SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION |
19. |
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION |
In connection with the consummation of the Triad acquisition, CHS
obtained approximately $7.2 billion of senior secured financing under the Credit Facility and issued the Notes in the aggregate principal amount of approximately $3.0 billion. The Notes are senior unsecured obligations of CHS and are
guaranteed on a senior basis by the Company and by certain of its existing and subsequently acquired or organized 100% owned domestic subsidiaries.
The Notes are fully and unconditionally guaranteed on a joint and several basis. The following condensed consolidating financial statements present Community Health Systems, Inc. (as parent guarantor),
CHS (as the issuer), the subsidiary guarantors, the subsidiary non-guarantors and eliminations. These condensed consolidating financial statements have been prepared and presented in accordance with SEC Regulation S-X Rule 3-10
“Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.”
The
accounting policies used in the preparation of this financial information are consistent with those elsewhere in the consolidated financial statements of the Company, except as noted below:
|
• |
|
Intercompany receivables and payables are presented gross in the supplemental consolidating balance sheets.
|
|
• |
|
Cash flows from intercompany transactions are presented in cash flows from financing activities, as changes in intercompany balances with affiliates,
net.
|
|
• |
|
Income tax expense is allocated from the parent guarantor to the income producing operations (other guarantors and non-guarantors) and the issuer
through stockholders’ equity. As this approach represents an allocation, the income tax expense allocation is considered non-cash for statement of cash flow purposes.
|
|
• |
|
Interest expense, net has been presented to reflect net interest expense and interest income from outstanding long-term debt and intercompany balances.
|
The Company’s intercompany activity consists primarily of daily cash transfers for purposes of cash
management, the allocation of certain expenses and expenditures paid for by the parent on behalf of its subsidiaries, and the push down of investment in its subsidiaries. The Company’s subsidiaries generally do not purchase services from each
other; thus, the intercompany transactions do not represent revenue generating transactions. All intercompany transactions eliminate in consolidation.
From time to time, the Company sells and/or repurchases noncontrolling interests in consolidated subsidiaries, which may change subsidiaries between guarantors and non-guarantors. Amounts for prior
periods are restated to reflect the status of guarantors or non-guarantors as of September 30, 2011.
Condensed Consolidating Balance Sheet
September 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
ASSETS |
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
163,693 |
|
|
$ |
102,619 |
|
|
$ |
— |
|
|
$ |
266,312 |
|
Patient accounts receivable, net of allowance for doubtful accounts
|
|
|
— |
|
|
|
— |
|
|
|
1,015,730 |
|
|
|
757,395 |
|
|
|
— |
|
|
|
1,773,125 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
207,562 |
|
|
|
128,900 |
|
|
|
— |
|
|
|
336,462 |
|
Deferred income taxes
|
|
|
115,819 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
115,819 |
|
Prepaid expenses and taxes
|
|
|
— |
|
|
|
156 |
|
|
|
88,033 |
|
|
|
30,884 |
|
|
|
— |
|
|
|
119,073 |
|
Other current assets
|
|
|
— |
|
|
|
10,000 |
|
|
|
139,327 |
|
|
|
76,410 |
|
|
|
— |
|
|
|
225,737 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
115,819 |
|
|
|
10,156 |
|
|
|
1,614,345 |
|
|
|
1,096,208 |
|
|
|
— |
|
|
|
2,836,528 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany receivable
|
|
|
1,168,828 |
|
|
|
9,347,366 |
|
|
|
1,634,809 |
|
|
|
1,672,003 |
|
|
|
