(Mark One) | ||
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year ended December 31, 2010 | ||
OR
|
||
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from to |
Delaware
|
27-3865930 | |
(State or Other Jurisdiction of | (I.R.S. Employer Identification No.) | |
Incorporation or Organization) | ||
One Park Plaza
|
37203 | |
Nashville, Tennessee | (Zip Code) | |
(Address of Principal Executive Offices) |
Large accelerated
filer
o
|
Accelerated filer o |
Non-accelerated
filer
þ
(Do not check if a smaller reporting company) |
Smaller reporting company o |
2
Item 1.
Business
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grow our presence in existing markets;
achieve industry-leading performance in clinical and
satisfaction measures;
recruit and employ physicians to meet need for high quality
health services;
continue to leverage our scale and market positions to enhance
profitability; and
selectively pursue a disciplined development strategy.
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Year Ended
December 31,
2010
2009
2008
24
%
23
%
23
%
7
7
6
6
6
5
4
4
3
53
52
53
6
8
10
100
%
100
%
100
%
5
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screening all patients, including the uninsured, through our
emergency screening protocol, to determine the appropriate care
setting in light of their condition, while reducing the
potential for bad debt; and
increasing up-front collections from patients subject to co-pay
and deductible requirements and uninsured patients.
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Years Ended December 31,
2010
2009
2008
2007
2006
156
155
158
161
166
97
97
97
99
98
38,827
38,839
38,504
38,405
39,354
38,655
38,825
38,422
39,065
40,653
1,554,400
1,556,500
1,541,800
1,552,700
1,610,100
2,468,400
2,439,000
2,363,600
2,352,400
2,416,700
4.8
4.8
4.9
4.9
4.9
20,523
20,650
20,795
21,049
21,688
53
%
53
%
54
%
54
%
53
%
5,706,200
5,593,500
5,246,400
5,116,100
5,213,500
783,600
794,600
797,400
804,900
820,900
487,100
494,500
493,100
516,500
533,100
(a)
Excludes eight facilities in 2010, 2009, 2008 and 2007 and seven
facilities in 2006 that are not consolidated (accounted for
using the equity method) for financial reporting purposes.
(b)
Excludes nine facilities in 2010, 2007 and 2006 and eight
facilities in 2009 and 2008 that are not consolidated (accounted
for using the equity method) for financial reporting purposes.
(c)
Licensed beds are those beds for which a facility has been
granted approval to operate from the applicable state licensing
agency.
(d)
Represents the average number of licensed beds, weighted based
on periods owned.
(e)
Represents the total number of patients admitted to our
hospitals and is used by management and certain investors as a
general measure of inpatient volume.
(f)
Equivalent admissions are used by management and certain
investors as a general measure of combined inpatient and
outpatient volume. Equivalent admissions are computed by
multiplying admissions (inpatient volume) by the sum of gross
inpatient revenue and gross outpatient revenue and then dividing
the resulting amount by gross inpatient revenue. The equivalent
admissions computation equates outpatient revenue to
the volume measure (admissions) used to measure inpatient
volume, resulting in a general measure of combined inpatient and
outpatient volume.
(g)
Represents the average number of days admitted patients stay in
our hospitals.
(h)
Represents the average number of patients in our hospital beds
each day.
(i)
Represents the percentage of hospital licensed beds occupied by
patients. Both average daily census and occupancy rate provide
measures of the utilization of inpatient rooms.
(j)
Represents the number of patients treated in our emergency rooms.
(k)
Represents the number of surgeries performed on patients who
were not admitted to our hospitals. Pain management and
endoscopy procedures are not included in outpatient surgeries.
(l)
Represents the number of surgeries performed on patients who
have been admitted to our hospitals. Pain management and
endoscopy procedures are not included in inpatient surgeries.
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how many previously uninsured individuals will obtain coverage
as a result of the Health Reform Law (while the CBO estimates
32 million, CMS estimates almost 34 million; both
agencies made a number of assumptions to derive that figure,
including how many individuals will ignore substantial subsidies
and decide to pay the penalty rather than obtain health
insurance and what percentage of people in the future will meet
the new Medicaid income eligibility requirements);
what percentage of the newly insured patients will be covered
under the Medicaid program and what percentage will be covered
by private health insurers;
the extent to which states will enroll new Medicaid participants
in managed care programs;
the pace at which insurance coverage expands, including the pace
of different types of coverage expansion;
30
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the change, if any, in the volume of inpatient and outpatient
hospital services that are sought by and provided to previously
uninsured individuals;
the rate paid to hospitals by private payers for newly covered
individuals, including those covered through the newly created
Exchanges and those who might be covered under the Medicaid
program under contracts with the state;
the rate paid by state governments under the Medicaid program
for newly covered individuals;
how the value-based purchasing and other quality programs will
be implemented;
the percentage of individuals in the Exchanges who select the
high deductible plans, since health insurers offering those
kinds of products have traditionally sought to pay lower rates
to hospitals;
whether the net effect of the Health Reform Law, including the
prohibition on excluding individuals based on pre-existing
conditions, the requirement to keep medical costs at or above a
specified minimum percentage of premium revenue, other health
insurance reforms and the annual fee applied to all health
insurers, will be to put pressure on the bottom line of health
insurers, which in turn might cause them to seek to reduce
payments to hospitals with respect to both newly insured
individuals and their existing business; and
the possibility that implementation of the provisions expanding
health insurance coverage or the entire Health Reform Law will
be delayed due to court challenges or revised or eliminated as a
result of court challenges and efforts to repeal or amend the
law. More than 20 challenges to the Health Reform Law have been
filed in federal courts. Some federal district courts have
upheld the constitutionality of the Health Reform Law or
dismissed cases on procedural grounds. Others have held
unconstitutional the requirement that individuals maintain
health insurance or pay a penalty and have either found the
entire Health Reform Law void in its entirety or left the
remainder of the Health Reform Law intact. These lawsuits are
subject to appeal, and several are currently on appeal,
including those that hold the law unconstitutional.
the amount of overall revenues the Company will generate from
Medicare and Medicaid business when the reductions are
implemented;
whether reductions required by the Health Reform Law will be
changed by statute or by judicial decision prior to becoming
effective;
the size of the Health Reform Laws annual productivity
adjustment to the market basket beginning in 2012 payment years;
the amount of the Medicare DSH reductions that will be made,
commencing in federal fiscal year 2014;
the allocation to our hospitals of the Medicaid DSH reductions,
commencing in federal fiscal year 2014;
what the losses in revenues will be, if any, from the Health
Reform Laws quality initiatives;
how successful ACOs, in which we anticipate participating, will
be at coordinating care and reducing costs or whether they will
decrease reimbursement;
the scope and nature of potential changes to Medicare
reimbursement methods, such as an emphasis on bundling payments
or coordination of care programs;
31
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whether the Companys revenues from upper payment limit
(UPL) programs will be adversely affected, because
there may be fewer indigent, non-Medicaid patients for whom the
Company provides services pursuant to UPL programs; and
reductions to Medicare payments CMS may impose for
excessive readmissions.
32
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33
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58
Chairman of the Board and Chief Executive Officer
54
President, Chief Financial Officer and Director
63
Senior Vice President Finance and Treasurer
64
Senior Vice President
52
Senior Vice President Communications
49
Group President
57
Group President
50
President Operations
50
Group President Service Line and Operations
Integration
49
President Clinical and Physician Services Group and
Chief Medical Officer
56
Group President
54
Senior Vice President Development
56
Senior Vice President Internal Audit Services
55
Senior Vice President Human Resources
54
Senior Vice President and Controller
50
Senior Vice President Strategic Pricing and Analytics
60
President NewCo Business Solutions
57
Senior Vice President, General Counsel and Chief Labor Relations
Officer
55
Senior Vice President and Chief Information Officer
61
Senior Vice President and Chief Ethics and Compliance Officer
34
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35
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36
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Item 1A.
Risk
Factors
increasing our vulnerability to downturns or adverse changes in
general economic, industry or competitive conditions and adverse
changes in government regulations;
requiring a substantial portion of cash flow from operations to
be dedicated to the payment of principal and interest on our
indebtedness, therefore reducing our ability to use our cash
flow to fund our operations, capital expenditures and future
business opportunities;
exposing us to the risk of increased interest rates as certain
of our unhedged borrowings are at variable rates of interest;
limiting our ability to make strategic acquisitions or causing
us to make nonstrategic divestitures;
limiting our ability to obtain additional financing for working
capital, capital expenditures, product or service line
development, debt service requirements, acquisitions and general
corporate or other purposes; and
limiting our ability to adjust to changing market conditions and
placing us at a competitive disadvantage compared to our
competitors who are less highly leveraged.
37
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incur additional indebtedness or issue certain preferred shares;
pay dividends on, repurchase or make distributions in respect of
our capital stock or make other restricted payments;
make certain investments;
sell or transfer assets;
create liens;
consolidate, merge, sell or otherwise dispose of all or
substantially all of our assets; and
enter into certain transactions with our affiliates.
38
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39
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40
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how many previously uninsured individuals will obtain coverage
as a result of the Health Reform Law (while the CBO estimates
32 million, CMS estimates almost 34 million; both
agencies made a number of assumptions to derive that figure,
including how many individuals will ignore substantial subsidies
and decide to pay the penalty rather than obtain health
insurance and what percentage of people in the future will meet
the new Medicaid income eligibility requirements);
what percentage of the newly insured patients will be covered
under the Medicaid program and what percentage will be covered
by private health insurers;
the extent to which states will enroll new Medicaid participants
in managed care programs;
the pace at which insurance coverage expands, including the pace
of different types of coverage expansion;
the change, if any, in the volume of inpatient and outpatient
hospital services that are sought by and provided to previously
uninsured individuals;
the rate paid to hospitals by private payers for newly covered
individuals, including those covered through the newly created
Exchanges and those who might be covered under the Medicaid
program under contracts with the state;
the rate paid by state governments under the Medicaid program
for newly covered individuals;
how the value-based purchasing and other quality programs will
be implemented;
the percentage of individuals in the Exchanges who select the
high deductible plans, since health insurers offering those
kinds of products have traditionally sought to pay lower rates
to hospitals;
whether the net effect of the Health Reform Law, including the
prohibition on excluding individuals based on pre-existing
conditions, the requirement to keep medical costs at or above a
specified minimum percentage of premium revenue, other health
insurance reforms and the annual fee applied to all health
insurers, will be to put pressure on the bottom line of health
insurers, which in turn might cause them to seek to reduce
payments to hospitals with respect to both newly insured
individuals and their existing business; and
the possibility that implementation of the provisions expanding
health insurance coverage or the entire Health Reform Law will
be delayed due to court challenges or revised or eliminated as a
result of court challenges and efforts to repeal or amend the
law. More than 20 challenges to the Health Reform Law have been
filed in federal courts. Some federal district courts have
upheld the constitutionality of the Health Reform Law or
dismissed cases on procedural grounds. Others have held
unconstitutional the requirement that individuals maintain
health insurance or pay a penalty and have either found the
Health Reform Law void in its entirety or left the remainder of
the law intact. These lawsuits are subject to appeal, and
several are currently on appeal, including those that hold the
law unconstitutional.
the amount of overall revenues the Company will generate from
Medicare and Medicaid business when the reductions are
implemented;
41
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whether reductions required by the Health Reform Law will be
changed by statute or by judicial decision prior to becoming
effective;
the size of the Health Reform Laws annual productivity
adjustment to the market basket beginning in 2012 payment years;
the amount of the Medicare DSH reductions that will be made,
commencing in federal fiscal year 2014;
the allocation to our hospitals of the Medicaid DSH reductions,
commencing in federal fiscal year 2014;
what the losses in revenues will be, if any, from the Health
Reform Laws quality initiatives;
how successful ACOs, in which we anticipate participating, will
be at coordinating care and reducing costs or whether they will
decrease reimbursement;
the scope and nature of potential changes to Medicare
reimbursement methods, such as an emphasis on bundling payments
or coordination of care programs;
whether the Companys revenues from UPL programs will be
adversely affected, because there may be fewer indigent,
non-Medicaid patients for whom the Company provides services
pursuant to UPL programs; and
reductions to Medicare payments CMS may impose for
excessive readmissions.
42
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billing and coding for services and properly handling
overpayments;
relationships with physicians and other referral sources;
necessity and adequacy of medical care;
quality of medical equipment and services;
qualifications of medical and support personnel;
confidentiality, maintenance, data breach, identity theft and
security issues associated with health-related and personal
information and medical records;
screening, stabilization and transfer of individuals who have
emergency medical conditions;
licensure and certification;
hospital rate or budget review;
preparing and filing of cost reports;
operating policies and procedures;
activities regarding competitors; and
addition of facilities and services.
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44
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45
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accounting and financial reporting;
billing and collecting accounts;
coding and compliance;
clinical systems;
medical records and document storage;
inventory management;
negotiating, pricing and administering managed care contracts
and supply contracts; and
monitoring quality of care and collecting data on quality
measures necessary for full Medicare payment updates.
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47
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Item 1B.
Unresolved
Staff Comments
Item 2.
Properties
Hospitals
Beds
1
250
5
1,637
7
2,259
38
9,808
11
1,946
2
481
1
278
4
1,286
2
384
6
1,264
1
130
6
1,055
3
1,074
2
295
2
793
3
740
12
2,345
36
10,410
6
968
10
3,089
6
704
164
41,196
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Item 3.
Legal
Proceedings
Item 4.
(Removed
and Reserved)
50
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82
83
84
85
86
87
88
F-25
Item 5.
Market
for Registrants Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities
51
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Item 6.
Selected
Financial Data
SELECTED FINANCIAL DATA
AS OF AND FOR THE YEARS ENDED DECEMBER 31
(Dollars in millions, except per share amounts)
2010
2009
2008
2007
2006
$
30,683
$
30,052
$
28,374
$
26,858
$
25,477
12,484
11,958
11,440
10,714
10,409
4,961
4,868
4,620
4,395
4,322
5,004
4,724
4,554
4,233
4,056
2,648
3,276
3,409
3,130
2,660
(282
)
(246
)
(223
)
(206
)
(197
)
(243
)
1,421
1,425
1,416
1,426
1,391
2,097
1,987
2,021
2,215
955
(4
)
15
(97
)
(471
)
(205
)
123
43
64
24
24
442
28,452
28,050
27,204
25,460
23,614
2,231
2,002
1,170
1,398
1,863
658
627
268
316
626
1,573
1,375
902
1,082
1,237
366
321
229
208
201
$
1,207
$
1,054
$
673
$
874
$
1,036
$
12.75
$
11.16
$
7.16
$
9.31
(a)
12.43
10.99
7.04
9.15
(a)
42.50
(a)
$
23,852
$
24,131
$
24,280
$
24,025
$
23,675
2,650
2,264
2,391
2,356
2,502
28,225
25,670
26,989
27,308
28,408
141
147
155
164
125
1,132
1,008
995
938
907
(10,794
)
(7,978
)
(9,260
)
(9,600
)
(10,467
)
$
3,085
$
2,747
$
1,990
$
1,564
$
1,988
(1,039
)
(1,035
)
(1,467
)
(479
)
(1,307
)
(1,325
)
(1,317
)
(1,600
)
(1,444
)
(1,865
)
(1,947
)
(1,865
)
(451
)
(1,326
)
(383
)
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2010
2009
2008
2007
2006
156
155
158
161
166
97
97
97
99
98
38,827
38,839
38,504
38,405
39,354
38,655
38,825
38,422
39,065
40,653
1,554,400
1,556,500
1,541,800
1,552,700
1,610,100
2,468,400
2,439,000
2,363,600
2,352,400
2,416,700
4.8
4.8
4.9
4.9
4.9
20,523
20,650
20,795
21,049
21,688
53
%
53
%
54
%
54
%
53
%
5,706,200
5,593,500
5,246,400
5,116,100
5,213,500
783,600
794,600
797,400
804,900
820,900
487,100
494,500
493,100
516,500
533,100
46
45
49
53
53
$
125,640
$
115,682
$
102,843
$
92,429
$
84,913
38
%
38
%
37
%
37
%
36
%
(a)
Due to our November 2006 Merger and
Recapitalization, our capital structure and share-based
compensation plans for periods before and after the
Recapitalization are not comparable; therefore, we are
presenting earnings and dividends declared per share information
only for periods subsequent to the Recapitalization.
