-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V0d0nJOzrBKJ0BWvDcctkoqWAi9wzrap62SvdOIbty1jRmvPdOYc4XucYVY1/j2k V7HvoZd75J29+gh+dJKSFw== 0001047469-04-035459.txt : 20041130 0001047469-04-035459.hdr.sgml : 20041130 20041130170438 ACCESSION NUMBER: 0001047469-04-035459 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041130 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20041130 DATE AS OF CHANGE: 20041130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNITY HEALTH SYSTEMS INC CENTRAL INDEX KEY: 0001108109 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 133893191 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15925 FILM NUMBER: 041175174 BUSINESS ADDRESS: STREET 1: 155 FRANKLIN RD STREET 2: STE 400 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6153739600 FORMER COMPANY: FORMER CONFORMED NAME: COMMUNITY HEALTH SYSTEMS INC/ DATE OF NAME CHANGE: 20000229 8-K 1 a2147571z8-k.htm 8-K
QuickLinks -- Click here to rapidly navigate through this document



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

November 30, 2004

Date of Report (date of earliest event reported)


COMMUNITY HEALTH SYSTEMS, INC.
(Exact name of Registrant as specified in charter)


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


155 Franklin Road, Suite 400
Brentwood, Tennessee 37027
(Address of principal executive offices)
Registrant's telephone number, including area code: (615) 373-9600

        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 (l7 CFR 240.13e-4(c))




ITEM 1.02.    Termination of a Material Definitive Agreement.

        On November 10, 2004, Community Health Systems, Inc. (the "Company") delivered to Broadlane, Inc. ("Broadlane"), a notice of termination (the "Letter") pursuant to Section 2 of the Tenet BuyPower Group Purchasing Affiliation Agreement dated June 13, 1997, as amended (the "Agreement"), between Broadlane (successor-in-interest to Tenet Healthcare Systems) and CHS/Community Health Systems, Inc. Broadlane is a group purchasing organization in which the Company has a minority interest. The Agreement provides that Broadlane will assist the Company in purchasing various medical goods and services. The Agreement has a term of eight years ending on March 15, 2005, subject to automatic renewal for successive one year terms unless either party terminates the Agreement on specified notice pursuant to Section 2 thereof.

        The Letter provided timely notice pursuant to Section 2 of the Agreement to terminate the Agreement on March 15, 2005. The Company delivered the Letter in order to reserve its right to terminate the Agreement while at the same time assess whether the Company could obtain more favorable pricing terms from other medical goods and services suppliers, including another group purchasing organization. Subsequent to the delivery of the Letter, the Company determined to definitively terminate the Agreement.

        While the Company believes that it may obtain more favorable pricing from other medical goods and services suppliers, including another group purchasing organization, the Company cannot give any assurance that it will be able to achieve such result. In addition, to the extent that the Company cannot achieve more favorable pricing from other medical goods and services suppliers, the Company could incur higher costs for medical goods and services.

ITEM 5.02.    Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

        In light of the fact that affiliates of Forstmann Little & Co. ("Forstmann Little") no longer own any shares of common stock of the Company, J. Anthony Forstmann, Theodore J. Forstmann, Sandra J. Horbach, and Thomas H. Lister (all of whom are affiliated with Forstmann Little) have submitted to the Company resignations from the Company's board of directors effective December 13, 2004. Replacements for such directors have not yet been identified.

1



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 thereunto duly authorized.

Date: November 30, 2004   COMMUNITY HEALTH SYSTEMS, INC.
(Registrant)

 

 

By:

/s/ Wayne T. Smith

Wayne T. Smith
Chairman of the Board,
President and Chief Executive Officer
(principal executive officer)

 

 

By:

/s/ W. Larry Cash

W. Larry Cash
Executive Vice President, Chief Financial Officer
and Director
(principal financial officer)

2




QuickLinks

SIGNATURES
-----END PRIVACY-ENHANCED MESSAGE-----