Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 10, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | COMMUNITY HEALTH SYSTEMS INC | ||
Entity Central Index Key | 1,108,109 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Trading Symbol | CYH | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Amendment Flag | false | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 7,438,008,592 | ||
Entity Common Stock, Shares Outstanding | 112,762,293 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||||||||||
Consolidated Statements of Income (Loss) [Abstract] | ||||||||||||||||||||||
Operating revenues (net of contractual allowances and discounts) | $ 22,564 | $ 21,561 | $ 14,853 | |||||||||||||||||||
Provision for bad debts | 3,127 | 2,922 | 2,034 | |||||||||||||||||||
Net operating revenues | $ 4,798 | $ 4,846 | $ 4,882 | $ 4,911 | $ 4,918 | $ 4,780 | $ 4,765 | $ 4,176 | 19,437 | [1] | 18,639 | [1] | 12,819 | |||||||||
Operating costs and expenses: | ||||||||||||||||||||||
Salaries and benefits | 8,991 | 8,618 | 6,107 | |||||||||||||||||||
Supplies | 3,048 | 2,862 | 1,975 | |||||||||||||||||||
Other operating expenses | 4,520 | 4,322 | 2,818 | |||||||||||||||||||
Government settlement and related costs | 4 | 101 | 102 | |||||||||||||||||||
Electronic health records incentive reimbursement | (160) | (259) | (162) | |||||||||||||||||||
Rent | 457 | 434 | 279 | |||||||||||||||||||
Depreciation and amortization | 1,172 | 1,106 | 771 | |||||||||||||||||||
Amortization of software to be abandoned | 75 | |||||||||||||||||||||
Impairment of long-lived assets | 68 | 41 | 12 | |||||||||||||||||||
Total operating costs and expenses | 18,100 | 17,300 | 11,902 | |||||||||||||||||||
Income from operations | 1,337 | 1,339 | 917 | |||||||||||||||||||
Interest expense, net of interest income of $15, $5 and $3 in 2015, 2014 and 2013 respectively | 973 | 972 | 613 | |||||||||||||||||||
Loss from early extinguishment of debt | 16 | 73 | 1 | |||||||||||||||||||
Equity in earnings of unconsolidated affiliates | (63) | (48) | (43) | |||||||||||||||||||
Income from continuing operations before income taxes | (91) | 121 | 214 | 168 | 230 | 134 | 109 | (131) | 411 | [1] | 342 | [1] | 346 | |||||||||
Provision for income taxes | 116 | 82 | 104 | |||||||||||||||||||
Income from continuing operations | (40) | 83 | 140 | 112 | 165 | 94 | 76 | (75) | 295 | [1] | 260 | [1] | 242 | |||||||||
Discontinued operations, net of taxes: | ||||||||||||||||||||||
Loss from operations of entities sold or held for sale | (27) | (7) | (21) | |||||||||||||||||||
Impairment of hospitals sold or held for sale | (5) | (50) | (4) | |||||||||||||||||||
Loss on sale, net | (4) | |||||||||||||||||||||
Loss from discontinued operations, net of taxes | (9) | (8) | (6) | (13) | (29) | (6) | (22) | (36) | [1] | (57) | [1] | (25) | ||||||||||
Net income | 259 | 203 | 217 | |||||||||||||||||||
Less: Net income attributable to noncontrolling interests | 101 | 111 | 76 | |||||||||||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (83) | $ 52 | $ 111 | $ 79 | $ 100 | $ 62 | $ 42 | $ (112) | $ 158 | [1] | $ 92 | [1] | $ 141 | |||||||||
Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders: | ||||||||||||||||||||||
Continuing operations | $ (0.66) | [2] | $ 0.52 | [2] | $ 1.02 | [2] | $ 0.80 | [2] | $ 1.13 | [2] | $ 0.55 | [2] | $ 0.43 | [2] | $ (0.84) | [2] | $ 1.69 | [1],[3] | $ 1.33 | [1],[3] | $ 1.80 | [3] |
Discontinued operations | (0.08) | [2] | (0.07) | [2] | (0.06) | [2] | (0.11) | [2] | (0.26) | [2] | (0.06) | [2] | (0.21) | [2] | (0.31) | [1],[3] | (0.51) | [1],[3] | (0.27) | [3] | ||
Net income (loss) | (0.73) | [2] | 0.45 | [2] | 0.96 | [2] | 0.69 | [2] | 0.88 | [2] | 0.55 | [2] | 0.37 | [2] | (1.05) | [2] | 1.38 | [1],[3] | 0.82 | [1],[3] | 1.52 | [3] |
Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders: | ||||||||||||||||||||||
Continuing operations | (0.66) | [2] | 0.51 | [2] | 1.01 | [2] | 0.79 | [2] | 1.12 | [2] | 0.54 | [2] | 0.42 | [2] | (0.84) | [2] | 1.68 | [1],[3] | 1.32 | [1],[3] | 1.77 | [3] |
Discontinued operations | (0.08) | [2] | (0.07) | [2] | (0.06) | [2] | (0.11) | [2] | (0.25) | [2] | (0.06) | [2] | (0.21) | [2] | (0.31) | [1],[3] | (0.51) | [1],[3] | (0.27) | [3] | ||
Net income (loss) | $ (0.73) | [2] | $ 0.44 | [2] | $ 0.95 | [2] | $ 0.68 | [2] | $ 0.87 | [2] | $ 0.54 | [2] | $ 0.37 | [2] | $ (1.05) | [2] | $ 1.37 | [1],[3] | $ 0.82 | [1],[3] | $ 1.51 | [3] |
Weighted-average number of shares outstanding: | ||||||||||||||||||||||
Basic | 112,891,505 | 115,319,986 | 115,194,899 | 114,419,590 | 113,606,631 | 113,138,663 | 112,598,899 | 106,601,997 | 114,454,674 | [1] | 111,579,088 | [1] | 92,633,332 | |||||||||
Diluted | 112,891,505 | 116,368,157 | 116,100,417 | 115,057,668 | 114,828,587 | 114,343,778 | 113,474,169 | 106,601,997 | 115,272,404 | [1] | 112,549,320 | [1] | 93,815,013 | |||||||||
[1] | Total quarterly amounts may not add due to rounding. | |||||||||||||||||||||
[2] | Total per share amounts may not add due to rounding. | |||||||||||||||||||||
[3] | Total per share amounts may not add due to rounding. |
Consolidated Statements of Inc3
Consolidated Statements of Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Consolidated Statements of Income (Loss) [Abstract] | |||
Interest Income | $ 15 | $ 5 | $ 3 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net income | $ 259 | $ 203 | $ 217 |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of interest rate swaps, net of tax (benefit) of $(3), $7 and $34 for the years ended December 31, 2015, 2014 and 2013, respectively | (6) | 13 | 60 |
Net change in fair value of available-for-sale securities, net of tax | (5) | 2 | |
Amortization and recognition of unrecognized pension cost components, net of tax (benefit) of $1, $(9) and $9 for the years ended December 31, 2015, 2014 and 2013, respectively | 1 | (9) | 16 |
Other comprehensive (loss) income | (10) | 4 | 78 |
Comprehensive income | 249 | 207 | 295 |
Less: Comprehensive income attributable to noncontrolling interests | 101 | 111 | 76 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | $ 148 | $ 96 | $ 219 |
Consolidated Statements of Com5
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Tax provision (benefit) related to the net change in fair value of interest rate swaps | $ (3) | $ 7 | $ 34 |
Tax provision (benefit) related to amortization and recognition of unrecognized pension cost components | $ 1 | $ (9) | $ 9 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 184 | $ 509 |
Patient accounts receivable, net of allowance for doubtful accounts of $4,110 and $3,504 at December 31, 2015 and 2014, respectively | 3,611 | 3,409 |
Supplies | 580 | 557 |
Prepaid income taxes | 27 | 30 |
Deferred income taxes | 341 | |
Prepaid expenses and taxes | 197 | 192 |
Other current assets (including assets of hospitals held for sale of $17 and $38 at December 31, 2015 and 2014, respectively) | 567 | 528 |
Total current assets | 5,166 | 5,566 |
Property and equipment: | ||
Land and improvements | 969 | 946 |
Buildings and improvements | 9,051 | 8,791 |
Equipment and fixtures | 4,886 | 4,527 |
Property and equipment gross | 14,906 | 14,264 |
Less accumulated depreciation and amortization | (4,794) | (4,095) |
Property and equipment, net | 10,112 | 10,169 |
Goodwill | 8,965 | 8,951 |
Other assets, net of accumulated amortization of $903 and $827 at December 31, 2015 and 2014, respectively (including assets of hospitals held for sale of $41 and $90 at December 31, 2015 and 2014, respectively) | 2,618 | 2,735 |
Total assets | 26,861 | 27,421 |
Current liabilities: | ||
Current maturities of long-term debt | 229 | 235 |
Accounts payable | 1,258 | 1,293 |
Deferred income taxes | 23 | |
Accrued liabilities: | ||
Employee compensation | 823 | 955 |
Interest | 227 | 227 |
Other (including liabilities of hospitals held for sale of $6 and $10 at December 31, 2015 and 2014, respectively) | 535 | 856 |
Total current liabilities | 3,072 | 3,589 |
Long-term debt | 16,822 | 16,681 |
Deferred income taxes | 593 | 845 |
Other long-term liabilities | 1,698 | 1,692 |
Total liabilities | 22,185 | 22,807 |
Redeemable noncontrolling interests in equity of consolidated subsidiaries | $ 571 | $ 531 |
Commitments and contingencies (Note 17) | ||
Community Health Systems, Inc. stockholders' equity: | ||
Preferred stock, $.01 par value per share, 100,000,000 shares authorized; none issued | ||
Common stock, $.01 par value per share, 300,000,000 shares authorized; 113,732,933 shares issued and 112,757,384 shares outstanding at December 31, 2015, and 117,701,087 shares issued and 116,725,538 shares outstanding at December 31, 2014 | $ 1 | $ 1 |
Additional paid-in capital | 1,963 | 2,095 |
Treasury stock, at cost, 975,549 shares at December 31, 2015 and 2014 | (7) | (7) |
Accumulated other comprehensive loss | (73) | (63) |
Retained earnings | 2,135 | 1,977 |
Total Community Health Systems, Inc. stockholders' equity | 4,019 | 4,003 |
Noncontrolling interests in equity of consolidated subsidiaries | 86 | 80 |
Total equity | 4,105 | 4,083 |
Total liabilities and equity | $ 26,861 | $ 27,421 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful patient accounts | $ 4,110 | $ 3,504 |
Other current assets of hospitals held for sale | 17 | 38 |
Accumulated amortization | 903 | 827 |
Noncurrent assets of hospitals held for sale | 41 | 90 |
Current liabilities of hospitals held for sale | $ 6 | $ 10 |
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 113,732,933 | 117,701,087 |
Common stock, shares outstanding | 112,757,384 | 116,725,538 |
Treasury stock, shares | 975,549 | 975,549 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Redeemable Noncontrolling Interests (Non- Equity) [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Retained Earnings [Member] | Noncontrolling Interests [Member] | Total |
Equity, beginning balance at Dec. 31, 2012 | $ 1 | $ 1,139 | $ (7) | $ (145) | $ 1,744 | $ 65 | $ 2,797 | |
Redeemable Noncontrolling Interests, beginning balance at Dec. 31, 2012 | $ 368 | |||||||
Shares, outstanding, beginning balance at Dec. 31, 2012 | 92,925,715 | (975,549) | ||||||
Comprehensive income (loss) including portion attributable to nonredeemable noncontrolling interests | 78 | 141 | 25 | 244 | ||||
Comprehensive income (loss) attributable to redeemable noncontrolling interest | 51 | |||||||
Distributions to noncontrolling interests, net of contributions | (27) | (27) | ||||||
Distributions to redeemable noncontrolling interests, net of contributions | (49) | |||||||
Purchase of subsidiary shares from noncontrolling interests | (6) | (2) | (2) | (4) | ||||
Other reclassifications of noncontrolling interests | (2) | (2) | ||||||
Other reclassifications of redeemable noncontrolling interests | 2 | |||||||
Noncontrolling interests in acquired entity | 5 | 5 | ||||||
Adjustment to redemption value of redeemable noncontrolling interests | 8 | 8 | ||||||
Adjustment to redemption value of redeemable noncontrolling interests | (8) | |||||||
Repurchases of common stock | (27) | (27) | ||||||
Repurchases of common stock, shares | (706,023) | |||||||
Issuance of common stock in connection with the exercise of stock options | 111 | 111 | ||||||
Issuance of common stock in connection with the exercise of stock options, shares | 3,301,543 | |||||||
Repurchase of restricted stock for tax withholdings on vested shares | (15) | (15) | ||||||
Repurchase of restricted stock for tax withholdings on vested shares, shares | (357,360) | |||||||
Excess tax benefit from exercise of stock options | 4 | 4 | ||||||
Share-based compensation | 38 | 38 | ||||||
Stock-based compensation, shares | 823,157 | |||||||
Equity, ending balance at Dec. 31, 2013 | $ 1 | 1,256 | $ (7) | (67) | 1,885 | 64 | 3,132 | |
Redeemable Noncontrolling Interests, ending balance at Dec. 31, 2013 | 358 | |||||||
Shares, outstanding, ending balance at Dec. 31, 2013 | 95,987,032 | (975,549) | ||||||
Comprehensive income (loss) including portion attributable to nonredeemable noncontrolling interests | 4 | 92 | 25 | 121 | ||||
Comprehensive income (loss) attributable to redeemable noncontrolling interest | 86 | |||||||
Distributions to noncontrolling interests, net of contributions | (26) | (26) | ||||||
Distributions to redeemable noncontrolling interests, net of contributions | (78) | |||||||
Purchase of subsidiary shares from noncontrolling interests | (156) | (2) | (2) | |||||
Other reclassifications of noncontrolling interests | (11) | (11) | ||||||
Other reclassifications of redeemable noncontrolling interests | 11 | |||||||
Noncontrolling interests in acquired entity | 28 | 28 | ||||||
Noncontrolling interests in acquired entity | 316 | |||||||
Adjustment to redemption value of redeemable noncontrolling interests | 6 | 6 | ||||||
Adjustment to redemption value of redeemable noncontrolling interests | (6) | |||||||
Repurchases of common stock | (9) | (9) | ||||||
Repurchases of common stock, shares | (175,000) | |||||||
Issuance of common stock in connection with the exercise of stock options | 65 | 65 | ||||||
Issuance of common stock in connection with the exercise of stock options, shares | 1,767,806 | |||||||
Issuance of shares in exchange for HMA common stock | 736 | 736 | ||||||
Issuance of shares in exchange for HMA common stock, shares | (18,364,420) | |||||||
Repurchase of restricted stock for tax withholdings on vested shares | (11) | (11) | ||||||
Repurchase of restricted stock for tax withholdings on vested shares, shares | (270,997) | |||||||
Share-based compensation | 54 | 54 | ||||||
Stock-based compensation, shares | 2,027,826 | |||||||
Equity, ending balance at Dec. 31, 2014 | $ 1 | 2,095 | $ (7) | (63) | 1,977 | 80 | 4,083 | |
Redeemable Noncontrolling Interests, ending balance at Dec. 31, 2014 | 531 | 531 | ||||||
Shares, outstanding, ending balance at Dec. 31, 2014 | 117,701,087 | (975,549) | ||||||
Comprehensive income (loss) including portion attributable to nonredeemable noncontrolling interests | (10) | 158 | 27 | 175 | ||||
Comprehensive income (loss) attributable to redeemable noncontrolling interest | 74 | |||||||
Contributions from noncontrolling interests | 47 | |||||||
Distributions to noncontrolling interests, net of contributions | (30) | (30) | ||||||
Distributions to redeemable noncontrolling interests, net of contributions | (70) | |||||||
Purchase of subsidiary shares from noncontrolling interests | (25) | (16) | 5 | (11) | ||||
Disposition of less-than-wholly owned hospital owned hospital | (2) | (2) | ||||||
Disposition of less-than-wholly owned hospital owned hospital | (8) | |||||||
Other reclassifications of noncontrolling interests | 1 | 1 | ||||||
Other reclassifications of redeemable noncontrolling interests | (1) | |||||||
Noncontrolling interests in acquired entity | 5 | 5 | ||||||
Noncontrolling interests in acquired entity | 2 | |||||||
Adjustment to redemption value of redeemable noncontrolling interests | (21) | (21) | ||||||
Adjustment to redemption value of redeemable noncontrolling interests | 21 | |||||||
Repurchases of common stock | (159) | (159) | ||||||
Repurchases of common stock, shares | (5,532,188) | |||||||
Issuance of common stock in connection with the exercise of stock options | 25 | 25 | ||||||
Issuance of common stock in connection with the exercise of stock options, shares | 712,235 | |||||||
Issuance of shares in exchange for HMA common stock, shares | (56) | |||||||
Repurchase of restricted stock for tax withholdings on vested shares | (20) | (20) | ||||||
Repurchase of restricted stock for tax withholdings on vested shares, shares | (417,019) | |||||||
Share-based compensation | 59 | 59 | ||||||
Stock-based compensation, shares | 1,268,874 | |||||||
Equity, ending balance at Dec. 31, 2015 | $ 1 | $ 1,963 | $ (7) | $ (73) | $ 2,135 | $ 86 | 4,105 | |
Redeemable Noncontrolling Interests, ending balance at Dec. 31, 2015 | $ 571 | $ 571 | ||||||
Shares, outstanding, ending balance at Dec. 31, 2015 | 113,732,933 | (975,549) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 259 | $ 203 | $ 217 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 1,174 | 1,187 | 783 |
Deferred income taxes | 103 | 107 | 69 |
Government settlement and related costs | 4 | 101 | 102 |
Stock-based compensation expense | 59 | 54 | 38 |
Loss on sale, net | 4 | ||
Impairment of hospitals sold or held for sale | 5 | 50 | 5 |
Impairment of long-lived assets | 68 | 41 | 12 |
Loss from early extinguishment of debt | 16 | 73 | 1 |
Excess tax benefit relating to stock-based compensation | (7) | ||
Other non-cash expenses, net | 47 | 13 | 61 |
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: | |||
Patient accounts receivable | (219) | (306) | (285) |
Supplies, prepaid expenses and other current assets | (68) | 28 | (8) |
Accounts payable, accrued liabilities and income taxes | (478) | 147 | 76 |
Other | (53) | (83) | 25 |
Net cash provided by operating activities | 921 | 1,615 | 1,089 |
Cash flows from investing activities: | |||
Acquisitions of facilities and other related equipment | (57) | (3,091) | (44) |
Purchases of property and equipment | (953) | (853) | (614) |
Proceeds from disposition of hospitals and other ancillary operations | 155 | 88 | |
Proceeds from sale of property and equipment | 15 | 50 | 7 |
Purchases of available-for-sale securities | (162) | (263) | |
Proceeds from sales of available-for-sale securities | 156 | 229 | |
Increase in other investments | (205) | (511) | (340) |
Net cash used in investing activities | (1,051) | (4,351) | (991) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 25 | 65 | 110 |
Repurchase of restricted stock shares for payroll tax withholding requirements | (20) | (11) | (15) |
Stock buy-back | (159) | (9) | (27) |
Deferred financing costs and other debt-related costs | (30) | (276) | (13) |
Excess tax benefit relating to stock-based compensation | 7 | ||
Proceeds from noncontrolling investors in joint ventures | 47 | 10 | |
Redemption of noncontrolling investments in joint ventures | (36) | (158) | (9) |
Distributions to noncontrolling investors in joint ventures | (100) | (104) | (76) |
Borrowings under credit agreements | 4,922 | 9,131 | 1,194 |
Issuance of long-term debt | 4,000 | ||
Proceeds from receivables facility | 206 | 204 | 338 |
Repayments of long-term indebtedness | (5,050) | (9,980) | (1,622) |
Net cash (used in) provided by financing activities | (195) | 2,872 | (113) |
Net change in cash and cash equivalents | (325) | 136 | (15) |
Cash and cash equivalents at beginning of period | 509 | 373 | 388 |
Cash and cash equivalents at end of period | 184 | 509 | 373 |
Supplemental disclosure of cash flow information: | |||
Interest payments | (925) | (831) | (583) |
Income tax (payments) refunds, net | $ (12) | $ 180 | $ (73) |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Basis of Presentation and Significant Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies Disclosure | 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Business. Community Health Systems, Inc. is a holding company and operates no business in its own name. On a consolidated basis, Community Health Systems, Inc. and its subsidiaries (collectively the “Company”) own, lease and operate general acute care hospitals in communities across the country. As of December 31, 2015, the Company owned or leased 194 hospitals, included in continuing operations, including four stand-alone rehabilitation or psychiatric hospitals, licensed for 29,853 beds in 28 states. Throughout these notes to the consolidated financial statements, Community Health Systems, Inc. (the “Parent”) and its consolidated subsidiaries are referred to on a collective basis as the “Company.” This drafting style is not meant to indicate that the publicly-traded Parent or any particular subsidiary of the Parent owns or operates any asset, business, or property. The hospitals, operations and businesses described in this filing are owned and operated, and management services provided, by distinct and indirect subsidiaries of Community Health Systems, Inc. The results of Health Management Associates, Inc. (“HMA”) are included from January 27, 2014, the date of the HMA merger. As of December 31, 2015, Florida, Texas, Pennsylvania and Indiana represent the only areas of significant geographic concentration. As a result of the HMA merger, Florida became an area of geographic concentration in 2014 with 13.0% of consolidated operating revenues, net of contractual allowances and discounts (but before the provision for bad debts) generated in that state and 13.6% in 2015. Operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), generated by the Company’s hospitals in Texas, as a percentage of consolidated operating revenues, were 11.1% in 2015, 10.9% in 2014 and 15.0% in 2013. Operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), generated by the Company’s hospitals in Pennsylvania, as a percentage of consolidated operating revenues, were 10.6% in 2015, 11.1% in 2014 and 13.1% in 2013. Operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), generated by the Company’s hospitals in Indiana, as a percentage of consolidated operating revenues, were 7.3% in 2015, 7.6% in 2014 and 10.6% in 2013. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates under different assumptions or conditions. Principles of Consolidation. The consolidated financial statements include the accounts of the Parent, its subsidiaries, all of which are controlled by the Parent through majority voting control, and variable interest entities for which the Company is the primary beneficiary. All significant intercompany accounts, profits and transactions have been eliminated. Noncontrolling interests in less-than-wholly-owned consolidated subsidiaries of the Parent are presented as a component of total equity to distinguish between the interests of the Parent and the interests of the noncontrolling owners. Revenues, expenses and income from continuing operations from these subsidiaries are included in the consolidated amounts as presented on the consolidated statements of income, along with a net income measure that separately presents the amounts attributable to the controlling interests and the amounts attributable to the noncontrolling interests for each of the periods presented. Noncontrolling interests that are redeemable or may become redeemable at a fixed or determinable price at the option of the holder or upon the occurrence of an event outside of the control of the Company are presented in mezzanine equity on the consolidated balance sheets. Cost of Revenue. Substantially all of the Company’s operating costs and expenses are “cost of revenue” items. Operating costs that could be classified as general and administrative by the Company would include the Company’s corporate office costs at its Franklin, Tennessee office and Naples, Florida office (which was the headquarters of HMA prior to the closing of the HMA merger), which collectively were $266 million, $281 million and $181 million for the years ended December 31, 2015, 2014 and 2013, respectively. During the year ended December 31, 2015, corporate office costs from the Naples, Florida office have decreased significantly with the integration of the HMA corporate functions. Included in these corporate office costs is stock-based compensation of $59 million, $54 million and $38 million for the years ended December 31, 2015, 2014 and 2013, respectively. Cash Equivalents. The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents. Supplies. Supplies, principally medical supplies, are stated at the lower of cost (first-in, first-out basis) or market. Marketable Securities. The Company’s marketable securities are classified as trading or available-for-sale. Available-for-sale securities are carried at fair value as determined by quoted market prices, with unrealized gains and losses reported as a separate component of stockholders’ equity. Trading securities are reported at fair value with unrealized gains and losses included in earnings. Other comprehensive income (loss) included an unrealized loss of $5 million during the year ended December 31, 2015 and an unrealized gain of less than $1 million and $2 million during the years ended December 31, 2014 and 2013, respectively, related to these available-for-sale securities. Property and Equipment. Property and equipment are recorded at cost. Depreciation is recognized using the straight-line method over the estimated useful lives of the land and improvements ( 3 to 20 years), buildings and improvements ( 5 to 40 years) and equipment and fixtures ( 3 to 18 years). Costs capitalized as construction in progress were $267 million and $350 million at December 31, 2015 and 2014, respectively. Expenditures for renovations and other significant improvements are capitalized; however, maintenance and repairs which do not improve or extend the useful lives of the respective assets are charged to operations as incurred. Interest capitalized related to construction in progress was $16 million, $10 million and $11 million for the years ended December 31, 2015, 2014 and 2013, respectively. Purchases of property and equipment and internal-use software accrued in accounts payable and not yet paid were $173 million and $190 million at December 31, 2015 and 2014, respectively. The Company also leases certain facilities and equipment under capital leases (see Note 10). Such assets are amortized on a straight-line basis over the lesser of the term of the lease or the remaining useful lives of the applicable assets. During the year ended December 31, 2015, the Company had non-cash investing activity of $60 million related to certain facility and equipment additions that were financed through capital leases and other debt. Goodwill. Goodwill represents the excess of the fair value of the consideration conveyed in the acquisition over the fair value of net assets acquired. Goodwill arising from business combinations is not amortized. Goodwill is required to be evaluated for impairment at the same time every year and when an event occurs or circumstances change such that it is reasonably possible that an impairment may exist. The Company performs its annual testing of impairment for goodwill in the fourth quarter of each year. Other Assets. Other assets consist of costs associated with the issuance of debt, which are included in interest expense over the life of the related debt using the effective interest method; the insurance recovery receivable from excess insurance carriers related to the Company’s self-insured malpractice general liability and workers’ compensation insurance liability; and costs to recruit physicians to the Company’s markets, which are deferred and expensed over the term of the respective physician recruitment contract, generally three years, and included in amortization expense. Other assets also include capitalized internal-use software costs, which are expensed over the expected useful life, which is generally three years for routine software and eight to ten years for major software projects, and included in amortization expense. Third-Party Reimbursement. Net patient service revenue is reported at the estimated net realizable amount from patients, third-party payors and others for services rendered. Operating revenues include amounts estimated by management to be reimbursable by Medicare and Medicaid under prospective payment systems, provisions of cost-reimbursement and other payment methods. Approximately 35.3% , 35.5% and 34.5% of operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), for the years ended December 31, 2015, 2014 and 2013, respectively, are related to services rendered to patients covered by the Medicare and Medicaid programs. Revenues from Medicare outlier payments are included in the amounts received from Medicare and were approximately 0.28% , 0.41% and 0.46% of operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), for the years ended December 31, 2015, 2014 and 2013, respectively. In addition, the Company is reimbursed by non-governmental payors using a variety of payment methodologies. Amounts received by the Company for treatment of patients covered by such programs are generally less than the standard billing rates. The differences between the estimated program reimbursement rates and the standard billing rates are accounted for as contractual adjustments, which are deducted from gross revenues to arrive at operating revenues (net of contractual allowances and discounts). These net operating revenues are an estimate of the net realizable amount due from these payors. The process of estimating contractual allowances requires the Company to estimate the amount expected to be received based on payor contract provisions. The key assumption in this process is the estimated contractual reimbursement percentage, which is based on payor classification and historical paid claims data. Due to the complexities involved in these estimates, actual payments the Company receives could be different from the amounts it estimates and records. Final settlements under some of these programs are subject to adjustment based on administrative review and audit by third parties. Adjustments to previous program reimbursement estimates are accounted for as contractual allowance adjustments and reported in the periods that such adjustments become known. Amounts due to third-party payors were $112 million and $147 million as of December 31, 2015 and 2014, respectively, and are included in accrued liabilities-other in the accompanying consolidated balance sheets. Amounts due from third-party payors were $213 million and $183 million as of December 31, 2015 and 2014, respectively, and are included in other current assets in the accompanying consolidated balance sheets. Substantially all Medicare and Medicaid cost reports are final settled through 2011. Net Operating Revenues. Net operating revenues are recorded net of provisions for contractual allowance of approximately $95.3 billion, $84.4 billion and $52.6 billion for the years ended December 31, 2015, 2014 and 2013, respectively. Net operating revenues are recognized when services are provided and are reported at the estimated net realizable amount from patients, third-party payors and others for services rendered. Also included in the provision for contractual allowance shown above is the value of administrative and other discounts provided to self-pay patients eliminated from net operating revenues which was $3.0 billion, $2.8 billion and $1.3 billion for the years ended December 31, 2015, 2014 and 2013, respectively. In the ordinary course of business, the Company renders services to patients who are financially unable to pay for hospital care. The Company’s policy is to not pursue collections for such amounts; therefore, the related charges for those patients who are financially unable to pay and that otherwise do not qualify for reimbursement from a governmental program are not reported in net operating revenues or in the provision for bad debts, and are thus classified as charity care. The Company determines amounts that qualify for charity care primarily based on the patient’s household income relative to the federal poverty level guidelines, as established by the federal government. Included in the provision for contractual allowance shown above is $453 million, $550 million and $681 million for the years ended December 31, 2015, 2014 and 2013, respectively, representing the value (at the Company’s standard charges) of these charity care services that are excluded from net operating revenues. The estimated cost incurred by the Company to provide these charity care services to patients who are unable to pay was approximately $64 million, $84 million and $116 million for the years ended December 31, 2015, 2014 and 2013, respectively. The estimated cost of these charity care services was determined using a ratio of cost to gross charges and applying that ratio to the gross charges associated with providing care to charity patients for the period. Currently, several states utilize supplemental reimbursement programs for the purpose of providing reimbursement to providers to offset a portion of the cost of providing care to Medicaid patients. These programs are designed with input from Centers for Medicare and Medicaid Services and are funded with a combination of state and federal resources, including, in certain instances, fees or taxes levied on the providers. Similar programs are also being considered by other states. After these supplemental programs are signed into law, the Company recognizes revenue and related expenses in the period in which amounts are estimable and collection is reasonably assured. Reimbursement under these programs is reflected in net operating revenues and fees, taxes or other program-related costs are reflected in other operating expenses. Operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), recognized during the years ended December 31, 2015, 2014 and 2013, were as follows (in millions): Year Ended December 31, 2015 2014 2013 Medicare $ 5,439 $ 5,327 $ 3,682 Medicaid 2,532 2,332 1,442 Managed Care and other third-party payors 11,816 11,109 7,706 Self-pay 2,777 2,793 2,023 Total $ 22,564 $ 21,561 $ 14,853 Allowance for Doubtful Accounts . Accounts receivable are reduced by an allowance for amounts that could become uncollectible in the future. Substantially all of the Company’s receivables are related to providing healthcare services to patients at its hospitals and affiliated businesses. The Company estimates the allowance for doubtful accounts by reserving a percentage of all self-pay accounts receivable without regard to aging category, based on collection history, adjusted for expected recoveries and any anticipated changes in trends. Our ability to estimate the allowance for doubtful accounts is not impacted by not utilizing an aging of our net accounts receivable as we believe that substantially all of the risk exists at the point in time such accounts are identified as self-pay. For all other non-self-pay payor categories, the Company reserves an estimated amount on historical collection rates for the uncontractualized portion of all accounts aging over 365 days from the date of discharge. These amounts represent an immaterial percentage of our outstanding accounts receivable. The percentage used to reserve for all self-pay accounts is based on our collection history. The Company collects substantially all of its third-party insured receivables, which include receivables from governmental agencies. Collections are impacted by the economic ability of patients to pay and the effectiveness of the Company’s collection efforts. Significant changes in payor mix, business office operations, economic conditions or trends in federal and state governmental healthcare coverage could affect the Company’s collection of accounts receivable and the estimates of the collectability of future accounts receivable and are considered in the Company’s estimates of accounts receivable collectability. The Company also continually reviews its overall reserve adequacy by monitoring historical cash collections as a percentage of trailing net revenue less provision for bad debts, as well as by analyzing current period net revenue and admissions by payor classification, aged accounts receivable by payor, days revenue outstanding, the composition of self-pay receivables between pure self-pay patients and the patient responsibility portion of third-party insured receivables and the impact of recent acquisitions and dispositions. During the fourth quarter of 2015, the Company recorded $169 million of additional provision for bad debts and a corresponding increase to the allowance for doubtful accounts. The additional amount was the result of new information obtained since the end of the third quarter of 2015 related to the deterioration in the overall collectability of self-pay accounts receivable. As a result, the Company refined its estimate of the allowance for doubtful accounts and the additional amount was recorded as a change in estimate for the year ended December 31, 2015. Electronic Health Records Incentive Reimbursement. The federal government has implemented a number of regulations and programs designed to promote the use of electronic health records (“EHR”) technology and, pursuant to the Health Information Technology for Economic and Clinical Health Act (“HITECH”), established requirements for a Medicare and Medicaid incentive payments program for eligible hospitals and professionals that adopt and meaningfully use certified EHR technology. The Company utilizes a gain contingency model to recognize EHR incentive payments. Recognition occurs when the eligible hospitals adopt or demonstrate meaningful use of certified EHR technology for the applicable payment period and have available the Medicare cost report information for the relevant full cost report year used to determine the final incentive payment. Medicaid EHR incentive payments are calculated based on prior period Medicare cost report information available at the time when eligible hospitals adopt, implement, upgrade or demonstrate meaningful use of certified EHR technology. Since the information for the relevant full Medicare cost report year is available at the time of attestation, the incentive income from resolving the gain contingency is recognized when eligible hospitals adopt, implement, upgrade or demonstrate meaningful use of certified EHR technology. Medicare EHR incentive payments are calculated based on the Medicare cost report information for the full cost report year that began during the federal fiscal year in which meaningful use is demonstrated. Since the necessary information is only available at the end of the relevant full Medicare cost report year and after the cost report is settled, the incentive income from resolving the gain contingency is recognized when eligible hospitals demonstrate meaningful use of certified EHR technology and the information for the applicable full Medicare cost report year to determine the final incentive payment is available. In some instances, the Company may receive estimated Medicare EHR incentive payments prior to when the Medicare cost report information used to determine the final incentive payment is available. In these instances, recognition of the gain for EHR incentive payments is deferred until all recognition criteria described above are met. Eligibility for annual Medicare incentive payments is dependent on providers successfully attesting to the meaningful use of EHR technology. Medicaid incentive payments are available to providers in the first payment year that they adopt, implement or upgrade certified EHR technology; however, providers must demonstrate meaningful use of such technology in any subsequent payment years to qualify for additional incentive payments. Medicaid EHR incentive payments are fully funded by the federal government and administered by the states; however, the states are not required to offer EHR incentive payments to providers. The Company recognized approximately $160 million, $259 million and $162 million for the years ended December 31, 2015, 2014 and 2013, respectively, of incentive reimbursement for HITECH incentives from Medicare and Medicaid related to certain of the Company’s hospitals and for certain of the Company’s employed physicians that have demonstrated meaningful use of certified EHR technology or have completed attestations to their adoption or implementation of certified EHR technology. These incentive reimbursements are presented as a reduction of operating costs and expenses on the consolidated statements of income. The Company received cash related to the incentive reimbursement for HITECH incentives of approximately $75 million, $253 million and $203 million for the year ended December 31, 2015, 2014 and 2013, respectively. The Company recorded no deferred revenue at December 31, 2015 and $81 million as deferred revenue at December 31, 2014, as all criteria for gain recognition had not been met. Physician Income Guarantees. The Company enters into physician recruiting agreements under which it supplements physician income to a minimum amount over a period of time, typically one year, while the physicians establish themselves in the community. As part of the agreements, the physicians are committed to practice in the community for a period of time, typically three years, which extends beyond their income guarantee period. The Company records an asset and liability for the estimated fair value of minimum revenue guarantees on new agreements. Adjustments to the ultimate value of the guarantee paid to physicians are recognized in the period that the change in estimate is identified. The Company amortizes an asset over the life of the agreement. As of December 31, 2015 and 2014, the unamortized portion of these physician income guarantees was $47 million and $48 million, respectively. Concentrations of Credit Risk. The Company grants unsecured credit to its patients, most of whom reside in the service area of the Company’s facilities and are insured under third-party payor agreements. Because of the economic diversity of the Company’s facilities and non-governmental third-party payors, Medicare represents the only significant concentration of credit risk from payors. Accounts receivable, net of contractual allowances, from Medicare were $453 million as of both December 31, 2015 and 2014, representing 6% and 7% of consolidated net accounts receivable, before allowance for doubtful accounts, as of December 31, 2015 and 2014, respectively. Accounting for the Impairment or Disposal of Long-Lived Assets. Whenever events or changes in circumstances indicate that the carrying values of certain long-lived assets may be impaired, the Company projects the undiscounted cash flows expected to be generated by these assets. If the projections indicate that the reported amounts are not expected to be recovered, such amounts are reduced to their estimated fair value based on a quoted market price, if available, or an estimate based on valuation techniques available in the circumstances. During the year ended December 31, 2015, the Company recorded a pretax impairment charge of approximately $68 million related to the write-off of approximately $6 million of allocated reporting unit goodwill for Payson Regional Medical Center and $62 million for the impairment of certain long-lived assets for several smaller hospitals to their estimated fair value. During the year ended December 31, 2014, the Company recorded a pretax impairment charge of $17 million to reduce the carrying value of certain long-lived assets at three of its smaller hospitals to their estimated fair value. During the year ended December 31, 2013, the Company recorded a pretax impairment charge of $12 million to reduce the carrying value of certain long-lived assets at four of its smaller hospitals to their estimated fair value. The impairments for 2015, 2014 and 2013 were identified because of declining operating results and projections of future cash flows at these hospitals caused by competitive and operational challenges specific to the markets in which these hospitals operate. Income Taxes. The Company accounts for income taxes under the asset and liability method, in which deferred income tax assets and liabilities are recognized for the tax consequences of “temporary differences” by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statement of income during the period in which the tax rate change becomes law. Comprehensive Income (Loss). Comprehensive income (loss) is the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Segment Reporting. A public company is required to report annual and interim financial and descriptive information about its reportable operating segments. Operating segments, as defined, are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Aggregation of similar operating segments into a single reportable operating segment is permitted if the businesses have similar economic characteristics and meet the criteria established by U.S. GAAP. The Company operates in two distinct operating segments, represented by the hospital operations (which includes the Company’s acute care hospitals and related healthcare entities that provide inpatient and outpatient healthcare services) and the home care agencies operations (which provide in-home outpatient care). U.S. GAAP requires (1) that financial information be disclosed for operating segments that meet a 10% quantitative threshold of the consolidated totals of net revenue, profit or loss, or total assets; and (2) that the individual reportable segments disclosed contribute at least 75% of total consolidated net revenue. Based on these measures, only the hospital operations segment meets the criteria as a separate reportable segment. Financial information for the home care agencies segment does not meet the quantitative thresholds and is therefore combined with corporate into the all other reportable segment. Derivative Instruments and Hedging Activities. The Company records derivative instruments on the consolidated balance sheet as either an asset or liability measured at its fair value. Changes in a derivative’s fair value are recorded each period in earnings or other comprehensive income (“OCI”), depending on whether the derivative is designated and is effective as a hedged transaction, and on the type of hedge transaction. Changes in the fair value of derivative instruments recorded to OCI are reclassified to earnings in the period affected by the underlying hedged item. Any portion of the fair value of a derivative instrument determined to be ineffective under the standard is recognized in current earnings. The Company has entered into several interest rate swap agreements. See Note 8 for further discussion about the swap transactions. New Accounting Pronouncements. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, which outlines a single comprehensive model for recognizing revenue and supersedes most existing revenue recognition guidance, including guidance specific to the healthcare industry. This ASU provides companies the option of applying a full or modified retrospective approach upon adoption. This ASU is effective for fiscal years beginning after December 15, 2016. However, the FASB recently issued a final ASU that defers the effective date by one year, with early adoption permitted for annual periods beginning after December 15, 2016. The Company expects to adopt this ASU on January 1, 2018 and is currently evaluating its plan for adoption and the impact on its revenue recognition policies, procedures and control framework and the resulting impact on its consolidated financial position, results of operations and cash flows. In April 2015, the FASB issued ASU 2015-03, which requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct reduction from the carrying amount of that debt liability, consistent with the accounting for debt discounts. The ASU did not change the measurement or recognition guidance for debt issuance costs. This ASU is effective for fiscal years beginning after December 31, 2015, with early adoption permitted. The Company plans to adopt this ASU on January 1, 2016, which will result in the reclassification of approximately $266 million of debt issuance costs from other long-term assets to a reduction of the related long-term debt. In November 2015, the FASB issued ASU 2015-17, which amended the balance sheet classification requirements for deferred income taxes to simplify their presentation in the statement of financial position. The ASU requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This ASU is effective for fiscal years beginning after December 31, 2016, with early adoption permitted. The Company early adopted the provisions of this ASU for the presentation and classification of its deferred tax assets at December 31, 2015. The effect of this change primarily resulted in the current portion of deferred income taxes at December 31, 2015 being included in the noncurrent deferred income tax liability. The Company did not retrospectively apply the provisions of this ASU to prior periods as permitted by the standard. Reclassification . The Company has reclassified impairment of long-lived assets to inclusion as part of operating costs and expenses on the accompanying consolidated statements of income for the years ended December 31, 2014 and 2013 to conform to the current year presentation, which includes the impairment as part of operating costs and expenses. These amounts had previously been classified below income from operations on the consolidated statements of income. The Company has concluded that the classification of such amounts in the prior years was not material to the previously issued consolidated financial statements. This change in classification had no effect on the Company’s net income or cash flows included in previously issued consolidated financial statements . |
Accounting for Stock-Based Comp
Accounting for Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Accounting for Stock-Based Compensation [Abstract] | |