(b)
Excludes eight facilities in 2010,
2009, 2008 and 2007 and seven facilities in 2006 that are not
consolidated (accounted for using the equity method) for
financial reporting purposes.
(c)
Excludes nine facilities in 2010,
2007 and 2006 and eight facilities in 2009 and 2008 that are not
consolidated (accounted for using the equity method) for
financial reporting purposes.
(d)
Licensed beds are those beds for
which a facility has been granted approval to operate from the
applicable state licensing agency.
(e)
Represents the average number of
licensed beds, weighted based on periods owned.
(f)
Represents the total number of
patients admitted to our hospitals and is used by management and
certain investors as a general measure of inpatient volume.
(g)
Equivalent admissions are used by
management and certain investors as a general measure of
combined inpatient and outpatient volume. Equivalent admissions
are computed by multiplying admissions (inpatient volume) by the
sum of gross inpatient revenue and gross outpatient revenue and
then dividing the resulting amount by gross inpatient revenue.
The equivalent admissions computation equates
outpatient revenue to the volume measure (admissions) used to
measure inpatient volume, resulting in a general measure of
combined inpatient and outpatient volume.
(h)
Represents the average number of
days admitted patients stay in our hospitals.
(i)
Represents the average number of
patients in our hospital beds each day.
(j)
Represents the percentage of
hospital licensed beds occupied by patients. Both average daily
census and occupancy rate provide measures of the utilization of
inpatient rooms.
(k)
Represents the number of patients
treated in our emergency rooms.
(l)
Represents the number of surgeries
performed on patients who were not admitted to our hospitals.
Pain management and endoscopy procedures are not included in
outpatient surgeries.
(m)
Represents the number of surgeries
performed on patients who have been admitted to our hospitals.
Pain management and endoscopy procedures are not included in
inpatient surgeries.
(n)
Revenues per day is calculated by
dividing the revenues for the period by the days in the period.
Days revenues in accounts receivable is then calculated as
accounts receivable, net of the allowance for doubtful accounts,
at the end of the period divided by revenues per day.
(o)
Gross patient revenues are based
upon our standard charge listing. Gross charges/revenues
typically do not reflect what our hospital facilities are paid.
Gross charges/revenues are reduced by contractual adjustments,
discounts and charity care to determine reported revenues.
(p)
Represents the percentage of
patient revenues related to patients who are not admitted to our
hospitals.
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AND RESULTS OF OPERATIONS
Item 7.
Managements
Discussion and Analysis of Financial Condition and Results of
Operations
54
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
55
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
56
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
57
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
2010
2009
2008
$
2,648
$
3,276
$
3,409
4,641
2,935
1,853
2,337
2,151
1,747
$
9,626
$
8,362
$
7,009
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
% of Accounts Receivable
Under 91 Days
91180 Days
Over 180 Days
14
%
1
%
1
%
21
4
4
17
8
30
52
%
13
%
35
%
12
%
1
%
1
%
18
4
4
13
8
39
43
%
13
%
44
%
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
60
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
2010
2009
2008
$
1,269
$
1,330
$
1,469
272
258
239
(50
)
(47
)
(64
)
222
211
175
7
4
7
236
268
307
243
272
314
$
1,248
$
1,269
$
1,330
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Years Ended December 31,
2010
2009
2008
34
%
34
%
35
%
10
10
9
9
9
8
8
7
7
32
34
35
7
6
6
100
%
100
%
100
%
Years Ended December 31,
2010
2009
2008
31
%
31
%
31
%
9
8
8
9
8
7
4
4
4
44
44
44
3
5
6
100
%
100
%
100
%
(a)
Increases in discounts to uninsured revenues have resulted in
declines in the percentage of our inpatient revenues related to
the uninsured, as the percentage of uninsured admissions
compared to total admissions has increased slightly.
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
64
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
2010
2009
2008
Amount
Ratio
Amount
Ratio
Amount
Ratio
$
30,683
100.0
$
30,052
100.0
$
28,374
100.0
12,484
40.7
11,958
39.8
11,440
40.3
4,961
16.2
4,868
16.2
4,620
16.3
5,004
16.3
4,724
15.7
4,554
16.1
2,648
8.6
3,276
10.9
3,409
12.0
(282
)
(0.9
)
(246
)
(0.8
)
(223
)
(0.8
)
1,421
4.6
1,425
4.8
1,416
5.0
2,097
6.8
1,987
6.6
2,021
7.1
(4
)
15
(97
)
(0.3
)
123
0.4
43
0.1
64
0.2
28,452
92.7
28,050
93.3
27,204
95.9
2,231
7.3
2,002
6.7
1,170
4.1
658
2.2
627
2.1
268
0.9
1,573
5.1
1,375
4.6
902
3.2
366
1.2
321
1.1
229
0.8
$
1,207
3.9
$
1,054
3.5
$
673
2.4
2.1
%
5.9
%
5.6
%
11.5
71.1
(16.3
)
14.5
56.7
(23.0
)
(0.1
)
1.0
(0.7
)
1.2
3.2
0.5
0.9
2.6
5.2
2.1
6.1
7.0
0.1
1.2
0.9
1.4
3.4
1.9
0.6
2.6
5.1
(a)
Represents the total number of patients admitted to our
hospitals and is used by management and certain investors as a
general measure of inpatient volume.
(b)
Equivalent admissions are used by management and certain
investors as a general measure of combined inpatient and
outpatient volume. Equivalent admissions are computed by
multiplying admissions (inpatient volume) by the sum of gross
inpatient revenue and gross outpatient revenue and then dividing
the resulting amount by gross inpatient revenue. The equivalent
admissions computation equates outpatient revenue to
the volume measure (admissions) used to measure inpatient
volume, resulting in a general measure of combined inpatient and
outpatient volume.
(c)
Same facility information excludes the operations of hospitals
and their related facilities that were either acquired, divested
or removed from service during the current and prior year.
65
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FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Operating Measures on a Cash Revenues Basis
(Dollars in millions)
2010
2009
2008
Non-
Non-
Non-
GAAP %
GAAP %
GAAP %
GAAP %
GAAP %
GAAP %
of Cash
of
of Cash
of
of Cash
of
Revenues
Revenues
Revenues
Revenues
Revenues
Revenues
Amount
Ratios(b)
Ratios(b)
Amount
Ratios(b)
Ratios(b)
Amount
Ratios(b)
Ratios(b)
$
30,683
100.0
%
$
30,052
100.0
%
$
28,374
100.0
%
2,648
3,276
3,409
28,035
100.0
%
26,776
100.0
%
24,965
100.0
%
12,484
44.5
40.7
11,958
44.7
39.8
11,440
45.8
40.3
4,961
17.7
16.2
4,868
18.2
16.2
4,620
18.5
16.3
5,004
17.9
16.3
4,724
17.6
15.7
4,554
18.3
16.1
2.1
%
5.9
%
5.6
%
4.7
7.2
5.2
0.9
2.6
5.2
3.5
3.9
4.7
(a)
Cash revenues is defined as
reported revenues less the provision for doubtful accounts. We
use cash revenues as an analytical indicator for purposes of
assessing the effect of uninsured patient volumes, adjusted for
the effect of both the revenue deductions related to uninsured
accounts (charity care and uninsured discounts) and the
provision for doubtful accounts (which relates primarily to
uninsured accounts), on our revenues and certain operating
expenses, as a percentage of cash revenues. Variations in the
revenue deductions related to uninsured accounts generally have
the inverse effect on the provision for doubtful accounts.
During 2010, uninsured discounts increased $1.706 billion
and the provision for doubtful accounts declined
$628 million, compared to 2009. During 2009, uninsured
discounts increased $1.082 billion and the provision for
doubtful accounts declined $133 million, compared to 2008.
Cash revenues is commonly used as an analytical indicator within
the health care industry. Cash revenues should not be considered
as a measure of financial performance under generally accepted
accounting principles. Because cash revenues is not a
measurement determined in accordance with generally accepted
accounting principles and is thus susceptible to varying
calculations, cash revenues, as presented, may not be comparable
to other similarly titled measures of other health care
companies.
(b)
Salaries and benefits, supplies and
other operating expenses, as a percentage of cash revenues (a
non-GAAP financial measure), present the impact on these ratios
due to the adjustment of deducting the provision for doubtful
accounts from reported revenues and results in these ratios
being non-GAAP financial measures. We believe these non-GAAP
financial measures are useful to investors to provide
disclosures of our results of operations on the same basis as
that used by management. Management uses this information to
compare certain operating expense categories as a percentage of
cash revenues. Management finds this information useful to
evaluate certain expense category trends without the influence
of whether adjustments related to revenues for uninsured
accounts are recorded as revenue adjustments (charity care and
uninsured discounts) or operating expenses (provision for
doubtful accounts), and thus the expense category trends are
generally analyzed as a percentage of cash revenues. These
non-GAAP financial measures should not be considered
alternatives to GAAP financial measures. We believe this
supplemental information provides management and the users of
our financial statements with useful information for
period-to-period
comparisons. Investors are encouraged to use GAAP measures when
evaluating our overall financial performance.
66
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
67
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
68
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
69
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
70
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
71
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
72
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Payments Due by Period
Total
Current
2-3 Years
4-5 Years
After 5 Years
$
29,803
$
1,845
$
4,824
$
5,053
$
18,081
12,013
848
7,828
1,147
2,190
1,876
269
466
293
848
225
37
44
36
108
$
43,917
$
2,999
$
13,162
$
6,529
$
21,227
Other Commercial Commitments Not Recorded on the
Commitment Expiration by Period
Total
Current
2-3 Years
4-5 Years
After 5 Years
$
59
$
52
$
6
$
1
$
82
9
41
32
33
26
7
2
2
$
176
$
87
$
54
$
33
$
2
(a)
We have not included obligations to pay net estimated
professional liability claims ($1.248 billion at
December 31, 2010, including net reserves of
$452 million relating to the wholly-owned insurance
subsidiary) in this table. The estimated professional liability
claims, which occurred prior to 2007, are expected to be funded
by the designated investment securities that are restricted for
this purpose ($742 million at December 31, 2010). We
also have not included obligations related to unrecognized tax
benefits of $413 million at December 31, 2010, as we
cannot reasonably estimate the timing or amounts of cash
payments, if any, at this time.
(b)
Estimates of interest payments assume that interest rates,
borrowing spreads and foreign currency exchange rates at
December 31, 2010, remain constant during the period
presented.
(c)
Amounts relate to future operating lease obligations, purchase
obligations and other obligations and are not recorded in our
consolidated balance sheet. Amounts also include physician
commitments that are recorded in our consolidated balance sheet.
(d)
Amounts relate primarily to instances in which we have agreed to
indemnify various commercial insurers who have provided surety
bonds to cover self-insured workers compensation claims,
utility deposits and damages for malpractice cases which were
awarded to plaintiffs by the courts. These cases are currently
under appeal and the bonds will not be released by the courts
until the cases are closed.
(e)
Amounts relate primarily to various insurance programs and
employee benefit plan obligations for which we have letters of
credit outstanding.
(f)
In consideration for physicians relocating to the communities in
which our hospitals are located and agreeing to engage in
private practice for the benefit of the respective communities,
we make advances to physicians, normally over a period of one
year, to assist in establishing the physicians practices.
The actual amount of these commitments to be advanced often
depends upon the financial results of the physicians
private practices
73
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
during the recruitment agreement payment period. The physician
commitments reflected were based on our maximum exposure on
effective agreements at December 31, 2010.
(g)
We have entered into guarantee agreements related to certain
leases.
74
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
75
Table of Contents
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
76
Table of Contents
Item 7A.
Quantitative
and Qualitative Disclosures about Market Risk
Item 8.
Financial
Statements and Supplementary Data
Item 9.
Changes
in and Disagreements with Accountants on Accounting and
Financial Disclosure
Item 9A.
Controls
and Procedures
1.
Conclusion
Regarding the Effectiveness of Disclosure Controls and
Procedures
2.
Internal
Control Over Financial Reporting
77
Table of Contents
78
Table of Contents
Item 9B.
Other
Information
79
Table of Contents
Item 10.
Directors,
Executive Officers and Corporate Governance
Item 11.
Executive
Compensation
Item 12.
Security
Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters
Item 13.
Certain
Relationships and Related Transactions, and Director
Independence
80
Table of Contents
Item 14.
Principal
Accountant Fees and Services
Item 15.
Exhibits
and Financial Statement Schedules
2
.1
Agreement and Plan of Merger, dated July 24, 2006, by and
among HCA Inc., Hercules Holding II, LLC and Hercules
Acquisition Corporation (filed as Exhibit 2.1 to the
Companys Current Report on
Form 8-K
filed July 25, 2006, and incorporated herein by reference).
2
.2
Merger Agreement, dated November 22, 2010, by and among HCA
Inc., HCA Holdings, Inc., and HCA Merger Sub LLC (filed as
Exhibit 2.1 to the Companys Current Report on
Form 8-K
filed November 24, 2010, and incorporated herein by
reference).
3
.1
Amended and Restated Certificate of Incorporation of the Company
(filed as Exhibit 3.1 to the Companys Current Report
on Form 8-K filed November 24, 2010, and incorporated
herein by reference).
3
.2
Amended and Restated Bylaws of the Company (filed as
Exhibit 3.2 to the Companys Current Report on
Form 8-K filed November 24, 2010, and incorporated
herein by reference).
4
.1
Specimen Certificate for shares of Common Stock, par value $0.01
per share, of the Company. (filed as Exhibit 3 to the
Companys Form 8-A/A Amendment No. 2, filed
March 11, 2004 (file no. 001-11239), and incorporated
herein by reference).
4
.2
Indenture, dated November 17, 2006, among HCA Inc., the
guarantors party thereto and The Bank of New York, as trustee
(filed as Exhibit 4.1 to the Companys Current Report
on
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.3
Security Agreement, dated as of November 17, 2006, among
HCA Inc., the subsidiary grantors party thereto and The Bank of
New York, as collateral agent (filed as Exhibit 4.2 to the
Companys Current Report on
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.4
Pledge Agreement, dated as of November 17, 2006, among HCA
Inc., the subsidiary pledgors party thereto and The Bank of New
York, as collateral agent (filed as Exhibit 4.3 to the
Companys Current Report of
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.5(a)
Form of
9
1
/
8
% Senior
Secured Notes due 2014 (included in Exhibit 4.2).
4
.5(b)
Form of
9
1
/
4
% Senior
Secured Notes due 2016 (included in Exhibit 4.2).
4
.5(c)
Form of
9
5
/
8
%/10
3
/
8
% Senior
Secured Toggle Notes due 2016 (included in Exhibit 4.2).
4
.6
Indenture, dated February 19, 2009, among HCA Inc, the
guarantors party thereto, The Bank of New York Mellon, as
collateral agent and The Bank of New York Mellon
Trust Company, N.A., as trustee (filed as Exhibit 4.1
to the Companys Current Report on
Form 8-K
filed February 25, 2009, and incorporated herein by
reference).
4
.7
Form of
9
7
/
8
% Senior
Secured Notes due 2017 (included in Exhibit 4.6).
81
Table of Contents
4
.8(a)
$13,550,000,000 1,000,000,000 Credit
Agreement, dated as of November 17, 2006, among HCA Inc.,
HCA UK Capital Limited, the lending institutions from time to
time parties thereto, Banc of America Securities LLC,
J.P. Morgan Securities Inc., Citigroup Global Markets Inc.
and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as joint lead arrangers and joint bookrunners,
Bank of America, N.A., as administrative agent, JPMorgan Chase
Bank, N.A. and Citicorp North America, Inc., as co-syndication
agents and Merrill Lynch Capital Corporation, as documentation
agent (filed as Exhibit 4.8 to the Companys Current
Report on
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.8(b)
Amendment No. 1 to the Credit Agreement, dated as of
February 16, 2007, among HCA Inc., HCA UK Capital Limited,
the lending institutions from time to time parties thereto, Bank
of America, N.A., as administrative agent, JPMorgan Chase Bank,
N.A., and Citicorp North America, Inc., as Co-Syndication
Agents, Banc of America Securities, LLC, J.P. Morgan
Securities Inc., Citigroup Global Markets Inc. and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, as joint
lead arrangers and bookrunners, Deutsche Bank Securities and
Wachovia Capital Markets LLC, as joint bookrunners and Merrill
Lynch Capital Corporation, as documentation agent (filed as
Exhibit 4.7(b) to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).
