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

Date of Report (date of earliest event reported): December 5, 2016 (December 5, 2016)

 

 

COMMUNITY HEALTH SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-15925		13-3893191
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

4000 Meridian Boulevard

Franklin, Tennessee 37067

(Address of principal executive offices)

Registrant’s 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):

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 1.01

Entry into a Material Definitive Agreement

On December 5, 2016, Community Health Systems, Inc. (the “Company”) and its wholly-owned subsidiary CHS/Community Health Systems, Inc. (the “Borrower”) entered into the Amendment No. 2 (the “Amendment”), among the Company, the Borrower, the subsidiary guarantors party thereto, the lenders party thereto and Credit Suisse AG, as administrative agent and collateral agent (the “Agent”), to the Credit Agreement (the “Credit Agreement”), dated as of July 25, 2007, among the Company, the Borrower, the lenders party thereto, and the Agent, as amended and restated as of November 5, 2010, February 2, 2012 and January 27, 2014, and as amended by the Amendment No. 1 and Incremental Term Loan Assumption Agreement, dated as of March 9, 2015 and the Incremental Term Loan Assumption Agreement dated as of May 18, 2015.

Pursuant to the Amendment, certain specified financial covenants (consisting of a maximum secured net leverage ratio and an interest coverage ratio) were amended. The Amendment provides that the secured net leverage ratio must not exceed the following levels for the following periods: (i) from December 31, 2013 through December 31, 2015, 4.50 to 1.00; (ii) from January 1, 2016 through September 30, 2016, 4.25 to 1.00; (iii) from October 1, 2016 through December 31, 2017, 4.50 to 1.00; and (iv) thereafter, 4.00 to 1.00. The Amendment also provides that the interest coverage ratio must be greater than or equal to the following levels for the following periods: (i) from December 31, 2013 to December 31, 2017, 2.00 to 1.00 and (ii) thereafter, 2.25 to 1.00.

The Amendment also contains certain additional covenants by the Company and the Borrower, for the benefit of the Revolving Credit Lenders and the 2019 Term A Lenders.

The foregoing summary of the Amendment and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information set forth in Item 1.0.1 above is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

The following item is included as an Exhibit to this Form 8-K and incorporated herein by reference:

 

		Exhibit No.		Description
		10.1		Amendment No. 2, dated as of December 5, 2016, among CHS/Community Health Systems, Inc., Community Health Systems, Inc., the subsidiary guarantors party thereto, the lenders party thereto and Credit Suisse AG, as Administrative Agent and Collateral Agent.

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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 hereunto duly authorized.

 

Date: December 5, 2016		COMMUNITY HEALTH SYSTEMS, INC.
		(Registrant)
		By:		/s/ W. Larry Cash
				W. Larry Cash
				President of Financial Services, Chief Financial Officer
				and Director
				(principal financial officer)

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Exhibit Index

 

Exhibit No.		Description
10.1		Amendment No. 2, dated as of December 5, 2016, among CHS/Community Health Systems, Inc., Community Health Systems, Inc., the subsidiary guarantors party thereto, the lenders party thereto and Credit Suisse AG, as Administrative Agent and Collateral Agent.

Exhibit 10.1

AMENDMENT NO. 2 dated as of December 5, 2016 (this “Amendment”), to the CREDIT AGREEMENT dated as of July 25, 2007, as amended and restated as of November 5, 2010, February 2, 2012, and January 27, 2014, as further amended as of March 9, 2015, and May 18, 2015 (as heretofore amended, supplemented, amended and restated or otherwise modified, the “Credit Agreement”), among CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (the “Borrower”), COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“Parent”), the lenders party thereto (the “Lenders”) and CREDIT SUISSE AG, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent for the Lenders.

PRELIMINARY STATEMENT

A. Pursuant to the Credit Agreement, the Lenders have extended, and have agreed to extend, credit to the Borrower.

B. The Borrower, Parent and the Required Covenant Lenders desire that certain provisions of the Credit Agreement be amended as provided herein.

