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- S-4 Registration of securities issued in business combination transactions
- 3.4 Aiken Regional Medical Centers, Inc. Articles of Incorporation
- 3.5 Bylaws of Aiken Regional Medical Centers, Inc.
- 3.6 Alliance Health Center, Inc. Articles of Incorporation and Amendments
- 3.7 Amended and Restated Bylaws of Alliance Health Center, Inc.
- 3.8 Alternative Behavorial Services, Inc. Articles of Incorporation and Amendments
- 3.9 Amended and Restated Bylaws of Alternative Behavorial Services, Inc.
- 3.10 Associated Child Care Educational Services Inc. Articles of Incorporation
- 3.11 Amended and Restated Bylaws of Associated Child Care Educational Services Inc.
- 3.12 Atlantic Shores Hospital, LLC Certificate of Formation and Amendments
- 3.13 Atlantic Shores Hospital, LLC Amended and Restated Operating Agreement
- 3.14 Auburn Regional Medical Center, Inc. Articles of Incorporation and Amendments
- 3.15 Bylaws of Auburn Regional Medical Center, Inc.
- 3.16 Behavorial Healthcare LLC Certificate of Formation and Amendments
- 3.17 Behavorial Healthcare LLC Amended and Restated Operating Agt
- 3.18 Benchmark Behavioral Health System, Inc. Articles of Incorporation and Amendment
- 3.19 Amended and Restated Bylaws of Benchmark Behavioral Health System, Inc.
- 3.20 BHC Alhambra Hospital, Inc. Charter.
- 3.21 Amended and Restated Bylaws of BHC Alhambra Hospital, Inc.
- 3.22 BHC Belmont Pines Hospital, Inc. Charter
- 3.23 Amended and Restated Bylaws of BHC Belmont Pines Hospital, Inc.
- 3.24 BHC Fairfax Hospital, Inc. Charter
- 3.25 Amended and Restated Bylaws of BHC Fairfax Hospital, Inc.
- 3.26 BHC Fox Run Hospital, Inc. Charter
- 3.27 Amended and Restated Bylaws of BHC Fox Run Hospital, Inc.
- 3.28 BHC Fremont Hospital, Inc. Charter
- 3.29 Amended and Restated Bylaws of BHC Fremont Hospital, Inc.
- 3.30 BHC Health Services of Nevada, Inc. Articles of Incorporation
- 3.31 Amended and Restated Bylaws of BHC Health Services of Nevada, Inc.
- 3.32 BHC Heritage Oaks Hospital, Inc. Charter
- 3.33 Amended and Restated Bylaws of BHC Heritage Oaks Hospital, Inc.
- 3.34 BHC Holdings, Inc. Certificate of Incorporation and Amendments
- 3.35 Amended and Restated Bylaws of BHC Holdings, Inc.
- 3.36 BHC Intermountain Hospital, Inc. Charter.
- 3.37 Amended and Restated Bylaws of BHC Intermountain Hospital, Inc.
- 3.38 BHC Mesilla Valley Hospital, LLC Certiifcate of Formation and Amendments
- 3.39 BHC Mesilla Valley Hospital, LLC Amended and Restated Operating Agreement
- 3.40 BHC Montevista Hospital, Inc. Articles of Incorporation and Amendments
- 3.41 Amended and Restated Bylaws of BHC Montevista Hospital, Inc.
- 3.42 BHC Northwest Psychiatric Hospital, LLC Certificate of Formation and Amendments
- 3.43 BHC Northwest Psychiatric Hospital, LLC Amended and Restated Operating Agreement
- 3.44 BHC of Indiana, General Partnership Amended and Restated Agt
- 3.45 BHC Pinnacle Pointe Hospital, Inc. Charter
- 3.46 Amended and Restated Bylaws of BHC Pinnacle Pointe Hospital, Inc.
- 3.47 BHC Properties, LLC Certificate of Formation
- 3.48 BHC Properties, LLC Amended and Restated Operating Agt
- 3.49 BHC Sierra Vista Hospital, Inc. Charter
- 3.50 Amended and Restated Bylaws of BHC Sierra Vista Hospital, Inc.
- 3.51 BHC Streamwood Hospital, Inc. Charter
- 3.52 Amended and Restated Bylaws of BHC Streamwood Hospital, Inc.