4
.8(c)
Amendment No. 2 to the Credit Agreement, dated as of
March 2, 2009, among HCA Inc., HCA UK Capital Limited, the
lending institutions from time to time parties thereto, Bank of
America, N.A., as administrative agent, JPMorgan Chase Bank,
N.A., and Citicorp North America, Inc., as Co-Syndication
Agents, Banc of America Securities, LLC, J.P. Morgan
Securities Inc., Citigroup Global Markets Inc. and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, as joint
lead arrangers and bookrunners, Deutsche Bank Securities and
Wachovia Capital Markets LLC, as joint bookrunners and Merrill
Lynch Capital Corporation, as documentation agent (filed as
exhibit 4.8(c) to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).
4
.8(d)
Amendment No. 3 to the Credit Agreement, dated as of
June 18, 2009, among HCA Inc., HCA UK Capital Limited, the
lending institutions from time to time parties thereto, Bank of
America, N.A., as administrative agent, JPMorgan Chase Bank,
N.A., and Citicorp North America, Inc., as Co-Syndication
Agents, Banc of America Securities, LLC, J.P. Morgan
Securities Inc., Citigroup Global Markets Inc. and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, as joint
lead arrangers and bookrunners, Deutsche Bank Securities and
Wachovia Capital Markets LLC, as joint bookrunners and Merrill
Lynch Capital Corporation, as documentation agent (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed June 22, 2009, and incorporated herein by reference).
4
.8(e)
Extension Amendment No. 1 to the Credit Agreement, dated as
of April 6, 2010, among HCA Inc., HCA UK Capital Limited,
the lending institutions from time to time parties thereto, Bank
of America, N.A., as administrative agent and collateral agent
(filed as Exhibit 10.1 to the Companys Current Report
on
Form 8-K
filed April 8, 2010, and incorporated herein by reference).
4
.8(f)
Amended and Restated Joinder Agreement No. 1, dated as of
November 8, 2010, by and among each of the financial
institutions listed as a Replacement-1 Revolving Credit
Lender on Schedule A thereto, HCA Inc., Bank of
America, N.A., as Administrative Agent and as Collateral Agent,
and the other parties listed on the signature pages thereto
(filed as Exhibit 4.1 to the Companys Quarterly
Report on
Form 10-Q
filed November 9, 2010, and incorporated herein by
reference).
4
.9
U.S. Guarantee, dated November 17, 2006, among HCA Inc.,
the subsidiary guarantors party thereto and Bank of America,
N.A., as administrative agent (filed as Exhibit 4.9 to the
Companys Current Report on
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.10
Indenture, dated as of April 22, 2009, among HCA Inc., the
guarantors party thereto, Deutsche Bank Trust Company
Americas, as paying agent, registrar and transfer agent, and Law
Debenture Trust Company of New York, as trustee (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed April 28, 2009, and incorporated herein by reference).
4
.11
Security Agreement, dated as November 17, 2006, and amended
and restated as of March 2, 2009, among the Company, the
Subsidiary Grantors named therein and Bank of America, N.A., as
Collateral Agent (filed as exhibit 4.10 to the
Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).
Table of Contents
4
.12
Pledge Agreement, dated as of November 17, 2006, and
amended and restated as of March 2, 2009, among the
Company, the Subsidiary Pledgors named therein and Bank of
America, N.A., as Collateral Agent (filed as exhibit 4.11
to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).
4
.13
Form of
8
1
/
2
% Senior
Secured Notes due 2019 (included in Exhibit 4.10).
4
.14
Indenture, dated as of August 11, 2009, among HCA Inc., the
guarantors party thereto, Deutsche Bank Trust Company
Americas, as paying agent, registrar and transfer agent, and Law
Debenture Trust Company of New York, as trustee (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed August 17, 2009, and incorporated herein by
reference).
4
.15
Form of
7
7
/
8
% Senior
Secured Notes due 2020 (included in Exhibit 4.14).
4
.16
Indenture, dated as of March 10, 2010, among HCA Inc., the
guarantors party thereto, Deutsche Bank Trust Company
Americas, as paying agent, registrar and transfer agent, and Law
Debenture Trust Company of New York, as trustee (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed March 12, 2010, and incorporated herein by reference).
4
.17
Form of
7
1
/
4
% Senior
Secured Notes due 2020 (included in Exhibit 4.16).
4
.18(a)
$2,000,000,000 Amended and Restated Credit Agreement, dated as
of June 20, 2007, among HCA Inc., the subsidiary borrowers
parties thereto, the lending institutions from time to time
parties thereto, Banc of America Securities LLC,
J.P. Morgan Securities Inc., Citigroup Global Markets Inc.
and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as joint lead arrangers and joint bookrunners,
Bank of America, N.A., as administrative agent, JPMorgan Chase
Bank, N.A. and Citicorp North America, Inc., as co-syndication
agents, and Merrill Lynch Capital Corporation, as documentation
agent (filed as Exhibit 4.1 to the Companys Current
Report on
Form 8-K
filed June 26, 2007, and incorporated herein by reference).
4
.18(b)
Amendment No. 1 to the $2,000,000,000 Amended and Restated
Credit Agreement, dated as of March 2, 2009, among HCA
Inc., the subsidiary borrowers parties thereto, the lending
institutions from time to time parties thereto, Banc of America
Securities LLC, J.P. Morgan Securities Inc., Citigroup
Global Markets Inc. and Merrill Lynch, Pierce,
Fenner & Smith Incorporated, as joint lead arrangers
and joint bookrunners, Bank of America, N.A., as administrative
agent, JPMorgan Chase Bank, N.A. and Citicorp North America,
Inc., as co-syndication agents, and Merrill Lynch Capital
Corporation, as documentation agent (filed as
exhibit 4.12(b) to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).
4
.19
Security Agreement, dated as of November 17, 2006, among
HCA Inc., the subsidiary borrowers party thereto and Bank of
America, N.A., as collateral agent (filed as Exhibit 4.13
to the Companys Current Report on
Form 8-K
filed November 24, 2006, and incorporated herein by
reference).
4
.20(a)
General Intercreditor Agreement, dated as of November 17,
2006, between Bank of America, N.A., as First Lien Collateral
Agent, and The Bank of New York, as Junior Lien Collateral Agent
(filed as Exhibit 4.13(a) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.20(b)
Additional General Intercreditor Agreement, dated as of
April 22, 2009, by and among Bank of America, N.A., in its
capacity as First Lien Collateral Agent, The Bank of New York
Mellon, in its capacity as Junior Lien Collateral Agent and in
its capacity as 2006 Second Lien Trustee and The Bank of New
York Mellon Trust Company, N.A., in its capacity as 2009
Second Lien Trustee (filed as Exhibit 4.6 to the
Companys Current Report on
Form 8-K
filed April 28, 2009, and incorporated herein by reference).
4
.20(c)
Additional General Intercreditor Agreement, dated as of
August 11, 2009, by and among Bank of America, N.A., in its
capacity as First Lien Collateral Agent, The Bank of New York
Mellon, in its capacity as Junior Lien Collateral Agent and in
its capacity as trustee for the Second Lien Notes issued on
November 17, 2006, and The Bank of New York Mellon
Trust Company, N.A., in its capacity as trustee for the
Second Lien Notes issued on February 19, 2009 (filed as
Exhibit 4.6 to the Companys Current Report on
Form 8-K
filed August 17, 2009, and incorporated herein by
reference).
4
.20(d)
Receivables Intercreditor Agreement, dated as of
November 17, 2006, among Bank of America, N.A., as ABL
Collateral Agent, Bank of America, N.A., as CF Collateral Agent
and The Bank of New York, as Bonds Collateral Agent (filed as
Exhibit 4.13(b) to the Companys Registration
Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
Table of Contents
4
.20(e)
Additional Receivables Intercreditor Agreement, dated as of
April 22, 2009, by and between Bank of America, N.A. as ABL
Collateral Agent, and Bank of America, N.A. as New First Lien
Collateral Agent (filed as Exhibit 4.7 to the
Companys Current Report on
Form 8-K
filed April 28, 2009, and incorporated herein by reference).
4
.20(f)
Additional Receivables Intercreditor Agreement, dated as of
August 11, 2009, by and between Bank of America, N.A., as
ABL Collateral Agent, and Bank of America, N.A., as New First
Lien Collateral Agent (filed as Exhibit 4.7 to the
Companys Current Report on
Form 8-K
filed August 17, 2009, and incorporated herein by
reference).
4
.20(g)
First Lien Intercreditor Agreement, dated as of April 22,
2009, among Bank of America, N.A. as Collateral Agent, Bank of
America, N.A. as Authorized Representative under the Credit
Agreement and Law Debenture Trust Company of New York as
the Initial Additional Authorized Representative (filed as
Exhibit 4.5 to the Companys Current Report on
Form 8-K
filed April 28, 2009, and incorporated herein by reference).
4
.21
Registration Rights Agreement, dated as of November 22,
2010, among HCA Holdings, Inc., Hercules Holding II, LLC and
certain other parties thereto (filed as Exhibit 4.4 to the
Companys Current Report on
Form 8-K
filed November 24, 2010, and incorporated herein by
reference).
4
.22
Registration Rights Agreement, dated as of March 16, 1989,
by and among HCA-Hospital Corporation of America and the persons
listed on the signature pages thereto (filed as
Exhibit 4.14 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.23
Assignment and Assumption Agreement, dated as of
February 10, 1994, between HCA-Hospital Corporation of
America and the Company relating to the Registration Rights
Agreement, as amended (filed as Exhibit 4.15 to the
Companys Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.24(a)
Indenture, dated as of December 16, 1993 between the
Company and The First National Bank of Chicago, as Trustee
(filed as Exhibit 4.16(a) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.24(b)
First Supplemental Indenture, dated as of May 25, 2000
between the Company and Bank One Trust Company, N.A., as
Trustee (filed as Exhibit 4.16(b) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.24(c)
Second Supplemental Indenture, dated as of July 1, 2001
between the Company and Bank One Trust Company, N.A., as
Trustee (filed as Exhibit 4.16(c) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.24(d)
Third Supplemental Indenture, dated as of December 5, 2001
between the Company and The Bank of New York, as Trustee (filed
as Exhibit 4.16(d) to the Companys Registration
Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.24(e)
Fourth Supplemental Indenture, dated as of November 14,
2006, between the Company and The Bank of New York, as Trustee
(filed as Exhibit 4.1 to the Companys Current Report
on
Form 8-K
filed November 16, 2006, and incorporated herein by
reference).
4
.25
Form of 7.5% Debentures due 2023 (filed as
Exhibit 4.17 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.26
Form of 8.36% Debenture due 2024 (filed as
Exhibit 4.18 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.27
Form of Fixed Rate Global Medium-Term Note (filed as
Exhibit 4.19 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.28
Form of Floating Rate Global Medium-Term Note (filed as
Exhibit 4.20 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.29
Form of 7.69% Note due 2025 (filed as Exhibit 4.10 to
the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2004 (File
No. 001-11239),
and incorporated herein by reference).
4
.30
Form of 7.19% Debenture due 2015 (filed as
Exhibit 4.22 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.31
Form of 7.50% Debenture due 2095 (filed as
Exhibit 4.23 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
Table of Contents
4
.32
Form of 7.05% Debenture due 2027 (filed as
Exhibit 4.24 to the Companys Registration Statement
on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.33(a)
7
7
/
8
% Note
in the principal amount of $100,000,000 due 2011 (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed January 31, 2001 (File
No. 001-11239),
and incorporated herein by reference).
4
.33(b)
7
7
/
8
% Note
in the principal amount of $400,000,000 due 2011 (filed as
Exhibit 4.2 to the Companys Current Report on
Form 8-K
filed January 31, 2001 (File
No. 001-11239),
and incorporated herein by reference).
4
.34(a)
6.95% Note due 2012 in the principal amount of $400,000,000
(filed as Exhibit 4.29(a) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.34(b)
6.95% Note due 2012 in the principal amount of $100,000,000
(filed as Exhibit 4.29(b) to the Companys
Registration Statement on
Form S-4
(File
No. 333-145054),
and incorporated herein by reference).
4
.35(a)
6.30% Note due 2012 in the principal amount of $400,000,000
(filed as Exhibit 4.1 to the Companys Current Report
on
Form 8-K
dated September 18, 2002 (File
No. 001-11239),
and incorporated herein by reference).
4
.35(b)
6.30% Note due 2012 in the principal amount of $100,000,000
(filed as Exhibit 4.2 to the Companys Current Report
on
Form 8-K
dated September 18, 2002 (File
No. 001-11239),
and incorporated herein by reference).
4
.36(a)
6.25% Note due 2013 in the principal amount of $400,000,000
(filed as Exhibit 4.1 to the Companys Current Report
on
Form 8-K
dated February 5, 2003 (File
No. 001-11239),
and incorporated herein by reference).
4
.36(b)
6
3
/
4
% Note
due 2013 in the principal amount of $100,000,000 (filed as
Exhibit 4.2 to the Companys Current Report on
Form 8-K
dated February 5, 2003 (File
No. 001-11239),
and incorporated herein by reference).
4
.37(a)
6
3
/
4
% Note
due 2013 in the principal amount of $400,000,000 (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
dated July 23, 2003 (File
No. 001-11239),
and incorporated herein by reference).
4
.37(b)
6
3
/
4
% Note
due 2013 in the principal amount of $100,000,000 (filed as
Exhibit 4.2 to the Companys Current Report on
Form 8-K
dated July 23, 2003 (File
No. 001-11239),
and incorporated herein by reference).
4
.38
7.50% Note due 2033 in the principal amount of $250,000,000
(filed as Exhibit 4.2 to the Companys Current Report
on
Form 8-K
dated November 6, 2003 (File
No. 001-11239),
and incorporated herein by reference).
4
.39
5.75% Note due 2014 in the principal amount of $500,000,000
(filed as Exhibit 4.1 to the Companys Current Report
on
Form 8-K
dated March 8, 2004 (File
No. 001-11239),
and incorporated herein by reference).
4
.40(a)
6.375% Note due 2015 in the principal amount of
$500,000,000 (filed as Exhibit 4.2 to the Companys
Current Report on
Form 8-K
dated November 16, 2004 (File
No. 001-11239),
and incorporated herein by reference).
4
.40(b)
6.375% Note due 2015 in the principal amount of
$250,000,000 (filed as Exhibit 4.3 to the Companys
Current Report on
Form 8-K
dated November 16, 2004 (File
No. 001-11239),
and incorporated herein by reference).
4
.41(a)
6.500% Note due 2016 in the principal amount of
$500,000,000 (filed as Exhibit 4.1 to the Companys
Current Report on
Form 8-K
filed on February 8, 2006, and incorporated herein by
reference).
4
.41(b)
6.500% Note due 2016 in the principal amount of $500,000,000
(filed as Exhibit 4.2 to the Companys Current Report
on
Form 8-K
filed on February 8, 2006, and incorporated herein by
reference).
4
.42
Indenture, dated as of November 23, 2010, among HCA
Holdings, Inc., Deutsche Bank Trust Company Americas, as
paying agent, registrar and transfer agent, and Law Debenture
Trust Company of New York, as trustee (filed as
Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed November 24, 2010, and incorporated herein by
reference).
Table of Contents
4
.43
Form of
7
3
/
4
% Senior
Notes due 2021 (included in Exhibit 4.43).
