EXHIBIT 99
UNAUDITED PRO FORMA COMBINED CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
The following unaudited pro forma combined condensed consolidated financial
statements have been prepared to give effect to numerous acquisitions described
herein using the purchase method of accounting and are based upon the
assumptions and adjustments described in the notes to the unaudited pro forma
combined condensed consolidated financial statements included herein. These
unaudited pro forma combined condensed consolidated financial statements were
prepared as if the acquisitions had been completed on January 1, 2004 for
statement of operations purposes and on June 30, 2005 for balance sheet
purposes.
The unaudited pro forma combined condensed consolidated financial
statements are presented for illustrative purposes only and are not necessarily
indicative of the financial position or results of operations that would have
actually been reported had the acquisitions occurred on the dates indicated, nor
are they necessarily indicative of the future financial position or results of
operations of LifePoint Hospitals, Inc. ("LifePoint"). Please refer to the notes
to the unaudited pro forma combined condensed consolidated financial information
for a detailed description of the calculation of the purchase prices. The
unaudited pro forma combined condensed consolidated financial statements include
adjustments, which are based upon preliminary estimates, to reflect the
allocations of purchase price to the fair values of acquired assets and assumed
liabilities of each acquisition. The final allocation of the purchase price will
be determined based upon the fair values of actual net tangible and intangible
assets acquired and liabilities assumed. The preliminary purchase price
allocations are subject to revision as more detailed analysis is completed and
additional information related to the fair values of assets acquired and
liabilities assumed becomes available. Any change in the fair value of the net
assets will change the amount of the purchase price allocable to goodwill.
Additionally, changes in working capital will change the amount of goodwill
recorded. Due to these varying assumptions, final purchase accounting
adjustments may differ materially from the pro forma adjustments presented
herein.
These unaudited pro forma combined condensed consolidated financial
statements are based upon, and should be read in conjunction with, the
historical consolidated financial statements of LifePoint and related notes
contained in the reports and other information LifePoint has filed with the
United States Securities and Exchange Commission.
UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED
BALANCE SHEET
JUNE 30, 2005
<Table>
<Caption>
PRO FORMA
AS REPORTED --------------------------
LIFEPOINT ADJUSTMENTS(a) COMBINED
----------- ------------- --------
(IN MILLIONS)
ASSETS
Current assets:
Cash and cash equivalents................................. $ 53.0 $ 20.0 $ 73.0
Accounts receivable, net.................................. 215.7 79.4 295.1
Inventories............................................... 48.7 17.8 66.5
Assets held for sale...................................... 19.2 -- 19.2
Deferred income taxes and other current assets............ 90.5 4.5 95.0
-------- ------ --------
427.1 121.7 548.8
Property and equipment, net................................. 1,251.3 295.0 1,546.3
Deferred loan costs, net.................................... 30.9 -- 30.9
Intangible assets, net...................................... 3.9 -- 3.9
Other....................................................... 234.9 (226.9) 8.0
Goodwill.................................................... 1,217.5 213.3 1,430.8
-------- ------- --------
$3,165.6 $ 403.1 $3,568.7
======== ======= ========
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable.......................................... $ 60.6 $ 33.8 $ 94.4
Accrued salaries.......................................... 52.5 16.8 69.3
Other current liabilities................................. 48.8 2.5 51.3
Current maturities of long-term debt...................... 4.2 -- 4.2
-------- ------- --------
166.1 53.1 219.2
Long-term debt.............................................. 1,585.0 350.0 1,935.0
Deferred income taxes....................................... 132.2 -- 132.2
Professional and general liability claims and other
liabilities............................................... 59.3 -- 59.3
Minority interests in equity of consolidated entities....... 3.3 -- 3.3
Stockholders' equity:
Preferred stock........................................... -- -- --
Common stock.............................................. 0.6 -- 0.6
Capital in excess of par value............................ 1,043.8 -- 1,043.8
Unearned ESOP compensation................................ (11.1) -- (11.1)
Unearned compensation on non-vested stock................. (34.2) -- (34.2)
Retained earnings......................................... 220.6 -- 220.6
-------- ------- --------
1,219.7 -- 1,219.7
-------- ------- --------
$3,165.6 $ 403.1 $3,568.7
======== ======= ========
</Table>
The accompanying notes are an integral part of these unaudited pro forma
combined condensed consolidated financial statements.
