e11vk
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, 2010
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
CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
(Formerly known
as the Community Health Systems, Inc. 401(k) Plan)
CHS/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 |
CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
TABLE OF CONTENTS
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1 |
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FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED
DECEMBER 31, 2010 AND 2009: |
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2 |
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3 |
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4 - 16 |
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SUPPLEMENTAL
SCHEDULES AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2010 : |
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17 - 18 |
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19 |
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20 |
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21 |
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EX-10.1 |
EX-23 |
Schedules other than those 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
CHS/Community
Health Systems, Inc. 401(k) Plan
Franklin, Tennessee
We have audited the accompanying statements of net assets available for benefits of the
CHS/Community Health Systems, Inc. 401(k) Plan (the Plan) as of December 31, 2010 and
2009, 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, 2010 and 2009, 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 schedules of (1) assets (held at end of year)
as of December 31, 2010 and (2) delinquent participant
contributions for the year ended December 31, 2010 are presented for the purpose of
additional analysis and are not
a required part of the basic financial statements, but are supplementary information
required by the Department of Labors Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
These schedules are
the responsibility of the Plans management. Such schedules have been subjected to the
auditing procedures applied in our audit of the basic 2010 financial statements and, in
our opinion, are fairly stated in all material respects when considered in relation to
the basic financial statements taken as a whole.
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/s/ Deloitte & Touche LLP
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Nashville, Tennessee |
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June 24, 2011 |
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CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k)PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2010 AND 2009
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2010 |
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2009 |
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ASSETS |
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Investments at fair value: |
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Participant-directed investments |
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28,338,849 |
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$ |
28,762,098 |
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Total investments |
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28,338,849 |
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28,762,098 |
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Receivables: |
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Participant contributions |
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147,651 |
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120,044 |
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Employer matching contribution |
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1,378,438 |
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1,022,857 |
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Notes receivable from participants (including accrued interest
of $1,672 and $0 at December 31, 2010 and 2009,
respectively) |
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587,309 |
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501,418 |
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Total receivables |
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2,113,398 |
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1,644,319 |
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TOTAL ASSETS |
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30,452,247 |
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30,406,417 |
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LIABILITIES AND NET ASSETS AVAILABLE FOR BENEFITS |
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TOTAL LIABILITIES |
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NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
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30,452,247 |
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30,406,417 |
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Adjustments from fair value to contract value for fully benefit -
responsive stable value funds |
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(74,876 |
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(125,374 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
30,377,371 |
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$ |
30,281,043 |
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See notes to financial statements
- 2 -
CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
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2010 |
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2009 |
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Additions to net assets attributed to: |
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Investment income: |
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Appreciation in fair value of investments |
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3,511,643 |
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$ |
6,142,415 |
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Interest |
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21,014 |
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39,246 |
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Dividends |
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491,471 |
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713,662 |
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Other income |
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145,501 |
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Net investment income |
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4,169,629 |
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6,895,323 |
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Contributions: |
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Participant |
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4,869,735 |
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3,965,497 |
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Rollover |
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338,692 |
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2,473,178 |
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Employer matching |
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1,550,083 |
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2,386,025 |
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Total contributions |
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6,758,510 |
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8,824,700 |
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Transfers into plan |
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618,040 |
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437,491,304 |
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Net additions |
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11,546,179 |
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453,211,327 |
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Deductions from net assets attributed to: |
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Benefits paid to participants |
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1,727,336 |
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3,849,612 |
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Transfers out of plan |
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9,612,192 |
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698,266,321 |
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Participant paid administrative fees and other expenses |
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110,323 |
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452,502 |
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Total deductions |
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11,449,851 |
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702,568,435 |
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Net increase (decrease) |
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96,328 |
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(249,357,108 |
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Net assets available for benefits: |
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Beginning of year |
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30,281,043 |
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279,638,151 |
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End of year |
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$ |
30,377,371 |
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$ |
30,281,043 |
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See notes to financial statements
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CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
1. DESCRIPTION OF THE PLAN
General. CHS/Community Health Systems, Inc., a Delaware corporation (the Company) is the sponsor
of the CHS/Community Health Systems, Inc. 401(k) Plan (the Plan). The Plan, formerly named the
Community Health Systems, Inc. 401(k) Plan, was initially adopted in 1987, and operates pursuant to
an amended and restated Plan document dated as of January 1, 2009, and subsequent amendments. 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 Company, as well as certain 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 that forfeitures of any unvested portion of a Participants Matching Contribution
Account may offset future Company contributions or pay for Plan expenses. Participants should refer
to the Plan for a complete description of the Plan.
Effective July 25, 2007, the Company acquired Triad Hospitals, Inc. (Triad). Through December 31,
2008, the Company maintained certain defined contribution plans established by Triad for its
employees, and those employees were not eligible to participate in this Plan. Effective January 1,
2009, the Company (a) amended and restated the Plan, and (b) merged the Triad Hospitals, Inc.
Retirement Savings Plan (Triad RSP), the Abilene Physicians Group 401(k) Plan and Trust, and the
Regional Employee Assistance Program 401(k) Plan with and into the Plan. Approximately $437.5
million of participant accounts were transferred to the Plan in connection with such merger. Also
effective January 1, 2009, the Company established the CHS Retirement Savings Plan (CHS RSP), and
approximately $698.3 million of the accounts of the participants in the Plan who are participants
in the new CHS RSP were transferred to the CHS RSP. As a result of the aforementioned plan
amendments and mergers, beginning as of January 1, 2009, former Triad employees became eligible to
participate in the CHS RSP.
The Plan continues as a 401(k) plan. However, since the January 1, 2009 creation of the CHS RSP,
the eligibility for the Plan is limited to employees of certain subsidiaries of the Company,
including primarily certain employees whose employment is governed by a collective bargaining
agreement or who are otherwise represented by a union bargaining unit. The employer contributions
to the Plan vary by facility. The Plan is essentially designed to be an umbrella plan that will
accommodate various plan designs, including those with no matching contributions, those with
matching contributions, and those with nonelective profit-sharing contributions.
Participation in the Plan is generally available to employees after completion of six months of
eligible service, as defined in the Plan document, provided the employee has reached his or her
21st birthday. Eligible service generally includes all previous service with an employer
of an acquired facility. Additionally, any employee who was a participant in the Plan prior to the
January 1, 2009 amendment and restatement shall continue to be eligible to participate in the Plan.
Deaconess Medical Center and Valley Hospital and Medical Center (collectively, Spokane) were
acquired by a subsidiary of the Company on October 1, 2008 and commenced participation in the Plan
on that date. Effective as of January 1, 2009, the Company established the CHS Spokane 401(k) Plan
(the Spokane Plan) for the exclusive benefit of certain Spokane employees covered by a collective
bargaining contract and their beneficiaries. The accounts of participants in the Plan who are
participants in the Spokane Plan were transferred to the Spokane Plan in 2009.