C. Parent, the Borrower and the Subsidiary Guarantors are party to one or more of the Security Documents, pursuant to which, among other things, Parent and the Subsidiary Guarantors Guaranteed the Obligations of the Borrower under the Credit Agreement and provided security therefor.

Accordingly, in consideration of the mutual agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1. Defined Terms. Capitalized terms used but not otherwise defined herein (including the preliminary statement hereto) shall have the meanings assigned thereto in the Credit Agreement. The provisions of Section 1.02 of the Credit Agreement are hereby incorporated by reference herein, mutatis mutandis.

SECTION 2. Amendments to the Credit Agreement. Subject to the satisfaction of the conditions set forth in Section 4 hereof, the Credit Agreement is hereby amended as follows, effective as of the Amendment Effective Date (as defined below):

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(a) Section 6.12 (Interest Coverage Ratio) of the Credit Agreement is hereby amended by replacing in its entirety the chart contained therein with the following:

 

Period		Ratio
December 31, 2013 through December 31, 2017			2.00 to 1.00
Thereafter			2.25 to 1.00

(b) Section 6.13 (Maximum Secured Net Leverage Ratio) of the Credit Agreement is hereby amended by replacing in its entirety the chart contained therein with the following:

 

Period		Ratio
December 31, 2013 through December 31, 2015			4.50 to 1.00
January 1, 2016 through September 30, 2016			4.25 to 1.00
October 1, 2016 through December 31, 2017			4.50 to 1.00
Thereafter			4.00 to 1.00

SECTION 3. Representations and Warranties. To induce the other parties hereto to enter into this Amendment, each of Parent, the Borrower and each Subsidiary Guarantor hereby represents and warrants to each of the Revolving Credit Lenders and the 2019 Term A Lenders (collectively, the “Pro Rata Lenders”), the Administrative Agent, the Issuing Banks and the Collateral Agent that, after giving effect to this Amendment:

(a) The representations and warranties set forth in Article III of the Credit Agreement and in each other Loan Document are true and correct in all material respects on and as of the Amendment Effective Date as though made on and as of such date, except to the extent that such representations and warranties expressly relate to an earlier date.

(b) No Default or Event of Default has occurred and is continuing.

(c) None of the Security Documents in effect on the Amendment Effective Date will be rendered invalid, non-binding or unenforceable against any Loan Party as a result of this Amendment. The Guarantees created under such Security Documents will continue to guarantee the Obligations to the same extent as they guaranteed the Obligations immediately prior to the Amendment Effective Date. The Liens created under such Security Documents will continue to secure the Obligations, and will continue to be perfected, in each case, to the same extent as they secured the Obligations or were perfected immediately prior to the Amendment Effective Date.

 

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SECTION 4. Effectiveness. This Amendment shall become effective on and as of the date on which each of the following conditions precedent is satisfied (such date, the “Amendment Effective Date”):

(a) The Administrative Agent shall have received duly executed and delivered counterparts of this Amendment that, when taken together, bear the signatures of Parent, the Borrower, each Subsidiary Guarantor and the Required Covenant Lenders.

(b) The Administrative Agent shall have received payment from the Borrower, for the account of each Pro Rata Lender that shall have unconditionally and irrevocably delivered to the Administrative Agent (or its counsel) its executed signature page to this Amendment at or prior to 5:00 p.m., New York City time, on December 2, 2016 (each, a “Consenting Lender”), an amendment fee in an amount equal to 0.125% of the aggregate outstanding principal amount of such Consenting Lender’s 2019 Term A Loans and the aggregate amount of such Consenting Lender’s Revolving Credit Commitments (whether drawn or undrawn), as the case may be, in each case as of the Amendment Effective Date. Such fees shall be payable in immediately available funds and, once paid, shall not be refundable in whole or in part.

