As filed with the Securities and Exchange Commission on October 4, 2007
RegistrationNo. 333-146278
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
to
Form S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
CHS/Community Health Systems, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware (State of Incorporation) | 8062 (Primary Standard Industrial Classification Code Number) | 76-0137985 (I.R.S. employer identification number) |
4000 Meridian Boulevard
Franklin, Tennessee 37067
(615) 465-7000
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
Rachel A. Seifert
CHS/Community Health Systems, Inc.
Senior Vice President, Secretary and General Counsel
4000 Meridian Boulevard
Franklin, Tennessee 37067
(615) 465-7000
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)
Copy to:
Joshua N. Korff, Esq.
Kirkland & Ellis LLP
Citicorp Center
153 East 53rd Street
New York, New York 10022
(212) 446-4800
Approximate date of commencement of proposed sale to the public: The exchange will occur as soon as reasonably practicable after the effectiveness of this registration statement.
If the securities being registered on this form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. o
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
CALCULATION OF REGISTRATION FEE
Proposed Maximum | ||||||
Title of Each Class of | Aggregate | Amount of | ||||
Securities to be Registered(1) | Offering Price(1) | Registration Fee | ||||
87/8% Senior Notes due 2015 | $3,021,331,000 | $92,755(3) | ||||
Guarantees(2) | N/A | N/A | ||||
(1) | Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(o) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). | |
(2) | No separate consideration will be received for the guarantees, and no separate fee is payable, pursuant to Rule 457(n) under the Securities Act. |
(3) | Previously paid. |
The Registrants hereby amend this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrants shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities act of 1933, as amended, or until this Registration Statement shall become effective on such date as the commission, acting pursuant to said Section 8(a), may determine.
ADDITIONAL REGISTRANTS
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Centre Hospital Corporation | AL | 8062 | 20-4370931 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Cullman Hospital Corporation | AL | 8062 | 63-1157234 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Foley Hospital Corporation | AL | 8062 | 62-1811413 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Fort Payne Hospital Corporation | AL | 8062 | 20-4370870 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Greenville Hospital Corporation | AL | 8062 | 63-1134649 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Forrest City Arkansas Hospital Company, LLC | AR | 8062 | 20-4217095 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Forrest City Clinic Company, LLC | AR | 8062 | 20-5624608 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Forrest City Hospital Corporation | AR | 8062 | 20-4216978 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Phillips Hospital Corporation | AR | 8062 | 75-2976342 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Payson Hospital Corporation | AZ | 8062 | 86-0874009 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Chesterfield/Marlboro, L.P. | DE | 8062 | 59-3303026 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
CHHS Holdings, LLC | DE | 8062 | 20-2189938 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Cleveland Regional Medical Center, L.P. | DE | 8062 | 59-3215798 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Community GP Corp. | DE | 8062 | 62-1648466 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Community Health Investment Corporation | DE | 8062 | 76-0152801 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Community Health Systems, Inc. | DE | 8062 | 13-3893191 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Community LP Corp. | DE | 8062 | 62-1648206 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Fallbrook Hospital Corporation | DE | 8062 | 91-1918215 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hallmark Healthcare Corporation | DE | 8062 | 63-0817574 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hospital of Barstow, Inc. | DE | 8062 | 76-0385534 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Lancaster Hospital Corporation | DE | 8062 | 57-1010381 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Cleveland, Inc. | DE | 8062 | 62-1281627 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Cullman, Inc. | DE | 8062 | 63-0928788 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Decatur, Inc. | DE | 8062 | 63-0928790 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Hartselle, Inc. | DE | 8062 | 63-0928787 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Leesville, Inc. | DE | 8062 | 95-4066162 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Mt. Vernon, Inc. | DE | 8062 | 58-1622971 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
National Healthcare of Newport, Inc. | DE | 8062 | 71-0616802 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
NWI Hospital Holdings, LLC | DE | 8062 | 20-8398145 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Pennsylvania Hospital Company, LLC | DE | 8062 | 06-1694707 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Phoenixville Hospital Company, LLC | DE | 8062 | 20-1055060 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Pottstown Hospital Company, LLC | DE | 8062 | 06-1694708 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Ruston Hospital Corporation | DE | 8062 | 20-8066937 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Ruston Louisiana Hospital Company, LLC | DE | 8062 | 20-8066999 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Watsonville Hospital Corporation | DE | 8062 | 91-1894113 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Webb Hospital Corporation | DE | 8062 | 20-0167530 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Webb Hospital Holdings, LLC | DE | 8062 | 20-0167590 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Fannin Regional Hospital, Inc. | GA | 8062 | 76-0350464 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Anna Hospital Corporation | IL | 8062 | 36-4431843 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Galesburg Hospital Corporation | IL | 8062 | 37-1485782 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Granite City Hospital Corporation | IL | 8062 | 36-4460625 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Granite City Illinois Hospital Company, LLC | IL | 8062 | 36-4460628 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Marion Hospital Corporation | IL | 8062 | 37-1359605 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Red Bud Hospital Corporation | IL | 8062 | 36-4444121 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Red Bud Illinois Hospital Company, LLC | IL | 8062 | 36-4443919 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Waukegan Hospital Corporation | IL | 8062 | 20-3978400 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Waukegan Illinois Hospital Company, LLC | IL | 8062 | 20-3978521 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hospital of Fulton, Inc. | KY | 8062 | 61-1218106 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hospital of Louisa, Inc. | KY | 8062 | 61-1238190 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Jackson Hospital Corporation | KY | 8062 | 61-1285331 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Farmington Hospital Corporation | MO | 8062 | 20-4795037 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Farmington Missouri Hospital Company, LLC | MO | 8062 | 20-4795132 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Kirksville Hospital Corporation | MO | 8062 | 36-4373298 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Moberly Hospital, Inc. | MO | 8062 | 43-1651906 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Williamston Hospital Corporation | NC | 8062 | 62-1749107 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Salem Hospital Corporation | NJ | 8062 | 22-3838322 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Deming Hospital Corporation | NM | 8062 | 85-0438008 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Roswell Hospital Corporation | NM | 8062 | 74-2870118 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
San Miguel Hospital Corporation | NM | 8062 | 74-2930034 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
CHS Holdings Corp. | NY | 8062 | 13-3936167 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hallmark Holdings Corp. | NY | 8062 | 13-3936166 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Kay County Hospital Corporation | OK | 8062 | 20-4052833 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Kay County Oklahoma Hospital Company, LLC | OK | 8062 | 20-4052936 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
CHS Berwick Hospital Corporation | PA | 8062 | 23-2975836 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Clinton Hospital Corporation | PA | 8062 | 90-0003715 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Coatesville Hospital Corporation | PA | 8062 | 23-3069798 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Northampton Hospital Corporation | PA | 8062 | 52-2325498 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Sunbury Hospital Corporation | PA | 8062 | 20-3346421 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
West Grove Hospital Corporation | PA | 8062 | 25-1892279 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Brownsville Hospital Corporation | TN | 8062 | 42-1557534 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Cleveland Hospital Corporation | TN | 8062 | 62-1587878 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Dyersburg Hospital Corporation | TN | 8062 | 42-1557536 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Hospital of Morristown, Inc. | TN | 8062 | 62-1528689 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Jackson Hospital Corporation | TN | 8062 | 42-1557525 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Jackson, Tennessee Hospital Company, LLC | TN | 8062 | 42-1557540 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Lakeway Hospital Corporation | TN | 8062 | 62-1564360 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Lexington Hospital Corporation | TN | 8062 | 42-1557533 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Martin Hospital Corporation | TN | 8062 | 42-1557527 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
McKenzie Hospital Corporation | TN | 8062 | 42-1557531 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
McNairy Hospital Corporation | TN | 8062 | 42-1557530 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Shelbyville Hospital Corporation | TN | 8062 | 20-2909388 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Sparta Hospital Corporation | TN | 8062 | 62-1587742 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Big Bend Hospital Corporation | TX | 8062 | 75-2717545 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Big Spring Hospital Corporation | TX | 8062 | 75-2574581 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Granbury Hospital Corporation | TX | 8062 | 75-2682017 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Jourdanton Hospital Corporation | TX | 8062 | 74-3011840 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
