8-K

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): April 21, 2020

HCA HEALTHCARE, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-11239	27-3865930
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS 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):

☐ 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, $.01 par value per share	HCA	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 2.02. Results of Operations and Financial Condition.

On April 21, 2020, HCA Healthcare, Inc. (the “Company”) issued a press release announcing, among other matters, its results of operations for the first quarter ended March 31, 2020, the text of which is set forth as Exhibit 99.1.

Item 7.01. Regulation FD Disclosure.

On April 21, 2020, the Company issued a press release announcing, among other matters, its results of operations for the first quarter ended March 31, 2020, the text of which is set forth as Exhibit 99.1.

Item 8.01. Other Events.

On April 21, 2020, the Company announced that it has suspended its quarterly dividend program as a precautionary step to enhance its financial flexibility in response to the impact and uncertainty caused by the COVID-19 pandemic.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit 99.1	Press Release, dated April 21, 2020
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 HEALTHCARE, INC.
	/s/ William B. Rutherford
	William B. Rutherford Executive Vice President and Chief Financial Officer

Date: April 21, 2020

EX-99.1

Exhibit 99.1

	FOR IMMEDIATE RELEASE
INVESTOR CONTACT:	MEDIA CONTACT:
Mark Kimbrough	Harlow Sumerford
615-344-2688	615-344-1851

HCA Healthcare Reports First Quarter 2020 Results

Addresses COVID-19 Uncertainty

Nashville, Tenn., April 21, 2020 – HCA Healthcare, Inc. (NYSE: HCA) today announced financial and operating results for the first quarter ended March 31, 2020. The Company also announced that it has implemented a number of actions to respond to the impact and uncertainty caused by the COVID-19 pandemic. These measures are highlighted later in this release.

Key first quarter metrics (all percentage changes compare 1Q 2020 to 1Q 2019 unless otherwise noted):

• Revenues totaled $12.861 billion

• Net income attributable to HCA Healthcare, Inc. totaled $581 million, or $1.69 per diluted share

• Adjusted EBITDA totaled $2.200 billion

• Cash flows from operating activities totaled $1.375 billion

• Same facility admissions increased 0.6 percent and same facility equivalent admissions declined 0.4 percent

Revenues in the first quarter of 2020 increased to $12.861 billion, compared to $12.517 billion in the first quarter of 2019. Net income attributable to HCA Healthcare, Inc. totaled $581 million, or $1.69 per diluted share, compared to $1.039 billion, or $2.97 per diluted share, in the first quarter of 2019. During the first quarter of 2020, the Company recorded losses of $295 million, or $0.66 per diluted share, on retirement of debt and gains of $7 million, or $0.02 per diluted share, on sales of facilities. Results for the first quarter of 2019 included $86 million in revenues, or $0.19 per diluted share, as a result of finalizing an arbitration with a payer related to out-of-network claims.

For the first quarter of 2020, Adjusted EBITDA totaled $2.200 billion, compared to $2.541 billion in the first quarter of 2019. Adjusted EBITDA is a non-GAAP financial measure. A table providing supplemental information on Adjusted EBITDA and reconciling net income attributable to HCA Healthcare, Inc. to Adjusted EBITDA is included in this release.

Same facility admissions increased 0.6 percent and same facility equivalent admissions declined 0.4 percent in the first quarter of 2020 compared to the prior year period. Same facility emergency room visits declined 1.0 percent in the first quarter of 2020, compared to the prior year period. Same facility inpatient surgeries declined

1

1.8 percent, while same facility outpatient surgeries declined 5.9 percent in the first quarter of 2020, compared to the same period of 2019. Same facility revenue per equivalent admission increased 1.6 percent in the first quarter of 2020 compared to the first quarter of 2019. Patient volumes across most services were significantly impacted in the last two weeks of the quarter as various COVID-19 policies were implemented by federal and state governments.

COVID-19

The Company believes the extent of COVID-19’s adverse impact on its operating results and financial condition will be driven by many factors, most of which are beyond the Company’s control and ability to forecast. As a result, at this time the Company cannot reasonably estimate the impact the COVID-19 pandemic will have on its operating and financial results. Due to this continued uncertainty, the Company is withdrawing its previously issued guidance for 2020.