(c) The Administrative Agent shall have received all other fees and other amounts due and payable on or prior to the Amendment Effective Date, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrower in connection with the transactions contemplated hereby or under any other Loan Document.

(d) The Administrative Agent shall have received a favorable opinion of Bass, Berry & Sims PLC, counsel for Parent and the Borrower, in form and substance reasonably satisfactory to the Administrative Agent.

(e) The Administrative Agent shall have received such customary documents and certificates as the Administrative Agent may reasonably request relating to the formation, incorporation, organization, existence and good standing of each Loan Party, the authorization of the transactions contemplated hereby and any other legal matters relating to the Loan Parties, the Loan Documents or such transactions, all in form and substance reasonably satisfactory to the Administrative Agent.

(f) The Administrative Agent shall have received a certificate, dated the Amendment Effective Date and signed by a Financial Officer of the Borrower, certifying that the representations and warranties set forth in Section 3 hereof are true and correct as of the Amendment Effective Date.

The Administrative Agent shall notify Parent, the Borrower and the Lenders of the Amendment Effective Date and such notice shall be conclusive and binding.

SECTION 5. Effect of this Amendment. (a) Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and remedies of the Administrative Agent, the

 

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Lenders or any other Secured Party under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any Loan Party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances. This Amendment shall apply and be effective only with respect to the provisions of the Credit Agreement specifically referred to herein.

(b) From and after the Amendment Effective Date, any reference to the Credit Agreement shall mean the Credit Agreement as modified by this Amendment.

(c) This Amendment shall constitute a “Loan Document” for all purposes of the Credit Agreement and the other Loan Documents.

SECTION 6. Additional Undertakings. Each of Parent and the Borrower covenants and agrees with each Pro Rata Lender that, so long as the Credit Agreement remains in effect and until (i) the Revolving Credit Commitments have been terminated, (ii) the principal of and interest on each 2019 Term A Loan, Other Term A Loan and Revolving Loan have been paid in full, (iii) all Fees and all other expenses or amounts payable under any Loan Document in respect of the foregoing have been paid in full and (iv) all Letters of Credit have been cancelled or have expired and all amounts drawn thereunder have been reimbursed in full or other arrangements acceptable to the Issuing Banks and the Administrative Agent have been made with respect thereto, unless the Required Covenant Lenders shall otherwise consent in writing, notwithstanding anything in the Credit Agreement or any other Loan Document to the contrary, neither Parent nor the Borrower will, nor will they cause or permit any of the Subsidiaries to:

(a) Incur or establish any (i) Incremental Term Loan Commitments, (ii) Revolving Credit Commitment Increases, (iii) revolving credit commitments in accordance with Section 6.01(r) of the Credit Agreement (as may be in effect from time to time) or (iv) Indebtedness in accordance with Section 6.01(w) of the Credit Agreement (as may be in effect from time to time), in each case pursuant to clause (a)(x) of the definition of “Incremental Amount” in excess of $750,000,000 in the aggregate for all of the foregoing collectively;

(b) On any date prior to January 1, 2018, reinvest any proceeds of any Asset Sale pursuant to the first proviso of the definition of “Net Cash Proceeds” (for the avoidance of doubt, it being understood and agreed that the applicable cash proceeds received in respect of any Asset Sale shall constitute Net Cash Proceeds as and when received); or

(c) Make any Restricted Payment pursuant to Section 6.06(a)(vii) of the Credit Agreement (as in effect from time to time) if, at the time of and after giving effect thereto, the Secured Net Leverage Ratio would exceed 3.0 to 1.0.

 

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The provisions of this Section 6 of this Amendment are solely for the benefit of the Pro Rata Lenders and the Required Covenant Lenders may (i) amend or otherwise modify this Section 6 or, solely for the purposes of this Section 6, the defined terms used, directly or indirectly, herein, or (ii) waive any non-compliance with this Section 6 or any Default or Event of Default resulting from such non-compliance. For the avoidance of doubt, any breach of this Section 6 shall constitute a breach of a covenant contained in a Loan Document in accordance with Article VII(e) of the Credit Agreement.