10
.1(a)
Amended and Restated Columbia/HCA Healthcare Corporation 1992
Stock and Incentive Plan (filed as Exhibit 10.7(b) to the
Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 1998 (File
No. 001-11239),
and incorporated herein by reference).*
10
.1(b)
First Amendment to Amended and Restated Columbia/HCA Healthcare
Corporation 1992 Stock and Incentive Plan (filed as
Exhibit 10.2 to the Companys Quarterly Report on
Form 10-Q
for the quarter ended September 30, 1999 (File
No. 001-11239),
and incorporated herein by reference).*
10
.2
HCA-Hospital Corporation of America Nonqualified Initial Option
Plan (filed as Exhibit 4.6 to the Companys
Registration Statement on
Form S-3
(File
No. 33-52379),
and incorporated herein by reference).*
10
.3
Form of Indemnity Agreement with certain officers and directors
(filed as Exhibit 10.3 to the Companys Registration
Statement on
Form S-4
(File
No. 333-145054)
and incorporated herein by reference).
10
.4
Form of Galen Health Care, Inc. 1993 Adjustment Plan (filed as
Exhibit 4.15 to the Companys Registration Statement
on
Form S-8
(File
No. 33-50147)
and incorporated herein by reference).
10
.5
Form of HCA-Hospital Corporation of America 1992 Stock
Compensation Plan (filed as Exhibit 4.2 to the
Companys Registration Statement on
Form S-8
(File
No. 33-52253),
and incorporated herein by reference).*
10
.6
Columbia/HCA Healthcare Corporation 2000 Equity Incentive Plan
(filed as Exhibit A to the Companys Proxy Statement
for the Annual Meeting of Stockholders on May 25, 2000, and
incorporated herein by reference).*
10
.7
Form of Non-Qualified Stock Option Award Agreement (Officers)
(filed as Exhibit 99.2 to the Companys Current Report
on
Form 8-K
dated February 2, 2005 (File
No. 001-11239),
and incorporated herein by reference).*
10
.8
HCA 2005 Equity Incentive Plan (filed as Exhibit B to the
Companys Proxy Statement for the Annual Meeting of
Shareholders on May 26, 2005, and incorporated herein by
reference).*
10
.9
Form of 2005 Non-Qualified Stock Option Agreement (Officers)
(filed as Exhibit 99.2 to the Companys Current Report
on
Form 8-K
dated October 6, 2005, and incorporated herein by
reference).*
10
.10
Form of 2006 Non-Qualified Stock Option Award Agreement
(Officers) (filed as Exhibit 10.2 to the Companys
Current Report on
Form 8-K
dated February 1, 2006, and incorporated herein by
reference).*
10
.11
2006 Stock Incentive Plan for Key Employees of HCA Inc. and its
Affiliates (filed as Exhibit 10.11 to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.12
Management Stockholders Agreement dated November 17,
2006 (filed as Exhibit 10.12 to the Companys Annual
Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).
10
.13
Sale Participation Agreement dated November 17, 2006 (filed
as Exhibit 10.13 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).
10
.14
Form of Option Rollover Agreement (filed as Exhibit 10.14
to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.15
Form of Stock Option Agreement (2007) (filed as
Exhibit 10.15 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.16
Form of Stock Option Agreement (2008) (filed as
Exhibit 10.16 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2007, and
incorporated herein by reference).*
10
.17
Form of Stock Option Agreement (2009) (filed as
Exhibit 10.17 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).*
10
.18
Form of Stock Option Agreement (2010) (filed as
Exhibit 10.20 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2009, and
incorporated herein by reference).*
Table of Contents
10
.19
Form of 2x Time Stock Option Agreement (filed as
Exhibit 10.2 to the Companys Quarterly Report on
Form 10-Q
for the quarterly period ended September 30, 2009, and
incorporated herein by reference).
10
.20
Exchange and Purchase Agreement (filed as Exhibit 10.16 to
the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).
10
.21
Civil and Administrative Settlement Agreement, dated
December 14, 2000 between the Company, the United States
Department of Justice and others (filed as Exhibit 99.2 to
the Companys Current Report on
Form 8-K
dated December 20, 2000 (File
No. 001-11239),
and incorporated herein by reference).
10
.22
Plea Agreement, dated December 14, 2000 between the
Company, Columbia Homecare Group, Inc., Columbia Management
Companies, Inc. and the United States Department of Justice
(filed as Exhibit 99.3 to the Companys Current Report
on
Form 8-K
dated December 20, 2000 (File
No. 001-11239),
and incorporated herein by reference).
10
.23
Corporate Integrity Agreement, dated December 14, 2000
between the Company and the Office of Inspector General of the
United States Department of Health and Human Services (filed as
Exhibit 99.4 to the Companys Current Report on
Form 8-K
dated December 20, 2000 (File
No. 001-11239),
and incorporated herein by reference).
10
.24
Management Agreement, dated November 17, 2006, among HCA
Inc., Bain Capital Partners, LLC, Kohlberg Kravis
Roberts & Co. L.P., Dr. Thomas F. Frist, Jr.,
Patricia F. Elcan, William R. Frist and Thomas F. Frist III, and
Merrill Lynch Global Partners, Inc. (filed as Exhibit 10.20
to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).
10
.25
Retirement Agreement between the Company and Thomas F. Frist,
Jr., M.D. dated as of January 1, 2002 (filed as
Exhibit 10.30 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2001 (File
No. 001-11239),
and incorporated herein by reference).*
10
.26
Amended and Restated HCA Supplemental Executive Retirement Plan,
effective December 22, 2010, except as provided therein.*
10
.27
Amended and Restated HCA Restoration Plan, effective
December 22, 2010.*
10
.28(a)
HCA Inc.
2008-2009
Senior Officer Performance Excellence Program (filed as
Exhibit 10.27 to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2007, and
incorporated herein by reference).*
10
.28(b)
HCA Inc. Amendment No. 1 to the
2008-2009
Senior Officer Performance Excellence Program (filed as
Exhibit 10.28(b) to the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).*
10
.29(a)
Employment Agreement dated November 16, 2006 (Richard M.
Bracken) (filed as Exhibit 10.27(b) to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.29(b)
Employment Agreement dated November 16, 2006 (R. Milton
Johnson) (filed as Exhibit 10.27(c) to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.29(c)
Employment Agreement dated November 16, 2006 (Samuel N.
Hazen) (filed as Exhibit 10.27(d) to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.29(d)
Employment Agreement dated November 16, 2006 (William P.
Rutledge) (filed as Exhibit 10.27(e) to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2006, and
incorporated herein by reference).*
10
.29(e)
Employment Agreement dated November 16, 2006 (Beverly B.
Wallace) (filed as Exhibit 10.28(e) to the Companys
Annual Report on
Form 10-K
for the fiscal year ended December 31, 2007, and
incorporated herein by reference).*
10
.29(f)
Amended and Restated Employment Agreement dated October 27,
2008 (Jack O. Bovender, Jr.) (filed as Exhibit 10.29(f) to
the Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).*
10
.29(g)
Amendment to Employment Agreement effective January 1, 2009
(Richard M. Bracken) (filed as Exhibit 10.29(g) to the
Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2008, and
incorporated herein by reference).*
Table of Contents
10
.29(h)
Amendment No. 2 to Employment Agreement effective
February 9, 2011 (Richard M. Bracken).*
10
.29(i)
Amendment to Employment Agreement effective February 9,
2011 (R. Milton Johnson).*
10
.29(j)
Amendment to Employment Agreement effective February 9,
2011 (Samuel N. Hazen).*
10
.29(k)
Amendment to Employment Agreement effective February 9,
2011 (Beverly B. Wallace).*
10
.30
Administrative Settlement Agreement dated June 25, 2003 by
and between the United States Department of Health and Human
Services, acting through the Centers for Medicare and Medicaid
Services, and the Company (filed as Exhibit 10.1 to the
Companys Quarterly Report on
Form 10-Q
for the quarter ended June 30, 2003 (File
No. 001-11239),
and incorporated herein by reference).
10
.31
Civil Settlement Agreement by and among the United States of
America, acting through the United States Department of Justice
and on behalf of the Office of Inspector General of the
Department of Health and Human Services, the TRICARE Management
Activity (filed as Exhibit 10.2 to the Companys
Quarterly Report of
Form 10-Q
for the quarter ended June 30, 2003 (File
No. 001-11239),
and incorporated herein by reference).
10
.32
Form of Amended and Restated Limited Liability Company Agreement
of Hercules Holding II, LLC dated as of November 17, 2006,
among Hercules Holding II, LLC and certain other parties thereto
(filed as Exhibit 10.3 to the Companys Registration
Statement on
Form 8-A,
filed April 29, 2008 (File
No. 000-18406)
and incorporated herein by reference).
10
.33
Indemnification Priority and Information Sharing Agreement,
dated as of November 1, 2009, between HCA Inc. and certain
other parties thereto (filed as Exhibit 10.35 to the
Companys Annual Report on
Form 10-K
for the fiscal year ended December 31, 2009 (File
No. 001-11239),
and incorporated herein by reference).
10
.34
HCA Inc. 2010 Senior Officer Performance Excellence Program
(filed as Exhibit 10.1 to the Companys Current Report
on
Form 8-K
dated April 6, 2010, and incorporated herein by reference).*
10
.35
Form of Restricted Share Unit Agreement (Officers) (filed as
Exhibit 10.2 to the Companys Current Report on
Form 8-K
dated April 6, 2010, and incorporated herein by reference).*
10
.36
Assignment and Assumption Agreement, dated November 22,
2010, by and among HCA Inc., HCA Holdings, Inc. and HCA Merger
Sub LLC (filed as Exhibit 10.1 to the Companys
Current Report on
Form 8-K
filed November 24, 2010, and incorporated herein by
reference).
10
.37
Omnibus Amendment to Various Stock and Option Plans and the
Management Stockholders Agreement, dated November 22,
2010 (filed as Exhibit 10.2 to the Companys Current
Report on
Form 8-K
filed November 24, 2010, and incorporated herein by
reference).*
10
.38
Omnibus Amendment to Stock Option Agreements Issued Under the
2006 Stock Incentive Plan for Key Employees of HCA Holdings,
Inc. and its Affiliates, as amended, effective February 16,
2011.*
21
List of Subsidiaries.
23
Consent of Ernst & Young LLP.
31
.1
Certification of Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
31
.2
Certification of Chief Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
32
Certification Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
*
Management compensatory plan or arrangement.
Table of Contents
By:
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
February 17, 2011
President, Chief Financial Officer and Director (Principal
Financial Officer and Principal Accounting Officer)
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
Director
February 17, 2011
89
Table of Contents
Page
F-2
F-3
F-4
F-5
F-6
F-7
F-44
F-1
Table of Contents
F-2
Table of Contents
CONSOLIDATED INCOME STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2010, 2009
AND 2008
(Dollars in millions, except per share amounts)
2010
2009
2008
$
30,683
$
30,052
$
28,374
12,484
11,958
11,440
4,961
4,868
4,620
5,004
4,724
4,554
2,648
3,276
3,409
(282
)
(246
)
(223
)
1,421
1,425
1,416
2,097
1,987
2,021
(4
)
15
(97
)
123
43
64
28,452
28,050
27,204
2,231
2,002
1,170
658
627
268
1,573
1,375
902
366
321
229
$
1,207
$
1,054
$
673
$
12.75
$
11.16
$
7.16
$
12.43
$
10.99
$
7.04
94,656
94,465
94,051
97,080
95,945
95,668
F-3
Table of Contents
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2010 AND 2009
(Dollars in millions)
2010
2009
$
411
$
312
3,832
3,692
897
802
931
1,192
848
579
6,919
6,577
1,215
1,202
9,438
9,108
14,310
13,575
678
784
25,641
24,669
(14,289
)
(13,242
)
11,352
11,427
642
1,166
869
853
2,693
2,577
374
418
1,003
1,113
$
23,852
$
24,131
LIABILITIES AND STOCKHOLDERS DEFICIT
$
1,537
$
1,460
895
849
1,245
1,158
592
846
4,269
4,313
27,633
24,824
995
1,057
1,608
1,768
141
147
1
1
389
226
(428
)
(450
)
(11,888
)
(8,763
)
(11,926
)
(8,986
)
1,132
1,008
(10,794
)
(7,978
)
$
23,852
$
24,131
F-4
Table of Contents
CONSOLIDATED STATEMENTS OF STOCKHOLDERS
DEFICIT
FOR THE YEARS ENDED DECEMBER 31, 2010, 2009 AND 2008
(Dollars in millions)
Equity (Deficit) Attributable to HCA Holdings, Inc.