Accounting for Stock-Based Compensation Disclosure | * 2. ACCOUNTING FOR STOCK-BASED COMPENSATION Stock-based compensation awards have been granted under the Community Health Systems, Inc. Amended and Restated 2000 Stock Option and Award Plan, amended and restated as of March 20, 2013 (the “2000 Plan”), and the Community Health Systems, Inc. 2009 Stock Option and Award Plan, amended and restated as of March 19, 2014 (the “2009 Plan”). The 2000 Plan allowed for the grant of incentive stock options intended to qualify under Section 422 of the Internal Revenue Code (the “IRC”), as well as stock options which do not so qualify, stock appreciation rights, restricted stock, restricted stock units, performance-based shares or units and other share awards. Prior to being amended in 2009, the 2000 Plan also allowed for the grant of phantom stock. Persons eligible to receive grants under the 2000 Plan include the Company’s directors, officers, employees and consultants. All options granted under the 2000 Plan have been “nonqualified” stock options for tax purposes. Generally, vesting of these granted options occurs in one-third increments on each of the first three anniversaries of the award date . Options granted prior to 2005 have a 10 -year contractual term, options granted in 2005 through 2007 have an eight -year contractual term and options granted in 2008 through 2011 have a 10 -year contractual term. The Company has not granted stock option awards under the 2000 Plan since 2011. Pursuant to the amendment and restatement of the 2000 Plan dated March 20, 2013, no further grants will be awarded under the 2000 Plan. The 2009 Plan provides for the grant of incentive stock options intended to qualify under Section 422 of the IRC and for the grant of stock options which do not so qualify, stock appreciation rights, restricted stock, restricted stock units, performance-based shares or units and other share awards. Persons eligible to receive grants under the 2009 Plan include the Company’s directors, officers, employees and consultants. To date, all options granted under the 2009 Plan have been “nonqualified” stock options for tax purposes. Generally, vesting of these granted options occurs in one-third increments on each of the first three anniversaries of the award date . Options granted in 2011 or later have a 10 -year contractual term. As of December 31, 2015, 3,175,324 shares of unissued common stock were reserved for future grants under the 2009 Plan. The exercise price of all options granted under the 2000 Plan and the 2009 Plan has been equal to the fair value of the Company’s common stock on the option grant date. The following table reflects the impact of total compensation expense related to stock-based equity plans on the reported operating results for the respective periods (in millions): Year Ended December 31, 2015 2014 2013 Effect on income from continuing operations before income taxes $ (59) $ (54) $ (38) Effect on net income $ (35) $ (34) $ (24) At December 31, 2015, $59 million of unrecognized stock-based compensation expense related to outstanding unvested restricted stock and restricted stock units (the terms of which are summarized below) was expected to be recognized over a weighted-average period of 21 months. There is no expense to be recognized related to stock options. There were no modifications to awards during the years ended December 31, 2015 and 2014. Options outstanding and exercisable under the 2000 Plan and the 2009 Plan as of December 31, 2015, and changes during each of the years in the three-year period prior to December 31, 2015, were as follows (in millions, except share and per share data): Weighted- Aggregate Average Intrinsic Weighted- Remaining Value as of Average Contractual December 31, Shares Exercise Price Term 2015 Outstanding at December 31, 2012 7,104,113 $ 34.25 Granted - - Exercised (3,299,859) 33.53 Forfeited and cancelled (66,709) 34.01 Outstanding at December 31, 2013 3,737,545 34.88 Granted - - Exercised (1,768,473) 37.06 Forfeited and cancelled (15,345) 29.92 Outstanding at December 31, 2014 1,953,727 32.94 Granted - - Exercised (711,568) 35.15 Forfeited and cancelled (10,001) 34.96 Outstanding at December 31, 2015 1,232,158 $ 31.65 4.1 years $ 2 Exercisable at December 31, 2015 1,232,158 $ 31.65 4.1 years $ 2 No stock options were granted during the years ended December 31, 2015, 2014 and 2013. The aggregate intrinsic value (the number of in-the-money stock options multiplied by the difference between the Company’s closing stock price on the last trading day of the reporting period ( $26.53 ) and the exercise price of the respective stock options) in the table above represents the amount that would have been received by the option holders had all option holders exercised their options on December 31, 2015. This amount changes based on the market value of the Company’s common stock. The aggregate intrinsic value of options exercised during the years ended December 31, 2015, 2014 and 2013 was $9 million, $22 million and $31 million, respectively. The aggregate intrinsic value of options vested and expected to vest approximates that of the outstanding options. The Company has also awarded restricted stock under the 2000 Plan and the 2009 Plan to its directors and employees of certain subsidiaries. The restrictions on these shares generally lapse in one-third increments on each of the first three anniversaries of the award date . Certain of the restricted stock awards granted to the Company’s senior executives contain a performance objective that must be met in addition to any time-based vesting requirements. If the performance objective is not attained, the awards will be forfeited in their entirety. Once the performance objective has been attained, restrictions will lapse in one-third increments on each of the first three anniversaries of the award date . In addition, 835,000 restricted stock awards granted March 1, 2014 have a performance objective that is measured based on the realization of synergies related to the HMA merger over a two-year period that began on February 1, 2014. The performance objective could be met in part in the first year or in whole or in part over such two -year period. Depending on the degree of attainment of the performance objective, restrictions may lapse on a portion of the award grant over the first three anniversaries of the award date at a level dependent upon the amount of synergies realized. If the synergies related to the HMA merger did not reach a certain level, then the awards would have been forfeited in their entirety. Based on the synergy levels attained in the first annual measurement period ended on January 31, 2015, the performance objective for the first measurement period was met, and one-third of the awards vested on March 1, 2015. Based on the synergy levels attained in the second annual measurement period ended on January 31, 2016, the performance objective for the second measurement period was met, and one-third of the awards are expected to vest on March 1, 2016. Notwithstanding the above-mentioned performance objectives and vesting requirements, the restrictions with respect to restricted stock granted under the 2000 Plan and the 2009 Plan will lapse earlier in the event of death, disability or termination of employment by the Company for any reason other than for cause of the holder of the restricted stock, or change in control of the Company. Restricted stock awards subject to performance standards that have not yet been satisfied are not considered outstanding for purposes of determining earnings per share until the performance objectives have been satisfied. Restricted stock outstanding under the 2000 Plan and the 2009 Plan as of December 31, 2015, and changes during each of the years in the three-year period prior to December 31, 2015, were as follows (in millions, except share and per share data): Weighted- Average Grant Shares Date Fair Value Unvested at December 31, 2012 1,744,564 $ 30.50 Granted 836,088 41.55 Vested (945,894) 32.22 Forfeited (27,269) 37.09 Unvested at December 31, 2013 1,607,489 35.13 Granted 2,011,000 41.35 Vested (846,818) 34.60 Forfeited (11,032) 37.37 Unvested at December 31, 2014 2,760,639 39.82 Granted 1,254,500 47.69 Vested (1,156,226) 37.61 Forfeited (13,334) 41.32 Unvested at December 31, 2015 2,845,579 44.18 Restricted stock units (“RSUs”) have been granted to the Company’s outside directors under the 2000 Plan and the 2009 Plan. On February 27, 2013, each of the Company’s outside directors received a grant under the 2009 Plan of 3,596 RSUs. On March 1, 2014, each of the Company’s outside directors received a grant under the 2009 Plan of 3,614 RSUs. On March 1, 2015, each of the Company’s outside directors received a grant under the 2009 Plan of 3,504 RSUs. Vesting of these RSUs occurs in one-third increments on each of the first three anniversaries of the award date . RSUs outstanding under the 2000 Plan and the 2009 Plan as of December 31, 2015, and changes during each of the years in the three-year period prior to December 31, 2015, were as follows (in millions, except share and per share data): Weighted- Average Grant Shares Date Fair Value Unvested at December 31, 2012 62,886 $ 26.72 Granted 21,576 41.71 Vested (28,926) 29.04 Forfeited - - Unvested at December 31, 2013 55,536 31.33 Granted 21,684 41.51 Vested (27,858) 30.87 Forfeited - - Unvested at December 31, 2014 49,362 36.07 Granted 21,024 47.70 Vested (27,708) 31.76 Forfeited - - Unvested at December 31, 2015 42,678 44.59 |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2015 | |
Acquisitions And Divestitures [Abstract] | |
Acquisitions and Divestitures Disclosure | 3. ACQUISITIONS AND DIVESTITURES Acquisitions The Company accounts for all transactions that represent business combinations using the acquisition method of accounting, where the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired entity are recognized and measured at their fair values on the date the Company obtains control in the acquiree. Such fair values that are not finalized for reporting periods following the acquisition date are estimated and recorded as provisional amounts. Adjustments to these provisional amounts during the measurement period (defined as the date through which all information required to identify and measure the consideration transferred, the assets acquired, the liabilities assumed and any noncontrolling interests has been obtained, limited to one year from the acquisition date) are recorded as of the date of acquisition. Any material impact to comparative information for periods after acquisition, but before the period in which adjustments are identified, is reflected in those prior periods as if the adjustments were considered as of the acquisition date. Goodwill is determined as the excess of the fair value of the consideration conveyed in the acquisition over the fair value of the net assets acquired. Excluding acquisition and integration expenses related to the acquisition of HMA, approximately $8 million, $13 mill ion and $7 million of acquisition costs related to prospective and closed acquisitions were expensed during the years ended December 31, 2015, 2014 and 2013, respectively, and are included in other operating expenses on the consolidated statements of income. Approximate ly $1 million, $69 million and $14 million of acquisition and related integration expense related to the HMA acquisition were recognized during the years ended December 31, 2015, 2014 and 2013, respectively. Effective November 1, 2014 , the Company entered into and closed on a restructuring agreement related to the joint venture between an affiliate of the Company and an affiliate of Novant Health, Inc. (“Novant”), the non-profit joint venture partner. Through this joint venture, Novant owned an indirect noncontrolling interest in Lake Norman Regional Medical Center (“Lake Norman”), one of the former HMA hospitals. The HMA merger triggered a change in control provision in the operating agreement of this joint venture, requiring the Company to purchase the 30% noncontrolling interest in Lake Norman held by Novant for the higher of fair value or $150 million. As part of the restructuring agreement, on November 3, 2014 , the Company paid Novant (1) $150 million for its 30% noncontrolling interest in Lake Norman, (2) approximately $4 million to acquire Upstate Carolina Medical Center ( 125 licensed beds) in Gaffney, South Carolina, and (3) approximately $5 million to settle prior claims with Novant. The amounts paid to Novant to acquire the noncontrolling interest in Lake Norman and to settle prior claims were recognized as part of the opening balance sheet in the purchase accounting for HMA. Based upon the Company’s final purchase price allocation relating to this acquisition as of December 31, 2015, no goodwill has been recorded related to the acquisition of Upstate Carolina Medical Center. On October 1, 2014 , one or more subsidiaries of the Company completed the acquisition of Natchez Regional Medical Center ( 179 licensed beds) in Natchez, Mississippi. The total cash consideration paid at closing for long-lived assets was $10 million. As part of the closing, the Company also paid $8 million as a prepayment for future property taxes that will be applied to the tax liability for the next 17 years. Based upon the Company’s final purchase price allocation relating to this acquisition as of December 31, 2015, no goodwill has been recorded. Effective April 1, 2014 , one or more subsidiaries of the Company completed the acquisition of Sharon Regional Health System in Sharon, Pennsylvania. This healthcare system includes Sharon Regional ( 258 licensed beds) and other outpatient and ancillary services. The total cash consideration paid for long-lived assets and working capital was approximately $67 million and $1 million, respectively, with additional consideration of $9 million assumed in liabilities, for a total consideration of $77 million. Based upon the Company’s final purchase price allocation relating to this acquisition as of December 31, 2015, approximately $8 million of goodwill has been recorded. Effective April 1, 2014 , one or more subsidiaries of the Company completed the acquisition of a 95% interest in Munroe Regional Medical Center ( 421 licensed beds) in Ocala, Florida and its other outpatient and ancillary services through a joint venture arrangement with an affiliate of a regional not-for-profit healthcare system, which acquired the remaining 5% interest. The total cash consideration paid for long-lived assets plus prepaid rent on the leased property and working capital was approximately $192 million and $4 million, respectively, with additional consideration of $11 million assumed in liabilities, for a total consideration of $207 million. The value of the noncontrolling interest at acquisition was $10 million. Based upon the Company’s final purchase price allocation relating to this acquisition as of December 31, 2015, approximately $11 million of goodwill has been recorded. The table below summarizes the allocations of the purchase price (including assumed liabilities) for the above hospital acquisition transactions (excluding HMA) in 2014 (in millions) and reflects the fact that there were no hospital acquisitions in 2015 and 2013: 2015 2014 2013 Current assets N/A $ 29 N/A Property and equipment N/A 257 N/A Goodwill N/A 19 N/A Intangible assets N/A - N/A Other long-term assets N/A 28 N/A Liabilities N/A (46) N/A Noncontrolling interests N/A (10) N/A Total identifiable net assets N/A $ 277 N/A The operating results of the foregoing transactions have been included in the accompanying consolidated statements of income from their respective dates of acquisition, including net operating revenues of $360 million for the year ended December 31, 2014, from hospital acquisitions that closed during that year. The following pro forma combined summary of operations of the Company gives effect to using historical information of the operations of the hospital acquisitions in 2014 discussed above as if the transactions had occurred as of January 1, 2013 (in millions, except per share data): Year Ended December 31, 2014 2013 (Unaudited) Pro forma net operating revenues $ 19,269 $ 18,925 Pro forma net income (loss) attributable to Community Health Systems, Inc. stockholders 87 (292) Pro forma net income (loss) per share attributable to Community Health Systems, Inc. common stockholders: Basic $ 0.77 $ (2.63) Diluted $ 0.76 $ (2.63) Pro forma adjustments to net income include adjustments to depreciation and amortization expense, net of the related tax effect, based on the estimated fair value assigned to the long-lived assets acquired, and to interest expense, net of the related tax effect, assuming the increase in long-term debt used to fund the acquisitions had occurred as of January 1, 2013. The pro forma amounts for the year ended December 31, 2014 were adjusted to exclude approximately $69 million of certain nonrecurring acquisition and related integration costs incurred by the Company related to HMA. Pro forma amounts for the year ended December 31, 2013 were adjusted to include these costs. The pro forma net income for the year ended December 31, 2014 includes a charge for the early extinguishment of debt of $73 million before taxes and $45 million after taxes, or $0.40 per share (diluted). The pro forma net loss for the year ended December 31, 2013 includes approximately $133 million before taxes and approximately $83 million after taxes, or $0.74 per share (diluted), in change in control and other related expenses recorded by HMA for amounts triggered by the change in control of the HMA board of directors during the three months ended September 30, 2013. These pro forma results presented above with respect to the HMA merger and the other hospital acquisitions that occurred during 2014 are not necessarily indicative of the actual results of operations that would have been achieved had the acquisitions been consummated on the date and for the periods indicated and do not purport to indicate consolidated results of operations as of any future date or any future period. These pro forma results are based upon currently available information and estimates and assumptions that management believes are reasonable as of the date hereof. Any of the factors underlying these estimates and assumptions may change or prove to be materially different, and do not give effect to the potential impact of current financial conditions, any anticipated synergies, operating efficiencies or cost savings that may result or have resulted with respect to the HMA merger and these other acquisitions. These pro forma results do not reflect certain non-recurring costs related to the HMA merger and these other acquisitions such as cash expenditures for restructuring and integration activities. HMA Merger On January 27, 2014 , the Company completed the HMA merger by acquiring all the outstanding shares of HMA’s common stock for approximately $7.3 billion, including the assumption of approximately $3.8 billion of existing indebtedness, for consideration for each share of HMA’s common stock consisting of $10.50 in cash, 0.06942 of a share of the Company’s common stock, and one contingent value right (“CVR”). The CVR entitles the holder to receive a cash payment of up to $1.00 per CVR (subject to downward adjustment but not below zero), subject to the final resolution of certain legal matters pertaining to HMA, as defined in the CVR agreement. At the time of the completion of the HMA merger, HMA owned and operated 71 hospitals in 15 states in non-urban communities located primarily in the southeastern United States. In connection with the HMA merger, the Company and CHS/Community Health Systems, Inc. (“CHS”) entered into a third amendment and restatement of its credit facility, providing for additional financing and recapitalization of certain of the Company’s term loans. In addition, the Company and CHS also issued in connection with the HMA merger: (i) $1.0 billion aggregate principal amount of 5.125% Senior Secured Notes due 2021 and (ii) $3.0 billion aggregate principal amount of 6.875% Senior Notes due 2022. The total consideration of the HMA merger has been allocated to the assets acquired and liabilities assumed based upon their respective fair values, resulting in approximately $4.5 billion of goodwill resulting from the final purchase price allocation at December 31, 2014. The purchase price represented a premium over the fair value of the net tangible and identifiable intangible assets acquired for reasons such as: · the expansion of the number of markets in which the Company operates in existing states; · the extension and strengthening of the Company’s hospital and physician networks; · the centralization of many support functions; and · the elimination of duplicate corporate functions. The table below summarizes the calculation of consideration paid and allocations of the purchase price (including assumed liabilities and long-term debt assumed and repaid at closing) for the HMA merger (in millions): Cash paid $ 2,778 Shares issued 736 Contingent value right 17 Total consideration $ 3,531 Current assets $ 1,519 Property and equipment 2,895 Goodwill 4,494 Intangible assets 112 Other long-term assets 508 Liabilities (5,662) Noncontrolling interests (335) Total identifiable net assets $ 3,531 The allocation process requires the analysis of acquired fixed assets, contracts, contractual commitments, and legal contingencies to identify and record the fair value of all assets acquired and liabilities assumed. All goodwill related to HMA is recorded in the hospital operations reporting unit. Net operating revenues and income from continuing operations before income taxes and allocation of both interest and corporate overhead from hospitals acquired from HMA from the date of acquisition through December 31, 2014 was approximately $5.3 billion and $564 million, respectively. Other Acquisitions During the years ended December 31, 2015, 2014 and 2013, one or more subsidiaries of the Company paid approximately $51 million, $29 million and $40 million, respectively, to acquire the operating assets and related businesses of certain physician practices, clinics and other ancillary businesses that operate within the communities served by the Company’s affiliated hospitals. In connection with these acquisitions, during the year ended December 31, 2015, the Company allocated approximately $19 million of the consideration paid to property and equipment and net working capital and the remainder, approximately $39 million consisting of intangible assets that do not qualify for separate recognition, to goodwill. The value of noncontrolling interest acquired in these acquisitions was $7 million. During 2014, the Company allocated approximately $15 million of the consideration paid to property and equipment and net working capital and the remainder, approximately $14 million consisting of intangible assets that do not qualify for separate recognition, to goodwill. During 2013, the Company assumed approximately $5 million of noncontrolling interests and allocated approximately $9 million of the consideration paid to property and equipment and the remainder, approximately $36 million consisting of intangible assets that do not qualify for separate recognition, to goodwill. Divestitures In April 2014, FASB issued ASU 2014-08, which changes the requirements for reporting discontinued operations. A discontinued operation continues to include a component of an entity or a group of components of an entity, or a business activity. However, in a shift reflecting stakeholder concerns that too many disposals of small groups of assets that were recurring in nature qualified for reporting as discontinued operations, a disposal of a component of an entity or a group of components of an entity will be required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. A business or nonprofit activity that, on acquisition, meets the criteria to be classified as held for sale will still be a discontinued operation. Additional disclosures will be required for significant components of the entity that are disposed of or are held for sale but do not qualify as discontinued operations. This ASU is effective for fiscal years beginning after December 15, 2014 and is to be applied on a prospective basis for disposals or components initially classified as held for sale after that date. The Company adopted this ASU on January 1, 2015 and the adoption resulted in divestitures occurring subsequent to the date of adoption being included in continuing operations for the year ended December 31, 2015. The financial results for divestitures or hospitals held for sale at December 31, 2014, prior to the Company’s adoption of ASU 2014-08, are summarized below. Effective July 31, 2015 , one or more subsidiaries of the Company sold certain assets used in the operation of Payson Regional Medical Center ( 44 licensed beds) in Payson, Arizona (“Payson”) to Banner Health for approximately $20 million in cash. The Company previously operated Payson under the terms of an operating lease with Mogollon Health Alliance, Inc., an Arizona nonprofit corporation, that expired on July 31, 2015. The lease termination and sale closed effective July 31 , 2015. Pursuant to the Company’s adoption of ASU 2014-08, this divestiture does not meet the requirement for presentation in discontinued operations. Income from continuing operations for the year ended December 31, 2015 includes an impairment charge of approximately $6 million related to the write-off of the allocated reporting unit goodwill for this hospital. During the three months ended June 30, 2015, one or more subsidiaries of the Company finalized an agreement to terminate the lease and cease operations of Fallbrook Hospital ( 47 licensed beds) in Fallbrook, California. In agreeing to terminate the lease, the Company received approximately $3 million in cash from the Fallbrook Healthcare District, as the landlord, as consideration for certain operating assets of the hospital. Effective April 1, 2015 , one or more subsidiaries of the Company sold Chesterfield General Hospital ( 59 licensed beds) in Cheraw, South Carolina and Marlboro Park Hospital ( 102 licensed beds) in Bennettsville, South Carolina and related outpatient services to M/C Healthcare, LLC for approximately $4 million in cash. Effective March 1, 2015 one or more subsidiaries of the Company sold Dallas Regional Medical Center ( 202 licensed beds) in Mesquite, Texas to Prime Healthcare Services, Inc. (“Prime”) for approximately $25 million in cash. Effective March 1, 2015 one or more subsidiaries of the Company sold Riverview Regional Medical Center ( 281 licensed beds) in Gadsden, Alabama to Prime for approximately $25 million in cash. This hospital was required to be divested by the Federal Trade Commission as a condition of its approval of the HMA merger. Effective February 1, 2015 , one or more subsidiaries of the Company sold Harris Hospital ( 133 licensed beds) in Newport, Arkansas and related healthcare services to White County Medical Center in Searcy, Arkansas for approximately $5 million in cash. Effective January 1, 2015 , one or more subsidiaries of the Company sold Carolina Pines Regional Medical Center ( 116 licensed beds) in Hartsville, South Carolina and related outpatient services to Capella Healthcare for approximately $74 million in cash, which was received at the closing on December 31, 2014. This hospital was required to be divested by the Federal Trade Commission as a condition of its approval of the HMA merger. On November 3, 2014 , one or more subsidiaries of the Company sold Special Care Hospital ( 67 licensed beds) located in Nanticoke, Pennsylvania, which is a long-term acute care hospital, to Post Acute Medical, LLC for approximately $3 million in cash. During the year ended December 31, 201 4, the Company made the decision to sell and began actively marketing several smaller hospitals, which are classified as held for sale at December 31, 2015. In addition, HMA entered into a definitive agreement to sell Williamson Memorial Hospital ( 76 licensed beds) located in Williamson, West Virginia prior to the HMA merger, and the Company has continued the effort to divest this facility. In connection with management’s decision to sell these facilities and the sale of the seven hospitals noted above during 2015 (each of which was held for sale at December 31, 2014), the Company has classified the results of operations of the above mentioned hospitals as discontinued operations in the accompanying consolidated statements of income, and classified these hospitals as held for sale in the accompanying consolidated balance sheet. Net operating revenues and loss from discontinued operations for the respective periods are as follows (in millions): Year Ended December 31, 2015 2014 2013 Net operating revenues $ 114 $ 426 $ 179 Loss from operations of entities sold or held for sale before income taxes (42) (11) (32) Impairment of hospitals sold or held for sale (8) (71) (8) Loss on sale, net (6) - - Loss from discontinued operations, before taxes (56) (82) (40) Income tax benefit (20) (25) (15) Loss from discontinued operations, net of taxes $ (36) $ (57) $ (25) Interest expense was allocated to discontinued operations based on sale proceeds available for debt repayment . |
Planned Spin-Off of Quorum Heal
Planned Spin-Off of Quorum Health Corporation | 12 Months Ended |
Dec. 31, 2015 | |
Planned Spin-Off of Quorum Health Corporation [Abstract] | |
Planned Spin-Off of Quorum Health Corporation Disclosure | 4. PLANNED SPIN-OFF OF QUORUM HEALTH CORPORATION On August 3, 2015, the Company announced a plan to spin off 38 hospitals and Quorum Health Resources into Quorum Health Corporation (“QHC”), an independent, publicly-traded corporation. The transaction, which would be effected through the distribution of QHC common stock to the Company’s shareholders, is intended to be tax free to the Company and its shareholders, and is expected to close in the first half of 2016. The completion of the spin-off is subject to, among other requirements, the effectiveness of QHC’s registration statement on Form 10, requisite regulatory approvals, execution of operational transition agreements, the receipt of opinions of tax, legal and valuation advisors (including as to the tax-free nature of the transaction), market conditions and final Board approval. QHC filed an Amendment No. 3 to Form 10 on December 4, 2015 (the Form 10 has not yet become effective), which filing contains information regarding the contemplated spin-off and the anticipated business of QHC. The Form 10 is available on the SEC’s website but is not incorporated by reference into this Annual Report on Form 10-K. There can be no assurance regarding the ultimate timing of the spin-off, or that it will be completed. The results of operations for QHC have continued to be presented in continuing operations in the consolidated statement of income as the Company has determined that the planned spin-off of QHC does not meet the criteria as discontinued operations under ASU 2014-08. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Other Intangible Assets [Abstract] | |
Goodwill and Other Intangible Assets Disclosure | 5. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill for the year ended December 31, 2015 are as follows (in millions): Year Ended December 31, 2015 2014 Balance, beginning of year $ 8,951 $ 4,424 Goodwill acquired as part of acquisitions during current year 39 4,527 Consideration and purchase price allocation adjustments for prior year’s acquisitions and other adjustments 11 - Impairment or allocation of goodwill to hospitals held for sale (36) - Balance, end of year $ 8,965 $ 8,951 Goodwill is allocated to each identified reporting unit, which is defined as an operating segment or one level below the operating segment (referred to as a component of the entity). Management has determined that the Company’s operating segments and hospital management services operations meet the criteria to be classified as reporting units. At December 31, 2015, the hospital operations reporting unit, the home care agency operations reporting unit and the hospital management services reporting unit had approximately $8.9 billion, $47 million and $33 million, respectively, of goodwill. Goodwill is evaluated for impairment at the same time every year and when an event occurs or circumstances change that, more likely than not, reduce the fair value of the reporting unit below its carrying value. There is a two-step method for determining goodwill impairment. Step one is to compare the fair value of the reporting unit with the unit’s carrying amount, including goodwill. If this test indicates the fair value is less than the carrying value, then step two is required to compare the implied fair value of the reporting unit’s goodwill with the carrying value of the reporting unit’s goodwill. The Company performed its last annual goodwill evaluation during the fourth quarter of 2015. No impairment was indicated by this evaluation. The next annual goodwill evaluation will be performed during the fourth quarter of 2016. The Company estimates the fair value of the related reporting units using both a discounted cash flow model as well as an EBITDA multiple model. The cash flow forecasts are adjusted by an appropriate discount rate based on the Company’s estimate of a market participant’s weighted-average cost of capital. These models are both based on the Company’s best estimate of future revenues and operating costs and are reconciled to the Company’s consolidated market capitalization, with consideration of the amount a potential acquirer would be required to pay, in the form of a control premium, in order to gain sufficient ownership to set policies, direct operations and control management decisions. Intangible Assets Approximately $1 million of intangible assets other than goodwill were acquired during the year ended December 31, 2015. The gross carrying amount of the Company’s other intangible assets subject to amortization was $82 million and $76 million at December 31, 2015 and 2014, respectively, and the net carrying amount was $31 million and $39 million at December 31, 2015 and 2014. The carrying amount of the Company’s other intangible assets not subject to amortization was $121 million and $131 million at December 31, 2015 and 2014, respectively. Other intangible assets are included in other assets, net on the Company’s consolidated balance sheets. Substantially all of the Company’s intangible assets are contract-based intangible assets related to operating licenses, management contracts, or non-compete agreements entered into in connection with prior acquisitions. The w eight ed-average remaining amortization period for the intangible assets subject to amortization is approximately four years. There are no expected residual values related to these intangible assets. Amortization expense on these intangible assets was $15 million, $13 million and $6 million d uring the years ended December 31, 2015, 2014 and 2013, respectively. Amortization expense on intangible assets is estimated to be $15 million in 2016, $5 million in 2017, $4 million in 2018, $2 million in 2019, $2 million in 2020 and $3 million thereafter. The gross carrying amount of capitalized software for internal use was approximatel y $1.5 billion at each of December 31, 2015 and 2014, and the net carrying amount considering accumulated amortization was approximately $771 million and $790 million at December 31, 2015 and 2014, respectively. The estimated amortization period for capitalized internal-use software is generally three years, except for capitalized costs related to significant system conversions, which is generally eight to ten years. There is no expected residual value for capitalized internal-use software. At December 31, 2015, there was approximately $39 million of capitalized costs for internal-use software that is currently in the development stage and will begin amortization once the software project is complete and ready for its intended use. Amortization expense on capitalized internal-use software was $212 million, $260 million and $139 million during the years ended December 31, 2015, 2014 and 2013, respectively. Amortization expense on capitalized internal-use software is estimated to be $219 million in 2016, $179 million in 2017, $111 million in 2018, $65 million in 2019, $62 million in 2020 and $135 million thereafter. In connection with the HMA merger, the Company further analyzed its intangible assets related to internal-use software used in certain of its hospitals for patient and clinical systems, including software required to meet criteria for meaningful use attestation and ICD-10 compliance. This analysis resulted in management reassessing its usage of certain software products and rationalizing that, with the addition of the HMA hospitals in the first quarter of 2014, those software applications were going to be discontinued and replaced with new applications that better integrate meaningful use and ICD-10 compliance, are more cost effective and can be implemented at a greater efficiency of scale over future implementations. During the year ended December 31, 2014, the Company recorded an impairment charge of approximately $24 million related to software in-process that was abandoned and the acceleration of amortization of approximately $75 million related to shortening the remaining useful life of software abandoned. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Income Taxes Disclosure | 6. INCOME TAXES The provision for income taxes for income from continuing operations consists of the following (in millions): Year Ended December 31, 2015 2014 2013 Current: Federal $ 7 $ (29) $ 27 State 7 3 6 14 (26) 33 Deferred: Federal 103 106 60 State (1) 2 11 102 108 71 Total provision for income taxes for income from continuing operations $ 116 $ 82 $ 104 The following table reconciles the differences between the statutory federal income tax rate and the effective tax rate (dollars in millions): Year Ended December 31, 2015 2014 2013 Amount % Amount % Amount % Provision for income taxes at statutory federal rate $ 144 35.0 % $ 120 35.0 % $ 121 35.0 % State income taxes, net of federal income tax benefit 13 3.3 11 3.2 11 3.1 Release of unrecognized tax benefit - - (9) (2.6) - - Net income attributable to noncontrolling interests (35) (8.6) (39) (11.5) (27) (7.7) Change in valuation allowance (2) (0.4) - - - - Federal and state tax credits (5) (1.2) (4) (1.2) (4) (1.1) Nondeductible transaction costs - - 3 0.9 - - Other 1 0.3 - - 3 0.7 Provision for income taxes and effective tax rate for income from continuing operations $ 116 28.4 % $ 82 23.8 % $ 104 30.0 % The Company’s effective tax rates were 28.4% , 23.8% and 30.0% for the years ended December 31, 2015, 2014 and 2013, respectively. The increase in the Company’s effective tax rate for the year ended December 31, 2015 is primarily impacted by the increase in income from continuing operations before income taxes after adjusting for the decrease in net income attributable to noncontrolling interests, which is not tax effected in the statement of income. Including the expense related to income attributable to noncontrolling interests, the effective tax rate for the years ended December 31, 2015, 2014 and 2013 would have been 37.6% , 35.5% and 38.5%, respectively. Deferred income taxes are based on the estimated future tax effects of differences between the financial statement and tax bases of assets and liabilities under the provisions of the enacted tax laws. Deferred income taxes as of December 31, 2015 and 2014 consist of (in millions): December 31, 2015 2014 Assets Liabilities Assets Liabilities Net operating loss and credit carryforwards $ 609 $ - $ 526 $ - Property and equipment - 836 - 841 Self-insurance liabilities 149 - 176 - Prepaid expenses - 62 - 62 Intangibles - 353 - 312 Investments in unconsolidated affiliates - 133 - 133 Other liabilities - 16 - 12 Long-term debt and interest - 20 - 34 Accounts receivable 21 - 26 - Accrued vacation 66 - 68 - Other comprehensive income 45 - 39 - Stock-based compensation 31 - 28 - Deferred compensation 125 - 117 - Other 117 - 180 - 1,163 1,420 1,160 1,394 Valuation allowance (336) - (280) - Total deferred income taxes $ 827 $ 1,420 $ 880 $ 1,394 The Company believes that the net deferred tax assets will ultimately be realized, except as noted below. Its conclusion is based on its estimate of future taxable income and the expected timing of temporary difference reversals. The Company has state net operating loss carry forwards of approximately $5.7 billion, which expire from 2016 to 2035 . The Company also has unrecognized deferred tax assets primarily related to interest expense that are included in other comprehensive income. If recognized, additional state net operating losses will be created which the Company does not expect to be able to utilize prior to the expiration of the carryforward period. A valuation allowance of approximately $6 million has been recognized for those items. With respect to the deferred tax liability pertaining to intangibles, as included above, goodwill purchased in connection with certain of the Company’s business acquisitions is amortizable for income tax reporting purposes. However, for financial reporting purposes, there is no corresponding amortization allowed with respect to such purchased goodwill. The valuation allowance increased by $56 million during the year ended December 31, 2015 and increased by $109 million during the year ended December 31, 2014. In addition to amounts previously discussed, the change in valuation allowance relates to a redetermination of the amount of, and realizability of, net operating losses and credits in certain income tax jurisdictions. The total amount of unrecognized benefit that would affect the effective tax rate, if recognized, was approximately $5 million as of December 31, 2015. A total of approximately $2 million of interest and penalties is included in the amount of the liability for uncertain tax positions at December 31, 2015. It is the Company’s policy to recognize interest and penalties related to unrecognized benefits in its consolidated statements of income as income tax expense. It is possible the amount of unrecognized tax benefit could change in the next 12 months as a result of a lapse of the statute of limitations and settlements with taxing authorities; however, the Company does not anticipate the change will have a material impact on the Company’s consolidated results of operations or consolidated financial position. The following is a tabular reconciliation of the total amount of unrecognized tax benefit for the years ended December 31, 2015, 2014 and 2013 (in millions): Year Ended December 31, 2015 2014 2013 Unrecognized tax benefit, beginning of year $ 16 $ - $ 1 Gross increases — assumed liability of acquired entity - 26 - Reductions — tax positions in prior period - (8) - Lapse of statute of limitations (1) (1) - Settlements - (1) (1) Unrecognized tax benefit, end of year $ 15 $ 16 $ - The Company, or one of its subsidiaries, files income tax returns in the United States federal jurisdiction and various state jurisdictions. The Company has extended the federal statute of limitations through December 31, 2016 for Triad Hospitals, Inc. for the tax periods ended December 31, 1999, December 31, 2000, April 30, 2001, June 30, 2001, December 31, 2001, December 31, 2002, December 31, 2003, December 31, 2004, December 31, 2005, December 31, 2006 and July 25, 2007. With few exceptions, the Company is no longer subject to state income tax examinations for years prior to 2011. The Company’s federal income tax returns for the 2009 and 2010 tax years are currently under examination by the Internal Revenue Service. The Company believes the results of these examinations will not be material to its consolidated results of operations or consolidated financial position. The Company has extended the federal statute of limitations through December 31, 2016 for Community Health Systems, Inc. for the tax periods ended December 31, 2007, 2008, 2009 and 2010, and through September 6, 2016 for the tax period ended December 31, 2011. Cash paid for income taxes, net of refunds received, resulted in net cash paid of $12 million and $73 million during the years ended December 31, 2015 and 2013, respectively, and a net cash refund of $ 180 million during the year ended December 31, 2014. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2015 | |
Long-term Debt [Abstract] | |
Long-Term Debt Disclosure | 7. LONG-TERM DEBT Long-term debt consists of the following (in millions): December 31, 2015 2014 Credit Facility: Term A Loan $ 850 $ 950 Term D Loan - 4,555 Term E Loan - 1,660 Term F Loan 1,687 - Term G Loan 1,592 - Term H Loan 2,929 - Revolving credit loans 159 - 8% Senior Notes due 2019 2,015 2,018 7⅛% Senior Notes due 2020 1,200 1,200 5⅛% Senior Secured Notes due 2018 1,600 1,600 5⅛% Senior Secured Notes due 2021 1,000 1,000 6⅞% Senior Notes due 2022 3,000 3,000 Receivables Facility 700 614 Capital lease obligations 227 228 Other 92 91 Total debt 17,051 16,916 Less current maturities (229) (235) Total long-term debt $ 16,822 $ 16,681 Credit Facility The Company’s wholly-owned subsidiary, CHS, has senior secured financing under a credit facility with a syndicate of financial institutions led by Credit Suisse, as administrative agent and collateral agent. In connection with the HMA merger, the Company and CHS entered into a third amendment and restatement of its credit facility (the “Credit Facility”), providing for additional financing and recapitalization of certain of the Company’s term loans, including (i) the replacement of the revolving credit facility with a new $1.0 billion revolving facility maturing in 2019 (the “Revolving Facility”), (ii) the addition of a new $1.0 billion Term A facility due 2019 (the “Term A Facility”), (iii) a Term D facility in an aggregate principal amount equal to approximately $4.6 billion due 2021 (which included certain term C loans that were converted into such Term D facility (collectively, the “Term D Facility”)), (iv) the conversion of certain term C loans into Term E Loans and the borrowing of new Term E Loans in an aggregate principal amount of approximately $1.7 billion due 2017 and (v) the addition of flexibility commensurate with the Company’s post-acquisition structure. In addition to funding a portion of the consideration in connection with the HMA m erger, some of the proceeds of the Term A Facility and Term D Facility were used to refinance the outstanding $637 million existing term A facility due 2016 and the $60 million of term B loans due 2014, respectively. The Revolving Facility includes a subfacility for letters of credit. On March 9, 2015, CHS entered into Amendment No. 1 and Incremental Term Loan Assumption Agreement to refinance the existing Term E Loans due 2017 into Term F Loans due 2018, in an original aggregated principal amount of $1.7 billion. On May 18, 2015, CHS entered into an Incremental Term Loan Assumption Agreement to provide for a new $1.6 billion incremental Term G facility and a new approximately $2.9 billion incremental Term H facility. The proceeds of the Term G facility and Term H facility were used to repay the Company’s existing Term D facility in full. The loans under the Credit Facility bear interest on the outstanding unpaid principal amount at a rate equal to an applicable percentage plus, at CHS’ option, either (a) an Alternate Base Rate (as defined) determined by reference to the greater of (1) the Prime Rate (as defined) announced by Credit Suisse or (2) the Federal Funds Effective Rate (as defined) plus 0.50% or (3) the adjusted London Interbank Offered Rate (“LIBOR”) on such day for a three-month interest period commencing on the second business day after such day plus 1% or (b) LIBOR. L oans in respect of the Revolving Facility and the Term A Facility will accrue interest at a rate per annum initially equal to LIBOR plus 2.75% , in the case of LIBOR borrowings, and Alternate Base Rate plus 1.75% , in the case of Alternate Base Rate borrowings. In addition, the margin in respect of the Revolving Facility and the Term A Facility will be subject to adjustment determined by reference to a leverage-based pricing grid. Loans in respect of the Term F Facility will accrue interest at a rate per annum equal to LIBOR plus 3.25% , in the case of LIBOR borrowings, and Alternate Base Rate plus 2.25% , in the case of Alternate Base Rate Borrowings. The Term G Loan and Term H Loan will accrue interest at a rate per annum equal to LIBOR plus 2.75% and 3.00% , respectively, in the case of LIBOR borrowings, and Alternate Base Rate plus 1.75% and 2.00% , respectively, in the case of Alternate Base Rate Borrowings. The Term G Loan and the Term H Loan are subject to a 1.00% LIBOR floor and a 2.00% Alternate Base Rate floor. The term loan facility must be prepaid in an amount equal to (1) 100% of the net cash proceeds of certain asset sales and dispositions by the Company and its subsidiaries, subject to certain exceptions and reinvestment rights, (2) 100% of the net cash proceeds of issuances of certain debt obligations or receivables-based financing by the Company and its subsidiaries, subject to certain exceptions, and (3) 50% , subject to reduction to a lower percentage based on the Company’s leverage ratio (as defined in the Credit Facility generally as the ratio of total debt on the date of determination to the Company’s EBITDA, as defined, for the four quarters most recently ended prior to such date), of excess cash flow (as defined) for any year, subject to certain exceptions. Voluntary prepayments and commitment reductions are permitted in whole or in part, without any premium or penalty, subject to minimum prepayment or reduction requirements. The borrower under the Credit Facility is CHS. All of the obligations under the Credit Facility are unconditionally guaranteed by the Company and certain of its existing and subsequently acquired or organized domestic subsidiaries. All obligations under the Credit Facility and the related guarantees are secured by a perfected first priority lien or security interest in substantially all of the assets of the Company, CHS and each subsidiary guarantor, including equity interests held by the Company, CHS or any subsidiary guarantor, but excluding, among others, the equity interests of non-significant subsidiaries, syndication subsidiaries, securitization subsidiaries and joint venture subsidiaries. CHS has agreed to pay letter of credit fees equal to the applicable percentage then in effect with respect to Eurodollar rate loans under the Revolving Facility times the maximum aggregate amount available to be drawn under all letters of credit outstanding under the subfacility for letters of credit. The issuer of any letter of credit issued under the subfacility for letters of credit will also receive a customary fronting fee and other customary processing charges. CHS is obligated to pay commitment fees of 0.50% per annum (subject to adjustment based upon the Company’s leverage ratio) on the unused portion of the Revolving Facility. The Credit Facility contains customary representations and warranties, subject to limitations and exceptions, and customary covenants restricting the Company’s and its subsidiaries’ ability, subject to certain exceptions, to, among other things (1) declare dividends, make distributions or redeem or repurchase capital stock, (2) prepay, redeem or repurchase other debt, (3) incur liens or grant negative pledges, (4) make loans and investments and enter into acquisitions and joint ventures, (5) incur additional indebtedness or provide certain guarantees, (6) make capital expenditures, (7) engage in mergers, acquisitions and asset sales, (8) conduct transactions with affiliates, (9) alter the nature of the Company’s businesses, (10) grant certain guarantees with respect to physician practices, (11) engage in sale and leaseback transactions or (12) change the Company’s fiscal year. The Company is also required to comply with specified financial covenants (consisting of a maximum secured net leverage ratio and an interest coverage ratio) and various affirmative covenants. The Company was in compliance with all such covenants at December 31, 2015. Events of default under the Credit Facility include, but are not limited to, (1) CHS’ failure to pay principal, interest, fees or other amounts under the credit agreement when due (taking into account any applicable grace period), (2) any representation or warranty proving to have been materially incorrect when made, (3) covenant defaults subject, with respect to certain covenants, to a grace period, (4) bankruptcy events, (5) a cross default to certain other debt, (6) certain undischarged judgments (not paid within an applicable grace period), (7) a change of control, (8) certain ERISA-related defaults and (9) the invalidity or impairment of specified security interests, guarantees or subordination provisions in favor of the administrative agent or lenders under the Credit Facility. As of December 31, 2015, the availability for additional borrowings under the Credit Facility, after taking into account the $159 million outstanding at that date, was approximately $841 million pursuant to the Revolving Facility, of which $66 million was set aside for outstanding letters of credit. CHS has the ability to amend the Credit Facility to provide for one or more tranches of term loans or increases in the Revolving Facility in an aggregate principal amount of $1.5 billion, which CHS has not yet accessed. As of December 31, 2015, the weighted-average interest rate under the Credit Facility, excluding swaps, was 4.3% . As of December 31, 2015, the term loans and outstanding revolving credit loans are scheduled to be paid with principal payments for future years as follows (in millions): Year Amount 2016 $ 162 2017 212 2018 2,149 2019 1,883 2020 29 Thereafter 2,782 Total $ 7,217 As of December 31, 2015, the Company had letters of credit issued, primarily in support of potential insurance-related claims and certain bonds, of approximately $66 million. 