SECTION 7. Reaffirmation. Each of Parent, the Borrower and each of the Subsidiary Guarantors identified on the signature pages hereto (collectively, Parent, the Borrower and such Subsidiary Guarantors, the “Reaffirming Loan Parties”) hereby acknowledges that it expects to receive substantial direct and indirect benefits as a result of this Amendment and the transactions contemplated hereby. Each Reaffirming Loan Party hereby consents to this Amendment and the transactions contemplated hereby, and hereby confirms its respective guarantees, pledges and grants of security interests, as applicable, under each of the Loan Documents to which it is party, and agrees that, notwithstanding the effectiveness of this Amendment and the transactions contemplated hereby, such guarantees, pledges and grants of security interests shall continue to be in full force and effect and shall accrue to the benefit of the Secured Parties.

SECTION 8. Expenses. The Borrower agrees to reimburse the Administrative Agent for its reasonable out-of-pocket expenses in connection with the Loan Documents (including the preparation of this Amendment), including the reasonable fees, charges and disbursements of Cravath, Swaine & Moore LLP.

SECTION 9. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by electronic transmission (e.g., “pdf”) of an executed counterpart of a signature page to this Amendment shall be effective as delivery of an original executed counterpart of this Amendment, and, once delivered, may not be withdrawn or revoked unless this Amendment fails to become effective in accordance with its terms on or prior to January 31, 2017.

SECTION 10. No Novation. This Amendment shall not extinguish the obligations for the payment of money outstanding under the Credit Agreement or discharge or release the Lien or priority of any Loan Document or any other security therefor or any guarantee thereof. Nothing herein contained shall be construed as a substitution or novation of the Obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Amendment or any other document contemplated hereby shall be construed as a release or other discharge of the Borrower under the Credit Agreement or any Loan Party under any other Loan Document from any of its obligations and liabilities thereunder. The Credit Agreement and each of the other Loan Documents shall remain in full force and effect, until and except as modified hereby or thereby in connection herewith or therewith.

 

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SECTION 11. Governing Law. (a) THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

(b) EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AMENDMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (I) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (II) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AMENDMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.

SECTION 12. Headings. Section headings used herein are for convenience of reference only, are not part of this Amendment and shall not affect the construction of, or be taken into consideration in interpreting, this Amendment.

[Remainder of page intentionally left blank]

 

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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective authorized officers as of the date first above written.

 

 

