Community Health Systems, Inc. announced the completion of the previously announced cash tender offers by its subsidiary, Health Management Associates, for any and all of the Issuer's $400 million aggregate principal amount of 6.125 percent Senior Notes due 2016 (CUSIP No. 421933AH5) and $875 million aggregate principal amount of 7.375 percent Senior Notes due 2020 (CUSIP No. 421933AL6) then outstanding.
In a release on Feb. 7, the Company said that the tender offers expired at 11:59 p.m., New York City time, on Feb. 6.
As previously announced, as of 5 p.m., New York City time, on Jan. 23, $370,288,000 aggregate principal amount, or approximately 92.6 percent, of the outstanding 2016 Notes and $854,088,000 aggregate principal amount, or approximately 97.6 percent, of the outstanding 2020 Notes had been validly tendered and not withdrawn and the holders thereof consented to the proposed amendments to the indentures governing the Notes set forth in an Offer to Purchase and Consent Solicitation Statement 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 The Issuer accepted for purchase all Notes that had been validly tendered and not withdrawn.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 Jan. 27, and the proposed amendments referred to above became operative on Jan. 27.
An additional $20,000 aggregate principal amount of the outstanding 2016 Notes were validly tendered and not withdrawn after the Consent Expiration and prior to the Expiration Time.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 Feb. 7.
Substantially concurrently with the previously announced closing of the merger in which Issuer survived as a subsidiary of CHS/ Community Health Systems, Inc., a subsidiary of the Company, which occurred on Jan. 27, 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 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.
Community Health Systems owns, leases or operates hospitals.
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