8% Senior Notes due 2019 On November 22, 2011 , CHS completed its offering of $1.0 billion aggregate principal amount of 8% Senior Notes due 2019 (the “8% Senior Notes”), which were issued in a private placement. The net proceeds from this issuance, together with available cash on hand, were used to finance the purchase of up to $1.0 billion aggregate principal amount of CHS’ then outstanding 8⅞% Senior Notes and related fees and expenses. On March 21, 2012 , CHS completed the secondary offering of an additional $1.0 billion aggregate principal amount of 8% Senior Notes, which were issued in a private placement (at a premium of 102.5% ). The net proceeds from this issuance were used to finance the purchase of approximately $850 million aggregate principal amount of CHS’ then outstanding 8⅞% Senior Notes, to pay related fees and expenses and for general corporate purposes. The 8% Senior Notes bear interest at 8% per annum, payable semiannually in arrears on May 15 and November 15, commencing May 15, 2012. Interest on the 8% Senior Notes accrues from the date of original issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months. On and after November 15, 2015 , CHS is entitled, at its option, to redeem all or a portion of the 8% Senior Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the periods set forth below: Period Redemption Price November 15, 2015 to November 14, 2016 104.000 % November 15, 2016 to November 14, 2017 102.000 % November 15, 2017 to November 15, 2019 100.000 % Pursuant to a registration rights agreement entered into at the time of the issuance of the 8% Senior Notes, as a result of an exchange offer made by CHS, substantially all of the 8% Senior Notes issued in November 2011 and March 2012 were exchanged in May 2012 for new notes (the “8% Exchange Notes”) having terms substantially identical in all material respects to the 8% Senior Notes (except that the 8% Exchange Notes were issued under a registration statement pursuant to the Securities Act of 1933, as amended (the “1933 Act”)). References to the 8% Senior Notes shall also be deemed to include the 8% Exchange Notes unless the context provides otherwise. 7⅛% Senior Notes due 2020 On July 18, 2012 , CHS completed an underwritten public offering under its automatic shelf registration filed with the SEC of $1.2 billion aggregate principal amount of 7⅛% Senior Notes due 2020 (the “7⅛% Senior Notes”). The net proceeds from this issuance were used to finance the purchase or redemption of $934 million aggregate principal amount plus accrued interest of CHS’ outstanding 8⅞% Senior Notes, to pay for consents delivered in connection therewith, to pay related fees and expenses, and for general corporate purposes. The 7⅛% Senior Notes bear interest at 7.125% per annum, payable semiannually in arrears on July 15 and January 15, commencing January 15, 2013. Interest on the 7⅛% Senior Notes accrues from the date of original issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months. Except as set forth below, CHS is not entitled to redeem the 7⅛ % Senior Notes prior to July 15, 2016 . Prior to July 15, 2016 , CHS may redeem some or all of the 7⅛ % Senior Notes at a redemption price equal to 100% of the principal amount of the notes redeemed plus accrued and unpaid interest, if any, plus a “make-whole” premium, as described in the 7⅛ % Senior Notes indenture . On and after July 15, 2016 , CHS is entitled, at its option, to redeem all or a portion of the 7⅛% Senior Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the periods set forth below: Period Redemption Price July 15, 2016 to July 14, 2017 103.563 % July 15, 2017 to July 14, 2018 101.781 % July 15, 2018 to July 15, 2020 100.000 % 5⅛% Senior Secured Notes due 2018 On August 17, 2012 , CHS completed an underwritten public offering under its automatic shelf registration filed with the SEC of $1.6 billion aggregate principal amount of 5⅛ % Senior Secured Notes due 2018 (the “2018 Senior Secured Notes”). The net proceeds from this issuance, together with available cash on hand, were used to finance the prepayment of $1.6 billion of the outstanding term loans due 2014 under the Credit Facility and related fees and expenses. The 2018 Senior Secured Notes bear interest at 5.125% per annum, payable semiannually in arrears on August 15 and February 15, commencing February 15, 2013. Interest on the 2018 Senior Secured Notes accrues from the date of original issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months. The 2018 Senior Secured Notes are secured by a first-priority lien subject to a shared lien of equal priority with certain other obligations, including obligations under the Credit Facility, and subject to prior ranking liens permitted by the indenture governing the 2018 Senior Secured Notes on substantially the same assets, subject to certain exceptions, that secure CHS’ obligations under the Credit Facility. On and after August 15, 2015, CHS is entitled, at its option, to redeem all or a portion of the 2018 Senior Secured Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the periods set forth below: Period Redemption Price August 15, 2015 to August 14, 2016 102.563 % August 15, 2016 to August 14, 2017 101.281 % August 15, 2017 to August 15, 2018 100.000 % 5⅛% Senior Secured Notes due 2021 On January 27, 2014 , CHS issued $1.0 billion aggregate principal amount of 5⅛% Senior Secured Notes due 2021 (the “2021 Senior Secured Notes”) in connection with the HMA merger, which were issued in a private placement. The net proceeds from this issuance were used to finance the HMA merger. The 2021 Senior Secured Notes bear interest at 5.125% per annum, payable semiannually in arrears on February 1 and August 1, commencing August 1, 2014. Interest on the 2021 Senior Secured Notes accrues from the date of original issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months. The 2021 Senior Secured Notes are secured by a first-priority lien, subject to a shared lien of equal priority with certain other obligations, including obligations under the Credit Facility, and subject to prior ranking liens permitted by the indenture governing the 2021 Senior Secured Notes, on substantially the same assets, subject to certain exceptions, that secure CHS’ obligations under the Credit Facility. Except as set forth below, CHS is not entitled to redeem the 2021 Senior Secured Notes prior to February 1, 2017 . Prior to February 1, 2017 , CHS is entitled, at its option, to redeem a portion of the 2021 Senior Secured Notes (not to exceed 40% of the outstanding principal amount) at a redemption price equal to 105.125% of the principal amount of the notes redeemed plus accrued and unpaid interest, with the proceeds from certain equity offerings . Prior to February 1, 2017 , CHS may redeem some or all of the 2021 Senior Secured Notes at a redemption price equal to 100% of the principal amount of the notes redeemed plus accrued and unpaid interest, if any, plus a “make-whole” premium, as described in the 2021 Senior Secured Notes indenture . On and after February 1, 2017, CHS is entitled, at its option, to redeem all or a portion of the 2021 Senior Secured Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the periods set forth below: Period Redemption Price February 1, 2017 to January 31, 2018 103.844 % February 1, 2018 to January 31, 2019 102.563 % February 1, 2019 to January 31, 2020 101.281 % February 1, 2020 to January 31, 2021 100.000 % Pursuant to a registration rights agreement entered into at the time of the issuance of the 2021 Senior Secured Notes, as a result of an exchange offer made by CHS, all of the 2021 Senior Secured Notes issued in January 2014 were exchanged in October 2014 for new notes (the “2021 Exchange Notes”) having terms substantially identical in all material respects to the 2021 Senior Secured Notes (except that the exchange notes were issued under a registration statement pursuant to the 1933 Act). References to the 2021 Senior Secured Notes shall be deemed to be the 2021 Exchange Notes unless the context provides otherwise. 6⅞% Senior Notes due 2022 On January 27, 2014 , CHS issued $3.0 billion aggregate principal amount of 6⅞% Senior Notes due 2022 (the “6⅞% Senior Notes”) in connection with the HMA merger, which were issued in a private placement. The net proceeds from this issuance were used to finance the HMA merger. The 6⅞% Senior Notes bear interest at 6.875% per annum, payable semiannually in arrears on February 1 and August 1, commencing August 1, 2014. Interest on the 6⅞% Senior Notes accrues from the date of original issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months. Except as set forth below, CHS is not entitled to redeem the 6⅞% Senior Notes prior to February 1, 2018 . Prior to February 1, 2017 , CHS is entitled, at its option, to redeem a portion of the 6⅞% Senior Notes (not to exceed 40% of the outstanding principal amount) at a redemption price equal to 106.875% of the principal amount of the notes redeemed plus accrued and unpaid interest, with the proceeds from certain public equity offerings . Prior to February 1, 2018 , CHS may redeem some or all of the 6⅞% Senior Notes at a redemption price equal to 100% of the principal amount of the notes redeemed plus accrued and unpaid interest, if any, plus a “make-whole” premium, as described in the 6⅞% Senior Notes indenture . On and after February 1, 201 8, CHS is entitled, at its option, to redeem all or a portion of the 6⅞% Senior Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the periods set forth below: Period Redemption Price February 1, 2018 to January 31, 2019 103.438 % February 1, 2019 to January 31, 2020 101.719 % February 1, 2020 to January 31, 2022 100.000 % Pursuant to a registration rights agreement entered into at the time of the issuance of the 6⅞% Senior Notes, as a result of an exchange offer made by CHS, all of the 6⅞% Senior Notes issued in January 2014 were exchanged in October 2014 for new notes (the “6⅞% Exchange Notes”) having terms substantially identical in all material respects to the 6⅞% Senior Notes (except that the exchange notes were issued under a registration statement pursuant to the 1933 Act). References to the 6⅞% Senior Notes shall be deemed to be the 6⅞% Exchange Notes unless the context provides otherwise. Receivables Facility On March 21, 2012 , through certain of its subsidiaries, CHS entered into an accounts receivable loan agreement (the “Receivables Facility”) with a group of lenders and banks, Credit Agricolé Corporate and Investment Bank, as a managing agent and as the administrative agent, and The Bank of Nova Scotia, as a managing agent. On March 7, 2013 , CHS and certain of its subsidiaries amended the Receivables Facility to add an additional managing agent, The Bank of Tokyo-Mitsubishi UFJ, Ltd., to increase the size of the facility from $300 million to $500 million and to extend the scheduled termination date. Additional subsidiaries also agreed to participate in the Receivables Facility as of that date. On March 31, 2014, CHS and certain of its subsidiaries amended the Receivables Facility to increase the size of the facility from $500 million to $700 million and to extend the scheduled termination date. Additional subsidiaries also agreed to participate in the Receivables Facility as of that date. On November 13, 2015, CHS and certain of its subsidiaries amended the Receivables Facility to extend the scheduled termination date and amend certain other provisions thereof. The existing and future non-self pay patient-related accounts receivable (the “Receivables”) for certain affiliated hospitals serve as collateral for the outstanding borrowings under the Receivables Facility. The interest rate on the borrowings is based on the commercial paper rate plus an applicable interest rate spread. Unless earlier terminated or subsequently extended pursuant to its terms, the Receivables Facility will expire on November 13, 2017 , subject to customary termination events that could cause an early termination date. CHS maintains effective control over the Receivables because, pursuant to the terms of the Receivables Facility, the Receivables are sold from certain of CHS’ subsidiaries to CHS, and CHS then sells or contributes the Receivables to a special-purpose entity that is wholly-owned by CHS. The wholly-owned special-purpose entity in turn grants security interests in the Receivables in exchange for borrowings obtained from the group of third-party lenders and banks of up to $700 million outstanding from time to time based on the availability of eligible Receivables and other customary factors. The group of third-party lenders and banks do not have recourse to CHS or its subsidiaries beyond the assets of the wholly-owned special-purpose entity that collateralizes the loan. The Receivables and other assets of the wholly-owned special-purpose entity will be available first and foremost to satisfy the claims of the creditors of such entity. The outstanding borrowings pursuant to the Receivables Facility at December 31, 2015 totaled $700 million and are classified as long-term debt on the consolidated balance sheet. At December 31, 2015, the carrying amount of Receivables included in the Receivables Facility totaled approximately $1.7 billion and is included in patient accounts receivable on the consolidated balance sheet. The Company has transitioned all of its hospitals to the ICD-10 coding system, which was required of all healthcare providers covered by the Health Insurance Portability and Accountability Act (“HIPAA”). This transition involved a significant capital investment in technology and coding of our information systems, as well as significant costs related to training of staff involved with coding and billing. As noted in the Company’s risk factors set forth in this Annual Report on Form 10-K, the potential for delay in billing and collection on patient receivables resulting from these changes or from new payment systems and processes implemented by third-party payors could have an adverse effect on the quality of receivables that serve as collateral under the Receivables Facility, resulting in a potential default or repayment of outstanding borrowings. Should such a repayment of borrowings under the Receivables Facility be required, the Company has availability, and expects that it will continue to have availability, under its Revolving Facility to provide sufficient financial resources and liquidity to fund the repayment. Loss from Early Extinguishment of Debt The financing transactions discussed above resulted in a loss from the early extinguishment of debt of $16 million, $73 million and $1 million for the years ended December 31, 2015, 2014 and 2013, respectively, and an after-tax loss of $10 million, $45 million and $1 million for the years ended December 31, 2015 and 2014 and 2013, respectively. Other Debt As of December 31, 2015, other debt consisted primarily of the mortgage obligation on the Company’s corporate headquarters and other obligations maturing in various installments through 2020. To limit the effect of changes in interest rates on a portion of the Company’s long-term borrowings, the Company is a party to 13 separate interest swap agreements in effect at December 31, 2015, with an aggregate notional amount for currently effective swaps of $3.0 billion, and two forward-starting swap agreements with an aggregate notional amount of $500 million. On each of these swaps, the Company receives a variable rate of interest based on the three-month LIBOR in exchange for the payment of a fixed rate of interest. The Company currently pays, on a quarterly basis, interest on the Revolving Facility and the Term A Facility at a rate per annum equal to LIBOR plus 2.75% . Loans in respect of the Term F Facility accrue interest at a rate per annum equal to LIBOR plus 3.25% . The Term G Loan and Term H Loan accrue interest at a rate per annum equal to LIBOR plus 2.75% and 3.00% , in the case of LIBOR borrowings, respectively, and Alternate Base Rate plus 1.75% and 2.00% , respectively, in the case of Alternate Base Rate Borrowings. The Term G Loan and the Term H Loan are subject to a 1.00% LIBOR floor and a 2.00% Alternate Base Rate floor. See Note 8 for additional information regarding these swaps. As of December 31, 2015, the scheduled maturities of long-term debt outstanding, including capital lease obligations for each of the next five years and thereafter are as follows (in millions): Year Amount 2016 $ 229 2017 963 2018 3,767 2019 3,919 2020 1,239 Thereafter 6,919 Total maturities 17,036 Plus unamortized note premium 15 Total long-term debt $ 17,051 The Company paid interest of $925 million, $831 million and $583 million on borrowings during the years ended December 31, 2015, 2014 and 2013, respectively. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments Disclosure | 8. FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value of financial instruments has been estimated by the Company using available market information as of December 31, 2015 and December 31, 2014, and valuation methodologies considered appropriate. The estimates presented are not necessarily indicative of amounts the Company could realize in a current market exchange (in millions): December 31, 2015 2014 Carrying Estimated Fair Carrying Estimated Fair Amount Value Amount Value Assets: Cash and cash equivalents $ 184 $ 184 $ 509 $ 509 Available-for-sale securities 271 271 280 280 Trading securities 61 61 55 55 Liabilities: Contingent Value Right 2 2 6 6 Credit Facility 7,217 7,115 7,165 7,143 8% Senior Notes 2,015 2,018 2,018 2,139 7 ⅛ % Senior Notes 1,200 1,193 1,200 1,282 2018 Senior Secured Notes 1,600 1,610 1,600 1,655 2021 Senior Secured Notes 1,000 997 1,000 1,041 6⅞% Senior Notes 3,000 2,858 3,000 3,194 Receivables Facility and other debt 792 792 705 705 The estimated fair value is determined using the methodologies discussed below in accordance with accounting standards related to the determination of fair value based on the U.S. GAAP fair value hierarchy as discussed in Note 9 . The estimated fair value for financial instruments with a fair value that does not equal its carrying value is considered a Level 1 valuation. The Company utilizes the market approach and obtains indicative pricing from the administrative agent to the Credit Facility to determine fair values or through publicly available subscription services such as Bloomberg where relevant. Cash and cash equivalents. The carrying amount approximates fair value due to the short-term maturity of these instruments (less than three months). Available-for-sale securities. Estimated fair value is based on closing price as quoted in public markets or other various valuation techniques. Trading securities. Estimated fair value is based on closing price as quoted in public markets. Contingent Value Right . Estimated fair value is based on the closing price as quoted on the public market where the CVR is traded. Credit Facility. Estimated fair value is based on publicly available trading activity and supported with information from the Company’s bankers regarding relevant pricing for trading activity among the Company’s lending institutions. 8% Senior Notes. Estimated fair value is based on the closing market price for these notes. 7⅛% Senior Notes. Estimated fair value is based on the closing market price for these notes. 2018 Senior Secured Notes. Estimated fair value is based on the closing market price for these notes. 2021 Senior Secured Notes. Estimated fair value is based on the closing market price for these notes. 6⅞% Senior Notes. Estimated fair value is based on the closing market price for these notes. Receivables Facility and other debt. The carrying amount of the Receivables Facility and all other debt approximates fair value due to the nature of these obligations. Interest rate swaps. The fair value of interest rate swap agreements is the amount at which they could be settled, based on estimates calculated by the Company using a discounted cash flow analysis based on observable market inputs and validated by comparison to estimates obtained from the counterparty. The Company incorporates credit valuation adjustments (“CVAs”) to appropriately reflect both its own nonperformance or credit risk and the respective counterparty’s nonperformance or credit risk in the fair value measurements. In adjusting the fair value of its interest rate swap agreements for the effect of nonperformance or credit risk, the Company has considered the impact of any netting features included in the agreements. The Company assesses the effectiveness of its hedge instruments on a quarterly basis. For the years ended December 31, 2015 and 2014, the Company completed an assessment of the cash flow hedge instruments and determined the hedges to be highly effective. The Company has also determined that the ineffective portion of the hedges do not have a material effect on the Company’s consolidated financial position, operations or cash flows. The counterparties to the interest rate swap agreements expose the Company to credit risk in the event of nonperformance. However, at December 31, 2015, all of the swap agreements entered into by the Company were in a net liability position such that the Company would be required to make the net settlement payments to the counterparties; the Company does not anticipate nonperformance by those counterparties. The Company does not hold or issue derivative financial instruments for trading purposes. Interest rate swaps consisted of the following at December 31, 2015: Swap # Notional Amount (in millions) Fixed Interest Rate Termination Date Fair Value (in millions) 1 $ 300 3.447 % August 6, 2016 $ 5 2 100 3.401 % August 19, 2016 2 3 200 3.429 % August 19, 2016 3 4 200 3.500 % August 30, 2016 4 5 100 3.005 % November 30, 2016 2 6 200 2.055 % July 25, 2019 4 7 200 2.059 % July 25, 2019 4 8 400 1.882 % August 30, 2019 3 9 200 2.515 % August 30, 2019 6 10 200 2.613 % August 30, 2019 6 11 300 2.041 % August 30, 2020 2 12 300 2.738 % August 30, 2020 11 13 300 2.892 % August 30, 2020 14 14 300 2.363 % January 27, 2021 6 (1) 15 200 2.368 % January 27, 2021 4 (1) ___________________ (1) This interest rate swap becomes effective February 29, 2016 . The Company is exposed to certain risks relating to its ongoing business operations. The risk managed by using derivative instruments is interest rate risk. Interest rate swaps are entered into to manage interest rate fluctuation risk associated with the term loans in the Credit Facility. Companies are required to recognize all derivative instruments as either assets or liabilities at fair value in the consolidated statement of financial position. The Company designates its interest rate swaps as cash flow hedges. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transactions affect earnings. Gains and losses on the derivative representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. Assuming no change in December 31, 2015 interest rates, approximately $54 million of interest expense resulting from the spread between the fixed and floating rates defined in each interest rate swap agreement will be recognized during the next 12 months. If interest rate swaps do not remain highly effective as a cash flow hedge, the derivatives’ gains or losses resulting from the change in fair value reported through OCI will be reclassified into earnings. The following tabular disclosure provides the amount of pre-tax loss recognized as a component of OCI during the years ended December 31, 2015, 2014 and 2013 (in millions): Amount of Pre-Tax Loss Recognized in OCI (Effective Portion) Derivatives in Cash Flow Hedging Relationships Year Ended December 31, 2015 2014 2013 Interest rate swaps $ (51) $ (41) $ (6) The following tabular disclosure provides the location of the effective portion of the pre-tax loss reclassified from accumulated other comprehensive loss (“AOCL”) into interest expense on the consolidated statements of income during the years ended December 31, 2015, 2014 and 2013 (in millions): Amount of Pre-Tax Loss Reclassified from Location of Loss Reclassified from AOCL into Income (Effective Portion) AOCL into Income (Effective Portion) Year Ended December 31, 2015 2014 2013 Interest expense, net $ 42 $ 61 $ 100 The fair values of derivative instruments in the consolidated balance sheets as of December 31, 2015 and December 31, 2014 were as follows (in millions): Asset Derivatives Liability Derivatives December 31, 2015 December 31, 2014 December 31, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Other assets, net $ - Other assets, net $ - Other long-term liabilities $ 76 Other long-term liabilities $ 68 |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value [Abstract] | |
Fair Value Disclosure | 9. FAIR VALUE Fair Value Hierarchy Fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company utilizes the U.S. GAAP fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumption about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The inputs used to measure fair value are classified into the following fair value hierarchy: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Level 3 includes values determined using pricing models, discounted cash flow methodologies, or similar techniques reflecting the Company’s own assumptions. In instances where the determination of the fair value hierarchy measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment of factors specific to the asset or liability. Transfers between levels within the fair value hierarchy are recognized by the Company on the date of the change in circumstances that requires such transfer. There were no transfers between levels during 2015 or 2014 . The following table sets forth, by level within the fair value hierarchy, the financial assets and liabilities recorded at fair value on a recurring basis as of December 31, 2015 and December 31, 2014 (in millions): December 31, 2015 Level 1 Level 2 Level 3 Available-for-sale securities $ 271 $ 155 $ 116 $ - Trading securities 61 61 - - Total assets $ 332 $ 216 $ 116 $ - Contingent Value Right (CVR) $ 2 $ 2 $ - $ - CVR-related liability 261 - - 261 Fair value of interest rate swap agreements 76 - 76 - Total liabilities $ 339 $ 2 $ 76 $ 261 December 31, 2014 Level 1 Level 2 Level 3 Available-for-sale securities $ 280 $ 151 $ 129 $ - Trading securities 55 55 - - Total assets $ 335 $ 206 $ 129 $ - Contingent Value Right (CVR) $ 6 $ 6 $ - $ - CVR-related liability 265 - - 265 Fair value of interest rate swap agreements 68 - 68 - Total liabilities $ 339 $ 6 $ 68 $ 265 Available-for-sale Securities Available-for-sale securities and trading securities classified as Level 1 are measured using quoted market prices. Level 2 available-for-sale securities primarily consisted of: (i) bonds and notes issued by the United States government and its agencies, domestic and foreign corporations and foreign governments; and (ii) preferred securities issued by domestic and foreign corporations. The estimated fair values of these securities are determined using various valuation techniques, including a multi-dimensional relational model that incorporates standard observable inputs and assumptions such as benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids/offers and other pertinent reference data. Supplemental information regarding the Company’s available-for-sale securities (all of which had no withdrawal restrictions) is set forth in the table below (in millions): Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Values As of December 31, 2015: Debt securities and debt-based mutual funds Government and corporate $ 161 $ 1 $ (6) $ 156 Equity securities and equity-based mutual funds Domestic 79 15 (1) 93 International 21 1 - 22 Totals $ 261 $ 17 $ (7) $ 271 Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Values As of December 31, 2014: Debt securities and debt-based mutual funds Government and corporate $ 161 $ 3 $ (2) $ 162 Equity securities and equity-based mutual funds Domestic 73 18 - 91 International 24 4 (1) 27 Totals $ 258 $ 25 $ (3) $ 280 As of December 31, 2015 and 2014, investments with aggregate estimated fair values of approximately $119 million ( 329 investments) and $96 million ( 300 investments), respectively, generated the gross unrealized losses disclosed in the above table. At each reporting date, the Company performs an evaluation of impaired securities to determine if the unrealized losses are other-than-temporary. This evaluation considers a number of factors including, but not limited to, the length of time and extent to which the fair value has been less than cost, and management’s ability and intent to hold the securities until fair value recovers. Based on the results of this evaluation, management concluded that as of December 31, 2015, there are approximately $5 million of other-than-temporary losses related to available-for-sale securities. The recent declines in value of the remaining securities and/or length of time they have been below cost, as well as the Company’s ability and intent to hold the securities for a reasonable period of time sufficient for a projected recovery of fair value, have caused management to conclude that the remaining securities, that have generated gross unrealized losses, were not other-than-temporarily impaired. Management will continue to monitor and evaluate the recoverability of the Company’s available-for-sale securities. The contractual maturities of debt-based securities held by the Company as of December 31, 2015 and 2014, excluding mutual fund holdings, are set forth in the table below (in millions). Expected maturities will differ from contractual maturities because the issuers of the debt securities may have the right to prepay their obligations without prepayment penalties. December 31, 2015 December 31, 2014 Amortized Estimated Amortized Estimated Cost Fair Values Cost Fair Values Within 1 year $ 1 $ 1 $ 1 $ 1 After 1 year and through year 5 12 12 15 15 After 5 years and through year 10 11 11 16 16 After 10 years 22 22 20 21 Gross realized gains and losses on sales of available-for-sale securities and other investment income, which includes interest and dividends, are summarized in the table below (in millions): Year Ended December 31, 2015 2014 2013 Realized gains $ 8 $ 13 $ 1 Realized losses (6) (3) - Investment income 8 8 1 Contingent Value Right (CVR) The CVR represents the estimate of the fair value for the contingent consideration paid to HMA shareholders as part of the HMA merger. The CVR is listed on the NASDAQ and the valuation at December 31, 2015 is based on the quoted trading price for the CVR on the last day of the period. Changes in the estimated fair value of the CVR are recorded through the consolidated statement of income. CVR-related Liability The CVR-related legal liability represents the Company’s estimate of fair value at December 31, 2015 of the liability associated with the legal matters assumed in the HMA merger, which are included in accrued liabilities in the accompanying consolidated balance sheet. This liability did not include those matters previously accrued by HMA as a probable contingency, which have been settled and paid during the year ended December 31, 2015. To develop the estimate of fair value, the Company engaged an independent third-party valuation firm to measure the liability. The valuation was made utilizing the Company’s estimates of future outcomes for each legal case and simulating future outcomes based on the timing, probability and distribution of several scenarios using a Monte Carlo simulation model. Other inputs were then utilized for discounting the liability to the measurement date. The HMA legal matters underlying this fair value estimate were evaluated by management to determine the likelihood and impact of each of the potential outcomes. Using that information, as well as the potential correlation and variability associated with each case, a fair value was determined for the estimated future cash outflows to conclude or settle the HMA legal matters included in the analysis, excluding legal fees (which are expensed as incurred). Because of the unobservable nature of the majority of the inputs used to value the liability, the Company has classified the fair value measurement as a Level 3 measurement in the fair value hierarchy. The fair value of the CVR-related legal liability will be measured each reporting period using similar measurement techniques, updated for the assumptions and facts existing at that date for each of the underlying legal matters. Changes in the fair value of the CVR related legal liability are recorded in future periods through the consolidated statement of income. Fair Value of Interest Rate Swap Agreements The valuation of the Company’s interest rate swap agreements is determined using market valuation techniques, including discounted cash flow analysis on the expected cash flows of each agreement. This analysis reflects the contractual terms of the agreement, including the period to maturity, and uses observable market-based inputs, including forward interest rate curves. The fair value of interest rate swap agreements are determined by netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates based on observable market forward interest rate curves and the notional amount being hedged. The Company incorporates CVAs to appropriately reflect both its own nonperformance or credit risk and the respective counterparty’s nonperformance or credit risk in the fair value measurements. In adjusting the fair value of its interest rate swap agreements for the effect of nonperformance or credit risk, the Company has considered the impact of any netting features included in the agreements. The CVA on the Company’s interest rate swap agreements resulted in a decrease in the fair value of the related liability of $4 million and an after-tax adjustment of $2 million to OCI at both December 31, 2015 and 2014. The majority of the inputs used to value the Company’s interest rate swap agreements, including the forward interest rate curves and market perceptions of the Company’s credit risk used in the CVAs, are observable inputs available to a market participant. As a result, the Company has determined that the interest rate swap valuations are classified in Level 2 of the fair value hierarchy. Other During the year ended December 31, 2015, the Company impaired certain long-lived assets for several smaller hospitals, utilizing observable market-based inputs, reducing the carrying value of those hospitals to their total fair value of approximately $202 million. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Leases Disclosure | 10. LEASES The Company leases hospitals, medical office buildings, and certain equipment under capital and operating lease agreements. During 2015, 2014 and 2013, the Company entered into capital lease obligations of $50 million, $18 million and $4 million, respectively. All lease agreements generally require the Company to pay maintenance, repairs, property taxes and insurance costs. Commitments relating to noncancellable operating and capital leases for each of the next five years and thereafter are as follows (in millions): Year Ended December 31, Operating (1) Capital 2016 $ 288 $ 48 2017 225 34 2018 162 23 2019 117 19 2020 88 15 Thereafter 222 245 Total minimum future payments $ 1,102 384 Less: Imputed interest (157) Total capital lease obligations 227 Less: Current portion (42) Long-term capital lease obligations $ 185 (1) Minimum lease payments have not been reduced by minimum sublease rentals due in the future of $26 million . Assets capitalized under capital leases as reflected in the accompanying consolidated balance sheets were $74 million of land and improvements, $793 million of buildings and improvements and $112 million of equipment and fixtures as of December 31, 2015 and $77 million of land and improvements, $623 million of buildings and improvements and $125 million of equipment and fixtures as of December 31, 2014. The accumulated depreciation related to assets under capital leases was $246 million and $196 million as of December 31, 2015 and 2014, respectively. Depreciation of assets under capital leases is included in depreciation and amortization expense and amortization of debt discounts on capital lease obligations is included in interest expense in the accompanying consolidated statements of income. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans Disclosure | 11. EMPLOYEE BENEFIT PLANS The Company maintains various benefit plans, including defined contribution plans, defined benefit plans and deferred compensation plans, for which certain of the Company’s subsidiaries are the plan sponsors. The CHS/Community Health Systems, Inc. Retirement Savings Plan is a defined contribution plan which covers the majority of the employees at subsidiaries owned prior to the HMA merger. Employees at these locations whose employment is covered by collective bargaining agreements are generally eligible to participate in the CHS/Community Health Systems, Inc. Standard 401(k) Plan. The Company also maintains the Health Management Associates, Inc. Retirement Savings Plan, a defined contribution plan covering substantially all of the employees formerly employed by HMA. Total expense to the Company under the 401(k) plans was $103 million, $99 million and $102 million for the years ended December 31, 2015, 2014 and 2013, respectively, and is recorded in salaries and benefits expense on the consolidated statements of income. The Company maintains unfunded deferred compensation plans that allow participants to defer receipt of a portion of their compensation. The liability for the deferred compensation plans was $199 million and $187 million as of December 31, 2015 and 2014, respectively, and is included in other long-term liabilities on the consolidated balance sheets. The Company had assets of $197 million and $182 million as of December 31, 2015 and 2014, respectively, in a non-qualified plan trust generally designated to pay benefits of the deferred compensation plans, consisting of trading securities of $61 million and $55 million as of December 31, 2015 and 2014, respectively, and company-owned life insurance contracts of $136 million and $127 million as of December 31, 2015 and 2014, respectively. The Company provides an unfunded Supplemental Executive Retirement Plan (“SERP”) for certain members of its executive management. The Company uses a December 31 measurement date for the benefit obligations and a January 1 measurement date for its net periodic costs for the SERP. Variances from actuarially assumed rates will result in increases or decreases in benefit obligations and net periodic cost in future periods. Benefits expense under the SERP was $12 million, $11 million and $14 million for the years ended December 31, 2015, 2014 and 2013, respectively. The accrued benefit liability for the SERP totaled $131 million at December 31, 2015 and $121 million at December 31, 2014, and is included in other long-term liabilities on the consolidated balance sheets. The weighted-average assumptions used in determining net periodic cost for the year ended December 31, 2015 was a discount rate of 3.2% and annual salary increase of 3.0% . The Company had available-for-sale securities in a rabbi trust generally designated to pay benefits of the SERP in the amounts of $95 million and $96 million at December 31, 2015 and 2014, respectively. These amounts are included in other assets, net on the consolidated balance sheets. The Company maintains the CHS/Community Health Systems, Inc. Retirement Income Plan (“Pension Plan”), which is a defined benefit, non-contributory pension plan that covers certain employees at three of its hospitals. The Pension Plan provides benefits to covered individuals satisfying certain age and service requirements. Employer contributions to the Pension Plan are in accordance with the minimum funding requirements of the Employee Retirement Income Security Act of 1974, as amended. The Company expects to make no contribution to the Pension Plan in 2016. The Company uses a December 31 measurement date for the benefit obligations and a January 1 measurement date for its net periodic costs for the Pension Plan. Variances from actuarially assumed rates will result in increases or decreases in benefit obligations, net periodic cost and funding requirements in future periods. Benefits expense under the Pension Plan was less than $1 million for each of the years ended December 31, 2015, 2014 and 2013, respectively. The accrued benefit liability for the Pension Plan totaled $13 million at December 31, 2015 and $15 million at December 31, 2014, and is included in other long-term liabilities on the consolidated balance sheets. The weighted-average assumptions used for determining the net periodic cost for the year ended December 31, 2015 was a discount rate of 4.0% and the expected long-term rate of return on assets of 7.0% . |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity Disclosure | 12. STOCKHOLDERS’ EQUITY Authorized capital shares of the Company include 400,000,000 shares of capital stock consisting of 300,000,000 shares of common stock and 100,000,000 shares of preferred stock. Each of the aforementioned classes of capital stock has a par value of $0.01 per share. Shares of preferred stock, none of which were outstanding as of December 31, 2015, may be issued in one or more series having such rights, preferences and other provisions as determined by the Board of Directors without approval by the holders of common stock. On November 6, 2015, the Company adopted a new open market repurchase program for up to 10,000,000 shares of our common stock, not to exceed $300 million in repurchases. The repurchase program will expire on the earlier of November 5, 2018, when the maximum number of shares has been repurchased, or when the maximum dollar amount has been expended. During the year ended December 31, 2015, the Company repurchased and retired 532,188 shares at a weighted-average price of $27.31 per share. On December 10, 2014, the Company adopted an open market repurchase program for up to 5,000,000 shares of the Company’s common stock, not to exceed $150 million in repurchases. This repurchase program expired on December 1, 2015. During the year ended December 31, 2015, the Company repurchased and retired the maximum 5,000,000 shares of our common stock authorized for repurchase under this program at a weighted-average price of $28.84 per share. On December 14, 2011, the Company adopted an open market repurchase program for up to 4,000,000 shares of the Company’s common stock, not to exceed $100 million in repurchases. This repurchase program expired on December 13, 2014. During the year ended December 31, 2014, the Company repurchased and retired 175,000 shares at a weighted-average price of $49.72 per share. During the year ended December 31, 2013, the Company repurchased and retired 706,023 shares at a weighted-average price of $38.39 per share. The cumulative number of shares repurchased and retired under this program was 881,023 shares at a weighted-average price of $40.64 per share. The Company is a holding company which operates through its subsidiaries. The Company’s Credit Facility and the indentures governing the senior and senior secured notes contain various covenants under which the assets of the subsidiaries of the Company are subject to certain restrictions relating to, among other matters, dividends and distributions, as referenced in the paragraph below. With the exception of a special cash dividend of $0.25 per share paid by the Company in December 2012, historically, the Company has not paid any cash dividends. Subject to certain exceptions, the Company’s Credit Facility limits the ability of the Company’s subsidiaries to pay dividends and make distributions to the Company, and limits the Company’s ability to pay dividends and/or repurchase stock, to an amount not to exceed $200 million in the aggregate plus an additional $25 million in any particular year plus the aggregate amount of proceeds from the exercise of stock options. The indentures governing the senior and senior secured notes also restrict the Company’s subsidiaries from, among other matters, paying dividends and making distributions to the Company, which thereby limits the Company’s ability to pay dividends and/or repurchase stock. As of December 31, 2015, under the most restrictive test under these agreements (and subject to certain exceptions), the Company has approximately $318 million remaining available with which to pay permitted dividends and/or repurchase shares of stock or its senior and senior secured notes. The following schedule discloses the effects of changes in the Company’s ownership interest in its less-than-wholly-owned subsidiaries on Community Health Systems, Inc. stockholders’ equity (in millions): Year Ended December 31, 2015 2014 2013 Net income attributable to Community Health Systems, Inc. stockholders $ 158 $ 92 $ 141 Transfers to the noncontrolling interests: Net decrease in Community Health Systems, Inc. paid-in capital for purchase of subsidiary partnership interests (16) (2) (1) Net transfers to the noncontrolling interests (16) (2) (1) Change to Community Health Systems, Inc. stockholders’ equity from net income attributable to Community Health Systems, Inc. stockholders and transfers to noncontrolling interests $ 142 $ 90 $ 140 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share Disclosure | 13. EARNINGS PER SHARE The following table sets forth the components of the numerator and denominator for the computation of basic and diluted earnings per share for income from continuing operations, discontinued operations and net income attributable to Community Health Systems, Inc. common stockholders (in millions, except share data): Year Ended December 31, 2015 2014 2013 Numerator: Income from continuing operations, net of taxes $ 295 $ 260 $ 242 Less: Income from continuing operations attributable to noncontrolling interests, net of taxes 101 111 76 Income from continuing operations attributable to Community Health Systems, Inc. common stockholders — basic and diluted $ 194 $ 149 $ 166 Loss from discontinued operations, net of taxes $ (36) $ (57) $ (25) Less: Loss from discontinued operations attributable to noncontrolling interests, net of taxes - - - Loss from discontinued operations attributable to Community Health Systems, Inc. common stockholders — basic and diluted $ (36) $ (57) $ (25) Denominator: Weighted-average number of shares outstanding — basic 114,454,674 111,579,088 92,633,332 Effect of dilutive securities: Restricted stock awards 449,961 377,190 448,567 Employee stock options 357,188 578,395 714,560 Other equity-based awards 10,581 14,647 18,554 Weighted-average number of shares outstanding — diluted 115,272,404 112,549,320 93,815,013 Year Ended December 31, 2015 2014 2013 Dilutive securities outstanding not included in the computation of earnings per share because their effect is antidilutive: Employee stock options and restricted stock awards 255,564 472,570 - |
Equity Investments
Equity Investments | 12 Months Ended |
Dec. 31, 2015 | |
Equity Investments [Abstract] | |
Equity Investments Disclosure | 14. EQUITY INVESTMENTS As of December 31, 2015, the Company owned equity interests of 27.5% in four hospitals in Las Vegas, Nevada, and 26.1% in one hospital in Las Vegas, Nevada, in which Universal Health Services, Inc. owns the majority interest, and an equity interest of 38.0% in three hospitals in Macon, Georgia, in which HCA Holdings, Inc. (“HCA”) owns the majority interest. Summarized combined financial information for these unconsolidated entities in which the Company owns an equity interest is as follows (in millions): December 31, 2015 2014 Current assets $ 283 $ 268 Noncurrent assets 838 861 Total assets $ 1,121 $ 1,129 Current liabilities $ 111 $ 117 Noncurrent liabilities 2 2 Members’ equity 1,008 1,010 Total liabilities and equity $ 1,121 $ 1,129 Year Ended December 31, 2015 2014 2013 Revenues $ 1,494 $ 1,368 $ 1,246 Operating costs and expenses 1,287 1,184 1,117 Income from continuing operations before taxes 207 184 130 The summarized financial information was derived from the financial information provided to the Company by those unconsolidated entities. In March 2005, the Company began purchasing items, primarily medical supplies, medical equipment and pharmaceuticals, under an agreement with HealthTrust Purchasing Group, L.P. (“HealthTrust”), a group purchasing organization in which the Company is a noncontrolling partner. As part of the HMA merger, the Company acquired HMA’s ownership in HealthTrust. As of December 31, 2015, the Company had a 24.7% ownership interest in HealthTrust. The Company’s investment in all of its unconsolidated affiliates was $479 million and $470 million at December 31, 2015 and December 31, 2014, respectively, and is included in other assets, net in the accompanying consolidated balance sheets. Included in the Company’s results of operations is the Company’s equity in pre-tax earnings from all of its investments in unconsolidated affiliates, which was $63 million, $48 million and $43 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information [Abstract] | |
Segment Information Disclosure | 15. SEGMENT INFORMATION The Company operates in two distinct operating segments, represented by hospital operations (which includes its general acute care hospitals and related healthcare entities that provide inpatient and outpatient healthcare services) and home care agency operations (which provide in-home outpatient care). Only the hospital operations segment meets the criteria as a separate reportable segment. The financial information for the home care agency segment does not meet the quantitative thresholds for a separate identifiable reportable segment and is combined into the corporate and all other reportable segment. The distribution between reportable segments of the Company’s net operating revenues, income from continuing operations before income taxes, expenditures for segment assets and total assets is summarized in the following tables (in millions): Year Ended December 31, 2015 2014 2013 Net operating revenues: Hospital operations $ 19,234 $ 18,399 $ 12,637 Corporate and all other 203 240 182 Total $ 19,437 $ 18,639 $ 12,819 Income (loss) from continuing operations before income taxes: Hospital operations $ 767 $ 772 $ 575 Corporate and all other (356) (430) (229) Total $ 411 $ 342 $ 346 Expenditures for segment assets: Hospital operations $ 888 $ 817 $ 583 Corporate and all other 65 36 31 Total $ 953 $ 853 $ 614 December 31, 2015 2014 Total assets: Hospital operations $ 25,271 $ 25,014 Corporate and all other 1,590 2,407 Total $ 26,861 $ 27,421 |
Other Comprehensive Income
Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Other Comprehensive Income Disclosure | 16. OTHER COMPREHENSIVE INCOME The following tables present information about items reclassified out of accumulated other comprehensive income (loss) by component for the years ended December 31, 2015 and 2014 (in millions, net of tax): Change in Change in Fair Change in Fair Unrecognized Accumulated Other Value of Interest Value of Available Pension Cost Comprehensive Rate Swaps for Sale Securities Components Income (Loss) Balance as of December 31, 2014 $ (43) $ 7 $ (27) $ (63) Other comprehensive (loss) income before reclassifications (32) (6) (1) (39) Amounts reclassified from accumulated other comprehensive income (loss) 27 - 2 29 Net current-period other comprehensive (loss) income (5) (6) 1 (10) Balance as of December 31, 2015 $ (48) $ 1 $ (26) $ (73) Change in Change in Fair Change in Fair Unrecognized Accumulated Other Value of Interest Value of Available Pension Cost Comprehensive Rate Swaps for Sale Securities Components Income (Loss) Balance as of December 31, 2013 $ (56) $ 7 $ (18) $ (67) Other comprehensive (loss) income before reclassifications (26) - (10) (36) Amounts reclassified from accumulated other comprehensive income (loss) 39 - 1 40 Net current-period other comprehensive income (loss) 13 - (9) 4 Balance as of December 31, 2014 $ (43) $ 7 $ (27) $ (63) The following tables present a subtotal for each significant reclassification to net income out of AOCL and the line item affected in the accompanying consolidated statement of income for the years ended December 31, 2015 and 2014 (in millions): Amount reclassified from AOCL Affected line item in the Details about accumulated other Year Ended statement where net comprehensive income (loss) components December 31, 2015 income is presented Gains and losses on cash flow hedges Interest rate swaps $ (42) Interest expense, net 15 Tax benefit $ (27) Net of tax Amortization of defined benefit pension items Prior service costs $ (1) Salaries and benefits Actuarial losses (2) Salaries and benefits (3) Total before tax 1 Tax benefit $ (2) Net of tax Amount reclassified from AOCL Affected line item in the Details about accumulated other Year Ended statement where net comprehensive income (loss) components December 31, 2014 income is presented Gains and losses on cash flow hedges Interest rate swaps $ (61) Interest expense, net 22 Tax benefit $ (39) Net of tax Amortization of defined benefit pension items Prior service costs $ (1) Salaries and benefits Actuarial losses (1) Salaries and benefits (2) Total before tax 1 Tax benefit $ (1) Net of tax |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies Disclosure | 17. COMMITMENTS AND CO NTINGENCIES Construction and Other Capital Commitments. Pursuant to a hospital purchase agreement in effect as of December 31, 2015, the Company has agreed to build a replacement facility in York, Pennsylvania. The estimated construction cost, including equipment costs, is approximately $125 million. This project is required to be completed in 2017 and approximately $5 million has been expended through December 31, 2015 related to this replacement hospital. In addition, under other purchase agreements outstanding at December 31, 2015, the Company has committed to spend approximately $516 million for costs such as capital improvements, equipment, selected leases and physician recruiting. These commitments are required to be fulfilled generally over a five to seven year period after acquisition. Through December 31, 2015, the Company has spent approximately $254 million related to these commitments. Physician Recruiting Commitments. As part of its physician recruitment strategy, the Company provides income guarantee agreements to certain physicians who agree to relocate to its communities and commit to remain in practice there. Under such agreements, the Company is required to make payments to the physicians in excess of the amounts they earned in their practice up to the amount of the income guarantee. These income guarantee periods are typically for 12 months. Such payments are recoverable by the Company from physicians who do not fulfill their commitment period, which is typically three years, to the respective community. At December 31, 2015, the maximum potential amount of future payments under these guarantees in excess of the liability recorded is $34 million. Professional Liability Claims. As part of the Company’s business of owning and operating hospitals, it is subject to legal actions alleging liability on its part. The Company accrues for losses resulting from such liability claims, as well as loss adjustment expenses that are out-of-pocket and directly related to such liability claims. These direct out-of-pocket expenses include fees of outside counsel and experts. The Company does not accrue for costs that are part of corporate overhead, such as the costs of in-house legal and risk management departments. The losses resulting from professional liability claims primarily consist of estimates for known claims, as well as estimates for incurred but not reported claims. The estimates are based on specific claim facts, historical claim reporting and payment patterns, the nature and level of hospital operations and actuarially determined projections. The actuarially determined projections are based on the Company’s actual claim data, including historic reporting and payment patterns which have been gathered over an approximate 20 -year period. As discussed below, since the Company purchases excess insurance on a claims-made basis that transfers risk to third-party insurers, the liability it accrues does include an amount for the losses covered by its excess insurance. The Company also records a receivable for the expected reimbursement of losses covered by excess insurance. Since the Company believes that the amount and timing of its future claims payments are reliably determinable, it discounts the amount accrued for losses resulting from professional liability claims using the risk-free interest rate corresponding to the timing of expected payments. The net present value of the projected payments was discounted using a weighted-average risk-free rate of 1.6% , 1.7% and 1.6% in 2015, 2014 and 2013, respectively. This liability is adjusted for new claims information in the period such information becomes known. The Company’s estimated liability for professional and general liability claims was $901 million and $924 million as of December 31, 2015 and 2014, respectively. The estimated undiscounted claims liability was $949 million and $964 million as of December 31, 2015 and 2014, respectively. The current portion of the liability for professional and general liability claims was $156 million and $164 million as of December 31, 2015 and 2014, respectively, and is included in other accrued liabilities in the accompanying consolidated balance sheets, with the long-term portion recorded in other long-term liabilities. Professional malpractice expense includes the losses resulting from professional liability claims and loss adjustment expense, as well as paid excess insurance premiums, and is presented within other operating expenses in the accompanying consolidated statements of income. The Company’s processes for obtaining and analyzing claims and incident data are standardized across all of its hospitals and have been consistent for many years. The Company monitors the outcomes of the medical care services that it provides and for each reported claim, the Company obtains various information concerning the facts and circumstances related to that claim. In addition, the Company routinely monitors current key statistics and volume indicators in its assessment of utilizing historical trends. The average lag period between claim occurrence and payment of a final settlement is between four and five years, although the facts and circumstances of individual claims could result in the timing of such payments being different from this average. Since claims are paid promptly after settlement with the claimant is reached, settled claims represent less than 1.0% of the total liability at the end of any period. For purposes of estimating its individual claim accruals, the Company utilizes specific claim information, including the nature of the claim, the expected claim amount, the year in which the claim occurred and the laws of the jurisdiction in which the claim occurred. Once the case accruals for known claims are determined, information is stratified by loss layers and retentions, accident years, reported years, geography and claims relating to the acquired HMA hospitals versus claims relating to the Company’s other hospitals. Several actuarial methods are used against this data to produce estimates of ultimate paid losses and reserves for incurred but not reported claims. Each of these methods uses company-specific historical claims data and other information. This company-specific data includes information regarding the Company’s business, including historical paid losses and loss adjustment expenses, historical and current case loss reserves, actual and projected hospital statistical data, a variety of hospital census information, employed physician information, professional liability retentions for each policy year, geographic information and other data. Based on these analyses the Company determines its estimate of the professional liability claims. The determination of management’s estimate, including the preparation of the reserve analysis that supports such estimate, involves subjective judgment of the management. Changes in reserving data or the trends and factors that influence reserving data may signal fundamental shifts in the Company’s future claim development patterns or may simply reflect single-period anomalies. Even if a change reflects a fundamental shift, the full extent of the change may not become evident until years later. Moreover, since the Company’s methods and models use different types of data and the Company selects its liability from the results of all of these methods, it typically cannot quantify the precise impact of such factors on its estimates of the liability. Due to the Company’s standardized and consistent processes for handling claims and the long history and depth of company-specific data, the Company’s methodologies have produced reliably determinable estimates of ultimate paid losses. The Company is primarily self-insured for professional liability claims; however, the Company obtains excess insurance that transfers the risk of loss to a third-party insurer for claims in excess of self-insured retentions. The Company’s excess insurance is underwritten on a claims-made basis. For claims reported prior to June 1, 2002, substantially all of the Company’s professional and general liability risks were subject to a less than $1 million per occurrence self-insured retention and for claims reported from June 1, 2002 through June 1, 2003, these self-insured retentions were $2 million per occurrence. Substantially all claims reported after June 1, 2003 and before June 1, 2005 are self-insured up to $4 million per claim. Substantially all claims reported on or after June 1, 2005 and before June 1, 2014 are self-insured up to $5 million per claim. Substantially all claims reported on or after June 1, 2014 are self-insured up to $10 million per claim. Management on occasion has selectively increased the insured risk at certain hospitals based upon insurance pricing and other factors and may continue that practice in the future. Excess insurance for all hospitals has been purchased through commercial insurance companies and generally covers the Company for liabilities in excess of the self-insured retentions. The excess coverage consists of multiple layers of insurance, the sum of which totals up to $95 million per occurrence and in the aggregate for claims reported on or after June 1, 2003, up to $145 million per occurrence and in the aggregate for claims reported on or after January 1, 2008, up to $195 million per occurrence and in the aggregate for claims reported on or after June 1, 2010, and up to $220 million per occurrence and in the aggregate for claims reported on or after June 1, 2015. In addition, for integrated occurrence malpractice claims , there is an additional $50 million of excess coverage for claims reported on or after June 1, 2014 and an additional $75 million of excess coverage for claims reported on or after June 1, 2015. For certain policy years prior to June 1, 2014, if the first aggregate layer of excess coverage becomes fully utilized, then the Company’s self-insured retention will increase to $10 million per claim for any subsequent claims in that policy year until the Company’s total aggregate coverage is met. Effective June 1, 2014, the hospitals acquired from HMA were insured on a claims-made basis as described above and through commercial insurance companies as described above for substantially all claims reported on or after June 1, 2014 except for physician-related claims with an occurrence date prior to June 1, 2014. Prior to June 1, 2014, the former HMA hospitals obtained insurance coverage through a wholly-owned captive insurance subsidiary and a risk retention group subsidiary which are domiciled in the Cayman Islands and South Carolina, respectively. Those insurance subsidiaries, which are collectively referred to as the “Insurance Subsidiaries,” provided (i) claims-made coverage to all of the former HMA hospitals and (ii) occurrence-basis coverage to most of the physicians employed by the former HMA hospitals. The employed physicians not covered by the Insurance Subsidiaries generally maintained claims-made policies with unrelated third party insurance companies. To mitigate the exposure of the program covering the former HMA hospitals and other healthcare facilities, the Insurance Subsidiaries bought claims-made reinsurance policies from unrelated third parties for claims above self-retention levels of $10 million or $15 million per claim, depending on the policy year. Effective January 1, 2008, the hospitals acquired from Triad were insured on a claims-made basis as described above and through commercial insurance companies as described above for substantially all claims occurring on or after January 1, 2002 and reported on or after January 1, 2008. Substantially all losses for the former Triad hospitals in periods prior to May 1, 1999 were insured through a wholly-owned insurance subsidiary of HCA, Triad’s owner prior to that time, and excess loss policies maintained by HCA. HCA has agreed to indemnify the former Triad hospitals in respect of claims covered by such insurance policies arising prior to May 1, 1999. After May 1, 1999 through December 31, 2006, the former Triad hospitals obtained insurance coverage on a claims incurred basis from HCA’s wholly-owned insurance subsidiary, with excess coverage obtained from other carriers that is subject to certain deductibles. Effective for claims incurred after December 31, 2006, Triad began insuring its claims from $1 million to $5 million through its wholly-owned captive insurance company, replacing the coverage provided by HCA. Substantially all claims occurring during 2007 were self-insured up to $10 million per claim. Legal Matters. The Company is a party to various legal, regulatory and governmental proceedings incidental to its business. Based on current knowledge, management does not believe that loss contingencies arising from pending legal, regulatory and governmental matters, including the matters described herein, will have a material adverse effect on the consolidated financial position or liquidity of the Company. However, in light of the inherent uncertainties involved in pending legal, regulatory and governmental matters, some of which are beyond the Company’s control, and the very large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to the Company’s results of operations or cash flows for any particular reporting period. With respect to all legal, regulatory and governmental proceedings, the Company considers the likelihood of a negative outcome. If the Company determines the likelihood of a negative outcome with respect to any such matter is probable and the amount of the loss can be reasonably estimated, the Company records an accrual for the estimated loss for the expected outcome of the matter. If the likelihood of a negative outcome with respect to material matters is reasonably possible and the Company is able to determine an estimate of the possible loss or a range of loss, whether in excess of a related accrued liability or where there is no accrued liability, the Company discloses the estimate of the possible loss or range of loss. However, the Company is unable to estimate a possible loss or range of loss in some instances based on the significant uncertainties involved in, and/or the preliminary nature of, certain legal, regulatory and governmental matters. Effective upon the closing of the spin-off, the Company anticipates it will agree to indemnify QHC for certain liabilities relating to outcomes or events occurring prior to the closing of the spin-off, including (i) certain claims and proceedings with respect to QHC’s healthcare facilities known to be outstanding on or prior to the closing date of the spin-off and (ii) certain claims, proceedings and investigations by governmental authorities or private plaintiffs related to activities occurring at or related to QHC’s healthcare facilities prior to the closing date of the spin-off, but only to the extent, in the case of clause (ii), that such claims are covered by insurance policies maintained by the Company, including professional liability and employer practices. In this regard, the Company will continue to be responsible for HMA Legal Matters (as defined below) covered by the CVR agreement that relate to the portion of our business that will be held by QHC upon the closing of the spin-off, and any amounts payable by the Company in connection therewith will continue to reduce the amount payable by the Company in respect of the CVRs. Notwithstanding the foregoing, we anticipate that the Company will not indemnify QHC in respect of any claims or proceedings arising out of or related to the business operations of Quorum Health Resources, LLC at any time. HMA Legal Matters and Related CVR The CVR agreement entitles the holder to receive a one-time cash payment of up to $1.00 per CVR, subject to downward adjustment based on the final resolution of certain litigation, investigations (whether formal or informal, including subpoenas), or other actions or proceedings related to HMA or its affiliates existing on or prior to July 29, 2013 (the date of the Company’s merger agreement with HMA) as more specifically provided in the CVR agreement (all such matters are referred to as the “HMA Legal Matters”), which include, but are not limited to, investigation and litigation matters as previously disclosed by HMA in public filings with the SEC and/or as described in more detail below. The adjustment reducing the ultimate amount paid to holders of the CVR is determined based on the amount of losses incurred by the Company in connection with the HMA Legal Matters as more specifically provided in the CVR agreement, which generally includes the amount paid for damages, costs, fees and expenses (including, without limitation, attorneys’ fees and expenses), and all fines, penalties, settlement amounts, indemnification obligations and other liabilities (all such losses are referred to as “HMA Losses”). If the aggregate amount of HMA Losses exceeds a deductible of $18 million, then the amount payable in respect of each CVR shall be reduced (but not below zero) by an amount equal to the quotient obtained by dividing: (a) the product of (i) all losses in excess of the deductible and (ii) 90% ; by (b) the number of CVRs outstanding on the date on which final resolution of the existing litigation occurs. There are 264,544,053 CVRs outstanding as of the date hereof. If total HMA Losses (including HMA Losses that have occurred to date as noted in the table below) exceed approximately $ 312 million, then the holders of the CVRs will not be entitled to any payment in respect of the CVRs. The CVRs do not have a finite payment date. Any payments the Company makes under the CVR agreement will be payable within 60 days after the final resolution of the HMA Legal Matters. The CVRs are unsecured obligations of CHS and all payments under the CVRs will be subordinated in right of payment to the prior payment in full of all of the Company’s senior obligations (as defined in the CVR agreement), which include outstanding indebtedness of the Company (subject to certain exceptions set forth in the CVR agreement) and the HMA Losses. The CVR agreement permits the Company to acquire all or some of the CVRs, whether in open market transactions, private transactions or otherwise. As of December 31, 2015, the Company had acquired no CVRs. The following table represents the impact of legal expenses paid or incurred to date and settlements paid or deemed final as of December 31, 2015 on the amounts owed to CVR holders (in millions): Allocation of Expenses and Settlements Paid Reduction to Total Expenses CHS Amount Owed and Settlement Responsibility to CVR Holders Cost Deductible at 10% at 90% As of December 31, 2014 $ 24 $ 18 $ - $ 6 Settlements paid 26 - 3 23 Legal expenses incurred and/or paid during the year ended December 31, 2015 8 - 1 7 As of December 31, 2015 $ 58 $ 18 $ 4 $ 36 Amounts owed to CVR holders are dependent on the ultimate resolution of the HMA Legal Matters and determination of HMA Losses incurred. The settlement of any or all of the claims and expenses incurred on behalf of the Company in defending itself will (subject to the deductible) reduce the amounts owed to the CVR holders. Underlying the CVR agreement are a number of claims included in the HMA Legal Matters asserted against HMA. The Company has recorded a liability in connection with those claims as part of the acquired assets and liabilities at the date of acquisition pursuant to the provisions of Financial Accounting Standards Board Accounting Standards Codification Topic 805 “Business Combinations.” For the estimate of the Company’s liabilities associated with the HMA Legal Matters that will be covered by the CVR and were not previously accrued by HMA, the Company recorded a liability of $284 million as part of the acquisition accounting for the HMA merger based on the Company’s estimate of fair value of such liabilities as of the date of acquisition . The decrease in this liability during the year ended December 31, 2015 was approximately $4 million and the fair value of such liabilities of $261 million as of December 31, 2015 is recorded in other long-term liabilities on the accompanying consolidated balance sheet. As of December 31, 2015, there is currently no accrual recorded for the probable contingency claims underlying the CVR agreement. The estimated liability for probable contingency claims underlying the CVR agreement that was previously recorded by HMA, and reflected in the purchase accounting for HMA as an acquired liability has been settled and was paid during the year ended December 31, 2015. In addition, although legal fees are not included in the amounts currently accrued, such legal fees are taken into account in determining HMA Losses under the CVR agreement. Certain significant HMA Legal Matters underlying these liabilities are discussed in greater detail below. HMA Matters Recorded at Fair Value Medicare/Medicaid Billing Lawsuits Beginning during the week of December 16, 2013, eleven qui tam lawsuits filed by private individuals against HMA were unsealed in various United States district courts. The United States has elected to intervene in all or part of eight of these matters; namely U.S. ex rel. Craig Brummer v. Health Management Associates, Inc. et al. (Middle District Georgia) (“Brummer”); U.S. ex rel. Ralph D. Williams v. Health Management Associates, Inc. et al. (Middle District Georgia) (“Williams”); U.S. ex rel. Scott H. Plantz, M.D. et al. v. Health Management Associates, Inc., et al. (Northern District Illinois) (“Plantz”); U.S. ex rel. Thomas L. Mason, M.D. et al. v. Health Management Associates, Inc. et al. (Western District North Carolina) (“Mason”); U.S. ex rel. Jacqueline Meyer, et al. v. Health Management Associates, Inc., Gary Newsome et al. (“Jacqueline Meyer”) (District of South Carolina); U.S. ex rel. George Miller, et al. v. Health Management Associates, Inc. (Eastern District of Pennsylvania) (“Miller”); U.S. ex rel. Bradley Nurkin v. Health Management Associates, Inc. et al. (Middle District of Florida) (“Nurkin”); and U.S. ex rel. Paul Meyer v. Health Management Associates, Inc. et al. (Southern District Florida) (“Paul Meyer”). The United States has elected to intervene with respect to allegations in these cases that certain HMA hospitals inappropriately admitted patients and then submitted reimbursement claims for treating those individuals to federal healthcare programs in violation of the False Claims Act or that certain HMA hospitals had inappropriate financial relationships with physicians which violated the Stark law, the Anti-Kickback Statute, and the False Claims Act. Certain of these complaints also allege the same actions violated various state laws which prohibit false claims. The United States has declined to intervene in three of the eleven matters, namely U.S. ex rel. Anita France, et al. v. Health Management Associates, Inc. (Middle District Florida) (“France”) which involved allegations of wrongful billing and was settled; U.S. ex rel. Sandra Simmons v. Health Management Associates, Inc. et al. (Eastern District Oklahoma) (“Simmons”) which alleges unnecessary surgery by an employed physician and which was settled as to all allegations except alleged wrongful termination; and U.S. ex rel. David Napoliello, M.D. v. Health Management Associates, Inc. (Middle District Florida) (“Napoliello”) which alleges inappropriate admissions. On April 3, 2014, the Multi District Litigation Panel ordered the transfer and consolidation for pretrial proceedings of the eight intervened cases, plus the Napoliello matter, to the District of the District of Columbia under the name In Re: Health Management Associates, Inc. Qui Tam Litigation. On June 2, 2014, the court entered a stay of this matter until October 6, 2014, which was subsequently extended until February 27, 2015, May 27, 2015, September 25, 2015, January 25, 2016, and now until May 25, 2016. The Company intends to defend against the allegations in these matters, bu t a lso continues to cooperate with the government in the ongoing investigation of these allegations. The Company has been in discussions with the Civil Division of the United States Department of Justice (“DOJ”) regarding the resolutions of these matters. During the first quarter of 2015, the Company was informed that the Criminal Division continues to investigate former executive-level employees of HMA, and continues to consider whether any HMA entities should be held criminally liable for the acts of the former HMA employees. The Company is voluntarily cooperating with these inquiries and has not been served with any subpoenas or other legal process. Summary of Recorded Amounts The table below presents a reconciliation of the beginning and ending liability balances (in millions) during the year ended December 31, 2015 with respect to the Company’s fair value determination in connection with HMA Legal Matters that were not previously accrued by HMA, the estimated liability in connection with HMA Legal Matters that were previously recorded by HMA as a probable contingency, and the remaining contingencies of the Company in respect of which an accrual has been recorded. In addition, future legal fees (which are expensed as incurred) and costs related to possible indemnification and criminal investigation matters associated with the HMA Legal Matters have not been accrued or included in the table below. Furthermore, although not accrued, such costs, if incurred, will be taken into account in determining the total amount of reductions applied to the amounts owed to CVR holders. CVR Related CVR Related Liability Other Liability for Probable Probable at Fair Value Contingencies Contingencies Balance as of December 31, 2013 $ - $ - $ 119 Assumed liabilities for HMA contingencies 284 29 16 (Income) expense (16) - 100 Cash payments (3) - (110) Balance as of December 31, 2014 265 29 125 Expense (income) 4 (12) 20 Cash payments (8) (17) (135) Balance as of December 31, 2015 $ 261 $ - $ 10 With respect to the “Other Probable Contingencies” referenced in the chart above, in accordance with applicable accounting guidance, the Company establishes a liability for litigation, regulatory and governmental matters for which, based on information currently available, the Company believes that a negative outcome is known or is probable and the amount of the loss is reasonably estimable. For all such matters (whether or not discussed in this contingencies footnote), such amounts have been recorded in other accrued liabilities on the consolidated balance sheet and are included in the table above in the “Other Probable Contingencies” column. Due to the uncertainties and difficulty in predicting the ultimate resolution of these contingencies, the actual amount could differ from the estimated amount reflected as a liability on the consolidated balance sheet. In the aggregate, attorneys’ fees and other costs incurred but not included in the table above related to probable contingencies, and CVR-related contingencies accounted for at fair value, totaled $9 million and $29 million for the years ended December 31, 2015 and 2014, respectively, and are included in other operating expenses in the accompanying consolidated statements of income. Matters for which an Outcome Cannot be Assessed For all of the legal matters below, the Company cannot at this time assess what the outcome may be and is further unable to determine any estimate of loss or range of loss. Because the matters below are at a preliminary stage and other factors, there are not sufficient facts available to make these assessments. Class Action Shareholder Federal Securities Cases . Three purported class action cases have been filed in the United States District Court for the Middle District of Tennessee; namely, Norfolk County Retirement System v. Community Health Systems, Inc., et al., filed May 9, 2011; De Zheng v. Community Health Systems, Inc., et al., filed May 12, 2011; and Minneapolis Firefighters Relief Association v. Community Health Systems, Inc., et al., filed June 21, 2011. All three seek class certification on behalf of purchasers of the Company’s common stock between July 27, 2006 and April 11, 2011 and allege that misleading statements resulted in artificially inflated prices for the Company’s common stock. In December 2011, the cases were consolidated for pretrial purposes and NYC Funds and its counsel were selected as lead plaintiffs/lead plaintiffs’ counsel. In lieu of ruling on the Company’s motion to dismiss, the court permitted the plaintiffs to file a first amended consolidated class action complaint, which was filed on October 5, 2015. The Company’s motion to dismiss was filed on November 4, 2015 and is scheduled for oral argument on April 11, 2016. The court also lifted the discovery stay and discovery is underway. The Company believes this consolidated matter is without merit and will vigorously defend this case. Shareholder Derivative Actions . Three purported shareholder derivative actions have also been filed in the United States District Court for the Middle District of Tennessee; Plumbers and Pipefitters Local Union No. 630 Pension Annuity Trust Fund v. Wayne T. Smith, et al., filed May 24, 2011; Roofers Local No. 149 Pension Fund v. Wayne T. Smith, et al., filed June 21, 2011; and Lambert Sweat v. Wayne T. Smith, et al., filed October 5, 2011. These three cases allege breach of fiduciary duty arising out of allegedly improper inpatient admission practices, mismanagement, waste and unjust enrichment. These cases have been consolidated into a single, consolidated action. The plaintiffs filed an operative amended derivative complaint in these three consolidated actions on March 15, 2012. The Company’s motion to dismiss was argued on June 13, 2013. On September 27, 2013, the court issued an order granting in part and denying in part the Company’s motion to dismiss. An initial case management order was entered on November 11, 2014, but no trial date has been set. Discovery is continuing. The Company believes all of the plaintiffs’ claims are without merit and will vigorously defend them. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events Disclosure | 18. SUBSEQUENT EVENTS The Company evaluated all material events occurring subsequent to the balance sheet date for events requiring disclosure or recognition in the consolidated financial statements. Effective January 1, 2016 , one or more subsidiaries of the Company sold Bartow Regional Medical Center ( 72 licensed beds) in Bartow, Florida, and related outpatient services to BayCare Health Systems, Inc. for approximately $60 million in cash, which was received at the preliminary closing on December 31, 2015. Effective February 1, 2016 , one or more subsidiaries of the Company sold Lehigh Regional Medical Center ( 88 licensed beds) in Lehigh Acres, Florida, and related outpatient services to Prime for approximately $11 million in cash. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data (Unaudited) Disclosure | 19. QUARTERLY FINANCIAL DATA (UNAUDITED) Quarter 1 st 2 nd 3 rd 4 th Total (2) (in millions, except share and per share data) Year ended December 31, 2015: Net operating revenues $ 4,911 $ 4,882 $ 4,846 $ 4,798 $ 19,437 Income (loss) from continuing operations before income taxes 168 214 121 (91) 411 Income (loss) from continuing operations 112 140 83 (40) 295 Loss from discontinued operations (13) (6) (8) (9) (36) Net income (loss) attributable to Community Health Systems, Inc. $ 79 $ 111 $ 52 $ (83) $ 158 Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ 0.80 $ 1.02 $ 0.52 $ (0.66) $ 1.69 Discontinued operations (0.11) (0.06) (0.07) (0.08) (0.31) Net income (loss) $ 0.69 $ 0.96 $ 0.45 $ (0.73) $ 1.38 Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ 0.79 $ 1.01 $ 0.51 $ (0.66) $ 1.68 Discontinued operations (0.11) (0.06) (0.07) (0.08) (0.31) Net income (loss) $ 0.68 $ 0.95 $ 0.44 $ (0.73) $ 1.37 Weighted-average number of shares outstanding: Basic 114,419,590 115,194,899 115,319,986 112,891,505 114,454,674 Diluted 115,057,668 116,100,417 116,368,157 112,891,505 115,272,404 Year ended December 31, 2014: Net operating revenues $ 4,176 $ 4,765 $ 4,780 $ 4,918 $ 18,639 (Loss) income from continuing operations before income taxes (131) 109 134 230 342 (Loss) income from continuing operations (75) 76 94 165 260 Loss from discontinued operations (22) (6) - (29) (57) Net (loss) income attributable to Community Health Systems, Inc. $ (112) $ 42 $ 62 $ 100 $ 92 Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ (0.84) $ 0.43 $ 0.55 $ 1.13 $ 1.33 Discontinued operations (0.21) (0.06) - (0.26) (0.51) Net (loss) income $ (1.05) $ 0.37 $ 0.55 $ 0.88 $ 0.82 Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ (0.84) $ 0.42 $ 0.54 $ 1.12 $ 1.32 Discontinued operations (0.21) (0.06) - (0.25) (0.51) Net (loss) income $ (1.05) $ 0.37 $ 0.54 $ 0.87 $ 0.82 Weighted-average number of shares outstanding: Basic 106,601,997 112,598,899 113,138,663 113,606,631 111,579,088 Diluted 106,601,997 113,474,169 114,343,778 114,828,587 112,549,320 (1) Total per share amounts may not add due to rounding. (2) Total quarterly amounts may not add due to rounding. |
Supplemental Condensed Consolid
Supplemental Condensed Consolidating Financial Information | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Condensed Consolidating Financial Information [Abstract] | |
Supplemental Condensed Consolidating Financial Information Disclosure | 20. SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION The Senior Notes due 2019, 2020 and 2022, which are senior unsecured obligations of CHS, and the 5⅛% Senior Secured Notes due 2018 and 2021 (collectively, “the Notes”) are guaranteed on a senior basis by the Company and by certain of its existing and subsequently acquired or organized 100 % owned domestic subsidiaries. The Notes are fully and unconditionally guaranteed on a joint and several basis, with exceptions considered customary for such guarantees, limited to the release of the guarantee when a subsidiary guarantor’s capital stock is sold, or a sale of all of the subsidiary guarantor’s assets used in operations. The following condensed consolidating financial statements present Community Health Systems, Inc. (as parent guarantor), CHS (as the issuer), the subsidiary guarantors, the subsidiary non-guarantors and eliminations. These condensed consolidating financial statements have been prepared and presented in accordance with SEC Regulation S-X Rule 3-10 “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The accounting policies used in the preparation of this financial information are consistent with those elsewhere in the consolidated financial statements of the Company, except as noted below: • Intercompany receivables and payables are presented gross in the supplemental condensed consolidating balance sheets. • Cash flows from intercompany transactions are presented in cash flows from financing activities, as changes in intercompany balances with affiliates, net. • Income tax expense is allocated from the parent guarantor to the income producing operations (other guarantors and non-guarantors) and the issuer through stockholders’ equity. As this approach represents an allocation, the income tax expense allocation is considered non-cash for statement of cash flow purposes. • Interest expense, net has been presented to reflect net interest expense and interest income from outstanding long-term debt and intercompany balances. The Company’s intercompany activity consists primarily of daily cash transfers for purposes of cash management, the allocation of certain expenses and expenditures paid for by the Parent on behalf of its subsidiaries, and the push down of investment in its subsidiaries. This activity also includes the intercompany transactions between consolidated entities as part of the Receivables Facility that is further discussed in Note 7. The Company’s subsidiaries generally do not purchase services from one another; thus, the intercompany transactions do not represent revenue generating transactions. All intercompany transactions eliminate in consolidation. From time to time, subsidiaries of the Company sell and/or repurchase noncontrolling interests in consolidated subsidiaries, which may change subsidiaries between guarantors and non-guarantors. Amounts for prior periods are revised to reflect the status of guarantors or non-guarantors as of December 31, 2015. Condensed Consolidating Statement of Income Year Ended December 31, 2015 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (20) $ 14,305 $ 8,279 $ - $ 22,564 Provision for bad debts - - 2,036 1,091 - 3,127 Net operating revenues - (20) 12,269 7,188 - 19,437 Operating costs and expenses: Salaries and benefits - - 5,069 3,922 - 8,991 Supplies - - 2,022 1,026 - 3,048 Other operating expenses - - 3,104 1,416 - 4,520 Government settlement and related costs - - 4 - - 4 Electronic health records incentive reimbursement - - (115) (45) - (160) Rent - - 249 208 - 457 Depreciation and amortization - - 813 359 - 1,172 Impairment of long-lived assets - - 68 - - 68 Total operating costs and expenses - - 11,214 6,886 - 18,100 Income from operations - (20) 1,055 302 - 1,337 Interest expense, net - 107 811 55 - 973 Loss from early extinguishment of debt - 16 - - - 16 Equity in earnings of unconsolidated affiliates (158) (229) (111) - 435 (63) Income from continuing operations before income taxes 158 86 355 247 (435) 411 Provision for (benefit from) income taxes - (72) 134 54 - 116 Income from continuing operations 158 158 221 193 (435) 295 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (3) (24) - (27) Impairment of hospitals sold or held for sale - - - (5) - (5) Loss on sale, net - - - (4) - (4) Loss from discontinued operations, net of taxes - - (3) (33) - (36) Net income 158 158 218 160 (435) 259 Less: Net income attributable to noncontrolling interests - - - 101 - 101 Net income attributable to Community Health Systems, Inc. stockholders $ 158 $ 158 $ 218 $ 59 $ (435) $ 158 Condensed Consolidating Statement of Income Year Ended December 31, 2014 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (18) $ 13,793 $ 7,786 $ - $ 21,561 Provision for bad debts - - 1,907 1,015 - 2,922 Net operating revenues - (18) 11,886 6,771 - 18,639 Operating costs and expenses: Salaries and benefits - - 4,967 3,651 - 8,618 Supplies - - 1,923 939 - 2,862 Other operating expenses - - 2,819 1,503 - 4,322 Government settlement and related costs - - 101 - - 101 Electronic health records incentive reimbursement - - (184) (75) - (259) Rent - - 239 195 - 434 Depreciation and amortization - - 794 312 - 1,106 Amortization of software to be abandoned - - 45 30 - 75 Impairment of long-lived assets - - 41 - - 41 Total operating costs and expenses - - 10,745 6,555 - 17,300 Income from operations - (18) 1,141 216 - 1,339 Interest expense, net - (10) 554 428 - 972 Loss from early extinguishment of debt - 73 - - - 73 Equity in earnings of unconsolidated affiliates (92) (230) 196 - 78 (48) Income from continuing operations before income taxes 92 149 391 (212) (78) 342 Provision for (benefit from) income taxes - 57 150 (125) - 82 Income from continuing operations 92 92 241 (87) (78) 260 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (12) 5 - (7) Impairment of hospitals sold or held for sale - - - (50) - (50) Loss from discontinued operations, net of taxes - - (12) (45) - (57) Net income 92 92 229 (132) (78) 203 Less: Net income attributable to noncontrolling interests - - - 111 - 111 Net income attributable to Community Health Systems, Inc. stockholders $ 92 $ 92 $ 229 $ (243) $ (78) $ 92 Condensed Consolidating Statement of Income Year Ended December 31, 2013 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (15) $ 9,669 $ 5,199 $ - $ 14,853 Provision for bad debts - - 1,418 616 - 2,034 Net operating revenues - (15) 8,251 4,583 - 12,819 Operating costs and expenses: Salaries and benefits - - 3,648 2,459 - 6,107 Supplies - - 1,327 648 - 1,975 Other operating expenses - - 1,859 959 - 2,818 Government settlement and related costs - - 102 - - 102 Electronic health records incentive reimbursement - - (104) (58) - (162) Rent - - 163 116 - 279 Depreciation and amortization - - 531 240 - 771 Impairment of long-lived assets - - 12 - - 12 Total operating costs and expenses - - 7,538 4,364 - 11,902 Income from operations - (15) 713 219 - 917 Interest expense, net - (5) 548 70 - 613 Loss from early extinguishment of debt - 1 - - - 1 Equity in earnings of unconsolidated affiliates (141) (146) (66) - 310 (43) Income from continuing operations before income taxes 141 135 231 149 (310) 346 Provision for (benefit from) income taxes - (6) 84 26 - 104 Income from continuing operations 141 141 147 123 (310) 242 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (4) (17) - (21) Impairment of hospitals sold or held for sale - - (4) - - (4) Loss on sale, net - - - - - - Loss from discontinued operations, net of taxes - - (8) (17) - (25) Net income 141 141 139 106 (310) 217 Less: Net income attributable to noncontrolling interests - - - 76 - 76 Net income attributable to Community Health Systems, Inc. stockholders $ 141 $ 141 $ 139 $ 30 $ (310) $ 141 Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2015 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 158 $ 158 $ 218 $ 160 $ (435) $ 259 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax (6) (6) - - 6 (6) Net change in fair value of available-for-sale securities, net of tax (5) (5) (5) - 10 (5) Amortization and recognition of unrecognized pension cost components, net of tax 1 1 1 - (2) 1 Other comprehensive income (loss) (10) (10) (4) - 14 (10) Comprehensive income 148 148 214 160 (421) 249 Less: Comprehensive income attributable to noncontrolling interests - - - 101 - 101 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 148 $ 148 $ 214 $ 59 $ (421) $ 148 Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2014 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 92 $ 92 $ 229 $ (132) $ (78) $ 203 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax 13 13 - - (13) 13 Net change in fair value of available-for-sale securities, net of tax - - - - - - Amortization and recognition of unrecognized pension cost components, net of tax (9) (9) (9) - 18 (9) Other comprehensive income (loss) 4 4 (9) - 5 4 Comprehensive income 96 96 220 (132) (73) 207 Less: Comprehensive income attributable to noncontrolling interests - - - 111 - 111 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 96 $ 96 $ 220 $ (243) $ (73) $ 96 Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2013 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 141 $ 141 $ 139 $ 106 $ (310) $ 217 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax 60 60 - - (60) 60 Net change in fair value of available-for-sale securities, net of tax 2 2 2 - (4) 2 Amortization and recognition of unrecognized pension cost components, net of tax 16 16 16 - (32) 16 Other comprehensive income (loss) 78 78 18 - (96) 78 Comprehensive income 219 219 157 106 (406) 295 Less: Comprehensive income attributable to noncontrolling interests - - - 76 - 76 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 219 $ 219 $ 157 $ 30 $ (406) $ 219 Condensed Consolidating Balance Sheet December 31, 2015 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) ASSETS Current assets: Cash and cash equivalents $ - $ - $ 25 $ 159 $ - $ 184 Patient accounts receivable, net of allowance for doubtful accounts - - 1,197 2,414 - 3,611 Supplies - - 400 180 - 580 Prepaid income taxes 27 - - - - 27 Prepaid expenses and taxes - - 138 59 - 197 Other current assets - - 356 211 - 567 Total current assets 27 - 2,116 3,023 - 5,166 Intercompany receivable 1,159 16,544 1,491 6,404 (25,598) - Property and equipment, net - - 6,863 3,249 - 10,112 Goodwill - - 5,460 3,505 - 8,965 Other assets, net - 265 2,153 1,245 (1,045) 2,618 Net investment in subsidiaries 3,438 20,964 8,035 - (32,437) - Total assets $ 4,624 $ 37,773 $ 26,118 $ 17,426 $ (59,080) $ 26,861 LIABILITIES AND EQUITY Current liabilities: Current maturities of long-term debt $ - $ 162 $ 57 $ 10 $ - $ 229 Accounts payable - - 866 392 - 1,258 Accrued interest - 226 - 1 - 227 Accrued liabilities 4 - 901 453 - 1,358 Total current liabilities 4 388 1,824 856 - 3,072 Long-term debt - 15,870 151 801 - 16,822 Intercompany payable - 16,861 19,021 13,764 (49,646) - Deferred income taxes 593 - - - - 593 Other long-term liabilities 8 1,216 1,149 370 (1,045) 1,698 Total liabilities 605 34,335 22,145 15,791 (50,691) 22,185 Redeemable noncontrolling interests in equity of consolidated subsidiaries - - - 571 - 571 Equity: Community Health Systems, Inc. stockholders’ equity: Preferred stock - - - - - - Common stock 1 - - - - 1 Additional paid-in capital 1,963 1,324 1,506 967 (3,797) 1,963 Treasury stock, at cost (7) - - - - (7) Accumulated other comprehensive loss (73) (73) (22) (3) 98 (73) Retained earnings 2,135 2,187 2,489 14 (4,690) 2,135 Total Community Health Systems, Inc. stockholders’ equity 4,019 3,438 3,973 978 (8,389) 4,019 Noncontrolling interests in equity of consolidated subsidiaries - - - 86 - 86 Total equity 4,019 3,438 3,973 1,064 (8,389) 4,105 Total liabilities and equity $ 4,624 $ 37,773 $ 26,118 $ 17,426 $ (59,080) $ 26,861 Condensed Consolidating Balance Sheet December 31, 2014 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) ASSETS Current assets: Cash and cash equivalents $ - $ - $ 365 $ 144 $ - $ 509 Patient accounts receivable, net of allowance for doubtful accounts - - 1,303 2,106 - 3,409 Supplies - - 384 173 - 557 Prepaid income taxes 30 - - - - 30 Deferred income taxes 341 - - - - 341 Prepaid expenses and taxes - - 140 52 - 192 Other current assets - - 357 171 - 528 Total current assets 371 - 2,549 2,646 - 5,566 Intercompany receivable 1,199 16,561 1,925 7,697 (27,382) - Property and equipment, net - - 6,749 3,420 - 10,169 Goodwill - - 5,480 3,471 - 8,951 Other assets, net 15 302 1,881 1,173 (636) 2,735 Net investment in subsidiaries 3,290 18,260 6,995 - (28,545) - Total assets $ 4,875 $ 35,123 $ 25,579 $ 18,407 $ (56,563) $ 27,421 LIABILITIES AND EQUITY Current liabilities: Current maturities of long-term debt $ - $ 163 $ 61 $ 11 $ - $ 235 Accounts payable - - 924 369 - 1,293 Deferred income taxes 23 - - - - 23 Accrued interest - 225 1 1 - 227 Accrued liabilities 4 - 1,266 541 - 1,811 Total current liabilities 27 388 2,252 922 - 3,589 Long-term debt - 15,820 138 723 - 16,681 Intercompany payable - 14,784 18,312 15,218 (48,314) - Deferred income taxes 845 - - - - 845 Other long-term liabilities - 841 1,124 363 (636) 1,692 Total liabilities 872 31,833 21,826 17,226 (48,950) 22,807 Redeemable noncontrolling interests in equity of consolidated subsidiaries - - - 531 - 531 Equity: Community Health Systems, Inc. stockholders’ equity: Preferred stock - - - - - - Common stock 1 - - - - 1 Additional paid-in capital 2,095 1,208 1,361 586 (3,155) 2,095 Treasury stock, at cost (7) - - - - (7) Accumulated other comprehensive loss (63) (63) (25) 5 83 (63) Retained earnings 1,977 2,145 2,417 (21) (4,541) 1,977 Total Community Health Systems, Inc. stockholders’ equity 4,003 3,290 3,753 570 (7,613) 4,003 Noncontrolling interests in equity of consolidated subsidiaries - - - 80 - 80 Total equity 4,003 3,290 3,753 650 (7,613) 4,083 Total liabilities and equity $ 4,875 $ 35,123 $ 25,579 $ 18,407 $ (56,563) $ 27,421 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2015 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash (used in) provided by operating activities $ (25) $ 159 $ 629 $ 158 $ - $ 921 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (25) (32) - (57) Purchases of property and equipment - - (685) (268) - (953) Proceeds from disposition of hospitals and other ancillary operations - - 21 134 - 155 Proceeds from sale of property and equipment - - 10 5 - 15 Purchases of available-for-sale securities - - (53) (109) - (162) Proceeds from sales of available-for-sale securities - - 46 110 - 156 Increase in other investments - - (164) (41) - (205) Net cash used in investing activities - - (850) (201) - (1,051) Cash flows from financing activities: Proceeds from exercise of stock options 25 - - - - 25 Repurchase of restricted stock shares for payroll tax withholding requirements (20) - - - - (20) Stock buy-back (159) - - - - (159) Deferred financing costs and other debt-related costs - (30) - - - (30) Proceeds from noncontrolling investors in joint ventures - - - 47 - 47 Redemption of noncontrolling investments in joint ventures - - - (36) - (36) Distributions to noncontrolling investors in joint ventures - - - (100) - (100) Changes in intercompany balances with affiliates, net 179 (181) (71) 73 - - Borrowings under credit agreements - 4,880 34 8 - 4,922 Issuance of long-term debt - - - - - - Proceeds from receivables facility - - - 206 - 206 Repayments of long-term indebtedness - (4,828) (82) (140) - (5,050) Net cash provided by (used in) financing activities 25 (159) (119) 58 - (195) Net change in cash and cash equivalents - - (340) 15 - (325) Cash and cash equivalents at beginning of period - - 365 144 - 509 Cash and cash equivalents at end of period $ - $ - $ 25 $ 159 $ - $ 184 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2014 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash provided by (used in) operating activities $ 176 $ 319 $ 971 $ 149 $ - $ 1,615 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (2,876) (215) - (3,091) Purchases of property and equipment - - (620) (233) - (853) Proceeds from disposition of hospitals and other ancillary operations - - 3 85 - 88 Proceeds from sale of property and equipment - - 40 10 - 50 Purchases of available-for-sale securities - - (23) (240) - (263) Proceeds from sales of available-for-sale securities - - 24 205 - 229 Increase in other investments - - (392) (119) - (511) Net cash used in investing activities - - (3,844) (507) - (4,351) Cash flows from financing activities: Proceeds from exercise of stock options 65 - - - - 65 Repurchase of restricted stock shares for payroll tax withholding requirements (11) - - - - (11) Stock buy-back (9) - - - - (9) Deferred financing costs and other debt-related costs - (276) - - - (276) Proceeds from noncontrolling investors in joint ventures - - - 10 - 10 Redemption of noncontrolling investments in joint ventures - - - (158) - (158) Distributions to noncontrolling investors in joint ventures - - - (104) - (104) Changes in intercompany balances with affiliates, net (221) (3,334) 3,041 514 - - Borrowings under credit agreements - 9,081 50 - - 9,131 Issuance of long-term debt - 4,000 - - - 4,000 Proceeds from receivables facility - - - 204 - 204 Repayments of long-term indebtedness - (9,790) (88) (102) - (9,980) Net cash (used in) provided by financing activities (176) (319) 3,003 364 - 2,872 Net change in cash and cash equivalents - - 130 6 - 136 Cash and cash equivalents at beginning of period - - 235 138 - 373 Cash and cash equivalents at end of period $ - $ - $ 365 $ 144 $ - $ 509 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2013 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash (used in) provided by operating activities $ (82) $ 21 $ 904 $ 246 $ - $ 1,089 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (12) (32) - (44) Purchases of property and equipment - - (492) (122) - (614) Proceeds from disposition of hospitals and other ancillary operations - - - - - - Proceeds from sale of property and equipment - - 4 3 - 7 Increase in other investments - - (275) (65) - (340) Net cash used in investing activities - - (775) (216) - (991) Cash flows from financing activities: Proceeds from exercise of stock options 110 - - - - 110 Repurchase of restricted stock shares for payroll tax withholding requirements (15) - - - - (15) Stock buy-back (27) - - - - (27) Deferred financing costs and other debt-related costs - (13) - - - (13) Excess tax benefit relating to stock-based compensation 7 - - - - 7 Redemption of noncontrolling investments in joint ventures - - - (9) - (9) Distributions to noncontrolling investors in joint ventures - - - (76) - (76) Changes in intercompany balances with affiliates, net 7 274 (157) (124) - - Borrowings under credit agreements - 1,170 23 1 - 1,194 Proceeds from receivables facility - - - 338 - 338 Repayments of long-term indebtedness - (1,452) (28) (142) - (1,622) Net cash provided by (used in) financing activities 82 (21) (162) (12) - (113) Net change in cash and cash equivalents - - (33) 18 - (15) Cash and cash equivalents at beginning of period - - 268 120 - 388 Cash and cash equivalents at end of period $ - $ - $ 235 $ 138 $ - $ 373 |