NHCI of Hillsboro, Inc. | TX | 8062 | 74-2425482 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Weatherford Hospital Corporation | TX | 8062 | 20-5694260 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Weatherford Texas Hospital Company, LLC | TX | 8062 | 20-5694301 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Tooele Hospital Corporation | UT | 8062 | 87-0619248 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Emporia Hospital Corporation | VA | 8062 | 54-1924866 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Franklin Hospital Corporation | VA | 8062 | 52-2200240 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Petersburg Hospital Company, LLC | VA | 8062 | 02-0691413 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Russell County Medical Center, Inc. | VA | 8062 | 54-1594711 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Virginia Hospital Company, LLC | VA | 8062 | 02-0691406 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Oak Hill Hospital Corporation | WV | 8062 | 27-0003893 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
Evanston Hospital Corporation | WY | 8062 | 83-0327475 | 4000 Meridian Blvd. Franklin, TN 37067 615-465-7000 | ||||||
QHG of Enterprise, Inc. | AL | 8062 | 63-1159023 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Jacksonville, Inc. | AL | 8062 | 62-1637909 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Springdale, Inc. | AR | 8062 | 62-1755664 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad-El Dorado, Inc. | AR | 8062 | 62-1628508 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Abilene Hospital, LLC | DE | 8062 | 46-0496920 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Abilene Merger, LLC | DE | 8062 | 46-0496918 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Arizona DH, LLC | DE | 8062 | 91-2065656 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
ARMC, LP | DE | 8062 | 46-0496933 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Birmingham Holdings, LLC | DE | 8062 | 20-3320362 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Bluffton Health System, LLC | DE | 8062 | 62-1792272 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Brownwood Hospital, L.P. | DE | 8062 | 62-1762521 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Brownwood Medical Center, LLC | DE | 8062 | 62-1762523 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Carlsbad Medical Center, LLC | DE | 8062 | 62-1762526 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Claremore Regional Hospital, LLC | DE | 8062 | 62-1757649 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Clarksville Holdings, LLC | DE | 8062 | 20-3320418 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
College Station Hospital, L.P. | DE | 8062 | 62-1762360 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
College Station Medical Center, LLC | DE | 8062 | 62-1762359 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
College Station Merger, LLC | DE | 8062 | 62-1771861 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
CP Hospital GP, LLC | DE | 8062 | 20-3904557 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
CPLP, LLC | DE | 8062 | 20-3904614 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Crestwood Hospital LP, LLC | DE | 8062 | 62-1762369 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Crestwood Hospital, LLC | DE | 8062 | 62-1769644 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
CSMC, LLC | DE | 8062 | 62-1762362 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
CSRA Holdings, LLC | DE | 8062 | 20-5111915 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Deaconess Holdings, LLC | DE | 8062 | 47-0890490 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Deaconess Hospital Holdings, LLC | DE | 8062 | 20-2401268 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Desert Hospital Holdings, LLC | DE | 8062 | 20-8111921 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Detar Hospital, LLC | DE | 8062 | 62-1764943 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Dukes Health System, LLC | DE | 8062 | 52-2379885 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Gadsden Regional Medical Center, LLC | DE | 8062 | 63-1102773 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Greenbrier VMC, LLC | DE | 8062 | 75-2887493 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
GRMC Holdings, LLC | DE | 8062 | 20-8112090 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Hobbs Medco, LLC | DE | 8062 | 62-1769641 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Las Cruces Medical Center, LLC | DE | 8062 | 75-2905434 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Lea Regional Hospital, LLC | DE | 8062 | 62-1760149 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Longview Merger, LLC | DE | 8062 | 62-1769639 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
LRH, LLC | DE | 8062 | 62-1762421 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Lutheran Health Network of Indiana, LLC | DE | 8062 | 62-1762363 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Massillon Health System, LLC | DE | 8062 | 34-1840860 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Medical Center of Brownwood, LLC | DE | 8062 | 62-1762425 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
MMC of Nevada, LLC | DE | 8062 | 42-1543617 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Navarro Hospital, L.P. | DE | 8062 | 62-1762428 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Navarro Regional, LLC | DE | 8062 | 62-1762429 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
NRH, LLC | DE | 8062 | 62-1762431 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Oregon Healthcorp, LLC | DE | 8062 | 62-1769632 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Palmer-Wasilla Health System, LLC | DE | 8062 | 62-1762371 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Quorum Health Resources, LLC | DE | 8062 | 62-1742954 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Regional Hospital of Longview, LLC | DE | 8062 | 62-1762464 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Russellville Holdings, LLC | DE | 8062 | 62-1771866 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
SACMC, LLC | DE | 8062 | 62-1762472 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
San Angelo Community Medical Center, LLC | DE | 8062 | 62-1762473 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
San Angelo Hospital, L.P. | DE | 8062 | 62-1762476 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
San Angelo Medical, LLC | DE | 8062 | 62-1769697 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Southern Texas Medical Center, LLC | DE | 8062 | 62-1769737 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
St. Joseph Health System, LLC | DE | 8062 | 51-0382045 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Tennyson Holdings, Inc. | DE | 8062 | 20-3943816 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Triad Holdings III, LLC | DE | 8062 | 75-2821745 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad Holdings IV, LLC | DE | 8062 | 62-1766957 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad Holdings V, LLC | DE | 8062 | 51-0327978 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad Healthcare Corporation | DE | 8062 | 75-2816101 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad of Alabama, LLC | DE | 8062 | 62-1762412 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad of Oregon, LLC | DE | 8062 | 62-1761990 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad-ARMC, LLC | DE | 8062 | 46-0496926 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad-Denton Hospital GP, LLC | DE | 8062 | 75-2887764 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad-Denton Hospital, L.P. | DE | 8062 | 75-2887765 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Triad-Navarro Regional Hospital Subsidiary, LLC | DE | 8062 | 62-1681610 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
VHC Medical, LLC | DE | 8062 | 62-1769671 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Vicksburg Healthcare, LLC | DE | 8062 | 62-1752111 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Victoria Hospital, LLC | DE | 8062 | 62-1760818 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Victoria of Texas, L.P. | DE | 8062 | 62-1754940 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
WHMC, LLC | DE | 8062 | 62-1762551 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Willamette Valley Medical Center, LLC | DE | 8062 | 62-1762552 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Women & Children’s Hospital, LLC | DE | 8062 | 62-1762556 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Woodland Heights Medical Center, LLC | DE | 8062 | 62-1762558 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Woodward Health System, LLC | DE | 8062 | 62-1762418 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG Georgia Holdings, Inc. | GA | 8062 | 58-2386459 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG Georgia, L.P. | GA | 8062 | 58-2387537 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
Frankfort Health Partner, Inc. | IN | 8062 | 35-2009540 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
IOM Health System, L.P. | IN | 8062 | 35-1963748 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Bluffton, Inc. | IN | 8062 | 62-1792274 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Clinton County, Inc. | IN | 8062 | 35-2006952 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Fort Wayne, Inc. | IN | 8062 | 35-1946949 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Warsaw, Inc. | IN | 8062 | 62-1764509 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Forrest County, Inc. | MS | 8062 | 62-1704095 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Hattiesburg, Inc. | MS | 8062 | 62-1704097 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
River Region Medical Corporation | MS | 8062 | 62-1576702 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
NC-DSH, Inc. | NV | 8062 | 88-0305790 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Barberton, Inc. | OH | 8062 | 31-1472381 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Massillon, Inc. | OH | 8062 | 31-1472380 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
SouthCrest, L.L.C. | OK | 8062 | 62-1723864 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
State or Other | Primary Standard | Address, Including Zip Code, and | ||||||||
Jurisdiction of | Industrial | Telephone Number, Including | ||||||||
Exact Name of Registrant as | Incorporation or | Classification Code | I.R.S. Employer | Area Code, of Registrant’s | ||||||
Specified in its Charter | Organization | Number | Identification No. | Principal Executive Offices | ||||||
Triad-South Tulsa Hospital Company, Inc. | OK | 8062 | 62-1678883 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of South Carolina, Inc. | SC | 8062 | 62-1587267 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 | ||||||
QHG of Spartanburg, Inc. | SC | 8062 | 57-1040117 | 5800 Tennyson Parkway Plano, TX 75024 214-473-7000 |
Name, address, including zip code, and telephone number, including area code, of agent for service
Rachel A. Seifert
CHS/Community Health Systems, Inc.
Senior Vice President, Secretary and General Counsel
4000 Meridian Boulevard
Franklin, Tennessee 37067
(615) 465-7000
CHS/Community Health Systems, Inc.