(13,823,006 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
— |
|
|
|
— |
|
|
|
4,148,382 |
|
|
|
2,425,558 |
|
|
|
— |
|
|
|
6,573,940 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
— |
|
|
|
— |
|
|
|
2,381,712 |
|
|
|
1,851,201 |
|
|
|
— |
|
|
|
4,232,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets, net of accumulated amortization
|
|
|
— |
|
|
|
110,799 |
|
|
|
483,044 |
|
|
|
610,698 |
|
|
|
— |
|
|
|
1,204,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment in subsidiaries
|
|
|
1,710,955 |
|
|
|
6,065,149 |
|
|
|
2,467,348 |
|
|
|
— |
|
|
|
(10,243,452 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$ |
2,995,602 |
|
|
$ |
15,533,470 |
|
|
$ |
12,729,640 |
|
|
$ |
7,655,668 |
|
|
$ |
(24,066,458 |
) |
|
$ |
14,847,922 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
$ |
— |
|
|
$ |
49,954 |
|
|
$ |
7,907 |
|
|
$ |
3,205 |
|
|
$ |
— |
|
|
$ |
61,066 |
|
Accounts payable
|
|
|
— |
|
|
|
24 |
|
|
|
448,540 |
|
|
|
187,763 |
|
|
|
— |
|
|
|
636,327 |
|
Current income tax payable
|
|
|
17,705 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
17,705 |
|
Deferred income taxes
|
|
|
8,882 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,882 |
|
Accrued interest
|
|
|
— |
|
|
|
83,872 |
|
|
|
110 |
|
|
|
2 |
|
|
|
— |
|
|
|
83,984 |
|
Accrued liabilities
|
|
|
7,580 |
|
|
|
567 |
|
|
|
607,283 |
|
|
|
279,766 |
|
|
|
— |
|
|
|
895,196 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
34,167 |
|
|
|
134,417 |
|
|
|
1,063,840 |
|
|
|
470,736 |
|
|
|
— |
|
|
|
1,703,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
— |
|
|
|
8,696,988 |
|
|
|
46,081 |
|
|
|
25,608 |
|
|
|
— |
|
|
|
8,768,677 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany payable
|
|
|
— |
|
|
|
4,697,847 |
|
|
|
9,206,345 |
|
|
|
6,072,049 |
|
|
|
(19,976,241 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes
|
|
|
608,177 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
608,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other long-term liabilities
|
|
|
5,255 |
|
|
|
293,266 |
|
|
|
391,206 |
|
|
|
285,436 |
|
|
|
— |
|
|
|
975,163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
647,599 |
|
|
|
13,822,518 |
|
|
|
10,707,472 |
|
|
|
6,853,829 |
|
|
|
(19,976,241 |
) |
|
|
12,055,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redeemable noncontrolling interests in equity of consolidated subsidiaries
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
383,745 |
|
|
|
— |
|
|
|
383,745 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Health Systems, Inc. stockholders’ equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock
|
|
|
918 |
|
|
|
— |
|
|
|
1 |
|
|
|
2 |
|
|
|
(3 |
) |
|
|
918 |
|
Additional paid-in capital
|
|
|
1,084,415 |
|
|
|
690,233 |
|
|
|
734,808 |
|
|
|
128,911 |
|
|
|
(1,553,952 |
) |
|
|
1,084,415 |
|
Treasury stock, at cost
|
|
|
(6,678 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6,678 |
) |
Accumulated other comprehensive (loss) income
|
|
|
(201,051 |
) |
|
|
(201,051 |
) |
|
|
(13,313 |
) |
|
|
— |
|
|
|
214,364 |
|
|
|
(201,051 |
) |
Retained earnings
|
|
|
1,470,399 |
|
|
|
1,221,770 |
|
|
|
1,300,672 |
|
|
|
228,184 |
|
|
|
(2,750,626 |
) |
|
|
1,470,399 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Community Health Systems, Inc. stockholders’ equity
|
|
|
2,348,003 |
|
|
|
1,710,952 |
|
|
|
2,022,168 |
|
|
|
357,097 |
|
|
|
(4,090,217 |
) |
|
|
2,348,003 |
|
Noncontrolling interests in equity of consolidated subsidiaries
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
60,997 |
|
|
|
— |
|
|
|
60,997 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
2,348,003 |
|
|
|
1,710,952 |
|
|
|
2,022,168 |
|
|
|
418,094 |
|
|
|
(4,090,217 |
) |
|
|
2,409,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
$ |
2,995,602 |
|
|
$ |
15,533,470 |
|
|
$ |
12,729,640 |
|
|
$ |
7,655,668 |
|
|
$ |
(24,066,458 |
) |
|
$ |
