Delaware | 63-0860407 |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
Title of Each Class of Securities to be Registered | Amount to be Registered/ Proposed Maximum Offering Price Per Unit/Proposed Maximum Aggregate Offering Price | Amount of Registration Fee |
Common Stock, par value $0.01 per share | (1)(2) | (3) |
Preferred Stock, par value $0.10 per share | (1)(2) | (3) |
Warrants to purchase Common Stock or Preferred Stock | (1)(2) | (3) |
Debt Securities | (1)(2) | (3) |
Guarantees of Debt Securities | (1)(4) | (4) |
(1) | Not applicable pursuant to Form S-3 General Instruction II(E). |
(2) | An indeterminate aggregate initial offering price or number of the securities of each identified class is being registered as may from time to time be offered at indeterminate prices, along with an indeterminate number of securities that may be issued upon exercise, settlement, exchange or conversion of securities offered hereunder. Separate consideration may or may not be received for securities that are issuable upon exercise, settlement, exchange or conversion of other securities. |
(3) | In accordance with Rule 456(b) and Rule 457(r) under the Securities Act, the Registrant is deferring payment of the entire registration fee. |
(4) | No separate consideration will be received for the guarantees, and pursuant to Rule 457(n) under the Securities Act, no separate fee is payable with respect to the guarantees. |
Exact Name of Registrant as Specified in its Charter and Address, Including Zip Code, and Telephone Number, Including Area Code of Registrant’s Principal Executive Offices# | State or other Jurisdiction of Incorporation or Organization | Primary Standard Industrial Classification Code Number | I.R.S. Employer Identification Number | |||
Advantage Health, LLC | Delaware | 8060 | 04-2772046 | |||
CMS Jonesboro Rehabilitation, Inc. | Delaware | 8060 | 62-1347455 | |||
Continental Medical of Arizona, Inc. | Delaware | 8060 | 25-1622263 | |||
Continental Medical Systems, Inc. | Delaware | 8060 | 51-0287965 | |||
Continental Rehabilitation Hospital of Arizona, Inc. | Delaware | 8060 | 25-1622264 | |||
HealthSouth Acquisition Holdings, LLC | Delaware | 8060 | 47-4222377 | |||
HealthSouth Acquisition Holdings Subsidiary, LLC | Delaware | 8060 | 38-3972785 | |||
HealthSouth Alabama Real Estate, LLC | Delaware | 8060 | 81-2766540 | |||
HealthSouth Arizona Real Estate, LLC | Delaware | 8060 | 45-2816261 | |||
HealthSouth Arkansas Real Estate, LLC | Delaware | 8060 | 47-5318134 | |||
HealthSouth Aviation, LLC | Delaware | 7380 | 26-2558709 | |||
HealthSouth Bakersfield Rehabilitation Hospital, LLC | Delaware | 8060 | 63-1184845 | |||
HealthSouth Bryan Holdings, LLC | Delaware | 8060 | 47-5382676 | |||
HealthSouth California Real Estate, LLC | Delaware | 8060 | 46-0772862 | |||
HealthSouth Cardinal Hill Rehabilitation Hospital, LLC | Delaware | 8060 | 47-3054927 | |||
HealthSouth C Corp Sub Holdings, Inc. | Delaware | 8060 | 81-2989887 | |||
HealthSouth Colorado Real Estate, LLC | Delaware | 8060 | 45-2973710 | |||
HealthSouth Deaconess Holdings, LLC | Delaware | 8060 | 45-4093563 | |||
HealthSouth East Valley Rehabilitation Hospital, LLC | Delaware | 8060 | 26-2942698 | |||
HealthSouth GKBJH Holdings, LLC | Delaware | 8060 | 81-0798944 | |||
HealthSouth Gulfport Holdings, LLC | Delaware | 8060 | 81-4340729 | |||
HealthSouth Harmarville Rehabilitation Hospital, LLC | Delaware | 8060 | 52-1960506 | |||
HealthSouth Johnson City Holdings, LLC | Delaware | 8060 | 46-5136877 | |||
HealthSouth Joint Ventures Holdings, LLC | Delaware | 8060 | 45-3462275 | |||
HealthSouth Kansas Real Estate, LLC | Delaware | 8060 | 45-5092337 | |||
HealthSouth Kentucky Real Estate, LLC | Delaware | 8060 | 27-5440425 | |||
HealthSouth Littleton Rehabilitation, LLC | Delaware | 8060 | 45-4929357 | |||
HealthSouth Martin County Holdings, LLC | Delaware | 8060 | 45-4094041 | |||
HealthSouth Maryland Real Estate, LLC | Delaware | 8060 | 47-5529679 | |||
HealthSouth Massachusetts Real Estate, LLC | Delaware | 8060 | 47-5517900 | |||
HealthSouth Middletown Rehabilitation Hospital, LLC | Delaware | 8060 | 27-3463026 | |||
HealthSouth Midland Odessa Holdings, LLC | Delaware | 8060 | 81-2974816 | |||
HealthSouth Nevada Real Estate, LLC | Delaware | 8060 | 46-3643875 | |||
HealthSouth New Mexico Real Estate, LLC | Delaware | 8060 | 46-3662902 | |||
HealthSouth North Houston GP, LLC | Delaware | 8060 | 47-5177454 | |||
HealthSouth Northern Kentucky Rehabilitation Hospital, LLC | Delaware | 8060 | 63-1184835 | |||
HealthSouth Ohio Real Estate, LLC | Delaware | 8060 | 45-4508186 | |||
HealthSouth Owned Hospitals Holdings, LLC | Delaware | 8060 | 27-2457679 | |||
HealthSouth Pennsylvania Real Estate, LLC | Delaware | 8060 | 46-3458365 | |||
HealthSouth Plano Rehabilitation Hospital, LLC | Delaware | 8060 | 25-1661222 | |||
HealthSouth Properties, LLC | Delaware | 8060 | 63-1133453 | |||
HealthSouth Reading Rehabilitation Hospital, LLC | Delaware | 8060 | 72-1397929 | |||
HealthSouth Real Estate, LLC | Delaware | 8060 | 27-2811002 | |||
HealthSouth Rehabilitation Center of New Hampshire, Inc. | Delaware | 8060 | 63-1102594 | |||
HEALTHSOUTH Rehabilitation Center, Inc. | South Carolina | 8060 | 57-0775688 | |||
HealthSouth Rehabilitation Hospital at Drake, LLC | Delaware | 8060 | 45-1441844 | |||
HealthSouth Rehabilitation Hospital of Abilene, LLC | Delaware | 8060 | 26-2652076 | |||
HealthSouth Rehabilitation Hospital of Arlington, LLC | Delaware | 8060 | 63-1184844 | |||
HealthSouth Rehabilitation Hospital of Austin, Inc. | Delaware | 8060 | 63-1105908 |
Exact Name of Registrant as Specified in its Charter and Address, Including Zip Code, and Telephone Number, Including Area Code of Registrant’s Principal Executive Offices# | State or other Jurisdiction of Incorporation or Organization | Primary Standard Industrial Classification Code Number | I.R.S. Employer Identification Number | |||
HealthSouth Rehabilitation Hospital of Braintree, LLC | Delaware | 8060 | 90-1015323 | |||
HealthSouth Rehabilitation Hospital of Charleston, LLC | South Carolina | 8060 | 57-0904886 | |||
HealthSouth Rehabilitation Hospital of Cypress, LLC | Delaware | 8060 | 27-3444511 | |||
HealthSouth Rehabilitation Hospital of Dallas, LLC | Delaware | 8060 | 26-2934144 | |||
HealthSouth Rehabilitation Hospital of Dayton, LLC | Delaware | 8060 | 27-0844718 | |||
HealthSouth Rehabilitation Hospital of Desert Canyon, LLC | Delaware | 8060 | 27-2457834 | |||
HealthSouth Rehabilitation Hospital of Fort Worth, LLC | Delaware | 8060 | 63-0923506 | |||
HealthSouth Rehabilitation Hospital of Fredericksburg, LLC | Delaware | 8060 | 20-0949793 | |||
HealthSouth Rehabilitation Hospital of Gadsden, LLC | Delaware | 8060 | 27-4000610 | |||
HealthSouth Rehabilitation Hospital of Henderson, LLC | Delaware | 8060 | 63-1262946 | |||
HealthSouth Rehabilitation Hospital of Humble, LLC | Delaware | 8060 | 46-4003807 | |||
HealthSouth Rehabilitation Hospital of Largo, LLC | Delaware | 8060 | 63-1134645 | |||
HealthSouth Rehabilitation Hospital of Las Vegas, LLC | Delaware | 8060 | 25-1693810 | |||
HEALTHSOUTH Rehabilitation Hospital of Manati, Inc. | Delaware | 8060 | 20-1151662 | |||
HealthSouth Rehabilitation Hospital of Marion County, LLC | Delaware | 8060 | 27-3308405 | |||
HealthSouth Rehabilitation Hospital of Mechanicsburg, LLC | Delaware | 8060 | 63-1105923 | |||
HealthSouth Rehabilitation Hospital of Miami, LLC | Delaware | 8060 | 27-5253818 | |||
HealthSouth Rehabilitation Hospital of Modesto, LLC | Delaware | 8060 | 46-4417320 | |||
HealthSouth Rehabilitation Hospital of Montgomery, Inc. | Alabama | 8060 | 63-1106107 | |||
HealthSouth Rehabilitation Hospital of New England, LLC | Delaware | 8060 | 90-1015581 | |||
HealthSouth Rehabilitation Hospital of New Mexico, LLC | Delaware | 8060 | 63-1011171 | |||
HealthSouth Rehabilitation Hospital of Newnan, LLC | Delaware | 8060 | 27-3390540 | |||