2
UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2005
<Table>
<Caption>
PRO FORMA
AS REPORTED -----------------------
LIFEPOINT PROVINCE(p) ADJUSTMENTS(b) COMBINED
----------- ----------- ----------- --------
(IN MILLIONS, EXCEPT PER SHARE DATA)
Revenues........................................ $ 743.5 $297.6 $282.3 $ 1,323.4
Salaries and benefits........................... 290.6 116.6 110.5 517.7
Supplies........................................ 96.7 39.2 54.3 190.2
Other operating expenses........................ 125.4 56.3 62.7 244.4
Provision for doubtful accounts................. 64.3 33.6 20.0 117.9
Depreciation and amortization................... 40.0 15.3 20.4 75.7
Interest expense, net........................... 17.9 9.3 20.9 48.1
Debt retirement costs........................... 10.0 -- (10.0) --
Transaction costs............................... 44.6 1.4 (46.0) --
ESOP expense.................................... 6.5 -- 4.6 11.1
-------- ------ ----- --------
696.0 271.7 237.4 1,205.1
-------- ------ ----- --------
Income from continuing operations before
minority interests and income taxes........... 47.5 25.9 44.9 118.3
Minority interests in earnings of consolidated
entities...................................... 0.5 0.1 -- 0.6
-------- ------ ----- --------
Income from continuing operations before
income taxes.................................. 47.0 25.8 44.9 117.7
Provision for income taxes...................... 23.8 9.8 13.5 47.1
-------- ------ ----- --------
Income from continuing operations............. $ 23.2 $ 16.0 $ 31.4 $ 70.6
======== ====== ===== ========
Basic earnings per share:
Income from continuing operations............... $ 0.52 (d) $ 1.32
======== ========
Shares used in per share calculation -- basic... 44.8 (d) 53.6
======== ========
Diluted earnings per share:
Income from continuing operations............... $ 0.51 (d) $ 1.26
======== ========
Shares used in per share
calculation -- diluted........................ 45.7 (d) 58.8
======== ========
</Table>
(p) The results of operations for Province Healthcare Company ("Province")
represents the period of January 1, 2005 through April 15, 2005.
The accompanying notes are an integral part of these unaudited pro forma
combined condensed consolidated financial statements.
3
UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2004
<Table>
<Caption>
PRO FORMA
AS REPORTED -----------------------
LIFEPOINT PROVINCE ADJUSTMENTS(c) COMBINED
----------- ----------- ----------- --------
(IN MILLIONS, EXCEPT PER SHARE DATA)
Revenues........................................ $996.9 $882.9 $601.2 $2,481.0
Salaries and benefits........................... 399.4 344.2 225.8 969.4
Supplies........................................ 129.1 114.2 118.7 362.0
Other operating expenses........................ 166.8 174.8 122.9 464.5
Provision for doubtful accounts................. 86.2 95.0 44.4 225.6
Depreciation and amortization................... 48.1 46.9 47.9 142.9
Interest expense, net........................... 12.6 29.6 37.8 80.0
Debt retirement costs........................... 1.5 -- (1.5) --
ESOP expense.................................... 9.4 -- 11.4 20.8
-------- ------ ------ --------
853.1 804.7 607.4 2,265.2
-------- ------ ------ --------
Income (loss) from continuing operations before
minority interests and income taxes........... 143.8 78.2 (6.2) 215.8
Minority interests in earnings of consolidated
entities...................................... 1.0 0.7 -- 1.7
-------- ------ ------ --------
Income (loss) from continuing operations before
income taxes.................................. 142.8 77.5 (6.2) 214.1
Provision (benefit) for income taxes............ 56.0 27.7 (2.4) 81.3
-------- ------ ------ --------
Income (loss) from continuing operations...... $ 86.8 $ 49.8 $(3.8) $ 132.8
======== ====== ====== ========
Basic earnings per share:
Income from continuing operations............... $ 2.34 (d) $ 2.55
======== ========
Shares used in per share calculation -- basic... 37.0 (d) 52.0
======== ========
Diluted earnings per share:
Income from continuing operations............... $ 2.20 (d) $ 2.43
======== ========
Shares used in per share
calculation -- diluted........................ 42.8 (d) 57.5
======== ========
</Table>
The accompanying notes are an integral part of these unaudited pro forma
combined condensed consolidated financial statements.