14,847,922 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Balance Sheet
December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
ASSETS |
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
212,992 |
|
|
$ |
86,177 |
|
|
$ |
— |
|
|
$ |
299,169 |
|
Patient accounts receivable, net of allowance for doubtful accounts
|
|
|
— |
|
|
|
— |
|
|
|
968,290 |
|
|
|
746,252 |
|
|
|
— |
|
|
|
1,714,542 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
195,131 |
|
|
|
133,983 |
|
|
|
— |
|
|
|
329,114 |
|
Deferred income taxes
|
|
|
115,819 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
115,819 |
|
Prepaid expenses and taxes
|
|
|
118,464 |
|
|
|
116 |
|
|
|
88,749 |
|
|
|
11,889 |
|
|
|
— |
|
|
|
219,218 |
|
Other current assets
|
|
|
— |
|
|
|
41 |
|
|
|
139,628 |
|
|
|
53,662 |
|
|
|
— |
|
|
|
193,331 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
234,283 |
|
|
|
157 |
|
|
|
1,604,790 |
|
|
|
1,031,963 |
|
|
|
— |
|
|
|
2,871,193 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany receivable
|
|
|
1,079,295 |
|
|
|
9,002,158 |
|
|
|
1,418,776 |
|
|
|
1,370,494 |
|
|
|
(12,870,723 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
— |
|
|
|
— |
|
|
|
3,880,653 |
|
|
|
2,443,784 |
|
|
|
— |
|
|
|
6,324,437 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
— |
|
|
|
— |
|
|
|
2,331,452 |
|
|
|
1,818,795 |
|
|
|
— |
|
|
|
4,150,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets, net of accumulated amortization
|
|
|
— |
|
|
|
131,352 |
|
|
|
466,289 |
|
|
|
754,605 |
|
|
|
— |
|
|
|
1,352,246 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment in subsidiaries
|
|
|
1,510,062 |
|
|
|
5,315,935 |
|
|
|
2,055,423 |
|
|
|
— |
|
|
|
(8,881,420 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$ |
2,823,640 |
|
|
$ |
14,449,602 |
|
|
$ |
11,757,383 |
|
|
$ |
7,419,641 |
|
|
$ |
(21,752,143 |
) |
|
$ |
14,698,123 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current maturities of long-term debt
|
|
$ |
— |
|
|
$ |
49,953 |
|
|
$ |
11,069 |
|
|
$ |
2,117 |
|
|
$ |
— |
|
|
$ |
63,139 |
|
Accounts payable
|
|
|
— |
|
|
|
— |
|
|
|
362,357 |
|
|
|
163,981 |
|
|
|
— |
|
|
|
526,338 |
|
Current income tax payable
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Deferred income taxes
|
|
|
8,882 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,882 |
|
Accrued interest
|
|
|
— |
|
|
|
146,297 |
|
|
|
116 |
|
|
|
2 |
|
|
|
— |
|
|
|
146,415 |
|
Accrued liabilities
|
|
|
7,595 |
|
|
|
567 |
|
|
|
568,845 |
|
|
|
320,259 |
|
|
|
— |
|
|
|
897,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
16,477 |
|
|
|
196,817 |
|
|
|
942,387 |
|
|
|
486,359 |
|
|
|
— |
|
|
|
1,642,040 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term debt
|
|
|
— |
|
|
|
8,734,473 |
|
|
|
44,831 |
|
|
|
29,078 |
|
|
|
— |
|
|
|
8,808,382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany payable
|
|
|
— |
|
|
|
3,667,726 |
|
|
|
8,554,015 |
|
|
|
5,903,193 |
|
|
|
(18,124,934 |
) |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes
|
|
|
608,177 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
608,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other long-term liabilities
|
|
|
9,522 |
|
|
|
340,526 |
|
|
|
372,236 |
|
|
|
279,391 |
|
|
|
— |
|
|
|
1,001,675 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
634,176 |
|
|
|
12,939,542 |
|
|
|
9,913,469 |
|
|
|
6,698,021 |
|
|
|
(18,124,934 |
) |
|
|
12,060,274 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redeemable noncontrolling interests in equity of consolidated subsidiaries
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
387,472 |
|
|
|
— |
|
|
|
387,472 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Community Health Systems, Inc. stockholders’ equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Common stock
|
|
|
936 |
|
|
|
— |
|
|
|
1 |
|
|
|
2 |
|
|
|
(3 |
) |
|
|
936 |
|
Additional paid-in capital