The Company has taken numerous actions over the course of the past few weeks to provide the safest possible environment for its employees, affiliated physicians, and patients. In addition to these actions, the Company implemented a pandemic pay program that provides salary support for its employees who are not getting their full pay. The Company’s response plan has multiple facets and continues to evolve as the pandemic unfolds.

As a national healthcare provider, the Company has taken steps to support its mission and enhance its operational and financial flexibility during the COVID-19 pandemic. As a precautionary measure, the Company has taken a number of actions, including the following:

• Implemented certain cost reduction initiatives;

• Suspended its authorized share repurchase program;

• Reduced certain planned capital expenditures;

• Executed a new $2 billion 364-day term loan facility (which was undrawn at March 31, 2020) to supplement revolver availability; and

• Subsequent to March 31, 2020, requested accelerated Medicare payments as provided for in the Coronavirus Aid, Relief, and Economic Security (CARES) Act.

Dividend

In addition to the actions described above, the Company has taken the additional precautionary step to enhance its financial flexibility by suspending its quarterly dividend program. The Company expects to evaluate resumption of the quarterly dividend program at a future date.

Balance Sheet and Cash Flows from Operations

As of March 31, 2020, HCA Healthcare, Inc.’s balance sheet reflected cash and cash equivalents of $731 million, total debt of $34.861 billion, and total assets of $45.421 billion. During the first quarter of 2020, capital expenditures totaled $853 million, excluding acquisitions. Cash flows provided by operating activities in the first quarter totaled $1.375 billion, compared to $974 million in the first quarter of 2019.

2

During the first quarter of 2020, the Company repurchased 3.287 million shares of its common stock at a cost of $441 million. The Company had $2.800 billion remaining under its suspended repurchase authorization as of March 31, 2020. As of March 31, 2020, the Company had $3.8 billion of availability under its credit facilities.

Earnings Conference Call

HCA Healthcare will host a conference call for investors at 9:00 a.m. Central Daylight Time today. All interested investors are invited to access a live audio broadcast of the call via webcast. The broadcast also will be available on a replay basis beginning this afternoon. The webcast can be accessed through the Company’s Investor Relations web page at https://investor.hcahealthcare.com/events-and-presentations/default.aspx.

About the Company

As of March 31, 2020, HCA operated 186 hospitals and approximately 2,000 sites of care, including surgery centers, freestanding emergency rooms, urgent care centers and physician clinics, in 21 states and the United Kingdom.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, which involve risks and uncertainties. Forward-looking statements include the Company’s financial guidance for the year ending December 31, 2020, the anticipated impact of COVID-19 on the Company’s operations and financial results, and the Company’s capital allocation, as well as other statements that do not relate solely to historical or current facts. Forward-looking statements can be identified by the use of words like “may,” “believe,” “will,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “initiative” or “continue.” These forward-looking statements are based on our current plans and expectations and are subject to a number of known and unknown uncertainties and risks, many of which are beyond our control, which could significantly affect current plans and expectations and our future financial position and results of operations. These factors include, but are not limited to, (1) developments related to COVID-19, including, without limitation, related to the length and severity of the pandemic; the volume of canceled or rescheduled procedures and the volume of COVID-19 patients cared for across our health systems; measures we are taking to respond to the COVID-19 pandemic; the impact of government and administrative regulation and stimulus (including the CARES Act); changes in revenues due to declining patient volumes, changes in payor mix and deteriorating macroeconomic conditions (including increases in uninsured and underinsured patients); potential increased expenses related to labor, supply chain or other expenditures; workforce disruptions and supply shortages and disruptions; (2) the impact of our substantial indebtedness and the ability to refinance such indebtedness on acceptable terms, as well as risks associated with disruptions in the financial markets and the business of financial institutions as the result of the COVID-19 pandemic which could impact us from a financial perspective, (3) the impact of the Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act of 2010 (collectively, the “Affordable Care Act”), including the effects of court challenges to, any repeal of, or changes to, the Affordable Care Act or additional changes to its implementation, the possible enactment of additional federal or state health care reforms and possible changes to other federal, state or local laws or regulations affecting the health care industry, including single-payer proposals (often referred to as “Medicare