Senior Vice President, Secretary and General Counsel
4000 Meridian Boulevard
Franklin, Tennessee 37067
(615) 465-7000
EXPLANATORY NOTE
The sole purpose of this amendment is to file Exhibits 3.1 through 3.384, 5.1, 12.1, 21, 25.1 and 99.1
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 21. | Exhibits and Financial Statement Schedules |
Exhibit | ||||
No. | Description | |||
1 | .1 | Purchase Agreement between the Registrant, Credit Suisse Securities (USA) LLC, Wachovia Capital Markets, LLC and Community Health Systems, Inc., dated on June 27, 2007 (incorporated by reference to Exhibit 1.1 to Community Health System Inc.’s Current Report on Form 8-K filed on July 3, 2007 (No. 001-15925)). | ||
2 | .1 | Agreement and Plan of Merger between FLCH Holdings Corp., FLCH Acquisition Corp. and Community Health Systems, Inc., dated on June 9, 1996 (incorporated by reference to Exhibit 2.1 to Community Health System Inc.’s Registration Statement on Form S-1 (No. 333-31790)) | ||
2 | .2 | Agreement and Plan of Merger, dated as of March 19, 2007, by and among Triad Hospitals, Inc., Community Health Systems, Inc. and FWCT-1 Acquisition Corporation (incorporated by reference to Exhibit 2.1 to Community Health Systems, Inc.’s Current Report onForm 8-K filed March 19, 2007(No. 001-15925)). | ||
3 | .1 | Certificate of Incorporation of the Registrant† | ||
3 | .2 | By laws of the Registrant† | ||
3 | .3. | Certificate of Incorporation of Centre Hospital Corporation† | ||
3 | .4. | By-laws of Centre Hospital Corporation† | ||
3 | .5. | Certificate of Incorporation of Cullman Hospital Corporation† | ||
3 | .6. | By-laws of Cullman Hospital Corporation† | ||
3 | .7. | Certificate of Incorporation of Foley Hospital Corporation† | ||
3 | .8. | By-laws of Foley Hospital Corporation† | ||
3 | .9. | Certificate of Incorporation of Fort Payne Hospital Corporation† | ||
3 | .10. | By-laws of Fort Payne Hospital Corporation† | ||
3 | .11. | Certificate of Incorporation of Greenville Hospital Corporation† | ||
3 | .12. | By-laws of Greenville Hospital Corporation† | ||
3 | .13. | Certificate of Formation of Forrest City Arkansas Hospital Company, LLC† | ||
3 | .14. | Limited Liability Company Agreement of Forrest City Arkansas Hospital Company, LLC† | ||
3 | .15. | Certificate of Formation of Forrest City Clinic Company, LLC† | ||
3 | .16. | Limited Liability Company Agreement Forrest City Clinic Company, LLC† | ||
3 | .17. | Certificate of Incorporation of Forrest City Hospital Corporation† | ||
3 | .18. | By-laws of Forrest City Hospital Corporation† | ||
3 | .19. | Certificate of Incorporation of Phillips Hospital Corporation† | ||
3 | .20. | By-laws of Phillips Hospital Corporation† | ||
3 | .21. | Certificate of Incorporation of Payson Hospital Corporation† | ||
3 | .22. | By-laws of Payson Hospital Corporation† | ||
3 | .23. | Certificate of Limited Partnership of Chesterfield/Marlboro, L.P.† | ||
3 | .24. | Limited Partnership Agreement of Chesterfield/Marlboro, L.P.† | ||
3 | .25. | Certificate of Formation of CHHS Holdings, LLC† | ||
3 | .26. | Limited Liability Company Agreement of CHHS Holdings, LLC† | ||
3 | .27. | Certificate of Incorporation of CHS/Community Health Systems, Inc.† | ||
3 | .28. | By-laws of CHS/Community Health Systems, Inc.† | ||
3 | .29. | Certificate of Limited Partnership of Cleveland Regional Medical Center, L.P.† | ||
3 | .30. | Limited Partnership Agreement of Cleveland Regional Medical Center, L.P.† | ||
3 | .31. | Certificate of Incorporation of Community GP Corp.† | ||
3 | .32. | By-laws of Community GP Corp.† |
II-1
Exhibit | ||||
No. | Description | |||
3 | .33. | Certificate of Incorporation of Community Health Investment Corporation† | ||
3 | .34. | By-laws of Community Health Investment Corporation† | ||
3 | .35. | Certificate of Incorporation of Community Health Systems, Inc.† | ||
3 | .36. | By-laws of Community Health Systems, Inc. (incorporated by reference to Exhibit 3.(II) to Community Health Systems, Inc.’s Current Report onForm 8-K filed September 14, 2007(No. 001-15925)). | ||
3 | .37. | Certificate of Incorporation of Community LP Corp.† | ||
3 | .38. | By-laws of Community LP Corp.† | ||
3 | .39. | Certificate of Incorporation of Fallbrook Hospital Corporation† | ||
3 | .40. | By-laws of Fallbrook Hospital Corporation† | ||
3 | .41. | Certificate of Incorporation of Hallmark Healthcare Corporation† | ||
3 | .42. | By-laws of Hallmark Healthcare Corporation† | ||
3 | .43. | Certificate of Incorporation of Hospital of Barstow, Inc.† | ||
3 | .44. | By-laws of Hospital of Barstow, Inc.† | ||
3 | .45. | Certificate of Incorporation of Lancaster Hospital Corporation† | ||
3 | .46. | By-laws of Lancaster Hospital Corporation† | ||
3 | .47. | Certificate of Incorporation of National Healthcare of Cleveland, Inc.† | ||
3 | .48. | By-laws of National Healthcare of Cleveland, Inc.† | ||
3 | .49. | Certificate of Incorporation of National Healthcare of Cullman, Inc.† | ||
3 | .50. | By-laws of National Healthcare of Cullman, Inc.† | ||
3 | .51. | Certificate of Incorporation of National Healthcare of Decatur, Inc.† | ||
3 | .52. | By-laws of National Healthcare of Decatur, Inc.† | ||
3 | .53. | Certificate of Incorporation of National Healthcare of Hartselle, Inc.† | ||
3 | .54. | By-laws of National Healthcare of Hartselle, Inc.† | ||
3 | .55. | Certificate of Incorporation of National Healthcare of Leesville, Inc.† | ||
3 | .56. | By-laws of National Healthcare of Leesville, Inc.† | ||
3 | .57. | Certificate of Incorporation of National Healthcare of Mt. Vernon, Inc.† | ||
3 | .58. | By-laws of National Healthcare of Mt. Vernon, Inc.† | ||
3 | .59. | Certificate of Incorporation of National Healthcare of Newport, Inc.† | ||
3 | .60. | By-laws of National Healthcare of Newport, Inc.† | ||
3 | .61. | Certificate of Formation of NWI Hospital Holdings, LLC† | ||
3 | .62. | Limited Liability Company Agreement of NWI Hospital Holdings, LLC† | ||
3 | .63. | Certificate of Formation of Pennsylvania Hospital Company, LLC† | ||
3 | .64. | Limited Liability Company Agreement of Pennsylvania Hospital Company, LLC† | ||
3 | .65. | Certificate of Formation of Phoenixville Hospital Company, LLC† | ||
3 | .66. | Limited Liability Company Agreement of Phoenixville Hospital Company, LLC† | ||
3 | .67. | Certificate of Formation of Pottstown Hospital Company, LLC† | ||
3 | .68. | Limited Liability Company Agreement of Pottstown Hospital Company, LLC† | ||
3 | .69. | Certificate of Incorporation of Ruston Hospital Corporation† | ||
3 | .70. | By-laws of Ruston Hospital Corporation† | ||
3 | .71. | Certificate of Incorporation of Watsonville Hospital Corporation† | ||
3 | .72. | By-laws of Watsonville Hospital Corporation† | ||
3 | .73. | Certificate of Incorporation of Webb Hospital Corporation† | ||
3 | .74. | By-laws of Webb Hospital Corporation† | ||
3 | .75. | Certificate of Formation of Webb Hospital Holdings, LLC† | ||
3 | .76. | Limited Liability Company Agreement of Webb Hospital Holdings, LLC† | ||
3 | .77. | Certificate of Incorporation of Fannin Regional Hospital, Inc.† |
II-2
Exhibit | ||||
No. | Description | |||
3 | .78. | By-laws of Fannin Regional Hospital, Inc.† | ||
3 | .79. | Certificate of Incorporation of Anna Hospital Corporation† | ||
3 | .80. | By-laws of Anna Hospital Corporation† | ||
3 | .81. | Certificate of Incorporation of Galesburg Hospital Corporation† | ||
3 | .82. | By-laws of Galesburg Hospital Corporation† | ||
3 | .83. | Certificate of Incorporation of Granite City Hospital Corporation† | ||
3 | .84. | By-laws of Granite City Hospital Corporation† | ||
3 | .85. | Certificate of Formation of Granite City Illinois Hospital Company, LLC† | ||
3 | .86. | Limited Liability Company Agreement of Granite City Illinois Hospital Company, LLC† | ||
3 | .87. | Certificate of Incorporation of Marion Hospital Corporation† | ||
3 | .88. | By-laws of Marion Hospital Corporation† | ||
3 | .89. | Certificate of Incorporation of Red Bud Hospital Corporation† | ||
3 | .90. | By-laws of Red Bud Hospital Corporation† | ||
3 | .91. | Certificate of Formation of Red Bud Illinois Hospital Company, LLC† | ||
3 | .92. | Limited Liability Company Agreement of Red Bud Illinois Hospital Company, LLC† | ||
3 | .93. | Certificate of Incorporation of Waukegan Hospital Corporation† | ||
3 | .94. | By-laws of Waukegan Hospital Corporation† | ||
3 | .95. | Certificate of Formation of Waukegan Illinois Hospital Company, LLC† | ||
3 | .96. | Limited Liability Company Agreement of Waukegan Illinois Hospital Company, LLC† | ||
3 | .97. | Certificate of Incorporation of Hospital of Fulton, Inc.† | ||