|
|
|
1,126,751 |
|
|
|
640,683 |
|
|
|
683,340 |
|
|
|
100,550 |
|
|
|
(1,424,573 |
) |
|
|
1,126,751 |
|
Treasury stock, at cost
|
|
|
(6,678 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(6,678 |
) |
Accumulated other comprehensive (loss) income
|
|
|
(230,927 |
) |
|
|
(230,927 |
) |
|
|
(12,990 |
) |
|
|
— |
|
|
|
243,917 |
|
|
|
(230,927 |
) |
Retained earnings
|
|
|
1,299,382 |
|
|
|
1,100,304 |
|
|
|
1,173,563 |
|
|
|
172,683 |
|
|
|
(2,446,550 |
) |
|
|
1,299,382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Community Health Systems, Inc. stockholders’ equity
|
|
|
2,189,464 |
|
|
|
1,510,060 |
|
|
|
1,843,914 |
|
|
|
273,235 |
|
|
|
(3,627,209 |
) |
|
|
2,189,464 |
|
Noncontrolling interests in equity of consolidated subsidiaries
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
60,913 |
|
|
|
— |
|
|
|
60,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
2,189,464 |
|
|
|
1,510,060 |
|
|
|
1,843,914 |
|
|
|
334,148 |
|
|
|
(3,627,209 |
) |
|
|
2,250,377 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
$ |
2,823,640 |
|
|
$ |
14,449,602 |
|
|
$ |
11,757,383 |
|
|
$ |
7,419,641 |
|
|
$ |
(21,752,143 |
) |
|
$ |
14,698,123 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Income
Three Months Ended September 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Net operating revenues
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
1,990,666 |
|
|
$ |
1,445,334 |
|
|
$ |
— |
|
|
$ |
3,436,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
— |
|
|
|
— |
|
|
|
765,198 |
|
|
|
627,953 |
|
|
|
— |
|
|
|
1,393,151 |
|
Provision for bad debts
|
|
|
— |
|
|
|
— |
|
|
|
262,124 |
|
|
|
188,172 |
|
|
|
— |
|
|
|
450,296 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
263,255 |
|
|
|
195,891 |
|
|
|
— |
|
|
|
459,146 |
|
Other operating expenses
|
|
|
— |
|
|
|
— |
|
|
|
362,132 |
|
|
|
261,476 |
|
|
|
— |
|
|
|
623,608 |
|
Rent
|
|
|
— |
|
|
|
— |
|
|
|
30,665 |
|
|
|
33,816 |
|
|
|
— |
|
|
|
64,481 |
|
Depreciation and amortization
|
|
|
— |
|
|
|
— |
|
|
|
97,821 |
|
|
|
63,694 |
|
|
|
— |
|
|
|
161,515 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
— |
|
|
|
— |
|
|
|
1,781,195 |
|
|
|
1,371,002 |
|
|
|
— |
|
|
|
3,152,197 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
— |
|
|
|
— |
|
|
|
209,471 |
|
|
|
74,332 |
|
|
|
— |
|
|
|
283,803 |
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
— |
|
|
|
15,484 |
|
|
|
133,859 |
|
|
|
10,137 |
|
|
|
— |
|
|
|
159,480 |
|
Equity in earnings of unconsolidated affiliates
|
|
|
(74,304 |
) |
|
|
(68,064 |
) |
|
|
(40,407 |
) |
|
|
— |
|
|
|
174,581 |
|
|
|
(8,194 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before income taxes
|
|
|
74,304 |
|
|
|
52,580 |
|
|
|
116,019 |
|
|
|
64,195 |
|
|
|
(174,581 |
) |
|
|
132,517 |
|
Provision for (benefit from) income taxes
|
|
|
— |
|
|
|
(21,724 |
) |
|
|
41,883 |
|
|
|
16,558 |
|
|
|
— |
|
|
|
36,717 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
74,304 |
|
|
|
74,304 |
|
|
|
74,136 |
|
|
|
47,637 |
|
|
|
(174,581 |
) |
|
|
95,800 |
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations of entities sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
(5,437 |
) |
|
|
2,334 |
|
|
|
— |
|
|
|
(3,103 |
) |
Impairment of hospitals sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Loss on sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(66 |
) |
|
|
— |
|
|
|
(66 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
— |
|
|
|
— |
|
|
|
(5,437 |
) |
|
|
2,268 |
|
|
|
— |
|
|
|
(3,169 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
74,304 |
|
|
|
74,304 |
|
|
|
68,699 |
|
|
|
49,905 |
|
|
|
(174,581 |
) |
|
|
92,631 |
|
Less: Net income attributable to noncontrolling interests
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
18,327 |
|
|
|
— |
|
|
|
18,327 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Community Health Systems, Inc.
