HCA Enters into Memorandum of Understanding to Acquire Full Ownership of HCA-HealthONE® in Denver

NASHVILLE, Tenn.--(BUSINESS WIRE)--HCA (NYSE: HCA) today announced that it has entered into a non-binding memorandum of understanding (MOU) with The Colorado Health Foundation (the Foundation) for the purchase of the Foundation’s approximately 40 percent ownership of the HCA-HealthONE^® LLC joint venture for $1.45 billion. The transaction is subject to regulatory review and the negotiation of a definitive agreement and is expected to close in the third quarter of 2011.

“We look forward to continuing to serve patients and families across the Rocky Mountain region with the same dedication as we have during the last 16 years.”

“We are very pleased with the opportunity to acquire full ownership of these outstanding facilities,” said HCA Chairman and CEO Richard M. Bracken. “This transaction would not only expand our economic involvement in the metropolitan Denver market, but would also provide additional resources for the Foundation to further its mission and outreach activities.”

HCA-HealthONE includes seven hospitals and 13 ambulatory surgery centers in the metro Denver area. The health system is a Colorado company created in 1995 as a joint venture between non-profit The Colorado Health Foundation, Colorado’s second largest charitable foundation, and HCA. The company intends to fund the purchase price at closing through amounts available under its revolving credit facility and does not anticipate it will have a material impact to its leverage ratio.

“Since the creation of HealthONE in 1995, we have invested more than $2 billion in capital improvements and enhanced health services in our communities,” said HCA Continental Division President Jeffrey A. Dorsey, also President and CEO of HealthONE. “We look forward to continuing to serve patients and families across the Rocky Mountain region with the same dedication as we have during the last 16 years.”

HealthONE is the largest healthcare system in the metro Denver area with 8,700 employees and 3,000 affiliated physicians. HealthONE includes the following: The Medical Center of Aurora and Centennial Medical Plaza; North Suburban Medical Center; Presbyterian/St. Luke’s Medical Center (P/SL) and Rocky Mountain Hospital for Children; Rose Medical Center; Sky Ridge Medical Center; Spalding Rehabilitation Hospital; Swedish Medical Center and Swedish Southwest ER; 13 ambulatory surgical centers; more than 30 occupational medicine/rehabilitation, specialty, and outpatient diagnostic imaging clinics; and AirLife Denver, which provides critical care air and ground transportation for an eight-state region.

Cautionary Statement about Forward-Looking Information:

This press release contains forward-looking statements based on current management expectations. Those forward-looking statements include all statements other than those made solely with respect to historical fact. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those expressed in any forward-looking statements, including the Company’s ability to negotiate definitive acquisition agreements for the purchase of the Foundation’s ownership of the HCA-HealthOne^® LLC joint venture, the Company’s ability to obtain any required regulatory or other approvals necessary to consummate the transaction and other risk factors described in our annual report on Form 10-K for the year ended December 31, 2010 and other filings with the Securities and Exchange Commission. Many of the factors that will determine our future results are beyond our ability to control or predict. In light of the significant uncertainties inherent in the forward-looking statements contained herein, readers should not place undue reliance on forward-looking statements, which reflect management’s views only as of the date hereof. We undertake 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.

All references to “Company” and “HCA” as used through this release refer to HCA Holdings, Inc. and its affiliates.