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Wilkes-Barre Hospital Co. and Wilkes-Barre Behavioral Hospital were acquired by a subsidiary of the
Company on April 30, 2009 and commenced participation in the Plan on May 1, 2009.
The accounts of certain employees of the Pottstown Memorial Medical Center were transferred to the
CHS RSP in December 2010.
All capitalized terms not defined herein have the definition as set forth 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. Principal Trust Company was appointed by
the Company as the Trustee for the Plan effective as of January 1, 2009. 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 up to 50% of their Compensation to the extent contributions do not exceed
Internal Revenue Code (Code) imposed limitations on contributions ($16,500 for 2010 and 2009 Plan
Years). Participants who attained age 50 by the close of the calendar year were eligible to make
catch-up contributions up to $5,500 for 2010 and 2009. Employee contributions beyond specific Plan
thresholds are returned to the participants. The employer may make an Employer Matching
Contribution to the Plan; however, any salary deferrals that are catch-up contributions will not be
matched. In the year of a participants death or disability, the participant or designated
beneficiary will share in any Employer Matching Contribution for the year regardless of the amount
of service completed during the Plan Year (which is on a calendar year basis). Employer Matching
Contribution percentages are determined by each employer and vary by location within the Plan. In
addition to the standard Employer Matching Contribution, an additional contribution is made on
behalf of certain participants at McKenzie-Willamette (Springfield, OR) based upon each of those
participants years of service and dates of employment. The Employer Matching Contributions and
discretionary contributions (which are made in cash) deposited into the participants accounts were
$1,550,083 for 2010 and $2,386,025 for 2009.
Participant Accounts. Individual accounts are maintained for each Plan participant. A participants
account balance generally represents the sum of all accounts being maintained for the participant,
which represents the participants total interest in the Plan. To the extent applicable, a
participant may have any or all of the following notational accounts:
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After-Tax Voluntary Contribution Account
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The value of any after-tax employee contributions voluntarily |
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made to the Plan by the participant. |
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Elective Deferral Account
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The value of the employees total interest in the Plan resulting |
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from elective deferrals. Unless specifically stated otherwise, a |
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participants Elective Deferral Account will refer to both the Pre- |
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Tax Elective Deferral Account and the Roth Elective Deferral |
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Account. |
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Matching Contribution Account
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The value of the employees total interest in the Plan resulting |
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from any employer contributions to the Plan on account of a |
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participants elective deferrals. |
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Nonelective Contribution Account
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The value of the employees total interest in the Plan resulting |
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from any employer contribution to the Plan other than a |
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participants elective deferrals, Employer Matching |
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Contributions, Qualified Matching Contributions, and Qualified |
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Nonelective Contributions. |
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Qualified Matching Contribution Account
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The value of the employees total interest in the Plan resulting |
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from Qualified Matching Contributions. |
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Qualified Nonelective Contribution Account
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The value of the employees total interest in the Plan resulting |
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from Qualified Nonelective Contributions. |
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Rollover Account
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The value of the employees total interest in the Plan resulting |
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from amounts that are rolled over from another plan or an |
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Individual Retirement Account. |
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Transfer Account
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The value of the employees total interest in the Plan resulting |
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from amounts that are transferred to this Plan from another plan |
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pursuant to a direct plan-to-plan transfer. |
A participants account balance may also consist of any other account, including an overlapping
account or sub-account, necessary for the administration of the Plan. The benefit to which a
participant is entitled is the benefit that can be provided from the participants vested account.
Amendments. The First Amendment to the Plan was effective principally on January 1, 2009 to change
the name of the Plan from Community Health Systems, Inc. 401(k) Plan to CHS/Community Health
Systems, Inc. 401(k) Plan. Additionally, the Plan was amended to reflect the eligibility schedule
for collective bargaining unit employees at McKenzie-Willamette Medical Center, to clarify the
timing of the Employer Matching Contribution to be at the employers discretion, and to provide for
a variety of legislative updates including delaying the Required Minimum Distributions for 2009.
The Second Amendment to the Plan was effective principally on May 1, 2009 to modify the definition
of Eligible Employees to include employees of Wilkes-Barre Hospital Company, LLC whose employment
is governed by a collective bargaining agreement. The Plan was also amended to provide for the
inclusion of an Employer Matching Contribution on behalf of those participants who are employed by
Wilkes-Barre Hospital Company, LLC; Pottstown Hospital Company, LLC and Pottstown Imaging Company,
LLC. Furthermore, the Second Amendment provided for the termination of the discretionary Employer
Matching Contribution as of December 31, 2009 for each physician employee of Pottstown Hospital
Company, LLC, who is neither a hospital-based physician nor a highly compensated employee. Finally,
the Second Amendment modified the definition of the Nonelective Contribution for employees of
McKenzie-Willamette Medical Center Associates, LLC or Willamette Valley Medical Center, LLC whose
employment is governed by a collective bargaining agreement.
The Third Amendment to the Plan was effective principally on March 1, 2010 to modify the
calculation of the Employer Matching Contribution on behalf of participants who are employed by
McKenzie-Willamette Medical Center Associates, LLC or Willamette Valley Medical Center, LLC and
whose employment is covered by a collective bargaining agreement between (i) McKenzie-Willamette
Medical Center Associates, LLC or Willamette Valley Medical Center, LLC and (ii) the Oregon Nurses
Association.
The Fourth Amendment to the Plan, signed on December 20, 2010, became effective principally on
January 1, 2010 to provide additional details regarding the determination of a participants Hours
of Service for allocation and vesting purposes. The amendment also added and defined the term
Severance of Employment (as defined in
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the Plan) as a permissible cause for a participant distribution. Finally, the amendment includes
a discussion of the benefits available to employees who die or become disabled while on active
military duty and explains that employees who receive wage continuation payments while in the
military may benefit from law changes effective in 2009.
Vesting. The balance in the participants After-Tax Voluntary Contribution and Rollover Accounts is
at all times fully vested and non-forfeitable. A participant becomes 20% vested in the Matching
Contributions and Nonelective Contributions Accounts after one year of service and an additional
20% for each year of service thereafter until fully vested. A participant is credited generally
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 account balance.
Payment of Benefits. A participant or designated beneficiary is entitled to a distribution of the
total value of the participants account balance upon retirement at age 65, becoming disabled or
death. Upon termination of employment before the participants 65th birthday for reasons other than
death or disability, the participant is entitled to receive only the vested portion of his or her
account balance. 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 Pre-Tax Elective Deferral and Roth Elective Deferral Accounts. The
Administrator requires a participant requesting a hardship withdrawal to demonstrate 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 the Plan.
