Community Health Systems, Inc. (the "Company") (NYSE: CYH) today
announced that its wholly-owned subsidiary, FWCT-2 Escrow Corporation
(the "Escrow Issuer"), intends to offer $1.705 billion aggregate
principal amount of Senior Secured Notes due 2021 (the "Secured Notes")
and $2.875 billion of Senior Notes due 2022 (the "Unsecured Notes", and
together with the Secured Notes, the "New Notes"), subject to market and
other conditions. This offering is part of the financing for the
proposed acquisition (the "Merger") of Health Management Associates,
Inc. by the Company. Upon consummation of the Merger, the Escrow Issuer
will merge (the "Escrow Merger") with and into CHS/Community Health
Systems, Inc., a wholly-owned subsidiary of the Company (the "Issuer"),
and the Issuer will assume the obligations of the Escrow Issuer under
the New Notes, the related indentures and the other applicable documents
by operation of law.
Upon consummation of the Escrow Merger, (i) the Unsecured Notes will be
senior unsecured obligations of the Issuer and will be guaranteed on a
senior basis by the Company and by certain of the Issuer's and the
Company's domestic subsidiaries and (ii) the Secured Notes will be
senior secured obligations of the Issuer and will be guaranteed on a
senior secured basis by the Company and by certain of the Company's
The Company intends to use the net proceeds of the offering, together
with new orrowings under the Company's senior secured credit
facilities, to fund the cash consideration for the Merger and the
transactions related thereto, to pay fees and expenses and for general
The New Notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended (the "Securities Act"), and outside the United States
pursuant to Regulation S under the Securities Act. The New Notes have
not been registered under the Securities Act and may not be offered or
sold in the United States absent registration or an applicable exemption
from the registration requirements.
This press release is neither an offer to sell nor a solicitation of
an offer to buy any securities, nor shall there be any offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale would be unlawful. Any offers of the New Notes will
be made only by means of a private offering memorandum.
About Community Health Systems, Inc.
Located in the Nashville, Tennessee, suburb of Franklin, Community
Health Systems, Inc. is one of the largest publicly-traded hospital
companies in the United States and a leading operator of general
acute-care hospitals in non-urban and mid-size markets throughout the
country. Through its subsidiaries, the Company currently owns, leases or
operates 135 hospitals in 29 states with an aggregate of approximately
20,000 licensed beds. Its hospitals offer a broad range of inpatient and
surgical services, outpatient treatment and skilled nursing care. In
addition, through its subsidiary, Quorum Health Resources, LLC, the
Company provides management and consulting services to non-affiliated
general acute-care hospitals located throughout the United States.
Shares in Community Health Systems, Inc. are traded on the New York
Stock Exchange under the symbol "CYH."
Statements contained in this press release regarding the proposed
transactions and other events are forward-looking statements that
involve risk and uncertainties. Actual future events or results may
differ materially from these statements. Readers are referred to the
documents filed by Community Health Systems, Inc. with the Securities
and Exchange Commission, including the Company's Annual Report on Form
10-K, Current Reports on Form 8-K and Quarterly Reports on Form 10-Q.
These filings identify important risk factors and other uncertainties
that could cause actual results to differ from those contained in the
forward-looking statements. The Company undertakes no obligation to
revise or update any forward-looking statements, or to make any other
forward-looking statements, whether as a result of new information,
future events or otherwise.
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