Schedule of Qualifying and Valu
Schedule of Qualifying and Valuation Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts Disclosure | Community Health Systems, Inc. and Subsidiaries Schedule II — Valuation and Qualifying Accounts Balance at Acquisitions Charged to Balance Beginning and Costs and at End Description of Year Dispositions Expenses Write-offs of Year (In millions) Year ended December 31, 2015 allowance for doubtful accounts $ 3,504 $ (17) $ 3,168 $ (2,545) $ 4,110 Year ended December 31, 2014 allowance for doubtful accounts $ 2,438 $ 960 $ 3,022 $ (2,916) $ 3,504 Year ended December 31, 2013 allowance for doubtful accounts $ 2,191 $ - $ 2,034 $ (1,787) $ 2,438 |
Basis of Presentation and Sig31
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Basis of Presentation and Significant Accounting Policies [Abstract] | |
Use of Estimates, Policy | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates under different assumptions or conditions. |
Consolidation, Policy | Principles of Consolidation. The consolidated financial statements include the accounts of the Parent, its subsidiaries, all of which are controlled by the Parent through majority voting control, and variable interest entities for which the Company is the primary beneficiary. All significant intercompany accounts, profits and transactions have been eliminated. Noncontrolling interests in less-than-wholly-owned consolidated subsidiaries of the Parent are presented as a component of total equity to distinguish between the interests of the Parent and the interests of the noncontrolling owners. Revenues, expenses and income from continuing operations from these subsidiaries are included in the consolidated amounts as presented on the consolidated statements of income, along with a net income measure that separately presents the amounts attributable to the controlling interests and the amounts attributable to the noncontrolling interests for each of the periods presented. Noncontrolling interests that are redeemable or may become redeemable at a fixed or determinable price at the option of the holder or upon the occurrence of an event outside of the control of the Company are presented in mezzanine equity on the consolidated balance sheets. |
Cost of Revenue, Policy | Cost of Revenue. Substantially all of the Company’s operating costs and expenses are “cost of revenue” items. Operating costs that could be classified as general and administrative by the Company would include the Company’s corporate office costs at its Franklin, Tennessee office and Naples, Florida office (which was the headquarters of HMA prior to the closing of the HMA merger), which collectively were $266 million, $281 million and $181 million for the years ended December 31, 2015, 2014 and 2013, respectively. During the year ended December 31, 2015, corporate office costs from the Naples, Florida office have decreased significantly with the integration of the HMA corporate functions. Included in these corporate office costs is stock-based compensation of $59 million, $54 million and $38 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Cash Equivalents, Policy | Cash Equivalents. The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents. |
Supplies, Policy | Supplies. Supplies, principally medical supplies, are stated at the lower of cost (first-in, first-out basis) or market. |
Marketable Securities, Policy | Marketable Securities. The Company’s marketable securities are classified as trading or available-for-sale. Available-for-sale securities are carried at fair value as determined by quoted market prices, with unrealized gains and losses reported as a separate component of stockholders’ equity. Trading securities are reported at fair value with unrealized gains and losses included in earnings. Other comprehensive income (loss) included an unrealized loss of $5 million during the year ended December 31, 2015 and an unrealized gain of less than $1 million and $2 million during the years ended December 31, 2014 and 2013, respectively, related to these available-for-sale securities. |
Property and Equipment, Policy | Property and Equipment. Property and equipment are recorded at cost. Depreciation is recognized using the straight-line method over the estimated useful lives of the land and improvements ( 3 to 20 years), buildings and improvements ( 5 to 40 years) and equipment and fixtures ( 3 to 18 years). Costs capitalized as construction in progress were $267 million and $350 million at December 31, 2015 and 2014, respectively. Expenditures for renovations and other significant improvements are capitalized; however, maintenance and repairs which do not improve or extend the useful lives of the respective assets are charged to operations as incurred. Interest capitalized related to construction in progress was $16 million, $10 million and $11 million for the years ended December 31, 2015, 2014 and 2013, respectively. Purchases of property and equipment and internal-use software accrued in accounts payable and not yet paid were $173 million and $190 million at December 31, 2015 and 2014, respectively. The Company also leases certain facilities and equipment under capital leases (see Note 10). Such assets are amortized on a straight-line basis over the lesser of the term of the lease or the remaining useful lives of the applicable assets. During the year ended December 31, 2015, the Company had non-cash investing activity of $60 million related to certain facility and equipment additions that were financed through capital leases and other debt. |
Other Assets, Policy | Other Assets. Other assets consist of costs associated with the issuance of debt, which are included in interest expense over the life of the related debt using the effective interest method; the insurance recovery receivable from excess insurance carriers related to the Company’s self-insured malpractice general liability and workers’ compensation insurance liability; and costs to recruit physicians to the Company’s markets, which are deferred and expensed over the term of the respective physician recruitment contract, generally three years, and included in amortization expense. Other assets also include capitalized internal-use software costs, which are expensed over the expected useful life, which is generally three years for routine software and eight to ten years for major software projects, and included in amortization expense. |
Third-Party Reimbursement, Policy | Third-Party Reimbursement. Net patient service revenue is reported at the estimated net realizable amount from patients, third-party payors and others for services rendered. Operating revenues include amounts estimated by management to be reimbursable by Medicare and Medicaid under prospective payment systems, provisions of cost-reimbursement and other payment methods. Approximately 35.3% , 35.5% and 34.5% of operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), for the years ended December 31, 2015, 2014 and 2013, respectively, are related to services rendered to patients covered by the Medicare and Medicaid programs. Revenues from Medicare outlier payments are included in the amounts received from Medicare and were approximately 0.28% , 0.41% and 0.46% of operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), for the years ended December 31, 2015, 2014 and 2013, respectively. In addition, the Company is reimbursed by non-governmental payors using a variety of payment methodologies. Amounts received by the Company for treatment of patients covered by such programs are generally less than the standard billing rates. The differences between the estimated program reimbursement rates and the standard billing rates are accounted for as contractual adjustments, which are deducted from gross revenues to arrive at operating revenues (net of contractual allowances and discounts). These net operating revenues are an estimate of the net realizable amount due from these payors. The process of estimating contractual allowances requires the Company to estimate the amount expected to be received based on payor contract provisions. The key assumption in this process is the estimated contractual reimbursement percentage, which is based on payor classification and historical paid claims data. Due to the complexities involved in these estimates, actual payments the Company receives could be different from the amounts it estimates and records. Final settlements under some of these programs are subject to adjustment based on administrative review and audit by third parties. Adjustments to previous program reimbursement estimates are accounted for as contractual allowance adjustments and reported in the periods that such adjustments become known. Amounts due to third-party payors were $112 million and $147 million as of December 31, 2015 and 2014, respectively, and are included in accrued liabilities-other in the accompanying consolidated balance sheets. Amounts due from third-party payors were $213 million and $183 million as of December 31, 2015 and 2014, respectively, and are included in other current assets in the accompanying consolidated balance sheets. Substantially all Medicare and Medicaid cost reports are final settled through 2011. |
Charity Care, Policy | In the ordinary course of business, the Company renders services to patients who are financially unable to pay for hospital care. The Company’s policy is to not pursue collections for such amounts; therefore, the related charges for those patients who are financially unable to pay and that otherwise do not qualify for reimbursement from a governmental program are not reported in net operating revenues or in the provision for bad debts, and are thus classified as charity care. The Company determines amounts that qualify for charity care primarily based on the patient’s household income relative to the federal poverty level guidelines, as established by the federal government. Included in the provision for contractual allowance shown above is $453 million, $550 million and $681 million for the years ended December 31, 2015, 2014 and 2013, respectively, representing the value (at the Company’s standard charges) of these charity care services that are excluded from net operating revenues. The estimated cost incurred by the Company to provide these charity care services to patients who are unable to pay was approximately $64 million, $84 million and $116 million for the years ended December 31, 2015, 2014 and 2013, respectively. The estimated cost of these charity care services was determined using a ratio of cost to gross charges and applying that ratio to the gross charges associated with providing care to charity patients for the period. |
Health Care Organization, Bad Debts Policy | Net Operating Revenues. Net operating revenues are recorded net of provisions for contractual allowance of approximately $95.3 billion, $84.4 billion and $52.6 billion for the years ended December 31, 2015, 2014 and 2013, respectively. Net operating revenues are recognized when services are provided and are reported at the estimated net realizable amount from patients, third-party payors and others for services rendered. Also included in the provision for contractual allowance shown above is the value of administrative and other discounts provided to self-pay patients eliminated from net operating revenues which was $3.0 billion, $2.8 billion and $1.3 billion for the years ended December 31, 2015, 2014 and 2013, respectively. In the ordinary course of business, the Company renders services to patients who are financially unable to pay for hospital care. The Company’s policy is to not pursue collections for such amounts; therefore, the related charges for those patients who are financially unable to pay and that otherwise do not qualify for reimbursement from a governmental program are not reported in net operating revenues or in the provision for bad debts, and are thus classified as charity care. The Company determines amounts that qualify for charity care primarily based on the patient’s household income relative to the federal poverty level guidelines, as established by the federal government. Included in the provision for contractual allowance shown above is $453 million, $550 million and $681 million for the years ended December 31, 2015, 2014 and 2013, respectively, representing the value (at the Company’s standard charges) of these charity care services that are excluded from net operating revenues. The estimated cost incurred by the Company to provide these charity care services to patients who are unable to pay was approximately $64 million, $84 million and $116 million for the years ended December 31, 2015, 2014 and 2013, respectively. The estimated cost of these charity care services was determined using a ratio of cost to gross charges and applying that ratio to the gross charges associated with providing care to charity patients for the period. Currently, several states utilize supplemental reimbursement programs for the purpose of providing reimbursement to providers to offset a portion of the cost of providing care to Medicaid patients. These programs are designed with input from Centers for Medicare and Medicaid Services and are funded with a combination of state and federal resources, including, in certain instances, fees or taxes levied on the providers. Similar programs are also being considered by other states. After these supplemental programs are signed into law, the Company recognizes revenue and related expenses in the period in which amounts are estimable and collection is reasonably assured. Reimbursement under these programs is reflected in net operating revenues and fees, taxes or other program-related costs are reflected in other operating expenses. Operating revenues, net of contractual allowances and discounts (but before the provision for bad debts), recognized during the years ended December 31, 2015, 2014 and 2013, were as follows (in millions): Year Ended December 31, 2015 2014 2013 Medicare $ 5,439 $ 5,327 $ 3,682 Medicaid 2,532 2,332 1,442 Managed Care and other third-party payors 11,816 11,109 7,706 Self-pay 2,777 2,793 2,023 Total $ 22,564 $ 21,561 $ 14,853 |
Allowance for Doubtful Accounts, Policy | Allowance for Doubtful Accounts . Accounts receivable are reduced by an allowance for amounts that could become uncollectible in the future. Substantially all of the Company’s receivables are related to providing healthcare services to patients at its hospitals and affiliated businesses. The Company estimates the allowance for doubtful accounts by reserving a percentage of all self-pay accounts receivable without regard to aging category, based on collection history, adjusted for expected recoveries and any anticipated changes in trends. Our ability to estimate the allowance for doubtful accounts is not impacted by not utilizing an aging of our net accounts receivable as we believe that substantially all of the risk exists at the point in time such accounts are identified as self-pay. For all other non-self-pay payor categories, the Company reserves an estimated amount on historical collection rates for the uncontractualized portion of all accounts aging over 365 days from the date of discharge. These amounts represent an immaterial percentage of our outstanding accounts receivable. The percentage used to reserve for all self-pay accounts is based on our collection history. The Company collects substantially all of its third-party insured receivables, which include receivables from governmental agencies. Collections are impacted by the economic ability of patients to pay and the effectiveness of the Company’s collection efforts. Significant changes in payor mix, business office operations, economic conditions or trends in federal and state governmental healthcare coverage could affect the Company’s collection of accounts receivable and the estimates of the collectability of future accounts receivable and are considered in the Company’s estimates of accounts receivable collectability. The Company also continually reviews its overall reserve adequacy by monitoring historical cash collections as a percentage of trailing net revenue less provision for bad debts, as well as by analyzing current period net revenue and admissions by payor classification, aged accounts receivable by payor, days revenue outstanding, the composition of self-pay receivables between pure self-pay patients and the patient responsibility portion of third-party insured receivables and the impact of recent acquisitions and dispositions. |
Electronic Health Records Incentive Reimbursement Policy | Electronic Health Records Incentive Reimbursement. The federal government has implemented a number of regulations and programs designed to promote the use of electronic health records (“EHR”) technology and, pursuant to the Health Information Technology for Economic and Clinical Health Act (“HITECH”), established requirements for a Medicare and Medicaid incentive payments program for eligible hospitals and professionals that adopt and meaningfully use certified EHR technology. The Company utilizes a gain contingency model to recognize EHR incentive payments. Recognition occurs when the eligible hospitals adopt or demonstrate meaningful use of certified EHR technology for the applicable payment period and have available the Medicare cost report information for the relevant full cost report year used to determine the final incentive payment. Medicaid EHR incentive payments are calculated based on prior period Medicare cost report information available at the time when eligible hospitals adopt, implement, upgrade or demonstrate meaningful use of certified EHR technology. Since the information for the relevant full Medicare cost report year is available at the time of attestation, the incentive income from resolving the gain contingency is recognized when eligible hospitals adopt, implement, upgrade or demonstrate meaningful use of certified EHR technology. Medicare EHR incentive payments are calculated based on the Medicare cost report information for the full cost report year that began during the federal fiscal year in which meaningful use is demonstrated. Since the necessary information is only available at the end of the relevant full Medicare cost report year and after the cost report is settled, the incentive income from resolving the gain contingency is recognized when eligible hospitals demonstrate meaningful use of certified EHR technology and the information for the applicable full Medicare cost report year to determine the final incentive payment is available. In some instances, the Company may receive estimated Medicare EHR incentive payments prior to when the Medicare cost report information used to determine the final incentive payment is available. In these instances, recognition of the gain for EHR incentive payments is deferred until all recognition criteria described above are met. Eligibility for annual Medicare incentive payments is dependent on providers successfully attesting to the meaningful use of EHR technology. Medicaid incentive payments are available to providers in the first payment year that they adopt, implement or upgrade certified EHR technology; however, providers must demonstrate meaningful use of such technology in any subsequent payment years to qualify for additional incentive payments. Medicaid EHR incentive payments are fully funded by the federal government and administered by the states; however, the states are not required to offer EHR incentive payments to providers. The Company recognized approximately $160 million, $259 million and $162 million for the years ended December 31, 2015, 2014 and 2013, respectively, of incentive reimbursement for HITECH incentives from Medicare and Medicaid related to certain of the Company’s hospitals and for certain of the Company’s employed physicians that have demonstrated meaningful use of certified EHR technology or have completed attestations to their adoption or implementation of certified EHR technology. These incentive reimbursements are presented as a reduction of operating costs and expenses on the consolidated statements of income. The Company received cash related to the incentive reimbursement for HITECH incentives of approximately $75 million, $253 million and $203 million for the year ended December 31, 2015, 2014 and 2013, respectively. The Company recorded no deferred revenue at December 31, 2015 and $81 million as deferred revenue at December 31, 2014, as all criteria for gain recognition had not been met. |
Physician Income Guarantees, Policy | Physician Income Guarantees. The Company enters into physician recruiting agreements under which it supplements physician income to a minimum amount over a period of time, typically one year, while the physicians establish themselves in the community. As part of the agreements, the physicians are committed to practice in the community for a period of time, typically three years, which extends beyond their income guarantee period. The Company records an asset and liability for the estimated fair value of minimum revenue guarantees on new agreements. Adjustments to the ultimate value of the guarantee paid to physicians are recognized in the period that the change in estimate is identified. The Company amortizes an asset over the life of the agreement. As of December 31, 2015 and 2014, the unamortized portion of these physician income guarantees was $47 million and $48 million, respectively. |
Concentrations of Credit Risk, Policy | Concentrations of Credit Risk. The Company grants unsecured credit to its patients, most of whom reside in the service area of the Company’s facilities and are insured under third-party payor agreements. Because of the economic diversity of the Company’s facilities and non-governmental third-party payors, Medicare represents the only significant concentration of credit risk from payors. Accounts receivable, net of contractual allowances, from Medicare were $453 million as of both December 31, 2015 and 2014, representing 6% and 7% of consolidated net accounts receivable, before allowance for doubtful accounts, as of December 31, 2015 and 2014, respectively. |
Accounting for the Impairment or Disposal of Long-Lived Assets, Policy | Accounting for the Impairment or Disposal of Long-Lived Assets. Whenever events or changes in circumstances indicate that the carrying values of certain long-lived assets may be impaired, the Company projects the undiscounted cash flows expected to be generated by these assets. If the projections indicate that the reported amounts are not expected to be recovered, such amounts are reduced to their estimated fair value based on a quoted market price, if available, or an estimate based on valuation techniques available in the circumstances. During the year ended December 31, 2015, the Company recorded a pretax impairment charge of approximately $68 million related to the write-off of approximately $6 million of allocated reporting unit goodwill for Payson Regional Medical Center and $62 million for the impairment of certain long-lived assets for several smaller hospitals to their estimated fair value. During the year ended December 31, 2014, the Company recorded a pretax impairment charge of $17 million to reduce the carrying value of certain long-lived assets at three of its smaller hospitals to their estimated fair value. During the year ended December 31, 2013, the Company recorded a pretax impairment charge of $12 million to reduce the carrying value of certain long-lived assets at four of its smaller hospitals to their estimated fair value. The impairments for 2015, 2014 and 2013 were identified because of declining operating results and projections of future cash flows at these hospitals caused by competitive and operational challenges specific to the markets in which these hospitals operate. |
Income Taxes, Policy | Income Taxes. The Company accounts for income taxes under the asset and liability method, in which deferred income tax assets and liabilities are recognized for the tax consequences of “temporary differences” by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statement of income during the period in which the tax rate change becomes law. |
Comprehensive Income (Loss), Policy | Comprehensive Income (Loss). Comprehensive income (loss) is the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. |
Segment Reporting, Policy | Segment Reporting. A public company is required to report annual and interim financial and descriptive information about its reportable operating segments. Operating segments, as defined, are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Aggregation of similar operating segments into a single reportable operating segment is permitted if the businesses have similar economic characteristics and meet the criteria established by U.S. GAAP. The Company operates in two distinct operating segments, represented by the hospital operations (which includes the Company’s acute care hospitals and related healthcare entities that provide inpatient and outpatient healthcare services) and the home care agencies operations (which provide in-home outpatient care). U.S. GAAP requires (1) that financial information be disclosed for operating segments that meet a 10% quantitative threshold of the consolidated totals of net revenue, profit or loss, or total assets; and (2) that the individual reportable segments disclosed contribute at least 75% of total consolidated net revenue. Based on these measures, only the hospital operations segment meets the criteria as a separate reportable segment. Financial information for the home care agencies segment does not meet the quantitative thresholds and is therefore combined with corporate into the all other reportable segment. |
Derivative Instruments and Hedging Activities, Policy | Derivative Instruments and Hedging Activities. The Company records derivative instruments on the consolidated balance sheet as either an asset or liability measured at its fair value. Changes in a derivative’s fair value are recorded each period in earnings or other comprehensive income (“OCI”), depending on whether the derivative is designated and is effective as a hedged transaction, and on the type of hedge transaction. Changes in the fair value of derivative instruments recorded to OCI are reclassified to earnings in the period affected by the underlying hedged item. Any portion of the fair value of a derivative instrument determined to be ineffective under the standard is recognized in current earnings. The Company has entered into several interest rate swap agreements. See Note 8 for further discussion about the swap transactions. |
New Accounting Pronouncements, Policy | New Accounting Pronouncements. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, which outlines a single comprehensive model for recognizing revenue and supersedes most existing revenue recognition guidance, including guidance specific to the healthcare industry. This ASU provides companies the option of applying a full or modified retrospective approach upon adoption. This ASU is effective for fiscal years beginning after December 15, 2016. However, the FASB recently issued a final ASU that defers the effective date by one year, with early adoption permitted for annual periods beginning after December 15, 2016. The Company expects to adopt this ASU on January 1, 2018 and is currently evaluating its plan for adoption and the impact on its revenue recognition policies, procedures and control framework and the resulting impact on its consolidated financial position, results of operations and cash flows. In April 2015, the FASB issued ASU 2015-03, which requires debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct reduction from the carrying amount of that debt liability, consistent with the accounting for debt discounts. The ASU did not change the measurement or recognition guidance for debt issuance costs. This ASU is effective for fiscal years beginning after December 31, 2015, with early adoption permitted. The Company plans to adopt this ASU on January 1, 2016, which will result in the reclassification of approximately $266 million of debt issuance costs from other long-term assets to a reduction of the related long-term debt. In November 2015, the FASB issued ASU 2015-17, which amended the balance sheet classification requirements for deferred income taxes to simplify their presentation in the statement of financial position. The ASU requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This ASU is effective for fiscal years beginning after December 31, 2016, with early adoption permitted. The Company early adopted the provisions of this ASU for the presentation and classification of its deferred tax assets at December 31, 2015. The effect of this change primarily resulted in the current portion of deferred income taxes at December 31, 2015 being included in the noncurrent deferred income tax liability. The Company did not retrospectively apply the provisions of this ASU to prior periods as permitted by the standard. |
Reclassifications, Policy | Reclassification . The Company has reclassified impairment of long-lived assets to inclusion as part of operating costs and expenses on the accompanying consolidated statements of income for the years ended December 31, 2014 and 2013 to conform to the current year presentation, which includes the impairment as part of operating costs and expenses. These amounts had previously been classified below income from operations on the consolidated statements of income. The Company has concluded that the classification of such amounts in the prior years was not material to the previously issued consolidated financial statements. This change in classification had no effect on the Company’s net income or cash flows included in previously issued consolidated financial statements |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Acquisitions And Divestitures [Abstract] | |
Business Combinations Policy | Acquisitions The Company accounts for all transactions that represent business combinations using the acquisition method of accounting, where the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired entity are recognized and measured at their fair values on the date the Company obtains control in the acquiree. Such fair values that are not finalized for reporting periods following the acquisition date are estimated and recorded as provisional amounts. Adjustments to these provisional amounts during the measurement period (defined as the date through which all information required to identify and measure the consideration transferred, the assets acquired, the liabilities assumed and any noncontrolling interests has been obtained, limited to one year from the acquisition date) are recorded as of the date of acquisition. Any material impact to comparative information for periods after acquisition, but before the period in which adjustments are identified, is reflected in those prior periods as if the adjustments were considered as of the acquisition date. Goodwill is determined as the excess of the fair value of the consideration conveyed in the acquisition over the fair value of the net assets acquired. |
Goodwill and Other Intangible33
Goodwill and Other Intangible Assets (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Asset Impairment [Abstract] | |
Goodwill, Policy | Goodwill is allocated to each identified reporting unit, which is defined as an operating segment or one level below the operating segment (referred to as a component of the entity). Management has determined that the Company’s operating segments and hospital management services operations meet the criteria to be classified as reporting units. At December 31, 2015, the hospital operations reporting unit, the home care agency operations reporting unit and the hospital management services reporting unit had approximately $8.9 billion, $47 million and $33 million, respectively, of goodwill. Goodwill is evaluated for impairment at the same time every year and when an event occurs or circumstances change that, more likely than not, reduce the fair value of the reporting unit below its carrying value. There is a two-step method for determining goodwill impairment. Step one is to compare the fair value of the reporting unit with the unit’s carrying amount, including goodwill. If this test indicates the fair value is less than the carrying value, then step two is required to compare the implied fair value of the reporting unit’s goodwill with the carrying value of the reporting unit’s goodwill. The Company performed its last annual goodwill evaluation during the fourth quarter of 2015. No impairment was indicated by this evaluation. The next annual goodwill evaluation will be performed during the fourth quarter of 2016. The Company estimates the fair value of the related reporting units using both a discounted cash flow model as well as an EBITDA multiple model. The cash flow forecasts are adjusted by an appropriate discount rate based on the Company’s estimate of a market participant’s weighted-average cost of capital. These models are both based on the Company’s best estimate of future revenues and operating costs and are reconciled to the Company’s consolidated market capitalization, with consideration of the amount a potential acquirer would be required to pay, in the form of a control premium, in order to gain sufficient ownership to set policies, direct operations and control management decisions. |
Fair Value of Financial Instr34
Fair Value of Financial Instruments (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments, Policy | The estimated fair value is determined using the methodologies discussed below in accordance with accounting standards related to the determination of fair value based on the U.S. GAAP fair value hierarchy as discussed in Note 9 . The estimated fair value for financial instruments with a fair value that does not equal its carrying value is considered a Level 1 valuation. The Company utilizes the market approach and obtains indicative pricing from the administrative agent to the Credit Facility to determine fair values or through publicly available subscription services such as Bloomberg where relevant. Cash and cash equivalents. The carrying amount approximates fair value due to the short-term maturity of these instruments (less than three months). Available-for-sale securities. Estimated fair value is based on closing price as quoted in public markets or other various valuation techniques. Trading securities. Estimated fair value is based on closing price as quoted in public markets. Contingent Value Right . Estimated fair value is based on the closing price as quoted on the public market where the CVR is traded. Credit Facility. Estimated fair value is based on publicly available trading activity and supported with information from the Company’s bankers regarding relevant pricing for trading activity among the Company’s lending institutions. 8% Senior Notes. Estimated fair value is based on the closing market price for these notes. 7⅛% Senior Notes. Estimated fair value is based on the closing market price for these notes. 2018 Senior Secured Notes. Estimated fair value is based on the closing market price for these notes. 2021 Senior Secured Notes. Estimated fair value is based on the closing market price for these notes. 6⅞% Senior Notes. Estimated fair value is based on the closing market price for these notes. Receivables Facility and other debt. The carrying amount of the Receivables Facility and all other debt approximates fair value due to the nature of these obligations. Interest rate swaps. The fair value of interest rate swap agreements is the amount at which they could be settled, based on estimates calculated by the Company using a discounted cash flow analysis based on observable market inputs and validated by comparison to estimates obtained from the counterparty. The Company incorporates credit valuation adjustments (“CVAs”) to appropriately reflect both its own nonperformance or credit risk and the respective counterparty’s nonperformance or credit risk in the fair value measurements. In adjusting the fair value of its interest rate swap agreements for the effect of nonperformance or credit risk, the Company has considered the impact of any netting features included in the agreements. |
Fair Value (Policies)
Fair Value (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value [Abstract] | |
Fair Value Measurement, Policy | Fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, the Company utilizes the U.S. GAAP fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumption about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). The inputs used to measure fair value are classified into the following fair value hierarchy: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Level 3 includes values determined using pricing models, discounted cash flow methodologies, or similar techniques reflecting the Company’s own assumptions. In instances where the determination of the fair value hierarchy measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment of factors specific to the asset or liability. Transfers between levels within the fair value hierarchy are recognized by the Company on the date of the change in circumstances that requires such transfer. There were no transfers between levels during 2015 or 2014 . |
Commitments and Contingencies (
Commitments and Contingencies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
Legal Costs, Policy | Legal Matters. The Company is a party to various legal, regulatory and governmental proceedings incidental to its business. Based on current knowledge, management does not believe that loss contingencies arising from pending legal, regulatory and governmental matters, including the matters described herein, will have a material adverse effect on the consolidated financial position or liquidity of the Company. However, in light of the inherent uncertainties involved in pending legal, regulatory and governmental matters, some of which are beyond the Company’s control, and the very large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to the Company’s results of operations or cash flows for any particular reporting period. With respect to all legal, regulatory and governmental proceedings, the Company considers the likelihood of a negative outcome. If the Company determines the likelihood of a negative outcome with respect to any such matter is probable and the amount of the loss can be reasonably estimated, the Company records an accrual for the estimated loss for the expected outcome of the matter. If the likelihood of a negative outcome with respect to material matters is reasonably possible and the Company is able to determine an estimate of the possible loss or a range of loss, whether in excess of a related accrued liability or where there is no accrued liability, the Company discloses the estimate of the possible loss or range of loss. However, the Company is unable to estimate a possible loss or range of loss in some instances based on the significant uncertainties involved in, and/or the preliminary nature of, certain legal, regulatory and governmental matters. |
Supplemental Condensed Consol37
Supplemental Condensed Consolidating Financial Information (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Condensed Consolidating Financial Information [Abstract] | |
Guarantor Financial Information Policy | These condensed consolidating financial statements have been prepared and presented in accordance with SEC Regulation S-X Rule 3-10 “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The accounting policies used in the preparation of this financial information are consistent with those elsewhere in the consolidated financial statements of the Company, except as noted below: • Intercompany receivables and payables are presented gross in the supplemental condensed consolidating balance sheets. • Cash flows from intercompany transactions are presented in cash flows from financing activities, as changes in intercompany balances with affiliates, net. • Income tax expense is allocated from the parent guarantor to the income producing operations (other guarantors and non-guarantors) and the issuer through stockholders’ equity. As this approach represents an allocation, the income tax expense allocation is considered non-cash for statement of cash flow purposes. • Interest expense, net has been presented to reflect net interest expense and interest income from outstanding long-term debt and intercompany balances. The Company’s intercompany activity consists primarily of daily cash transfers for purposes of cash management, the allocation of certain expenses and expenditures paid for by the Parent on behalf of its subsidiaries, and the push down of investment in its subsidiaries. This activity also includes the intercompany transactions between consolidated entities as part of the Receivables Facility that is further discussed in Note 7. The Company’s subsidiaries generally do not purchase services from one another; thus, the intercompany transactions do not represent revenue generating transactions. All intercompany transactions eliminate in consolidation. From time to time, subsidiaries of the Company sell and/or repurchase noncontrolling interests in consolidated subsidiaries, which may change subsidiaries between guarantors and non-guarantors. Amounts for prior periods are revised to reflect the status of guarantors or non-guarantors as of December 31, 2015. |
Basis of Presentation and Sig38
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Basis of Presentation and Significant Accounting Policies [Abstract] | |
Schedule of Operating Revenues, Net of Contractual Allowances and Discounts (But Before the Provision for Bad Debts) | Year Ended December 31, 2015 2014 2013 Medicare $ 5,439 $ 5,327 $ 3,682 Medicaid 2,532 2,332 1,442 Managed Care and other third-party payors 11,816 11,109 7,706 Self-pay 2,777 2,793 2,023 Total $ 22,564 $ 21,561 $ 14,853 |
Accounting for Stock-Based Co39
Accounting for Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting for Stock-Based Compensation [Abstract] | |
Schedule of Share-based Compensation Expense | Year Ended December 31, 2015 2014 2013 Effect on income from continuing operations before income taxes $ (59) $ (54) $ (38) Effect on net income $ (35) $ (34) $ (24) |
Schedule of Share-based Compensation, Stock Options, Activity | Weighted- Aggregate Average Intrinsic Weighted- Remaining Value as of Average Contractual December 31, Shares Exercise Price Term 2015 Outstanding at December 31, 2012 7,104,113 $ 34.25 Granted - - Exercised (3,299,859) 33.53 Forfeited and cancelled (66,709) 34.01 Outstanding at December 31, 2013 3,737,545 34.88 Granted - - Exercised (1,768,473) 37.06 Forfeited and cancelled (15,345) 29.92 Outstanding at December 31, 2014 1,953,727 32.94 Granted - - Exercised (711,568) 35.15 Forfeited and cancelled (10,001) 34.96 Outstanding at December 31, 2015 1,232,158 $ 31.65 4.1 years $ 2 Exercisable at December 31, 2015 1,232,158 $ 31.65 4.1 years $ 2 |
Schedule of Share-based Compensation, Restricted Stock, Activity | Weighted- Average Grant Shares Date Fair Value Unvested at December 31, 2012 1,744,564 $ 30.50 Granted 836,088 41.55 Vested (945,894) 32.22 Forfeited (27,269) 37.09 Unvested at December 31, 2013 1,607,489 35.13 Granted 2,011,000 41.35 Vested (846,818) 34.60 Forfeited (11,032) 37.37 Unvested at December 31, 2014 2,760,639 39.82 Granted 1,254,500 47.69 Vested (1,156,226) 37.61 Forfeited (13,334) 41.32 Unvested at December 31, 2015 2,845,579 44.18 |
Schedule of Share-based Compensation, Restricted Stock Units Award, Activity | Weighted- Average Grant Shares Date Fair Value Unvested at December 31, 2012 62,886 $ 26.72 Granted 21,576 41.71 Vested (28,926) 29.04 Forfeited - - Unvested at December 31, 2013 55,536 31.33 Granted 21,684 41.51 Vested (27,858) 30.87 Forfeited - - Unvested at December 31, 2014 49,362 36.07 Granted 21,024 47.70 Vested (27,708) 31.76 Forfeited - - Unvested at December 31, 2015 42,678 44.59 |
Acquisitions and Divestitures40
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Acquisition [Line Items] | |
Schedule of Consolidated Pro Forma Operating Results | Year Ended December 31, 2014 2013 (Unaudited) Pro forma net operating revenues $ 19,269 $ 18,925 Pro forma net income (loss) attributable to Community Health Systems, Inc. stockholders 87 (292) Pro forma net income (loss) per share attributable to Community Health Systems, Inc. common stockholders: Basic $ 0.77 $ (2.63) Diluted $ 0.76 $ (2.63) |
Schedule of Net Operating Revenues and Income (Loss) and Assets and Liabilities Classified as Discontinued Operations | Year Ended December 31, 2015 2014 2013 Net operating revenues $ 114 $ 426 $ 179 Loss from operations of entities sold or held for sale before income taxes (42) (11) (32) Impairment of hospitals sold or held for sale (8) (71) (8) Loss on sale, net (6) - - Loss from discontinued operations, before taxes (56) (82) (40) Income tax benefit (20) (25) (15) Loss from discontinued operations, net of taxes $ (36) $ (57) $ (25) |
Hospitals and Significant Practices Acquired [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price Allocation | 2015 2014 2013 Current assets N/A $ 29 N/A Property and equipment N/A 257 N/A Goodwill N/A 19 N/A Intangible assets N/A - N/A Other long-term assets N/A 28 N/A Liabilities N/A (46) N/A Noncontrolling interests N/A (10) N/A Total identifiable net assets N/A $ 277 N/A |
Health Management Associates, Inc. [Member] | |
Business Acquisition [Line Items] | |
Schedule of Purchase Price Allocation | Cash paid $ 2,778 Shares issued 736 Contingent value right 17 Total consideration $ 3,531 Current assets $ 1,519 Property and equipment 2,895 Goodwill 4,494 Intangible assets 112 Other long-term assets 508 Liabilities (5,662) Noncontrolling interests (335) Total identifiable net assets $ 3,531 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Other Intangible Assets [Abstract] | |
Schedule of Goodwill | Year Ended December 31, 2015 2014 Balance, beginning of year $ 8,951 $ 4,424 Goodwill acquired as part of acquisitions during current year 39 4,527 Consideration and purchase price allocation adjustments for prior year’s acquisitions and other adjustments 11 - Impairment or allocation of goodwill to hospitals held for sale (36) - Balance, end of year $ 8,965 $ 8,951 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Schedule of Provision for Income Taxes for Income from Continuing Operations | Year Ended December 31, 2015 2014 2013 Current: Federal $ 7 $ (29) $ 27 State 7 3 6 14 (26) 33 Deferred: Federal 103 106 60 State (1) 2 11 102 108 71 Total provision for income taxes for income from continuing operations $ 116 $ 82 $ 104 |
Schedule of Reconciliation between the Statutory Federal Income Tax Rate and the Effective Tax Rate | Year Ended December 31, 2015 2014 2013 Amount % Amount % Amount % Provision for income taxes at statutory federal rate $ 144 35.0 % $ 120 35.0 % $ 121 35.0 % State income taxes, net of federal income tax benefit 13 3.3 11 3.2 11 3.1 Release of unrecognized tax benefit - - (9) (2.6) - - Net income attributable to noncontrolling interests (35) (8.6) (39) (11.5) (27) (7.7) Change in valuation allowance (2) (0.4) - - - - Federal and state tax credits (5) (1.2) (4) (1.2) (4) (1.1) Nondeductible transaction costs - - 3 0.9 - - Other 1 0.3 - - 3 0.7 Provision for income taxes and effective tax rate for income from continuing operations $ 116 28.4 % $ 82 23.8 % $ 104 30.0 % |
Schedule of Components of Deferred Income Taxes | December 31, 2015 2014 Assets Liabilities Assets Liabilities Net operating loss and credit carryforwards $ 609 $ - $ 526 $ - Property and equipment - 836 - 841 Self-insurance liabilities 149 - 176 - Prepaid expenses - 62 - 62 Intangibles - 353 - 312 Investments in unconsolidated affiliates - 133 - 133 Other liabilities - 16 - 12 Long-term debt and interest - 20 - 34 Accounts receivable 21 - 26 - Accrued vacation 66 - 68 - Other comprehensive income 45 - 39 - Stock-based compensation 31 - 28 - Deferred compensation 125 - 117 - Other 117 - 180 - 1,163 1,420 1,160 1,394 Valuation allowance (336) - (280) - Total deferred income taxes $ 827 $ 1,420 $ 880 $ 1,394 |
Schedule of Reconciliation of the Total Amount of Unrecognized Tax Benefit | Year Ended December 31, 2015 2014 2013 Unrecognized tax benefit, beginning of year $ 16 $ - $ 1 Gross increases — assumed liability of acquired entity - 26 - Reductions — tax positions in prior period - (8) - Lapse of statute of limitations (1) (1) - Settlements - (1) (1) Unrecognized tax benefit, end of year $ 15 $ 16 $ - |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument [Line Items] | |
Schedule of Debt | December 31, 2015 2014 Credit Facility: Term A Loan $ 850 $ 950 Term D Loan - 4,555 Term E Loan - 1,660 Term F Loan 1,687 - Term G Loan 1,592 - Term H Loan 2,929 - Revolving credit loans 159 - 8% Senior Notes due 2019 2,015 2,018 7⅛% Senior Notes due 2020 1,200 1,200 5⅛% Senior Secured Notes due 2018 1,600 1,600 5⅛% Senior Secured Notes due 2021 1,000 1,000 6⅞% Senior Notes due 2022 3,000 3,000 Receivables Facility 700 614 Capital lease obligations 227 228 Other 92 91 Total debt 17,051 16,916 Less current maturities (229) (235) Total long-term debt $ 16,822 $ 16,681 |
Schedule of Maturities of Long-term Debt | Year Amount 2016 $ 229 2017 963 2018 3,767 2019 3,919 2020 1,239 Thereafter 6,919 Total maturities 17,036 Plus unamortized note premium 15 Total long-term debt $ 17,051 |
Notes Payable to Banks [Member] | |
Debt Instrument [Line Items] | |