Accumulated
Equity
Common Stock
Capital in
Other
Attributable to
Shares
Par
Excess of
Comprehensive
Retained
Noncontrolling
(000)
Value
Par Value
Loss
Deficit
Interests
Total
94,182
$
1
$
112
$
(172
)
$
(10,479
)
$
938
$
(9,600
)
673
229
902
(44
)
(44
)
(62
)
(62
)
(62
)
(62
)
(264
)
(264
)
(432
)
673
229
470
185
40
40
(178
)
(178
)
13
(11
)
6
8
94,367
1
165
(604
)
(9,817
)
995
(9,260
)
1,054
321
1,375
44
44
25
25
85
85
154
1,054
321
1,529
270
47
47
(330
)
(330
)
14
22
36
94,637
1
226
(450
)
(8,763
)
1,008
(7,978
)
1,207
366
1,573
(8
)
(8
)
(16
)
(16
)
(37
)
(37
)
83
83
22
1,207
366
1,595
248
43
43
(4,332
)
(342
)
(4,674
)
57
57
120
43
163
94,885
$
1
$
389
$
(428
)
$
(11,888
)
$
1,132
$
(10,794
)
F-5
Table of Contents
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2010, 2009 AND 2008
(Dollars in millions)
2010
2009
2008
$
1,573
$
1,375
$
902
(2,789
)
(3,180
)
(3,328
)
(287
)
(191
)
159
229
280
(198
)
2,648
3,276
3,409
1,421
1,425
1,416
27
(520
)
(448
)
(4
)
15
(97
)
123
43
64
81
80
79
32
40
32
58
31
46
3,085
2,747
1,990
(1,325
)
(1,317
)
(1,600
)
(233
)
(61
)
(85
)
37
41
193
472
303
21
10
(1
)
4
(1,039
)
(1,035
)
(1,467
)
2,912
2,979
1,889
(1,335
)
700
(2,268
)
(3,103
)
(960
)
(342
)
(330
)
(178
)
57
(50
)
(70
)
(4,257
)
114
(2
)
(6
)
(13
)
(1,947
)
(1,865
)
(451
)
99
(153
)
72
312
465
393
$
411
$
312
$
465
$
1,994
$
1,751
$
1,979
$
517
$
1,147
$
716
F-6
Table of Contents
NOTE 1
ACCOUNTING
POLICIES
F-7
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
2010
Ratio
2009
Ratio
2008
Ratio
$
7,203
23.5
%
$
6,866
22.8
%
$
6,550
23.1
%
2,162
7.0
2,006
6.7
1,696
6.0
1,962
6.4
1,691
5.6
1,408
5.0
1,165
3.8
1,113
3.7
895
3.2
15,675
51.1
15,324
51.1
14,355
50.5
784
2.6
702
2.3
775
2.7
28,951
94.4
27,702
92.2
25,679
90.5
1,732
5.6
2,350
7.8
2,695
9.5
$
30,683
100.0
%
$
30,052
100.0
%
$
28,374
100.0
%
F-8
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
2010
Ratio
2009
Ratio
2008
Ratio
$
2,337
24
%
$
2,151
26
%
$
1,747
25
%
4,641
48
2,935
35
1,853
26
2,648
28
3,276
39
3,409
49
$
9,626
100
%
$
8,362
100
%
$
7,009
100
%
2010
2009
2008
$
125,640
$
115,682
$
102,843
23,870
22,975
22,030
19.0
%
19.9
%
21.4
%
$
9,626
$
8,362
$
7,009
19.0
%
19.9
%
21.4
%
$
1,829
$
1,664
$
1,500
F-9
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
F-10
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
F-11
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
F-12
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
F-13
Table of Contents
NOTE 1
ACCOUNTING
POLICIES (Continued)
NOTE 2
SHARE-BASED
COMPENSATION
F-14
Table of Contents
NOTE 2
SHARE-BASED
COMPENSATION (Continued)
2010
2009
2008
2.07
%
1.45
%
2.50
%
35
%
35
%
30
%
5
5
4
Weighted
Weighted
Average
Average
Aggregate
Stock
Exercise
Remaining
Intrinsic Value
Options
Price
Contractual Term
(dollars in millions)
11,172
$
43.54
357
58.21
(480
)
15.01
(412
)
51.14
10,637
45.02
1,786
88.74
(506
)
17.16
(390
)
52.08
11,527
52.78
214
70.87
(383
)
18.30
(140
)
35.85
11,218
38.64
6.3 years
$
736
5,292
$
51.12
6.0 years
$
281
F-15
Table of Contents
NOTE 2
SHARE-BASED
COMPENSATION (Continued)
NOTE 3
ACQUISITIONS
AND DISPOSITIONS
NOTE 4
IMPAIRMENTS
OF LONG-LIVED ASSETS
F-16
Table of Contents
NOTE 5
INCOME
TAXES
2010
2009
2008
$
401
$
809
$
699
26
75
56
33
21
25
161
(274
)
(505
)
17
(37
)
(29
)
20
33
22
$
658
$
627
$
268
2010
2009
2008
35.0
%
35.0
%
35.0
%
2.7
3.2
3.7
0.3
(0.2
)
(7.4
)
0.4
0.4
(0.4
)
(0.8
)
(2.5
)
(5.8
)
(6.0
)
(5.6
)
(2.3
)
(0.3
)
(0.7
)
29.5
%
31.3
%
22.9
%
2010
2009
Assets
Liabilities
Assets
Liabilities
$
$
211
$
$
258
329
288
1,011
1,453
202
190
776
400
740
336
$
2,318
$
611
$
2,671
$
594
F-17
Table of Contents
NOTE 5
INCOME
TAXES (Continued)
2010
2009
$
485
$
482
(18
)
44
61
11
(78
)
(33
)
(134
)
(8
)
(3
)
(11
)
$
313
$
485
NOTE 6
EARNINGS PER SHARE
F-18
Table of Contents
NOTE 6
EARNINGS PER SHARE (Continued)
2010
2009
2008
$
1,207
$
1,054
$
673
94,656
94,465
94,051
2,424
1,480
1,617
97,080
95,945
95,668
$
12.75
$
11.16
$
7.16
$
12.43
$
10.99
$
7.04
NOTE 7
INVESTMENTS
OF INSURANCE SUBSIDIARY
2010
Unrealized
Amortized
Amounts
Fair
Cost
Gains
Losses
Value
$
312
$
12
$
(1
)
$
323
251
(1
)
250
26
1
(1
)
26
135
135
724
13
(3
)
734
8
1
(1
)
8
$
732
$
14
$
(4
)
742
(100
)
$
642
2009
Unrealized
Amortized
Amounts
Fair
Cost
Gains
Losses
Value
$
668
$
30
$
(3
)
$
695
401
(5
)
396
43
(1
)
42
176
176
1,288
30
(9
)
1,309
8
1
(2
)
7
$
1,296
$
31
$
(11
)
1,316
(150
)
$
1,166
F-19
Table of Contents
NOTE 7
INVESTMENTS
OF INSURANCE SUBSIDIARY (Continued)
Amortized
Fair
Cost
Value
$
148
$
148
166
173
117
120
16
17
447
458
251
250
26
26
$
724
$
734
2010
2009
2008
$
329
$
141
$
23
14
1
1
$
$
3
$
4
1
2
2
NOTE 8
FINANCIAL
INSTRUMENTS
F-20
Table of Contents
NOTE 8
FINANCIAL
INSTRUMENTS (Continued)
Notional
Fair
Amount
Maturity Date
Value
$
7,100
November 2011
$
(277
)
3,000
December 2016
(114
)
Notional
Fair
Amount
Maturity Date
Value
$
500
March 2011
$
(3
)
500
March 2011
900
November 2011
(35
)
900
November 2011
3
Notional
Fair
Amount
Maturity Date
Value
351 Euro
December 2011
$
39
F-21
Table of Contents
NOTE 8
FINANCIAL
INSTRUMENTS (Continued)
Location of Loss
Amount of Loss
Amount of Loss (Gain)
Reclassified from
Reclassified from
Recognized in OCI on
Accumulated OCI
Accumulated OCI
Derivatives, Net of Tax
into Operations
into Operations
$
170
Interest expense
$
384
(9
)
Interest expense
$
161
$
384
Location of Loss
Amount of Loss
Recognized in
Recognized in
Operations on
Operations on
Derivatives
Derivatives
Other operating expenses
$
3
Other operating expenses
40
NOTE 9
ASSETS
AND LIABILITIES MEASURED AT FAIR VALUE
F-22
Table of Contents
NOTE 9
ASSETS
AND LIABILITIES MEASURED AT FAIR VALUE (Continued)
F-23
Table of Contents
NOTE 9
ASSETS
AND LIABILITIES MEASURED AT FAIR VALUE (Continued)
December 31, 2010
Fair Value Measurements Using
Quoted Prices in
Active Markets for
Identical Assets
Significant Other
Significant
and Liabilities
Observable Inputs
Unobservable Inputs
Fair Value
(Level 1)
(Level 2)
(Level 3)
$
323
$
$
323
$
250
250
26
26
135
135
734
135
349
250
8
2
5
1
742
137
354
251
(100
)
(100
)
$
642
$
37
$
354
$
251
$
39
$
$
39
$
$
426
$
$
426
$
F-24
Table of Contents
NOTE 9
ASSETS
AND LIABILITIES MEASURED AT FAIR VALUE (Continued)
December 31, 2009
Fair Value Measurements Using
Quoted Prices in
Active Markets for
Identical Assets
Significant Other
Significant
and Liabilities
Observable Inputs
Unobservable Inputs
Fair Value
(Level 1)
(Level 2)
(Level 3)
$
695
$
$
695
$
396
396
42
42
176
176
1,309
176
737
396
7
2
4
1
1,316
178
741
397
(150
)
(150
)
$
1,166
$
28
$
741
$
397
$
79
$
$
79
$
$
528
$
$
528
$
13
13
$
397
4
(150
)
$
251
Table of Contents
NOTE 10
LONG-TERM
DEBT
2010
2009
$
1,875
$
715
729
7,530
8,987
4,075
2,682
322
362
14,531
12,746
4,501
4,500
1,578
1,578
6,079
6,078
7,615
6,846
28,225
25,670
592
846
$
27,633
$
24,824
F-26
Table of Contents
NOTE 10
LONG-TERM
DEBT (Continued)
F-27
Table of Contents
NOTE 10
LONG-TERM
DEBT (Continued)
a first-priority lien on the capital stock owned by HCA Inc., or
by any U.S. guarantor, in each of their respective
first-tier subsidiaries;
a first-priority lien on substantially all present and future
assets of HCA Inc. and of each U.S. guarantor other than
(i) Principal Properties (as defined in the
1993 Indenture), (ii) certain other real properties and
(iii) deposit accounts, other bank or securities accounts,
cash, leaseholds, motor-vehicles and certain other
exceptions; and
a second-priority lien on certain of the Receivables Collateral.
NOTE 11
CONTINGENCIES
F-28
Table of Contents
NOTE 11
CONTINGENCIES
(Continued)
NOTE 12
CAPITAL
STOCK
F-29
Table of Contents
NOTE 13
EMPLOYEE
BENEFIT PLANS
NOTE 14
SEGMENT
AND GEOGRAPHIC INFORMATION
F-30
Table of Contents
NOTE 14
SEGMENT
AND GEOGRAPHIC INFORMATION (Continued)
For the Years Ended December 31,
2010
2009
2008
$
9,006
$
8,807
$
8,570
7,222
7,225
6,740
13,467
13,140
12,118
988
880
946
$
30,683
$
30,052
$
28,374
$
(3
)
$
(3
)
$
(2
)
(1
)
(2
)
(2
)
(278
)
(241
)
(219
)
$
(282
)
$
(246
)
$
(223
)
$
1,580
$
1,469
$
1,288
1,272
1,325
1,061
3,107
2,867
2,270
(91
)
(189
)
(45
)
$
5,868
$
5,472
$
4,574
$
354
$
364
$
358
352
352
359
581
578
552
134
131
147
$
1,421
$
1,425
$
1,416
$
5,868
$
5,472
$
4,574
1,421
1,425
1,416
2,097
1,987
2,021
(4
)
15
(97
)
123
43
64
$
2,231
$
2,002
$
1,170
F-31
Table of Contents
NOTE 14
SEGMENT
AND GEOGRAPHIC INFORMATION (Continued)
As of December 31,
2010
2009
$
4,922
$
5,018
5,271
5,173
9,169
8,847
4,490
5,093
$
23,852
$
24,131
Eastern
Central
Western
Corporate
Group
Group
Group
and Other
Total
$
596
$
1,018
$
742
$
221
$
2,577
14
65
46
125
(14
)
(14
)
(2
)
1
8
(2
)
5
$
608
$
1,019
$
815
$
251
$
2,693
F-32
Table of Contents
NOTE 14
SEGMENT
AND GEOGRAPHIC INFORMATION (Continued)
NOTE 15
OTHER
COMPREHENSIVE LOSS
Change
Unrealized
Foreign
in Fair
Gains (Losses) on
Currency
Defined
Value of
Available-for-Sale
Translation
Benefit
Derivative
Securities
Adjustments
Plans
Instruments
Total
$
14
$
34
$
(44
)
$
(176
)
$
(172
)
(44
)
(44
)
(62
)
(62
)
(68
)
(68
)
(334
)
(334
)
6
70
76
(30
)
(28
)
(106
)
(440
)
(604
)
44
44
25
25
(10
)
(10
)
(133
)
(133
)
10
218
228
14
(3
)
(106
)
(355
)
(450
)
1
1
(16
)
(16
)
(48
)
(48
)
(161
)
(161
)
(9
)
11
244
246
$
6
$
(19
)
$
(143
)
$
(272
)
$
(428
)
F-33
Table of Contents
NOTE 16
ACCRUED
EXPENSES AND ALLOWANCE FOR DOUBTFUL ACCOUNTS
2010
2009
$
268
$
265
309
283
197
190
471
420
$
1,245
$
1,158
Provision
Accounts
Balance at
for
Written off,
Balance
Beginning
Doubtful
Net of
at End
of Year
Accounts
Recoveries
of Year
$
3,711
$
3,409
$
(2,379
)
$
4,741
4,741
3,276
(3,157
)
4,860
4,860
2,648
(3,569
)
3,939
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION
F-34
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING INCOME STATEMENT
For The Year Ended December 31, 2010
(Dollars in millions)
HCA
Subsidiary
Holdings, Inc.
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
$
$
17,647
$
13,036
$
$
30,683
7,315
5,169
12,484
2,825
2,136
4,961
5
2,634
2,365
5,004
1,632
1,016
2,648
(1,215
)
(107
)
(175
)
1,215
(282
)
782
639
1,421
12
2,700
(761
)
146
2,097
(4
)
(4
)
58
65
123
(454
)
454
(1,203
)
2,705
13,924
11,811
1,215
28,452
1,203
(2,705
)
3,723
1,225
(1,215
)
2,231
(4
)
(955
)
1,299
318
658
1,207
(1,750
)
2,424
907
(1,215
)
1,573
44
322
366
$
1,207
$
(1,750
)
$
2,380
$
585
$
(1,215
)
$
1,207
F-35
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING INCOME STATEMENT
For The Year Ended December 31, 2009
(Dollars in millions)
Subsidiary
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
$
17,584
$
12,468
$
$
30,052
7,149
4,809
11,958
2,846
2,022
4,868
14
2,497
2,213
4,724
2,043
1,233
3,276
(2,540
)
(95
)
(151
)
2,540
(246
)
787
638
1,425
2,356
(500
)
131
1,987
17
(2
)
15
34
9
43
(443
)
443
(170
)
14,335
11,345
2,540
28,050
170
3,249
1,123
(2,540
)
2,002
(884
)
1,189
322
627
1,054
2,060
801
(2,540
)
1,375
61
260
321
$
1,054
$
1,999
$
541
$
(2,540
)
$
1,054
F-36
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING INCOME STATEMENT
For The Year Ended December 31, 2008
(Dollars in millions)
Subsidiary
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
$
16,507
$
11,867
$
$
28,374
6,846
4,594
11,440
2,671
1,949
4,620
(6
)
2,445
2,115
4,554
2,073
1,336
3,409
(2,100
)
(82
)
(141
)
2,100
(223
)
776
640
1,416
2,190
(328
)
159
2,021
(5
)
(92
)
(97
)
64
64
(426
)
426
84
13,970
11,050
2,100
27,204
(84
)
2,537
817
(2,100
)
1,170
(757
)
803
222
268
673
1,734
595
(2,100
)
902
53
176
229
$
673
$
1,681
$
419
$
(2,100
)
$
673
F-37
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2010
(Dollars in millions)
F-38
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING BALANCE SHEET
DECEMBER 31, 2009
(Dollars in millions)
Subsidiary
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
$
95
$
217
$
$
312
2,135
1,557
3,692
489
313
802
1,192
1,192
81
148
350
579
1,273
2,867
2,437
6,577
7,034
4,393
11,427
1,166
1,166
244
609
853
1,641
936
2,577
418
418
21,830
(21,830
)
963
19
131
1,113
$
24,484
$
11,805
$
9,672
$
(21,830
)
$
24,131
LIABILITIES AND STOCKHOLDERS (DEFICIT) EQUITY
$
$
908
$
552
$
$
1,460
542
307
849
282
293
583
1,158
802
9
35
846
1,084
1,752
1,477
4,313
24,427
103
294
24,824
6,636
(10,387
)
3,751
1,057
1,057
1,176
421
171
1,768
33,323
(8,111
)
6,750
31,962
147
147
(8,986
)
19,787
2,043
(21,830
)
(8,986
)
129
879
1,008
(8,986
)
19,916
2,922
(21,830
)
(7,978
)
$
24,484
$
11,805
$
9,672
$
(21,830
)
$
24,131
F-39
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
For The Year Ended December 31, 2010
(Dollars in millions)
HCA
Subsidiary
Holdings, Inc.
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
1,207
$
(1,750
)
$
2,424
$
907
$
(1,215
)
$
1,573
12
13
(1,759
)
(1,113
)
(2,847
)
1,632
1,016
2,648
782
639
1,421
27
27
(4
)
(4
)
58
65
123
81
81
32
32
(1,215
)
1,215
31
31
63
(1,625
)
3,137
1,510
3,085
(602
)
(723
)
(1,325
)
(21
)
(212
)
(233
)
29
8
37
1
471
472
(3
)
13
10
(596
)
(443
)
(1,039
)
1,525
1,387
2,912
1,889
1,889
(2,164
)
(32
)
(72
)
(2,268
)
(61
)
(281
)
(342
)
57
57
(23
)
(27
)
(50
)
(4,257
)
(4,257
)
114
114
2,590
556
(2,387
)
(759
)
(6
)
(16
)
20
(2
)
(57
)
1,625
(2,480
)
(1,035
)
(1,947
)
6
61
32
99
95
217
312
$
6
$
$
156
$
249
$
$
411
F-40
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
For The Year Ended December 31, 2009
(Dollars in millions)
Subsidiary
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
1,054
$
2,060
$
801
$
(2,540
)
$
1,375
90
(1,882
)
(1,299
)
(3,091
)
2,043
1,233
3,276
787
638
1,425
(520
)
(520
)
17
(2
)
15
34
9
43
80
80
40
40
58
58
(2,540
)
2,540
50
(2
)
(2
)
46
(1,688
)
3,057
1,378
2,747
(720
)
(597
)
(1,317
)
(38
)
(23
)
(61
)
21
20
41
(7
)
310
303
(1
)
(1
)
(744
)
(291
)
(1,035
)
2,979
2,979
(1,335
)
(1,335
)
(2,972
)
(7
)
(124
)
(3,103
)
(70
)
(260
)
(330
)
(70
)
(70
)
3,107
(2,275
)
(832
)
(21
)
15
(6
)
1,688
(2,352
)
(1,201
)
(1,865
)
(39
)
(114
)
(153
)
134
331
465
$
$
95
$
217
$
$
312
F-41
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
For The Year Ended December 31, 2008
(Dollars in millions)
Subsidiary
HCA Inc.