- 3.53 Brentwood Acqisition, Inc. Charter
- 3.54 Amended and Restated Bylaws of Brentwood Acquisition, Inc.
- 3.55 Brentwood Acquisition-shreveport, Inc. Certificate of Incorporation
- 3.56 Amended and Restated Bylaws of Brentwood Acquisition-shreveport, Inc.
- 3.57 Brynn Marr Hospital, Inc. Articles of Incorporation and Amendments
- 3.58 Amended and Restated Bylaws of Brynn Marr Hospital, Inc.
- 3.59 Canyon Ridge Hospital, Inc. Articles of Incorporation
- 3.60 Amended and Restated Bylaws of Canyon Ridge Hospital, Inc.
- 3.61 Ccs/lansing, Inc. Articles of Incorporation
- 3.62 Amended and Restated Bylaws of Ccs/lansing, Inc.
- 3.63 Cedar Springs Hospital Inc Certificate of Incorporation and Amendments
- 3.64 Amended and Restated Bylaws of Cedar Springs Hospital, Inc.
- 3.65 Children's Comprehensive Services Inc Restated Charter and Amendments
- 3.66 Bylaws of Children's Comprehensive Services, Inc.
- 3.67 Columbus Hospital Partners LLC Certificate of Formation
- 3.68 Columbus Hospital Partners LLC Amended and Restated Operating Agt
- 3.69 Cumberland Hospital Partners LLC Articles of Organization and Amendments
- 3.70 Cumberland Hospital Partners LLC Amended and Restated Operating Agt
- 3.71 Cumberland Hospital LLC Certificate of Formation and Amendments
- 3.72 Cumberland Hospital LLC Amended and Restated Operating Agt
- 3.73 Amended and Restated Del Amo Hospital, Inc. Articles of Incorporation
- 3.74 Amended and Restated Bylaws of Del Amo Hospital, Inc.
- 3.75 Emerald Coast Behavioral Hospital, LLC Certificate of Formation
- 3.76 Emerald Coast Behavioral Hospital, LLC Amended and Restated Operating Agreement
- 3.77 First Hospital Corporation of Virginia Beach Articles of Incorporation
- 3.78 Amended and Restated Bylaws of First Hospital Corporation of Virginia Beach
- 3.79 First Hospital Panamericano, Inc. Certificate of Incorporation and Amendments
- 3.80 Amended and Restated Bylaws of First Hospital Panamericano, Inc.
- 3.81 Fort Duncan Medical Center, L.P. Certificate of Limited Partnership
- 3.82 Agreement of Limited Partnership of Fort Duncan Medical Center, L.P.
- 3.83 Frontline Behavioral Health, Inc. Certificate of Incorporation and Amendments TH
- 3.84 Bylaws of Frontline Behavioral Health, Inc.
- 3.85 Frontline Hospital, LLC Amended and Restated Certificate of Formation
- 3.86 Frontline Hospital, LLC Amended and Restated Operating Agreement.
- 3.87 Frontline Residential Treatment Center, LLC Amended and Restated Certificate
- 3.88 Frontline Residential Treatment Center, LLC Amended and Restated Operating
- 3.89 Great Plains Hospital, Inc. Articles of Incorporation
- 3.90 Amended and Restated Bylaws of Great Plains Hospital, Inc
- 3.91 H.C. Corporation Articles of Incorporation
- 3.92 Amended and Restated Bylaws of H.C. Corporation
- 3.93 Agreement of General Partnership of H.C. Partnership
- 3.94 Havenwyck Hospital, Inc. Articles of Incorporation and Amendments Thereto
- 3.95 Amended and Restated Bylaws of Havenwyck Hospital, Inc.
- 3.96 HHC Augusta, Inc. Articles of Incorporation
- 3.97 Amended and Restated Bylaws of HHC Augusta, Inc
- 3.98 HHC Conway Investment, Inc. Articles of Incorporation
- 3.99 Amended and Restated Bylaws of HHC Conway Investment, Inc
- 3.100 HHC Delaware, Inc. Certificate of Incorporation
- 3.101 Amended and Restated Bylaws of HHC Delaware, Inc
- 3.102 HHC Focus Florida, Inc. Articles of Incorporation and Amendments Thereto.
