UNITED STATES
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
Date of Report (date of earliest event reported): June 12, 2019
QUORUM HEALTH CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 001-37550 | 47-4725208 | ||
(State or other jurisdiction of incorporation) |
(Commission file number) |
(IRS Employer Identification No.) | ||
1573 Mallory Lane
Brentwood, Tennessee 37027
(Address of principal executive offices) (Zip Code)
Registrants Telephone Number, Including Area Code: (615) 221-1400
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Common Stock, $0.0001 par value per share | QHC | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.05 | Costs Associated with Exit or Disposal Activities |
The information set forth in Item 8.01 below is incorporated herein by reference.
Item 7.01 | Regulation FD Disclosure |
On June 12, 2019, Quorum Health Corporation (the Company) issued a press release related to the matters discussed below. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 8.01 | Other Events |
On June 12, 2019, the Company announced that MetroSouth Medical Center in Blue Island, Illinois filed an application with the Illinois Health Facilities and Service Review Board to discontinue hospital operations. The hospital continues to search for a new operator to offer health care services on the campus. If the Company is not able to divest the facility, it will discontinue all operations by the end of the fourth quarter of 2019. The Companys decision to discontinue operations at the facility is a result of mounting financial losses due to decreasing patient volumes, increasing market saturation, and reduced reimbursement from government and commercial payors. The Company has preliminarily begun the process of estimating the costs to be incurred as a result of the closure, but is unable at this time to make a good faith estimate of the major types of costs or amount or range of amounts that may be incurred in connection with this closure, or an estimate of the amount or range of amounts of any charges that would result in future cash expenditures, including whether any such charges will be material. As these amounts are still being finalized, if the charges are determined to be material, additional details will be provided in an amendment to this Form 8-K or in another of the Companys filings with the Securities and Exchange Commission.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
No. |
Description | |
99.1 | Quorum Health Corporation Press Release, dated June 12, 2019 |
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 hereunto duly authorized.
QUORUM HEALTH CORPORATION (registrant) | ||
By: | /s/ Alfred Lumsdaine | |
Alfred Lumsdaine | ||
Executive Vice President | ||
and Chief Financial Officer (principal financial officer) |
Date: June 12, 2019
Exhibit 99.1
Investor Contact:
Asher Dewhurst
Westwicke Partners
QuorumHealth@Westwicke.com / (443) 213-0500
QUORUM HEALTH CORPORATION DISCONTINUES INPATIENT OPERATIONS AT A HOSPITAL IN ILLINOIS
BRENTWOOD, Tenn. (June 12, 2019) Quorum Health Corporation (NYSE: QHC) today announced that MetroSouth Medical Center in Blue Island, Illinois filed an application with the Illinois Health Facilities and Service Review Board to discontinue hospital operations. The hospital continues to search for a new operator to offer health care services on the campus. If the Company is not able to divest the facility, it will discontinue all operations by the end of the fourth quarter of 2019.
The Companys decision to discontinue operations at the facility is a result of mounting financial losses due to decreasing patient volumes, increasing market saturation, and reduced reimbursement from government and commercial payors.
MetroSouth Medical Center was among the eight facilities identified by the Company as being marketed for sale on its first quarter 2019 earnings conference call.
About Quorum Health Corporation
Quorum Health Corporation is an operator of general acute care hospitals and outpatient services in the United States. Through its subsidiaries, the Company owns, leases or operates a diversified portfolio of 26 affiliated hospitals in rural and mid-sized markets located across 14 states with an aggregate of 2,458 licensed beds. The Company also operates Quorum Health Resources, LLC, a leading hospital management advisory and consulting services business. More information about Quorum Health Corporation can be found at www.quorumhealth.com.
Forward-Looking Statements
Statements contained in this news release regarding expected divestitures or closures, including with respect to the anticipated timing of the sale or closure, and other events are 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 Quorum Health Corporation with the Securities and Exchange Commission, including the Companys 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.
The terms QHC, Quorum Health, the Company, we, us or our refer to Quorum Health Corporation or one or more of its subsidiaries or affiliates as applicable.
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