Subsidiary
Non-
Condensed
Issuer
Guarantors
Guarantors
Eliminations
Consolidated
$
673
$
1,734
$
595
$
(2,100
)
$
902
(11
)
(2,085
)
(1,271
)
(3,367
)
2,073
1,336
3,409
776
640
1,416
(448
)
(448
)
(5
)
(92
)
(97
)
64
64
79
79
32
32
(2,100
)
2,100
(19
)
19
(1,775
)
2,474
1,291
1,990
(927
)
(673
)
(1,600
)
(34
)
(51
)
(85
)
27
166
193
(26
)
47
21
(4
)
8
4
(964
)
(503
)
(1,467
)
700
700
(851
)
(4
)
(105
)
(960
)
(32
)
(146
)
(178
)
1,935
(1,505
)
(430
)
(9
)
(4
)
(13
)
1,775
(1,541
)
(685
)
(451
)
(31
)
103
72
165
228
393
$
$
134
$
331
$
$
465
F-42
Table of Contents
NOTE 17
SUPPLEMENTAL
CONDENSED CONSOLIDATING FINANCIAL INFORMATION AND OTHER
COLLATERAL-RELATED INFORMATION (Continued)
2010
2009
2008
$
43
$
47
$
40
120
14
2
$
163
$
61
$
42
$
$
$
(9
)
$
$
$
(9
)
NOTE 18
SUBSEQUENT
EVENT
F-43
Table of Contents
QUARTERLY CONSOLIDATED FINANCIAL INFORMATION
(UNAUDITED)
(Dollars in millions)
2010
First
Second
Third
Fourth
$
7,544
$
7,756
$
7,647
$
7,736
$
476
(a)
$
378
(b)
$
325
(c)
$
394
(d)
$
388
(a)
$
293
(b)
$
243
(c)
$
283
(d)
$
4.11
(a)
$
3.09
(b)
$
2.57
(c)
$
2.99
(d)
$
4.02
(a)
$
3.01
(b)
$
2.49
(c)
$
2.91
(d)
2009
First
Second
Third
Fourth
$
7,431
$
7,483
$
7,533
$
7,605
$
432
(e)
$
365
(f)
$
274
(g)
$
304
(h)
$
360
(e)
$
282
(f)
$
196
(g)
$
216
(h)
$
3.81
(e)
$
3.00
(f)
$
2.07
(g)
$
2.29
(h)
$
3.76
(e)
$
2.96
(f)
$
2.04
(g)
$
2.24
(h)
(a)
First quarter results include $12 million of costs related
to the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(b)
Second quarter results include $57 million of costs related
to the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(c)
Third quarter results include $1 million of losses on sales
of facilities (See NOTE 3 of the notes to consolidated
financial statements) and $6 million of costs related to
the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(d)
Fourth quarter results include $3 million of gains on sales
of facilities (See NOTE 3 of the notes to consolidated
financial statements) and $2 million of costs related to
the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(e)
First quarter results include $3 million of losses on sales
of facilities (See NOTE 3 of the notes to consolidated
financial statements) and $6 million of costs related to
the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(f)
Second quarter results include $2 million of losses on
sales of facilities (See NOTE 3 of the notes to
consolidated financial statements) and $2 million of costs
related to the impairments of long-lived assets (See NOTE 4
of the notes to consolidated financial statements).
(g)
Third quarter results include $2 million of costs related
to the impairments of long-lived assets (See NOTE 4 of the
notes to consolidated financial statements).
(h)
Fourth quarter results include $4 million of losses on
sales of facilities (See NOTE 3 of the notes to
consolidated financial statements) and $24 million of costs
related to the impairments of long-lived assets (See NOTE 4
of the notes to consolidated financial statements).
F-44
2
3
a. | Leaves of Absence . The employment relationship is treated as continuing intact while the Participant is on military leave, sick leave, or other bona fide leave of absence if the period of such leave does not exceed 6 months, or, if longer, so long as the Participant retains a right to reemployment with the Company or a member of the controlled group under an applicable statute or by contract. A leave of absence constitutes a bona fide leave of absence only while there is a reasonable expectation that the Participant will return to perform services for the Company or a member of the controlled group. If the period of leave exceeds 6 months and the Participant does not retain a right to reemployment under an applicable statute or by contract, the employment relationship is deemed to terminate on the first date immediately following such 6-month period. | ||
b. | Status Change . Generally, if a Participant performs services both as an Employee and an independent contractor, the Participant must separate from service both as an Employee and as an independent contractor pursuant to standards set forth in Treasury Regulations to be treated as having a separation from service. However, if a Participant provides services as an Employee and as a director, the services provided as a director are not taken into account in determining whether the Participant has a separation from service as an Employee for purposes of this Plan. | ||
c. | Termination of Employment . Whether a termination of employment has occurred is determined based on whether the facts and circumstances indicate that the Company, all members of the controlled group and the Participant reasonably anticipate that (1) no further services will be performed after a certain date, or (2) the level of bona fide services the Participant will perform after such date (whether as an Employee or as an independent contractor) will permanently decrease to no more than 20% of the average level of bona fide services performed (whether as an Employee or an independent contractor) over the immediately preceding 36-month period (or the full period of services to the Company and all members of the controlled group if the Participant has been providing services to the Company and all members of the controlled group for less than 36 months). Facts and circumstances to be considered in making this determination include, but are not limited to, whether the Participant continues to be treated as an Employee for other purposes (such as continuation of salary and participation in employee benefit programs), whether similarly-situated service providers have been treated consistently, and whether the Participant is permitted, and realistically available, to perform services for other service recipients in the same line of business. For periods during which a Participant is on a paid bona fide leave of absence and has not otherwise terminated employment as described in subsection a. above, for |
4
purposes of this subsection, the Participant is treated as providing bona fide services at a level equal to the level of services that the Participant would have been required to perform to receive the compensation paid with respect to such leave of absence. Periods during which a Participant is on an unpaid bona fide leave of absence and has not otherwise terminated employment are disregarded for purposes of this subsection (including for purposes of determining the applicable 36-month (or shorter) period). |
d. | Controlled Group . For purposes of this Section, the term controlled group means any other entity that would be required to be aggregated with the Company under Code Sections 414(b) or (c), except the term controlled group shall include the Company and all entities that would be treated as a single employer with the Company under Code Section 414(b) or (c) using at least 50 percent in lieu of at least 80 percent in applying such rule. |
2.1 | General . The Plan is intended to qualify as a top hat plan under 29 U.S.C. §1051(2). Accordingly, only a select group of management or highly compensated employees of the Employer may participate in the Plan. Any provision of this Plan or any action taken by the Board, the Committee or Employer which would cause the Plan to fail to qualify as a top hat plan under 29 U.S.C. §1051(2) will be void. | |
2.2 | Election to Participate Not Necessary . Only those Employees listed on Schedule A shall be eligible to participate. An Employee chosen by the Board or the Committee to participate need not take any action in order to participate. |
5
3.1 | Benefit Amount . |
(a) | The amount of a Participants annual Benefit in the form of a life annuity beginning as of the first day of the month coincident with or next following Normal Retirement will be calculated as follows: |
(i) | Schedule A Accrual Rate Percentage ( i.e. , 2.2% or 2.4%) for the Participant multiplied by the Participants Years of Service, multiplied by the Participants Pay Average; less | ||
(ii) | The life annuity amount calculated as of the first day of the month coincident with or next following the Normal Retirement date, produced by the sum of the employer-provided amount for the Participant of (1) the accrued benefits under the Qualified Plans, (2) the Qualified Plans Distribution Amount, (3) the accrued benefits under the Nonqualified Plan, and (4) the Nonqualified Plan Distribution Amount, utilizing the Actuarial Factors to convert any amount or benefit to a life annuity. |
(b) | The amount of a Participants annual Benefit in the form of a life annuity beginning as of the first day of the month coincident with or next following Early Retirement will be calculated as follows: |
(i) | Schedule A Accrual Rate Percentage ( i.e. , 2.2% or 2.4%) for the Participant multiplied by the Participants Years of Service, multiplied by the Participants Pay Average; with such amount then reduced by three percent (3%) for each year that Retirement occurs before the Participant would have attained eligibility for Normal Retirement with continued service, but after attainment of age 55, provided that, in the case of a fractional part of a year, this reduction factor will be adjusted by straight-line interpolation; less | ||
(ii) | The life annuity amount calculated as of the first day of the month coincident with or next following the Early Retirement date, produced by the sum of the employer-provided amount for the Participant of (1) the accrued benefits under the Qualified Plans, (2) the Qualified Plans Distribution Amount, (3) the accrued benefits under the Nonqualified Plan, and (4) the Nonqualified Plan Distribution Amount, utilizing the Actuarial Factors to convert any amount or benefit to a life annuity. |
(c) | If a Benefit is payable for a reason other than Retirement, and the Early Retirement three percent (3%) reduction of subsection (b)(1) is used in calculating the Benefit amount, then the Benefit payable is calculated as follows: (a) first, the gross Benefit amount ( i.e. , pre offset) is calculated at the date the Participant would have attained age 55 (or to the current calculation date, if the Participant has already attained age 55) using the formula supplied in subsection (b)(1) of this section; (b) second, the amount determined under immediately preceding clause (a) is reduced by the Early Offset; and (c), last, for Benefits payable prior to the date the Participant would have attained age 55, the net of immediately preceding clause (a) minus immediately preceding clause (b) is reduced to the present value utilizing the Actuarial Factors. |
6
If a Benefit is payable for a reason other than Normal Retirement and the Early Retirement three percent (3%) reduction of subsection (b)(1) is not used to calculate the Benefit amount, then the Benefit payable is calculated as follows: (a) first, the gross Benefit amount ( i.e. , pre offset) is calculated at the earliest future date for Normal Retirement assuming the Participant lived to such date using the formula of subsection (a)(1) of this section, (b) second, the amount determined under the immediately preceding clause (a) is reduced by the Normal Offset; and (c) last, the net of immediately preceding clause (a) minus immediately preceding clause (b) is reduced to present value utilizing the Actuarial Factors. For purposes of clause (a) of the preceding sentence and the definition of Normal Offset, Normal Retirement age will be (i) age 62 if the Participant has ten (10) or more Years of Service or was employed on July 1, 2001; (ii) notwithstanding clause (i), age 60 if the Participant was employed by Employer and a Participant on November 16, 2006; and (iii) age 65 if neither clause (i) nor clause (ii) applies. | |||
Subject to the provisions of Article V and the provisions of Section 6.2, should a Participant retire or cease working for the Employer prior to satisfying the Retirement conditions, he shall receive nothing from the Plan |
3.2 | FICA and Withholding . To the extent permissible under Code Section 409A, a payment will be made to or on behalf of the Participant to pay the amount of Federal Insurance Contributions Act (FICA) tax required to be paid or withheld with respect to his Plan Benefit, together with any amounts required to be withheld for income taxes payable as a result of the FICA tax payment, without regard to whether a Plan Benefit is otherwise then payable. Plan Benefit(s) will be reduced by the actuarial equivalent of the payment, utilizing the Actuarial Factors. |
4.1 | Benefit Payments . |
(a) | Subject to subsections (c) and (d) below, a Participant who is entitled to a Benefit pursuant to Section 3.1 upon Early Retirement or Normal Retirement will be paid that Benefit in the form of a monthly-paid life annuity supplied by the Company from its general assets. Payment of annuity Benefits pursuant to this subsection (a) or subsection (b) will commence during the month the first day of which is coincident with or next following the date that is six (6) months after the date of Retirement. Annuity payments will be calculated as of the first day of the month coincident with or next following the Early or Normal Retirement date, and a lump-sum payment amount of the first six monthly payments plus interest earnings calculated at the interest rate of the Actuarial Factors will be paid with the first annuity payment, to cover the full months after the applicable Early or Normal Retirement date and prior to the first day of the month of the initial payment date. | ||
(b) | If a life annuity is the applicable Retirement Benefit form, in lieu of a life annuity, within the period beginning 90 days prior to the Retirement date and ending 30 |
7
days prior to the first day of the month in which annuity payments will begin (pursuant to subsection (a)), a married Participant may elect to receive his Benefit in the form of a joint and 50 percent, 75 percent or 100 percent survivor annuity payable over the joint lives of the Participant and the spouse which is actuarially equivalent (utilizing Actuarial Factors) to the life annuity. In the event of such an election, if the Participant is not married as of his Retirement date ( i.e. , due to subsequent divorce or death of the spouse), his Benefit will be paid in the form of a life annuity, and no survivor benefits will be paid to anyone after the death of the Participant. |
(c) | A Participant who experiences Retirement or other Separation from Service with Benefit rights after 2008 will receive his Benefit in the form of a lump-sum distribution in cash if (1) the Participant elects the lump-sum distribution Retirement Benefit prior to 2009 (or prior to the first day of participation, with respect to an individual who first becomes a Participant after 2008), or (2) the Participant fails to elect the annuity form of payment with respect to his Retirement Benefits prior to 2009 (or prior to the first day of participation, with respect to an individual who first becomes a Participant after 2008). If a Participant experiences Retirement or other Separation from Service with Benefit rights prior to 2009, and has not elected an annuity form of Retirement Benefits payment prior to 2007, then his Benefits will be paid in the form of a lump-sum distribution. (Distribution election forms were distributed in 2006 for submission prior to 2007, and (again) in 2008 for submission prior to 2009.) Any lump sum will be paid during the month the first day of which is coincident with or next following the date that is six (6) months after the date of Retirement. Any lump-sum distribution payment will be calculated as of the first day of the month coincident with or next following the Early or Normal Retirement date, or other date of Separation from Service with Benefit rights, and the lump-sum payment amount will include interest earnings from such calculation date through the payment date at the interest rate of the Actuarial Factors. | ||
(d) | Notwithstanding the preceding provisions of this Section 4.1 or any other provision of the Plan, in the case of a Participant who experiences a Retirement, Separates from Service with Benefit rights under Section 5.3, incurs a Disability, or dies on or after January 1, 2006, the Committee shall pay the Participants Benefit in a lump-sum distribution in cash if the present value of the Benefit, as calculated using Actuarial Factors as the first day of the month coincident with or next following Retirement, Separation from Service with Benefit rights under Section 5.3, death or Disability (whichever is applicable), excluding consideration of the FICA tax Benefit adjustment of Section 3.2, does not exceed $1,000,000. | ||
(e) | Should a Benefit payment be delayed (to the extent permissible under Code Section 409A) and the primary cause thereof is not any action(s) or failure(s) to act of the Participant or other payee, then the delayed payment will bear interest at the interest rate of the Actuarial Factors. Benefit payments will be calculated as of the first day of a month. |
4.2 | Election of Benefit Forms . With respect to individuals who are Participants prior to 2009, an election of payment form (lump-sum or annuity) applicable to Benefits payable after 2008 must be separately elected with respect to Retirement, death and Disability prior to 2009 on a form supplied by the Committee. Any election made in accordance with the preceding sentence prior to 2008 (including any election made in 2006) may be changed prior to 2009, and the new election will apply if Retirement or Separation from Service with Benefit rights occurs after 2008. With respect to any individual who becomes a Participant |
8
after 2008, the Participant will be given the opportunity to elect payment forms with respect to Retirement, death and Disability prior to his first day of participation. If a Participant fails to properly and timely elect how his Benefit should be paid (with respect to Retirement, death or Disability), then his Benefit will be paid in the form of a lump-sum distribution with respect to any event ( i.e. , Retirement, death or Disability) for which a payment form has not been elected. The provisions of this section ( i.e. , the ability to choose the form of payment) are subject to the $1,000,000 automatic lump-sum provision of Section 4.1. Prior to 2007, the sole form of payment was an annuity, except that a lump-sum was potentially payable prior to 2005, as specified under the terms of the original (2001) Plan document. |
4.3 | Delay and Acceleration . Notwithstanding any other provision of this Plan to the contrary, to the extent permissible under Code Section 409A, Benefit payments will be delayed if the Committee believes that delay is necessary to: (a) cause payments not to exceed the limit of Code Section 162(m); (b) prevent a violation of Federal securities laws or other laws; or (c) satisfy the requirements of the Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA). Delay may also be applied by the Committee due to events and conditions prescribed by the Internal Revenue Service. Notwithstanding any other provision of this Plan to the contrary, to the extent permissible under Code Section 409A, Benefit payments will be accelerated if the Committee believes that acceleration is necessary to: (a) comply with a domestic relations order that is legally binding with respect to the Plan; (b) comply with an ethics agreement with the Federal government; (c) comply with a federal, state, local or foreign ethics law or conflicts of interest law; (d) pay FICA tax or income taxes payable as a result of the FICA tax payment on Plan benefits (as described in Section 3.2); or (e) resolve a bona fide dispute as to a right to payment. |
5.1 | Death . |