HealthSouth Rehabilitation Hospital of Northern Virginia, LLC | Delaware | 8060 | 26-1159764 | |||
HealthSouth Rehabilitation Hospital of Pearland, LLC | Delaware | 8060 | 81-1940348 | |||
HealthSouth Rehabilitation Hospital of Petersburg, LLC | Delaware | 8060 | 20-0948362 | |||
HealthSouth Rehabilitation Hospital of Richardson, LLC | Delaware | 8060 | 20-5315890 | |||
HealthSouth Rehabilitation Hospital of Round Rock, LLC | Delaware | 8060 | 20-8038733 | |||
HealthSouth Rehabilitation Hospital of San Juan, Inc. | Delaware | 8060 | 46-0977422 | |||
HealthSouth Rehabilitation Hospital of Sarasota, LLC | Delaware | 8060 | 63-1134650 | |||
HealthSouth Rehabilitation Hospital of Seminole County, LLC | Delaware | 8060 | 45-2905189 | |||
HealthSouth Rehabilitation Hospital of South Austin, LLC | Delaware | 8060 | 26-1408389 | |||
HealthSouth Rehabilitation Hospital of South Jersey, LLC | Delaware | 8060 | 26-2414472 | |||
HealthSouth Rehabilitation Hospital of Sugar Land, LLC | Delaware | 8060 | 27-2810882 | |||
HealthSouth Rehabilitation Hospital of the Lowcountry, LLC | Delaware | 8060 | 81-1718775 | |||
HealthSouth Rehabilitation Hospital of the Mid-Cities, LLC | Delaware | 8060 | 26-1408611 | |||
HealthSouth Rehabilitation Hospital of Tallahassee, LLC | Delaware | 8060 | 63-1134713 | |||
HealthSouth Rehabilitation Hospital of Texarkana, Inc. | Delaware | 8060 | 63-1105916 | |||
HealthSouth Rehabilitation Hospital of Utah, LLC | Delaware | 8060 | 63-1105917 | |||
HealthSouth Rehabilitation Hospital of Vintage Park, LLC | Delaware | 8060 | 27-0941690 | |||
HealthSouth Rehabilitation Hospital of Williamson County, LLC | Tennessee | 8060 | 27-4344918 | |||
HealthSouth Rehabilitation Hospital The Woodlands, Inc. | Delaware | 8060 | 63-1105909 | |||
HealthSouth Rehabilitation Institute of San Antonio (RIOSA), Inc. | Delaware | 8060 | 63-1105930 | |||
HealthSouth Rehabilitation Institute of Tucson, LLC | Alabama | 8060 | 63-1184847 | |||
HealthSouth Savannah Holdings, LLC | Delaware | 8060 | 47-1113576 | |||
HealthSouth Scottsdale Rehabilitation Hospital, LLC | Delaware | 8060 | 63-1184846 | |||
HealthSouth Sea Pines Holdings, LLC | Delaware | 8060 | 45-4093483 | |||
HealthSouth South Carolina Real Estate, LLC | Delaware | 8060 | 46-3629300 | |||
HealthSouth Sunrise Rehabilitation Hospital, LLC | Delaware | 8060 | 63-1134714 | |||
HealthSouth Support Companies, LLC | Delaware | 8060 | 46-2882734 | |||
HealthSouth Texas Real Estate, LLC | Delaware | 8060 | 27-3167838 | |||
HealthSouth Tucson Holdings, LLC | Delaware | 8060 | 45-4055073 | |||
HealthSouth Tulsa Holdings, LLC | Delaware | 8060 | 47-4340755 |
Exact Name of Registrant as Specified in its Charter and Address, Including Zip Code, and Telephone Number, Including Area Code of Registrant’s Principal Executive Offices# | State or other Jurisdiction of Incorporation or Organization | Primary Standard Industrial Classification Code Number | I.R.S. Employer Identification Number | |||
HealthSouth Utah Real Estate, LLC | Delaware | 8060 | 46-3649491 | |||
HealthSouth Valley of the Sun Rehabilitation Hospital, LLC | Delaware | 8060 | 63-1184848 | |||
HealthSouth Virginia Real Estate, LLC | Delaware | 8060 | 47-242063 | |||
HealthSouth Walton Rehabilitation Hospital, LLC | Delaware | 8060 | 46-1318969 | |||
HealthSouth West Virginia Real Estate, LLC | Delaware | 8060 | 27-4647272 | |||
HealthSouth Westerville Holdings, LLC | Delaware | 8060 | 47-4109302 | |||
HealthSouth Winston-Salem Holdings, LLC | Delaware | 8060 | 81-3262644 | |||
HealthSouth of Alabama, LLC | Delaware | 8060 | 27-0275705 | |||
HEALTHSOUTH of Dothan, Inc. | Alabama | 8060 | 63-1097851 | |||
HealthSouth of East Tennessee, LLC | Delaware | 8060 | 63-1028003 | |||
HealthSouth of Erie, LLC | Delaware | 8060 | 63-1105904 | |||
HealthSouth of Fort Smith, LLC | Delaware | 8060 | 63-1105919 | |||
HEALTHSOUTH of Nittany Valley, Inc. | Delaware | 8060 | 63-1105924 | |||
HEALTHSOUTH of South Carolina, Inc. | Delaware | 8060 | 63-0974715 | |||
HEALTHSOUTH of Spring Hill, Inc. | Delaware | 8060 | 63-1244181 | |||
HealthSouth of Toms River, LLC | Delaware | 8060 | 63-1105897 | |||
HEALTHSOUTH of Treasure Coast, Inc. | Delaware | 8060 | 63-1105921 | |||
HealthSouth of York, LLC | Delaware | 8060 | 63-1105925 | |||
HEALTHSOUTH of Yuma, Inc. | Delaware | 8060 | 95-4895912 | |||
Lakeshore System Services of Florida, Inc. | Florida | 8060 | 63-1119356 | |||
Lakeview Rehabilitation Group Partners | Kentucky | 8060 | 25-1573943 | |||
New England Rehabilitation Management Co., LLC | New Hampshire | 8060 | 02-0393832 | |||
Print Promotions Group, LLC | Delaware | 8060 | 46-2863772 | |||
Rebound, LLC | Delaware | 8060 | 62-1178229 | |||
Rehab Concepts Corp. | Delaware | 8060 | 25-1650793 | |||
Rehabilitation Hospital Corporation of America, LLC | Delaware | 8060 | 23-2655290 | |||
Rehabilitation Hospital of Colorado Springs, Inc. | Delaware | 8060 | 25-1612420 | |||
Rehabilitation Hospital of Plano, LLC | Delaware | 8060 | 25-1612423 | |||
Rehabilitation Institute of Western Massachusetts, LLC | Massachusetts | 8060 | 04-2987822 | |||
Reliant Blocker Corp. | Delaware | 8060 | 27-5236263 | |||
Sherwood Rehabilitation Hospital, Inc. | Delaware | 8060 | 25-1604215 | |||
Southern Arizona Regional Rehabilitation Hospital, L.P. | Delaware | 8060 | 25-1654947 | |||
Tarrant County Rehabilitation Hospital, Inc. | Texas | 8060 | 25-1587575 | |||
Tyler Rehabilitation Hospital, Inc. | Texas | 8060 | 25-1667731 | |||
Western Medical Rehab Associates, L.P. | Delaware | 8060 | 33-0695017 | |||
Western Neuro Care, Inc. | Delaware | 8060 | 94-3030235 |
# | All Registrants have the following principal executive offices: |
Page | |
• | each of the factors discussed under the heading “Risk Factors” on page 4 of this prospectus, in Item 1A, Risk Factors, of our Annual Report on Form 10‑K for the year ended December 31, 2016, and in Item 1A, Risk Factors, of our Quarterly Report on Form 10‑Q for the quarter ended June 30, 2017, as may be updated or supplemented in our other filings with the SEC in the future that are incorporated herein and into any prospectus supplement by reference; |
• | changes in the rules and regulations of the healthcare industry at either or both of the federal and state levels, including those contemplated now and in the future as part of national healthcare reform and deficit reduction such as the reinstatement of the “75% Rule” or the introduction of site neutral payments with skilled nursing facilities for certain conditions, payment system reforms, and related increases in the costs of complying with such changes; |
• | reductions or delays in, or suspension of, reimbursement for our services by governmental or private payors, including our ability to obtain and retain favorable arrangements with third-party payors; |
• | restrictive interpretations of the regulations governing the claims that are reimbursable by Medicare; |
• | delays in the administrative appeals process associated with denied Medicare reimbursement claims, including from various Medicare audit programs, and our exposure to the related delay or reduction in the receipt of the reimbursement amounts for services previously provided; |
• | the ongoing evolution of the healthcare delivery system, including alternative payment models and value-based purchasing initiatives, which may decrease our reimbursement rate or increase costs associated with our operations; |
• | our ability to comply with extensive and changing healthcare regulations as well as the increased costs of regulatory compliance and compliance monitoring in the healthcare industry, including the costs of investigating and defending asserted claims, whether meritorious or not; |
• | our ability to attract and retain nurses, therapists, and other healthcare professionals in a highly competitive environment with often severe staffing shortages and the impact on our labor expenses from potential union activity and staffing recruitment and retention; |