|
|
$ |
74,304 |
|
|
$ |
74,304 |
|
|
$ |
68,699 |
|
|
$ |
31,578 |
|
|
$ |
(174,581 |
) |
|
$ |
74,304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Income
Three Months Ended September 30, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Net operating revenues
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
1,816,782 |
|
|
$ |
1,343,041 |
|
|
$ |
— |
|
|
$ |
3,159,823 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
— |
|
|
|
— |
|
|
|
686,701 |
|
|
|
580,402 |
|
|
|
— |
|
|
|
1,267,103 |
|
Provision for bad debts
|
|
|
— |
|
|
|
— |
|
|
|
225,631 |
|
|
|
161,881 |
|
|
|
— |
|
|
|
387,512 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
245,593 |
|
|
|
188,846 |
|
|
|
— |
|
|
|
434,439 |
|
Other operating expenses
|
|
|
— |
|
|
|
— |
|
|
|
317,299 |
|
|
|
259,350 |
|
|
|
— |
|
|
|
576,649 |
|
Rent
|
|
|
— |
|
|
|
— |
|
|
|
29,416 |
|
|
|
32,757 |
|
|
|
— |
|
|
|
62,173 |
|
Depreciation and amortization
|
|
|
— |
|
|
|
— |
|
|
|
86,787 |
|
|
|
60,502 |
|
|
|
— |
|
|
|
147,289 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
— |
|
|
|
— |
|
|
|
1,591,427 |
|
|
|
1,283,738 |
|
|
|
— |
|
|
|
2,875,165 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
— |
|
|
|
— |
|
|
|
225,355 |
|
|
|
59,303 |
|
|
|
— |
|
|
|
284,658 |
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
— |
|
|
|
30,632 |
|
|
|
123,648 |
|
|
|
8,588 |
|
|
|
— |
|
|
|
162,868 |
|
Equity in earnings of unconsolidated affiliates
|
|
|
(70,401 |
) |
|
|
(78,900 |
) |
|
|
(37,584 |
) |
|
|
— |
|
|
|
177,347 |
|
|
|
(9,538 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before income taxes
|
|
|
70,401 |
|
|
|
48,268 |
|
|
|
139,291 |
|
|
|
50,715 |
|
|
|
(177,347 |
) |
|
|
131,328 |
|
Provision for (benefit from) income taxes
|
|
|
— |
|
|
|
(22,133 |
) |
|
|
51,259 |
|
|
|
14,193 |
|
|
|
— |
|
|
|
43,319 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
70,401 |
|
|
|
70,401 |
|
|
|
88,032 |
|
|
|
36,522 |
|
|
|
(177,347 |
) |
|
|
88,009 |
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations of entities sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
(9,132 |
) |
|
|
5,977 |
|
|
|
— |
|
|
|
(3,155 |
) |
Impairment of hospitals sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Loss on sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
— |
|
|
|
— |
|
|
|
(9,132 |
) |
|
|
5,977 |
|
|
|
— |
|
|
|
(3,155 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
70,401 |
|
|
|
70,401 |
|
|
|
78,900 |
|
|
|
42,499 |
|
|
|
(177,347 |
) |
|
|
84,854 |
|
Less: Net income attributable to noncontrolling interests
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
14,453 |
|
|
|
— |
|
|
|
14,453 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Community Health Systems, Inc.