Schedule of Maturities of Long-term Debt | Year Amount 2016 $ 162 2017 212 2018 2,149 2019 1,883 2020 29 Thereafter 2,782 Total $ 7,217 |
Senior Notes at 8.0, Due 2019 [Member] | Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Early Redemption Prices on Notes | Period Redemption Price November 15, 2015 to November 14, 2016 104.000 % November 15, 2016 to November 14, 2017 102.000 % November 15, 2017 to November 15, 2019 100.000 % |
Senior Notes at 7.125, Due 2020 [Member] | Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Early Redemption Prices on Notes | Period Redemption Price July 15, 2016 to July 14, 2017 103.563 % July 15, 2017 to July 14, 2018 101.781 % July 15, 2018 to July 15, 2020 100.000 % |
Senior Secured Notes At 5.125 Due 2018 [Member] | Senior Secured Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Early Redemption Prices on Notes | Period Redemption Price August 15, 2015 to August 14, 2016 102.563 % August 15, 2016 to August 14, 2017 101.281 % August 15, 2017 to August 15, 2018 100.000 % |
Senior Secured Notes at 5.125, Due 2021 [Member] | Senior Secured Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Early Redemption Prices on Notes | Period Redemption Price February 1, 2017 to January 31, 2018 103.844 % February 1, 2018 to January 31, 2019 102.563 % February 1, 2019 to January 31, 2020 101.281 % February 1, 2020 to January 31, 2021 100.000 % |
Senior Notes at 6.875, Due 2022 [Member] | Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Early Redemption Prices on Notes | Period Redemption Price February 1, 2018 to January 31, 2019 103.438 % February 1, 2019 to January 31, 2020 101.719 % February 1, 2020 to January 31, 2022 100.000 % |
Fair Value of Financial Instr44
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Schedule of Estimated Fair Value of Financial Instruments, by Balance Sheet Grouping | December 31, 2015 2014 Carrying Estimated Fair Carrying Estimated Fair Amount Value Amount Value Assets: Cash and cash equivalents $ 184 $ 184 $ 509 $ 509 Available-for-sale securities 271 271 280 280 Trading securities 61 61 55 55 Liabilities: Contingent Value Right 2 2 6 6 Credit Facility 7,217 7,115 7,165 7,143 8% Senior Notes 2,015 2,018 2,018 2,139 7 ⅛ % Senior Notes 1,200 1,193 1,200 1,282 2018 Senior Secured Notes 1,600 1,610 1,600 1,655 2021 Senior Secured Notes 1,000 997 1,000 1,041 6⅞% Senior Notes 3,000 2,858 3,000 3,194 Receivables Facility and other debt 792 792 705 705 |
Schedule of Interest Rate Swaps | Swap # Notional Amount (in millions) Fixed Interest Rate Termination Date Fair Value (in millions) 1 $ 300 3.447 % August 6, 2016 $ 5 2 100 3.401 % August 19, 2016 2 3 200 3.429 % August 19, 2016 3 4 200 3.500 % August 30, 2016 4 5 100 3.005 % November 30, 2016 2 6 200 2.055 % July 25, 2019 4 7 200 2.059 % July 25, 2019 4 8 400 1.882 % August 30, 2019 3 9 200 2.515 % August 30, 2019 6 10 200 2.613 % August 30, 2019 6 11 300 2.041 % August 30, 2020 2 12 300 2.738 % August 30, 2020 11 13 300 2.892 % August 30, 2020 14 14 300 2.363 % January 27, 2021 6 (1) 15 200 2.368 % January 27, 2021 4 (1) ___________________ (1) This interest rate swap becomes effective February 29, 2016 . |
Schedule of Pre-tax (Loss) Gain Recognized as a Component of Other Comprehensive Income | Amount of Pre-Tax Loss Recognized in OCI (Effective Portion) Derivatives in Cash Flow Hedging Relationships Year Ended December 31, 2015 2014 2013 Interest rate swaps $ (51) $ (41) $ (6) |
Schedule of Effective Portion of the Pre-tax Loss Reclassified from AOCL into Interest Expense on the Consolidated Statements of Income | Amount of Pre-Tax Loss Reclassified from Location of Loss Reclassified from AOCL into Income (Effective Portion) AOCL into Income (Effective Portion) Year Ended December 31, 2015 2014 2013 Interest expense, net $ 42 $ 61 $ 100 |
Schedule of the Fair Value of Derivative Instruments in the Consolidated Balance Sheet | Asset Derivatives Liability Derivatives December 31, 2015 December 31, 2014 December 31, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Other assets, net $ - Other assets, net $ - Other long-term liabilities $ 76 Other long-term liabilities $ 68 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | December 31, 2015 Level 1 Level 2 Level 3 Available-for-sale securities $ 271 $ 155 $ 116 $ - Trading securities 61 61 - - Total assets $ 332 $ 216 $ 116 $ - Contingent Value Right (CVR) $ 2 $ 2 $ - $ - CVR-related liability 261 - - 261 Fair value of interest rate swap agreements 76 - 76 - Total liabilities $ 339 $ 2 $ 76 $ 261 December 31, 2014 Level 1 Level 2 Level 3 Available-for-sale securities $ 280 $ 151 $ 129 $ - Trading securities 55 55 - - Total assets $ 335 $ 206 $ 129 $ - Contingent Value Right (CVR) $ 6 $ 6 $ - $ - CVR-related liability 265 - - 265 Fair value of interest rate swap agreements 68 - 68 - Total liabilities $ 339 $ 6 $ 68 $ 265 |
Available-for-sale Securities | Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Values As of December 31, 2015: Debt securities and debt-based mutual funds Government and corporate $ 161 $ 1 $ (6) $ 156 Equity securities and equity-based mutual funds Domestic 79 15 (1) 93 International 21 1 - 22 Totals $ 261 $ 17 $ (7) $ 271 Gross Gross Estimated Amortized Unrealized Unrealized Fair Cost Gains Losses Values As of December 31, 2014: Debt securities and debt-based mutual funds Government and corporate $ 161 $ 3 $ (2) $ 162 Equity securities and equity-based mutual funds Domestic 73 18 - 91 International 24 4 (1) 27 Totals $ 258 $ 25 $ (3) $ 280 |
Contractual Maturities of Debt Securities | December 31, 2015 December 31, 2014 Amortized Estimated Amortized Estimated Cost Fair Values Cost Fair Values Within 1 year $ 1 $ 1 $ 1 $ 1 After 1 year and through year 5 12 12 15 15 After 5 years and through year 10 11 11 16 16 After 10 years 22 22 20 21 |
Gross Realized Gains and Losses and Investment Income on Available-for-sale Securities | Year Ended December 31, 2015 2014 2013 Realized gains $ 8 $ 13 $ 1 Realized losses (6) (3) - Investment income 8 8 1 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Schedule of future minimum lease payments for operating and capital leases | Year Ended December 31, Operating (1) Capital 2016 $ 288 $ 48 2017 225 34 2018 162 23 2019 117 19 2020 88 15 Thereafter 222 245 Total minimum future payments $ 1,102 384 Less: Imputed interest (157) Total capital lease obligations 227 Less: Current portion (42) Long-term capital lease obligations $ 185 (1) Minimum lease payments have not been reduced by minimum sublease rentals due in the future of $26 million . |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Schedule of Impact of Noncontrolling Interest to Stockholders' Equity | Year Ended December 31, 2015 2014 2013 Net income attributable to Community Health Systems, Inc. stockholders $ 158 $ 92 $ 141 Transfers to the noncontrolling interests: Net decrease in Community Health Systems, Inc. paid-in capital for purchase of subsidiary partnership interests (16) (2) (1) Net transfers to the noncontrolling interests (16) (2) (1) Change to Community Health Systems, Inc. stockholders’ equity from net income attributable to Community Health Systems, Inc. stockholders and transfers to noncontrolling interests $ 142 $ 90 $ 140 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | Year Ended December 31, 2015 2014 2013 Numerator: Income from continuing operations, net of taxes $ 295 $ 260 $ 242 Less: Income from continuing operations attributable to noncontrolling interests, net of taxes 101 111 76 Income from continuing operations attributable to Community Health Systems, Inc. common stockholders — basic and diluted $ 194 $ 149 $ 166 Loss from discontinued operations, net of taxes $ (36) $ (57) $ (25) Less: Loss from discontinued operations attributable to noncontrolling interests, net of taxes - - - Loss from discontinued operations attributable to Community Health Systems, Inc. common stockholders — basic and diluted $ (36) $ (57) $ (25) Denominator: Weighted-average number of shares outstanding — basic 114,454,674 111,579,088 92,633,332 Effect of dilutive securities: Restricted stock awards 449,961 377,190 448,567 Employee stock options 357,188 578,395 714,560 Other equity-based awards 10,581 14,647 18,554 Weighted-average number of shares outstanding — diluted 115,272,404 112,549,320 93,815,013 |
Schedule of Antidilutive Securities | Year Ended December 31, 2015 2014 2013 Dilutive securities outstanding not included in the computation of earnings per share because their effect is antidilutive: Employee stock options and restricted stock awards 255,564 472,570 - |
Equity Investments (Tables)
Equity Investments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity Investments [Abstract] | |
Schedule of Financial Information Related to Unconsolidated Entities-Balance Sheet | December 31, 2015 2014 Current assets $ 283 $ 268 Noncurrent assets 838 861 Total assets $ 1,121 $ 1,129 Current liabilities $ 111 $ 117 Noncurrent liabilities 2 2 Members’ equity 1,008 1,010 Total liabilities and equity $ 1,121 $ 1,129 |
Schedule of Financial Information Related to Unconsolidated Entities Included in Consolidated Statement of Income | Year Ended December 31, 2015 2014 2013 Revenues $ 1,494 $ 1,368 $ 1,246 Operating costs and expenses 1,287 1,184 1,117 Income from continuing operations before taxes 207 184 130 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information [Abstract] | |
Schedule of Segment Reporting Information by Segment | Year Ended December 31, 2015 2014 2013 Net operating revenues: Hospital operations $ 19,234 $ 18,399 $ 12,637 Corporate and all other 203 240 182 Total $ 19,437 $ 18,639 $ 12,819 Income (loss) from continuing operations before income taxes: Hospital operations $ 767 $ 772 $ 575 Corporate and all other (356) (430) (229) Total $ 411 $ 342 $ 346 Expenditures for segment assets: Hospital operations $ 888 $ 817 $ 583 Corporate and all other 65 36 31 Total $ 953 $ 853 $ 614 December 31, 2015 2014 Total assets: Hospital operations $ 25,271 $ 25,014 Corporate and all other 1,590 2,407 Total $ 26,861 $ 27,421 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income by Component | Change in Change in Fair Change in Fair Unrecognized Accumulated Other Value of Interest Value of Available Pension Cost Comprehensive Rate Swaps for Sale Securities Components Income (Loss) Balance as of December 31, 2014 $ (43) $ 7 $ (27) $ (63) Other comprehensive (loss) income before reclassifications (32) (6) (1) (39) Amounts reclassified from accumulated other comprehensive income (loss) 27 - 2 29 Net current-period other comprehensive (loss) income (5) (6) 1 (10) Balance as of December 31, 2015 $ (48) $ 1 $ (26) $ (73) Change in Change in Fair Change in Fair Unrecognized Accumulated Other Value of Interest Value of Available Pension Cost Comprehensive Rate Swaps for Sale Securities Components Income (Loss) Balance as of December 31, 2013 $ (56) $ 7 $ (18) $ (67) Other comprehensive (loss) income before reclassifications (26) - (10) (36) Amounts reclassified from accumulated other comprehensive income (loss) 39 - 1 40 Net current-period other comprehensive income (loss) 13 - (9) 4 Balance as of December 31, 2014 $ (43) $ 7 $ (27) $ (63) |
Schedule of Amounts Reclassified Out of Accumulated Other Comprehensive Income | Amount reclassified from AOCL Affected line item in the Details about accumulated other Year Ended statement where net comprehensive income (loss) components December 31, 2015 income is presented Gains and losses on cash flow hedges Interest rate swaps $ (42) Interest expense, net 15 Tax benefit $ (27) Net of tax Amortization of defined benefit pension items Prior service costs $ (1) Salaries and benefits Actuarial losses (2) Salaries and benefits (3) Total before tax 1 Tax benefit $ (2) Net of tax Amount reclassified from AOCL Affected line item in the Details about accumulated other Year Ended statement where net comprehensive income (loss) components December 31, 2014 income is presented Gains and losses on cash flow hedges Interest rate swaps $ (61) Interest expense, net 22 Tax benefit $ (39) Net of tax Amortization of defined benefit pension items Prior service costs $ (1) Salaries and benefits Actuarial losses (1) Salaries and benefits (2) Total before tax 1 Tax benefit $ (1) Net of tax |
Commitments and Contingencies52
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies [Abstract] | |
Impact of Legal Expenses Paid or Incurred to Date and Settlements Paid or Deemed Final | Allocation of Expenses and Settlements Paid Reduction to Total Expenses CHS Amount Owed and Settlement Responsibility to CVR Holders Cost Deductible at 10% at 90% As of December 31, 2014 $ 24 $ 18 $ - $ 6 Settlements paid 26 - 3 23 Legal expenses incurred and/or paid during the year ended December 31, 2015 8 - 1 7 As of December 31, 2015 $ 58 $ 18 $ 4 $ 36 |
Schedule Reconciliation of the Beginning and Ending Liability Balances in Connection with Probable Contingencies | CVR Related CVR Related Liability Other Liability for Probable Probable at Fair Value Contingencies Contingencies Balance as of December 31, 2013 $ - $ - $ 119 Assumed liabilities for HMA contingencies 284 29 16 (Income) expense (16) - 100 Cash payments (3) - (110) Balance as of December 31, 2014 265 29 125 Expense (income) 4 (12) 20 Cash payments (8) (17) (135) Balance as of December 31, 2015 $ 261 $ - $ 10 |
Quarterly Financial Data (Una53
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | Quarter 1 st 2 nd 3 rd 4 th Total (2) (in millions, except share and per share data) Year ended December 31, 2015: Net operating revenues $ 4,911 $ 4,882 $ 4,846 $ 4,798 $ 19,437 Income (loss) from continuing operations before income taxes 168 214 121 (91) 411 Income (loss) from continuing operations 112 140 83 (40) 295 Loss from discontinued operations (13) (6) (8) (9) (36) Net income (loss) attributable to Community Health Systems, Inc. $ 79 $ 111 $ 52 $ (83) $ 158 Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ 0.80 $ 1.02 $ 0.52 $ (0.66) $ 1.69 Discontinued operations (0.11) (0.06) (0.07) (0.08) (0.31) Net income (loss) $ 0.69 $ 0.96 $ 0.45 $ (0.73) $ 1.38 Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ 0.79 $ 1.01 $ 0.51 $ (0.66) $ 1.68 Discontinued operations (0.11) (0.06) (0.07) (0.08) (0.31) Net income (loss) $ 0.68 $ 0.95 $ 0.44 $ (0.73) $ 1.37 Weighted-average number of shares outstanding: Basic 114,419,590 115,194,899 115,319,986 112,891,505 114,454,674 Diluted 115,057,668 116,100,417 116,368,157 112,891,505 115,272,404 Year ended December 31, 2014: Net operating revenues $ 4,176 $ 4,765 $ 4,780 $ 4,918 $ 18,639 (Loss) income from continuing operations before income taxes (131) 109 134 230 342 (Loss) income from continuing operations (75) 76 94 165 260 Loss from discontinued operations (22) (6) - (29) (57) Net (loss) income attributable to Community Health Systems, Inc. $ (112) $ 42 $ 62 $ 100 $ 92 Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ (0.84) $ 0.43 $ 0.55 $ 1.13 $ 1.33 Discontinued operations (0.21) (0.06) - (0.26) (0.51) Net (loss) income $ (1.05) $ 0.37 $ 0.55 $ 0.88 $ 0.82 Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders(1): Continuing operations $ (0.84) $ 0.42 $ 0.54 $ 1.12 $ 1.32 Discontinued operations (0.21) (0.06) - (0.25) (0.51) Net (loss) income $ (1.05) $ 0.37 $ 0.54 $ 0.87 $ 0.82 Weighted-average number of shares outstanding: Basic 106,601,997 112,598,899 113,138,663 113,606,631 111,579,088 Diluted 106,601,997 113,474,169 114,343,778 114,828,587 112,549,320 (1) Total per share amounts may not add due to rounding. (2) Total quarterly amounts may not add due to rounding. |
Supplemental Condensed Consol54
Supplemental Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Condensed Consolidating Financial Information [Abstract] | |
Schedule of Condensed Consolidating Statement of Income | Condensed Consolidating Statement of Income Year Ended December 31, 2015 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (20) $ 14,305 $ 8,279 $ - $ 22,564 Provision for bad debts - - 2,036 1,091 - 3,127 Net operating revenues - (20) 12,269 7,188 - 19,437 Operating costs and expenses: Salaries and benefits - - 5,069 3,922 - 8,991 Supplies - - 2,022 1,026 - 3,048 Other operating expenses - - 3,104 1,416 - 4,520 Government settlement and related costs - - 4 - - 4 Electronic health records incentive reimbursement - - (115) (45) - (160) Rent - - 249 208 - 457 Depreciation and amortization - - 813 359 - 1,172 Impairment of long-lived assets - - 68 - - 68 Total operating costs and expenses - - 11,214 6,886 - 18,100 Income from operations - (20) 1,055 302 - 1,337 Interest expense, net - 107 811 55 - 973 Loss from early extinguishment of debt - 16 - - - 16 Equity in earnings of unconsolidated affiliates (158) (229) (111) - 435 (63) Income from continuing operations before income taxes 158 86 355 247 (435) 411 Provision for (benefit from) income taxes - (72) 134 54 - 116 Income from continuing operations 158 158 221 193 (435) 295 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (3) (24) - (27) Impairment of hospitals sold or held for sale - - - (5) - (5) Loss on sale, net - - - (4) - (4) Loss from discontinued operations, net of taxes - - (3) (33) - (36) Net income 158 158 218 160 (435) 259 Less: Net income attributable to noncontrolling interests - - - 101 - 101 Net income attributable to Community Health Systems, Inc. stockholders $ 158 $ 158 $ 218 $ 59 $ (435) $ 158 Condensed Consolidating Statement of Income Year Ended December 31, 2014 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (18) $ 13,793 $ 7,786 $ - $ 21,561 Provision for bad debts - - 1,907 1,015 - 2,922 Net operating revenues - (18) 11,886 6,771 - 18,639 Operating costs and expenses: Salaries and benefits - - 4,967 3,651 - 8,618 Supplies - - 1,923 939 - 2,862 Other operating expenses - - 2,819 1,503 - 4,322 Government settlement and related costs - - 101 - - 101 Electronic health records incentive reimbursement - - (184) (75) - (259) Rent - - 239 195 - 434 Depreciation and amortization - - 794 312 - 1,106 Amortization of software to be abandoned - - 45 30 - 75 Impairment of long-lived assets - - 41 - - 41 Total operating costs and expenses - - 10,745 6,555 - 17,300 Income from operations - (18) 1,141 216 - 1,339 Interest expense, net - (10) 554 428 - 972 Loss from early extinguishment of debt - 73 - - - 73 Equity in earnings of unconsolidated affiliates (92) (230) 196 - 78 (48) Income from continuing operations before income taxes 92 149 391 (212) (78) 342 Provision for (benefit from) income taxes - 57 150 (125) - 82 Income from continuing operations 92 92 241 (87) (78) 260 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (12) 5 - (7) Impairment of hospitals sold or held for sale - - - (50) - (50) Loss from discontinued operations, net of taxes - - (12) (45) - (57) Net income 92 92 229 (132) (78) 203 Less: Net income attributable to noncontrolling interests - - - 111 - 111 Net income attributable to Community Health Systems, Inc. stockholders $ 92 $ 92 $ 229 $ (243) $ (78) $ 92 Condensed Consolidating Statement of Income Year Ended December 31, 2013 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Operating revenues (net of contractual allowances and discounts) $ - $ (15) $ 9,669 $ 5,199 $ - $ 14,853 Provision for bad debts - - 1,418 616 - 2,034 Net operating revenues - (15) 8,251 4,583 - 12,819 Operating costs and expenses: Salaries and benefits - - 3,648 2,459 - 6,107 Supplies - - 1,327 648 - 1,975 Other operating expenses - - 1,859 959 - 2,818 Government settlement and related costs - - 102 - - 102 Electronic health records incentive reimbursement - - (104) (58) - (162) Rent - - 163 116 - 279 Depreciation and amortization - - 531 240 - 771 Impairment of long-lived assets - - 12 - - 12 Total operating costs and expenses - - 7,538 4,364 - 11,902 Income from operations - (15) 713 219 - 917 Interest expense, net - (5) 548 70 - 613 Loss from early extinguishment of debt - 1 - - - 1 Equity in earnings of unconsolidated affiliates (141) (146) (66) - 310 (43) Income from continuing operations before income taxes 141 135 231 149 (310) 346 Provision for (benefit from) income taxes - (6) 84 26 - 104 Income from continuing operations 141 141 147 123 (310) 242 Discontinued operations, net of taxes: Loss from operations of entities sold or held for sale - - (4) (17) - (21) Impairment of hospitals sold or held for sale - - (4) - - (4) Loss on sale, net - - - - - - Loss from discontinued operations, net of taxes - - (8) (17) - (25) Net income 141 141 139 106 (310) 217 Less: Net income attributable to noncontrolling interests - - - 76 - 76 Net income attributable to Community Health Systems, Inc. stockholders $ 141 $ 141 $ 139 $ 30 $ (310) $ 141 |
Schedule of Condensed Consolidating Statement of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2015 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 158 $ 158 $ 218 $ 160 $ (435) $ 259 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax (6) (6) - - 6 (6) Net change in fair value of available-for-sale securities, net of tax (5) (5) (5) - 10 (5) Amortization and recognition of unrecognized pension cost components, net of tax 1 1 1 - (2) 1 Other comprehensive income (loss) (10) (10) (4) - 14 (10) Comprehensive income 148 148 214 160 (421) 249 Less: Comprehensive income attributable to noncontrolling interests - - - 101 - 101 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 148 $ 148 $ 214 $ 59 $ (421) $ 148 Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2014 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 92 $ 92 $ 229 $ (132) $ (78) $ 203 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax 13 13 - - (13) 13 Net change in fair value of available-for-sale securities, net of tax - - - - - - Amortization and recognition of unrecognized pension cost components, net of tax (9) (9) (9) - 18 (9) Other comprehensive income (loss) 4 4 (9) - 5 4 Comprehensive income 96 96 220 (132) (73) 207 Less: Comprehensive income attributable to noncontrolling interests - - - 111 - 111 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 96 $ 96 $ 220 $ (243) $ (73) $ 96 Condensed Consolidating Statement of Comprehensive Income Year Ended December 31, 2013 Parent Guarantor Issuer Other Guarantors Non - Guarantors Eliminations Consolidated (In millions) Net income $ 141 $ 141 $ 139 $ 106 $ (310) $ 217 Other comprehensive income (loss), net of income taxes: Net change in fair value of interest rate swaps, net of tax 60 60 - - (60) 60 Net change in fair value of available-for-sale securities, net of tax 2 2 2 - (4) 2 Amortization and recognition of unrecognized pension cost components, net of tax 16 16 16 - (32) 16 Other comprehensive income (loss) 78 78 18 - (96) 78 Comprehensive income 219 219 157 106 (406) 295 Less: Comprehensive income attributable to noncontrolling interests - - - 76 - 76 Comprehensive income attributable to Community Health Systems, Inc. stockholders $ 219 $ 219 $ 157 $ 30 $ (406) $ 219 |
Schedule of Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet December 31, 2015 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) ASSETS Current assets: Cash and cash equivalents $ - $ - $ 25 $ 159 $ - $ 184 Patient accounts receivable, net of allowance for doubtful accounts - - 1,197 2,414 - 3,611 Supplies - - 400 180 - 580 Prepaid income taxes 27 - - - - 27 Prepaid expenses and taxes - - 138 59 - 197 Other current assets - - 356 211 - 567 Total current assets 27 - 2,116 3,023 - 5,166 Intercompany receivable 1,159 16,544 1,491 6,404 (25,598) - Property and equipment, net - - 6,863 3,249 - 10,112 Goodwill - - 5,460 3,505 - 8,965 Other assets, net - 265 2,153 1,245 (1,045) 2,618 Net investment in subsidiaries 3,438 20,964 8,035 - (32,437) - Total assets $ 4,624 $ 37,773 $ 26,118 $ 17,426 $ (59,080) $ 26,861 LIABILITIES AND EQUITY Current liabilities: Current maturities of long-term debt $ - $ 162 $ 57 $ 10 $ - $ 229 Accounts payable - - 866 392 - 1,258 Accrued interest - 226 - 1 - 227 Accrued liabilities 4 - 901 453 - 1,358 Total current liabilities 4 388 1,824 856 - 3,072 Long-term debt - 15,870 151 801 - 16,822 Intercompany payable - 16,861 19,021 13,764 (49,646) - Deferred income taxes 593 - - - - 593 Other long-term liabilities 8 1,216 1,149 370 (1,045) 1,698 Total liabilities 605 34,335 22,145 15,791 (50,691) 22,185 Redeemable noncontrolling interests in equity of consolidated subsidiaries - - - 571 - 571 Equity: Community Health Systems, Inc. stockholders’ equity: Preferred stock - - - - - - Common stock 1 - - - - 1 Additional paid-in capital 1,963 1,324 1,506 967 (3,797) 1,963 Treasury stock, at cost (7) - - - - (7) Accumulated other comprehensive loss (73) (73) (22) (3) 98 (73) Retained earnings 2,135 2,187 2,489 14 (4,690) 2,135 Total Community Health Systems, Inc. stockholders’ equity 4,019 3,438 3,973 978 (8,389) 4,019 Noncontrolling interests in equity of consolidated subsidiaries - - - 86 - 86 Total equity 4,019 3,438 3,973 1,064 (8,389) 4,105 Total liabilities and equity $ 4,624 $ 37,773 $ 26,118 $ 17,426 $ (59,080) $ 26,861 Condensed Consolidating Balance Sheet December 31, 2014 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) ASSETS Current assets: Cash and cash equivalents $ - $ - $ 365 $ 144 $ - $ 509 Patient accounts receivable, net of allowance for doubtful accounts - - 1,303 2,106 - 3,409 Supplies - - 384 173 - 557 Prepaid income taxes 30 - - - - 30 Deferred income taxes 341 - - - - 341 Prepaid expenses and taxes - - 140 52 - 192 Other current assets - - 357 171 - 528 Total current assets 371 - 2,549 2,646 - 5,566 Intercompany receivable 1,199 16,561 1,925 7,697 (27,382) - Property and equipment, net - - 6,749 3,420 - 10,169 Goodwill - - 5,480 3,471 - 8,951 Other assets, net 15 302 1,881 1,173 (636) 2,735 Net investment in subsidiaries 3,290 18,260 6,995 - (28,545) - Total assets $ 4,875 $ 35,123 $ 25,579 $ 18,407 $ (56,563) $ 27,421 LIABILITIES AND EQUITY Current liabilities: Current maturities of long-term debt $ - $ 163 $ 61 $ 11 $ - $ 235 Accounts payable - - 924 369 - 1,293 Deferred income taxes 23 - - - - 23 Accrued interest - 225 1 1 - 227 Accrued liabilities 4 - 1,266 541 - 1,811 Total current liabilities 27 388 2,252 922 - 3,589 Long-term debt - 15,820 138 723 - 16,681 Intercompany payable - 14,784 18,312 15,218 (48,314) - Deferred income taxes 845 - - - - 845 Other long-term liabilities - 841 1,124 363 (636) 1,692 Total liabilities 872 31,833 21,826 17,226 (48,950) 22,807 Redeemable noncontrolling interests in equity of consolidated subsidiaries - - - 531 - 531 Equity: Community Health Systems, Inc. stockholders’ equity: Preferred stock - - - - - - Common stock 1 - - - - 1 Additional paid-in capital 2,095 1,208 1,361 586 (3,155) 2,095 Treasury stock, at cost (7) - - - - (7) Accumulated other comprehensive loss (63) (63) (25) 5 83 (63) Retained earnings 1,977 2,145 2,417 (21) (4,541) 1,977 Total Community Health Systems, Inc. stockholders’ equity 4,003 3,290 3,753 570 (7,613) 4,003 Noncontrolling interests in equity of consolidated subsidiaries - - - 80 - 80 Total equity 4,003 3,290 3,753 650 (7,613) 4,083 Total liabilities and equity $ 4,875 $ 35,123 $ 25,579 $ 18,407 $ (56,563) $ 27,421 |
Schedule of Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2015 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash (used in) provided by operating activities $ (25) $ 159 $ 629 $ 158 $ - $ 921 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (25) (32) - (57) Purchases of property and equipment - - (685) (268) - (953) Proceeds from disposition of hospitals and other ancillary operations - - 21 134 - 155 Proceeds from sale of property and equipment - - 10 5 - 15 Purchases of available-for-sale securities - - (53) (109) - (162) Proceeds from sales of available-for-sale securities - - 46 110 - 156 Increase in other investments - - (164) (41) - (205) Net cash used in investing activities - - (850) (201) - (1,051) Cash flows from financing activities: Proceeds from exercise of stock options 25 - - - - 25 Repurchase of restricted stock shares for payroll tax withholding requirements (20) - - - - (20) Stock buy-back (159) - - - - (159) Deferred financing costs and other debt-related costs - (30) - - - (30) Proceeds from noncontrolling investors in joint ventures - - - 47 - 47 Redemption of noncontrolling investments in joint ventures - - - (36) - (36) Distributions to noncontrolling investors in joint ventures - - - (100) - (100) Changes in intercompany balances with affiliates, net 179 (181) (71) 73 - - Borrowings under credit agreements - 4,880 34 8 - 4,922 Issuance of long-term debt - - - - - - Proceeds from receivables facility - - - 206 - 206 Repayments of long-term indebtedness - (4,828) (82) (140) - (5,050) Net cash provided by (used in) financing activities 25 (159) (119) 58 - (195) Net change in cash and cash equivalents - - (340) 15 - (325) Cash and cash equivalents at beginning of period - - 365 144 - 509 Cash and cash equivalents at end of period $ - $ - $ 25 $ 159 $ - $ 184 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2014 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash provided by (used in) operating activities $ 176 $ 319 $ 971 $ 149 $ - $ 1,615 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (2,876) (215) - (3,091) Purchases of property and equipment - - (620) (233) - (853) Proceeds from disposition of hospitals and other ancillary operations - - 3 85 - 88 Proceeds from sale of property and equipment - - 40 10 - 50 Purchases of available-for-sale securities - - (23) (240) - (263) Proceeds from sales of available-for-sale securities - - 24 205 - 229 Increase in other investments - - (392) (119) - (511) Net cash used in investing activities - - (3,844) (507) - (4,351) Cash flows from financing activities: Proceeds from exercise of stock options 65 - - - - 65 Repurchase of restricted stock shares for payroll tax withholding requirements (11) - - - - (11) Stock buy-back (9) - - - - (9) Deferred financing costs and other debt-related costs - (276) - - - (276) Proceeds from noncontrolling investors in joint ventures - - - 10 - 10 Redemption of noncontrolling investments in joint ventures - - - (158) - (158) Distributions to noncontrolling investors in joint ventures - - - (104) - (104) Changes in intercompany balances with affiliates, net (221) (3,334) 3,041 514 - - Borrowings under credit agreements - 9,081 50 - - 9,131 Issuance of long-term debt - 4,000 - - - 4,000 Proceeds from receivables facility - - - 204 - 204 Repayments of long-term indebtedness - (9,790) (88) (102) - (9,980) Net cash (used in) provided by financing activities (176) (319) 3,003 364 - 2,872 Net change in cash and cash equivalents - - 130 6 - 136 Cash and cash equivalents at beginning of period - - 235 138 - 373 Cash and cash equivalents at end of period $ - $ - $ 365 $ 144 $ - $ 509 Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2013 Parent Other Non - Guarantor Issuer Guarantors Guarantors Eliminations Consolidated (In millions) Net cash (used in) provided by operating activities $ (82) $ 21 $ 904 $ 246 $ - $ 1,089 Cash flows from investing activities: Acquisitions of facilities and other related equipment - - (12) (32) - (44) Purchases of property and equipment - - (492) (122) - (614) Proceeds from disposition of hospitals and other ancillary operations - - - - - - Proceeds from sale of property and equipment - - 4 3 - 7 Increase in other investments - - (275) (65) - (340) Net cash used in investing activities - - (775) (216) - (991) Cash flows from financing activities: Proceeds from exercise of stock options 110 - - - - 110 Repurchase of restricted stock shares for payroll tax withholding requirements (15) - - - - (15) Stock buy-back (27) - - - - (27) Deferred financing costs and other debt-related costs - (13) - - - (13) Excess tax benefit relating to stock-based compensation 7 - - - - 7 Redemption of noncontrolling investments in joint ventures - - - (9) - (9) Distributions to noncontrolling investors in joint ventures - - - (76) - (76) Changes in intercompany balances with affiliates, net 7 274 (157) (124) - - Borrowings under credit agreements - 1,170 23 1 - 1,194 Proceeds from receivables facility - - - 338 - 338 Repayments of long-term indebtedness - (1,452) (28) (142) - (1,622) Net cash provided by (used in) financing activities 82 (21) (162) (12) - (113) Net change in cash and cash equivalents - - (33) 18 - (15) Cash and cash equivalents at beginning of period - - 268 120 - 388 Cash and cash equivalents at end of period $ - $ - $ 235 $ 138 $ - $ 373 |
Basis of Presentation and Sig55
Basis of Presentation and Significant Accounting Policies (Narrative) (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2015USD ($)statesegmentitem | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jan. 01, 2016USD ($) | |
Business Description [Abstract] | ||||
Number of hospitals owned and leased by the Company | item | 194 | |||
Number of stand alone rehabilitation or psychiatric hospitals | item | 4 | |||
Number of licensed beds | item | 29,853 | |||
Number of States in which Entity Operates | state | 28 | |||
Cost of Revenue, Policy [Abstract] | ||||
Corporate Office Costs | $ 266 | $ 281 | $ 181 | |
Stock-based compensation expense | 59 | 54 | 38 | |
Marketable Securities, Policy [Abstract] | ||||
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | 5 | (2) | ||
Property and Equipment, Policy [Abstract] | ||||
Construction in Progress, Gross | 267 | 350 | ||
Interest Costs Capitalized | 16 | 10 | 11 | |
Purchases of property and equipment accrued in accounts payable | 173 | 190 | ||
Non-cash investing activity through capital leases | $ 50 | $ 18 | $ 4 | |
Third-Party Reimbursement [Abstract] | ||||
Percentage of net operating revenues related to services rendered to patients covered by the Medicare and Medicaid programs | 35.30% | 35.50% | 34.50% | |
Percentage of revenues from Medicare outlier payments included in amounts received from Medicare | 0.28% | 0.41% | 0.46% | |
Amounts due to third party payors | $ 112 | $ 147 | ||
Amounts due from third party payors | 213 | 183 | ||
Net Operating Revenues, Policy [Abstract] | ||||
Provision for contractual allowance included in net operating revenues | 95,300 | 84,400 | $ 52,600 | |
Value of administrative and other discounts provided to self-pay patients included in contractual allowances | 3,000 | 2,800 | 1,300 | |
Value of charity care services at the Company's standard charges included in contractual allowances | 453 | 550 | 681 | |
Estimated cost incurred by Company to provide charity care services | $ 64 | 84 | 116 | |
Allowance for Doubtful Accounts, Policy [Abstract] | ||||
Number of days from the date of discharge over which all accounts are reserved 100% | 365 days | |||
Health Care Organization, Patient Service Revenue Provision for Bad Debts | $ 3,127 | 2,922 | 2,034 | |
Electronic Health Records Reimbursement, Policy [Abstract] | ||||
Electronic health records incentive reimbursement under HITECH | 160 | 259 | 162 | |
Electronic Health Records Incentive Reimbursement, Cash Received | 75 | 253 | 203 | |
Physician Income Guarantees, Policy [Abstract] | ||||
Finite-Lived Intangible Assets, Net | 31 | 39 | ||
Concentration of Credit Risk, Policy [Abstract] | ||||
Accounts receivable, net of contractual allowances | 3,611 | 3,409 | ||
Accounting for the Impairment or Disposal of Long-Lived Assets | ||||
Impairment of long-lived assets | $ 68 | 17 | $ 12 | |
Segment Reporting, Policy [Abstract] | ||||
Number of Operating Segments | segment | 2 | |||
Additional Reserve [Member] | ||||
Allowance for Doubtful Accounts, Policy [Abstract] | ||||
Health Care Organization, Patient Service Revenue Provision for Bad Debts | $ 169 | |||
Medicare [Member] | ||||
Concentration of Credit Risk, Policy [Abstract] | ||||
Accounts receivable, net of contractual allowances | $ 453 | $ 453 | ||
Accounts receivable, net of contractual allowances, from Medicare as a percentage of consolidated net accounts receivable, before allowance for doubtful accounts | 6.00% | 7.00% | ||
Electronic Health Records Incentive Reimbursements [Member] | ||||
Electronic Health Records Reimbursement, Policy [Abstract] | ||||
Deferred Revenue | $ 81 | |||
Maximum [Member] | ||||
Marketable Securities, Policy [Abstract] | ||||
Other Comprehensive Income (Loss), Available-for-sale Securities Adjustment, Net of Tax | (1) | |||
Capitalized Internal Use Software, Significant System Conversions [Member] | Minimum [Member] | ||||
Other Assets, Policy [Abstract] | ||||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 8 years | |||
Capitalized Internal Use Software, Significant System Conversions [Member] | Maximum [Member] | ||||
Other Assets, Policy [Abstract] | ||||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 10 years | |||
Capitalized Internal Use Software, Except Significant System Conversions [Member] | ||||
Other Assets, Policy [Abstract] | ||||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 3 years | |||
Finite-Lived Intangible Assets, Except Capitalized Internal-Use Software [Member] | ||||
Other Assets, Policy [Abstract] | ||||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 4 years | |||
Physician recruitment contracts [Member] | ||||
Physician Income Guarantees, Policy [Abstract] | ||||
Physicians recruitment agreement period | 1 year | |||
Term of Physician Recruitment Contract | 3 years | |||
Finite-Lived Intangible Assets, Net | $ 47 | $ 48 | ||
Land Improvements [Member] | Minimum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Land Improvements [Member] | Maximum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 20 years | |||
Building and Building Improvements [Member] | Minimum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 5 years | |||
Building and Building Improvements [Member] | Maximum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 40 years | |||
Furniture and Fixtures [Member] | Minimum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Furniture and Fixtures [Member] | Maximum [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Property, Plant and Equipment, Useful Life | 18 years | |||
Certain Facility [Member] | ||||
Property and Equipment, Policy [Abstract] | ||||
Non-cash investing activity through capital leases | $ 60 | |||
Geographic Concentration Risk [Member] | Florida [Member] | Sales Revenue, Net [Member] | ||||
Business Description [Abstract] | ||||
Concentration Risk, Percentage | 13.60% | 13.00% | ||
Geographic Concentration Risk [Member] | Texas [Member] | Sales Revenue, Net [Member] | ||||
Business Description [Abstract] | ||||
Concentration Risk, Percentage | 11.10% | 10.90% | 15.00% | |
Geographic Concentration Risk [Member] | Pennsylvania [Member] | Sales Revenue, Net [Member] | ||||
Business Description [Abstract] | ||||
Concentration Risk, Percentage | 10.60% | 11.10% | 13.10% | |
Geographic Concentration Risk [Member] | Indiana [Member] | Sales Revenue, Net [Member] | ||||
Business Description [Abstract] | ||||
Concentration Risk, Percentage | 7.30% | 7.60% | 10.60% | |
Payson Regional Hospital [Member] | ||||
Accounting for the Impairment or Disposal of Long-Lived Assets | ||||
Impairment of long-lived assets | $ 6 | |||
Smaller Hospitals [Member] | ||||
Accounting for the Impairment or Disposal of Long-Lived Assets | ||||
Impairment of long-lived assets | $ 62 | |||
Subsequent Event [Member] | ||||
New Accounting Pronouncements, Policy [Abstract] | ||||
Reclassification of debt issuance costs | $ 266 |
Basis of Presentation and Sig56
Basis of Presentation and Significant Accounting Policies (Schedule of Operating Revenue, Net of Contractual Allowances and Discounts (But Before the Provision for Bad Debts)) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Operating revenues (net of contractual allowances and discounts) | $ 22,564 | $ 21,561 | $ 14,853 |
Medicare [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Operating revenues (net of contractual allowances and discounts) | 5,439 | 5,327 | 3,682 |
Medicaid [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Operating revenues (net of contractual allowances and discounts) | 2,532 | 2,332 | 1,442 |
Managed Care And Other Third Party Payors [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Operating revenues (net of contractual allowances and discounts) | 11,816 | 11,109 | 7,706 |
Self-Pay [Member] | |||
Health Care Organization, Receivable and Revenue Disclosures [Line Items] | |||
Operating revenues (net of contractual allowances and discounts) | $ 2,777 | $ 2,793 | $ 2,023 |
Accounting for Stock-Based Co57
Accounting for Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 01, 2015 | Mar. 01, 2014 | Feb. 27, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee Service Share-based Compensation, Unrecognized Compensation Costs on Nonvested Awards | $ 59 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 21 months | |||||
Aggregate intrinsic value of options exercised | $ 9 | $ 22 | $ 31 | |||
Common Class A [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Price | $ 26.53 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | one-third increments on each of the first three anniversaries of the award date | |||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | one-third increments on each of the first three anniversaries of the award date | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 835,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 2 years | |||||
Restricted Stock, Performance-Based Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | one-third increments on each of the first three anniversaries of the award date | |||||
Plan 2000 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | one-third increments on each of the first three anniversaries of the award date | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | |||||
Plan 2009 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights | one-third increments on each of the first three anniversaries of the award date | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,175,324 | |||||
Plan 2009 [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation, Number of Shares Received by Each Director | 3,504 | 3,614 | 3,596 | |||
Contractual Term of Option Granted Prior to 2005 [Member] | Plan 2000 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Based Compensation Contractual Term of Option Granted | 10 years | |||||
Contractual Term of Option Granted From 2005 Through 2007 [Member] | Plan 2000 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Based Compensation Contractual Term of Option Granted | 8 years | |||||
Contractual Term Of Option Granted From 2008 Through 2011 [Member] | Plan 2000 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Based Compensation Contractual Term of Option Granted | 10 years | |||||
Contractual Term of Option Granted in 2011 or Later [Member] | Plan 2009 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Based Compensation Contractual Term of Option Granted | 10 years |
Accounting for Stock-Based Co58
Accounting for Stock-Based Compensation (Schedule of Share-based Compensation Expense) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting for Stock-Based Compensation [Abstract] | |||
Effect on income from continuing operations before income taxes | $ (59) | $ (54) | $ (38) |
Effect on net income | $ (35) | $ (34) | $ (24) |
Accounting for Stock-Based Co59
Accounting for Stock-Based Compensation (Schedule of Share-based Compensation, Stock Options, Activity) (Details) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Balance, shares | 1,953,727 | 3,737,545 | 7,104,113 |
Exercised, Shares | (711,568) | (1,768,473) | (3,299,859) |
Forfeited and Cancelled, Shares | (10,001) | (15,345) | (66,709) |
Ending Balance, shares | 1,232,158 | 1,953,727 | 3,737,545 |
Beginning of Period, Weighted Average Exercise Price | $ 32.94 | $ 34.88 | $ 34.25 |
Exercised, Weighted Average Exercise Price | 35.15 | 37.06 | 33.53 |
Forfeited and Cancelled, Weighted Average Exercise Price | 34.96 | 29.92 | 34.01 |
End of Period, Weighted Average Exercise Price | $ 31.65 | $ 32.94 | $ 34.88 |
Weighted Average Remaining Contractual Term | 4 years 1 month 6 days | ||
Aggregate Intrinsic Value | $ 2 | ||
Exercisable, Shares | 1,232,158 | ||
Exercisable, Weighted Average Exercise Price | $ 31.65 | ||
Exercisable, Weighted Average Remaining Contractual Term | 4 years 1 month 6 days | ||
Exercisable, Aggregate Intrinsic Value | $ 2 |
Accounting for Stock-Based Co60
Accounting for Stock-Based Compensation (Schedule of Share-based Compensation, Restricted Stock, Activity) (Details) - Restricted Stock [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Balance, Unvested Shares | 2,760,639 | 1,607,489 | 1,744,564 |
Granted, Shares | 1,254,500 | 2,011,000 | 836,088 |
Vested, Shares | (1,156,226) | (846,818) | (945,894) |
Forfeited, Shares | (13,334) | (11,032) | (27,269) |
Ending Balance, Unvested Shares | 2,845,579 | 2,760,639 | 1,607,489 |
Beginning of Period, Weighted Average Grant Date Fair Value | $ 39.82 | $ 35.13 | $ 30.50 |
Granted, Weighted Average Grant Date Fair Value | 47.69 | 41.35 | 41.55 |
Vested, Weighted Average Grant Date Fair Value | 37.61 | 34.60 | 32.22 |
Forfeited, Weighted Average Grant Date Fair Value | 41.32 | 37.37 | 37.09 |
End of Period, Weighted Average Grant Date Fair Value | $ 44.18 | $ 39.82 | $ 35.13 |
Accounting for Stock Based Comp
Accounting for Stock Based Compensation (Schedule of Share-based Compensation, Restricted Stock Units, Activity) (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Balance, Unvested Shares | 49,362 | 55,536 | 62,886 |
Granted, Shares | 21,024 | 21,684 | 21,576 |
Vested, Shares | (27,708) | (27,858) | (28,926) |
Ending Balance, Unvested Shares | 42,678 | 49,362 | 55,536 |
Beginning of Period, Weighted Average Grant Date Fair Value | $ 36.07 | $ 31.33 | $ 26.72 |
Granted, Weighted Average Grant Date Fair Value | 47.70 | 41.51 | 41.71 |
Vested, Weighted Average Grant Date Fair Value | 31.76 | 30.87 | 29.04 |
End of Period, Weighted Average Grant Date Fair Value | $ 44.59 | $ 36.07 | $ 31.33 |
Acquisitions and Divestitures62
Acquisitions and Divestitures (Acquisitions Narrative) (Details) | Nov. 03, 2014USD ($)item | Oct. 01, 2014USD ($)item | Apr. 01, 2014USD ($)item | Jan. 27, 2014USD ($)stateitem$ / shares | Jan. 27, 2014USD ($)stateitem$ / sharesshares | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($)stateitem$ / shares | Dec. 31, 2014USD ($)$ / shares | Dec. 31, 2013USD ($)$ / shares |
Business Acquisition [Line Items] | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Purchase of Interest by Parent | $ 16,000,000 | $ 2,000,000 | $ 1,000,000 | ||||||
Business Acquisition, Purchase Price Allocation, Goodwill | $ 8,951,000,000 | $ 8,965,000,000 | 8,951,000,000 | 4,424,000,000 | |||||
Business Combination Contingent Consideration Arrangements, Contingent Value Right, Amount Per Share | $ / shares | $ 1 | ||||||||
Number of States in which Entity Operates | state | 28 | ||||||||
Number of Hospitals Owned and Leased by the Company | item | 194 | ||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 360,000,000 | ||||||||
Loss from early extinguishment of debt | $ (16,000,000) | (73,000,000) | (1,000,000) | ||||||
Loss on Extinguishment of Debt, Net of Tax | (10,000,000) | (45,000,000) | (1,000,000) | ||||||
Senior Secured Notes at 5.125, Due 2021 [Member] | Senior Secured Notes [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 1,000,000,000 | $ 1,000,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | 5.125% | |||||||
Senior Notes at 6.875, Due 2022 [Member] | Senior Notes [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 3,000,000,000 | $ 3,000,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | 6.875% | |||||||
Lake Norman [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Purchase of Interest by Parent | $ 150,000,000 | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 30.00% | ||||||||
Upstate Carolina Medical Center [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Number of Licensed Hospital or Facility Beds | item | 125 | ||||||||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $ 4,000,000 | ||||||||
Business Acquisition, Purchase Price Allocation, Goodwill | $ 0 | ||||||||
Novant [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Effective Date of Acquisition | Nov. 3, 2014 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | $ 5,000,000 | ||||||||
Natchez Regional Medical Center [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Effective Date of Acquisition | Oct. 1, 2014 | ||||||||
Business Acquisition, Number of Licensed Hospital or Facility Beds | item | 179 | ||||||||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $ 10,000,000 | ||||||||
Prepayment of future property taxes | $ 8,000,000 | ||||||||
Period of prepayment for future property taxes will be applied to the tax liability | 17 years | ||||||||
Business Acquisition, Purchase Price Allocation, Goodwill | $ 0 | ||||||||
Sharon Regional Health System [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 1, 2014 | ||||||||
Business Acquisition, Number of Licensed Hospital or Facility Beds | item | 258 | ||||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid for Fixed Assets | $ 67,000,000 | ||||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid for Working Capital | 1,000,000 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 9,000,000 | ||||||||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $ 77,000,000 | ||||||||
Business Acquisition, Purchase Price Allocation, Goodwill | $ 8,000,000 | ||||||||
Munroe Regional Medical Center [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Acquisition, Effective Date of Acquisition | Apr. 1, 2014 | ||||||||
Business Acquisition, Number of Licensed Hospital or Facility Beds | item | 421 | ||||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid for Fixed Assets | $ 192,000,000 | ||||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid for Working Capital | 4,000,000 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 11,000,000 | ||||||||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $ 207,000,000 | ||||||||
Business Acquisition, Purchase Price Allocation, Goodwill | $ 11,000,000 | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 95.00% | ||||||||
Business Combination, Assumed Noncontrolling Interest, Fair Value | $ 10,000,000 | ||||||||
Munroe Regional Medical Center [Member] | Affiliate of Regional Not-for-Profit Healthcare System [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5.00% | ||||||||
Health Management Associates, Inc. [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Acquisition Related Costs | $ 1,000,000 | 69,000,000 | 14,000,000 | ||||||
Business Acquisition, Effective Date of Acquisition | Jan. 27, 2014 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | $ 5,662,000,000 | $ 5,662,000,000 | |||||||
Business Acquisition, Cost of Acquired Entity, Purchase Price | 3,531,000,000 | ||||||||
Business Acquisition, Purchase Price Allocation, Goodwill | 4,494,000,000 | 4,494,000,000 | 4,500,000,000 | $ 4,500,000,000 | |||||
Business Combination, Assumed Noncontrolling Interest, Fair Value | 335,000,000 | 335,000,000 | |||||||
Business Combination Consideration Transferred And Existing Indebtedness Assumed | 7,300,000,000 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ 3,800,000,000 | $ 3,800,000,000 | |||||||
Payments to Acquire Businesses, Gross, Per Share | $ / shares | $ 10.50 | ||||||||
Business Combination Consideration Transferred Equity Interests Issued, Per Share | shares | 0.06942 | ||||||||
Business Combination Contingent Consideration Arrangements, Contingent Value Right, Number Per Share | item | 1 | 1 | |||||||
Business Combination Contingent Consideration Arrangements, Contingent Value Right, Amount Per Share | $ / shares | $ 1 | $ 1 | |||||||
Business Acquisition, Number of Hospitals Acquired | item | 71 | 71 | |||||||
