTH SYSTEMS AND TEXAS HEALTH RESOURCES ANNOUNCE
PENDING LEGAL SETTLEMENT AND DISPOSITION OF DENTON, TEXAS FACILITY
FRANKLIN, Tenn. & ARLINGTON, Texas (January 5, 2009) Community Health Systems, Inc. (NYSE:
CYH) and Texas Health Resources announced today that on December 23, 2008, Plaintiff Texas Health
Resources and Defendants Triad-Denton Hospital, GP, LLC, Triad-Denton Hospital, L.P., and certain
of their affiliated companies reached a settlement in principle regarding an action pending in the
United States District Court of the Eastern District of Texas. Pursuant to the contemplated
settlement, it is anticipated that on or before March 31, 2009, Triad-Denton Hospital, GP, LLC and
Triad-Denton Hospital, L.P. will convey their partnership units in a partnership with Texas Health
Resources that owns Presbyterian Hospital of Denton in Denton, Texas and other related hospital
assets to Texas Health Resources or an affiliated entity in return for an agreed consideration, and
all claims will be released and the lawsuit will be fully resolved. The settlement in principle is
subject to completion and execution of a written settlement agreement and various other related
documents, which the parties are hopeful will be completed and executed in the near future. Since
this remains a pending legal matter, the parties will not have any additional information to
disclose at this time.
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 118 hospitals in 29
states, with an aggregate of approximately 17,600 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.
Texas Health Resources is one of the largest faith-based, nonprofit health care delivery
systems in the United States and the largest in North Texas in terms of patients served. Texas
Healths system of 13 hospitals includes Texas Health Harris Methodist, Texas Health Arlington
Memorial, Texas Health Presbyterian, and a medical research organization. Texas Health is a
corporate member or partner in six additional hospitals and surgery centers. For more information
about Texas Health Resources, visit www.texashealth.org.
Statements contained in this news release are forward-looking statements that involve risks
and uncertainties. Actual future events or results may differ materially from these statements.
Readers are referred to the documents filed by Community Health Systems, Inc. with the Securities
and Exchange Commission, specifically the most recent filings which identify important risk factors
that could cause actual results to differ from those contained in the forward-looking statements,
including execution of our growth, acquisition, and business strategies. These and other applicable
risks are summarized under the caption risk factors in the Companys Securities and Exchange
Commission filings.
CONTACT:
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Community Health Systems, Inc.
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Texas Health Resources |
Investor Contact:
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Media Contact: |
W. Larry Cash, 615-465-7000
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Wendell Watson, 682-236-6963 |
Executive Vice President and Chief Financial Officer
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Director, THR Public Relations |
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Media Contact: |
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Tomi Galin, 615-628-6607 |
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Vice President of Corporate Communications |
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