Funding. The Company generally transfers some or all of the Employer Matching Contribution to the
Trustee after the close of the Plan Year and prior to the time it files its tax return (with
extensions).
Investment 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 Trustee.
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 accounts up to the lesser of
$50,000 or 50% of their account balance. All loans must be adequately secured, generally by the
participants vested interest in the Plan, and will bear a reasonable rate of fixed interest as
determined by the Administrator at the time of loan origination. Loan terms may not exceed five
years; however, if the loan is for the purchase of a participants primary residence, the
Administrator may permit a longer repayment term. Principal and interest is paid ratably over the
term of the loan through payroll deductions.
Forfeited Accounts. At December 31, 2010 and 2009, forfeited non-vested accounts totaled $44,096
and $167,329, respectively. These accounts were applied against the Employer Matching Contributions
for the Plan Years ended December 31, 2010 and 2009, respectively.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting. The Plans financial statements are prepared in accordance with accounting
standards generally accepted in the United States of America.
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Use of Estimates and Risks and Uncertainties. 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,
liabilities, and changes therein and disclosures of contingent assets and liabilities. 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 financial statements.
Investment Valuation and Income Recognition. The Plans investments are stated at fair value. Fair
value of a financial instrument is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date.
Securities traded on national securities exchanges are valued at the last reported sales price on
the last business day of the Plan Year. Money market funds are stated at amortized cost, which
approximates fair value. Mutual funds can be held as individual plan assets or as part of a pooled
separate account. Mutual funds have publicly available prices that are quoted daily. In addition,
underlying asset information is publicly available for each fund. Pooled Separate Accounts (PSA)
are made up of a wide variety of underlying investments such as equities, bonds, and mutual funds.
The Net Asset Value (NAV) of a PSA is based on the market value of its underlying investments. The
PSA NAV is not a publicly-quoted price in an active market. 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.
The CHS Stable Value Fund is a collective trust which contains contracts which are fully
benefit-responsive. In accordance with GAAP, the statements of net assets available for benefits
present investment contracts at fair value, which is the NAV of the contracts underlying
investments. The fair value of the investment contracts is based on the NAV of its underlying
investments, while contract value is principal balance plus accrued interest. The statements of net
assets available for benefits additionally include a line item showing an adjustment for fully
benefit-responsive contracts from fair value to contract value. Activity of the CHS Stable Value
Fund in the statements of changes in net assets available for benefits is presented on a contract
value basis.
Participant investments in the Companys stock fund are valued on a per-share basis. Such stock is
reported at
the last reported sales price on the last business day of the Plan Year.
Management fees and operating expenses charged to the Plan for investments in the mutual funds,
common collective trusts and pooled separate accounts are deducted from income earned on a daily
basis and are not separately reflected. Consequently, management fees and operating expense are
reflected as a reduction of investment return for such investments.
Fair Value Disclosures. The Company monitors investments. When and if it is determined that an
investment has changed levels within the fair value framework, the change is reported in the
current period, if significant. The Company deems all changes in levels greater than five percent
of net assets to be significant.
Notes Receivable from Participants. Notes receivable from participants are measured at their unpaid
principal balance plus any accrued but unpaid interest. Delinquent participant loans are recorded
as distributions based on the terms of the Plan document.
Expenses. The Plan permits the payment of Plan expenses to be made from the Plans assets. If
expenses are paid using the Plans assets, then the expenses will generally be allocated among the
accounts of all participants in the Plan. These expenses will be allocated either proportionately
based on the value of the account balances or as an equal dollar amount based on the number of
participants in the Plan. The method of allocating the expenses depends on the nature of the
expense itself. Certain administrative or recordkeeping expenses would typically be
- 8 -
allocated proportionately to each participant. There are certain other expenses that may be paid
from an individual participants account. These are expenses that are specifically incurred by, or
attributable to a particular participant. Participants paid an aggregate of $110,323 and $452,502
in administrative costs to the Trustee in 2010 and 2009, respectively. All other expenses incurred
in the administration of the Plan are borne by the Company. The Company paid $120,197 and $110,870
for Plan expenses in 2010 and 2009, respectively.
Payment of Benefits. Benefits are recorded when paid.
New Accounting Pronouncements. In January 2010, the FASB issued ASU No. 2010-06, Fair Value
Measurements and Disclosures (ASU No. 2010-06), which amends ASC 820, adding new disclosure
requirements for Levels 1 and 2, separate disclosures of purchases, sales, issuances and
settlements relating to Level 3 measurements, and clarification of existing fair value disclosures.
ASU No. 2010-06 is effective for periods beginning after December 15, 2009, except for the
requirement to provide Level 3 activity of purchases, sales, issuances, and settlements on a gross
basis, which will be effective for fiscal years beginning after December 15, 2010. The Plan
prospectively adopted the new guidance for 2010, except for the Level 3 reconciliation disclosures,
and the future adoption is not expected to materially affect the Plans financial statements.
In September 2010, the FASB issued ASU No. 2010-25, Reporting Loans to Participants by Defined
Contribution Pension Plans. The ASU requires that participant loans be classified as notes
receivable rather than a plan investment and measured at unpaid principal balance plus accrued but
unpaid interest rather than fair value. The Plan retrospectively adopted the new accounting in
2010. The adoption did not have a material effect on the Plans net assets or financial statements.
3. FAIR VALUE MEASUREMENTS
ASC 820, Fair Value Measurements and Disclosures, provides a framework for measuring fair value.
The framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques
used to measure fair value, as follows: Level 1, which refers to securities valued using unadjusted
quoted prices from active markets for identical assets; Level 2, which refers to securities not
traded on an active market but for which observable market inputs are readily available; and Level
3, which refers to securities valued based on significant unobservable inputs. Assets are
classified in their entirety based on the lowest level of input that is significant to the fair
value measurement. The following tables set forth by level within the fair value hierarchy a
summary of the Plans investments measured at fair value on a recurring basis at December 31, 2010
and 2009.
The tables below include the major categorization for debt and equity securities on the basis of
the nature and risk of the investments at December 31, 2010 and 2009.