3 | .98. | By-laws of Hospital of Fulton, Inc.† | ||
3 | .99. | Certificate of Incorporation of Hospital of Louisa, Inc.† | ||
3 | .100. | By-laws of Hospital of Louisa, Inc.† | ||
3 | .101. | Certificate of Incorporation of Jackson Hospital Corporation† | ||
3 | .102. | By-laws of Jackson Hospital Corporation† | ||
3 | .103. | Certificate of Formation of Ruston Louisiana Hospital Company, LLC† | ||
3 | .104. | Limited Liability Company Agreement of Ruston Louisiana Hospital Company, LLC† | ||
3 | .105. | Certificate of Incorporation of Farmington Hospital Corporation† | ||
3 | .106. | By-laws of Farmington Hospital Corporation† | ||
3 | .107. | Certificate of Formation of Farmington Missouri Hospital Company, LLC† | ||
3 | .108. | Limited Liability Company Agreement of Farmington Missouri Hospital Company, LLC† | ||
3 | .109. | Certificate of Incorporation of Kirksville Hospital Corporation† | ||
3 | .110. | By-laws of Kirksville Hospital Corporation† | ||
3 | .111. | Certificate of Incorporation of Moberly Hospital, Inc.† | ||
3 | .112. | By-laws of Moberly Hospital, Inc.† | ||
3 | .113. | Certificate of Incorporation of Williamston Hospital Corporation† | ||
3 | .114. | By-laws of Williamston Hospital Corporation† | ||
3 | .115. | Certificate of Incorporation of Salem Hospital Corporation† | ||
3 | .116. | By-laws of Salem Hospital Corporation† | ||
3 | .117. | Certificate of Incorporation of Deming Hospital Corporation† | ||
3 | .118. | By-laws of Deming Hospital Corporation† | ||
3 | .119. | Certificate of Incorporation of Roswell Hospital Corporation† | ||
3 | .120. | By-laws of Roswell Hospital Corporation† | ||
3 | .121. | Certificate of Incorporation of San Miguel Hospital Corporation† | ||
3 | .122. | By-laws of San Miguel Hospital Corporation† | ||
3 | .123. | Certificate of Incorporation of CHS Holdings Corp.† | ||
3 | .124. | By-laws of CHS Holdings Corp.† |
II-3
Exhibit | ||||
No. | Description | |||
3 | .125. | Certificate of Incorporation of Hallmark Holdings Corp.† | ||
3 | .126. | By-laws of Hallmark Holdings Corp.† | ||
3 | .127. | Certificate of Incorporation of Kay County Hospital Corporation† | ||
3 | .128. | By-laws of Kay County Hospital Corporation† | ||
3 | .129. | Certificate of Formation of Kay County Oklahoma Hospital Company, LLC† | ||
3 | .130. | Limited Liability Company Agreement of Kay County Oklahoma Hospital Company, LLC† | ||
3 | .131. | Certificate of Incorporation of CHS Berwick Hospital Corporation† | ||
3 | .132. | By-laws of CHS Berwick Hospital Corporation† | ||
3 | .133. | Certificate of Incorporation of Clinton Hospital Corporation† | ||
3 | .134. | By-laws of Clinton Hospital Corporation† | ||
3 | .135. | Certificate of Incorporation of Coatesville Hospital Corporation† | ||
3 | .136. | By-laws of Coatesville Hospital Corporation† | ||
3 | .137. | Certificate of Incorporation of Northampton Hospital Corporation† | ||
3 | .138. | By-laws of Northampton Hospital Corporation† | ||
3 | .139. | Certificate of Incorporation of Sunbury Hospital Corporation† | ||
3 | .140. | By-laws of Sunbury Hospital Corporation† | ||
3 | .141. | Certificate of Incorporation of West Grove Hospital Corporation† | ||
3 | .142. | By-laws of West Grove Hospital Corporation† | ||
3 | .143. | Certificate of Incorporation of Brownsville Hospital Corporation† | ||
3 | .144. | By-laws of Brownsville Hospital Corporation† | ||
3 | .145. | Certificate of Incorporation of Cleveland Hospital Corporation† | ||
3 | .146. | By-laws of Cleveland Hospital Corporation† | ||
3 | .147. | Certificate of Incorporation of Dyersburg Hospital Corporation† | ||
3 | .148. | By-laws of Dyersburg Hospital Corporation† | ||
3 | .149. | Certificate of Incorporation of Hospital of Morristown, Inc.† | ||
3 | .150. | By-laws of Hospital of Morristown, Inc.† | ||
3 | .151. | Certificate of Incorporation of Jackson Hospital Corporation† | ||
3 | .152. | By-laws of Jackson Hospital Corporation† | ||
3 | .153. | Certificate of Formation of Jackson, Tennessee Hospital Company, LLC† | ||
3 | .154. | Limited Liability Company Agreement of Jackson, Tennessee Hospital Company, LLC† | ||
3 | .155. | Certificate of Incorporation of Lakeway Hospital Corporation† | ||
3 | .156. | By-laws of Lakeway Hospital Corporation† | ||
3 | .157. | Certificate of Incorporation of Lexington Hospital Corporation† | ||
3 | .158. | By-laws of Lexington Hospital Corporation† | ||
3 | .159. | Certificate of Incorporation of Martin Hospital Corporation† | ||
3 | .160. | By-laws of Martin Hospital Corporation† | ||
3 | .161. | Certificate of Incorporation of McKenzie Hospital Corporation† | ||
3 | .162. | By-laws of McKenzie Hospital Corporation† | ||
3 | .163. | Certificate of Incorporation of McNairy Hospital Corporation† | ||
3 | .164. | By-laws of McNairy Hospital Corporation† | ||
3 | .165. | Certificate of Incorporation of Shelbyville Hospital Corporation† | ||
3 | .166. | By-laws of Shelbyville Hospital Corporation† | ||
3 | .167. | Certificate of Incorporation of Sparta Hospital Corporation† | ||
3 | .168. | By-laws of Sparta Hospital Corporation† | ||
3 | .169. | Certificate of Incorporation of Big Bend Hospital Corporation† | ||
3 | .170. | By-laws of Big Bend Hospital Corporation† | ||
3 | .171. | Certificate of Incorporation of Big Spring Hospital Corporation† |
II-4
Exhibit | ||||
No. | Description | |||
3 | .172. | By-laws of Big Spring Hospital Corporation† | ||
3 | .173. | Certificate of Incorporation of Granbury Hospital Corporation† | ||
3 | .174. | By-laws of Granbury Hospital Corporation† | ||
3 | .175. | Certificate of Incorporation of Jourdanton Hospital Corporation† | ||
3 | .176. | By-laws of Jourdanton Hospital Corporation† | ||
3 | .177. | Certificate of Incorporation of NHCI of Hillsboro, Inc.† | ||
3 | .178. | By-laws of NHCI of Hillsboro, Inc.† | ||
3 | .179. | Certificate of Incorporation of Weatherford Hospital Corporation† | ||
3 | .180. | By-laws of Weatherford Hospital Corporation† | ||
3 | .181. | Certificate of Formation of Weatherford Texas Hospital Company, LLC† | ||
3 | .182. | Limited Liability Company Agreement of Weatherford Texas Hospital Company, LLC† | ||
3 | .183. | Certificate of Incorporation of Tooele Hospital Corporation† | ||
3 | .184. | By-laws of Tooele Hospital Corporation† | ||
3 | .185. | Certificate of Incorporation of Emporia Hospital Corporation† | ||
3 | .186. | By-laws of Emporia Hospital Corporation† | ||
3 | .187. | Certificate of Incorporation of Franklin Hospital Corporation† | ||
3 | .188. | By-laws of Franklin Hospital Corporation† | ||
3 | .189. | Certificate of Formation of Petersburg Hospital Company, LLC† | ||
3 | .190. | Limited Liability Company Agreement of Petersburg Hospital Company, LLC† | ||
3 | .191. | Certificate of Incorporation of Russell County Medical Center, Inc.† | ||
3 | .192. | By-laws of Russell County Medical Center, Inc.† | ||
3 | .193. | Certificate of Formation of Virginia Hospital Company, LLC† | ||
3 | .194. | Limited Liability Company Agreement of Virginia Hospital Company, LLC† | ||
3 | .195. | Certificate of Incorporation of Oak Hill Hospital Corporation† | ||
3 | .196. | By-laws of Oak Hill Hospital Corporation† | ||
3 | .197. | Certificate of Incorporation of Evanston Hospital Corporation† | ||
3 | .198. | By-laws of Evanston Hospital Corporation† | ||
3 | .199. | Certificate of Incorporation of QHG of Enterprise, Inc.† | ||
3 | .200. | By-laws of QHG of Enterprise, Inc.† | ||
3 | .201. | Certificate of Incorporation of QHG of Jacksonville, Inc.† | ||
3 | .202. | By-laws of QHG of Jacksonville, Inc.† | ||
3 | .203. | Certificate of Incorporation of QHG of Springdale, Inc.† | ||
3 | .204. | By-laws of QHG of Springdale, Inc.† | ||
3 | .205. | Certificate of Incorporation of Triad-El Dorado, Inc.† | ||
3 | .206. | By-laws of Triad-El Dorado, Inc.† | ||
3 | .207. | Certificate of Formation of Abilene Hospital, LLC† | ||
3 | .208. | Limited Liability Company Agreement of Abilene Hospital, LLC† | ||
3 | .209. | Certificate of Formation of Abilene Merger, LLC† | ||
3 | .210. | Limited Liability Company Agreement of Abilene Merger, LLC† | ||
3 | .211. | Certificate of Formation of Arizona DH, LLC† | ||
3 | .212. | Limited Liability Company Agreement of Arizona DH, LLC† | ||
3 | .213. | Certificate of Limited Partnership of ARMC, L.P.† | ||
3 | .214. | Amended and Restated Limited Partnership Agreement of ARMC, L.P.† | ||
3 | .215. | Certificate of Formation of Birmingham Holdings, LLC† | ||
3 | .216. | Limited Liability Company Agreement of Birmingham Holdings, LLC† | ||