|
|
$ |
70,401 |
|
|
$ |
70,401 |
|
|
$ |
78,900 |
|
|
$ |
28,046 |
|
|
$ |
(177,347 |
) |
|
$ |
70,401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Income
Nine Months Ended September 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Net operating revenues
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5,923,622 |
|
|
$ |
4,300,259 |
|
|
$ |
— |
|
|
$ |
10,223,881 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
— |
|
|
|
— |
|
|
|
2,275,499 |
|
|
|
1,881,115 |
|
|
|
— |
|
|
|
4,156,614 |
|
Provision for bad debts
|
|
|
— |
|
|
|
— |
|
|
|
761,557 |
|
|
|
521,710 |
|
|
|
— |
|
|
|
1,283,267 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
789,166 |
|
|
|
577,076 |
|
|
|
— |
|
|
|
1,366,242 |
|
Other operating expenses
|
|
|
— |
|
|
|
— |
|
|
|
1,100,935 |
|
|
|
792,203 |
|
|
|
— |
|
|
|
1,893,138 |
|
Rent
|
|
|
— |
|
|
|
— |
|
|
|
92,272 |
|
|
|
97,810 |
|
|
|
— |
|
|
|
190,082 |
|
Depreciation and amortization
|
|
|
— |
|
|
|
— |
|
|
|
287,240 |
|
|
|
193,806 |
|
|
|
— |
|
|
|
481,046 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
— |
|
|
|
— |
|
|
|
5,306,669 |
|
|
|
4,063,720 |
|
|
|
— |
|
|
|
9,370,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
— |
|
|
|
— |
|
|
|
616,953 |
|
|
|
236,539 |
|
|
|
— |
|
|
|
853,492 |
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
— |
|
|
|
65,799 |
|
|
|
378,598 |
|
|
|
41,531 |
|
|
|
— |
|
|
|
485,928 |
|
Equity in earnings of unconsolidated affiliates
|
|
|
(171,017 |
) |
|
|
(182,668 |
) |
|
|
(118,116 |
) |
|
|
— |
|
|
|
433,456 |
|
|
|
(38,345 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before income taxes
|
|
|
171,017 |
|
|
|
116,869 |
|
|
|
356,471 |
|
|
|
195,008 |
|
|
|
(433,456 |
) |
|
|
405,909 |
|
Provision for (benefit from) income taxes
|
|
|
— |
|
|
|
(54,148 |
) |
|
|
128,686 |
|
|
|
51,092 |
|
|
|
— |
|
|
|
125,630 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
171,017 |
|
|
|
171,017 |
|
|
|
227,785 |
|
|
|
143,916 |
|
|
|
(433,456 |
) |
|
|
280,279 |
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations of entities sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
(1,278 |
) |
|
|
(3,268 |
) |
|
|
— |
|
|
|
(4,546 |
) |
Impairment of hospitals sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
(47,930 |
) |
|
|
— |
|
|
|
— |
|
|
|
(47,930 |
) |
Loss on sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(3,300 |
) |
|
|
— |
|
|
|
(3,300 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
— |
|
|
|
— |
|
|
|
(49,208 |
) |
|
|
(6,568 |
) |
|
|
— |
|
|
|
(55,776 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
171,017 |
|
|
|
171,017 |
|
|
|
178,577 |
|
|
|
137,348 |
|
|
|
(433,456 |
) |
|
|
224,503 |
|
Less: Net income attributable to noncontrolling interests
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
53,486 |
|
|
|
— |
|
|
|
53,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Community Health Systems, Inc.
|
|
$ |
171,017 |
|
|
$ |
171,017 |
|
|
$ |
178,577 |
|
|
$ |
83,862 |
|
|
$ |
(433,456 |
) |
|
$ |
171,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Income
Nine Months Ended September 30, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Net operating revenues
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5,362,911 |
|
|
$ |
3,946,170 |
|
|
$ |
— |
|
|
$ |
9,309,081 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and benefits
|
|
|
— |
|
|
|
— |
|
|
|
2,028,716 |
|
|
|
1,716,627 |
|
|
|
— |
|
|
|
3,745,343 |
|
Provision for bad debts
|
|
|
— |
|
|
|
— |
|
|
|
668,161 |
|
|
|
452,854 |
|
|
|
— |
|
|
|
1,121,015 |
|
Supplies
|
|
|
— |
|
|
|
— |
|
|
|
728,225 |
|
|
|
558,900 |
|
|
|
— |
|
|
|
1,287,125 |
|
Other operating expenses
|
|
|
— |
|
|
|
— |
|
|
|
930,729 |
|
|
|
762,501 |
|
|
|
— |
|
|
|
1,693,230 |
|
Rent
|
|
|
— |
|
|
|
— |
|
|
|
87,669 |
|
|
|
97,412 |
|
|
|
— |
|
|
|
185,081 |
|
Depreciation and amortization
|
|
|
— |
|
|
|
— |
|
|
|
257,392 |
|
|
|
183,579 |
|
|
|
— |
|
|