• | competitive pressures in the healthcare industry, including from other providers that may be participating in integrated delivery payment arrangements in which we do not participate, and our response to those pressures; |
• | changes in our payor mix or the acuity of our patients affecting reimbursement rates; |
• | our ability to successfully complete and integrate de novo developments, acquisitions, investments, and joint ventures consistent with our growth strategy, including realization of anticipated revenues, cost savings, productivity improvements arising from the related operations and avoidance of unanticipated difficulties, costs or liabilities that could arise from acquisitions or integrations; |
• | any adverse outcome of various lawsuits, claims, and legal or regulatory proceedings, including the ongoing investigations initiated by the U.S. Department of Health and Human Services, Office of the Inspector General; |
• | potential incidents affecting the proper operation, availability, or security of our information systems and our vendors’, including the patient information stored on our systems; |
• | our ongoing rebranding initiative and the impact on our existing operations, including our ability to attract patient referrals to our hospitals as well as the associated costs of rebranding; |
• | increased costs of defending and insuring against alleged professional liability and other claims and the ability to predict the costs related to claims; |
• | new or changing quality reporting requirements impacting operational costs or our Medicare reimbursement; |
• | the price of our common stock as it affects our willingness and ability to repurchase shares and the financial and accounting effects of any repurchases; |
• | our ability and willingness to continue to declare and pay dividends on our common stock; |
• | our ability to maintain proper local, state and federal licensing, including compliance with the Medicare conditions of participation, which is required to participate in the Medicare program; |
• | our ability to attract and retain key management personnel, including as a part of executive management succession planning; |
• | the impact of significant natural disasters, including major hurricanes, on our ability to maintain operations and continue to receive referrals and treat patients in the affected areas; and |
• | general conditions in the economy and capital markets, including any instability or uncertainty related to governmental impasse over approval of the United States federal budget, an increase to the debt ceiling, or an international sovereign debt crisis. |
Six months ended June 30, 2017 | Year ended December 31, | |||||||||
2016 | 2015 | 2014 | 2013 | 2012 | ||||||
3.3 | 3.4 | 3.4 | 4.0 | 4.2 | 3.9 |
Six months ended June 30, 2017* | Year ended December 31, | |||||||||
2016* | 2015* | 2014 | 2013 | 2012 | ||||||
3.3 | 3.4 | 3.3 | 3.7 | 3.3 | 2.9 | |||||
* | We redeemed our remaining outstanding shares of preferred stock on April 23, 2015. Thereafter, no shares of preferred stock were outstanding, and no preferred stock dividends were paid. |
• | the number of shares of the preferred stock offered, the liquidation preference per share and the offering price of the preferred stock; |
• | the dividend rate(s), period(s), and/or payments date(s) or method(s) of calculation thereof applicable to the preferred stock; |
• | whether dividends shall be cumulative or non cumulative and, if cumulative, the date from which the dividends on the preferred stock shall accumulate; |
• | the procedures for an auction and remarketing, if any, for the preferred stock; |
• | the provisions for a sinking fund, if any, for the preferred stock; |
• | the voting rights of the preferred stock; |
• | the provisions for redemption, if applicable, of the preferred stock; |
• | the terms and conditions, if applicable, upon which the preferred stock will be convertible into our common stock or exchangeable for other securities, including the conversion price, or the manner of calculating the conversion price, and conversion period or the exchange ratio, or manner of calculating the exchange ratio, and exchange period; |
• | if appropriate, a discussion of the United States federal income tax considerations applicable to the preferred stock; |
• | the ranking of the preferred stock relative to the common stock and any outstanding series of preferred stock; and |
• | any other specific terms, preferences, rights, limitations or restrictions of the preferred stock. |
• | the designations and terms of the other offered securities, if any, with which the warrants are issued and the number of the warrants issued with each security; |
• | if applicable, the date on and after which the warrants and the offered securities purchasable upon exercise of the warrants will be separately transferable; |
• | the price or prices at which and currency or currencies in which the offered securities purchasable upon exercise of the warrants may be purchased; |
• | the date on which the right to exercise the warrants shall commence and the date on which the right shall expire; |
• | the minimum or maximum amount of the warrants which may be exercised at any one time; |
• | information with respect to book-entry procedures, if any; |
• | if appropriate, a discussion of the United States federal income tax considerations applicable to the warrants; and |
• | any other specific terms of the warrants, including terms, procedures and limitations relating to the exchange and exercise of the warrants. |
• | whether the debt securities will be convertible into or exchangeable for other securities or property of the Company or any other person; |
• | dates on which interest will accrue or the method for determining dates on which interest will accrue and dates on which interest will be payable; |
• | whether the amount of payment of principal of, premium, if any, or interest on the debt securities may be determined with reference to an index, formula or other method; |
• | redemption, repurchase or early repayment provisions, including our obligation or right to redeem, purchase or repay debt securities under a sinking fund, amortization or analogous provision; |
• | if other than the debt securities’ principal amount, the portion of the principal amount of the debt securities that will be payable upon declaration of acceleration of the maturity; |
• | authorized denominations; |
• | form; |
• | amount of discount or premium, if any, with which the debt securities will be issued, including whether the debt securities will be issued as “original issue discount” securities; |
• | the place or places where the principal of, premium, if any, and interest on the debt securities will be payable; |
• | where the debt securities may be presented for registration of transfer, exchange or conversion; |
• | the place or places where notices and demands to or upon the Company in respect of the debt securities may be made; |
• | whether the debt securities will be issued in whole or in part in the form of one or more global securities; |
• | if the debt securities will be issued in whole or in part in the form of a book-entry security, the depository or its nominee with respect to the debt securities and the circumstances under which the book-entry security may |
• | whether a temporary security is to be issued with respect to such series and whether any interest payable prior to the issuance of definitive securities of the series will be credited to the account of the persons entitled thereto; |
• | the terms upon which beneficial interests in a temporary global security may be exchanged in whole or in part for beneficial interests in a definitive global security or for individual definitive securities; |