3 | .217. | Certificate of Formation of Bluffton Health System, LLC† | ||
3 | .218. | Limited Liability Company Agreement of Bluffton Health System, LLC† |
II-5
Exhibit | ||||
No. | Description | |||
3 | .219. | Certificate of Limited Partnership of Brownwood Hospital, L.P.† | ||
3 | .220. | Limited Partnership Agreement of Brownwood Hospital, L.P.† | ||
3 | .221. | Certificate of Formation of Brownwood Medical Center, LLC† | ||
3 | .222. | Amended and Restated Limited Liability Company Agreement of Brownwood Medical Center, LLC† | ||
3 | .223. | Certificate of Formation of Carlsbad Medical Center, LLC† | ||
3 | .224. | Second Amended and Restated Limited Liability Company Agreement of Carlsbad Medical Center, LLC† | ||
3 | .225. | Certificate of Formation of Claremore Regional Hospital, LLC† | ||
3 | .226. | Amended and Restated Limited Liability Company Agreement of Claremore Regional Hospital, LLC† | ||
3 | .227. | Certificate of Formation of Clarksville Holdings, LLC† | ||
3 | .228. | Limited Liability Company Agreement of Clarksville Holdings, LLC† | ||
3 | .229. | Certificate of Limited Partnership of College Station Hospital, L.P.† | ||
3 | .230. | Amended and Restated Limited Partnership Agreement of College Station Hospital, L.P.† | ||
3 | .231. | Certificate of Formation of College Station Medical Center, LLC† | ||
3 | .232. | Limited Liability Company Agreement of College Station Medical Center, LLC† | ||
3 | .233. | Certificate of Formation of College Station Merger, LLC† | ||
3 | .234. | Limited Liability Company Agreement of College Station Merger, LLC† | ||
3 | .235. | Certificate of Formation of CP Hospital GP, LLC† | ||
3 | .236. | Limited Liability Company Agreement of CP Hospital GP, LLC† | ||
3 | .237. | Certificate of Formation of CPLP, LLC† | ||
3 | .238. | Limited Liability Company Agreement of CPLP, LLC† | ||
3 | .239. | Certificate of Formation of Crestwood Hospital LP, LLC† | ||
3 | .240. | Amended and Restated Limited Liability Company Agreement of Crestwood Hospital LP, LLC† | ||
3 | .241. | Certificate of Formation of Crestwood Hospital, LLC† | ||
3 | .242. | Second Amended and Restated Limited Liability Company Agreement of Crestwood Hospital, LLC† | ||
3 | .243. | Certificate of Formation of CSMC, LLC† | ||
3 | .244. | Amended and Restated Limited Liability Company Agreement of CSMC, LLC† | ||
3 | .245. | Certificate of Formation of CSRA Holdings, LLC† | ||
3 | .246. | Limited Liability Company Agreement of CSRA Holdings, LLC† | ||
3 | .247. | Certificate of Formation of Deaconess Holdings, LLC† | ||
3 | .248. | Amended and Restated Limited Liability Company Agreement of Deaconess Holdings, LLC† | ||
3 | .249. | Certificate of Formation of Deaconess Hospital Holdings, LLC† | ||
3 | .250. | Second Amended and Restated Limited Liability Company Agreement of Deaconess Hospital Holdings, LLC† | ||
3 | .251. | Certificate of Formation of Desert Hospital Holdings, LLC† | ||
3 | .252. | Limited Liability Company Agreement of Desert Hospital Holdings, LLC† | ||
3 | .253. | Certificate of Formation of Detar Hospital, LLC† | ||
3 | .254. | Limited Liability Company Agreement of Detar Hospital, LLC† | ||
3 | .255. | Certificate of Formation of Dukes Health System, LLC† | ||
3 | .256. | Amended and Restated Limited Liability Company Agreement of Dukes Health System, LLC† | ||
3 | .257. | Certificate of Formation of Gadsden Regional Medical Center, LLC† | ||
3 | .258. | Limited Liability Company Agreement of Gadsden Regional Medical Center, LLC† | ||
3 | .259. | Certificate of Formation of Greenbrier VMC, LLC† | ||
3 | .260. | Limited Liability Company Agreement of Greenbrier VMC, LLC† | ||
3 | .261. | Certificate of Formation of GRMC Holdings, LLC† |
II-6
Exhibit | ||||
No. | Description | |||
3 | .262. | Limited Liability Company Agreement of GRMC Holdings, LLC† | ||
3 | .263. | Certificate of Formation of Hobbs Medco, LLC† | ||
3 | .264. | Limited Liability Company Agreement of Hobbs Medco, LLC† | ||
3 | .265. | Certificate of Formation of Las Cruces Medical Center, LLC† | ||
3 | .266. | Amended and Restated Limited Liability Company Agreement of Las Cruces Medical Center, LLC† | ||
3 | .267. | Certificate of Formation of Lea Regional Hospital, LLC† | ||
3 | .268. | Amended and Restated Limited Liability Company Agreement of Lea Regional Hospital, LLC† | ||
3 | .269. | Certificate of Formation of Longview Merger, LLC† | ||
3 | .270. | Limited Liability Company Agreement of Longview Merger, LLC† | ||
3 | .271. | Certificate of Formation of LRH, LLC† | ||
3 | .272. | Amended and Restated Limited Liability Company Agreement of LRH, LLC† | ||
3 | .273. | Certificate of Formation of Lutheran Health Network of Indiana, LLC† | ||
3 | .274. | Second Amended and Restated Limited Liability Company Agreement of Lutheran Health Network of Indiana, LLC† | ||
3 | .275. | Certificate of Formation of Massillon Health System, LLC† | ||
3 | .276. | Second Amended and Restated Operating Agreement of Massillon Health System, LLC† | ||
3 | .277. | Certificate of Formation of Medical Center of Brownwood, LLC† | ||
3 | .278. | Limited Liability Company Agreement of Medical Center of Brownwood, LLC† | ||
3 | .279. | Certificate of Formation of MMC of Nevada, LLC† | ||
3 | .280. | Limited Liability Company Agreement of MMC of Nevada, LLC† | ||
3 | .281. | Certificate of Limited Partnership of Navarro Hospital, L.P.† | ||
3 | .282. | Limited Partnership Agreement of Navarro Hospital, L.P.† | ||
3 | .283. | Certificate of Formation of Navarro Regional, LLC† | ||
3 | .284. | Amended and Restated Limited Liability Company Agreement of Navarro Regional, LLC† | ||
3 | .285. | Certificate of Formation of NRH, LLC† | ||
3 | .286. | Amended and Restated Limited Liability Company Agreement of NRH, LLC† | ||
3 | .287. | Certificate of Formation of Oregon Healthcorp, LLC† | ||
3 | .288. | Limited Liability Company Agreement of Oregon Healthcorp, LLC† | ||
3 | .289. | Certificate of Formation of Palmer-Wasilla Health System, LLC† | ||
3 | .290. | Amended and Restated Limited Liability Company Agreement of Palmer-Wasilla Health System, LLC† | ||
3 | .291. | Certificate of Formation of Quorum Health Resources, LLC† | ||
3 | .292. | Limited Liability Company Agreement of Quorum Health Resources, LLC† | ||
3 | .293. | Certificate of Formation of Regional Hospital of Longview, LLC† | ||
3 | .294. | Amended and Restated Limited Liability Company Agreement of Regional Hospital of Longview, LLC† | ||
3 | .295. | Certificate of Formation of Russellville Holdings, LLC† | ||
3 | .296. | Limited Liability Company Agreement of Russellville Holdings, LLC† | ||
3 | .297. | Certificate of Formation of SACMC, LLC† | ||
3 | .298. | Amended and Restated Limited Liability Company Agreement of SACMC, LLC† | ||
3 | .299. | Certificate of Formation of San Angelo Community Medical Center, LLC† | ||
3 | .300. | Limited Liability Company Agreement of San Angelo Community Medical Center, LLC† | ||
3 | .301. | Certificate of Limited Partnership of San Angelo Hospital, L.P.† | ||
3 | .302. | Limited Partnership Agreement of San Angelo Hospital, L.P.† | ||
3 | .303. | Certificate of Formation of San Angelo Medical, LLC† | ||
3 | .304. | Limited Liability Company Agreement of San Angelo Medical, LLC† | ||
3 | .305. | Certificate of Formation of Southern Texas Medical Center, LLC† | ||
3 | .306. | Limited Liability Company Agreement of Southern Texas Medical Center, LLC† | ||
3 | .307. | Certificate of Formation of St. Joseph Health System, LLC† |
II-7
Exhibit | ||||
No. | Description | |||
3 | .308. | Limited Liability Company Agreement of St. Joseph Health System, LLC† | ||
3 | .309. | Certificate of Incorporation of Tennyson Holdings, Inc.† | ||
3 | .310. | By-laws of Tennyson Holdings, Inc.† | ||
3 | .311. | Certificate of Formation of Triad Holdings III, LLC† | ||
3 | .312. | By-laws of Triad Holdings III, LLC† | ||
3 | .313. | Certificate of Formation of Triad Holdings IV, LLC† | ||
3 | .314. | Second Amended and Restated Limited Liability Company Agreement of Triad Holdings IV, LLC† | ||
3 | .315. | Certificate of Formation of Triad Holdings V, LLC† | ||
3 | .316. | Limited Liability Company Agreement of Triad Holdings V, LLC† | ||
3 | .317. | Certificate of Incorporation of Triad Healthcare Corporation† | ||
3 | .318. | By-laws of Triad Healthcare Corporation† | ||
3 | .319. | Certificate of Formation of Triad of Alabama, LLC† | ||
3 | .320. | Amended and Restated Limited Liability Company Agreement of Triad of Alabama, LLC† | ||
3 | .321. | Certificate of Formation of Triad of Oregon, LLC† | ||