(a) | Subject to subsection (b) below and Section 4.1(d), in the event of the death of a married Participant prior to Retirement but after attainment of age 55, or after Retirement but before any Benefits are received from the Plan and after attainment of age 55, an annuity will be supplied for the benefit of the Participants surviving spouse with payments beginning as soon as administratively feasible following death (but no later than the 15th day of the third month following the month of death) which will provide the surviving spouse with payments for life equal to the 100 percent survivor portion of a joint and 100 percent survivor annuity which could have been provided (assuming eligibility conditions met) for the Participant and spouse with the Participants Benefit as determined on the day immediately preceding the date of the Participants death. The Early Retirement factors supplied in Section 3.1(b)(1) will be utilized to calculate the Benefit that would exist if a life annuity was payable. (Such Benefit amount will then be utilized to calculate the actual survivor annuity Benefit.) Subject to subsection (b), in the event of death of a married Employee who is a Participant prior to age 55, an annuity will be supplied for the Participants surviving spouse with payments beginning as soon as administratively feasible following death (but no later than the 15 th day of the third month following the month of death) which will supply the surviving spouse with payments for life equal to the 100% survivor portion of a joint and 100% survivor annuity which could have been provided (assuming eligibility conditions were met) for the Participant and spouse with the Participants Benefit as determined on the day immediately preceding the date of the Participants death. The Early |
9
Retirement factors supplied in Section 3.1(b)(1) will be utilized to calculate the Benefit at age 55, and the Actuarial Factors will then be utilized to determine the benefit payable on the day immediately preceding the date of the Participants death. (Such Benefit amount shall then be utilized to calculate the actual survivor annuity Benefit.) Notwithstanding any provision of the Plan to the contrary, no death Benefits whatsoever will exist or be paid for a single Participant, even if the Participant terminated employment or Retired prior to death. |
(b) | The death benefit payable pursuant to subsection (a) with respect to a married Participant who dies on or after January 1, 2009 will be paid to the Participants surviving spouse in a lump sum in cash if (1) the Participant elects the lump-sum distribution death Benefit form prior to 2009 (or prior to the first day of participation, with respect to an individual who first becomes a Participant after 2008), or (2) the Participant fails to elect the annuity form of payment with respect to his death Benefits prior to 2009 (or prior to the first day of participation with respect to an individual who first becomes a Participant after 2008). If a Participant dies in 2007 or 2008 and did not elect an annuity with respect to his death Benefit prior to 2007, then the death benefit will be paid in the form of a lump-sum distribution. (The ability to elect an annuity was provided in 2006 and (again) in 2008.) The lump-sum distribution will be calculated as of the first day of the month coincident with or next following the Participants death, and it will be actuarially equivalent (based on the Actuarial Factors) to the survivor benefit of the applicable joint and survivor annuity commencing on such date. Any lump sum will be paid as soon as administratively feasible following the date of death (but no later than the 15 th day of the third month following the month of death). Interest earnings will not be paid. If a lump sum election has been made and there is no surviving spouse, no benefits whatsoever will be paid. If the surviving spouse should die before payment of the lump-sum is made, then no death Benefits whatsoever will exist or be paid. | ||
(c) | If a married Participant who qualifies for a Benefit under Section 5.3 dies after terminating employment (but prior to Retirement), then his spouse will be entitled to: (a) the lump-sum benefit that he would have received had he lived, if a lump-sum was payable; (b) the survivor benefit of the annuity form chosen, if a joint and survivor annuity was elected; (c) no Benefit, if a life annuity was elected; or (d) the survivor benefit of a 100 percent survivor annuity, if a lump-sum is not the automatic payment form and no payment form was elected. |
5.2 | Disability . |
(a) | Subject to subsection (b) below, in the event of the Disability of a Participant prior to Retirement, the Benefit amount determined as of the date of Disability will be utilized to supply an annuity (either a life annuity or a joint and survivor annuity) pursuant to the annuity terms of Sections 3.1 and 4.1 with payments to begin at age 55 (or, if the Participant has already attained age 55, immediately following the date of notification to the Plan Sponsor of the determination of Disability by the Social Security Administration (SSA)), provided that if payments begin prior to age 62 (age 60 for Participants entitled to the benefit of the Change in Control provisions of Section 5.3), they will be reduced to age 55 in accordance with the Early Retirement provisions of Section 3.1. Subject to subsection (b), a single Participant shall receive a life annuity, and a married Participant shall receive either a life annuity or a joint and survivor annuity. However, in accordance with the lump sum payment provision of Section 4.1(d), if the present value of the Benefit does not exceed the amount described (and calculated) pursuant to Section 4.1(d), it will be |
10
paid as a lump-sum distribution as administratively feasible following the determination of Disability (but no later than the 15 th day of the third month following the month of the determination). |
(b) | In the case of a Participant who incurs a Disability on or after January 1, 2009, the Disability Benefit payable pursuant to subsection (a) will be paid to the Participant in a lump sum in cash if (1) the Participant elects the lump-sum distribution Disability benefit form prior to 2009 (or prior to the first day of participation, with respect to an individual who first becomes a Participant after 2008), or (2) the Participant fails to elect the annuity form of payment with respect to his Disability Benefit prior to 2009 (or prior to the first day of participation with respect to an individual who first becomes a Participant after 2008). If a Participant becomes Disabled in 2007 or 2008 and did not elect an annuity with respect to his Disability Benefit prior to 2007, then the Disability Benefit will be paid in the form of a lump-sum distribution. (The ability to elect an annuity was provided in 2006 and (again) in 2008.) The lump-sum distribution will be calculated as of the first day of the month coincident with or next following the date of Disability, and it will be actuarially equivalent (based on the Actuarial Factors) to the life annuity determined under subsection (a). Any lump sum will be paid on or as soon as administratively feasible following the date of notification to the Committee of the determination of Disability by the Social Security Administration (SSA) (but no later than the 15 th day of the third month following the month of the determination). The lump-sum payment amount will include interest earnings from the Disability determination date ( i.e. , the date the Participant was deemed disabled by the SSA), or, if later, the date of termination of employment with the Employer, through the payment date at the interest rate of the Actuarial Factors. In order to be eligible to receive a Disability Benefit, a Participant must file a claim for disability benefits with the SSA within three (3) months of cessation of employment, and must notify the Committee of the SSAs Disability determination within three (3) months of the date of determination. | ||
(c) | Notwithstanding the foregoing provisions of this section, to the extent permitted under Code Section 409A, if any payment in this Section 5.2 would reduce the amount payable to the Participant under any disability program of the Employer, payments hereunder shall not be made until such time as the payments would not result in a reduction in such disability benefits. |
5.3 | Change in Control . In the event of a Change in Control, with respect to Participants actively employed by Employer on the date of the Change in Control: (a) the Normal Retirement age will be age 60 (instead of age 62 with ten (10) Years of Service or age 65), without reduction of Benefits ordinarily applicable to Early Retirement; (b) for all Benefits payable prior to age 60, the reductions ordinarily applicable to Early Retirement in accordance with Section 3.1 for each year or partial year of payments prior to age 60 but after age 54 will apply with respect to individuals who either were Participants on July 1, 2001 or qualify for Early Retirement, and reductions based on the Actuarial Factors will apply for all other years; (c) the Benefit form and payment timing provisions of Section 4.1 applicable to Retirement will apply, such that (i) in accordance with the payment provisions of Section 4.1, a Participant who elected to receive a lump-sum distribution for Retirement Benefits will be paid his Benefits in a lump-sum on the first day of the month coincident or next following the date that is six (6) months after his date of Separation from Service following a Change in Control, and (ii) in accordance with the lump-sum payment provision of Section 4.1(d), a Participant who elected to receive annuity Retirement Benefits will be paid his Benefits in a lump-sum distribution on the first day of the month coincident or next following the date that is six (6) months after Separation from Service following a Change in |
11
Control, if the present value of his Benefit does not exceed the amount described (and calculated) pursuant to Section 4.1(d); and (d) subject to the first two sentences of Section 6.1, all Benefits shall be nonforfeitable. In the event of termination of employment of Employee by Employer (or the successor employer) when Cause does not exist, or a termination of employment by the Employee when Good Reason exists, within six (6) months before or after the Change in Control, in addition to the provisions described in the preceding sentence, an additional three (3) Years of Service shall be granted (not to exceed 25, in total) and the noncompete provisions of Section 6.3 will not apply. In the event of a Change in Control as a result of consummation of the July 24, 2006 merger agreement between HCA Inc., Hercules Holding II, LLC and Hercules Acquisition Corporation, with respect to Plan Participants as of July 24, 2006, except as otherwise required by law, the Plan will not be terminated and, subject to the Plans limitations on benefit accrual, benefit accruals will not cease, on or after the consummation of such merger, until such time as all such Participants have become fully vested (or have had the opportunity to become fully vested) in the maximum Benefits available as of July 24, 2006. |
6.1 | General Creditors . Participants who are entitled to a Benefit have the status of general unsecured creditors of Employer. The Plan constitutes a mere promise by Employer to supply Benefits in the future. It is the intention of the Employer that the arrangements provided herein be unfunded for purposes of Title I of the Employee Retirement Income Security Act of 1974 (ERISA). Benefits shall be paid from the Employers general assets, except to the extent they are paid from a rabbi trust established by Employer. |
6.2 | Forfeitability of Benefits Upon Termination of Employment . Notwithstanding any preceding provision of this Plan to the contrary, a Participant who ceases to be an Employee prior to Early Retirement or Normal Retirement for a cause other than death while married or Disability shall receive no Benefits or anything whatsoever from this Plan. Notwithstanding the preceding sentence, a Participant who terminates employment prior to Retirement, death or Disability with Benefits accrued will be entitled to receive those Benefits, if any, that are granted in writing by (a) with respect to Participants who are not executive officers, the Chairman of the Board; and (b) with respect to any Participant, the Committee. If Benefits are so granted, such Benefits will be paid in the form of payment applicable upon Retirement in cash on the first day of the month coincident with or next following the date that is six (6) months after the date that the Participant Separates from Service, and subject to the otherwise applicable rules of Article IV. Such Benefits will include interest earnings calculated at the interest rate of the Actuarial Factors. In addition, with respect to a former Participant who returns to employment and again becomes a Participant: (a) the Chairman of the Board may in his discretion authorize prior Plan service to be credited to any Employee who is not an executive officer; and (b) the Committee may in its discretion authorize prior Plan service to be credited to any Participant. |
6.3 | Noncompete . A Participant shall forfeit his right to any further payments or Benefits from the Plan, and shall repay to the Employer the total amount of payments already made to him from (or with respect to) the Plan, if the Participant renders services for any health care organization at any time within the five (5) year period immediately following: (a) Disability; (b) Retirement; (c) Separation from Service, if Benefits have been granted pursuant to Section 6.2; or (d) unless the waiver provision in Section 5.3 applies, a Change in Control. The Chairman of the Board may waive all or part of the provisions of the preceding |
12
sentence with respect to Participants who are not executive officers, and the Committee may waive all or any part of such provisions with respect to any Participant. |
7.1 | Administration . The Committee shall have discretionary authority to administer and interpret this Plan in accordance with the provisions of the Plan. Any determination or decision by the Committee shall be conclusive and binding on all persons who at any time have or claim to have any interest whatsoever under this Plan. The same powers will apply to the Benefits Appeals Committee, with respect to handling of appeals of denied claims. |
7.2 | Liability of Committee and Indemnification . To the extent permitted by law, no member of the Committee shall be liable to any person for any action taken or omitted in connection with the interpretation and administration of this Plan unless attributable to his own gross negligence or willful misconduct. Employer shall indemnify each member of the Committee against any and all claims, losses, damages and expenses incurred, including counsel fees, and against any liability, including any amounts paid in settlement with the Committee members approval, arising from action or failure to act, except when the same is judicially determined to be attributable to gross negligence or willful misconduct of the member. |
7.3 | Expenses and Books and Records . The books and records to be maintained for the purpose of the Plan, if any, shall be maintained by the officers and employees of Employer at the Employers expense and subject to the supervision and control of the Committee. All expenses of administering the Plan shall be paid by Employer. |
7.4 | Benefits Not Assignable . To the extent permitted by law, the right of any Participant in any benefit or to any payment hereunder shall not be subject in any manner to attachment or other legal process for the debts of such Participant; and any such benefit or payment shall not be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment or garnishment by creditors of the Participant. Any attempt by Participant to anticipate, alienate, sell, pledge, or encumber benefits shall, unless the Committee directs otherwise, result in forfeiture of entitlement to future Benefits. However, the terms of a domestic relations order that meets the requirements of a Qualified Domestic Relations Order (QDRO), as defined in Code Section 414(p), will be honored if it provides for payment of a lump-sum distribution within the two month period beginning one month after submission of the order to the Committee. |
7.5 | Governing Law . All rights and benefits hereunder shall be governed and construed in accordance with the laws of the State of Delaware, except to the extent that federal law supersedes or preempts state law. |
7.6 | Adoption by Subsidiaries Not Necessary . Employees of the Company and its Subsidiaries are potentially eligible to participate, and no separate adoption agreements are necessary by an Employees employer. |
7.7 | Severability . In the event that any provision of this Plan shall be declared illegal or invalid for any reason, said illegality or invalidity shall not affect the remaining provisions of this Plan but shall be fully severable and this Plan shall be construed and enforced as if said illegal or invalid provision had never been inserted herein. However, after deletion or elimination of any illegal or invalid provision, the remaining provisions of the Plan shall be |
13
construed in a manner so as to achieve, as closely as possible, the intent and objectives of the Plan, as provided by reading the Plan in its (pre-deletion) entirety. |
7.8 | Construction . The article and section headings and numbers are included only for convenience of reference and are not to be taken as limiting or extending the meaning of any of the terms and provisions of this Plan. Whenever appropriate, words used in the singular shall include the plural or the plural may be read as the singular. |
7.9 | Information to be Furnished . Participants shall provide the Employer and the Committee with such information and evidence, and shall sign such documents, as may reasonably be requested from time to time for the purpose of administration of the Plan. |
7.10 | Tax Withholding . All benefit payments made to or in respect of a Participant under the Plan, as well as other interests of a Participant under the Plan, shall be subject to all income and employment tax withholdings and other deductions required by federal, state or local law. |
7.11 | Code Section 409A . This Plan is intended to comply with the requirements of Code Section 409A, to the extent applicable. The payments and benefits described in this Plan will be provided to Participants in a manner that will not cause the acceleration of taxation, or the imposition of penalty taxes or interest, under Code Section 409A, and this Plan shall be interpreted and administered accordingly. Except to the extent required or permitted under Code Section 409A, no benefit or payment under the Plan may be accelerated or delayed. Nothing in this Plan shall be construed as a guarantee or indemnity by the Company for the tax consequences of the payments described in the Plan, including any tax consequences under Code Section 409A, all of which shall be the responsibility of the Participant. |
8.1 | Amendment . The Plan may be amended in any manner in whole or in part from time to time by the Board. However, no amendment may reduce the Benefits accrued through the date of the amendment. For this purpose, an optional form of Benefit or a Benefit payment option shall be considered neither a Benefit accrued nor an accrued Benefit, provided that (a) no amendment may be adopted after a Change in Control (or within six (6) months before a Change in Control) that would defer the timing of when benefits begin, and (b) on and after the date of a Change in Control, the benefit payment methods available to Participants must include a life annuity (subject to the Committees right to make lump-sum payments under Section 4.1). Subject to the preceding provisions of this Section 8.1, the Committee or the Board may revise Schedule A at will. |
9.1 | Plan May Be Terminated At Any Time . The Plan has been created by Employer voluntarily. Employer reserves the right to terminate the Plan at any time. In the event of termination, no additional Benefits will accrue after the date of the Plans termination. Distribution will be made on account of Plan termination only to the extent permitted under, and in accordance with, the applicable requirements of Code Section 409A. For the foregoing purposes, the Benefit of a Participant who would have qualified for Early |