• | the guarantors, if any, of the debt securities, and the extent of the guarantees and any additions or changes to permit or facilitate guarantees of such debt securities; |
• | any covenants applicable to the particular debt securities being issued; |
• | any defaults and events of default applicable to the debt securities, including the remedies available in connection therewith; |
• | currency, currencies or currency units in which the purchase price for, the principal of and any premium and any interest on, such debt securities will be payable; |
• | time period within which, the manner in which and the terms and conditions upon which the Company or the purchaser of the debt securities can select the payment currency; |
• | securities exchange(s) on which the debt securities will be listed, if any; |
• | whether any underwriter(s) will act as market maker(s) for the debt securities; |
• | extent to which a secondary market for the debt securities is expected to develop; |
• | provisions relating to defeasance; |
• | provisions relating to satisfaction and discharge of the indenture; |
• | any restrictions or conditions on the transferability of the debt securities; |
• | provisions relating to the modification of the indenture both with and without the consent of holders of debt securities issued under the indenture; |
• | any addition or change in the provisions related to compensation and reimbursement of the trustee; |
• | provisions, if any, granting special rights to holders upon the occurrence of specified events; |
• | whether the debt securities will be secured or unsecured, and, if secured, the terms upon which the debt securities will be secured and any other additions or changes relating to such security; and |
• | any other terms of the debt securities that are not inconsistent with the provisions of the Trust Indenture Act (but may modify, amend, supplement or delete any of the terms of the indenture with respect to such series of debt securities). |
• | in “at the market offerings,” within the meaning of Rule 415(a)(4) of the Securities Act, to or through a market maker or into an existing trading market, on an exchange or otherwise; |
• | at prices related to those prevailing market prices; or |
• | at negotiated prices. |
• | the names of any underwriters, dealers or agents and the types and amounts of securities underwritten or purchased by each of them; |
• | any agency fees or underwriting discounts or commissions and other items constituting agents’ or underwriters’ compensation; |
• | any discounts or concessions allowed or reallowed or paid to dealers; |
• | details regarding over-allotment options under which underwriters may purchase additional securities from us, if any; |
• | the purchase price of the securities being offered and the proceeds we will receive from the sale; |
• | the public offering price; and |
• | the securities exchanges on which such securities may be listed, if any. |
• | Our Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on February 22, 2017 (the financial statements therein have been superseded by the financial statements included in the Current Report on Form 8-K filed September 18, 2017); |
• | Our Quarterly Reports on Forms 10-Q for the fiscal quarters ended March 31, 2017 and June 30, 2017, filed with the SEC on April 28, 2017 and August 2, 2017, respectively; |
• | Our Current Reports on Forms 8-K and 8-K/A filed with the SEC on January 20, 2017, May 9, 2017, June 12, 2017, June 20, 2017, June 27, 2017, July 25, 2017, and September 18, 2017; |
• | The information contained in our Definitive Proxy Statement on Schedule 14A, filed with the SEC on March 24, 2017 and incorporated into Part III of our Annual Report on Form 10-K for the year ended December 31, 2016; and |
• | Our Registration Statement on Form 8-A, filed with the SEC on September 13, 2006, describing our common stock, and any amendment or report filed with the SEC for the purpose of updating the description. |
SEC Registration Fee | * |
Accounting Fees and Expenses | ** |
Legal Fees and Expenses | ** |
Transfer Agent Fees and Expenses | ** |
Warrant Agent Fees and Expenses | ** |
Trustee Fees and Expenses | ** |
Rating Agency Fees | ** |
Printing and Mailing Fees and Expenses | ** |
FINRA Fees | ** |
Total |
* | Deferred in accordance with Rule 456(b) and Rule 457(r) of the Securities Act. |
** | Since an indeterminate amount of securities is covered by this registration statement, the expenses in connection with the issuance and distribution of the securities are therefore not currently determinable. The Company will file an updated table at the time of completion of any offering under this registration statement. |
(a) | The undersigned Registrant hereby undertakes: |
HEALTHSOUTH CORPORATION | |
By: | /s/ PATRICK DARBY |
Patrick Darby | |
Executive Vice President, General Counsel and Corporate Secretary | |
Signature | Capacity | Date |
/s/ MARK J. TARR | President and Chief Executive Officer and | September 18, 2017 |
Mark J. Tarr | Director | |
/s/ DOUGLAS E. COLTHARP | Executive Vice President and | September 18, 2017 |
Douglas E. Coltharp | Chief Financial Officer | |
/s/ ANDREW L. PRICE | Chief Accounting Officer | September 18, 2017 |
Andrew L. Price | ||
/s/ LEO I. HIGDON, JR. | Chairman of the Board of Directors | September 18, 2017 |
Leo I. Higdon, Jr. | ||
Director | ||
John W. Chidsey | ||
/s/ DONALD L. CORRELL | Director | September 18, 2017 |
Donald L. Correll | ||
/s/ YVONNE M. CURL | Director | September 18, 2017 |
Yvonne M. Curl | ||
/s/ CHARLES M. ELSON | Director | September 18, 2017 |
Charles M. Elson | ||
Director | ||
Joan E. Herman | ||
/s/ LESLYE G. KATZ | Director | September 18, 2017 |
Leslye G. Katz | ||
/s/ JOHN E. MAUPIN, JR. | Director | September 18, 2017 |
John E. Maupin, Jr. | ||
Director | ||
L. Edward Shaw, Jr. |
By: | /s/ PATRICK DARBY |
Patrick Darby | |
Authorized Signatory | |
Signature | Capacity | Date |
/s/ DOUGLAS E. COLTHARP | President and Director | September 18, 2017 |
Douglas E. Coltharp | (Principal Executive Officer) | |
(Principal Financial Officer) | ||
/s/ ANDREW L. PRICE | Vice President | September 18, 2017 |
Andrew L. Price | (Principal Accounting Officer) | |
/s/ BARBARA A. JACOBSMEYER | Director | September 18, 2017 |
Barbara A. Jacobsmeyer | ||
/s/ PATRICK DARBY | Director | September 18, 2017 |
Patrick Darby |
Lakeview Rehabilitation Group Partners | |||
By: | Continental Medical of Kentucky, Inc., its General Partner | ||
Southern Arizona Regional Rehabilitation Hospital, L.P. | |||
By: | Continental Rehabilitation Hospital of Arizona, Inc., its General Partner | ||
Western Medical Rehab Associates, L.P. | |||
By: | Western Neuro Care, Inc., its Managing General Partner |
By: | /s/ PATRICK DARBY |
Patrick Darby | |
Authorized Signatory | |
Signature | Capacity | Date |
/s/ DOUGLAS E. COLTHARP | President and Director | September 18, 2017 |
Douglas E. Coltharp | (Principal Executive Officer) | |
(Principal Financial Officer) | ||
/s/ ANDREW L. PRICE | Vice President | September 18, 2017 |
Andrew L. Price | (Principal Accounting Officer) | |
/s/ BARBARA A. JACOBSMEYER | Director | September 18, 2017 |
Barbara A. Jacobsmeyer | ||
/s/ PATRICK DARBY | Director | September 18, 2017 |
Patrick Darby |
By: | /s/ PATRICK DARBY |
Patrick Darby | |
Authorized Signatory |
Signature | Capacity | Date |
/s/ DOUGLAS E. COLTHARP | President and Manager | September 18, 2017 |
Douglas E. Coltharp | (Principal Executive Officer) | |
(Principal Financial Officer) | ||
/s/ ANDREW L. PRICE | Vice President | September 18, 2017 |
Andrew L. Price | (Principal Accounting Officer) | |
/s/ BARBARA A. JACOBSMEYER | Manager | September 18, 2017 |
Barbara A. Jacobsmeyer | ||
/s/ PATRICK DARBY | Manager | September 18, 2017 |
Patrick Darby |
Exhibit numbers | Description | ||
1.1 | * | Form of Underwriting Agreement. | |
4.1 | * | Form of Certificate of Designation of preferred stock. | |