|
440,971 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
— |
|
|
|
— |
|
|
|
4,700,892 |
|
|
|
3,771,873 |
|
|
|
— |
|
|
|
8,472,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations
|
|
|
— |
|
|
|
— |
|
|
|
662,019 |
|
|
|
174,297 |
|
|
|
— |
|
|
|
836,316 |
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
— |
|
|
|
88,079 |
|
|
|
358,942 |
|
|
|
36,029 |
|
|
|
— |
|
|
|
483,050 |
|
Equity in earnings of unconsolidated affiliates
|
|
|
(210,473 |
) |
|
|
(245,197 |
) |
|
|
(88,435 |
) |
|
|
— |
|
|
|
510,997 |
|
|
|
(33,108 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before income taxes
|
|
|
210,473 |
|
|
|
157,118 |
|
|
|
391,512 |
|
|
|
138,268 |
|
|
|
(510,997 |
) |
|
|
386,374 |
|
Provision for (benefit from) income taxes
|
|
|
— |
|
|
|
(53,355 |
) |
|
|
144,076 |
|
|
|
34,908 |
|
|
|
— |
|
|
|
125,629 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
|
210,473 |
|
|
|
210,473 |
|
|
|
247,436 |
|
|
|
103,360 |
|
|
|
(510,997 |
) |
|
|
260,745 |
|
Discontinued operations, net of taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations of entities sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
(2,901 |
) |
|
|
(1,652 |
) |
|
|
— |
|
|
|
(4,553 |
) |
Impairment of hospitals sold and held for sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Loss on sale
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations, net of taxes
|
|
|
— |
|
|
|
— |
|
|
|
(2,901 |
) |
|
|
(1,652 |
) |
|
|
— |
|
|
|
(4,553 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
210,473 |
|
|
|
210,473 |
|
|
|
244,535 |
|
|
|
101,708 |
|
|
|
(510,997 |
) |
|
|
256,192 |
|
Less: Net income attributable to noncontrolling interests
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
45,719 |
|
|
|
— |
|
|
|
45,719 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Community Health Systems, Inc.
|
|
$ |
210,473 |
|
|
$ |
210,473 |
|
|
$ |
244,535 |
|
|
$ |
55,989 |
|
|
$ |
(510,997 |
) |
|
$ |
210,473 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by operating activities
|
|
$ |
(23,970 |
) |
|
$ |
(120,269 |
) |
|
$ |
595,670 |
|
|
$ |
368,804 |
|
|
$ |
— |
|
|
$ |
820,235 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions of facilities and other related equipment
|
|
|
— |
|
|
|
— |
|
|
|
(163,397 |
) |
|
|
(46,054 |
) |
|
|
— |
|
|
|
(209,451 |
) |
Purchases of property and equipment
|
|
|
— |
|
|
|
— |
|
|
|
(295,298 |
) |
|
|
(237,547 |
) |
|
|
— |
|
|
|
(532,845 |
) |
Proceeds from disposition of hospitals and other ancillary operations
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
172,578 |
|
|
|
— |
|
|
|
172,578 |
|
Proceeds from sale of property and equipment
|
|
|
— |
|
|
|
— |
|
|
|
1,269 |
|
|
|
7,982 |
|
|
|
— |
|
|
|
9,251 |
|
Increase in other non-operating assets
|
|
|
— |
|
|
|
— |
|
|
|
(90,009 |
) |
|
|
(40,971 |
) |
|
|
— |
|
|
|
(130,980 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
— |
|
|
|
— |
|
|
|
(547,435 |
) |
|
|
(144,012 |
) |
|
|
— |
|
|
|
(691,447 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from exercise of stock options
|
|
|
18,880 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
18,880 |
|
Deferred financing costs
|
|
|
— |
|
|
|
(100 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(100 |
) |
Excess tax benefit relating to stock-based compensation
|
|
|
4,616 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,616 |
|
Stock buy-back
|
|
|
(85,790 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(85,790 |
) |
Proceeds from noncontrolling investors in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,229 |
|
|
|
— |
|
|
|
1,229 |
|
Redemption of noncontrolling investments in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,784 |
) |
|
|
— |
|
|
|
(4,784 |
) |
Distributions to noncontrolling investors in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(49,928 |
) |
|
|
— |
|
|
|
(49,928 |
) |
Changes in intercompany balances with affiliates, net