3

for All”), and also including any such laws or governmental regulations which are adopted in response to the COVID-19 pandemic, (4) the effects related to the continued implementation of the sequestration spending reductions required under the Budget Control Act of 2011, and related legislation extending these reductions, and the potential for future deficit reduction legislation that may alter these spending reductions, which include cuts to Medicare payments, or create additional spending reductions, (5) increases in the amount and risk of collectability of uninsured accounts and deductibles and copayment amounts for insured accounts, (6) the ability to achieve operating and financial targets, and attain expected levels of patient volumes and control the costs of providing services, (7) possible changes in Medicare, Medicaid and other state programs, including Medicaid supplemental payment programs or Medicaid waiver programs, that may impact reimbursements to health care providers and insurers and the size of the uninsured or underinsured population, (8) the highly competitive nature of the health care business, (9) changes in service mix, revenue mix and surgical volumes, including potential declines in the population covered under third-party payer agreements, the ability to enter into and renew third-party payer provider agreements on acceptable terms and the impact of consumer-driven health plans and physician utilization trends and practices, (10) the efforts of health insurers, health care providers, large employer groups and others to contain health care costs, (11) the outcome of our continuing efforts to monitor, maintain and comply with appropriate laws, regulations, policies and procedures, (12) increases in wages and the ability to attract and retain qualified management and personnel, including affiliated physicians, nurses and medical and technical support personnel, (13) the availability and terms of capital to fund the expansion of our business and improvements to our existing facilities, (14) changes in accounting practices, (15) changes in general economic conditions nationally and regionally in our markets, including economic and business conditions resulting from the COVID-19 pandemic, (16) the emergence of and effects related to other pandemics, epidemics and infectious diseases, (17) future divestitures which may result in charges and possible impairments of long-lived assets, (18) changes in business strategy or development plans, (19) delays in receiving payments for services provided, (20) the outcome of pending and any future tax audits, disputes and litigation associated with our tax positions, (21) potential adverse impact of known and unknown government investigations, litigation and other claims that may be made against us, (22) the impact of potential cybersecurity incidents or security breaches, (23) our ongoing ability to demonstrate meaningful use of certified electronic health record (“EHR”) technology and the impact of interoperability requirements, (24) the impact of natural disasters, such as hurricanes and floods, or similar events beyond our control, (25) changes in the U.S. federal, state, or foreign tax laws including interpretive guidance that may be issued by taxing authorities or other standard setting bodies, and (26) other risk factors described in our annual report on Form 10-K for the year ended December 31, 2019 and our other filings with the Securities and Exchange Commission. Many of the factors that will determine our future results are beyond our ability to control or predict. In light of the significant uncertainties inherent in the forward-looking statements contained herein, readers should not place undue reliance on forward-looking statements, which reflect management’s views only as of the date hereof. We undertake 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.

All references to “Company” and “HCA” as used throughout this release refer to HCA Healthcare, Inc. and its affiliates.

4

HCA Healthcare, Inc.

Condensed Consolidated Comprehensive Income Statements

First Quarter

(Dollars in millions, except per share amounts)

	2020						2019
	Amount			Ratio			Amount			Ratio
Revenues	$	12,861			100.0	%	$	12,517			100.0	%
Salaries and benefits		6,118			47.6			5,647			45.1
Supplies		2,123			16.5			2,041			16.3
Other operating expenses		2,427			18.9			2,299			18.4
Equity in earnings of affiliates		(7	)		(0.1	)		(11	)		(0.1	)
Depreciation and amortization		674			5.3			619			4.9
Interest expense		428			3.3			461			3.7
Losses (gains) on sales of facilities		(7	)		(0.1	)		1			—
Losses on retirement of debt		295			2.3			—			—
		12,051			93.7			11,057			88.3
Income before income taxes		810			6.3			1,460			11.7
Provision for income taxes		112			0.9			279			2.3
Net income		698			5.4			1,181			9.4
Net income attributable to noncontrolling interests		117			0.9			142			1.1
Net income attributable to HCA Healthcare, Inc.	$	581			4.5		$	1,039			8.3
Diluted earnings per share	$	1.69					$	2.97
Shares used in computing diluted earnings per share (millions)		344.096						350.316
Comprehensive income attributable to HCA Healthcare, Inc.	$	470					$	1,046

5

HCA Healthcare, Inc.