3 | .322. | Amended and Restated Limited Liability Company Agreement of Triad of Oregon, LLC† | ||
3 | .323. | Certificate of Formation of Triad-ARMC, LLC† | ||
3 | .324. | Limited Liability Company Agreement of Triad-ARMC, LLC† | ||
3 | .325. | Certificate of Formation of Triad-Denton Hospital GP, LLC† | ||
3 | .326. | Amended and Restated Limited Liability Company Agreement of Triad-Denton Hospital GP, LLC† | ||
3 | .327. | Certificate of Limited Partnership of Triad-Denton Hospital, L.P.† | ||
3 | .328. | Limited Partnership Agreement of Triad-Denton Hospital, L.P.† | ||
3 | .329. | Certificate of Formation of Triad-Navarro Regional Hospital Subsidiary, LLC† | ||
3 | .330. | Limited Liability Company Agreement of Triad-Navarro Regional Hospital Subsidiary, LLC† | ||
3 | .331. | Certificate of Formation of VHC Medical, LLC† | ||
3 | .332. | Limited Liability Company Agreement of VHC Medical, LLC† | ||
3 | .333. | Certificate of Formation of Vicksburg Healthcare, LLC† | ||
3 | .334. | Second Amended and Restated Operating Agreement of Vicksburg Healthcare, LLC† | ||
3 | .335. | Certificate of Formation of Victoria Hospital, LLC† | ||
3 | .336. | Limited Liability Company Agreement of Victoria Hospital, LLC† | ||
3 | .337. | Certificate of Limited Partnership of Victoria of Texas, L.P.† | ||
3 | .338. | Limited Partnership Agreement of Victoria of Texas, L.P.† | ||
3 | .339. | Certificate of Formation of WHMC, LLC† | ||
3 | .340. | Limited Liability Company Agreement of WHMC, LLC† | ||
3 | .341. | Certificate of Formation of Willamette Valley Medical Center, LLC† | ||
3 | .342. | Amended and Restated Limited Liability Company Agreement of Willamette Valley Medical Center, LLC† | ||
3 | .343. | Certificate of Formation of Women & Children’s Hospital, LLC† | ||
3 | .344. | Amended and Restated Limited Liability Company Agreement of Women & Children’s Hospital, LLC† | ||
3 | .345. | Certificate of Formation of Woodland Heights Medical Center, LLC† | ||
3 | .346. | Amended and Restated Limited Liability Company Agreement of Woodland Heights Medical Center, LLC† | ||
3 | .347. | Certificate of Formation of Woodward Health System, LLC† | ||
3 | .348. | Limited Liability Company Agreement of Woodward Health System, LLC† | ||
3 | .349. | Certificate of Incorporation of QHG Georgia Holdings, Inc.† | ||
3 | .350. | By-laws of QHG Georgia Holdings, Inc.† | ||
3 | .351. | Certificate of Limited Partnership of QHG Georgia, L.P.† | ||
3 | .352. | Limited Partnership Agreement of QHG Georgia, L.P.† |
II-8
Exhibit | ||||
No. | Description | |||
3 | .353. | Certificate of Incorporation of Frankfort Health Partner, Inc.† | ||
3 | .354. | By-laws of Frankfort Health Partner, Inc.† | ||
3 | .355. | Certificate of Limited Partnership of IOM Health System, L.P.† | ||
3 | .356. | Limited Partnership Agreement of IOM Health System, L.P.† | ||
3 | .357. | Certificate of Incorporation of QHG of Bluffton, Inc.† | ||
3 | .358. | By-laws of QHG of Bluffton, Inc.† | ||
3 | .359. | Certificate of Incorporation of QHG of Clinton County, Inc.† | ||
3 | .360. | By-laws of QHG of Clinton County, Inc.† | ||
3 | .361. | Certificate of Incorporation of QHG of Fort Wayne, Inc.† | ||
3 | .362. | By-laws of QHG of Fort Wayne, Inc.† | ||
3 | .363. | Certificate of Incorporation of QHG of Warsaw, Inc.† | ||
3 | .364. | By-laws of QHG of Warsaw, Inc.† | ||
3 | .365. | Certificate of Incorporation of QHG of Forrest County, Inc.† | ||
3 | .366. | By-laws of QHG of Forrest County, Inc.† | ||
3 | .367. | Certificate of Incorporation of QHG of Hattiesburg, Inc.† | ||
3 | .368. | By-laws of QHG of Hattiesburg, Inc.† | ||
3 | .369. | Certificate of Incorporation of River Region Medical Corporation† | ||
3 | .370. | Amended and Restated By-laws of River Region Medical Corporation† | ||
3 | .371. | Certificate of Incorporation of NC-DSH, Inc.† | ||
3 | .372. | By-laws of NC-DSH, Inc.† | ||
3 | .373. | Certificate of Incorporation of QHG of Barberton, Inc.† | ||
3 | .374. | By-laws of QHG of Barberton, Inc.† | ||
3 | .375. | Certificate of Incorporation of QHG of Massillon, Inc.† | ||
3 | .376. | By-laws of QHG of Massillon, Inc.† | ||
3 | .377. | Certificate of Formation of SouthCrest, L.L.C.† | ||
3 | .378. | Second Amended and Restated Operating Agreement of SouthCrest, L.L.C.† | ||
3 | .379. | Certificate of Incorporation of Triad-South Tulsa Hospital Company, Inc.† | ||
3 | .380. | By-laws of Triad-South Tulsa Hospital Company, Inc.† | ||
3 | .381. | Certificate of Incorporation of QHG of South Carolina, Inc.† | ||
3 | .382. | By-laws of QHG of South Carolina, Inc.† | ||
3 | .383. | Certificate of Incorporation of QHG of Spartanburg, Inc.† | ||
3 | .384. | By-laws of QHG of Spartanburg, Inc.† | ||
4 | .1 | Senior Notes Indenture, dated as of July 25, 2007, by and among CHS/Community Health Systems, Inc., the Guarantors party thereto and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.3 to Community Health System Inc.’s Current Report on Form 8-K filed July 30, 2007(No. 001-15925)) | ||
4 | .2 | Registration Rights Agreement, dated as of July 25, 2007, by and among CHS/Community Health Systems, Inc., the Guarantors party thereto and the Initial Purchasers (incorporated by reference to Exhibit 4.1 to Community Health System Inc.’s Current Report on Form 8-K filed July 30, 2007(No. 001-15925)) | ||
4 | .3 | Form of 87/8% Senior Note due 2015 (included in Exhibit 4.1) | ||
4 | .4 | Joinder to the Registration Rights Agreement dated as of July 25, 2007 (incorporated by reference to Exhibit 4.2 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)) | ||
4 | .5 | First Supplemental Indenture, dated as of July 25, 2007, by and among CHS/Community Health Systems, Inc., Community Health Systems, Inc., Triad Healthcare Corporation, the other guarantors party thereto and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). |
II-9
Exhibit | ||||
No. | Description | |||
4 | .6 | First Supplemental Indenture relating to Community Health Systems, Inc.’s 61/2% Senior Subordinated Notes due 2012, dated as of July 24, 2007 by and among Community Health Systems, Inc. and U.S. Bank National Association (incorporated by reference to Exhibit 4.5 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
4 | .7 | Second Supplemental Indenture relating to Triad’s 7% Senior Notes due 2012, dated as of July 24, 2007, by and among Triad Hospitals Inc. and The Bank of New York Trust Company, N.A. (incorporated by reference to Exhibit 4.6 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
4 | .8 | First Supplemental Indenture relating to the Triad’s 7% Senior Subordinated Notes due 2013, dated as of July 24, 2007, by and among Triad Hospitals Inc. and The Bank of New York Trust Company, N.A (incorporated by reference to Exhibit 4.7 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
5 | .1 | Opinion of Kirkland & Ellis LLP† | ||
10 | .1 | Amended and Restated Credit Agreement dated as of August 19, 2004, among, CHS/Community Health Systems, Inc., Community Health Systems, Inc., JPMorgan Chase Bank, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent, Bank of America, N.A., as Documentation Agent and JP Morgan Securities Inc. and Banc of America Securities LLC as Joint Lead Arrangers and Joint Bookrunners and the other lender party thereto (incorporated by reference to Exhibit 10.1 to Community Health System Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2002) | ||
10 | .2 | First Amendment and Waiver, dated as of December 16, 2004 representing an amendment to the Amended and Restated Wachovia Credit Agreement dated as of August 19, 2004, among CHS/Community Health Systems, Inc., Community Health Systems, Inc., JPMorgan Chase Bank, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent Bank of America, N.A., as Documentation Agent and JP Morgan Securities Inc. and Banc of America Securities LLC as Joint Lead Arrangers and Joint Bookrunners and the other lenders party thereto (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2004) | ||
10 | .3 | Second Amendment dated as of July 8, 2005, to the Amended and Restated Credit Agreement dated as of August 19, 2004, among CHS/Community Health Systems, Inc., Community Health Systems, Inc., the several lenders thereto, JP Morgan Chase Bank, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent, and Bank of America, N.A., as Documentation Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed July 13, 2005 (No. 001-15925)) | ||