|
|
|
86,264 |
|
|
|
157,854 |
|
|
|
(90,312 |
) |
|
|
(153,806 |
) |
|
|
— |
|
|
|
— |
|
Borrowings under credit agreement
|
|
|
— |
|
|
|
83,000 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
83,000 |
|
Repayments of long-term indebtedness
|
|
|
— |
|
|
|
(120,485 |
) |
|
|
(7,222 |
) |
|
|
(1,061 |
) |
|
|
— |
|
|
|
(128,768 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
23,970 |
|
|
|
120,269 |
|
|
|
(97,534 |
) |
|
|
(208,350 |
) |
|
|
— |
|
|
|
(161,645 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
— |
|
|
|
— |
|
|
|
(49,299 |
) |
|
|
16,442 |
|
|
|
— |
|
|
|
(32,857 |
) |
Cash and cash equivalents at beginning of period
|
|
|
— |
|
|
|
— |
|
|
|
212,992 |
|
|
|
86,177 |
|
|
|
— |
|
|
|
299,169 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
163,693 |
|
|
$ |
102,619 |
|
|
$ |
— |
|
|
$ |
266,312 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows
Nine Months Ended September 30, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent Guarantor |
|
|
Issuer |
|
|
Other Guarantors |
|
|
Non- Guarantors |
|
|
Eliminations |
|
|
Consolidated |
|
|
|
(In thousands) |
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash (used in) provided by operating activities
|
|
$ |
(150,750 |
) |
|
$ |
(101,498 |
) |
|
$ |
804,039 |
|
|
$ |
346,586 |
|
|
$ |
— |
|
|
$ |
898,377 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions of facilities and other related equipment
|
|
|
— |
|
|
|
— |
|
|
|
(39,140 |
) |
|
|
(28,401 |
) |
|
|
— |
|
|
|
(67,541 |
) |
Purchases of property and equipment
|
|
|
— |
|
|
|
— |
|
|
|
(211,023 |
) |
|
|
(170,830 |
) |
|
|
— |
|
|
|
(381,853 |
) |
Proceeds from disposition of hospitals and other ancillary operations
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Proceeds from sale of property and equipment
|
|
|
— |
|
|
|
— |
|
|
|
2,398 |
|
|
|
447 |
|
|
|
— |
|
|
|
2,845 |
|
Increase in other non-operating assets
|
|
|
— |
|
|
|
— |
|
|
|
(64,177 |
) |
|
|
(34,325 |
) |
|
|
— |
|
|
|
(98,502 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
— |
|
|
|
— |
|
|
|
(311,942 |
) |
|
|
(233,109 |
) |
|
|
— |
|
|
|
(545,051 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from exercise of stock options
|
|
|
53,839 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
53,839 |
|
Deferred financing costs
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Excess tax benefit relating to stock-based compensation
|
|
|
10,109 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
10,109 |
|
Stock buy-back
|
|
|
(107,932 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(107,932 |
) |
Proceeds from noncontrolling investors in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
5,155 |
|
|
|
— |
|
|
|
5,155 |
|
Redemption of noncontrolling investments in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,467 |
) |
|
|
— |
|
|
|
(2,467 |
) |
Distributions to noncontrolling investors in joint ventures
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(41,870 |
) |
|
|
— |
|
|
|
(41,870 |
) |
Changes in intercompany balances with affiliates, net
|
|
|
194,734 |
|
|
|
134,102 |
|
|
|
(246,860 |
) |
|
|
(81,976 |
) |
|
|
— |
|
|
|
— |
|
Borrowings under credit agreement
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Repayments of long-term indebtedness
|
|
|
— |
|
|
|
(32,604 |
) |
|
|
(12,788 |
) |
|
|
(1,560 |
) |
|
|
— |
|
|
|
(46,952 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
150,750 |
|
|
|
101,498 |
|
|
|
(259,648 |
) |
|
|
(122,718 |
) |
|
|
— |
|
|
|
(130,118 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
— |
|
|
|
— |
|
|
|
232,449 |
|
|
|
(9,241 |
) |
|
|
— |
|
|
|
223,208 |
|
Cash and cash equivalents at beginning of period
|
|
|
— |
|
|
|
— |
|
|
|
238,709 |
|
|
|
105,832 |
|
|
|
— |
|
|
|
344,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
471,158 |
|
|
$ |
96,591 |
|
|
$ |
— |
|
|
$ |
567,749 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|