Number of States in which Entity Operates | state | 15 | 15 | |||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 5,300,000,000 | ||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 564,000,000 | ||||||||
Extinguishment of Debt, Gain (Loss), Per Share, Net of Tax | $ / shares | $ 0.40 | ||||||||
Business Acquisition, Pro Forma Other Nonoperating Expense, Before Tax | 133,000,000 | ||||||||
Business Acquisition, Pro Forma Other Nonoperating Expense, Net of Tax | $ 83,000,000 | ||||||||
Business Acquisition, Pro Forma Earnings Per Share, Other Nonoperating Expense, Diluted | $ / shares | $ 0.74 | ||||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid | $ 2,778,000,000 | ||||||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 2,895,000,000 | $ 2,895,000,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 112,000,000 | $ 112,000,000 | |||||||
Excluding Health Management Associates Inc [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Acquisition Related Costs | $ 8,000,000 | $ 13,000,000 | $ 7,000,000 | ||||||
Physician Practices Clinics and Other Ancillary Businesses [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Assumed Noncontrolling Interest, Fair Value | 7,000,000 | 5,000,000 | |||||||
Business Acquisition, Cost of Acquired Entity, Cash Paid | 51,000,000 | 29,000,000 | 40,000,000 | ||||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 15,000,000 | 19,000,000 | 15,000,000 | 9,000,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 14,000,000 | $ 39,000,000 | $ 14,000,000 | $ 36,000,000 |
Acquisitions and Divestitures63
Acquisitions and Divestitures (Schedule of Purchase Price Allocation) (Details) - USD ($) $ in Millions | Jan. 27, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 8,965 | $ 8,951 | $ 4,424 | |
Health Management Associates, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash paid | $ 2,778 | |||
Shares issued | 736 | |||
Contingent value right | 17 | |||
Total consideration | 3,531 | |||
Current assets | 1,519 | |||
Property and equipment | 2,895 | |||
Goodwill | 4,494 | 4,500 | ||
Intangible assets | 112 | |||
Other long-term assets | 508 | |||
Liabilities | (5,662) | |||
Noncontrolling interests | (335) | |||
Total identifiable net assets | $ 3,531 | |||
Hospitals and Significant Practices Acquired [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 29 | |||
Property and equipment | 257 | |||
Goodwill | 19 | |||
Other long-term assets | 28 | |||
Liabilities | (46) | |||
Noncontrolling interests | (10) | |||
Total identifiable net assets | $ 277 |
Acquisitions and Divestitures64
Acquisitions and Divestitures (Schedule of Consolidated Pro Forma Operating Results) (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Acquisitions And Divestitures [Abstract] | ||
Pro forma net operating revenues | $ 19,269 | $ 18,925 |
Pro forma net income (loss) attributable to Community Health Systems, Inc. stockholders | $ 87 | $ (292) |
Pro forma net income (loss) per share attributable to Community Health Systems, Inc. common stockholders: | ||
Basic | $ 0.77 | $ (2.63) |
Diluted | $ 0.76 | $ (2.63) |
Acquisitions and Divestitures65
Acquisitions and Divestitures (Divestitures Narrative) (Details) | Jul. 31, 2015USD ($)item | Apr. 01, 2015USD ($)item | Mar. 01, 2015USD ($)item | Feb. 01, 2015USD ($)item | Dec. 31, 2014USD ($) | Nov. 03, 2014USD ($)item | Dec. 31, 2015USD ($)item | Jun. 30, 2015USD ($)item | Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | Jan. 01, 2015item |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of Hospitals Sold | item | 7 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 155,000,000 | $ 88,000,000 | |||||||||
Impairment of goodwill | $ | $ 0 | $ 36,000,000 | |||||||||
Riverview Regional Medical Center [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Mar. 1, 2015 | ||||||||||
Number of licensed beds | item | 281 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 25,000,000 | ||||||||||
Carolina Pines Regional Medical Center [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Jan. 1, 2015 | ||||||||||
Number of licensed beds | item | 116 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 74,000,000 | ||||||||||
Special Care Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Nov. 3, 2014 | ||||||||||
Number of licensed beds | item | 67 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 3,000,000 | ||||||||||
Williamson Memorial Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of licensed beds | item | 76 | 76 | |||||||||
Harris Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Feb. 1, 2015 | ||||||||||
Number of licensed beds | item | 133 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 5,000,000 | ||||||||||
Dallas Regional Medical Center [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Mar. 1, 2015 | ||||||||||
Number of licensed beds | item | 202 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 25,000,000 | ||||||||||
Chesterfield General Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of licensed beds | item | 59 | ||||||||||
Chesterfield General Hospital and Marlboro Park Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Apr. 1, 2015 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 4,000,000 | ||||||||||
Marlboro Park Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of licensed beds | item | 102 | ||||||||||
Fallbrook Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Number of licensed beds | item | 47 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 3,000,000 | ||||||||||
Payson Regional Hospital [Member] | |||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||
Disposal Date | Jul. 31, 2015 | ||||||||||
Number of licensed beds | item | 44 | ||||||||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ | $ 20,000,000 | ||||||||||
Impairment of goodwill | $ | $ 6,000,000 |
Acquisitions and Divestitures66
Acquisitions and Divestitures (Schedule of Net Operating Revenues and Income (Loss) and Assets and Liabilities Classified as Discontinued Operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Acquisitions And Divestitures [Abstract] | ||||||||||||
Net operating revenues | $ 114 | $ 426 | $ 179 | |||||||||
Loss from operations of entities sold or held for sale before income taxes | (42) | (11) | (32) | |||||||||
Impairment of hospitals sold or held for sale | (8) | (71) | (8) | |||||||||
Loss on sale, net | (6) | |||||||||||
Loss from discontinued operations, before taxes | (56) | (82) | (40) | |||||||||
Income tax benefit | (20) | (25) | (15) | |||||||||
Loss from discontinued operations, net of taxes | $ (9) | $ (8) | $ (6) | $ (13) | $ (29) | $ (6) | $ (22) | $ (36) | [1] | $ (57) | [1] | $ (25) |
[1] | Total quarterly amounts may not add due to rounding. |
Planned Spin-Off of Quorum He67
Planned Spin-Off of Quorum Health Corporation (Details) - item | Dec. 31, 2015 | Aug. 03, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of hospitals owned and leased by the Company | 194 | |
Quorum Health Corporation [Member] | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Spinoff [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of hospitals owned and leased by the Company | 38 |
Goodwill and Other Intangible68
Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Balance, beginning of year | $ 8,951,000,000 | $ 4,424,000,000 | |
Goodwill acquired as part of acquisitions during current year | 39,000,000 | 4,527,000,000 | |
Consideration and purchase price allocation adjustments for prior year's acquisitions and other adjustments | 11,000,000 | ||
Impairment or allocation of goodwill to hospitals held for sale | $ 0 | (36,000,000) | |
Balance, end of year | $ 8,965,000,000 | $ 8,965,000,000 | $ 8,951,000,000 |
Goodwill and Other Intangible69
Goodwill and Other Intangible Assets (Goodwill Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Line Items] | ||||
Goodwill | $ 8,965,000,000 | $ 8,965,000,000 | $ 8,951,000,000 | $ 4,424,000,000 |
Goodwill, Impairment Loss | 0 | 36,000,000 | ||
Hospital Operations [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 8,900,000,000 | 8,900,000,000 | ||
Home Care Agency Operations Reporting Unit [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | 47,000,000 | 47,000,000 | ||
Hospital Management Services Reporting Unit [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 33,000,000 | $ 33,000,000 |
Goodwill and Other Intangible70
Goodwill and Other Intangible Assets (Other Intangible Assets Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets acquired during the year | $ 1,000,000 | ||
Finite-Lived Intangible Assets, Gross | 82,000,000 | $ 76,000,000 | |
Finite-Lived Intangible Assets, Net | 31,000,000 | 39,000,000 | |
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 121,000,000 | 131,000,000 | |
Capitalized Computer Software, Gross | 1,500,000,000 | 1,500,000,000 | |
Capitalized Computer Software, Net | 771,000,000 | 790,000,000 | |
Capitalized Computer Software, Development Stage Costs | 39,000,000 | ||
Impairment of long-lived assets | $ 68,000,000 | 17,000,000 | $ 12,000,000 |
Amortization of software to be abandoned | 75,000,000 | ||
Finite-Lived Intangible Assets, Except Capitalized Internal-Use Software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 4 years | ||
Acquired Finite-lived Intangible Asset, Residual Value | $ 0 | ||
Amortization expense | 15,000,000 | 13,000,000 | 6,000,000 |
Amortization expense for 2016 | 15,000,000 | ||
Amortization expense for 2017 | 5,000,000 | ||
Amortization expense for 2018 | 4,000,000 | ||
Amortization expense for 2019 | 2,000,000 | ||
Amortization expense for 2020 | 2,000,000 | ||
Amortization expense thereafter | 3,000,000 | ||
Capitalized Internal Use Software [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquired Finite-lived Intangible Asset, Residual Value | 0 | ||
Amortization expense | 212,000,000 | 260,000,000 | $ 139,000,000 |
Amortization expense for 2016 | 219,000,000 | ||
Amortization expense for 2017 | 179,000,000 | ||
Amortization expense for 2018 | 111,000,000 | ||
Amortization expense for 2019 | 65,000,000 | ||
Amortization expense for 2020 | 62,000,000 | ||
Amortization expense thereafter | $ 135,000,000 | ||
Capitalized Internal Use Software, Except Significant System Conversions [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 3 years | ||
Software In-Process [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of long-lived assets | $ 24,000,000 | ||
Minimum [Member] | Capitalized Internal Use Software, Significant System Conversions [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 8 years | ||
Maximum [Member] | Capitalized Internal Use Software, Significant System Conversions [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Weighted-Average Useful Life | 10 years |
Income Taxes (Schedule of Provi
Income Taxes (Schedule of Provision for Income Taxes for Income from Continuing Operations) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | |||
Federal | $ 7 | $ (29) | $ 27 |
State | 7 | 3 | 6 |
Total, Current | 14 | (26) | 33 |
Deferred: | |||
Federal | 103 | 106 | 60 |
State | (1) | 2 | 11 |
Total, Deferred | 102 | 108 | 71 |
Total provision for income taxes for income from continuing operations | $ 116 | $ 82 | $ 104 |
Income Taxes (Schedule of Recon
Income Taxes (Schedule of Reconciliation between the Statutory Federal Income Tax Rate and the Effective Tax Rate) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Differences between the statutory federal income tax rate and the effective tax rate | |||
Provision for income taxes at statutory federal rate, Amount | $ 144 | $ 120 | $ 121 |
State income taxes, net of federal income tax benefit, Amount | 13 | 11 | 11 |
Release of unrecognized tax benefit, Amount | (9) | ||
Net income attributable to noncontrolling interests, Amount | (35) | (39) | (27) |
Change in valuation allowance, Amount | (2) | ||
Federal and state tax credits, Amount | (5) | (4) | (4) |
nondeductible transaction costs, Amount | 3 | ||
Other, Amount | 1 | 3 | |
Total provision for income taxes for income from continuing operations | $ 116 | $ 82 | $ 104 |
Provision for income taxes at statutory federal rate, Percentage | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal income tax benefit, Percentage | 3.30% | 3.20% | 3.10% |
Release of unrecognized tax benefit, Percentage | (2.60%) | ||
Net income attributable to noncontrolling interests, Percentage | (8.60%) | (11.50%) | (7.70%) |
Change in valuation allowance, Percentage | (0.40%) | ||
Federal and state tax credits, Percentage | (1.20%) | (1.20%) | (1.10%) |
Nondecutible transaction costs, Percentage | 0.90% | ||
Other, Percentage | 0.30% | 0.70% | |
Effective tax rate for income from continuing operations | 28.40% | 23.80% | 30.00% |
Income Taxes (Schedule of Compo
Income Taxes (Schedule of Components of Deferred Income Taxes) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Assets | ||
Net operating loss and credit carryforwards | $ 609 | $ 526 |
Self-insurance liabilities | 149 | 176 |
Accounts receivable | 21 | 26 |
Accrued vacation | 66 | 68 |
Other comprehensive income | 45 | 39 |
Stock-based compensation | 31 | 28 |
Deferred compensation | 125 | 117 |
Other | 117 | 180 |
Total Deferred Income Tax Assets, Gross | 1,163 | 1,160 |
Valuation Allowance | (336) | (280) |
Total Deferred Income Tax Assets, Net | 827 | 880 |
Liabilities | ||
Property and equipment | 836 | 841 |
Prepaid expenses | 62 | 62 |
Intangibles | 353 | 312 |
Investments in unconsolidated affiliates | 133 | 133 |
Other liabilities | 16 | 12 |
Long-term debt and interest | 20 | 34 |
Total Deferred Income Tax Liabilities, Gross | $ 1,420 | $ 1,394 |
Income Taxes (Schedule of Rec74
Income Taxes (Schedule of Reconciliation of the Total Amount of Unrecognized Tax Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefit, beginning of year | $ 16 | $ 1 | |
Gross increases - assumed liability of acquired entity | $ 26 | ||
Reductions - tax positions in prior period | (8) | ||
Lapse of statute of limitations | (1) | (1) | |
Settlements | (1) | $ (1) | |
Unrecognized tax benefit, end of year | $ 15 | $ 16 |
Income Taxes (Operating Loss Ca
Income Taxes (Operating Loss Carryforwards Narrative) (Details) - State and Local Jurisdiction [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss and credit carryforwards | $ 5,700 |
Operating Loss Carryforwards, Valuation Allowance | $ 6 |
Minimum [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating Loss Carryforwards, Expiration Date | Jan. 1, 2016 |
Maximum [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating Loss Carryforwards, Expiration Date | Jan. 1, 2035 |
Income Taxes (Valuation Allowan
Income Taxes (Valuation Allowance Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Abstract] | ||
Valuation allowance increase | $ 56 | $ 109 |
Income Taxes (Income Tax Contin
Income Taxes (Income Tax Contingency and Taxes Paid Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Contingency [Abstract] | |||
Unrecognized benefit that would affect the effective tax rate | $ 5 | ||
Amount of interest and penalties included in liabilities for uncertain tax positions | $ 2 | ||
Effective Income Tax Rate, Continuing Operations | 28.40% | 23.80% | 30.00% |
Cash Paid for Income Taxes, Net of Refunds Received [Abstract] | |||
Cash paid for income taxes (refunds received), net | $ 12 | $ (180) | $ 73 |
Adjusted for the Expense Related to Income Attributable to Noncontrolling Interest [Member] | |||
Income Tax Contingency [Abstract] | |||
Effective Income Tax Rate, Continuing Operations | 37.60% | 35.50% | 38.50% |
Long-Term Debt (Schedule of Deb
Long-Term Debt (Schedule of Debt) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Debt | $ 17,051 | $ 16,916 |
Current maturities of long-term debt | (229) | (235) |
Long-term debt | 16,822 | 16,681 |
Secured Debt [Member] | Credit Facility, Term Loan A [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 850 | 950 |
Secured Debt [Member] | Credit Facility, Term Loan D [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 4,555 | |
Secured Debt [Member] | Credit Facility, Term Loan E [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,660 | |
Secured Debt [Member] | Credit Facility, Term Loan F [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,687 | |
Secured Debt [Member] | Credit Facility, Term Loan G [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,592 | |
Secured Debt [Member] | Credit Facility, Term Loan H [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 2,929 | |
Line of Credit [Member] | Credit Facility, Revolving Credit Loans [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 159 | |
Senior Notes [Member] | Senior Notes at 8.0, Due 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 2,015 | 2,018 |
Senior Notes [Member] | Senior Notes at 7.125, Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,200 | 1,200 |
Senior Notes [Member] | Senior Notes at 6.875, Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 3,000 | 3,000 |
Senior Secured Notes [Member] | Senior Secured Notes At 5.125 Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,600 | 1,600 |
Senior Secured Notes [Member] | Senior Secured Notes at 5.125, Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 1,000 | 1,000 |
Receivables Facility [Member] | Receivables Facility, Name [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 700 | 614 |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 227 | 228 |
Unsecured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt | $ 92 | $ 91 |
Long-Term Debt (Credit Facility
Long-Term Debt (Credit Facility as Amended, Amendments and Modifications Narrative) (Details) - USD ($) | Dec. 31, 2015 | May. 18, 2015 | Mar. 09, 2015 | Jan. 27, 2014 | Jan. 26, 2014 |
Debt Instrument [Line Items] | |||||
Balance of Remaining Non-extended Term Loans | $ 17,036,000,000 | ||||
Credit Facility, Term Loan B, Initial Funding [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Balance of Remaining Non-extended Term Loans | $ 60,000,000 | ||||
Credit Facility, Term Loan F [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,700,000,000 | ||||
Credit Facility, Term Loan G [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,600,000,000 | ||||
Credit Facility, Term Loan H [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | $ 2,900,000,000 | ||||
Credit Facility, Term Loan A, March 6, 2012 Amendment [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Balance of Remaining Non-extended Term Loans | $ 637,000,000 | ||||
Credit Facility, Revolving Credit Loans, Third Amendment and Restatement [Member] | Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000,000 | ||||
Credit Facility, Term Loan A, Third Amendment and Restatement [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | 1,000,000,000 | ||||
Credit Facility, Term Loan D, Third Amendment and Restatement [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | 4,600,000,000 | ||||
Credit Facility, Term Loan E, Third Amendment and Restatement [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Face Amount | $ 1,700,000,000 |
Long-Term Debt (Schedule of Req
Long-Term Debt (Schedule of Required Future Principal Payments on Term Loans) (Details) $ in Millions | Dec. 31, 2015USD ($) |
Long-term Debt, Fiscal Year Maturity | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 229 |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 963 |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 3,767 |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 3,919 |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 1,239 |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 6,919 |
Total maturities | 17,036 |
Term Loans [Member] | |
Long-term Debt, Fiscal Year Maturity | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 162 |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 212 |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 2,149 |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 1,883 |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 29 |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 2,782 |
Total maturities | $ 7,217 |
Long-Term Debt (Credit Facili81
Long-Term Debt (Credit Facility Terms Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Credit Facility, Revolving Credit Loans [Member] | Line of Credit [Member] | |
Debt Instrument [Line Items] | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.50% |
Credit Facility, Term Loans [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Equivalent Percentage of Term Loan Facility Related to Net Cash Proceeds of Certain Asset Sales and Dispositions by Company and Its Subsidiaries | 100.00% |
Equivalent Percentage of Term Loan Facility Related to Net Cash Proceeds of Issuance of Certain Debt Obligations or Receivables Based Financing by Company and Its Subsidiaries | 100.00% |
Equivalent Percentage of Term Loan Facility Subject to Reduction to Lower Percentage Based on Company Leverage Ratio | 50.00% |
Alternate Base Rate [Member] | Credit Facility, Term Loan A [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 1.75% |
Alternate Base Rate [Member] | Credit Facility, Term Loan F [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 2.25% |
Alternate Base Rate [Member] | Credit Facility, Term Loan G [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 1.75% |
Alternate Base Rate [Member] | Credit Facility, Term Loan H [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 2.00% |
Alternate Base Rate [Member] | Credit Facility, Term Loan G and Term Loan H [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Derivative, Floor Interest Rate | 2.00% |
Federal Funds Effective Rate [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 0.50% |
LIBOR [Member] | Credit Facility, Revolving Credit Loans [Member] | Line of Credit [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 1.00% |
LIBOR [Member] | Credit Facility, Term Loan A [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 2.75% |
LIBOR [Member] | Credit Facility, Term Loan F [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 3.25% |
LIBOR [Member] | Credit Facility, Term Loan G [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 2.75% |
LIBOR [Member] | Credit Facility, Term Loan H [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 3.00% |
LIBOR [Member] | Credit Facility, Term Loan G and Term Loan H [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Derivative, Floor Interest Rate | 1.00% |
Long-Term Debt (Credit Facili82
Long-Term Debt (Credit Facility End of Period Disclosures Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015USD ($)item | |
Credit Facility, Name [Member] | Credit Facility, Type of Debt [Member] | |
Debt Instrument [Line Items] | |
Minimum Number of Additional Tranches Available in Future | item | 1 |
Aggregate Principal Amount of Each Tranche Available in Future | $ 1,500,000,000 |
Debt, Weighted Average Interest Rate | 4.30% |
Credit Facility, Revolving Credit Loans [Member] | Line of Credit [Member] | |
Debt Instrument [Line Items] | |
Line of Credit Facility, Outstanding Amount | $ 159,000,000 |
Line of Credit Facility, Remaining Borrowing Capacity | 841,000,000 |
Letters of Credit Outstanding, Amount | $ 66,000,000 |
Long-Term Debt (Schedule of Ear
Long-Term Debt (Schedule of Early Redemption Prices on 8.0% Senior Notes) (Details) - Senior Notes at 8.0, Due 2019 [Member] - Senior Notes [Member] | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument, Redemption, Period Three [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 104.00% |
Debt Instrument, Redemption Period, Start Date | Nov. 15, 2015 |
Debt Instrument, Redemption Period, End Date | Nov. 14, 2016 |
Debt Instrument, Redemption, Period Four [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 102.00% |
Debt Instrument, Redemption Period, Start Date | Nov. 15, 2016 |
Debt Instrument, Redemption Period, End Date | Nov. 14, 2017 |
Debt Instrument, Redemption, Period Five [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 100.00% |
Debt Instrument, Redemption Period, Start Date | Nov. 15, 2017 |
Debt Instrument, Redemption Period, End Date | Nov. 15, 2019 |
Long-Term Debt (Schedule of E84
Long-Term Debt (Schedule of Early Redemption Prices on 7.125% Senior Notes) (Details) - Senior Notes at 7.125, Due 2020 [Member] - Senior Notes [Member] | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument, Redemption, Period Three [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 103.563% |
Debt Instrument, Redemption Period, Start Date | Jul. 15, 2016 |
Debt Instrument, Redemption Period, End Date | Jul. 14, 2017 |
Debt Instrument, Redemption, Period Four [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 101.781% |
Debt Instrument, Redemption Period, Start Date | Jul. 15, 2017 |
Debt Instrument, Redemption Period, End Date | Jul. 14, 2018 |
Debt Instrument, Redemption, Period Five [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 100.00% |
Debt Instrument, Redemption Period, Start Date | Jul. 15, 2018 |
Debt Instrument, Redemption Period, End Date | Jul. 15, 2020 |
Long-Term Debt (Schedule of E85
Long-Term Debt (Schedule of Early Redemption Prices on 5.125% Senior Secured Notes due 2018) (Details) - Senior Secured Notes At 5.125 Due 2018 [Member] - Senior Secured Notes [Member] | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument, Redemption, Period Three [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 102.563% |
Debt Instrument, Redemption Period, Start Date | Aug. 15, 2015 |
Debt Instrument, Redemption Period, End Date | Aug. 14, 2016 |
Debt Instrument, Redemption, Period Four [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 101.281% |
Debt Instrument, Redemption Period, Start Date | Aug. 15, 2016 |
Debt Instrument, Redemption Period, End Date | Aug. 14, 2017 |
Debt Instrument, Redemption, Period Five [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 100.00% |
Debt Instrument, Redemption Period, Start Date | Aug. 15, 2017 |
Debt Instrument, Redemption Period, End Date | Aug. 15, 2018 |
Long-Term Debt (Schedule of E86
Long-Term Debt (Schedule of Early Redemption Prices on 5.125% Senior Secured Notes due 2021) (Details) - Senior Secured Notes at 5.125, Due 2021 [Member] - Senior Secured Notes [Member] | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument, Redemption, Period Three [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 103.844% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2017 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2018 |
Debt Instrument, Redemption, Period Four [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 102.563% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2018 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2019 |
Debt Instrument, Redemption, Period Five [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 101.281% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2019 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2020 |
Debt Instrument, Redemption, Period Six [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 100.00% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2020 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2021 |
Long-Term Debt (Schedule of Mat
Long-Term Debt (Schedule of Maturities of Long-Term Debt (Details) $ in Millions | Dec. 31, 2015USD ($) |
Long-term Debt, Fiscal Year Maturity | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 229 |
Long-term Debt, Maturities, Repayments of Principal in Year Two | 963 |
Long-term Debt, Maturities, Repayments of Principal in Year Three | 3,767 |
Long-term Debt, Maturities, Repayments of Principal in Year Four | 3,919 |
Long-term Debt, Maturities, Repayments of Principal in Year Five | 1,239 |
Long-term Debt, Maturities, Repayments of Principal after Year Five | 6,919 |
Total maturities | 17,036 |
Unamortized Note Premium | 15 |
Long-term Debt, Total | $ 17,051 |
Long-Term Debt (Schedule of E88
Long-Term Debt (Schedule of Early Redemption Prices on 6.785% Senior Notes) (Details) - Senior Notes at 6.875, Due 2022 [Member] - Senior Notes [Member] | 12 Months Ended |
Dec. 31, 2015 | |
Debt Instrument, Redemption, Period Three [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 103.438% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2018 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2019 |
Debt Instrument, Redemption, Period Four [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 101.719% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2019 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2020 |
Debt Instrument, Redemption, Period Five [Member] | |
Debt Instrument, Redemption [Line Items] | |
Debt Instrument Redemption Price Percentage | 100.00% |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2020 |
Debt Instrument, Redemption Period, End Date | Jan. 31, 2022 |
Long-Term Debt (8.0% Senior Not
Long-Term Debt (8.0% Senior Notes, Due 2019 Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jul. 18, 2012 | Mar. 21, 2012 | Nov. 22, 2011 | Dec. 31, 2015 | Dec. 31, 2011 | |
Senior Notes at 8.875, Due 2015 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Extinguishment of Debt, Amount | $ 934,000,000 | $ 850,000,000 | $ 1,000,000,000 | ||
Senior Notes at 8.0, Due 2019 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Offering Date | Nov. 22, 2011 | ||||
Debt Instrument, Maturity Date | Nov. 15, 2019 | ||||
Debt Instrument, Face Amount | $ 1,000,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||
Debt Instrument, Earliest Redemption Date | Nov. 15, 2015 | ||||
Senior Notes at 8.0, Due 2019, March 21, 2012 Secondary Offering [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||
Senior Notes at 8.0, Due 2019, March 21, 2012 Secondary Offering [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Offering Date | Mar. 21, 2012 | ||||
Debt Instrument, Face Amount | $ 1,000,000,000 | ||||
Debt Instrument, Premium Percentage | 102.50% | ||||
Debt Instrument, Redemption, Period Two [Member] | Senior Notes at 8.0, Due 2019 [Member] | Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Minimum Period Notice for Redemption of Debt | 30 days | ||||
Maximum Period Notice for Redemption of Debt | 60 days |
Long-Term Debt (7.125% Senior N
Long-Term Debt (7.125% Senior Notes, Due 2020 Narrative) (Details) - Senior Notes [Member] - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jul. 18, 2012 | Mar. 21, 2012 | Dec. 31, 2015 | Dec. 31, 2011 | |
Senior Notes at 8.875, Due 2015 [Member] | ||||
Debt Instrument [Line Items] | ||||
Extinguishment of Debt, Amount | $ 934,000,000 | $ 850,000,000 | $ 1,000,000,000 | |
Senior Notes at 7.125, Due 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Offering Date | Jul. 18, 2012 | |||
Debt Instrument, Face Amount | $ 1,200,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 7.125% | |||
Debt Instrument, Earliest Redemption Date | Jul. 15, 2016 | |||
Debt Instrument, Redemption, Period Two [Member] | Senior Notes at 7.125, Due 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument Redemption Price Percentage | 100.00% | |||
Debt Instrument, Redemption Period, Start Date | Jul. 15, 2015 | |||
Debt Instrument, Redemption Period, End Date | Jul. 15, 2016 | |||
Debt Instrument, Redemption, Description | plus a "make-whole" premium, as described in the 7⅛% Senior Notes indenture | |||
Minimum Period Notice for Redemption of Debt | 30 days | |||
Maximum Period Notice for Redemption of Debt | 60 days |
Long-Term Debt (5.125% Senior N
Long-Term Debt (5.125% Senior Notes, Due 2018 Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended |
Aug. 17, 2012 | Dec. 31, 2015 | |
Senior Secured Notes [Member] | Senior Secured Notes At 5.125 Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Offering Date | Aug. 17, 2012 | |
Debt Instrument, Face Amount | $ 1,600,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | |
Secured Debt [Member] | Credit Facility, Term Loan B, Initial Funding [Member] | ||
Debt Instrument [Line Items] | ||
Extinguishment of Debt, Amount | $ 1,600,000,000 | |
Debt Instrument, Redemption, Period Two [Member] | Senior Secured Notes [Member] | Senior Secured Notes At 5.125 Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Period Notice for Redemption of Debt | 30 days | |
Maximum Period Notice for Redemption of Debt | 60 days |
Long-Term Debt (5.125% Senior92
Long-Term Debt (5.125% Senior Notes, Due 2021 Narrative) (Details) - Senior Secured Notes [Member] - Senior Secured Notes at 5.125, Due 2021 [Member] - USD ($) | 1 Months Ended | 12 Months Ended |
Jan. 27, 2014 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Debt Instrument, Offering Date | Jan. 27, 2014 | |
Debt Instrument, Face Amount | $ 1,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.125% | |
Debt Instrument, Earliest Redemption Date | Feb. 1, 2017 | |
Debt Instrument, Redemption, Period One [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Redemption Price Percentage | 105.125% | |
Debt Instrument, Redemption Period, End Date | Feb. 1, 2017 | |
Debt Instrument, Redemption, Description | proceeds from certain equity offerings | |
Debt Instrument, Redemption, Period Two [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Redemption Price Percentage | 100.00% | |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2016 | |
Debt Instrument, Redemption Period, End Date | Feb. 1, 2017 | |
Debt Instrument, Redemption, Description | plus a "make-whole" premium, as described in the 2021 Senior Secured Notes indenture | |
Minimum Period Notice for Redemption of Debt | 30 days | |
Maximum Period Notice for Redemption of Debt | 60 days | |
Maximum [Member] | Debt Instrument, Redemption, Period One [Member] | ||
Debt Instrument [Line Items] | ||
Max Principal Redeemable Using Proceeds from a Public Equity Offering, as a Percentage of Principal Amount | 40.00% |
Long-Term Debt (6.785% Senior N
Long-Term Debt (6.785% Senior Notes, Due 2022 Narrative) (Details) - Senior Notes [Member] - Senior Notes at 6.875, Due 2022 [Member] - USD ($) | 1 Months Ended | 12 Months Ended |
Jan. 27, 2014 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Debt Instrument, Offering Date | Jan. 27, 2014 | |
Debt Instrument, Face Amount | $ 3,000,000,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | |
Debt Instrument, Earliest Redemption Date | Feb. 1, 2018 | |
Debt Instrument, Redemption, Period One [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Redemption Price Percentage | 106.875% | |
Debt Instrument, Redemption Period, End Date | Feb. 1, 2018 | |
Debt Instrument, Redemption, Description | proceeds from certain public equity offerings | |
Debt Instrument, Redemption, Period Two [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument Redemption Price Percentage | 100.00% | |
Debt Instrument, Redemption Period, Start Date | Feb. 1, 2017 | |
Debt Instrument, Redemption Period, End Date | Feb. 1, 2018 | |
Debt Instrument, Redemption, Description | plus a "make-whole" premium, as described in the 6⅞% Senior Notes indenture | |
Minimum Period Notice for Redemption of Debt | 30 days | |
Maximum Period Notice for Redemption of Debt | 60 days | |
Maximum [Member] | Debt Instrument, Redemption, Period One [Member] | ||
Debt Instrument [Line Items] | ||
Max Principal Redeemable Using Proceeds from a Public Equity Offering, as a Percentage of Principal Amount | 40.00% |
Long-Term Debt (Receivables Fac
Long-Term Debt (Receivables Facility Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Mar. 07, 2013 | Mar. 21, 2012 | |
Debt Instrument [Line Items] | ||||
Debt | $ 17,051 | $ 16,916 | ||
Receivables Facility, Name [Member] | Receivables Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Mar. 21, 2012 | |||
Maximum Borrowing Capacity of Receivables Facility | $ 300 | |||
Debt | $ 700 | $ 614 | ||
Receivables Facility, March 7, 2013 Amendment [Member] | Receivables Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Mar. 7, 2013 | |||
Maximum Borrowing Capacity of Receivables Facility | $ 500 | |||
Receivables Facility, November 13, 2015 Amendment [Member] | Receivables Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | Nov. 13, 2017 | |||
Maximum Borrowing Capacity of Receivables Facility | $ 700 | |||
Debt | 700 | |||
Receivables included in the Receivables Facility | $ 1,700 |
Long-Term Debt (Loss from Early
Long-Term Debt (Loss from Early Extinguishment of Debt Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Extinguishment of Debt Disclosures [Abstract] | |||
Loss from early extinguishment of debt | $ 16 | $ 73 | $ 1 |
Loss on Extinguishment of Debt, Net of Tax | $ 10 | $ 45 | $ 1 |
Long-Term Debt (Other Debt and
Long-Term Debt (Other Debt and Interest Payments Narrative) (Details) | 12 Months Ended | ||
Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Debt Instrument [Line Items] | |||
Interest Paid on borrowing | $ 925,000,000 | $ 831,000,000 | $ 583,000,000 |
Interest Rate Swap [Member] | |||
Debt Instrument [Line Items] | |||
Derivative Liability, Number of Instruments Held | item | 13 | ||
Interest Rate Swap, Currently Effective [Member] | |||
Debt Instrument [Line Items] | |||
Notional Amount, Liability | $ 3,000,000,000 | ||
Interest Rate Swap, Not Yet Effective [Member] | |||
Debt Instrument [Line Items] | |||
Derivative Liability, Number of Instruments Held | item | 2 | ||
Notional Amount, Liability | $ 500,000,000 | ||
Credit Facility, Revolving Credit Loans [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 2.75% | ||
Credit Facility, Term Loan A [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 2.75% | ||
Credit Facility, Term Loan F [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 3.25% | ||
Secured Debt [Member] | Credit Facility, Term Loan G [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 2.75% | ||
Secured Debt [Member] | Credit Facility, Term Loan G [Member] | Alternate Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 1.75% | ||
Secured Debt [Member] | Credit Facility, Term Loan H [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 3.00% | ||
Secured Debt [Member] | Credit Facility, Term Loan H [Member] | Alternate Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Basis Spread on Variable Rate | 2.00% | ||
Secured Debt [Member] | Credit Facility, Term Loan G and Term Loan H [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Floor Interest Rate | 1.00% | ||
Secured Debt [Member] | Credit Facility, Term Loan G and Term Loan H [Member] | Alternate Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Derivative, Floor Interest Rate | 2.00% |
Fair Value of Financial Instr97
Fair Value of Financial Instruments (Schedule of Estimated Fair Value of Financial Instruments, by Balance Sheet Grouping) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Assets: | ||
Available-for-sale securities | $ 271 | $ 280 |
Trading securities | 61 | 55 |
Liabilities: | ||
Contingent Value Right, Fair Value Disclosure | 2 | 6 |
Carrying Amount Measurement [Member] | ||
Assets: | ||
Cash and cash equivalents | 184 | 509 |
Available-for-sale securities | 271 | 280 |
Trading securities | 61 | 55 |
Liabilities: | ||
Contingent Value Right, Fair Value Disclosure | 2 | 6 |
Carrying Amount Measurement [Member] | Credit Facility, Type of Debt [Member] | Credit Facility, Name [Member] | ||
Liabilities: | ||
Credit Facility, Fair Value Disclosure | 7,217 | 7,165 |
Carrying Amount Measurement [Member] | Senior Notes [Member] | Senior Notes at 8.0, Due 2019 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 2,015 | 2,018 |
Carrying Amount Measurement [Member] | Senior Notes [Member] | Senior Notes at 7.125, Due 2020 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 1,200 | 1,200 |
Carrying Amount Measurement [Member] | Senior Notes [Member] | Senior Notes at 6.875, Due 2022 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 3,000 | 3,000 |
Carrying Amount Measurement [Member] | Senior Secured Notes [Member] | Senior Secured Notes At 5.125 Due 2018 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 1,600 | 1,600 |
Carrying Amount Measurement [Member] | Senior Secured Notes [Member] | Senior Secured Notes at 5.125, Due 2021 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 1,000 | 1,000 |
Carrying Amount Measurement [Member] | Receivables Facility and Other Debt, Type [Member] | Receivables Facility and Unsecured Debt [Member] | ||
Liabilities: | ||
Other Liabilities, Fair Value Disclosure | 792 | 705 |
Estimate of Fair Value Measurement [Member] | ||
Assets: | ||
Cash and cash equivalents | 184 | 509 |
Available-for-sale securities | 271 | 280 |
Trading securities | 61 | 55 |
Liabilities: | ||
Contingent Value Right, Fair Value Disclosure | 2 | 6 |
Estimate of Fair Value Measurement [Member] | Credit Facility, Type of Debt [Member] | Credit Facility, Name [Member] | ||
Liabilities: | ||
Credit Facility, Fair Value Disclosure | 7,115 | 7,143 |
Estimate of Fair Value Measurement [Member] | Senior Notes [Member] | Senior Notes at 8.0, Due 2019 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 2,018 | 2,139 |
Estimate of Fair Value Measurement [Member] | Senior Notes [Member] | Senior Notes at 7.125, Due 2020 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 1,193 | 1,282 |
Estimate of Fair Value Measurement [Member] | Senior Notes [Member] | Senior Notes at 6.875, Due 2022 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 2,858 | 3,194 |
Estimate of Fair Value Measurement [Member] | Senior Secured Notes [Member] | Senior Secured Notes At 5.125 Due 2018 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 1,610 | 1,655 |
Estimate of Fair Value Measurement [Member] | Senior Secured Notes [Member] | Senior Secured Notes at 5.125, Due 2021 [Member] | ||
Liabilities: | ||
Notes Payable, Fair Value Disclosure | 997 | 1,041 |
Estimate of Fair Value Measurement [Member] | Receivables Facility and Other Debt, Type [Member] | Receivables Facility and Unsecured Debt [Member] | ||
Liabilities: | ||
Other Liabilities, Fair Value Disclosure | $ 792 | $ 705 |
Fair Value of Financial Instr98
Fair Value of Financial Instruments (Schedule of Interest Rate Swaps) (Details) - Interest Rate Swap [Member] | 12 Months Ended | |
Dec. 31, 2015USD ($) | ||
Interest Rate Swaps One [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 300,000,000 | |
Fixed Interest Rate | 3.447% | |
Termination Date | Aug. 6, 2016 | |
Fair Value of Liability | $ 5,000,000 | |
Interest Rate Swaps Two [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 100,000,000 | |
Fixed Interest Rate | 3.401% | |
Termination Date | Aug. 19, 2016 | |
Fair Value of Liability | $ 2,000,000 | |
Interest Rate Swaps Three [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 3.429% | |
Termination Date | Aug. 19, 2016 | |
Fair Value of Liability | $ 3,000,000 | |
Interest Rate Swaps Four [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 3.50% | |
Termination Date | Aug. 30, 2016 | |
Fair Value of Liability | $ 4,000,000 | |
Interest Rate Swaps Five [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 100,000,000 | |
Fixed Interest Rate | 3.005% | |
Termination Date | Nov. 30, 2016 | |
Fair Value of Liability | $ 2,000,000 | |
Interest Rate Swaps Six [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 2.055% | |
Termination Date | Jul. 25, 2019 | |
Fair Value of Liability | $ 4,000,000 | |
Interest Rate Swaps Seven [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 2.059% | |
Termination Date | Jul. 25, 2019 | |
Fair Value of Liability | $ 4,000,000 | |
Interest Rate Swaps Eight [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 400,000,000 | |
Fixed Interest Rate | 1.882% | |
Termination Date | Aug. 30, 2019 | |
Fair Value of Liability | $ 3,000,000 | |
Interest Rate Swaps Nine [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 2.515% | |
Termination Date | Aug. 30, 2019 | |
Fair Value of Liability | $ 6,000,000 | |
Interest Rate Swaps Ten [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 2.613% | |
Termination Date | Aug. 30, 2019 | |
Fair Value of Liability | $ 6,000,000 | |
Interest Rate Swaps Eleven [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 300,000,000 | |
Fixed Interest Rate | 2.041% | |
Termination Date | Aug. 30, 2020 | |
Fair Value of Liability | $ 2,000,000 | |
Interest Rate Swaps Twelve [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 300,000,000 | |
Fixed Interest Rate | 2.738% | |
Termination Date | Aug. 30, 2020 | |
Fair Value of Liability | $ 11,000,000 | |
Interest Rate Swaps Thirteen [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 300,000,000 | |
Fixed Interest Rate | 2.892% | |
Termination Date | Aug. 30, 2020 | |
Fair Value of Liability | $ 14,000,000 | |
Interest Rate Swaps Fourteen [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 300,000,000 | |
Fixed Interest Rate | 2.363% | |
Termination Date | Jan. 27, 2021 | |
Fair Value of Liability | $ 6,000,000 | [1] |
Interest Rate Swaps Fifteen [Member] | ||
Derivative [Line Items] | ||
Notional Amount, Liability | $ 200,000,000 | |
Fixed Interest Rate | 2.368% | |
Termination Date | Jan. 27, 2021 | |
Fair Value of Liability | $ 4,000,000 | [1] |
[1] | This interest rate swap becomes effective February 29, 2016 |
Fair Value of Financial Instr99
Fair Value of Financial Instruments (Narrative) (Details) $ in Millions | Dec. 31, 2015USD ($) |
Fair Value of Financial Instruments [Abstract] | |
Interest expense arising from spread in fixed and floating rates of interest rate swap agreements that will be recognized in next 12 months | $ 54 |
Fair Value of Financial Inst100
Fair Value of Financial Instruments (Schedule of Pre-tax (Loss) Gain Recognized as a Component of Other Comprehensive Income) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Pre-Tax (Loss) Gain Recognized in OCI on Derivatives (Effective Portion) | $ (51) | $ (41) | $ (6) |
Fair Value of Financial Inst101
Fair Value of Financial Instruments (Schedule of Effective Portion of the Pre-tax Loss Reclassified from AOCL into Interest Expense on the Consolidated Statements of Income) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Interest Expense [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Pre-Tax Loss Reclassified from AOCL into Income (Effective Portion) | $ 42 | $ 61 | $ 100 |
Fair Value of Financial Inst102
Fair Value of Financial Instruments (Schedule of the Fair Value of Derivative Instruments in the Consolidated Balance Sheet) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Designated as Hedging Instrument [Member] | Other Long-term Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives designated as hedging instruments | $ 76 | $ 68 |
Fair Value (Schedule of Fair Va
Fair Value (Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | $ 271 | $ 280 |
Trading securities | 61 | 55 |
Total assets | 332 | 335 |
Contingent Value Right (CVR) | 2 | 6 |
CVR-related legal liability | 261 | 265 |
Fair value of interest rate swap agreements | 76 | 68 |
Total liabilities | 339 | 339 |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 155 | 151 |
Trading securities | 61 | 55 |
Total assets | 216 | 206 |
Contingent Value Right (CVR) | 2 | 6 |
Total liabilities | 2 | 6 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 116 | 129 |
Total assets | 116 | 129 |
Fair value of interest rate swap agreements | 76 | 68 |
Total liabilities | 76 | 68 |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
CVR-related legal liability | 261 | 265 |
Total liabilities | $ 261 | $ 265 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) $ in Millions | Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($)item |
Fair Value Disclosures [Line Items] | ||
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount | $ 0 | $ 0 |
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount | 0 | |
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount | 0 | |
Fair Value, Liabilities, Level 2 to Level 1 Transfers, Amount | 0 | 0 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | $ 119 | $ 96 |
Available-for-sale, Securities in Unrealized Loss Positions, Qualitative Disclosure, Number of Positions | item | 329 | 300 |
CVR-related legal liability | $ 0 | |
Available-for-sale Securities [Member] | ||
Fair Value Disclosures [Line Items] | ||
Other than Temporary Impairment, Credit Losses Recognized in Earnings, Credit Losses on Debt Securities Held | 5 | |
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Disclosures [Line Items] | ||
Property, Plant, and Equipment, Fair Value Disclosure | 202 | |
Interest Rate Swap [Member] | ||
Fair Value Disclosures [Line Items] | ||
Credit risk valuation adjustment, decrease in fair value of liability | 4 | $ 4 |
Credit risk valuation adjustment, decrease in fair value of liability, net of tax | $ 2 | $ 2 |
Fair Value (Available-for-sale
Fair Value (Available-for-sale Securities) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Amortized Cost Basis, Total | $ 261 | $ 258 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 17 | 25 |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | (7) | (3) |
Available-for-sale Securities | 271 | 280 |
Government and Corporate [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Debt Securities, Amortized Cost Basis, Total | 161 | 161 |
Available-for-sale Debt Securities, Accumulated Gross Unrealized Gain, before Tax | 1 | 3 |
Available-for-sale Debt Securities, Accumulated Gross Unrealized Loss, before Tax | (6) | (2) |
Available-for-sale Securities, Debt Securities | 156 | 162 |
Domestic [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Equity Securities, Amortized Cost Basis, Total | 79 | 73 |
Available-for-sale Equity Securities, Accumulated Gross Unrealized Gain, before Tax | 15 | 18 |
Available-for-sale Equity Securities, Accumulated Gross Unrealized Loss, before Tax | (1) | |
Available-for-sale Securities, Equity Securities | 93 | 91 |
International [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Equity Securities, Amortized Cost Basis, Total | 21 | 24 |
Available-for-sale Equity Securities, Accumulated Gross Unrealized Gain, before Tax | 1 | 4 |
Available-for-sale Equity Securities, Accumulated Gross Unrealized Loss, before Tax | (1) | |
Available-for-sale Securities, Equity Securities | $ 22 | $ 27 |
Fair Value (Contractual Maturit
Fair Value (Contractual Maturities of Debt Securities) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value [Abstract] | ||
Within 1 year, Amortized Cost | $ 1 | $ 1 |
After 1 year and through year 5, Amortized Cost | 12 | 15 |
After 5 years and through year 10, Amortized Cost | 11 | 16 |
After 10 years, Amortized Cost | 22 | 20 |
Within 1 year, Fair Value | 1 | 1 |
After 1 year and through year 5, Fair Value | 12 | 15 |
After 5 years and through year 10, Fair Value | 11 | 16 |
After 10 years, Fair Value | $ 22 | $ 21 |
Fair Value (Gross Realized Gain
Fair Value (Gross Realized Gains and Losses and Investment Income on Available-for-sale Securities) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value [Abstract] | |||
Realized gains | $ 8 | $ 13 | $ 1 |
Realized losses | (6) | (3) | |
Investment income | $ 8 | $ 8 | $ 1 |
Leases (Capital Leases Narrativ
Leases (Capital Leases Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Capital Leased Assets [Line Items] | |||
Capital Lease Obligations Incurred | $ 50 | $ 18 | $ 4 |
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 246 | 196 | |
Land and Land Improvements [Member] | |||
Capital Leased Assets [Line Items] | |||
Capital Leased Assets, Gross | 74 | 77 | |
Building and Building Improvements [Member] | |||
Capital Leased Assets [Line Items] | |||
Capital Leased Assets, Gross | 793 | 623 | |
Equipment and Fixture [Member] | |||
Capital Leased Assets [Line Items] | |||
Capital Leased Assets, Gross | $ 112 | $ 125 |
Leases (Schedule of Future Mini
Leases (Schedule of Future Minimum Lease Payments for Capital and Operating Leases) (Details) $ in Millions | Dec. 31, 2015USD ($) | |
Leases [Abstract] | ||
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 288 | [1] |
Operating Leases, Future Minimum Payments, Due in Two Years | 225 | [1] |
Operating Leases, Future Minimum Payments, Due in Three Years | 162 | [1] |
Operating Leases, Future Minimum Payments, Due in Four Years | 117 | [1] |