4.2 | * | Specimen preferred stock certificate. | |
4.3 | * | Form of warrant agreement. | |
4.4 | * | Form of warrant certificate. | |
4.6 | * | Specimen Note. | |
* | To be filed either by amendment or as an exhibit to a Current Report on Form 8-K and incorporated by reference herein. |
(i) | the Restated Certificate of Incorporation of the Company, as filed in the Office of the Secretary of State of the State of Delaware on May 21, 1998 (the “Certificate of Incorporation”), as amended by the Certificate of Amendment to the Certificate of Incorporation, as filed in the Office of the Secretary of State of the State of Delaware on October 25, 2006; |
(ii) | the Amended and Restated Bylaws of the Company, effective as of May 7, 2015 (the “Bylaws”); and |
(iii) | certain resolutions adopted by the Board of Directors of the Company (the “Board”), relating to the registration of the Common Stock, the Preferred Stock and the Warrants (the “Equity Securities”). |
(a) | With respect to any shares of Common Stock to be offered by the Company pursuant to the Registration Statement (the “Offered Common Shares”), when: |
(i) | any underwriting, purchase, or other similar agreement with respect to the Offered Common Shares has been duly authorized, executed and delivered by the Company and the other parties thereto; |
(ii) | the Board, including any appropriate committee appointed thereby, has taken all necessary corporate action to approve the issuance of the Offered Common Shares, the consideration to be received therefor and related matters; |
(iii) | the terms of the issuance and sale of the Offered Common Shares have been duly established in conformity with the Certificate of Incorporation and the Bylaws so as not to violate any applicable law, the Certificate of Incorporation or the Bylaws or result in a default under or breach of any agreement or instrument binding upon the Company and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and |
(iv) | in the case of certificated shares, certificates in the form required under the DGCL (defined below) representing the Offered Common Shares are duly executed, countersigned, registered and delivered upon payment of the agreed upon consideration therefor; |
(b) | With respect to the shares of any series of Preferred Stock to be offered by the Company pursuant to the Registration Statement (the “Offered Preferred Shares”), when: |
(i) | any underwriting, purchase, or other similar agreement with respect to the Offered Preferred Shares has been duly authorized, executed and delivered by the Company and the other parties thereto, |
(ii) | the Board, including any appropriate committee appointed thereby, has taken all necessary corporate action to approve the issuance, sale and terms of the Offered Preferred Shares, the consideration to be received therefor and related matters, including the adoption of a Certificate of Designation for the Offered Preferred Shares in accordance with the applicable provisions of the DGCL (the “Certificate of Designation”); |
(iii) | the filing of the applicable Certificate of Designation with the Secretary of State of the State of Delaware has duly occurred; |
(iv) | the terms of the Offered Preferred Shares and of their issuance and sale have been duly established in conformity with the Certificate of Incorporation, including the applicable Certificate of Designation relating to the Offered Preferred Shares, and the Bylaws so as not to violate any applicable law, the Certificate of Incorporation or the Bylaws or result in a default under or breach of any agreement or instrument binding upon the Company and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company; and |
(v) | in the case of certificated shares, certificates in the form required under the DGCL representing the Offered Preferred Shares are duly executed, countersigned, registered and delivered upon payment of the agreed upon consideration therefor; |
(c) | With respect to the Warrants to be offered by the Company pursuant to the Registration Statement (the “Offered Warrants”), when: |
(i) | any underwriting, purchase, or other similar agreement with respect to the Offered Warrants has been duly authorized, executed and delivered by the Company and the other parties thereto; |
(ii) | the Board, including any appropriate committee appointed thereby, has taken all necessary corporate action to approve the issuance, sale and terms of the Offered Warrants, the consideration to be received therefor and related matters; |
(iii) | the terms of the Offered Warrants and of their issuance and sale have been duly established in conformity with the Certificate of Incorporation and the Bylaws so as not to violate any applicable law, the Certificate of Incorporation or the Bylaws or result in a default under or breach of any agreement or instrument binding upon the Company and so as to comply with any requirement or restriction imposed by any court or governmental body having jurisdiction over the Company and the applicable Warrant Agent; |
(iv) | the Common Stock or the Preferred Stock relating to such Offered Warrants have been duly authorized for issuance; |
(v) | the applicable Warrant Agreement has been duly authorized, executed and delivered by each party thereto; and |
(vi) | the Offered Warrants have been duly executed, delivered, countersigned, issued and sold in accordance with the provisions of the applicable Warrant Agreement; |
Guarantor | State of Formation |
Advantage Health, LLC | Delaware |
HealthSouth Acquisition Holdings, LLC | Delaware |
HealthSouth Acquisition Holdings Subsidiary, LLC | Delaware |
HealthSouth Alabama Real Estate, LLC | Delaware |
HealthSouth Arizona Real Estate, LLC | Delaware |
HealthSouth Aviation, LLC | Delaware |
HealthSouth Bakersfield Rehabilitation Hospital, LLC | Delaware |
HealthSouth California Real Estate, LLC | Delaware |
HealthSouth Cardinal Hill Rehabilitation Hospital, LLC | Delaware |
HealthSouth Colorado Real Estate, LLC | Delaware |
HealthSouth Deaconess Holdings, LLC | Delaware |
HealthSouth East Valley Rehabilitation Hospital, LLC | Delaware |
HealthSouth GKBJH Holdings, LLC | Delaware |
HealthSouth Gulfport Holdings, LLC | Delaware |
HealthSouth Harmarville Rehabilitation Hospital, LLC | Delaware |
HealthSouth Johnson City Holdings, LLC | Delaware |
HealthSouth Joint Ventures Holdings, LLC | Delaware |
HealthSouth Kansas Real Estate, LLC | Delaware |
HealthSouth Kentucky Real Estate, LLC | Delaware |
HealthSouth Littleton Rehabilitation, LLC | Delaware |
HealthSouth Martin County Holdings, LLC | Delaware |
HealthSouth Middletown Rehabilitation Hospital, LLC | Delaware |
HealthSouth Midland Odessa Holdings, LLC | Delaware |
HealthSouth Nevada Real Estate, LLC | Delaware |
HealthSouth New Mexico Real Estate, LLC | Delaware |
HealthSouth North Houston GP, LLC | Delaware |
HealthSouth Northern Kentucky Rehabilitation Hospital, LLC | Delaware |
HealthSouth of Alabama, LLC | Delaware |
HealthSouth of East Tennessee, LLC | Delaware |
HealthSouth of Erie, LLC | Delaware |
HealthSouth of Fort Smith, LLC | Delaware |
HealthSouth of Toms River, LLC | Delaware |
HealthSouth of York, LLC | Delaware |
HealthSouth Ohio Real Estate, LLC | Delaware |
HealthSouth Owned Hospitals Holdings, LLC | Delaware |
HealthSouth Pennsylvania Real Estate, LLC | Delaware |
HealthSouth Plano Rehabilitation Hospital, LLC | Delaware |
HealthSouth Properties, LLC | Delaware |
HealthSouth Reading Rehabilitation Hospital, LLC | Delaware |
HealthSouth Real Estate, LLC | Delaware |