- 9 -
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements at December 31, 2010 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Common stock of Plan Sponsor: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health care |
|
$ |
279,428 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
279,428 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total common stocks |
|
|
279,428 |
|
|
|
|
|
|
|
|
|
|
|
279,428 |
|
|
Money market funds |
|
|
260,487 |
|
|
|
|
|
|
|
|
|
|
|
260,487 |
|
|
Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic stock funds |
|
|
2,375,243 |
|
|
|
471,293 |
|
|
|
|
|
|
|
2,846,536 |
|
Balanced funds |
|
|
17,697,224 |
|
|
|
|
|
|
|
|
|
|
|
17,697,224 |
|
International stock funds |
|
|
1,357,412 |
|
|
|
|
|
|
|
|
|
|
|
1,357,412 |
|
Fixed income funds |
|
|
2,156,792 |
|
|
|
|
|
|
|
|
|
|
|
2,156,792 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total mutual funds |
|
|
23,586,671 |
|
|
|
471,293 |
|
|
|
|
|
|
|
24,057,964 |
|
|
Stable value funds |
|
|
|
|
|
|
3,740,970 |
|
|
|
|
|
|
|
3,740,970 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
24,126,586 |
|
|
$ |
4,212,263 |
|
|
$ |
|
|
|
$ |
28,338,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value Measurements at December 31, 2009 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
Common stock of Plan Sponsor: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Health care |
|
$ |
494,938 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
494,938 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total common stocks |
|
|
494,938 |
|
|
|
|
|
|
|
|
|
|
|
494,938 |
|
|
Money market funds |
|
|
959,195 |
|
|
|
|
|
|
|
|
|
|
|
959,195 |
|
|
Mutual funds: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Domestic stock funds |
|
|
2,361,494 |
|
|
|
469,732 |
|
|
|
|
|
|
|
2,831,226 |
|
Balanced funds |
|
|
14,398,001 |
|
|
|
|
|
|
|
|
|
|
|
14,398,001 |
|
International stock funds |
|
|
1,113,810 |
|
|
|
|
|
|
|
|
|
|
|
1,113,810 |
|
Fixed income funds |
|
|
1,766,444 |
|
|
|
|
|
|
|
|
|
|
|
1,766,444 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total mutual funds |
|
|
19,639,749 |
|
|
|
469,732 |
|
|
|
|
|
|
|
20,109,481 |
|
|
Stable value funds |
|
|
|
|
|
|
7,198,484 |
|
|
|
|
|
|
|
7,198,484 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
21,093,882 |
|
|
$ |
7,668,216 |
|
|
$ |
|
|
|
$ |
28,762,098 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
There were no significant transfers in or out of Levels 1,
2 or 3 during the Plan Year ended December 31, 2010. Although the Plan believes its valuation methods are appropriate and
consistent with other market participants, the use of different methodologies or assumptions to
determine the fair value of certain financial instruments could result in a different fair value
measurement.
- 10 -
4. INVESTMENTS
The Plans investments that represented five percent or more of the Plans net assets available for
benefits as of December 31, 2010 and 2009 are as follows:
|
|
|
|
|
Investment |
|
Fair Value |
|
As of December 31, 2010: |
|
|
|
|
CHS Stable Value Fund |
|
$ |
3,740,970 |
|
Principal LifeTime 2020 Institutional Fund* |
|
|
3,518,747 |
|
Principal LifeTime 2015 Institutional Fund* |
|
|
3,294,013 |
|
Principal LifeTime 2025 Institutional Fund* |
|
|
3,105,934 |
|
Principal LifeTime 2030 Institutional Fund* |
|
|
2,553,002 |
|
Principal LifeTime 2035 Institutional Fund* |
|
|
1,847,310 |
|
PIMCO Total Return Administrative Fund |
|
|
1,523,257 |
|
|
|
|
|
|
As of December 31, 2009: |
|
|
|
|
CHS Stable Value Fund |
|
$ |
7,198,484 |
|
Principal LifeTime 2015 Institutional Fund* |
|
|
2,892,004 |
|
Principal LifeTime 2020 Institutional Fund* |
|
|
2,821,870 |
|
Principal LifeTime 2025 Institutional Fund* |
|
|
2,464,828 |
|
Principal LifeTime 2030 Institutional Fund* |
|
|
1,854,089 |
|
Principal LifeTime 2035 Institutional Fund* |
|
|
1,624,618 |
|
|
|
|
* |
|
Represents a party-in-interest to the Plan |
During the year ended December 31, 2010, the Plans investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated in value
as follows:
|
|
|
|
|
Investment |
|
Amount |
|
Principal LifeTime 2020 Institutional Fund* |
|
$ |
475,449 |
|
Principal LifeTime 2015 Institutional Fund* |
|
|
457,213 |
|
Principal LifeTime 2025 Institutional Fund* |
|
|
423,147 |
|
Principal LifeTime 2030 Institutional Fund* |
|
|
347,892 |
|
Principal LifeTime 2035 Institutional Fund* |
|
|
294,592 |
|
CHS Stable Value Fund |
|
|
218,490 |
|
Principal LifeTime 2040 Institutional Fund* |
|
|
193,280 |
|
Principal LifeTime 2010 Institutional Fund* |
|
|
119,936 |
|
Principal LifeTime 2045 Institutional Fund* |
|
|
97,648 |
|
Blackrock U.S. Opportunities Institutional Fund |
|
|
81,526 |
|
PIMCO Total Return Administrative Fund |
|
|
75,756 |
|
American Funds Growth Fund of America R4 Fund |
|
|
70,856 |
|
Blackrock Equity Dividend I Fund |
|
|
65,775 |
|
Principal
LargeCap S&P 500 Index Separate Account* |
|
|
63,268 |
|
JP Morgan Small Cap Equity A Fund |
|
|
51,524 |
|
RS Emerging Markets A Fund |
|
|
49,806 |
|
- 11 -
|
|
|
|
|
Investment |
|
Amount |
|
Oppenheimer Global Strategic Income Y Fund |
|
|
42,982 |
|
Principal LifeTime 2050 Institutional Fund* |
|
|
42,187 |
|
Blackrock International Opportunities Institutional Fund |
|
|
41,734 |
|
Hartford Small Company HLS IB Fund |
|
|
36,745 |
|
Oppenheimer International Growth Y Fund |
|
|
36,599 |
|
Allianz NFJ Small Cap Value Administrative Fund |
|
|
34,031 |
|
Columbia MidCap Value Z Fund |
|
|
31,077 |
|
Prudential Jennison 20/20 Focus Z Fund |
|
|
28,976 |
|
Mutual Global Discovery A Fund |
|
|
23,964 |
|
Principal
MidCap S&P 400 Index Separate Account* |
|
|
20,508 |
|
Community Health Systems, Inc. (Common Stock)* |
|
|
18,593 |
|
Invesco Mid Cap Core Equity A Fund |
|
|
14,688 |
|
Principal LifeTime Strategic Income Institutional Fund* |
|
|
12,016 |
|
Principal Diversified International Institutional Fund* |
|
|
11,772 |
|
Allianz NFJ International Value A Fund |
|
|
11,074 |
|
Principal
SmallCap S&P 600 Index Separate Account* |
|
|
8,241 |
|
Invesco Global Small & Mid Cap Growth A Fund |
|
|
4,894 |
|
Principal LifeTime 2055 Institutional Fund* |
|
|
2,925 |
|
JP Morgan International Equity Index A Fund |
|
|
2,479 |
|
|
|
|
|
|
|
$ |
3,511,643 |
|
|
|
|
|
|
|
|
* |
|
Represents a party-in-interest to the Plan |
During the year ended December 31, 2009, the Plans investments (including gains and losses on
investments bought and sold, as well as held during the year) appreciated (depreciated) in value
