FRANKLIN, Tenn.--(BUSINESS WIRE)--Community Health Systems, Inc. (the “Company”) (NYSE: CYH) today announced the completion of the previously announced cash tender offers by its wholly owned subsidiary, Health Management Associates, Inc. (the “Issuer”), for any and all of the Issuer’s $400 million aggregate principal amount of 6.125% Senior Notes due 2016 (CUSIP No. 421933AH5) (the “2016 Notes”) and $875 million aggregate principal amount of 7.375% Senior Notes due 2020 (CUSIP No. 421933AL6) (the “2020 Notes” and, together with the 2016 Notes, the “Notes”) then outstanding. The tender offers expired at 11:59 p.m., New York City time, on February 6, 2014 (the “Expiration Time”).
As previously announced, as of 5:00 p.m., New York City time, on January 23, 2014 (the “Consent Expiration”), $370,288,000 aggregate principal amount, or approximately 92.6%, of the outstanding 2016 Notes and $854,088,000 aggregate principal amount, or approximately 97.6%, of the outstanding 2020 Notes had been validly tendered and not withdrawn and the holders thereof consented to the proposed amendments to the indentures governing the Notes (the “Indentures”) set forth in an Offer to Purchase and Consent Solicitation Statement (the “Offer to Purchase”) that was sent to holders of the Notes. The Issuer accepted for purchase all Notes that had been validly tendered and not withdrawn. Payment for Notes accepted for purchase at the Consent Expiration was made on January 27, 2014, and the proposed amendments referred to above became operative on January 27, 2014.
An additional $20,000 aggregate principal amount of the outstanding 2016 Notes were validly tendered and not withdrawn after the Consent Expiration and prior to the Expiration Time. No additional 2020 Notes were tendered after the Consent Expiration and prior to the Expiration Time. Holders who validly tendered (and did not subsequently withdraw) their 2016 Notes after the Consent Expiration and prior to the Expiration Time are entitled to receive consideration equal to $1,088.13 per $1,000 principal amount of the 2016 Notes. These holders will also receive accrued and unpaid interest on the 2016 Notes up to, but not including, the payment date for such 2016 Notes accepted for purchase, which is expected to be February 7, 2014.
Substantially concurrently with the previously announced closing of the merger in which Issuer survived as a wholly owned subsidiary of CHS/Community Health Systems, Inc., a Delaware corporation and wholly owned subsidiary of the Company, which occurred on January 27, 2014 (such merger, the “Merger”), the Issuer irrevocably called for redemption all of the Notes that remain outstanding after the tender offers in accordance with the Indentures. Prior to the completion of the redemptions, the Issuer satisfied and discharged the Indentures by depositing the redemption prices in trust in accordance with the satisfaction and discharge provisions of the Indentures. Following the redemptions, no principal amount of Notes will remain outstanding.
The complete terms and conditions of the tender offers and consent solicitations are set forth in the Offer to Purchase and related Consent and Letter of Transmittal (“Letter of Transmittal”) that were sent to holders of the Notes. Copies of the Offer to Purchase and Letter of Transmittal may be obtained from the Tender and Information Agent for the tender offers and consent solicitations, D.F. King & Co. Inc., at (800) 290-6427 (toll-free).
BofA Merrill Lynch and Credit Suisse are the Dealer Managers and Solicitation Agents for the tender offers and consent solicitations. Questions regarding the terms of the tender offers or consent solicitations may be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) and (980) 387-3907 (collect) and Credit Suisse at (800) 820-1653 (toll-free) and (212) 538-2147.
This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The tender offers and consent solicitations were made only by and pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal. None of Issuer, the Company, the Dealer Managers and Solicitation Agents or the Tender and Information Agent made any recommendations as to whether holders should tender their Notes pursuant to the tender offers or provide the related consents, and no one has been authorized to make such a recommendation.
About Community Health Systems, Inc.
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 communities across the country. Through its subsidiaries, the Company currently owns, leases or operates 206 affiliated hospitals in 29 states with an aggregate of approximately 31,000 licensed beds. The Company’s headquarters are located in Franklin, Tennessee, a suburb south of Nashville. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol “CYH.” More information about the Company can be found on its website at www.chs.net.
Certain statements contained in this press release may constitute 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.