10 | .4 | Third Amendment, dated December 13, 2006, among CHS/CHS Community Health Systems, Inc., Community Health Systems, Inc., the several banks and other financial institutions lenders parties thereto, JP Morgan Chase Bank, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent, and Bank of America, National Association, as Documentation Agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed December 13, 2006 (No. 001-15925)) | ||
10 | .5 | First Incremental Facility Amendment, dated as of December 13, 2006, among CHS/CHS Community Health Systems, Inc., Community Health Systems, Inc., the several banks and other financial institutions lenders parties thereto, JP Morgan Chase Bank, as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent, and Bank of America, National Association, as Documentation Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed December 13, 2006 (No. 001-15925)) | ||
10 | .6 | Form of outside director Stock Option Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-1 (No. 333-31790)) | ||
10 | .7 | Form of Amendment No. 1 to the Director Stock Option Agreement (incorporated by reference to the Company’s Registration Statement on Form S-8 (No. 333-10034977)) | ||
10 | .8 | Community Health Systems, Inc. Amended and Restated 2000 Stock Option and Award Plan, as amended and restated on February 23, 2005 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed February 28, 2005 (No. 001-15925)) |
II-10
Exhibit | ||||
No. | Description | |||
10 | .9 | Form of Amendment No. 1 to the Community Health Systems, Inc. Amended and Restated 2000 Stock Option and Award Plan (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K dated December 20, 2005) | ||
10 | .10 | Form of Restricted Stock Award Agreement (Directors) (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K dated December 20, 2005) | ||
10 | .11 | Community Health Systems Deferred Compensation Plan Trust, Amended and Restated Effective February 26, 1999 (incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2002) | ||
10 | .12 | Community Health Systems Deferred Compensation Plan, as amended effective October 1, 1993; January 1, 1994; January 1, 1998; April 1, 1999; July 1, 2000; and June 1, 2001 (incorporated by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2002) | ||
10 | .13 | Community Health Systems, Inc. Director’s Fees Deferral Plan (incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2004) | ||
10 | .14 | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed February 28, 2005 (No. 001-15925)) | ||
10 | .15 | Form of Indemnification Agreement between the Registrant and its directors and executive officers (incorporated by reference to Exhibit 10.8 to the Company’s Current Report on Form 8-K filed February 28, 2005 (No. 001-15925)) | ||
10 | .16 | Community Health Systems, Inc. Supplemental Executive Retirement Plan (incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2002) | ||
10 | .17 | Amendment No. 2 to the Community Health Systems, Inc. Supplemental Executive Retirement Plan dated December 10, 2002 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed June 1, 2005 (No. 001-15925)) | ||
10 | .18 | Supplemental Executive Retirement Plan Trust, dated June 1, 2005, by and between CHS/Community Health Systems, Inc., as grantor, and Wachovia Bank, N.A., as trustee (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed June 1, 2005 (No. 001-15925)) | ||
10 | .19 | Participation Agreement entered into as of January 1, 2005, by and between Community Health Systems Professional Services Corporation and HealthTrust Purchasing Group, L.P. (incorporated by reference to Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2004) | ||
10 | .20 | Form of Performance Based Restricted Stock Award Agreement between Registrant and its executive officers (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed March 3, 2006 (No. 001-15925)) | ||
10 | .21 | Credit Agreement, dated as of July 25, 2007, by and among CHS/Community Health Systems, Inc., Community Health Systems, Inc., the lender parties thereto and Credit Suisse, as Administrative Agent and Collateral Agent, Credit Suisse Securities (USA) LLC and Wachovia Capital Markets, LLC as Joint Bookrunner and Co-Lead Arrangers, Wachovia Bank, N.A. as Syndication Agent, JPMorgan Chase Bank and Merrill Lynch Capital Corporation as Co-Documentation Agents (incorporated by reference to Exhibit 10.1 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
10 | .22 | Guarantee and Collateral Agreement, dated as of July 25, 2007, by and among CHS/Community Health Systems, Inc., Community Health Systems, Inc., the Subsidiaries from time to time party hereto and Credit Suisse, as collateral agent (incorporated by reference to Exhibit 10.2 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
10 | .23 | Joinder, dated as of July 25, 2007 to the Purchase Agreement dated as of June 27, 2007 (incorporated by reference to Exhibit 10.3 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). |
II-11
Exhibit | ||||
No. | Description | |||
10 | .24 | Form of Performance Based Restricted Stock Award Agreement, Part A (incorporated by reference to Exhibit 10.4 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
10 | .25 | Form of Performance Based Restricted Stock Award Agreement, Part B (incorporated by reference to Exhibit 10.5 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
10 | .26 | Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.6 to Community Health Systems, Inc.’s Current Report onForm 8-K filed July 30, 2007(No. 001-15925)). | ||
12 | .1 | Statement re Computation of Ratio of Earnings to Fixed Charges† | ||
21 | List of subsidiaries† | |||
23 | .1 | Consent of Deloitte & Touche LLP+ | ||
23 | .2 | Consent of Ernst & Young LLP+ | ||
24 | .1 | Power of Attorney+ | ||
25 | .1 | Statement of Eligibility of Trustee† | ||
99 | .1 | Form of Letter of Transmittal† |
* | Management Contract or Compensation Plan or Arrangement |
† | Filed herewith. |
+ | Previously filed with our Registration Statement on Form S-4, dated September 25, 2007 (file no. 333-146278) |
II-12
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, CHS/Community Health Systems, Inc. has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Franklin, State of Tennessee, on October 4, 2007.
CHS/COMMUNITY HEALTH SYSTEMS, INC.
By: | /s/ Rachel A. Seifert |
Rachel A. Seifert,as attorney in fact for
Wayne T. Smith
Chairman of the Board,
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this amendment to the registration statement has been signed below by the following persons on behalf of CHS/Community Health Systems, Inc. and in the capacities and on the dates indicated:
Signature | Title | Date | ||||
* Wayne T. Smith | Chairman of the Board, President, Chief Executive Officer and Director (Principal Executive Officer) | October 4, 2007 | ||||
* W. Larry Cash | Executive Vice President, Chief Financial Officer and Director (Principal Financial Officer) | October 4, 2007 | ||||
* T. Mark Buford | Vice President and Corporate Controller (Principal Accounting Officer) | October 4, 2007 | ||||
/s/ Rachel A. Seifert Rachel A. Seifert | Director | October 4, 2007 | ||||
*By: /s/ Rachel A. Seifert as attorney in fact |
S-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Franklin, State of Tennessee, on October 4, 2007.
COMMUNITY HEALTH SYSTEMS, INC.
By: | /s/ Rachel A. Seifert |
Rachel A. Seifert,as attorney in fact for
Wayne T. Smith
Chairman of the Board,
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this amendment to the registration statement has been signed below by the following persons on behalf of Community Health Systems, Inc. and in the capacities and on the dates indicated:
Signature | Title | Date | ||||
* Wayne T. Smith | Chairman of the Board, President, Chief Executive Officer and Director (Principal Executive Officer) | October 4, 2007 | ||||
* W. Larry Cash | Executive Vice President, Chief Financial Officer and Director (Principal Financial Officer) | October 4, 2007 | ||||
* T. Mark Buford | Vice President and Corporate Controller (Principal Accounting Officer) | October 4, 2007 | ||||
* Harvey Klein, M.D. | Director | October 4, 2007 | ||||
* H. Mitchell Watson, Jr. | Director | October 4, 2007 | ||||
* Dale F. Frey | Director | October 4, 2007 | ||||
* John A. Fry | Director | October 4, 2007 | ||||
* John A. Clerico | Director | October 4, 2007 | ||||
* Julia B. North | Director | October 4, 2007 | ||||
*By: /s/ Rachel A. Seifert as attorney in fact |
S-2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, each of the registrants listed below have duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Franklin, State of Tennessee, on October 4, 2007.
CHS HOLDINGS CORP.
HALLMARK HOLDINGS CORP.