as follows:
|
|
|
|
|
Investment |
|
Amount |
|
Community Health Systems, Inc. (Common Stock)* |
|
$ |
5,520,246 |
|
Principal Diversified International Institutional Fund* |
|
|
1,652,953 |
|
Principal LifeTime 2020 Institutional Fund* |
|
|
1,627,285 |
|
Jennison 20/20 Focus Z Fund |
|
|
1,085,885 |
|
Principal
LargeCap S&P 500 Index Separate Account* |
|
|
1,058,342 |
|
Principal LifeTime 2050 Institutional Fund* |
|
|
906,331 |
|
Allianz NFJ Small Cap Value Administrative Fund |
|
|
886,853 |
|
American Funds Growth Fund of America R4 Fund |
|
|
640,831 |
|
Principal LifeTime 2015 Institutional Fund* |
|
|
628,789 |
|
Principal LifeTime 2025 Institutional Fund* |
|
|
550,108 |
|
Principal LifeTime 2030 Institutional Fund* |
|
|
394,544 |
|
CHS Stable Value Fund |
|
|
365,025 |
|
Principal LifeTime 2035 Institutional Fund* |
|
|
346,174 |
|
Principal LifeTime 2010 Institutional Fund* |
|
|
310,829 |
|
Principal LifeTime 2040 Institutional Fund* |
|
|
234,486 |
|
- 12 -
|
|
|
|
|
Investment |
|
Amount |
|
PIMCO Total Return Administrative Fund |
|
|
121,842 |
|
Principal LifeTime 2045 Institutional Fund* |
|
|
110,122 |
|
JP Morgan Small Cap Equity A Fund |
|
|
108,712 |
|
Blackrock Equity Dividend I Fund |
|
|
96,689 |
|
Blackrock U.S. Opportunities Institutional Fund |
|
|
78,036 |
|
Blackrock International Opportunities Institutional Fund |
|
|
71,959 |
|
RS Emerging Markets A Fund |
|
|
60,462 |
|
Oppenheimer International Growth Y Fund |
|
|
60,264 |
|
Oppenheimer Strategic Income Y Fund |
|
|
57,726 |
|
Columbia MidCap Value Z Fund |
|
|
40,440 |
|
Mutual Global Discovery A Fund |
|
|
34,752 |
|
Allianz NFJ International Value A Fund |
|
|
29,540 |
|
JP Morgan International Equity Index A Fund |
|
|
24,119 |
|
AIM Mid Cap Core Equity A Fund |
|
|
22,410 |
|
Principal
MidCap S&P 400 Index Separate Account* |
|
|
20,974 |
|
DWS Core Fixed Income Fund-A* |
|
|
17,883 |
|
Principal
SmallCap S&P 600 Index Separate Account* |
|
|
11,433 |
|
AIM Global Small & Mid Cap Growth A Fund |
|
|
6,762 |
|
Principal LifeTime Strategic Income Institutional Fund* |
|
|
6,690 |
|
Principal LifeTime 2055 Institutional Fund* |
|
|
2,800 |
|
Principal Money Market Institutional Fund* |
|
|
2,792 |
|
Franklin Mutual DIS Fund-A |
|
|
(60,225 |
) |
DWS Mid Cap Growth A Fund* |
|
|
(82,206 |
) |
American Century Strategic Allocation Conservative Fund-A |
|
|
(318,875 |
) |
DWS Global Opportunities Fund* |
|
|
(440,732 |
) |
Goldman Sachs Mid Cap Value Fund-A |
|
|
(450,486 |
) |
American Century Strategic Allocation Aggressive Fund-A |
|
|
(486,415 |
) |
Credit Suisse Small Cap Value Fund-A |
|
|
(523,929 |
) |
Hartford Small Company HLS IB Fund |
|
|
(608,054 |
) |
Thornburg International Value Fund-R4 |
|
|
(1,187,588 |
) |
DWS Stock Index Fund* |
|
|
(1,335,648 |
) |
American Funds The Growth Fund of America-A |
|
|
(1,382,598 |
) |
American Century Strategic Allocation Moderate Fund-A |
|
|
(1,480,241 |
) |
DWS Strategic Value A Fund* |
|
|
(2,695,676 |
) |
|
|
|
|
|
|
$ |
6,142,415 |
|
|
|
|
|
|
|
|
* |
|
Represents a party-in-interest to the Plan |
5. CHS STABLE VALUE FUND
The CHS Stable Value Fund (the Fund) is a collective trust fund sponsored by the Trustee. The
beneficial interest of each participant is represented by units. Units may be issued daily at the
Funds current net asset value. Distribution to the Funds unit holders is declared daily from the
net investment income and automatically reinvested in the Fund. The investment seeks current income
by investing primarily in insurance contracts issued
- 13 -
by insurance companies, and investments from other financial institutions which offer stability of
principal. It is the policy of the Fund to use its best efforts to maintain a stable net asset
value; although there is no guarantee that the Fund will be able to maintain this value.
Withdrawals from the Fund for benefit payments and participant transfers to noncompeting options to
be paid to Plan participants are made within 30 days after written notification has been received.
Withdrawals, other than for benefit payments and participant transfers to noncompeting options, are
made one year after notification is received.
Participants ordinarily may direct the withdrawal or transfer of all or a portion of their
investment at contract value. Contract value represents contributions made to the Fund, plus
earnings, less participant withdrawals and administrative expenses. The Fund imposes certain
restrictions on the Plan. The Fund itself may be subject to circumstances that impact its ability
to transact at contract value. Plan management believes that the occurrence of events that would
cause the Fund to transact at less than contract value is not probable.
Circumstances that would affect the ability of the Fund to transact at contract value include the
following:
Restrictions on the Plan Participant-initiated transactions are those transactions allowed by
the Plan, including withdrawals for benefits, loans, or transfers to noncompeting funds within a
plan, but excluding withdrawals that are deemed to be caused by the actions of the Company. The
following employer-initiated events may limit the ability of the Fund to transact at contract
value:
|
|
|
A failure of the Plan or its trust to qualify for exemption from federal income taxes or
any required prohibited transaction under ERISA |
|
|
|
|
Any communication given to Plan participants designed to influence a participant not to
invest in the Fund or to transfer assets out of the Fund |
|
|
|
|
Any transfer of assets from the Fund directly into a competing investment option |
|
|
|
|
The establishment of a defined contribution plan that competes with the Plan for employee
contributions |
|
|
|
|
Complete or partial termination of the Plan or its merger with another plan |
Circumstances That Impact the Fund The Fund invests in assets, typically fixed income securities
or bond funds, and enters into wrapper contracts issued by third parties. A wrap contract is an
agreement by another party, such as a bank or insurance company, to make payments to the Fund in
certain circumstances. Wrap contracts are designed to allow a stable value portfolio to maintain
constant NAV and protect a portfolio in extreme circumstances. In a typical wrap contract, the wrap
issuer agrees to pay a portfolio the difference between the contract value and the market value of
the underlying assets once the market value has been totally exhausted.
