-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IcsFKYGKY5KMnUQ3EwulGK/QGpkSTyVrI9e+kT9OkzPvf+GnA9f+fm62S0Jk2L1a Prmi5IOKdC4v7Aex+Fb0nQ== 0000950144-06-000892.txt : 20060207 0000950144-06-000892.hdr.sgml : 20060207 20060207170946 ACCESSION NUMBER: 0000950144-06-000892 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060207 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060207 DATE AS OF CHANGE: 20060207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HCA INC/TN CENTRAL INDEX KEY: 0000860730 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 752497104 STATE OF INCORPORATION: DE FISCAL YEAR END: 0324 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11239 FILM NUMBER: 06586143 BUSINESS ADDRESS: STREET 1: ONE PARK PLZ CITY: NASHVILLE STATE: TN ZIP: 37203 BUSINESS PHONE: 6153449551 MAIL ADDRESS: STREET 1: ONE PARK PLAZA CITY: NASHVILLE STATE: TN ZIP: 37203 FORMER COMPANY: FORMER CONFORMED NAME: HCA THE HEALTHCARE CO DATE OF NAME CHANGE: 20010419 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA HCA HEALTHCARE CORP DATE OF NAME CHANGE: 20000502 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA HCA HEALTHCARE CORP/ DATE OF NAME CHANGE: 19940314 8-K 1 g99509e8vk.htm HCA INC. HCA Inc.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 7, 2006 (February 7, 2006)
HCA INC.
 
(Exact name of registrant as specified in its charter)
         
Delaware   001-11239   75-2497104
         
(State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer
        Identification No.)
     
One Park Plaza, Nashville, Tennessee   37203
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (615) 344-9551
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):
     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


TABLE OF CONTENTS

Item 7.01. Regulation FD Disclosure.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
Ex-99.1 Press Release


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Item 7.01. Regulation FD Disclosure.
     On February 7, 2006, HCA Inc. (the “Company”) issued a press release regarding our pricing agreement with Zimmer, the text of which is set forth as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
Exhibits
         
  99.1    
Press Release dated February 7, 2006

 


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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.
         
  HCA INC.
 
 
  By:   /s/ R. Milton Johnson    
    R. Milton Johnson   
    Executive Vice President and Chief Financial Officer   
 
Date: February 7, 2006

 


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EXHIBIT INDEX
         
  99.1    
Press release dated February 7, 2006

 

EX-99.1 2 g99509exv99w1.txt EX-99.1 PRESS RELEASE EXHIBIT 99.1 HCA NEWS - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE INVESTOR CONTACT: MEDIA CONTACT: Mark Kimbrough Jeff Prescott 615-344-2688 615-344-5708 HCA RESPONDS TO ZIMMER 8-K FORM FILING NASHVILLE, TENN., FEBRUARY 7, 2006 - HCA (NYSE: HCA) On February 6, 2006, Zimmer Holdings, Inc. filed a Form 8-K with the SEC placing in the public record a letter sent to us regarding the administration of our orthopedic pricing initiative and certain comments made during HCA's conference call with investors on February 1, 2006. We have reviewed the Zimmer filing and the basis for comments on this matter and want to provide the following information. On the conference call, HCA's President and Chief Operating Officer Richard M. Bracken referred to the status of the company's contracts with three orthopedic device manufacturers saying: "Now, relative to the orthopedic program, please note that we are very pleased with our current position. As some of you might know, our program called for a committed compliance percentage with three national vendors, and included a gainsharing component which is currently under consideration by the OIG. In return, we received additional discounts. This compliance percent was to be achieved by December 31. However, at that point in time, we were several percentage points short." Thus, Zimmer is correct to assert that it is no longer obligated to honor any additional pricing discounts under HCA's orthopedic program. Mr. Bracken further noted on the conference call: "...we have now met our target and are anticipating pricing discounts for the remainder of 2006." Mr. Bracken made his statement based upon information that he had at that time. Our subsequent review indicates we were in error and did not meet that target for any of the three vendors. At the time of the conference call, HCA was in active negotiations with representatives of Zimmer to reduce its compliance commitment from 95% to 90%, and HCA believed it would be able to obtain that change. Having reviewed the letter from Zimmer filed with the Form 8-K, we conclude we were wrong in this belief. "I regret any incorrect statements we have inadvertently made," said Jack O. Bovender, Jr., HCA Chairman and Chief Executive Officer. "We will continue to pursue our orthopedic program with our vendors, and I am hopeful we can resume negotiations to revitalize the long and positive relationship between HCA and Zimmer." ####
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