By: | /s/ Rachel A. Seifert |
Rachel A. Seifert,as attorney in fact for
Wayne T. Smith
Chairman of the Board,
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this amendment to the registration statement has been signed below by the following persons on behalf of the Registrants and in the capacities and on the dates indicated:
Signature | Title | Date | ||||
* Kathleen Fritz | President and Director(Principal Executive Officer) | October 4, 2007 | ||||
* Cathleen Danielsson | Vice President, Secretary, Treasurer and Director(Principal Financial Officer and Principal Accounting Officer) | October 4, 2007 | ||||
*By: /s/ Rachel A. Seifert as attorney in fact |
S-3
Schedule A-1
Registrants
Registrants
Centre Hospital Corporation
Cullman Hospital Corporation
Foley Hospital Corporation
Fort Payne Hospital Corporation
Greenville Hospital Corporation
Forrest City Arkansas Hospital Company, LLC
Forrest City Hospital Corporation
Phillips Hospital Corporation
Payson Hospital Corporation
CHHS Holdings, LLC
Community GP Corp.
Community Health Investment Corporation
Community LP Corp.
Fallbrook Hospital Corporation
Hallmark Healthcare Corporation
Hospital of Barstow, Inc.
Lancaster Hospital Corporation
National Healthcare of Cleveland, Inc.
National Healthcare of Cullman, Inc.
National Healthcare of Decatur, Inc.
National Healthcare of Hartselle, Inc.
National Healthcare of Leesville, Inc.
National Healthcare of Mt. Vernon, Inc.
National Healthcare of Newport, Inc.
Pennsylvania Hospital Company, LLC
Phoenixville Hospital Company, LLC
Pottstown Hospital Company, LLC
Ruston Hospital Corporation
Watsonville Hospital Corporation
Webb Hospital Corporation\
Webb Hospital Holdings, LLC
Fannin Regional Hospital, Inc.
Anna Hospital Corporation
Galesburg Hospital Corporation
Granite City Hospital Corporation
Granite City Illinois Hospital Company, LLC
Marion Hospital Corporation
Red Bud Hospital Corporation
Red Bud Illinois Hospital Company, LLC
Waukegan Hospital Corporation
Waukegan Illinois Hospital Company, LLC
Hospital of Fulton, Inc.
Hospital of Louisa, Inc.
Jackson Hospital Corporation
Emporia Hospital Corporation
Ruston Louisiana Hospital Company, LLC
Farmington Hospital Corporation
Farmington Missouri Hospital Company, LLC
Kirksville Hospital Corporation
Moberly Hospital, Inc.
Williamston Hospital Corporation
S-4
Salem Hospital Corporation
Deming Hospital Corporation
Roswell Hospital Corporation
San Miguel Hospital Corporation
Kay County Hospital Corporation
Kay County Oklahoma Hospital Company, LLC
CHS Berwick Hospital Corporation
Clinton Hospital Corporation
Coatesville Hospital Corporation
Northampton Hospital Corporation
Sunbury Hospital Corporation
West Grove Hospital Corporation
Brownsville Hospital Corporation
Cleveland Hospital Corporation
Dyersburg Hospital Corporation
Hospital of Morristown, Inc.
Jackson Hospital Corporation
Jackson, Tennessee Hospital Company, LLC
Lakeway Hospital Corporation
Lexington Hospital Corporation
Martin Hospital Corporation
McKenzie Hospital Corporation
McNairy Hospital Corporation
Shelbyville Hospital Corporation
Sparta Hospital Corporation
Big Bend Hospital Corporation
Big Spring Hospital Corporation
Granbury Hospital Corporation
Jourdanton Hospital Corporation
NHCI of Hillsboro, Inc.
Weatherford Hospital Corporation
Weatherford Texas Hospital Company, LLC
Tooele Hospital Corporation
Franklin Hospital Corporation
Petersburg Hospital Company, LLC
Russell County Medical Center, Inc.
Virginia Hospital Company, LLC
Oak Hill Hospital Corporation
Evanston Hospital Corporation
Forrest City Clinic Company, LLC
QHG of Enterprise, Inc.
QHG of Jacksonville, Inc.
QHG of Springdale, Inc.
Triad — El Dorado, Inc.
Abilene Hospital, LLC
Abilene Merger, LLC
Arizona DH, LLC
Birmingham Holdings, LLC
Bluffton Health System, LLC
Brownwood Medical Center, LLC
Carlsbad Medical Center, LLC
Claremore Regional Hospital, LLC
Clarksville Holdings, LLC
S-5
College Station Medical Center, LLC
College Station Merger, LLC
CP Hospital GP, LLC
CPLP, LLC
Crestwood Hospital LP, LLC
Crestwood Hospital, LLC
CSMC, LLC
CSRA Holdings, LLC
Deaconess Holdings, LLC
Deaconess Hospital Holdings, LLC
Desert Hospital Holdings, LLC
Detar Hospital, LLC
Dukes Health System, LLC
Gadsden Regional Medical Center, LLC
Greenbrier VMC, LLC
GRMC Holdings, LLC
Hobbs Medco, LLC
Las Cruces Medical Center, LLC
Lea Regional Hospital, LLC
Longview Merger, LLC
LRH, LLC
Lutheran Health Network of Indiana, LLC
Massillon Health System, LLC
Medical Center of Brownwood, LLC
MMC of Nevada, LLC
Navarro Regional, LLC
NRH, LLC
Oregon Healthcorp, LLC
Palmer-Wasilla Health System, LLC
Regional Hospital of Longview, LLC
Russellville Holdings, LLC
SACMC, LLC
San Angelo Community Medical Center, LLC
San Angelo Medical, LLC
Southern Texas Medical Center, LLC
St. Joseph Health System, LLC
Tennyson Holdings, Inc.
Triad Holdings III, LLC
Triad Holdings IV, LLC
Triad Holdings V, LLC
Triad Healthcare Corporation
(f/k/a Triad Hospitals, Inc.)
Triad of Alabama, LLC
Triad of Oregon, LLC
Triad-ARMC, LLC
Triad-Denton Hospital GP, LLC
Triad-Navarro Regional Hospital Subsidiary, LLC
VHC Medical, LLC
Vicksburg Healthcare, LLC
Victoria Hospital, LLC
WHMC, LLC
Willamette Valley Medical Center, LLC
Women & Children’s Hospital, LLC
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Woodland Heights Medical Center, LLC
Woodward Health System, LLC
QHG Georgia Holdings, Inc.
Frankfort Health Partner, Inc.
QHG of Bluffton, Inc.
QHG of Clinton County, Inc.
QHG of Fort Wayne, Inc.
QHG of Warsaw, Inc.
QHG of Forrest County, Inc.
QHG of Hattiesburg, Inc.
River Region Medical Corporation
NC-DSH, Inc.
QHG of Barberton, Inc.
QHG of Massillon, Inc.
SouthCrest, L.L.C.
Triad-South Tulsa Hospital Company, Inc.
QHG of South Carolina, Inc.
QHG of Spartanburg, Inc.
Quorum Health Resources, LLC
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrants listed below have duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Franklin, State of Tennessee, on October 4, 2007.
Chesterfield/Marlboro, L.P.
By: Community GP Corp. |
Its General Partner
Cleveland Regional Medical Center, L.P.
By: Community GP Corp. |
Its: General Partner
ARMC, L.P.
By: Triad-ARMC, LLC |
Its: General Partner
Brownwood Hospital, L.P.
By: Brownwood Medical Center, LLC |
Its: General Partner
College Station Hospital, L.P.
By: College Station Medical Center, LLC |
Its: General Partner
Navarro Hospital, L.P.
By: Navarro Regional, LLC |
Its: General Partner
San Angelo Hospital, L.P.
By: San Angelo Community Medical Center, LLC |
Its: General Partner
Triad-Denton Hospital, L.P.
By: Triad-Denton Hospital GP, LLC |
Its: General Partner
Victoria of Texas, L.P.
By: Detar Hospital, LLC |
Its: General Partner
QHG Georgia, LP
By: QHG Georgia Holdings, Inc. |
Its: General Partner
IOM Health System, L.P.
By: Lutheran Health Network of Indiana, LLC |
Its: General Partner
By: | /s/ Rachel A. Seifert |
Rachel A. Seifert,as attorney in fact for
Martin G. Schweinhart
President
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, each of the Registrants listed below have duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Franklin, State of Tennessee, on October 4, 2007.
Each of the Registrants Named on
Schedule A-1 Hereto
By: | /s/ Rachel A. Seifert |
Rachel A. Seifert,as attorney in fact for
Martin G. Schweinhart
President
Pursuant to the requirements of the Securities Act of 1933, this amendment to the registration statement has been signed by the following persons in the capacities and on the dates indicated.
Name | Title | Date | ||||
* Martin G. Schweinhart | President and Director (Principal Executive Officer) | October 4, 2007 | ||||
* W. Larry Cash | Executive Vice President and Director (Principal Financial Officer) | October 4, 2007 | ||||
* T. Mark Buford | Vice President (Principal Accounting Officer) | October 4, 2007 | ||||
/s/ Rachel A. Seifert Rachel A. Seifert | Director | October 4, 2007 | ||||
*By: /s/ Rachel A. Seifert as attorney in fact |
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