Operating Leases, Future Minimum Payments, Due in Five Years | 88 | [1] |
Operating Leases, Future Minimum Payments, Due Thereafter | 222 | [1] |
Operating Leases, Future Minimum Payments Due, Total | 1,102 | [1] |
Capital Leases, Future Minimum Payments Due, Next Twelve Months | 48 | |
Capital Leases, Future Minimum Payments Due in Two Years | 34 | |
Capital Leases, Future Minimum Payments Due in Three Years | 23 | |
Capital Leases, Future Minimum Payments Due in Four Years | 19 | |
Capital Leases, Future Minimum Payments Due in Five Years | 15 | |
Capital Leases, Future Minimum Payments Due Thereafter | 245 | |
Capital Leases, Future Minimum Payments Due, Total | 384 | |
Capital Leases, Future Minimum Payments, Interest Included in Payments | (157) | |
Capital Lease Obligations, Total | 227 | |
Capital Lease Obligations, Current | (42) | |
Capital Lease Obligations, Noncurrent | $ 185 | |
[1] | Minimum lease payments have not been reduced by minimum sublease rentals due in the future of $26 million |
Leases (Operating Leases Footno
Leases (Operating Leases Footnote Narrative to Schedule) (Details) $ in Millions | Dec. 31, 2015USD ($) |
Leases [Abstract] | |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | $ 26 |
Employee Benefit Plans (Narrati
Employee Benefit Plans (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Cost Recognized | $ 103 | $ 99 | $ 102 |
Deferred Compensation Liability, Current and Noncurrent | 199 | 187 | |
Pension Plans, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred Compensation Plan Assets | 197 | 182 | |
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | 0 | ||
Net Periodic Benefit Cost | 1 | 1 | 1 |
Accrued benefits liabilities | $ 13 | 15 | |
Defined benefit plans and other post-retirement plans, weighted-average assumptions to determine net periodic cost, discount rate | 4.00% | ||
Defined benefit plans and other post-retirement plans, weighted-average assumptions to determine net periodic cost, expected long-term rate of return on assets | 7.00% | ||
Trading Securities [Member] | Pension Plans, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred Compensation Plan Assets | $ 61 | 55 | |
Company-Owned Life Insurance Contracts [Member] | Pension Plans, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred Compensation Plan Assets | 136 | 127 | |
Supplemental Employee Retirement Plans, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net Periodic Benefit Cost | 12 | 11 | $ 14 |
Accrued benefits liabilities | $ 131 | 121 | |
Defined benefit plans and other post-retirement plans, weighted-average assumptions to determine net periodic cost, discount rate | 3.20% | ||
Defined benefit plans and other post-retirement plans, weighted-average assumptions to determine net periodic cost, rate of compensation increase | 3.00% | ||
Supplemental Employee Retirement Plans, Defined Benefit [Member] | Available-for-sale Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Assets in a rabbi trust generally designated to pay benefits of the SERP | $ 95 | $ 96 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Class of Stock [Line Items] | ||||
Total capital stock, shares authorized | 400,000,000 | 400,000,000 | ||
Common stock, shares authorized | 300,000,000 | 300,000,000 | ||
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | ||
Common stock, par value per share | $ 0.01 | $ 0.01 | ||
Preferred stock, par value per share | $ 0.01 | $ 0.01 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.25 | |||
Maximum amount of dividends or stock repurchases permissible under the Credit Facility | $ 200,000,000 | |||
Annual amount of dividends or stock repurchases permissible under the Credit Facility | 25,000,000 | |||
Amount available for dividend payments, stock repurchases or Senior Notes repurchases at period end | $ 318,000,000 | |||
Open Market Repurchase Program for Common Stock, Adopted November 6, 2015 [Member] | ||||
Class of Stock [Line Items] | ||||
Maximum number of shares authorized for repurchase | 10,000,000 | |||
Maximum value of shares authorized under repurchase program | $ 300,000,000 | |||
Number of shares repurchased and retired | 532,188 | |||
Weighted-average price of repurchased and retired shares, per share | $ 27.31 | |||
Open Market Repurchase Program for Common Stock, Adopted December 10, 2014 [Member] | ||||
Class of Stock [Line Items] | ||||
Maximum number of shares authorized for repurchase | 5,000,000 | |||
Maximum value of shares authorized under repurchase program | $ 150,000,000 | |||
Number of shares repurchased and retired | 5,000,000 | |||
Weighted-average price of repurchased and retired shares, per share | $ 28.84 | |||
Open Market Repurchase Program for Common Stock, Adopted December 14, 2011 [Member] | ||||
Class of Stock [Line Items] | ||||
Maximum number of shares authorized for repurchase | 4,000,000 | |||
Maximum value of shares authorized under repurchase program | $ 100,000,000 | |||
Number of shares repurchased and retired | 175,000 | 706,023 | ||
Weighted-average price of repurchased and retired shares, per share | $ 49.72 | $ 38.39 | ||
Cumulative number of shares repurchased and retired | 881,023 | |||
Cumulative weighted-average price of repurchased and retired shares, per share | $ 40.64 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule of Impact of Noncontrolling Interest to Stockholders' Equity) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Stockholders' Equity [Abstract] | |||||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (83) | $ 52 | $ 111 | $ 79 | $ 100 | $ 62 | $ 42 | $ (112) | $ 158 | [1] | $ 92 | [1] | $ 141 |
Net decrease in Community Health Systems, Inc. paid-in capital for purchase of subsidiary partnership interests | (16) | (2) | (1) | ||||||||||
Net transfers to the noncontrolling interests | (16) | (2) | (1) | ||||||||||
Change to Community Health Systems, Inc. stockholders' equity from net income attributable to Community Health Systems, Inc. stockholders and transfers to noncontrolling interests | $ 142 | $ 90 | $ 140 | ||||||||||
[1] | Total quarterly amounts may not add due to rounding. |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Calculation of Numerator and Denominator in Earnings Per Share) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Numerator: | |||||||||||||
Income from continuing operations, net of taxes | $ (40) | $ 83 | $ 140 | $ 112 | $ 165 | $ 94 | $ 76 | $ (75) | $ 295 | [1] | $ 260 | [1] | $ 242 |
Less: Income from continuing operations attributable to noncontrolling interests, net of taxes | 101 | 111 | 76 | ||||||||||
Income from continuing operations attributable to Community Health Systems, Inc. common stockholders - basic and diluted | 194 | 149 | 166 | ||||||||||
Loss from discontinued operations, net of taxes | $ (9) | $ (8) | $ (6) | $ (13) | $ (29) | $ (6) | $ (22) | (36) | [1] | (57) | [1] | (25) | |
Loss from discontinued operations attributable to Community Health Systems, Inc. common stockholders - basic and diluted | $ (36) | $ (57) | $ (25) | ||||||||||
Denominator: | |||||||||||||
Weighted-average number of shares outstanding - basic | 112,891,505 | 115,319,986 | 115,194,899 | 114,419,590 | 113,606,631 | 113,138,663 | 112,598,899 | 106,601,997 | 114,454,674 | [1] | 111,579,088 | [1] | 92,633,332 |
Effect of dilutive securities: | |||||||||||||
Restricted stock awards | 449,961 | 377,190 | 448,567 | ||||||||||
Employee stock options | 357,188 | 578,395 | 714,560 | ||||||||||
Other equity-based awards | 10,581 | 14,647 | 18,554 | ||||||||||
Weighted-average number of shares outstanding - diluted | 112,891,505 | 116,368,157 | 116,100,417 | 115,057,668 | 114,828,587 | 114,343,778 | 113,474,169 | 106,601,997 | 115,272,404 | [1] | 112,549,320 | [1] | 93,815,013 |
[1] | Total quarterly amounts may not add due to rounding. |
Earnings Per Share (Schedule115
Earnings Per Share (Schedule of Antidilutive Securities (Details) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | ||
Employee stock options and restricted stock awards | 255,564 | 472,570 |
Equity Investments (Narrative)
Equity Investments (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investments | $ 479 | $ 470 | |
Equity in earnings of unconsolidated affiliates | $ 63 | $ 48 | $ 43 |
Four Hospitals in Las Vegas, Nevada [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 27.50% | ||
One Hospital in Las Vegas, Nevada [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 26.10% | ||
Three Hospitals in Macon Georgia, [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 38.00% | ||
HealthTrust [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 24.70% |
Equity Investments (Schedule of
Equity Investments (Schedule of Financial Information Related to Unconsolidated Entities Included in Consolidated Balance Sheets) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Equity Investments [Abstract] | ||
Current assets | $ 283 | $ 268 |
Noncurrent assets | 838 | 861 |
Total assets | 1,121 | 1,129 |
Current liabilities | 111 | 117 |
Noncurrent liabilities | 2 | 2 |
Members' equity | 1,008 | 1,010 |
Total liabilities and equity | $ 1,121 | $ 1,129 |
Equity Investments (Schedule118
Equity Investments (Schedule of Financial Information Related to Unconsolidated Entities Included in Consolidated Statement of Income) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Equity Investments [Abstract] | |||
Revenues | $ 1,494 | $ 1,368 | $ 1,246 |
Operating costs and expenses | 1,287 | 1,184 | 1,117 |
Income from continuing operations before taxes | $ 207 | $ 184 | $ 130 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015segment | |
Segment Information [Abstract] | |
Number of Operating Segments | 2 |
Segment Information (Schedule o
Segment Information (Schedule of Segment Reporting Information by Segment) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Segment Reporting Information [Line Items] | |||||||||||||
Net operating revenues | $ 4,798 | $ 4,846 | $ 4,882 | $ 4,911 | $ 4,918 | $ 4,780 | $ 4,765 | $ 4,176 | $ 19,437 | [1] | $ 18,639 | [1] | $ 12,819 |
Income (loss) from continuing operations before income taxes | (91) | $ 121 | $ 214 | $ 168 | 230 | $ 134 | $ 109 | $ (131) | 411 | [1] | 342 | [1] | 346 |
Expenditures for segment assets | 953 | 853 | 614 | ||||||||||
Total assets | 26,861 | 27,421 | 26,861 | 27,421 | |||||||||
Hospital Operations [Member] | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net operating revenues | 19,234 | 18,399 | 12,637 | ||||||||||
Income (loss) from continuing operations before income taxes | 767 | 772 | 575 | ||||||||||
Expenditures for segment assets | 888 | 817 | 583 | ||||||||||
Total assets | 25,271 | 25,014 | 25,271 | 25,014 | |||||||||
Corporate and All Other Reporting Units [Member] | |||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||
Net operating revenues | 203 | 240 | 182 | ||||||||||
Income (loss) from continuing operations before income taxes | (356) | (430) | (229) | ||||||||||
Expenditures for segment assets | 65 | 36 | $ 31 | ||||||||||
Total assets | $ 1,590 | $ 2,407 | $ 1,590 | $ 2,407 | |||||||||
[1] | Total quarterly amounts may not add due to rounding. |
Other Comprehensive Income (Sch
Other Comprehensive Income (Schedule of Changes in Accumulated Other Comprehensive Income by Component) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | $ (63) | $ (67) | |
Other Comprehensive Income (Loss), before Reclassifications | (39) | (36) | |
Amounts reclassified from accumulated other comprehensive income (loss) | 29 | 40 | |
Other comprehensive (loss) income | (10) | 4 | $ 78 |
Accumulated Other Comprehensive Income (Loss), Ending Balance | (73) | (63) | (67) |
Change in Fair Value of Interest Rate Swaps [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | (43) | (56) | |
Other Comprehensive Income (Loss), before Reclassifications | (32) | (26) | |
Amounts reclassified from accumulated other comprehensive income (loss) | 27 | 39 | |
Other comprehensive (loss) income | (5) | 13 | |
Accumulated Other Comprehensive Income (Loss), Ending Balance | (48) | (43) | (56) |
Change in Fair Value of Available for Sale Securities [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | 7 | $ 7 | |
Other Comprehensive Income (Loss), before Reclassifications | (6) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | |||
Other comprehensive (loss) income | (6) | ||
Accumulated Other Comprehensive Income (Loss), Ending Balance | 1 | $ 7 | 7 |
Change in Unrecognized Pension Cost Components [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated Other Comprehensive Income (Loss), Beginning Balance | (27) | (18) | |
Other Comprehensive Income (Loss), before Reclassifications | (1) | (10) | |
Amounts reclassified from accumulated other comprehensive income (loss) | 2 | 1 | |
Other comprehensive (loss) income | 1 | (9) | |
Accumulated Other Comprehensive Income (Loss), Ending Balance | $ (26) | $ (27) | $ (18) |
Other Comprehensive Income (122
Other Comprehensive Income (Schedule of Amounts Reclassified Out of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||
Interest expense, net | $ 973 | $ 972 | $ 613 | ||||||||||
Income from continuing operations before income taxes | $ (91) | $ 121 | $ 214 | $ 168 | $ 230 | $ 134 | $ 109 | $ (131) | 411 | [1] | 342 | [1] | 346 |
Tax benefit | (116) | (82) | (104) | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (83) | $ 52 | $ 111 | $ 79 | $ 100 | $ 62 | $ 42 | $ (112) | 158 | [1] | 92 | [1] | $ 141 |
Change in Fair Value of Interest Rate Swaps [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||
Interest expense, net | (42) | (61) | |||||||||||
Tax benefit | 15 | 22 | |||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | (27) | (39) | |||||||||||
Change in Unrecognized Pension Cost Components [Member] | |||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||
Amortization of defined benefit pension items - Actuarial losses | (2) | (1) | |||||||||||
Change in Unrecognized Pension Cost Components [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||||
Amortization of defined benefit pension items - Prior service costs | (1) | (1) | |||||||||||
Income from continuing operations before income taxes | (3) | (2) | |||||||||||
Tax benefit | 1 | 1 | |||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (2) | $ (1) | |||||||||||
[1] | Total quarterly amounts may not add due to rounding. |
Commitments and Contingencie123
Commitments and Contingencies (Narrative) (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Physician Recruiting Commitments [Abstract] | |
Physician recruiting commitment, physician income guarantee period | 12 months |
Physician recruiting commitment, period of recoverability of physician income guarantee for noncommitment | 3 years |
Physician recruiting commitment, maximum potential future payments in excess of liability recorded | $ 34 |
York, Pennsylvania hospital [Member] | |
Construction and Other Capital Commitments [Abstract] | |
Capital commitment, post-acquisition estimated cost of replacement hospital | 125 |
Capital commitment, construction cost of replacement hospital incurred to date | 5 |
All other purchase commitments [Member] | |
Construction and Other Capital Commitments [Abstract] | |
Capital commitment, post-acquisition estimated cost of replacement hospital | 516 |
Capital commitment, construction cost of replacement hospital incurred to date | $ 254 |
Minimum [Member] | All other purchase commitments [Member] | |
Construction and Other Capital Commitments [Abstract] | |
Capital commitment, future period after acquisition for completing open capital improvement projects | 5 years |
Maximum [Member] | All other purchase commitments [Member] | |
Construction and Other Capital Commitments [Abstract] | |
Capital commitment, future period after acquisition for completing open capital improvement projects | 7 years |
Commitments and Contingencie124
Commitments and Contingencies (Professional Liability Claims Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, historical claims period used by actuary to estimate liability | 20 years | ||
Malpractice Loss Contingency, Discount Rate | 1.60% | 1.70% | 1.60% |
Malpractice Loss Contingency, Accrual, Discounted | $ 901 | $ 924 | |
Malpractice Loss Contingency, Accrual, Undiscounted | 949 | 964 | |
Malpractice Loss Contingency, Accrual, Discounted, Current | $ 156 | $ 164 | |
Malpractice loss contingency, settled claims as percent of total liability | 1.00% | ||
Professional and general liability self-insured claims reported prior to June 1, 2002, per occurrence [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | $ 1 | ||
Professional and general liability self-insured reported from June 1, 2002 through June 1, 2003, per occurrence [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 2 | ||
Professional and general liability self-insured reported from June 1, 2003 and before June 1, 2005, per occurrence [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 4 | ||
Professional and general liability self-insured claims reported on or after June 1, 2005, per occurrence [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 5 | ||
Professional and general liability claims reported on or after June 1, 2014 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 10 | ||
Professional and general liability claims reported on or after June 1, 2003 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Maximum Coverage Per Incident | 95 | ||
Professional and general liability claims reported on or after June 1, 2015 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Maximum Coverage Per Incident | 220 | ||
Integrated occurrence claims reported on or after June 1, 2014 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Annual Coverage Limit | 50 | ||
Integrated occurrence claims reported on or after June 1, 2015 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Annual Coverage Limit | 75 | ||
Professional and general liability claims incurred and reported after January 1, 2008 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Maximum Coverage Per Incident | 145 | ||
Professional and general liability claims incurred and reported after January 1, 2010 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice Insurance, Maximum Coverage Per Incident | 195 | ||
Professional and general liability self-insured claims under certain policy terms until Company total aggregate coverage is met if first aggregate layer becomes fully utilized [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 10 | ||
Triad professional and general liability self-insured claims during 2007 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 10 | ||
Minimum [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 10 | ||
Minimum [Member] | Triad professional and general liability self-insured claims after December 31, 2006 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 1 | ||
Maximum [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | 15 | ||
Maximum [Member] | Triad professional and general liability self-insured claims after December 31, 2006 [Member] | |||
Malpractice Insurance [Line Items] | |||
Malpractice loss contingency, self-insured retention | $ 5 |
Commitments and Contingencie125
Commitments and Contingencies (Contingencies Narrative) (Details) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($)item$ / shares | Dec. 31, 2014USD ($) | Jan. 27, 2014USD ($) | |
Loss Contingencies [Line Items] | |||
Business Combination Contingent Consideration Arrangements, Contingent Value Right, Amount Per Share | $ / shares | $ 1 | ||
Deductible related to litigation and contingent value right | $ 18 | ||
Contingent value right, percentage multiplier | 90.00% | ||
Number of contingent value rights outstanding | item | 264,544,053 | ||
Amount which CVR holders are no longer entitled to payment | $ 312 | ||
Contingent value right, period payable after final resolution | 60 days | ||
Business Combination, Contingent Consideration, Liability, Noncurrent | $ 261 | $ 284 | |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (4) | ||
Business Combination, Contingent Consideration, Liability, Current | 0 | ||
Pending Litigation [Member] | Legal Matters Where Negative Outcome is Known or Probable [Member] | |||
Loss Contingencies [Line Items] | |||
Legal Fees | $ 9 | $ 29 | |
Class Action Shareholder Federal Securities Cases [Member] | Pending Litigation [Member] | Litigation Matters For Which An Outcome Cannot Be Assessed [Member] | |||
Loss Contingencies [Line Items] | |||
Number of legal cases filed | item | 3 | ||
Shareholder Derivative Actions [Member] | Pending Litigation [Member] | Litigation Matters For Which An Outcome Cannot Be Assessed [Member] | |||
Loss Contingencies [Line Items] | |||
Number of legal cases filed | item | 3 |
Commitments and Contingencie126
Commitments and Contingencies (Impact of Legal Expenses Paid or Incurred to Date and Settlements Paid or Deemed Final) (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Loss Contingencies [Line Items] | |
As of December 31, 2014 | $ 24 |
Settlements paid | 26 |
Legal expenses incurred and/or paid during the year ended December 31, 2015 | 8 |
As of December 31, 2015 | 58 |
Deductible [Member] | |
Loss Contingencies [Line Items] | |
As of December 31, 2014 | $ 18 |
Settlements paid | |
As of December 31, 2015 | $ 18 |
CHS Responsibility at 10% [Member] | |
Loss Contingencies [Line Items] | |
Settlements paid | 3 |
Legal expenses incurred and/or paid during the year ended December 31, 2015 | 1 |
As of December 31, 2015 | 4 |
Reduction to Amount Owed to CVR Holders at 90% [Member] | |
Loss Contingencies [Line Items] | |
As of December 31, 2014 | 6 |
Settlements paid | 23 |
Legal expenses incurred and/or paid during the year ended December 31, 2015 | 7 |
As of December 31, 2015 | $ 36 |
Commitments and Contingencie127
Commitments and Contingencies (Schedule of the Reconciliation of Accrued Liability Balances for Probable Contingencies) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Loss Contingency Accrual [Roll Forward] | |||
(Income) expense | $ 4 | $ 101 | $ 102 |
Pending Litigation [Member] | CVR Related Liability at Fair Value [Member] | |||
Loss Contingency Accrual [Roll Forward] | |||
Beginning Balance | 265 | ||
Assumed liabilities for HMA contingencies | 284 | ||
(Income) expense | 4 | (16) | |
Cash payments | (8) | (3) | |
Ending Balance | 261 | 265 | |
Pending Litigation [Member] | CVR Related Liability for Probably Contingencies [Member] | |||
Loss Contingency Accrual [Roll Forward] | |||
Beginning Balance | 29 | ||
Assumed liabilities for HMA contingencies | 29 | ||
(Income) expense | (12) | ||
Cash payments | (17) | ||
Ending Balance | 29 | ||
Pending Litigation [Member] | Legal Matters Where Negative Outcome is Known or Probable [Member] | |||
Loss Contingency Accrual [Roll Forward] | |||
Beginning Balance | 125 | 119 | |
Assumed liabilities for HMA contingencies | 16 | ||
(Income) expense | 20 | 100 | |
Cash payments | (135) | (110) | |
Ending Balance | $ 10 | $ 125 | $ 119 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) $ in Millions | Feb. 01, 2016USD ($)item | Jan. 06, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Subsequent Event [Line Items] | ||||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ 155 | $ 88 | ||
Bartow Regional Medical Center [Member] | ||||
Subsequent Event [Line Items] | ||||
Disposal Date | Jan. 1, 2016 | |||
Lehigh Regional Medical Center [Member] | ||||
Subsequent Event [Line Items] | ||||
Disposal Date | Feb. 1, 2016 | |||
Subsequent Event [Member] | Bartow Regional Medical Center [Member] | ||||
Subsequent Event [Line Items] | ||||
Number of licensed beds | item | 72 | |||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ 60 | |||
Subsequent Event [Member] | Lehigh Regional Medical Center [Member] | ||||
Subsequent Event [Line Items] | ||||
Number of licensed beds | item | 88 | |||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ 11 |
Quarterly Financial Data (Un129
Quarterly Financial Data (Unaudited) (Schedule of Quarterly Financial Data) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Dec. 31, 2013 | ||||||||||
Quarterly Financial Data [Abstract] | ||||||||||||||||||||||
Net operating revenues | $ 4,798 | $ 4,846 | $ 4,882 | $ 4,911 | $ 4,918 | $ 4,780 | $ 4,765 | $ 4,176 | $ 19,437 | $ 18,639 | $ 12,819 | |||||||||||
Income (loss) from continuing operations before income taxes | (91) | 121 | 214 | 168 | 230 | 134 | 109 | (131) | 411 | 342 | 346 | |||||||||||
Income (loss) from continuing operations | (40) | 83 | 140 | 112 | 165 | 94 | 76 | (75) | 295 | 260 | 242 | |||||||||||
Loss from discontinued operations, net of taxes | (9) | (8) | (6) | (13) | (29) | (6) | (22) | (36) | (57) | (25) | ||||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (83) | $ 52 | $ 111 | $ 79 | $ 100 | $ 62 | $ 42 | $ (112) | $ 158 | $ 92 | $ 141 | |||||||||||
Basic earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders: | ||||||||||||||||||||||
Continuing operations | $ (0.66) | [2] | $ 0.52 | [2] | $ 1.02 | [2] | $ 0.80 | [2] | $ 1.13 | [2] | $ 0.55 | [2] | $ 0.43 | [2] | $ (0.84) | [2] | $ 1.69 | [3] | $ 1.33 | [3] | $ 1.80 | [3] |
Discontinued operations | (0.08) | [2] | (0.07) | [2] | (0.06) | [2] | (0.11) | [2] | (0.26) | [2] | (0.06) | [2] | (0.21) | [2] | (0.31) | [3] | (0.51) | [3] | (0.27) | [3] | ||
Net income (loss) | (0.73) | [2] | 0.45 | [2] | 0.96 | [2] | 0.69 | [2] | 0.88 | [2] | 0.55 | [2] | 0.37 | [2] | (1.05) | [2] | 1.38 | [3] | 0.82 | [3] | 1.52 | [3] |
Diluted earnings (loss) per share attributable to Community Health Systems, Inc. common stockholders: | ||||||||||||||||||||||
Continuing operations | (0.66) | [2] | 0.51 | [2] | 1.01 | [2] | 0.79 | [2] | 1.12 | [2] | 0.54 | [2] | 0.42 | [2] | (0.84) | [2] | 1.68 | [3] | 1.32 | [3] | 1.77 | [3] |
Discontinued operations | (0.08) | [2] | (0.07) | [2] | (0.06) | [2] | (0.11) | [2] | (0.25) | [2] | (0.06) | [2] | (0.21) | [2] | (0.31) | [3] | (0.51) | [3] | (0.27) | [3] | ||
Net income (loss) | $ (0.73) | [2] | $ 0.44 | [2] | $ 0.95 | [2] | $ 0.68 | [2] | $ 0.87 | [2] | $ 0.54 | [2] | $ 0.37 | [2] | $ (1.05) | [2] | $ 1.37 | [3] | $ 0.82 | [3] | $ 1.51 | [3] |
Weighted-average number of shares outstanding: | ||||||||||||||||||||||
Basic | 112,891,505 | 115,319,986 | 115,194,899 | 114,419,590 | 113,606,631 | 113,138,663 | 112,598,899 | 106,601,997 | 114,454,674 | 111,579,088 | 92,633,332 | |||||||||||
Diluted | 112,891,505 | 116,368,157 | 116,100,417 | 115,057,668 | 114,828,587 | 114,343,778 | 113,474,169 | 106,601,997 | 115,272,404 | 112,549,320 | 93,815,013 | |||||||||||
[1] | Total quarterly amounts may not add due to rounding. | |||||||||||||||||||||
[2] | Total per share amounts may not add due to rounding. | |||||||||||||||||||||
[3] | Total per share amounts may not add due to rounding. |
Supplemental Condensed Conso130
Supplemental Condensed Consolidating Financial Information (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Condensed Consolidating Financial Information [Abstract] | |
Percentage of owned domestic subsidiaries which guaranteed senior notes | 100.00% |
Supplemental Condensed Conso131
Supplemental Condensed Consolidating Financial Information (Schedule of Condensed Consolidating Statement of Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Condensed Consolidating Statements of Income (Unaudited) | |||||||||||||
Operating revenues (net of contractual allowances and discounts) | $ 22,564 | $ 21,561 | $ 14,853 | ||||||||||
Provision for bad debts | 3,127 | 2,922 | 2,034 | ||||||||||
Net operating revenues | $ 4,798 | $ 4,846 | $ 4,882 | $ 4,911 | $ 4,918 | $ 4,780 | $ 4,765 | $ 4,176 | 19,437 | [1] | 18,639 | [1] | 12,819 |
Operating costs and expenses: | |||||||||||||
Salaries and benefits | 8,991 | 8,618 | 6,107 | ||||||||||
Supplies | 3,048 | 2,862 | 1,975 | ||||||||||
Other operating expenses | 4,520 | 4,322 | 2,818 | ||||||||||
Government settlement and related costs | 4 | 101 | 102 | ||||||||||
Electronic health records incentive reimbursement | (160) | (259) | (162) | ||||||||||
Rent | 457 | 434 | 279 | ||||||||||
Depreciation and amortization | 1,172 | 1,106 | 771 | ||||||||||
Amortization of software to be abandoned | 75 | ||||||||||||
Impairment of long-lived assets | 68 | 41 | 12 | ||||||||||
Total operating costs and expenses | 18,100 | 17,300 | 11,902 | ||||||||||
Income from operations | 1,337 | 1,339 | 917 | ||||||||||
Interest expense, net | 973 | 972 | 613 | ||||||||||
Loss from early extinguishment of debt | 16 | 73 | 1 | ||||||||||
Equity in earnings of unconsolidated affiliates | (63) | (48) | (43) | ||||||||||
Income from continuing operations before income taxes | (91) | 121 | 214 | 168 | 230 | 134 | 109 | (131) | 411 | [1] | 342 | [1] | 346 |
Provision for (benefit from) income taxes | 116 | 82 | 104 | ||||||||||
Income from continuing operations | (40) | 83 | 140 | 112 | 165 | 94 | 76 | (75) | 295 | [1] | 260 | [1] | 242 |
Discontinued operations, net of taxes: | |||||||||||||
Loss from operations of entities sold or held for sale | (27) | (7) | (21) | ||||||||||
Impairment of hospitals sold or held for sale | (5) | (50) | (4) | ||||||||||
Loss on sale, net | (4) | ||||||||||||
Loss from discontinued operations, net of taxes | (9) | (8) | (6) | (13) | (29) | (6) | (22) | (36) | [1] | (57) | [1] | (25) | |
Net income | 259 | 203 | 217 | ||||||||||
Less: Net income attributable to noncontrolling interests | 101 | 111 | 76 | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (83) | $ 52 | $ 111 | $ 79 | $ 100 | $ 62 | $ 42 | $ (112) | 158 | [1] | 92 | [1] | 141 |
Parent Company [Member] | |||||||||||||
Operating costs and expenses: | |||||||||||||
Equity in earnings of unconsolidated affiliates | (158) | (92) | (141) | ||||||||||
Income from continuing operations before income taxes | 158 | 92 | 141 | ||||||||||
Income from continuing operations | 158 | 92 | 141 | ||||||||||
Discontinued operations, net of taxes: | |||||||||||||
Net income | 158 | 92 | 141 | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | 158 | 92 | 141 | ||||||||||
Issuer [Member] | |||||||||||||
Condensed Consolidating Statements of Income (Unaudited) | |||||||||||||
Operating revenues (net of contractual allowances and discounts) | (20) | (18) | (15) | ||||||||||
Net operating revenues | (20) | (18) | (15) | ||||||||||
Operating costs and expenses: | |||||||||||||
Income from operations | (20) | (18) | (15) | ||||||||||
Interest expense, net | 107 | (10) | (5) | ||||||||||
Loss from early extinguishment of debt | 16 | 73 | 1 | ||||||||||
Equity in earnings of unconsolidated affiliates | (229) | (230) | (146) | ||||||||||
Income from continuing operations before income taxes | 86 | 149 | 135 | ||||||||||
Provision for (benefit from) income taxes | (72) | 57 | (6) | ||||||||||
Income from continuing operations | 158 | 92 | 141 | ||||||||||
Discontinued operations, net of taxes: | |||||||||||||
Net income | 158 | 92 | 141 | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | 158 | 92 | 141 | ||||||||||
Other Guarantor [Member] | |||||||||||||
Condensed Consolidating Statements of Income (Unaudited) | |||||||||||||
Operating revenues (net of contractual allowances and discounts) | 14,305 | 13,793 | 9,669 | ||||||||||
Provision for bad debts | 2,036 | 1,907 | 1,418 | ||||||||||
Net operating revenues | 12,269 | 11,886 | 8,251 | ||||||||||
Operating costs and expenses: | |||||||||||||
Salaries and benefits | 5,069 | 4,967 | 3,648 | ||||||||||
Supplies | 2,022 | 1,923 | 1,327 | ||||||||||
Other operating expenses | 3,104 | 2,819 | 1,859 | ||||||||||
Government settlement and related costs | 4 | 101 | 102 | ||||||||||
Electronic health records incentive reimbursement | (115) | (184) | (104) | ||||||||||
Rent | 249 | 239 | 163 | ||||||||||
Depreciation and amortization | 813 | 794 | 531 | ||||||||||
Amortization of software to be abandoned | 45 | ||||||||||||
Impairment of long-lived assets | 68 | 41 | 12 | ||||||||||
Total operating costs and expenses | 11,214 | 10,745 | 7,538 | ||||||||||
Income from operations | 1,055 | 1,141 | 713 | ||||||||||
Interest expense, net | 811 | 554 | 548 | ||||||||||
Equity in earnings of unconsolidated affiliates | (111) | 196 | (66) | ||||||||||
Income from continuing operations before income taxes | 355 | 391 | 231 | ||||||||||
Provision for (benefit from) income taxes | 134 | 150 | 84 | ||||||||||
Income from continuing operations | 221 | 241 | 147 | ||||||||||
Discontinued operations, net of taxes: | |||||||||||||
Loss from operations of entities sold or held for sale | (3) | (12) | (4) | ||||||||||
Impairment of hospitals sold or held for sale | (4) | ||||||||||||
Loss from discontinued operations, net of taxes | (3) | (12) | (8) | ||||||||||
Net income | 218 | 229 | 139 | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | 218 | 229 | 139 | ||||||||||
Non-Guarantor Subsidiaries [Member] | |||||||||||||
Condensed Consolidating Statements of Income (Unaudited) | |||||||||||||
Operating revenues (net of contractual allowances and discounts) | 8,279 | 7,786 | 5,199 | ||||||||||
Provision for bad debts | 1,091 | 1,015 | 616 | ||||||||||
Net operating revenues | 7,188 | 6,771 | 4,583 | ||||||||||
Operating costs and expenses: | |||||||||||||
Salaries and benefits | 3,922 | 3,651 | 2,459 | ||||||||||
Supplies | 1,026 | 939 | 648 | ||||||||||
Other operating expenses | 1,416 | 1,503 | 959 | ||||||||||
Electronic health records incentive reimbursement | (45) | (75) | (58) | ||||||||||
Rent | 208 | 195 | 116 | ||||||||||
Depreciation and amortization | 359 | 312 | 240 | ||||||||||
Amortization of software to be abandoned | 30 | ||||||||||||
Total operating costs and expenses | 6,886 | 6,555 | 4,364 | ||||||||||
Income from operations | 302 | 216 | 219 | ||||||||||
Interest expense, net | 55 | 428 | 70 | ||||||||||
Income from continuing operations before income taxes | 247 | (212) | 149 | ||||||||||
Provision for (benefit from) income taxes | 54 | (125) | 26 | ||||||||||
Income from continuing operations | 193 | (87) | 123 | ||||||||||
Discontinued operations, net of taxes: | |||||||||||||
Loss from operations of entities sold or held for sale | (24) | 5 | (17) | ||||||||||
Impairment of hospitals sold or held for sale | (5) | (50) | |||||||||||
Loss on sale, net | (4) | ||||||||||||
Loss from discontinued operations, net of taxes | (33) | (45) | (17) | ||||||||||
Net income | 160 | (132) | 106 | ||||||||||
Less: Net income attributable to noncontrolling interests | 101 | 111 | 76 | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | 59 | (243) | 30 | ||||||||||
Consolidation, Eliminations [Member] | |||||||||||||
Operating costs and expenses: | |||||||||||||
Equity in earnings of unconsolidated affiliates | 435 | 78 | 310 | ||||||||||
Income from continuing operations before income taxes | (435) | (78) | (310) | ||||||||||
Income from continuing operations | (435) | (78) | (310) | ||||||||||
Discontinued operations, net of taxes: | |||||||||||||
Net income | (435) | (78) | (310) | ||||||||||
Net income attributable to Community Health Systems, Inc. stockholders | $ (435) | $ (78) | $ (310) | ||||||||||
[1] | Total quarterly amounts may not add due to rounding. |
Supplemental Condensed Conso132
Supplemental Condensed Consolidating Financial Information (Schedule of Condensed Consolidating Statement of Comprehensive Income) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | $ 259 | $ 203 | $ 217 |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of interest rate swaps, net of tax | (6) | 13 | 60 |
Net change in fair value of available-for-sale securities, net of tax | (5) | 2 | |
Amortization and recognition of unrecognized pension cost components, net of tax | 1 | (9) | 16 |
Other comprehensive (loss) income | (10) | 4 | 78 |
Comprehensive income | 249 | 207 | 295 |
Less: Comprehensive income attributable to noncontrolling interests | 101 | 111 | 76 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | 148 | 96 | 219 |
Parent Company [Member] | |||
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | 158 | 92 | 141 |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of interest rate swaps, net of tax | (6) | 13 | 60 |
Net change in fair value of available-for-sale securities, net of tax | (5) | 2 | |
Amortization and recognition of unrecognized pension cost components, net of tax | 1 | (9) | 16 |
Other comprehensive (loss) income | (10) | 4 | 78 |
Comprehensive income | 148 | 96 | 219 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | 148 | 96 | 219 |
Issuer [Member] | |||
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | 158 | 92 | 141 |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of interest rate swaps, net of tax | (6) | 13 | 60 |
Net change in fair value of available-for-sale securities, net of tax | (5) | 2 | |
Amortization and recognition of unrecognized pension cost components, net of tax | 1 | (9) | 16 |
Other comprehensive (loss) income | (10) | 4 | 78 |
Comprehensive income | 148 | 96 | 219 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | 148 | 96 | 219 |
Other Guarantor [Member] | |||
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | 218 | 229 | 139 |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of available-for-sale securities, net of tax | (5) | 2 | |
Amortization and recognition of unrecognized pension cost components, net of tax | 1 | (9) | 16 |
Other comprehensive (loss) income | (4) | (9) | 18 |
Comprehensive income | 214 | 220 | 157 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | 214 | 220 | 157 |
Non-Guarantor Subsidiaries [Member] | |||
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | 160 | (132) | 106 |
Other comprehensive (loss) income, net of income taxes: | |||
Comprehensive income | 160 | (132) | 106 |
Less: Comprehensive income attributable to noncontrolling interests | 101 | 111 | 76 |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | 59 | (243) | 30 |
Consolidation, Eliminations [Member] | |||
Condensed Consolidating Statement of Comprehensive Income (Unaudited) | |||
Net income | (435) | (78) | (310) |
Other comprehensive (loss) income, net of income taxes: | |||
Net change in fair value of interest rate swaps, net of tax | 6 | (13) | (60) |
Net change in fair value of available-for-sale securities, net of tax | 10 | (4) | |
Amortization and recognition of unrecognized pension cost components, net of tax | (2) | 18 | (32) |
Other comprehensive (loss) income | 14 | 5 | (96) |
Comprehensive income | (421) | (73) | (406) |
Comprehensive income attributable to Community Health Systems, Inc. stockholders | $ (421) | $ (73) | $ (406) |
Supplemental Condensed Conso133
Supplemental Condensed Consolidating Financial Information (Schedule of Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ||||
Cash and cash equivalents | $ 184 | $ 509 | $ 373 | $ 388 |
Patient accounts receivable, net of allowance for doubtful accounts | 3,611 | 3,409 | ||
Supplies | 580 | 557 | ||
Prepaid income taxes | 27 | 30 | ||
Deferred income taxes | 341 | |||
Prepaid expenses and taxes | 197 | 192 | ||
Other current assets | 567 | 528 | ||
Total current assets | 5,166 | 5,566 | ||
Property and equipment, net | 10,112 | 10,169 | ||
Goodwill | 8,965 | 8,951 | 4,424 | |
Other assets, net | 2,618 | 2,735 | ||
Total assets | 26,861 | 27,421 | ||
Current liabilities: | ||||
Current maturities of long-term debt | 229 | 235 | ||
Accounts payable | 1,258 | 1,293 | ||
Deferred income taxes | 23 | |||
Accrued interest | 227 | 227 | ||
Accrued liabilities | 1,358 | 1,811 | ||
Total current liabilities | 3,072 | 3,589 | ||
Long-term debt | 16,822 | 16,681 | ||
Deferred income taxes | 593 | 845 | ||
Other long-term liabilities | 1,698 | 1,692 | ||
Total liabilities | 22,185 | 22,807 | ||
Redeemable noncontrolling interests in equity of consolidated subsidiaries | $ 571 | $ 531 | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Preferred stock | ||||
Common stock | $ 1 | $ 1 | ||
Additional paid-in capital | 1,963 | 2,095 | ||
Treasury stock, at cost | (7) | (7) | ||
Accumulated other comprehensive loss | (73) | (63) | (67) | |
Retained earnings | 2,135 | 1,977 | ||
Total Community Health Systems, Inc. stockholders' equity | 4,019 | 4,003 | ||
Noncontrolling interests in equity of consolidated subsidiaries | 86 | 80 | ||
Total equity | 4,105 | 4,083 | 3,132 | 2,797 |
Total liabilities and equity | 26,861 | 27,421 | ||
Parent Company [Member] | ||||
Current assets: | ||||
Prepaid income taxes | 27 | 30 | ||
Deferred income taxes | 341 | |||
Total current assets | 27 | 371 | ||
Intercompany receivable | 1,159 | 1,199 | ||
Other assets, net | 15 | |||
Net investment in subsidiaries | 3,438 | 3,290 | ||
Total assets | 4,624 | 4,875 | ||
Current liabilities: | ||||
Deferred income taxes | 23 | |||
Accrued liabilities | 4 | 4 | ||
Total current liabilities | 4 | 27 | ||
Deferred income taxes | 593 | 845 | ||
Other long-term liabilities | 8 | |||
Total liabilities | 605 | 872 | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Common stock | 1 | 1 | ||
Additional paid-in capital | 1,963 | 2,095 | ||
Treasury stock, at cost | (7) | (7) | ||
Accumulated other comprehensive loss | (73) | (63) | ||
Retained earnings | 2,135 | 1,977 | ||
Total Community Health Systems, Inc. stockholders' equity | 4,019 | 4,003 | ||
Total equity | 4,019 | 4,003 | ||
Total liabilities and equity | 4,624 | 4,875 | ||
Issuer [Member] | ||||
Current assets: | ||||
Intercompany receivable | 16,544 | 16,561 | ||
Other assets, net | 265 | 302 | ||
Net investment in subsidiaries | 20,964 | 18,260 | ||
Total assets | 37,773 | 35,123 | ||
Current liabilities: | ||||
Current maturities of long-term debt | 162 | 163 | ||
Accrued interest | 226 | 225 | ||
Total current liabilities | 388 | 388 | ||
Long-term debt | 15,870 | 15,820 | ||
Intercompany payable | 16,861 | 14,784 | ||
Other long-term liabilities | 1,216 | 841 | ||
Total liabilities | 34,335 | 31,833 | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Additional paid-in capital | 1,324 | 1,208 | ||
Accumulated other comprehensive loss | (73) | (63) | ||
Retained earnings | 2,187 | 2,145 | ||
Total Community Health Systems, Inc. stockholders' equity | 3,438 | 3,290 | ||
Total equity | 3,438 | 3,290 | ||
Total liabilities and equity | 37,773 | 35,123 | ||
Other Guarantor [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 25 | 365 | 235 | 268 |
Patient accounts receivable, net of allowance for doubtful accounts | 1,197 | 1,303 | ||
Supplies | 400 | 384 | ||
Prepaid expenses and taxes | 138 | 140 | ||
Other current assets | 356 | 357 | ||
Total current assets | 2,116 | 2,549 | ||
Intercompany receivable | 1,491 | 1,925 | ||
Property and equipment, net | 6,863 | 6,749 | ||
Goodwill | 5,460 | 5,480 | ||
Other assets, net | 2,153 | 1,881 | ||
Net investment in subsidiaries | 8,035 | 6,995 | ||
Total assets | 26,118 | 25,579 | ||
Current liabilities: | ||||
Current maturities of long-term debt | 57 | 61 | ||
Accounts payable | 866 | 924 | ||
Accrued interest | 1 | |||
Accrued liabilities | 901 | 1,266 | ||
Total current liabilities | 1,824 | 2,252 | ||
Long-term debt | 151 | 138 | ||
Intercompany payable | 19,021 | 18,312 | ||
Other long-term liabilities | 1,149 | 1,124 | ||
Total liabilities | 22,145 | 21,826 | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Additional paid-in capital | 1,506 | 1,361 | ||
Accumulated other comprehensive loss | (22) | (25) | ||
Retained earnings | 2,489 | 2,417 | ||
Total Community Health Systems, Inc. stockholders' equity | 3,973 | 3,753 | ||
Total equity | 3,973 | 3,753 | ||
Total liabilities and equity | 26,118 | 25,579 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 159 | 144 | $ 138 | $ 120 |
Patient accounts receivable, net of allowance for doubtful accounts | 2,414 | 2,106 | ||
Supplies | 180 | 173 | ||
Prepaid expenses and taxes | 59 | 52 | ||
Other current assets | 211 | 171 | ||
Total current assets | 3,023 | 2,646 | ||
Intercompany receivable | 6,404 | 7,697 | ||
Property and equipment, net | 3,249 | 3,420 | ||
Goodwill | 3,505 | 3,471 | ||
Other assets, net | 1,245 | 1,173 | ||
Total assets | 17,426 | 18,407 | ||
Current liabilities: | ||||
Current maturities of long-term debt | 10 | 11 | ||
Accounts payable | 392 | 369 | ||
Accrued interest | 1 | 1 | ||
Accrued liabilities | 453 | 541 | ||
Total current liabilities | 856 | 922 | ||
Long-term debt | 801 | 723 | ||
Intercompany payable | 13,764 | 15,218 | ||
Other long-term liabilities | 370 | 363 | ||
Total liabilities | 15,791 | 17,226 | ||
Redeemable noncontrolling interests in equity of consolidated subsidiaries | 571 | 531 | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Additional paid-in capital | 967 | 586 | ||
Accumulated other comprehensive loss | (3) | 5 | ||
Retained earnings | 14 | (21) | ||
Total Community Health Systems, Inc. stockholders' equity | 978 | 570 | ||
Noncontrolling interests in equity of consolidated subsidiaries | 86 | 80 | ||
Total equity | 1,064 | 650 | ||
Total liabilities and equity | 17,426 | 18,407 | ||
Consolidation, Eliminations [Member] | ||||
Current assets: | ||||
Intercompany receivable | (25,598) | (27,382) | ||
Other assets, net | (1,045) | (636) | ||
Net investment in subsidiaries | (32,437) | (28,545) | ||
Total assets | (59,080) | (56,563) | ||
Current liabilities: | ||||
Intercompany payable | (49,646) | (48,314) | ||
Other long-term liabilities | (1,045) | (636) | ||
Total liabilities | (50,691) | (48,950) | ||
Community Health Systems, Inc. stockholders' equity: | ||||
Additional paid-in capital | (3,797) | (3,155) | ||
Accumulated other comprehensive loss | 98 | 83 | ||
Retained earnings | (4,690) | (4,541) | ||
Total Community Health Systems, Inc. stockholders' equity | (8,389) | (7,613) | ||
Total equity | (8,389) | (7,613) | ||
Total liabilities and equity | $ (59,080) | $ (56,563) |
Supplemental Condensed Conso134
Supplemental Condensed Consolidating Financial Information (Schedule of Condensed Consolidating Statement of Cash Flows) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net cash (used in) provided by operating activities | $ 921 | $ 1,615 | $ 1,089 |
Cash flows from investing activities: | |||
Acquisitions of facilities and other related equipment | (57) | (3,091) | (44) |
Purchases of property and equipment | (953) | (853) | (614) |
Proceeds from disposition of hospitals and other ancillary operations | 155 | 88 | |
Proceeds from sale of property and equipment | 15 | 50 | 7 |
Purchases of available-for-sale securities | (162) | (263) | |
Proceeds from sales of available-for-sale securities | 156 | 229 | |
Increase in other investments | (205) | (511) | (340) |
Net cash used in investing activities | (1,051) | (4,351) | (991) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 25 | 65 | 110 |
Repurchase of restricted stock shares for payroll tax withholding requirements | (20) | (11) | (15) |
Stock buy-back | (159) | (9) | (27) |
Deferred financing costs and other debt-related costs | (30) | (276) | (13) |
Excess tax benefit relating to stock-based compensation | 7 | ||
Proceeds from noncontrolling investors in joint ventures | 47 | 10 | |
Redemption of noncontrolling investments in joint ventures | (36) | (158) | (9) |
Distributions to noncontrolling investors in joint ventures | (100) | (104) | (76) |
Borrowings under credit agreements | 4,922 | 9,131 | 1,194 |
Issuance of long-term debt | 4,000 | ||
Proceeds from receivables facility | 206 | 204 | 338 |
Repayments of long-term indebtedness | (5,050) | (9,980) | (1,622) |
Net cash (used in) provided by financing activities | (195) | 2,872 | (113) |
Net change in cash and cash equivalents | (325) | 136 | (15) |
Cash and cash equivalents at beginning of period | 509 | 373 | 388 |
Cash and cash equivalents at end of period | 184 | 509 | 373 |
Parent Company [Member] | |||
Cash flows from operating activities: | |||
Net cash (used in) provided by operating activities | (25) | 176 | (82) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 25 | 65 | 110 |
Repurchase of restricted stock shares for payroll tax withholding requirements | (20) | (11) | (15) |
Stock buy-back | (159) | (9) | (27) |
Excess tax benefit relating to stock-based compensation | 7 | ||
Changes in intercompany balances with affiliates, net | 179 | (221) | 7 |
Net cash (used in) provided by financing activities | 25 | (176) | 82 |
Issuer [Member] | |||
Cash flows from operating activities: | |||
Net cash (used in) provided by operating activities | 159 | 319 | 21 |
Cash flows from financing activities: | |||
Deferred financing costs and other debt-related costs | (30) | (276) | (13) |
Changes in intercompany balances with affiliates, net | (181) | (3,334) | 274 |
Borrowings under credit agreements | 4,880 | 9,081 | 1,170 |
Issuance of long-term debt | 4,000 | ||
Repayments of long-term indebtedness | (4,828) | (9,790) | (1,452) |
Net cash (used in) provided by financing activities | (159) | (319) | (21) |
Other Guarantor [Member] | |||
Cash flows from operating activities: | |||
Net cash (used in) provided by operating activities | 629 | 971 | 904 |
Cash flows from investing activities: | |||
Acquisitions of facilities and other related equipment | (25) | (2,876) | (12) |
Purchases of property and equipment | (685) | (620) | (492) |
Proceeds from disposition of hospitals and other ancillary operations | 21 | 3 | |
Proceeds from sale of property and equipment | 10 | 40 | 4 |
Purchases of available-for-sale securities | (53) | (23) | |
Proceeds from sales of available-for-sale securities | 46 | 24 | |
Increase in other investments | (164) | (392) | (275) |
Net cash used in investing activities | (850) | (3,844) | (775) |
Cash flows from financing activities: | |||
Changes in intercompany balances with affiliates, net | (71) | 3,041 | (157) |
Borrowings under credit agreements | 34 | 50 | 23 |
Repayments of long-term indebtedness | (82) | (88) | (28) |
Net cash (used in) provided by financing activities | (119) | 3,003 | (162) |
Net change in cash and cash equivalents | (340) | 130 | (33) |
Cash and cash equivalents at beginning of period | 365 | 235 | 268 |
Cash and cash equivalents at end of period | 25 | 365 | 235 |
Non-Guarantor Subsidiaries [Member] | |||
Cash flows from operating activities: | |||
Net cash (used in) provided by operating activities | 158 | 149 | 246 |
Cash flows from investing activities: | |||
Acquisitions of facilities and other related equipment | (32) | (215) | (32) |
Purchases of property and equipment | (268) | (233) | (122) |
Proceeds from disposition of hospitals and other ancillary operations | 134 | 85 | |
Proceeds from sale of property and equipment | 5 | 10 | 3 |
Purchases of available-for-sale securities | (109) | (240) | |
Proceeds from sales of available-for-sale securities | 110 | 205 | |
Increase in other investments | (41) | (119) | (65) |
Net cash used in investing activities | (201) | (507) | (216) |
Cash flows from financing activities: | |||
Proceeds from noncontrolling investors in joint ventures | 47 | 10 | |
Redemption of noncontrolling investments in joint ventures | (36) | (158) | (9) |
Distributions to noncontrolling investors in joint ventures | (100) | (104) | (76) |
Changes in intercompany balances with affiliates, net | 73 | 514 | (124) |
Borrowings under credit agreements | 8 | 1 | |
Proceeds from receivables facility | 206 | 204 | 338 |
Repayments of long-term indebtedness | (140) | (102) | (142) |
Net cash (used in) provided by financing activities | 58 | 364 | (12) |
Net change in cash and cash equivalents | 15 | 6 | 18 |
Cash and cash equivalents at beginning of period | 144 | 138 | 120 |
Cash and cash equivalents at end of period | $ 159 | $ 144 | $ 138 |
Schedule of Qualifying and V135
Schedule of Qualifying and Valuation Accounts (Details) - Allowance for Doubtful Accounts, Current [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 3,504 | $ 2,438 | $ 2,191 |
Acquisitions and Dispositions | (17) | 960 | |
Charged to Costs and Expenses | 3,168 | 3,022 | 2,034 |
Write-offs | (2,545) | (2,916) | (1,787) |
Balance at End of Year | $ 4,110 | $ 3,504 | $ 2,438 |