Exhibit 99.1
COMMUNITY HEALTH SYSTEMS, INC. ANNOUNCES
EARLY TENDER RESULTS FOR ITS 8.000% SENIOR SECURED NOTES DUE 2026
FRANKLIN, Tenn. (December 26, 2023) – Community Health Systems, Inc. (the “Company”) (NYSE: CYH) announced today the early tender results of the previously announced cash tender offer (the “Tender Offer”) by its wholly owned subsidiary, CHS/Community Health Systems, Inc. (the “Issuer”), to purchase up to $985 million aggregate principal amount (the “Tender Cap”) of the Issuer’s outstanding 8.000% Senior Secured Notes due 2026 (the “2026 Notes”), on the terms and subject to the conditions set forth in the Offer to Purchase Statement, dated December 11, 2023, as amended (the “Offer to Purchase”).
According to Global Bondholder Services Corporation, the depositary and information agent for the Tender Offer, as of 5:00 p.m., New York City time, on December 22, 2023 (the “Early Tender Deadline”), $1,946,236,000 aggregate principal amount of the outstanding 2026 Notes were validly tendered and not validly withdrawn. As the aggregate principal amount of the 2026 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline exceeded the Tender Cap, the Company will accept such 2026 Notes for purchase on a prorated basis.
The table below identifies the aggregate principal amount of 2026 Notes validly tendered (and not validly withdrawn) as of the Early Tender Deadline, the aggregate principal amount of 2026 Notes that will remain outstanding on the Early Payment Date (as defined below) and the approximate proration factor.
| | | | | | | | | | | | |
CUSIP No.(1) | | Title of Security | | Aggregate
Principal
Amount
Outstanding(2) | | Aggregate
Principal Amount
Tendered as of the
Early Tender
Deadline | | Aggregate
Principal
Amount to be
Accepted for
Purchase | | Aggregate
Principal
Amount
Remaining
Outstanding | | Approximate
Proration
Factor |
12543D BC3
U17127 AL2 | | 8.000% Senior
Secured Notes due
2026 | | $2,100,809,000 | | $1,946,236,000 | | $985,000,000 | | $1,115,809,000 | | 50.6% |
| (1) | CUSIPs are provided for the convenience of holders. No representation is made as to the correctness or accuracy of such numbers. |
| (2) | Aggregate principal amount outstanding for the 2026 Notes as of December 11, 2023. |
The withdrawal deadline for the Tender Offer was 5:00 p.m., New York City time, on December 22, 2023, and has not been extended. Accordingly, previously tendered 2026 Notes may not be withdrawn, subject to applicable law.
The settlement date for 2026 Notes validly tendered as of the Early Tender Deadline and accepted for purchase is expected to occur on December 28, 2023 (the “Early Payment Date”). On the Early Payment Date, the Company will pay the total consideration of $1,000 per $1,000 principal amount of 2026 Notes accepted for purchase plus accrued and unpaid interest from and including the interest payment date immediately preceding the Early Payment Date to, but not including, the Early Payment Date.
The Issuer will accept for purchase the 2026 Notes validly tendered and not validly withdrawn as of the Early Tender Deadline on a prorated basis, in accordance with the Offer to Purchase. 2026 Notes not accepted for purchase as a result of proration will be rejected from the Tender Offer and will be returned to tendering holders at the Issuer’s expense promptly following the earlier of the Expiration Time (as defined below) or the date on which the Tender Offer is terminated, in accordance with the Offer to Purchase.
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