The average yield of the Fund based on annualized earnings was approximately 2.8% for 2010. The
average yield credited to participants was 2.8% for the year ended December 31, 2010.
The wrap contracts generally contain provisions that limit the ability of the Fund to transact at
contract value upon the occurrence of certain events. These events include:
|
|
|
Any substantive modification of the Fund or the administration of the Fund that is not
permitted by the wrap issuer |
|
|
|
|
Any change in law, regulation, or administrative ruling applicable to a plan that could
have a material adverse effect on the Funds cash flow |
- 14 -
|
|
|
Employer-initiated transactions by participating plans as described above |
In the event that wrap contracts fail to perform as intended, the Funds NAV may decline if the
market value of its assets declines. The Funds ability to receive amounts due pursuant to these
wrap contracts is dependent on the third-party issuers ability to meet their financial
obligations. The wrap issuers ability to meet its contractual obligations under the wrap contracts
may be affected by future economic and regulatory developments.
The Fund is unlikely to maintain a stable NAV if, for any reason, it cannot obtain or maintain wrap
contracts covering all of its underlying assets. This could result from the Funds inability to
promptly find a replacement wrap contract following termination of a wrap contract. Wrap contracts
are not transferable and have no trading market. There are a limited number of wrap issuers. The
Fund may lose the benefit of wrap contracts on any portion of its assets in default in excess of a
certain percentage of portfolio assets.
6. EXEMPT PARTY-IN-INTEREST TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Principal Trust Company. Principal
Trust Company is the Trustee as defined by the Plan and these transactions qualify as exempt
party-in-interest transactions. Fees paid by the Plan for the investment management services were
included as a reduction of the return earned on each fund.
At December 31, 2010 and 2009, the Plan held investments in the common stock of the Company. The
cost basis of the stock was $279,428 and $494,938 at December 31, 2010 and 2009, respectively.
Because the Company is the Plan Sponsor, transactions involving the Companys common stock qualify
as party-in-interest transactions for the periods presented. No dividends were declared or paid on
the stock. All of these transactions are exempt from the prohibited transaction rules.
7. FEDERAL INCOME 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. During 2010, the Plan
submitted its request for a new determination letter. At December 31, 2010, the IRS had not yet
received a determination letter, however, the 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 and the Plan and related trust continue to be tax exempt. During the Plan Year, the
Plan had certain operational issues occur. In order to prevent the Plan from incurring a
qualification defect, the Plans Sponsor will take the necessary corrective action in accordance
with the acceptable correction methods of the Employee Plans Compliance Resolution System (EPCRS).
The Plan Sponsor is in the process of taking the necessary corrective steps. The Plan Sponsor
believes the Plan has maintained its tax-exempt status. Therefore, no provision for income taxes
has been included in the Plans financial statements.
GAAP requires management to evaluate tax positions taken by the Plan and recognize a tax liability
(or asset) if the Plan has taken an uncertain position that more likely than not would not be
sustained upon examination by the IRS. The Plan Administrator has analyzed the tax positions taken
by the Plan, and has concluded that as of December 31, 2010, there are no uncertain positions taken
or expected to be taken that would require recognition of a liability (or asset) or disclosure in
the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however,
there are currently no audits for any tax periods in progress. The Plan Administrator believes it
is no longer subject to income tax examinations for years prior to December 31, 2007.
- 15 -
8. RECONCILIATION OF FINANCIAL STATEMENTS 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, 2010 and 2009 and a reconciliation of the increase in net
assets per the financial statements to the net income per the Form 5500 for the years ended
December 31, 2010 and 2009.
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
Net assets available for benefits per the financial statements |
|
$ |
30,377,371 |
|
|
$ |
30,281,043 |
|
Adjustment from contract value to fair value for fully benefit-responsive |
|
|
|
|
|
|
|
|
stable value funds |
|
|
74,876 |
|
|
|
125,374 |
|
Adjustments to participant loans due to deemed distributions |
|
|
|
|
|
|
(20,392 |
) |
|
|
|
|
|
|
|
Net assets per Form 5500 |
|
$ |
30,452,247 |
|
|
$ |
30,386,025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) in net assets per the financial statements |
|
$ |
96,328 |
|
|
$ |
(249,357,108 |
) |
Adjustment from contract value to fair value for fully benefit-responsive |
|
|
|
|
|
|
|
|
stable value funds |
|
|
(50,498 |
) |
|
|
3,245,542 |
|
Adjustments to participant loans due to deemed distributions |
|
|
20,392 |
|
|
|
(20,392 |
) |
Transfers in to plan |
|
|
(618,040 |
) |
|
|
(437,491,304 |
) |
Transfers out of plan |
|
|
9,612,192 |
|
|
|
698,266,321 |
|
|
|
|
|
|
|
|
Net income per Form 5500 |
|
$ |
9,060,374 |
|
|
$ |
14,643,059 |
|
|
|
|
|
|
|
|
9. NONEXEMPT PARTY-IN-INTEREST TRANSACTION
The Company remitted participant contributions of $57 to the Trustee in September 2010, which was
later than required by the Department of Labor (DOL) Regulation 2510.3-102. The Company will file
Form 5330 with the IRS and pay the required excise tax on the transaction. In addition, participant
accounts were credited with the amount of investment income that would have been earned had the
participant contribution been remitted on a timely basis.
10. SUBSEQUENT EVENTS
The Company evaluated and recognized all material events occurring subsequent to the balance sheet
date which would require adjustment to or disclosure in the Plans financial statements.