[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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Abilene Hospital, LLC Abilene Merger, LLC Affinity Health Systems, LLC Affinity Hospital, LLC Amory HMA, LLC Anniston HMA, LLC Berwick Hospital Company, LLC Biloxi H.M.A., LLC Birmingham Holdings, LLC Birmingham Holdings II, LLC Bluefield Holdings, LLC Bluefield Hospital Company, LLC Bluffton Health System LLC Brandon HMA, LLC Brevard HMA Holdings, LLC Brevard HMA Hospitals, LLC Brownwood Hospital, L.P. Brownwood Medical Center, LLC Bullhead City Hospital Corporation Bullhead City Hospital Investment Corporation Campbell County HMA, LLC Carlisle HMA, LLC Carlsbad Medical Center, LLC Carolinas Holdings, LLC Carolinas JV Holdings General, LLC Carolinas JV Holdings, L.P. Central Florida HMA Holdings, LLC Central States HMA Holdings, LLC Chester HMA, LLC		Chestnut Hill Health System, LLC CHHS Holdings, LLC CHHS Hospital Company, LLC CHS Pennsylvania Holdings, LLC CHS Tennessee Holdings, LLC CHS Virginia Holdings, LLC CHS Washington Holdings, LLC Citrus HMA, LLC Clarksdale HMA, LLC Clarksville Holdings, LLC Clarksville Holdings II, LLC Cleveland Hospital Corporation Cleveland Tennessee Hospital Company, LLC Clinton HMA, LLC Coatesville Hospital Corporation Cocke County HMA, LLC College Station Hospital, L.P. College Station Medical Center, LLC College Station Merger, LLC Community Health Investment Company, LLC CP Hospital GP, LLC CPLP, LLC Crestwood Healthcare, L.P. Crestwood Hospital, LLC Crestwood Hospital LP, LLC CSMC, LLC Deaconess Holdings, LLC Deaconess Hospital Holdings, LLC		Desert Hospital Holdings, LLC Detar Hospital, LLC DHFW Holdings, LLC Dukes Health System, LLC Dyersburg Hospital Corporation Emporia Hospital Corporation Florida HMA Holdings, LLC Foley Hospital Corporation Fort Smith HMA, LLC Frankfort Health Partner, Inc. Franklin Hospital Corporation Gadsden Regional Medical Center, LLC Gaffney H.M.A., LLC Granbury Hospital Corporation GRMC Holdings, LLC Hallmark Healthcare Company, LLC Health Management Associates, LLC Health Management Associates, LP Health Management General Partner, LLC Health Management General Partner I, LLC HMA Fentress County General Hospital, LLC HMA Hospitals Holdings, LP HMA Santa Rosa Medical Center, LLC HMA Services GP, LLC HMA-TRI Holdings, LLC

 

By:		/s/ Rachel A. Seifert
Name: Rachel A. Seifert
Title: Executive Vice President

Acting on behalf of each of the Subsidiary Guarantors set forth above

 

[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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Hobbs Medco, LLC Hospital of Morristown, Inc. Hospital Management Associates, LLC Hospital Management Services of Florida, LP Jackson Hospital Corporation (TN) Jackson HMA, LLC Jefferson County HMA, LLC Jourdanton Hospital Corporation Kay County Hospital Corporation Kay County Oklahoma Hospital Company, LLC Kennett HMA, LLC Key West HMA, LLC Kirksville Hospital Company, LLC Knoxville HMA Holdings, LLC Lakeway Hospital Corporation Lancaster Hospital Corporation Laredo Texas Hospital Company, L.P. Las Cruces Medical Center, LLC Lea Regional Hospital, LLC Lebanon HMA, LLC Longview Clinic Operations Company, LLC Longview Medical Center, L.P. Longview Merger, LLC LRH, LLC Lutheran Health Network of Indiana, LLC		Madison HMA, LLC Marshall County HMA, LLC Martin Hospital Corporation Mary Black Health System, LLC Mayes County HMA, LLC MCSA, L.L.C. Medical Center of Brownwood, LLC Melbourne HMA, LLC Merger Legacy Holdings, LLC Metro Knoxville HMA, LLC Mississippi HMA Holdings I, LLC Mississippi HMA Holdings II, LLC Moberly Hospital Company, LLC Naples HMA, LLC Natchez Hospital Company, LLC National Healthcare of Leesville, Inc. Navarro Hospital, L.P. Navarro Regional, LLC NC-DSH, LLC Northampton Hospital Company, LLC Northwest Arkansas Hospitals, LLC Northwest Hospital, LLC NOV Holdings, LLC NRH, LLC Oak Hill Hospital Corporation Oro Valley Hospital, LLC Palmer-Wasilla Health System, LLC Pasco Regional Medical Center, LLC Pennsylvania Hospital Company, LLC		Phoenixville Hospital Company, LLC Poplar Bluff Regional Medical Center, LLC Port Charlotte HMA, LLC Pottstown Hospital Company, LLC Punta Gorda HMA, LLC QHG Georgia Holdings, Inc. QHG Georgia Holdings II, LLC QHG Georgia, LP QHG of Bluffton Company, LLC QHG of Clinton County, Inc. QHG of Enterprise, Inc. QHG of Forrest County, Inc. QHG of Fort Wayne Company, LLC QHG of Hattiesburg, Inc. QHG of South Carolina, Inc. QHG of Spartanburg, Inc. QHG of Springdale, Inc. Regional Hospital of Longview, LLC River Oaks Hospital, LLC River Region Medical Corporation Rockledge HMA, LLC ROH, LLC Roswell Hospital Corporation Ruston Hospital Corporation Ruston Louisiana Hospital Company, LLC SACMC, LLC Salem Hospital Corporation San Angelo Community Medical Center, LLC