4
NOTES TO UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED
FINANCIAL INFORMATION
1. BASIS OF PRO FORMA PRESENTATION
COMBINATION WITH PROVINCE HEALTHCARE COMPANY
On April 15, 2005, LifePoint Hospitals, Inc. ("LifePoint" or the
"Company"), Historic LifePoint Hospitals, Inc. ("Historic LifePoint"), formerly
known as LifePoint Hospitals, Inc., and Province Healthcare Company ("Province
Healthcare") completed their merger (the "Province Merger") to form a new public
company, LifePoint Hospitals, Inc. (formerly known as Lakers Holding Corp.).
Historic LifePoint stockholders and Province Healthcare stockholders approved
the merger at special meetings of each company's respective stockholders, each
held on Monday, March 28, 2005.
In accordance with the terms of their merger agreement, Historic LifePoint
and Province Healthcare each became wholly owned subsidiaries of LifePoint. All
outstanding shares of both companies were exchanged for shares of LifePoint. In
addition, Province Healthcare stockholders became entitled to receive $11.375 in
cash and 0.2917 of a share of LifePoint common stock for each share of Province
Healthcare common stock they held at the close of business on April 15, 2005. No
fractional shares of LifePoint common stock were issued in the merger, and
Province Healthcare stockholders who otherwise would be entitled to receive
fractional shares became entitled to receive a cash payment in lieu of those
fractional shares equal to the fractional share interest multiplied by $44.53,
the last sale price of one share of LifePoint common stock on the Nasdaq
National Market on April 14, 2005, the last trading day preceding April 15,
2005, the closing date of the merger.
Based on $42.79, the 20-day weighted average Historic LifePoint stock price
as of April 12, 2005 and the number of shares of Province common stock
outstanding on such date, LifePoint issued approximately 15.0 million shares of
its common stock to Province stockholders and paid approximately $586.3 million
in cash. Each LifePoint stockholder received one share of LifePoint common stock
for each share of Historic LifePoint common stock. The preliminary purchase
price allocation of the Province Merger is included in LifePoint's balance sheet
as of June 30, 2005.
OTHER ACQUISITIONS
On June 1, 2005, the Company finalized its previously announced agreement
with the Wythe County Community Hospital ("WCCH") Board of Directors to lease
the 104-bed facility located in Wytheville, Virginia for a term of 30 years.
Included in the transaction were certain working capital and major moveable
equipment purchased as part of the lease agreement. The acquisition was
finalized with a payment of $49.8 million, including working capital to WCCH.
The preliminary purchase price allocation of the acquisition of WCCH is included
in LifePoint's reported balance sheet as of June 30, 2005.
Effective July 1, 2005, the Company completed its acquisition of Danville
Regional Medical Center ("DRMC") and related assets in Danville, Virginia for
$229.3 million, including working capital (the "Danville Acquisition"). DRMC is
a 350-bed hospital with annual revenues of approximately $180.0 million. The
purchase price of DRMC is reflected as a deposit and included in other assets in
LifePoint's balance sheet as of June 30, 2005.
On July 14, 2005, the Company announced the signing of a definitive
agreement to purchase five hospitals in Virginia and West Virginia from HCA Inc.
("HCA") for approximately $285.0 million in cash, plus working capital and other
adjustments estimated to be $45.0 million, based on March 31, 2005 financial
statements. The Company expects to complete the transaction in the fourth
quarter of 2005 subject to customary regulatory approvals.
The five facilities (the "HCA Facilities") to be purchased from HCA are:
Facility Number of Beds
-------- --------------
Clinch Valley Medical Center, Richlands, VA 200 beds
St. Joseph's Hospital, Parkersburg, WV 325 beds
Saint Francis Hospital, Charleston, WV 155 beds
Raleigh General Hospital, Beckley, WV 369 beds
Putnam General Hospital, Hurricane, WV 68 beds
DISCONTINUED OPERATIONS
During the second quarter of 2005, subsequent to the Province Merger,
the Company committed to a plan to divest three hospitals acquired in the
Province Merger. The three hospitals to be divested are 96-bed Medical Center of
Southern Indiana located in Charlestown, Indiana, 123-bed Ashland Regional
Medical Center located in Ashland, Pennsylvania, and 51-bed Palo Verde Hospital
located in Blythe, California. The Company anticipates that the disposal of the
three facilities will take place in the next twelve months.