Condensed Consolidated Balance Sheets

(Dollars in millions)

	March 31,			December 31,
	2020			2019
ASSETS
Current assets:
Cash and cash equivalents	$	731		$	621
Accounts receivable		6,890			7,380
Inventories		1,953			1,849
Other		1,442			1,346
Total current assets		11,016			11,196
Property and equipment, at cost		47,861			47,235
Accumulated depreciation		(24,876	)		(24,520	)
		22,985			22,715
Investments of insurance subsidiaries		325			315
Investments in and advances to affiliates		238			249
Goodwill and other intangible assets		8,587			8,269
Right-of-use operating lease assets		1,828			1,834
Other		442			480
	$	45,421		$	45,058
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	2,750		$	2,905
Accrued salaries		1,560			1,775
Other accrued expenses		2,547			2,932
Long-term debt due within one year		162			145
Total current liabilities		7,019			7,757
Long-term debt, less net debt issuance costs of $258 and $239		34,699			33,577
Professional liability risks		1,432			1,370
Right-of-use operating lease obligations		1,497			1,499
Income taxes and other liabilities		1,477			1,420
EQUITY (DEFICIT)
Stockholders’ deficit attributable to HCA Healthcare, Inc.		(2,962	)		(2,808	)
Noncontrolling interests		2,259			2,243
Total deficit		(703	)		(565	)
	$	45,421		$	45,058

6

HCA Healthcare, Inc.

Consolidated Statements of Cash Flows

First Quarter

(Dollars in millions)

	2020			2019
Cash flows from operating activities:
Net income	$	698		$	1,181
Adjustments to reconcile net income to net cash provided by operating activities:
Increase (decrease) in cash from operating assets and liabilities:
Accounts receivable		464			(369	)
Inventories and other assets		(196	)		(174	)
Accounts payable and accrued expenses		(784	)		(651	)
Depreciation and amortization		674			619
Income taxes		121			269
Losses (gains) on sales of facilities		(7	)		1
Losses on retirement of debt		295			—
Amortization of debt issuance costs and discounts		7			8
Share-based compensation		82			62
Other		21			28
Net cash provided by operating activities		1,375			974
Cash flows from investing activities:
Purchase of property and equipment		(853	)		(781	)
Acquisition of hospitals and health care entities		(328	)		(1,474	)
Sales of hospitals and health care entities		35			30
Change in investments		(1	)		36
Other		2			24
Net cash used in investing activities		(1,145	)		(2,165	)
Cash flows from financing activities:
Issuances of long-term debt		2,700			1,500
Net change in revolving bank credit facilities		1,440			460
Repayment of long-term debt		(3,327	)		(49	)
Distributions to noncontrolling interests		(154	)		(136	)
Payment of debt issuance costs		(34	)		(22	)
Payment of dividends		(152	)		(141	)
Repurchases of common stock		(441	)		(278	)
Other		(141	)		(118	)
Net cash (used in) provided financing activities		(109	)		1,216
Effect of exchange rate changes on cash and cash equivalents		(11	)		4
Change in cash and cash equivalents		110			29
Cash and cash equivalents at beginning of period		621			502
Cash and cash equivalents at end of period	$	731		$	531
Interest payments	$	468		$	580
Income tax (refunds) payments, net	$	(9	)	$	10

7

HCA Healthcare, Inc.