HealthSouth Rehabilitation Hospital at Drake, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Abilene, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Arlington, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Braintree, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Cypress, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Dallas, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Dayton, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Desert Canyon, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Fort Worth, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Fredericksburg, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Gadsden, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Henderson, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Humble, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Largo, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Las Vegas, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Marion County, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Mechanicsburg, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Miami, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Modesto, LLC | Delaware |
HealthSouth Rehabilitation Hospital of New England, LLC | Delaware |
HealthSouth Rehabilitation Hospital of New Mexico, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Newnan, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Northern Virginia, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Pearland, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Petersburg, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Richardson, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Round Rock, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Sarasota, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Seminole County, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Sewickley, LLC | Delaware |
HealthSouth Rehabilitation Hospital of South Austin, LLC | Delaware |
HealthSouth Rehabilitation Hospital of South Jersey, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Sugar Land, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Tallahassee, LLC | Delaware |
HealthSouth Rehabilitation Hospital of the Lowcountry, LLC | Delaware |
HealthSouth Rehabilitation Hospital of the Mid-Cities, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Utah, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Vintage Park, LLC | Delaware |
HealthSouth Rehabilitation Hospital of Williamson County, LLC | Tennessee |
HealthSouth Rehabilitation Institute of Tucson, LLC | Alabama |
HealthSouth Savannah Holdings, LLC | Delaware |
HealthSouth Scottsdale Rehabilitation Hospital, LLC | Delaware |
HealthSouth Sea Pines Holdings, LLC | Delaware |
HealthSouth South Carolina Real Estate, LLC | Delaware |
HealthSouth Sunrise Rehabilitation Hospital, LLC | Delaware |
HealthSouth Support Companies, LLC | Delaware |
HealthSouth Texas Real Estate, LLC | Delaware |
HealthSouth Tucson Holdings, LLC | Delaware |
HealthSouth Tulsa Holdings, LLC | Delaware |
HealthSouth Utah Real Estate, LLC | Delaware |
HealthSouth Valley of the Sun Rehabilitation Hospital, LLC | Delaware |
HealthSouth Virginia Real Estate, LLC | Delaware |
HealthSouth Walton Rehabilitation Hospital, LLC | Delaware |
HealthSouth West Virginia Real Estate, LLC | Delaware |
HealthSouth Westerville Holdings, LLC | Delaware |
HealthSouth Winston-Salem Holdings, LLC | Delaware |
Print Promotions Group, LLC | Delaware |
Rebound, LLC | Delaware |
Rehabilitation Hospital Corporation of America, LLC | Delaware |
Rehabilitation Hospital of Plano, LLC | Delaware |
CMS Jonesboro Rehabilitation, Inc. | Delaware |
Continental Medical of Arizona, Inc. | Delaware |
Continental Medical Systems, Inc. | Delaware |
Continental Rehabilitation Hospital of Arizona, Inc. | Delaware |
HealthSouth C Corp Sub Holdings, Inc. | Delaware |
HEALTHSOUTH Rehabilitation Center of New Hampshire, Inc. | Delaware |
HealthSouth Rehabilitation Hospital of Austin, Inc. | Delaware |
HEALTHSOUTH Rehabilitation Hospital of Manati, Inc. | Delaware |
HealthSouth Rehabilitation Hospital of Montgomery, Inc. | Alabama |
HealthSouth Rehabilitation Hospital of San Juan, Inc. | Delaware |
HealthSouth Rehabilitation Hospital of Texarkana, Inc. | Delaware |
HealthSouth Rehabilitation Hospital The Woodlands, Inc. | Delaware |
HealthSouth Rehabilitation Institute of San Antonio (RIOSA), Inc. | Delaware |
HEALTHSOUTH of Dothan, Inc. | Alabama |
HEALTHSOUTH of Nittany Valley, Inc. | Delaware |
HEALTHSOUTH of South Carolina, Inc. | Delaware |
HEALTHSOUTH of Spring Hill, Inc. | Delaware |
HEALTHSOUTH of Treasure Coast, Inc. | Delaware |
HEALTHSOUTH of Yuma, Inc. | Delaware |
Rehab Concepts Corp. | Delaware |
Rehabilitation Hospital of Colorado Springs, Inc. | Delaware |
Reliant Blocker Corp. | Delaware |
Sherwood Rehabilitation Hospital, Inc. | Delaware |
Western Neuro Care, Inc. | Delaware |
Southern Arizona Regional Rehabilitation Hospital, L.P. | Delaware |
Western Medical Rehab Associates, L.P. | Delaware |
Re: | Registration Statement on Form S-3 |
(i) | The Guarantor’s Certificate of Formation filed with the New Hampshire Secretary of State on June 30, 2009, as amended by a Certificate of Amendment filed on September 21, 2010 (the “Certificate of Formation”); |
(ii) | The Guarantor’s Limited Liability Company Agreement dated June 30, 2009, as in effect on the date hereof (the “LLC Agreement”); |
(iii) | The Action by Written Consent of the Board of Managers of the Guarantor dated January 1, 2017 relating to the Guarantor’s unlimited guarantee of the Company’s debt securities and other matters (the “BOM Consent”); |
(iv) | The Action by Written Consent of the sole member of the Guarantor dated January 1, 2017 relating to the Guarantor’s unlimited guarantee of the Company’s debt securities and other matters (the “SM Consent”); |
(v) | The Secretary’s Certificate of the Company and the Secretary’s Certificate of the Guarantor, each dated as of the date hereof (the “Secretary’s Certificates” and together with the Certificate of Formation, LLC Agreement, BOM Consent and SM Consent, the “Organizational and Authorizing Documents”); |
(vi) | A Certificate of Good Standing for the Guarantor issued by the New Hampshire Secretary of State and dated August 25, 2017 (the “Good Standing Certificate”); and |
(vii) | the Registration Statement and the prospectus contained in the Registration Statement, in the form provided to us. |
Six Months Ended | For the Year Ended December 31, | ||||||||||||||||||||||||||||
6/30/2017 | 2016 | 2015 | 2014 | 2013 | 2012 | ||||||||||||||||||||||||
COMPUTATION OF FIXED CHARGES: | |||||||||||||||||||||||||||||
Interest expensed and capitalized in continuing operations, including amortization of debt discounts and fees | $ | 83.5 | $ | 174.1 | $ | 144.2 | $ | 110.7 | $ | 102.3 | $ | 95.1 | |||||||||||||||||
Interest expensed and capitalized in discontinued operations, including amortization of debt discounts and fees | — | — | — | — | — | 0.1 | |||||||||||||||||||||||
Interest element of rentals (1) | 18.4 | 28.3 | 20.6 | 19.8 | 21.6 | 22.1 | |||||||||||||||||||||||
Total fixed charges | 101.9 | 202.4 | 164.8 | 130.5 | 123.9 | 117.3 | |||||||||||||||||||||||
Dividend requirements on convertible perpetual preferred stock (2) | — | — | 5.1 | 10.3 | 34.4 | 39.2 | |||||||||||||||||||||||
Total combined fixed charges and preferred stock dividends | 101.9 | 202.4 | 169.9 | 140.8 | 158.3 | 156.5 | |||||||||||||||||||||||
COMPUTATION OF EARNINGS: | |||||||||||||||||||||||||||||
Pre-tax income (loss) from continuing operations before equity in net income of nonconsolidated affiliates | $ | 236.4 | $ | 479.1 | $ | 386.9 | $ | 376.2 | $ | 384.0 | $ | 327.3 | |||||||||||||||||
Fixed charges | 101.9 | 202.4 | 164.8 | 130.5 | 123.9 | 117.3 | |||||||||||||||||||||||
Amortization of capitalized interest | 0.1 | 0.2 | 0.2 | 0.2 | 0.1 | — | |||||||||||||||||||||||
Distributed income of equity investees | 4.4 | 8.5 | 7.7 | 12.6 | 11.4 | 11.0 | |||||||||||||||||||||||
Interest capitalized | (1.8 | ) | (2.0 | ) | (1.3 | ) | (1.5 | ) | (1.9 | ) | (1.0 | ) | |||||||||||||||||
Total earnings | $ | 341.0 | $ | 688.2 | $ | 558.3 | $ | 518.0 | $ | 517.5 | $ | 454.6 | |||||||||||||||||
RATIO OF EARNINGS TO FIXED CHARGES | 3.3 | 3.4 | 3.4 | 4.0 | 4.2 | 3.9 | |||||||||||||||||||||||
RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS | 3.3 | 3.4 | 3.3 | 3.7 | 3.3 | 2.9 |
(1) | Management has determined the interest component of rent expense to be 33%. | |
(2) | Grossed up to pre-tax based on an approximate 39% blended federal and state statutory tax rate. Excludes $71.6 million and $0.8 million in 2013 and 2012, respectively, for excess amounts exchanged in preferred stock repurchase transactions. |
Exact Name of Obligor as Specified in its Charter | State or Other Jurisdiction of Incorporation or Organization | I.R.S. Employer Identification Number | Address of Principal Executive Offices |
Advantage Health, LLC | Delaware | 04-2772046 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
CMS Jonesboro Rehabilitation, Inc. | Delaware | 62-1347455 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Continental Medical of Arizona, Inc. | Delaware | 25-1622263 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Continental Medical Systems, Inc. | Delaware | 51-0287965 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Continental Rehabilitation Hospital of Arizona, Inc. | Delaware | 25-1622264 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Acquisition Holdings, LLC | Delaware | 47-4222377 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Acquisition Holdings Subsidiary, LLC | Delaware | 38-3972785 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Alabama Real Estate, LLC | Delaware | 81-2766540 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Arizona Real Estate, LLC | Delaware | 45-2816261 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Arkansas Real Estate, LLC | Delaware | 47-5318134 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Aviation, LLC | Delaware | 26-2558709 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Bakersfield Rehabilitation Hospital, LLC | Delaware | 63-1184845 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Bryan Holdings, LLC | Delaware | 47-5382676 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth California Real Estate, LLC | Delaware | 46-0772862 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Cardinal Hill Rehabilitation Hospital, LLC | Delaware | 47-3054927 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth C Corp Sub Holdings, Inc. | Delaware | 81-2989887 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Colorado Real Estate, LLC | Delaware | 45-2973710 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Deaconess Holdings, LLC | Delaware | 45-4093563 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth East Valley Rehabilitation Hospital, LLC | Delaware | 26-2942698 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth GKBJH Holdings, LLC | Delaware | 81-0798944 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Gulfport Holdings, LLC | Delaware | 81-4340729 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Harmarville Rehabilitation Hospital, LLC | Delaware | 52-1960506 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Johnson City Holdings, LLC | Delaware | 46-5136877 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Joint Ventures Holdings, LLC | Delaware | 45-3462275 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Kansas Real Estate, LLC | Delaware | 45-5092337 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Kentucky Real Estate, LLC | Delaware | 27-5440425 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Littleton Rehabilitation, LLC | Delaware | 45-4929357 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Martin County Holdings, LLC | Delaware | 45-4094041 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Maryland Real Estate, LLC | Delaware | 47-5529679 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Massachusetts Real Estate, LLC | Delaware | 47-5517900 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Middletown Rehabilitation Hospital, LLC | Delaware | 27-3463026 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Midland Odessa Holdings, LLC | Delaware | 81-2974816 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Nevada Real Estate, LLC | Delaware | 46-3643875 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth New Mexico Real Estate, LLC | Delaware | 46-3662902 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth North Houston GP, LLC | Delaware | 47-5177454 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Northern Kentucky Rehabilitation Hospital, LLC | Delaware | 63-1184835 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Ohio Real Estate, LLC | Delaware | 45-4508186 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Owned Hospitals Holdings, LLC | Delaware | 27-2457679 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Pennsylvania Real Estate, LLC | Delaware | 46-3458365 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Plano Rehabilitation Hospital, LLC | Delaware | 25-1661222 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Properties, LLC | Delaware | 63-1133453 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Reading Rehabilitation Hospital, LLC | Delaware | 72-1397929 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Real Estate, LLC | Delaware | 27-2811002 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Center of New Hampshire, Inc. | Delaware | 63-1102594 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH Rehabilitation Center, Inc. | South Carolina | 57-0775688 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital at Drake, LLC | Delaware | 45-1441844 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Abilene, LLC | Delaware | 26-2652076 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Arlington, LLC | Delaware | 63-1184844 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Austin, Inc. | Delaware | 63-1105908 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Braintree, LLC | Delaware | 90-1015323 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Charleston, LLC | South Carolina | 57-0904886 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Cypress, LLC | Delaware | 27-3444511 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Dallas, LLC | Delaware | 26-2934144 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Dayton, LLC | Delaware | 27-0844718 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Desert Canyon, LLC | Delaware | 27-2457834 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Fort Worth, LLC | Delaware | 63-0923506 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Fredericksburg, LLC | Delaware | 20-0949793 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Gadsden, LLC | Delaware | 27-4000610 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Henderson, LLC | Delaware | 63-1262946 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Humble, LLC | Delaware | 46-4003807 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Largo, LLC | Delaware | 63-1134645 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Las Vegas, LLC | Delaware | 25-1693810 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH Rehabilitation Hospital of Manati, Inc. | Delaware | 20-1151662 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Marion County, LLC | Delaware | 27-3308405 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Mechanicsburg, LLC | Delaware | 63-1105923 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Miami, LLC | Delaware | 27-5253818 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Modesto, LLC | Delaware | 46-4417320 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Montgomery, Inc. | Alabama | 63-1106107 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of New England, LLC | Delaware | 90-1015581 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of New Mexico, LLC | Delaware | 63-1011171 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Newnan, LLC | Delaware | 27-3390540 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Northern Virginia, LLC | Delaware | 