The Company has designated the three hospitals acquired in the Province
Merger as discontinued operations, consistent with provisions of Statement of
Financial Accounting Standards ("SFAS") No. 144, "Accounting for the Impairment
or Disposal of Long-Lived Assets" ("SFAS No. 144"). The results of operations,
net of taxes, and the carrying value of the assets of the three hospitals that
are to be sold are reflected in LifePoint's financial statements as discontinued
operations in accordance with SFAS No. 144. In connection with the decision to
divest the three hospitals, the Company recognized an impairment charge of $4.7
million, net of taxes, in discontinued operations in the second quarter of 2005.
The impairment charge relates to decreases in fair value of one of the hospitals
subsequent to the Province Merger.
The assets of the facilities to be sold are reported as assets held for sale
in LifePoint's balance sheet and are comprised entirely of property and
equipment totaling $19.2 million at June 30, 2005.
2. PRELIMINARY PURCHASE PRICE
The estimated total purchase price of the proposed acquisition of the
facilities from HCA is $285.0 million, plus working capital and other
adjustments estimated to be $45.0 million. The purchase price of the DRMC
acquisition was $229.3 million, including working capital. Under the purchase
method of accounting, the total estimated purchase prices will be allocated to
the net tangible and intangible assets acquired based upon their estimated fair
values as of the date of completion of the proposed transactions. Any excess of
the purchase price over the estimated fair value of the net tangible and
intangible assets acquired will be recorded as goodwill. Based upon the
estimated purchase prices and assumptions regarding valuations of acquired
assets and liabilities, the preliminary purchase price allocations, which will
change based upon the completion of valuations to be performed by a third party
valuation firm, are as follows (amounts in millions):
<Table>
<Caption>
DRMC HCA TOTAL
FACILITIES
-------------------- -------------- --------------
Net working capital $ 3.6 $ 45.0 $ 48.6
Property and equipment 110.0 185.0 295.0
Other long-term assets 2.0 0.4 2.4
Goodwill 113.7 99.6 213.3
-------------------- -------------- --------------
Total purchase price $ 229.3 $ 330.0 $ 559.3
==================== ============== ==============
</Table>
The depreciation and amortization related to the fair value adjustments are
reflected as pro forma adjustments to the unaudited pro forma combined condensed
consolidated financial statements. Goodwill represents the excess of the
purchase price over the fair market value of the net tangible and intangible
assets acquired and liabilities assumed. Goodwill will not be amortized and will
be tested for impairment on an annual basis and whenever events or circumstances
occur indicating that the goodwill may be impaired. The preliminary purchase
price allocations are subject to revision as more detailed analysis is
completed, including the completion of valuations to be performed by a third
party valuation firm. Any change in the fair value of the assets acquired or
liabilities assumed of the facilities acquired will change the amount of the
purchase price allocable to goodwill. The final purchase price allocations may
differ materially from the allocations presented herein.
3. PRO FORMA ADJUSTMENTS
Pro forma adjustments are necessary to reflect the estimated purchase
price and the preliminary fair values of assets acquired and liabilities assumed
for the facilities to be acquired from HCA, to preliminarily allocate the
purchase price of DRMC to the acquired assets and assumed liabilities, to
reflect financing transactions associated with the proposed acquisitions, to
reflect the results of operations of recent acquisitions, to reflect
discontinued operations for three hospitals acquired from Province, to reflect
changes in depreciation and amortization expense resulting from the estimated
fair value adjustments to net tangible assets, and to reflect the income tax
effects related to the pro forma adjustments. There were no intercompany
transactions between LifePoint and the acquired businesses.
The pro forma combined provision for income taxes does not reflect the
amounts that would have resulted had LifePoint and the acquired businesses filed
consolidated income tax returns during the periods presented.
There are no material non-recurring adjustments in the unaudited pro forma
combined condensed consolidated statements of operations.