Operating Statistics

	First Quarter
	2020			2019
Operations:
Number of Hospitals		186			185
Number of Freestanding Outpatient Surgery Centers		123			124
Licensed Beds at End of Period		49,357			48,455
Weighted Average Licensed Beds		49,160			48,036
Reported:
Admissions		528,244			523,196
% Change		1.0	%
Equivalent Admissions		889,035			889,956
% Change		-0.1	%
Revenue per Equivalent Admission	$	14,466		$	14,065
% Change		2.9	%
Inpatient Revenue per Admission	$	14,632		$	14,408
% Change		1.6	%
Patient Days		2,622,839			2,606,897
% Change		0.6	%
Equivalent Patient Days		4,414,238			4,434,332
% Change		-0.5	%
Inpatient Surgery Cases		135,145			137,363
% Change		-1.6	%
Outpatient Surgery Cases		226,319			240,846
% Change		-6.0	%
Emergency Room Visits		2,264,707			2,287,440
% Change		-1.0	%
Outpatient Revenues as a Percentage of Patient Revenues		37.3	%		37.8	%
Average Length of Stay (days)		4.965			4.983
Occupancy		58.6	%		60.3	%
Same Facility:
Admissions		514,979			511,817
% Change		0.6	%
Equivalent Admissions		863,620			867,018
% Change		-0.4	%
Revenue per Equivalent Admission	$	14,243		$	14,023
% Change		1.6	%
Inpatient Revenue per Admission	$	14,622		$	14,447
% Change		1.2	%
Inpatient Surgery Cases		131,449			133,878
% Change		-1.8	%
Outpatient Surgery Cases		219,422			233,188
% Change		-5.9	%
Emergency Room Visits		2,221,294			2,243,856
% Change		-1.0	%

8

HCA Healthcare, Inc.

Supplemental Non-GAAP Disclosures

Operating Results Summary

(Dollars in millions, except per share amounts)

	First Quarter
	2020			2019
Revenues	$	12,861		$	12,517
Net income attributable to HCA Healthcare, Inc.	$	581		$	1,039
Losses (gains) on sales of facilities (net of tax)		(5	)		1
Losses on retirement of debt (net of tax)		227			—
Net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt (a)		803			1,040
Depreciation and amortization		674			619
Interest expense		428			461
Provision for income taxes		178			279
Net income attributable to noncontrolling interests		117			142
Adjusted EBITDA (a)	$	2,200		$	2,541
Adjusted EBITDA margin (a)		17.1	%		20.3	%
Diluted earnings per share:
Net income attributable to HCA Healthcare, Inc.	$	1.69		$	2.97
Losses (gains) on sales of facilities		(0.02	)		—
Losses on retirement of debt		0.66			—
Net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt (a)	$	2.33		$	2.97
Shares used in computing diluted earnings per share (millions)		344.096			350.316

(a) Net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA should not be considered as measures of financial performance under generally accepted accounting principles (“GAAP”). We believe net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA are important measures that supplement discussions and analysis of our results of operations. We believe it is useful to investors to provide disclosures of our results of operations on the same basis used by management. Management relies upon net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA as the primary measures to review and assess operating performance of its health care facilities and their management teams.    

Management and investors review both the overall performance (including net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and GAAP net income attributable to HCA Healthcare, Inc.) and operating performance (Adjusted EBITDA) of our health care facilities. Adjusted EBITDA and the Adjusted EBITDA margin (Adjusted EBITDA divided by revenues) are utilized by management and investors to compare our current operating results with the corresponding periods during the previous year and to compare our operating results with other companies in the health care industry. It is reasonable to expect that losses (gains) on sales of facilities and losses on retirement of debt will occur in future periods, but the amounts recognized can vary significantly from period to period, do not directly relate to the ongoing operations of our health care facilities and complicate period comparisons of our results of operations and operations comparisons with other health care companies.    

Net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA are not measures of financial performance under GAAP, and should not be considered as alternatives to net income attributable to HCA Healthcare, Inc. as a measure of operating performance or cash flows from operating, investing and financing activities as a measure of liquidity. Because net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA are not measurements determined in accordance with GAAP and are susceptible to varying calculations, net income attributable to HCA Healthcare, Inc., excluding losses (gains) on sales of facilities and losses on retirement of debt, and Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures presented by other companies.    

9

XML

Document and Entity Information	Apr. 21, 2020
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0000860730
Document Type	8-K
Document Period End Date	Apr. 21, 2020
Entity Registrant Name	HCA HEALTHCARE, INC.
Entity Incorporation State Country Code	DE
Entity File Number	001-11239
Entity Tax Identification Number	27-3865930
Entity Address, Address Line One	One Park Plaza
Entity Address, City or Town	Nashville
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37203
City Area Code	(615)
Local Phone Number	344-9551
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, $.01 par value per share
Trading Symbol	HCA
Security Exchange Name	NYSE
Entity Emerging Growth Company	false