- 3.103 Amended and Restated Bylaws of HHC Focus Florida, Inc
- 3.104 HHC Pennsylvania, LLC Certificate of Formation.
- 3.105 HHC Pennsylvania, LLC Amended and Restated Operating Agreement.
- 3.106 HHC Poplar Springs, Inc. Articles of Incorporation
- 3.107 Amended and Restated Bylaws of HHC Poplar Springs, Inc
- 3.108 HHC River Park, Inc. Articles of Incorporation
- 3.109 Amended and Restated Bylaws of HHC River Park, Inc.
- 3.110 HHC ST. Simons, Inc. Articles of Incorporation.
- 3.111 Amended and Restated Bylaws of HHC ST. Simons, Inc
- 3.112 Hickory Trail Hospital, L.P. Certificate of Limited Partnership
- 3.113 Amended and Restated Agreement of Limited Partnership of Hickory Trail Hospital,
- 3.114 Holly Hill Hospital, LLC Certificate of Formation.
- 3.115 Holly Hill Hospital, LLC Amended and Restated Operating Agreement
- 3.116 Horizon Health Corporation Amended and Restated Certificate of Incorporation
- 3.117 Amended and Restated Bylaws of Horizon Health Corporation.
- 3.118 Horizon Health Hospital Services, LLC Certificate of Formation
- 3.119 Horizon Health Hospital Services, LLC Amended and Restated Operating Agreement
- 3.120 Horizon Mental Health Management, LLC Certificate of Formation
- 3.121 Horizon Mental Health Management, LLC Amended and Restated Operating Agreement.
- 3.122 Hsa Hill Crest Corporation Articles of Incorporation and Amendments Thereto.
- 3.123 Amended and Restated Bylaws of Hsa Hill Crest Corporation
- 3.124 Keys Group Holdings LLC Certificate of Formation and Amendments Thereto
- 3.125 Keys Group Holdings LLC Amended and Restated Operating Agreement.
- 3.126 Keystone Continuum, LLC Articles of Organization and Amendments Thereto
- 3.127 Keystone Continuum, LLC Amended and Restated Operating Agreement
- 3.128 Keystone Education and Youth Services, LLC Articles of Organization and Amendmen
- 3.129 Keystone Education and Youth Services, LLC Amended and Restated Operating
- 3.130 Keystone Marion, LLC Articles of Organization
- 3.131 Keystone Marion, LLC Amended and Restated Operating Agreement
- 3.132 Keystone Newport News, LLC Articles of Organization.
- 3.133 Keystone Newport News, LLC Amended and Restated Operating Agreement
- 3.134 Keystone NPS LLC Articles of Organization and Amendments Thereto
- 3.135 Keystone NPS LLC Amended and Restated Operating Agreement
- 3.136 Keystone Richland Center, LLC Articles of Organization
- 3.137 Keystone Richland Center, LLC Amended and Restated Operating Agreement
- 3.138 Keystone WSNC, L.L.C. Articles of Organization
- 3.139 Keystone WSNC, L.L.C. Amended and Restated Operating Agreement
- 3.140 Keystone Memphis, LLC Articles of Organization and Amendments Thereto
- 3.141 Keystone Memphis, LLC Amended and Restated Operating Agreement
- 3.142 Keystone / CCS Partners LLC Certificate of Formation and Amendments Thereto
- 3.143 Keystone / CCS Partners LLC Amended and Restated Operating Agreement
- 3.144 Kids Behavioral Health of Utah, Inc. Articles of Incorporation and Amendments TH
- 3.145 Amended and Restated Bylaws of Kids Behavioral Health of Utah, Inc.
- 3.146 Kingwood Pines Hospital, LLC Articles of Incorporation and Amendments Thereto
- 3.147 Kingwood Pines Hospital, LLC Amended and Restated Operating Agreement
- 3.148 Kmi Acquisition, LLC Certificate of Formation
- 3.149 Kmi Acquisition, LLC Amended and Restated Operating Agreement
- 5.1 Opinion of Fulbright & Jaworski LLP
- 5.2 Opinion of Matthew D. Klein, VP and General Counsel of Uhs.