- 16 -
CHS/COMMUNITY
HEALTH SYSTEMS, INC. 401(k) PLAN
Plan Number: 001
EIN: 76-0137985
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Identity of Issue, Borrower, |
|
(c) Description of Investment Including Maturity Date, |
|
|
|
(e) Current |
|
(a) |
|
Lessor or Similar Party |
|
Rate of Interest, Collateral, Par or Maturity Value |
|
(d) Cost ** |
|
Value |
|
|
|
Union Bond & Trust Company |
|
Principal Stable Value Fund |
|
|
|
$ |
3,740,970 |
|
* |
|
Principal Life Insurance Company |
|
Principal LargeCap S&P 500 Index Separate Account |
|
|
|
|
376,008 |
|
* |
|
Principal Life Insurance Company |
|
Principal MidCap S&P 400 Index Separate Account |
|
|
|
|
68,806 |
|
* |
|
Principal Life Insurance Company |
|
Principal SmallCap S&P 600 Index Separate Account |
|
|
|
|
26,479 |
|
* |
|
Princor Financial Services |
|
Principal Money Market Institutional Fund |
|
|
|
|
260,487 |
|
|
|
Oppenheimer Funds, Inc. |
|
Oppenheimer Global Strategic Income Y Fund |
|
|
|
|
633,535 |
|
|
|
PIMCO Funds |
|
PIMCO Total Return Administrative Fund |
|
|
|
|
1,523,257 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime Strategic Income Institutional Fund |
|
|
|
|
102,298 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2010 Institutional Fund |
|
|
|
|
917,157 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2015 Institutional Fund |
|
|
|
|
3,294,013 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2020 Institutional Fund |
|
|
|
|
3,518,747 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2025 Institutional Fund |
|
|
|
|
3,105,934 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2030 Institutional Fund |
|
|
|
|
2,553,002 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2035 Institutional Fund |
|
|
|
|
1,847,310 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2040 Institutional Fund |
|
|
|
|
1,253,018 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2045 Institutional Fund |
|
|
|
|
724,721 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2050 Institutional Fund |
|
|
|
|
354,369 |
|
* |
|
Princor Financial Services |
|
Principal LifeTime 2055 Institutional Fund |
|
|
|
|
26,655 |
|
|
|
BlackRock |
|
Blackrock Equity Dividend I Fund |
|
|
|
|
497,034 |
|
|
|
The American Funds |
|
American Funds Growth Fund of America R4 Fund |
|
|
|
|
593,589 |
|
|
|
Prudential Investement Management Services |
|
Prudential Jennison 20/20 Focus Z Fund |
|
|
|
|
243,169 |
|
- 17 -
CHS/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, 2010 CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Identity of Issue, Borrower, |
|
(c) Description of Investment Including Maturity Date, |
|
|
|
(e) Current |
|
(a) |
|
Lessor or Similar Party |
|
Rate of Interest, Collateral, Par or Maturity Value |
|
(d) Cost ** |
|
Value |
|
|
|
Allianz |
|
Allianz NFJ Small Cap Value Administrative Fund |
|
|
|
|
148,017 |
|
|
|
BlackRock |
|
Blackrock U.S. Opportunities Institutional Fund |
|
|
|
|
321,705 |
|
|
|
Columbia Funds |
|
Columbia MidCap Value Z Fund |
|
|
|
|
159,463 |
|
|
|
Hartford Mutual Funds |
|
Hartford Small Company HLS IB Fund |
|
|
|
|
116,822 |
|
|
|
AIM Investments |
|
Invesco Mid Cap Core Equity A Fund |
|
|
|
|
57,461 |
|
|
|
JP Morgan Funds |
|
JP Morgan Small Cap Equity A Fund |
|
|
|
|
237,983 |
|
|
|
Allianz |
|
Allianz NFJ International Value A Fund |
|
|
|
|
118,669 |
|
|
|
BlackRock |
|
Blackrock International Opportunities Institutional Fund |
|
|
|
|
355,858 |
|
|
|
Franklin Templeton Investments |
|
Mutual Global Discovery A Fund |
|
|
|
|
205,241 |
|
|
|
AIM Investments |
|
Invesco Global Small & Mid Cap Growth A Fund |
|
|
|
|
21,207 |
|
|
|
JP Morgan Funds |
|
JP Morgan International Equity Index A Fund |
|
|
|
|
98,502 |
|
|
|
Oppenheimer |
|
Oppenheimer International Growth Y Fund |
|
|
|
|
263,386 |
|
* |
|
Princor Financial Services |
|
Principal Diversified International Institutional Fund |
|
|
|
|
68,020 |
|
|
|
RS Funds |
|
RS Emerging Markets A Fund |
|
|
|
|
226,529 |
|
* |
|
Community Health Systems, Inc. |
|
Community Health Systems, Inc. (Common Stock) |
|
|
|
|
279,428 |
|
* |
|
Various Participants |
|
Participant notes receivable;
interest rates ranging from 0.00% to 8.25% and maturity dates of 2011
through 2020 |
|
|
|
|
587,309 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
28,926,158 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Identified party-in-interest. |
|
** |
|
Cost information is not required for participant-directed investments and therefore is not
included. |
- 18 -
FORM 5500, SCHEDULE H, PART IV, QUESTION 4a
SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
FOR THE YEAR ENDED DECEMBER 31, 2010
Form 5500 Line 4a Schedule of Delinquent Participant Contributions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total that Constitute Nonexempt Prohibited Transactions |
|
|
|
|
Participant Contributions |
|
Contributions Not |
|
|
Contributions Corrected |
|
|
Contributions Pending |
|
|
Total Fully Corrected Under |
|
Transferred Late to Plan |
|
Corrected |
|
|
Outside VFCP |
|
|
Correction in VFCP |
|
|
VFCP and PTE 2002-51 |
|
|
$ |
57.43 |
|
|
|
|
|
$ |
57.43 |
|
|
|
|
|
|
|
|
|
- 19 -
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.
|
|
|
|
|
|
CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(k)
PLAN
|
|
Date: June 24, 2011 |
By: |
/s/ Wayne T. Smith
|
|
|
|
Wayne T. Smith |
|
|
|
Chairman of the Board
President and Chief Executive Officer |
|
|
|
|
|
Date: June 24, 2011 |
By: |
/s/ W. Larry Cash
|
|
|
|
W. Larry Cash |
|
|
|
Executive Vice President,
Chief Financial Officer and Director |
|
|
|
|
|
Date: June 24, 2011 |
By: |
/s/ T. Mark Buford
|
|
|
|
T. Mark Buford |
|
|
|
Vice President and
Chief Accounting Officer |
|
- 20 -
EXHIBIT INDEX
|
|
|
Exhibit |
|
|
Number |
|
Description |
10.1
|
|
Fourth Amendment to the CHS/Community Health Systems, Inc. 401(k) Plan dated December 20, 2010 |
|
|
|
23
|
|
Consent of Independent Registered Public Accounting Firm |
- 21 -
exv10w1
Exhibit 10.1
FOURTH AMENDMENT TO THE
CHS/COMMUNITY HEALTH SYSTEMS, INC. 401(K) PLAN
January 1, 2010
WHEREAS, CHS/Community Health Systems, Inc. (the Company) has previously established and
currently maintains the CHS/Community Health Systems, Inc. 401(k) Plan (the Plan); and
WHEREAS, the Company desires to amend the Plan to comply with guidance issued under the
Pension Protection Act of 2006 and the Heroes Earnings Assistance and Relief Tax Act of 2008 and to
make certain optional changes; and
WHEREAS, the Company has the right to amend the Plan; and
WHEREAS, the Board of Directors has approved of the changes set forth in this Amendment.