26-1159764 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Pearland, LLC | Delaware | 81-1940348 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Petersburg, LLC | Delaware | 20-0948362 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Richardson, LLC | Delaware | 20-5315890 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Round Rock, LLC | Delaware | 20-8038733 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of San Juan, Inc. | Delaware | 46-0977422 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Sarasota, LLC | Delaware | 63-1134650 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Seminole County, LLC | Delaware | 45-2905189 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of South Austin, LLC | Delaware | 26-1408389 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of South Jersey, LLC | Delaware | 26-2414472 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Sugar Land, LLC | Delaware | 27-2810882 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of the Lowcountry, LLC | Delaware | 81-1718775 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of the Mid-Cities, LLC | Delaware | 26-1408611 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Tallahassee, LLC | Delaware | 63-1134713 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Texarkana, Inc. | Delaware | 63-1105916 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Utah, LLC | Delaware | 63-1105917 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Vintage Park, LLC | Delaware | 27-0941690 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital of Williamson County, LLC | Tennessee | 27-4344918 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Hospital The Woodlands, Inc. | Delaware | 63-1105909 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Institute of San Antonio (RIOSA), Inc. | Delaware | 63-1105930 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Rehabilitation Institute of Tucson, LLC | Alabama | 63-1184847 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Savannah Holdings, LLC | Delaware | 47-1113576 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Scottsdale Rehabilitation Hospital, LLC | Delaware | 63-1184846 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Sea Pines Holdings, LLC | Delaware | 45-4093483 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth South Carolina Real Estate, LLC | Delaware | 46-3629300 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Sunrise Rehabilitation Hospital, LLC | Delaware | 63-1134714 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Support Companies, LLC | Delaware | 46-2882734 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Texas Real Estate, LLC | Delaware | 27-3167838 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Tucson Holdings, LLC | Delaware | 45-4055073 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Tulsa Holdings, LLC | Delaware | 47-4340755 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Utah Real Estate, LLC | Delaware | 46-3649491 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Valley of the Sun Rehabilitation Hospital, LLC | Delaware | 63-1184848 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Virginia Real Estate, LLC | Delaware | 47-242063 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Walton Rehabilitation Hospital, LLC | Delaware | 46-1318969 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth West Virginia Real Estate, LLC | Delaware | 27-4647272 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Westerville Holdings, LLC | Delaware | 47-4109302 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth Winston-Salem Holdings, LLC | Delaware | 81-3262644 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of Alabama, LLC | Delaware | 27-0275705 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of Dothan, Inc. | Alabama | 63-1097851 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of East Tennessee, LLC | Delaware | 63-1028003 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of Erie, LLC | Delaware | 63-1105904 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of Fort Smith, LLC | Delaware | 63-1105919 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of Nittany Valley, Inc. | Delaware | 63-1105924 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of South Carolina, Inc. | Delaware | 63-0974715 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of Spring Hill, Inc. | Delaware | 63-1244181 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of Toms River, LLC | Delaware | 63-1105897 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of Treasure Coast, Inc. | Delaware | 63-1105921 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HealthSouth of York, LLC | Delaware | 63-1105925 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
HEALTHSOUTH of Yuma, Inc. | Delaware | 95-4895912 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Lakeshore System Services of Florida, Inc. | Florida | 63-1119356 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Lakeview Rehabilitation Group Partners | Kentucky | 25-1573943 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
New England Rehabilitation Management Co., LLC | New Hampshire | 02-0393832 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Print Promotions Group, LLC | Delaware | 46-2863772 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rebound, LLC | Delaware | 62-1178229 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rehab Concepts Corp. | Delaware | 25-1650793 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rehabilitation Hospital Corporation of America, LLC | Delaware | 23-2655290 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rehabilitation Hospital of Colorado Springs, Inc. | Delaware | 25-1612420 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rehabilitation Hospital of Plano, LLC | Delaware | 25-1612423 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Rehabilitation Institute of Western Massachusetts, LLC | Massachusetts | 04-2987822 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Reliant Blocker Corp. | Delaware | 27-5236263 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Sherwood Rehabilitation Hospital, Inc. | Delaware | 25-1604215 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Southern Arizona Regional Rehabilitation Hospital, L.P. | Delaware | 25-1654947 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Tarrant County Rehabilitation Hospital, Inc. | Texas | 25-1587575 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Tyler Rehabilitation Hospital, Inc. | Texas | 25-1667731 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Western Medical Rehab Associates, L.P. | Delaware | 33-0695017 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
Western Neuro Care, Inc. | Delaware | 94-3030235 | c/o HealthSouth Corporation 3660 Grandview Parkway, Suite 200 Birmingham, Alabama 35243 |
(a) | Name and address of each examining or supervising authority to which it is subject. |
(b) | Whether it is authorized to exercise corporate trust powers. |
Item 2. | Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation. |
Item 16. List of Exhibits. | List below all exhibits filed as a part of this Statement of Eligibility. |
Exhibit 1. | A copy of the Articles of Association of the trustee as now in effect.* |
Exhibit 2. | A copy of the Comptroller of the Currency Certificate of Corporate Existence for Wells Fargo Bank, National Association, dated January 14, 2015.* |
Exhibit 3. | A copy of the Comptroller of the Currency Certification of Fiduciary Powers for Wells Fargo Bank, National Association, dated January 6, 2014.* |
Exhibit 4. | Copy of By-laws of the trustee as now in effect.* |
Exhibit 5. | Not applicable. |
Exhibit 6. | The consent of the trustee required by Section 321(b) of the Act. |
Exhibit 7. | A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority. |
Exhibit 8. | Not applicable. |
Exhibit 9. | Not applicable. |