- 12.1 Statement of Computation of Ratio of Earnings to Fixed Charges
- 23.1 Consent of Pricewaterhousecoopers LLP
- 23.4 Consent of Ernst & Young LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to DTC Participants
- 99.4 Form of Letter to Beneficial Holders
- 8 Apr 11 Registration of securities issued in business combination transactions (amended)
- 4 Apr 11 Registration of securities issued in business combination transactions (amended)
- 4 Apr 11 Registration of securities issued in business combination transactions (amended)
- 1 Apr 11 Registration of securities issued in business combination transactions
- 25 Jul 07 Registration of securities issued in business combination transactions
Exhibit 99.3
LETTER TO DTC PARTICIPANTS
With Respect to Tender of
Any and All Outstanding 7% Senior Notes due 2018
(CUSIP Nos. 902730AA8, 902730AB6 and U9034AAA3)
In Exchange For
7% Senior Notes due 2018
(CUSIP No. 902730AC4)
of
UNIVERSAL HEALTH SERVICES, INC.
Pursuant to the Prospectus dated , 2011
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON , 2011, UNLESS EXTENDED (SUCH TIME AND DATE, AS THE SAME MAY BE EXTENDED FROM TIME TO TIME, THE “EXPIRATION DATE”). TENDERS MAY BE WITHDRAWN AT ANY TIME PRIOR THE EXPIRATION DATE.
, 2011
To Brokers, Securities Dealers, Commercial Banks,
Trust Companies and Other Nominees:
Enclosed for your consideration is a Prospectus dated , 2011 (the “Prospectus”) and a Letter of Transmittal (the “Letter of Transmittal”) that together constitute the offer (the “Exchange Offer”) of Universal Health Services, Inc., a Delaware corporation (the “Company”), to exchange up to $250,000,000 in aggregate principal amount of its 7% Senior Notes due 2018 (the “Exchange Notes”), which have been registered under the Securities Act of 1933, as amended (the “Securities Act”), for any and all outstanding 7% Senior Notes due 2018, issued and sold in a transaction exempt from registration under the Securities Act (the “Outstanding Notes”), upon the terms and conditions set forth in the Prospectus. The Prospectus and Letter of Transmittal more fully describe the Exchange Offer. Capitalized terms used but not defined herein have the meanings given to them in the Prospectus.
We are asking you to contact your clients for whom you hold Outstanding Notes registered in your name or in the name of your nominee. In addition, we ask you to contact your clients who, to your knowledge, hold Outstanding Notes registered in their own name.
Enclosed are copies of the following documents:
1. | The Prospectus; |
2. | The Letter of Transmittal for your use in connection with the tender of Outstanding Notes and for the information of your clients; |
3. | The Notice of Guaranteed Delivery to be used to accept the Exchange Offer if the Outstanding Notes and all other required documents cannot be delivered to the Exchange Agent prior to the Expiration Date; |
4. | A form of letter that may be sent to your clients for whose accounts you hold Outstanding Notes registered in your name or the name of your nominee, with space provided for obtaining the clients’ instructions with regard to the Exchange Offer; and |
5. | Guidelines for Certificate of Taxpayer Identification Number on Substitute Form W-9. |
DTC participants will be able to execute tenders through the DTC Automated Tender Offer Program.
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Please note that the Exchange Offer will expire at 5:00 p.m., New York City time, on , 2011, unless extended by the Company. We urge you to contact your clients as promptly as possible.
You will be reimbursed by the Company for customary mailing and handling expenses incurred by you in forwarding any of the enclosed materials to your clients.
Additional copies of the enclosed materials may be obtained from the Exchange Agent, at the address and telephone numbers set forth below.
Very truly yours,
UNIVERSAL HEALTH SERVICES, INC.
The Exchange Agent:
UNION BANK, N.A.
Corporate Trust Division
Attention: Josefina Benavides
120 So. San Pedro Street, Suite 410
Los Angeles, CA 90012
Telephone: (213) 972-5679
Fax: (213) 972-5695
NOTHING HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR ANY PERSON AS AN AGENT OF THE COMPANY OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR ANY OTHER PERSON TO MAKE ANY STATEMENTS ON BEHALF OF EITHER OF THEM WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR STATEMENTS EXPRESSLY MADE IN THE PROSPECTUS AND THE LETTER OF TRANSMITTAL.
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