 

By:		/s/ Rachel A. Seifert
Name: Rachel A. Seifert
Title: Executive Vice President

Acting on behalf of each of the Subsidiary Guarantors set forth above

 

[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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LENDER SIGNATURE PAGE TO

AMENDMENT NO. 2

TO CREDIT AGREEMENT OF

CHS/COMMUNITY HEALTH SYSTEMS, INC.

 

San Angelo Medical, LLC Scranton Holdings, LLC Scranton Hospital Company, LLC Scranton Quincy Holdings, LLC Scranton Quincy Hospital Company, LLC Sebastian Hospital, LLC Sebring Hospital Management Associates, LLC Seminole HMA, LLC Sharon Pennsylvania Holdings, LLC Sharon Pennsylvania Hospital Company, LLC Shelbyville Hospital Corporation Siloam Springs Arkansas Hospital Company, LLC Siloam Springs Holdings, LLC Southeast HMA Holdings, LLC Southern Texas Medical Center, LLC Southwest Florida HMA Holdings, LLC Spokane Valley Washington Hospital Company, LLC Spokane Washington Hospital Company, LLC Statesville HMA, LLC		Tennessee HMA Holdings, LP Tennyson Holdings, LLC Tomball Texas Holdings, LLC Tomball Texas Hospital Company, LLC Triad Healthcare, LLC Triad Holdings III, LLC Triad Holdings IV, LLC Triad Holdings V, LLC Triad Nevada Holdings, LLC Triad of Alabama, LLC Triad-ARMC, LLC Triad-El Dorado, Inc. Triad-Navarro Regional Hospital Subsidiary, LLC Tullahoma HMA, LLC Tunkhannock Hospital Company, LLC Van Buren H.M.A., LLC Venice HMA, LLC VHC Medical, LLC Vicksburg Healthcare, LLC Victoria Hospital, LLC Victoria of Texas, L.P. Virginia Hospital Company, LLC Warren Ohio Hospital Company, LLC		Warren Ohio Rehab Hospital Company, LLC Weatherford Hospital Corporation Weatherford Texas Hospital Company, LLC Webb Hospital Corporation Webb Hospital Holdings, LLC Wesley Health System LLC West Grove Hospital Company, LLC WHMC, LLC Wilkes-Barre Behavioral Hospital Company, LLC Wilkes-Barre Holdings, LLC Wilkes-Barre Hospital Company, LLC Women & Children’s Hospital, LLC Woodland Heights Medical Center, LLC Woodward Health System, LLC Yakima HMA, LLC York Pennsylvania Holdings, LLC York Pennsylvania Hospital Company, LLC Youngstown Ohio Hospital Company, LLC

 

By:		/s/ Rachel A. Seifert
Name: Rachel A. Seifert
Title: Executive Vice President

Acting on behalf of each of the Subsidiary Guarantors set forth above

 

[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]

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Name of Lender:¹

				by
						Name:
						Title:

For any Lender requiring a second signature line:

 

				by
						Name:
						Title:

 

1	Signatures of the requisite number of other lenders are on file with the Administrative Agent

 

[SIGNATURE PAGE TO AMENDMENT NO. 2 TO

CREDIT AGREEMENT OF CHS/COMMUNITY HEALTH SYSTEMS, INC.]