The accompanying unaudited pro forma combined condensed consolidated
financial statements have been prepared as if the proposed acquisitions were
completed on June 30, 2005 for balance sheet purposes and as of January 1, 2004
for statements of operations purposes, and reflect the following pro forma
adjustments:
(a) Record the purchase price allocations and additional debt (in
millions):
Incur additional indebtedness of $350.0 to complete the
acquisition of the HCA Facilities
Additional indebtedness $ 350.0
Total purchase price for HCA Facilities 330.0
-------
Increase in available cash $ 20.0
=======
Allocate DRMC from other assets $ 229.3
=======
(b) The following table has been prepared to describe each of the components of
the pro forma adjustments in the unaudited pro forma condensed consolidated
statement of operations for the six months ended June 30, 2005. This table
is presented for illustrative purposes only and is not necessarily
indicative of the results of operations that would have actually been
reported had the acquisitions occurred on January 1, 2004, nor is it
necessarily indicative of the future results of operations.
UNAUDITED PRO FORMA COMBINED ADJUSTMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 2005
<Table>
<Caption>
-------------------------------------------------------------------------------------------
(1) (2) (3) (4) (5)
Other Total
Other Discontinued Province Acquisitions Other Pro Forma
Acquisitions Operations Adjustments Adjustments Adjustments Adjustments
-------------------------------------------------------------------------------------------
Revenues $ 300.0 $ (17.7) $ -- $ -- $ -- $ 282.3
Salaries and benefits 126.4 (9.1) (3.4) (3.4) -- 110.5
Supplies 56.5 (1.8) (0.4) -- -- 54.3
Other operating expenses 68.9 (5.8) (1.9) 1.5 -- 62.7
Provision for doubtful accounts 21.6 (1.6) -- -- -- 20.0
Depreciation and amortization 16.2 (1.0) 3.0 2.2 -- 20.4
Interest expense, net -- -- -- -- 20.9 20.9
Debt retirement costs -- -- -- -- (10.0) (10.0)
Transaction costs -- -- (1.4) -- (44.6) (46.0)
ESOP expense -- -- 2.1 2.5 -- 4.6
------------------------------------------------------------------------------------------
289.6 (19.3) (2.0) 2.8 (33.7) 237.4
------------------------------------------------------------------------------------------
Income (loss) from continuing
operations before minority
interests and income taxes 10.4 1.6 2.0 (2.8) 33.7 44.9
Minority interests in earnings
of consolidated entities -- -- -- -- -- --
------------------------------------------------------------------------------------------
Income (loss) from continuing
operations before income taxes 10.4 1.6 2.0 (2.8) 33.7 44.9
Provision (benefit) for income taxes 4.0 0.6 0.8 (1.1) 9.2 13.5
------------------------------------------------------------------------------------------
Income (loss) from continuing operations $ 6.4 $ 1.0 $ 1.2 $ (1.7) $ 24.5 $ 31.4
==========================================================================================
</Table>
(1) To record the pro forma operations of WCCH during the period January
1, 2005 through May 31, 2005, and DRMC and HCA Facilities during the
period January 1, 2005 through June 30, 2005.
(2) To record the elimination of the operations of the three facilities
held for sale during the period January 1, 2005 through April 15,
2005. Refer to Note 1 for a further description of these discontinued
operations, as defined in SFAS No. 144.
(3) To record the pro forma adjustments related to the Province Merger.
These adjustments primarily relate to the elimination of the expenses
at the Province corporate office and to adjust depreciation and
amortization expense as a result of the purchase price adjustments of
Province's property and equipment. For further description of these
adjustments, please refer to our Current Report on Form 8-K filed on
June 10, 2005.
(4) To record the elimination of the pension expense related to the
operations of WCCH, DRMC and HCA Facilities and record additional ESOP
expense based upon 2.5% of salaries expense. In addition, to record
property taxes for WCCH and DRMC as they were not-for-profit entities,
and to adjust depreciation and amortization expense as a result of the
purchase price adjustments of WCCH, DRMC and HCA Facilities property
and equipment.
(5) To eliminate non-recurring transaction costs and debt retirement
costs. In addition, to record pro forma interest expense based upon
the debt structure of LifePoint during the period presented and an
additional indebtedness of $350.0 million with an assumed annual
interest rate of 5.50%.
(c) The following table has been prepared to describe each of the components of
the pro forma adjustments in the unaudited pro forma condensed consolidated
statement of operations for the twelve months ended December 31, 2004. This
table is presented for illustrative purposes only and is not necessarily
indicative of the results of operations that would have actually been
reported had the acquisitions occurred on January 1, 2004, nor is it
necessarily indicative of future results of operations.