NOW, THEREFORE, BE IT RESOLVED, that the Plan be and the same is hereby amended, as follows:
1. Effective as of January 1, 2010, the following shall be added to the end of Section 1.48:
Notwithstanding the foregoing, for Employees who are case workers paid on a case-by-case
basis, such Employees shall be credited with ninety-five (95) Hours of Service for each bi-weekly
pay period in which such Employees are paid for a case.
2. Effective as of January 1, 2007, the following shall be added to the last paragraph of
Section 4.15 in lieu of the language added in Section 10 of the First Amendment to the Plan:
In the case of a death occurring on or after January 1, 2007, if a Participant dies while
performing qualified military service (as defined in Code Section 414(u)), the
Participants Beneficiary is entitled to any additional benefits (other than benefit
accruals relating to the period of qualified military service) provided under the Plan as
if the Participant had resumed employment and then terminated employment on account of
death. Moreover, the Plan will credit the Participants qualified military service as
service for vesting purposes, as though the Participant had resumed employment under USERRA
immediately prior to the Participants death.
3. Effective as of January 1, 2007, the following shall be added to the end of Section 1.24 in
lieu of the language added in Section 2 of the First Amendment:
-1-
For years beginning after December 31, 2008: (i) an individual receiving a differential
wage payment, as defined by Code Section 3401(h)(2), is treated as an employee of the
employer making the payment; (ii) the differential wage payment is treated as compensation
for purposes of Code Section 415(c)(3) and Treasury Reg. Section 1.415(c)-2 (e.g., for
purposes of Code Section 415, top-heavy provisions of Code Section 416, and determination
of highly compensated employees under Code Section 414(q), and (iii) the Plan is not
treated as failing to meet the requirements of any provision described in Code Section
414(u)(1)(C) (or corresponding plan provisions, including, but not limited to, Plan
provisions related to the ADP or ACP test) by reason of any contribution or benefit which
is based on the differential wage payment. The Plan Administrator operationally may
determine, for purposes of the provisions described in Code Section 414(u)(1)(C), whether
to take into account any deferrals, and if applicable, any matching contributions,
attributable to differential wages. Differential wage payments (as described herein) will
also be considered compensation for all Plan purposes. Subsection (iii) above applies only
if all employees of the Employer performing service in the uniformed services described in
Code Section 3401(h)(2)(A) are entitled to receive differential wage payments (as defined
in Code Section 3401(h)(2)) on reasonably equivalent terms and, if eligible to participate
in a retirement plan maintained by the Employer, to make contributions based on the
payments on reasonably equivalent terms (taking into account Code
Sections 410(b)(3), (4),
and (5)).
4. Effective as of January 1, 2009, the following shall be added to the end of Section 4.2(d)
in lieu of the language added in Section 6 of the First Amendment:
Notwithstanding Section 1.24(i), if a Participant performs service in the uniformed
services (as defined in Code Section 414(u)(12)(B)) on active duty for a period of more
than 30 days, the Participant will be deemed to have a severance from employment solely for
purposes of eligibility for distribution of amounts not subject to Code Section 412.
However, the Plan will not distribute such a Participants account on account of this
deemed severance unless the Participant specifically elects to receive a benefit
distribution hereunder. If a Participant elects to receive a distribution on account of
this deemed severance, then the individual may not make an elective deferral or employee
contribution during the 6-month period beginning on the date of the distribution. If a
Participant would be entitled to a distribution on account of a deemed severance, and a
distribution on account of another Plan provision (such as a qualified reservist
distribution),
-2-
then the other Plan provision will control and the 6-month
suspension will not apply.
5. Effective as of January 1, 2010, the following sentence will replace the last sentence of
Section 1.42:
For purposes of this Plan, any Forfeitures will be used or allocated in or for the Plan
Year in which the Forfeitures are incurred (the Forfeiture Year); if a portion of the
Forfeitures are not allocated in the Forfeiture Year, such Forfeitures will be allocated in
the following Plan Year to pay Plan expenses and/or to reduce employer matching
contributions for the Forfeiture Year.
6. Effective as of January 1, 2010, Item 2 of Exhibit A to the Plan shall be revised to read
as follows:
Employees of Pottstown Hospital Company, LLC and Pottstown Imaging Company, LLC whose
employment is governed by a collective bargaining agreement (including an agreement that
has terminated but remains subject to negotiation);
7. Effective as of January 1, 2007, the following provision shall be added as Section
4.14(f)(3):
Divestment. If any portion of an applicable individuals account is invested in
publicly-traded employer securities, then, except as otherwise provided herein, the
applicable individual may elect to direct the Plan to divest any such securities, and to
reinvest an equivalent amount in other investment options which satisfy the requirements
specified herein. An applicable individual means: (i) a Participant; (ii) an alternate
payee who has an account under the Plan; or (iii) a Beneficiary of a deceased Participant.
Other investment options will include not less than three (3) investment options, other
than employer securities, to which the individual who has the right to divest may direct
the proceeds from the divestment of employer securities. Each of the three (3) investment
options must be diversified and have materially different risk and
return characteristics.
For this purpose, investment options that constitute a broad range of investment
alternatives within the meaning of Department of Labor Regulation §2550.404c1(b)(3) are
treated as being diversified and having materially different risk and return
characteristics. The Plan will provide reasonable divestment and reinvestment opportunities
at least quarterly. Furthermore, except as permitted by Treas. Reg. §1.40l(a)(35)-1(e),
the Plan will not impose restrictions or conditions on the investment of employer
securities that the Plan does not impose on the investment of other Plan assets.
-3-
8. Except as otherwise provided in this Amendment, the Plan shall remain in full force and
effect.
IN WITNESS WHEREOF, this Amendment has been executed on the 20th day
of December, 2010, effective as set forth herein.
|
|
|
|
|
|
CHS/COMMUNITY HEALTH SYSTEMS, INC.
|
|
|
By: |
/s/ RACHEL A. SEIFERT
|
|
|
|
RACHEL A. SEIFERT |
|
|
|
EXECUTIVE VICE PRESIDENT |
|
-4-
exv23
EXHIBIT 23
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement No. 333-156405 on Form S-3
and Registration Statement Nos. 333-44870, 333-61614, 333-100349, 333-107810, 333-121282,
333-121283, 333-144525, 333-163688, 333-163689, 333-163690 and 333-163691 on Form S-8 of our report
dated June 24, 2011, relating to the financial statements and supplemental schedules of
CHS/Community Health Systems, Inc. 401(k) Plan appearing in this Annual Report on Form 11-K of
CHS/Community Health Systems, Inc. 401(k) Plan for the year ended December 31, 2010.
/s/ Deloitte & Touche LLP
Nashville, Tennessee
June 24, 2011