UNAUDITED PRO FORMA COMBINED ADJUSTMENTS
FOR THE YEAR ENDED DECEMBER 31, 2004
(4)
(1) (2) (3) Other (5) Total
Other Discontinued Province Acquisitions Other Pro Forma
Acquisitions Operations Adjustments Adjustments Adjustments Adjustments
--------------------------------------------------------------------------------------------
Revenues $652.8 $(51.6) $ -- $ -- $ -- $601.2
Salaries and benefits 271.1 (26.3) (12.7) (6.3) -- 225.8
Supplies 125.5 (5.4) (1.4) -- -- 118.7
Other operating expenses 143.1 (16.9) (5.2) 1.9 -- 122.9
Provision for doubtful accounts 49.3 (4.9) -- -- -- 44.4
Depreciation and amortization 35.4 (3.2) 11.4 4.3 -- 47.9
Interest expense, net -- -- -- -- 37.8 37.8
Debt retirement costs -- -- -- -- (1.5) (1.5)
ESOP expense -- -- 6.1 5.3 -- 11.4
-------------------------------------------------------------------------------------------
624.4 (56.7) (1.8) 5.2 36.3 607.4
-------------------------------------------------------------------------------------------
Income (loss) from continuing
operations before minority
interests and income taxes 28.4 5.1 1.8 (5.2) (36.3) (6.2)
Minority interests in earnings
of consolidated entities -- -- -- -- -- --
-------------------------------------------------------------------------------------------
Income (loss) from continuing
operations before income taxes 28.4 5.1 1.8 (5.2) (36.3) (6.2)
Provision (benefit) for income taxes 10.8 1.9 0.7 (2.0) (13.8) (2.4)
-------------------------------------------------------------------------------------------
Income (loss) from continuing
operations $ 17.6 $ 3.2 $ 1.1 $ (3.2) $ (22.5) $ (3.8)
===========================================================================================
(1) To record the pro forma operations of River Parishes Hospital during
the period January 1, 2004 through June 30, 2004. LifePoint acquired
River Parishes Hospital effective July 1, 2004. To record the pro
forma operations of Las Cruces Medical Center during the period
January 1, 2004 through May 31, 2004. Province acquired Las Cruces
Medical Center effective June 1, 2004. In addition, to record the pro
forma operations of WCCH, DRMC and HCA Facilities during the period
January 1, 2004 through December 31, 2004.
(2) To record the elimination of the operations of the three facilities
held for sale during the period January 1, 2004 through December 31,
2004. Refer to Note 1 for a further description of these discontinued
operations, as defined in SFAS No. 144.
(3) To record the pro forma adjustments related to the Province Merger.
These adjustments primarily relate to the elimination of the expenses
at the Province corporate office and to adjust depreciation and
amortization expense as a result of the purchase price adjustments of
Province's property and equipment. For further description of these
adjustments, please refer to our Current Report on Form 8-K filed on
June 10, 2005.
(4) To record the elimination of the pension expense related to the
operations of River Parishes Hospital, Las Cruces Medical Center,
WCCH, DRMC and HCA Facilities and record additional ESOP expense
based upon 2.5% of salaries expense. In addition, to record property
taxes for Las Cruces Medical Center, WCCH and DRMC as they were
not-for-profit entities, and to adjust depreciation and amortization
expense as a result of the purchase price adjustments of River
Parishes, Las Cruces Medical Center, WCCH, DRMC and HCA Facilities
property and equipment.
(5) To eliminate non-recurring transaction costs and debt retirement
costs. In addition, to record pro forma interest expense based upon
the debt structure of LifePoint during the period presented and an
additional indebtedness of $350.0 million with an assumed annual
interest rate of 5.50%.
(d) Shares used to calculate unaudited pro forma income from continuing
operations per share were computed by adding to LifePoint's weighted
average shares outstanding of approximately 15.0 million shares of
LifePoint common stock issued for the Province Merger.
Diluted earnings per share is calculated using the "if-converted" method.
Interest expense related to LifePoint's convertible notes, net of taxes, is
added to income from continuing operations for the numerator of this
calculation. The interest expense, net of taxes, added to income from
continuing operations was $6.7 million and $3.4 million for the year ended
December 31, 2004 and six months ended June 30, 2005, respectively.