14
Retirement if he had retired on the date of termination of the Plan will be entitled to have his Benefit calculated utilizing the Early Retirement Factors supplied in Section 3.1(b)(1). Otherwise, Early Retirement will not be taken into consideration in calculating benefits. |
10.1 | Filing of Claim . A Participant or Beneficiary shall make a claim for benefits under the Plan by filing a written request with the Committee upon a form to be furnished to him for such purpose. The Committee shall process claims for benefits on the basis of the records of the Committee and the Company. The Committee shall determine all questions arising in the administration, interpretation and application of the Plan. All such determinations shall be final, conclusive and binding, except to the extent that they are appealed in accordance with the claims procedure provided in this Article. |
10.2 | Denial of Claim . If a claim is wholly or partially denied, the Committee shall furnish the Participant or Beneficiary with written notice of the denial within a reasonable period of time after receipt of the claim by the Committee. This period will not exceed ninety (90) days after the date the original claim was filed, except that if special circumstances require an extension of time for processing, a decision will be rendered as soon as possible, but in no event later than one hundred and eighty (180) days after receipt of the claim. In the event that an extension of time is necessary, the Committee shall notify the claimant of such need; the reason(s) therefor; and the extension period prior to the expiration of the ninety (90) day review period. Any notice of denial shall provide (a) the reason for denial; (b) specific reference to pertinent Plan provisions on which the denial is based; (c) a description of any additional information needed to perfect the claim and an explanation of why such information is necessary; (d) an explanation of the Plans claims procedure; (e) a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to and copies of all documents, records and other information relevant to the claimants claim; and (f) a statement notifying the claimant of his right to file a civil action under ERISA §502(a), following an adverse determination on appeal. |
10.3 | Review of Denial . The Participant or Beneficiary shall have sixty (60) days from receipt of a denial notice in which to make a written application for review by the Benefits Appeals Committee. The Participant or Beneficiary shall have the right to (a) representation; (b) review pertinent documents; and (c) submit written comments, documents, records and other information relating to the claim. Upon request, a claimant shall be provided, free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimants claim for benefits. In considering an appeal, the Benefits Appeals Committee shall review and consider any written comments submitted by the Participant or by the Participants duly authorized representative, however, the right to appeal does not require the Benefits Appeals Committee to allow the Participant or the Participants representative to appear in person. |
10.4 | Decision Upon Review . The Benefits Appeals Committee shall issue a decision on such review within a reasonable period of time after receipt of an application for review as provided in Section 10.3. Except to the extent permitted by Department of Labor regulations (including the quarterly meetings exception of 29 CFR §2560.503-1(i)(1)(ii)), the period of time in which a decision shall be issued shall not exceed sixty (60) days after receipt of an application for review, except that if special circumstances require an extension of time for processing, a decision on review will be rendered as soon as possible, but in no event later than one hundred and twenty (120) days after receipt of an application |
15
COMPANY:
HCA Inc. a Delaware Corporation |
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By: | /s/ Sabrina Ruderer | |||
Vice President of Human Resources,
Compensation & Benefits |
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2
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2.1 | General . The Plan is intended to qualify as a top hat plan under 29 U.S.C. § 1051(2). Accordingly, only a select group of management or highly compensated employees of the Company and its Subsidiaries may participate in the Plan. Any provision of this Plan or any action taken by the Board, the Committee or Employer, which would cause the Plan to fail to qualify as a top hat plan, under 29 U.S.C. § 1051(2) will be void. The Company intends that no amount credited under the Plan be included in a Participants or beneficiarys income as a result of Code Section 409A, and the Plan shall be interpreted and administered in accordance with the applicable requirements of Code Section 409A. |
2.2 | Eligibility . Subject to the following provisions of this section and the timing provision of Section 2.3, an Employee will be entitled to an allocation of benefits to be received in the future for a Plan Year only if: (a) he is eligible to receive matching contributions for the Plan Year under the HCA 401(k) Plan in an amount equal to 100% of eligible salary deferral contributions; (b) he is an Active Participant for the Plan Year; and (c) his Compensation for the Plan Year exceeds the Social Security Wage Base for the Plan Year. With the exceptions of physicians who are contractually entitled to participate in the Plan and physicians with an Account as of December 31, 2007, any person who either is hired (or rehired) after 2007 and works as a physician for a Subsidiary or an affiliate of HCA that is part of the Physician Services Group or was hired (or rehired) before 2008 and works as a physician for a Subsidiary or an affiliate of HCA that is part of the Physician Services Group and did not have an Account on December 31, 2007 will not participate in the Plan. Also, with the exceptions of physicians who are contractually entitled to participate in the Plan and physicians with an Account as of December 31, 2007, any person employed by a Subsidiary or HCA affiliate that is not part of the Physicians Services Group who transfers employment after 2007 to a Subsidiary or affiliate of HCA that is part of the Physician Services Group and works as a physician will not participate in the Plan. An Employee need not take any action in order to participate. No benefit will accrue for a Plan Year for any individual with respect to whom a benefit accrues under the HCA Supplemental Executive Retirement Plan for such Plan Year or any part thereof. |
2.3 | Timing . An individual who meets the eligibility criteria for a Plan Year will become a Participant on Participants Participation Date. |
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3.1 | Amounts Credited . Following the end of each Plan Year, but no later than the 5 th day of March following the Plan Year, the Account of each Active Participant will be credited the following amounts of benefits: |
Compensation over the | |||||
SSWB up to Code | Compensation over the | ||||
Years of Service | §401(a)(17) Limit | Code §401(a)(17) Limit | |||
0-4
|
1.5% | 3.0% | |||
5-9
|
2.0 | 4.0 | |||
10-14
|
3.0 | 6.0 | |||
15-19
|
3.5 | 7.0 | |||
20-24
|
4.0 | 8.0 | |||
25+
|
4.5 | 9.0 |
In addition to the foregoing contributions, if an Active Participant could have received greater matching contributions under the HCA 401(k) Plan if the Code section 402(g) limit did not apply with respect to the HCA 401(k) Plan (assuming the Active Participant would contribute the elective deferrals at the rate necessary to receive the maximum matching contributions), then the Active Participants Account will be credited with the excess of the maximum elective deferral contributions that could be credited to his account under the HCA 401(k) Plan if the Code Section 402(g) limit did not apply to the HCA 401(k) Plan and the contribution rate necessary to produce the maximum matching contributions possible applied, minus the Code Section 402(g) limit. |
4.1 | Benefit Forms . All benefits under the Plan will be paid in cash. A Participant may elect to receive his benefits in one of three (3) forms: |
(a) | a lump-sum distribution; | ||
(b) | five (5) installments payable over a five (5) year period; or | ||
(c) | ten (10) installments payable over a ten (10) year period. |
Notwithstanding the foregoing, no Participant may elect to receive any benefits in the form of installments after December 31, 2009, provided that any installment election made prior to January 1, 2010, shall remain in effect, subject to the last sentence of this Section 4.1. Separate elections could be made with respect to distributions made on account of Separation from Service, death or Disability. Installment payments will be calculated by dividing the Participants Account by the number of installments remaining. Notwithstanding the preceding provisions of this Section, the Committee shall pay a Participants benefits in a lump-sum distribution in cash if the vested Account that is payable does not exceed $500,000. |
4.2 | Delay and Acceleration . Notwithstanding any other provision of this Plan to the contrary, to the extent permitted under applicable Treasury regulations under Code Section 409A, benefit payments will be delayed if the Committee believes that delay is necessary to: (a) cause payments not to exceed the limit of Code Section 162(m); (b) prevent a violation of Federal securities laws or other laws; or (c) satisfy the requirements of the Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA). Delay may also be applied |
5
by the Committee due to events and conditions prescribed by the Internal Revenue Service. Notwithstanding any other provision of this Plan to the contrary, to the extent permitted under applicable Treasury regulations under Code Section 409A, benefit payments will be accelerated if the Committee believes that acceleration is necessary to: (a) comply with a domestic relations order that is legally binding with respect to the Plan; (b) comply with an ethics agreement with the Federal government; (c) comply with a federal, state, local or foreign ethics law or conflicts of interest law; (d) pay FICA tax or income taxes payable as a result of the FICA tax payment on Plan benefits; or (e) resolve a bona fide dispute as to a right to payment. |
5.1 | Accounts . Accounts will be created for Participants, to which amounts credited under Section 3.1 will be added. Credits will be made even though amounts are not contributed to an HCA 401(k) trust by Employer. Accounts will be debited ( i.e., reduced) by any distributions to, or on account of, the Participant. |
5.2 | Earnings . Accounts will be credited with earnings and debited with losses on the basis ( i.e., daily, monthly, etc.) applied under the HCA 401(k) Plan. Accounts will be credited with the earnings (or loss) rate actually earned by the Mix B Fund of the HCA 401(k) Plan; provided that, effective beginning February 1, 2011, earnings and losses will be based on the actual return of the Moderate Balanced Fund under the HCA 401(k) Plan. Furthermore, in the case of a Participant who is also a participant in the HCA Supplemental Executive Retirement Plan, effective after December 31, 2010, the Participants Account will not be credited with earnings and debited with losses. |
6.1 | Death . Each Participant may designate one or more death beneficiaries and contingent beneficiaries. The beneficiary or beneficiaries who survive the Participant will receive the Participants Account (or remaining Account, if installments were in the process of being paid at the time of death). However, if no beneficiary survives the Participant, then the contingent beneficiary or beneficiaries who survive the Participant will receive his Account (or remaining Account, if installments were in the process of being paid at the time of death). Regardless of whether a payment form was chosen for death benefits, if installments were being paid at the time of death, the installment payments in process will continue to be made to the beneficiary or beneficiaries or to the contingent beneficiary or beneficiaries (as applicable). In the event of divorce of a married participant who previously named his spouse as beneficiary or contingent beneficiary, any designation of spouse as beneficiary will be void upon divorce and any amount that would have been paid to the spouse but for voiding will be paid as if the spouse did not survive the Participant. Marriage of a single Participant will void existing beneficiary and contingent beneficiary elections. If no beneficiary is named or if no beneficiary or contingent beneficiary survives the Participant, then death benefits will be paid pursuant to the hierarchy applicable under the HCA 401(k) Plan when no beneficiary is named. If a lump-sum distribution is payable, it will be paid as soon as administratively feasible following death (but no later than the 15th day of the third month following the month of death). If installment payments are payable, then the first installment will be paid during the month of July of the calendar year following the calendar year during which death occurred. If installment payments have already begun, the remaining installments will continue to be paid to the death beneficiary(ies) at the time such payments would have been |
6
made to the Participant. No additional benefits will be payable thereafter to anyone with respect to such Participant or his benefits. |
6.2 | Disability . In the event of the Disability of a Participant prior to Separation from Service, such Participants vested Account balance will be paid (or begin being paid, in the case of an election to receive installments) in the benefit form applicable under Sections 4.1 and 4.2. If a lump-sum distribution option was elected, then such distribution will be made as soon as administratively feasible following receipt by the Committee of proof of Disability (but no later than the 15th day of the third month following the month of the Disability determination). If the installments option was elected, then the initial installment payment will be paid during the month of July of the calendar year following the calendar year of Disability determination, except that no Disability payment(s) will be made unless the Committee receives proof of Disability. In order to be eligible to receive benefits attributable to being Disabled, a Participant must file a claim for Disability benefits within three (3) months of the date on which the Disability commences, and must notify the Committee of the Social Security Administrations determination of Disability within three (3) months of the date of determination. If benefits have already been paid to the Participant and supplemental benefits are payable due to the Disability determination, such supplemental benefits will be paid pursuant to the foregoing provisions of this Section 6.2. If a Participant who is receiving installment payments becomes Disabled, no changes will be made to the installment payments he is entitled to receive. |
6.3 | Separation from Service Distributions . In the event of Separation from Service (including Retirement) for a reason other than death or Disability, a Participants benefits will be paid in the benefit form elected under Article IV. If a lump-sum distribution option was elected, then such distribution will be made during July of the calendar year next following the calendar year in which Separation from Service for a reason other than death or Disability occurs. If installment payments were elected, then the initial installment payment will be made during July of such next following calendar year. Subsequent installments will be paid during the month of July for each succeeding year. The Disability of the Participant following Separation from Service will have no impact on the payments being made. |
6.4 | No Other Distributions . Subject to Section 4.2, distributions will be paid only upon the events described in this Article VI that provide a right to a distribution. |
7.1 | General Creditors . Participants have the status of general unsecured creditors of Employer. The Plan constitutes a mere promise by Employer to make benefit payments in the future. It is the intention of the Employer that the arrangements provided herein be unfunded for purposes of Title I of the Employee Retirement Income Security Act of 1974 (ERISA). The accounts of Participants will be maintained as bookkeeping entries by the Committee or its agent. Benefits will be paid from the Employers general assets, except to the extent they are paid from a rabbi trust established by the Employer. |
7.2 | Vesting of Benefits . A Participant will be fully vested in his Account if he ceases to be an Employee due to: (a) Retirement; (b) death; or (c) Disability. Otherwise, a Participant will be 20 percent, 40 percent, 60 percent, 80 percent or 100 percent vested in his Account upon completion of 2, 3, 4, 5 and 6 Years of Service, respectively. If a Participant who is partially vested in his Account terminates employment and receives a distribution of his vested Account, the nonvested portion of his Account will be forfeited. In the event a Participant who terminated employment and received a distribution of his vested Account is later rehired, his |
7
Years of Service that existed under the Plan prior to termination of employment (but not his prior Account or any portion thereof) will be restored if his prior Years of Service under the HCA 401(k) Plan (as calculated with respect to his matching contributions account) is restored under the HCA 401(k) Plan. For this purpose, a Participant who was zero percent (0%) vested in his Account upon termination of employment will be entitled to have his prior Years of Service under the Plan restored if (and only if) his prior vesting service under the HCA 401(k) Plan is restored. Notwithstanding the foregoing vesting provisions, the Plan Sponsor will be under no obligation to fund the Plan via trust arrangement or otherwise, and benefits will be payable only if the provisions of Article VI so provide. |
7.3 | Noncompete . Subject to the second sentence of this Section 7.3, a Participant who is classified by the Company as a Division CFO or above who renders services for any health care organization at any time within the five (5) year period immediately following Disability, Separation from Service, or Retirement shall forfeit his right to any further payments or benefits from the Plan and shall repay to the Employer the total amount of payments already made to him from (or with respect to) the Plan. All or part of the provisions of the preceding sentence may be waived by: (a) the Chairman of the Board, with respect to Participants who are not executive officers; and (b) the Committee, with respect to any Participant. In the event of a Separation from Service either by Employer (or the successor employer) when Cause does not exist or by Employee when Good Reason exists, within six (6) months before or after the Change in Control, the noncompete provisions of this Section 7.3 will not apply. |
8.1 | Administration . The Committee will have discretionary authority to administer and interpret this Plan in accordance with the provisions of the Plan. Any determination or decision by the Committee will be conclusive and binding on all persons who at any time have or claim to have any interest whatsoever under this Plan. The same powers will apply to the Benefits Appeals Committee, with respect to handling of appeals of denied claims. |
8.2 | Liability of Committee, Indemnification . To the extent permitted by law, no member of the Committee will be liable to any person for any action taken or omitted in connection with the interpretation and administration of this Plan unless attributable to his own gross negligence or willful misconduct. Employer shall indemnify each member of the Committee against any and all claims, losses, damages and expenses incurred, including counsel fees, and against any liability, including any amounts paid in settlement with the Committee members approval, arising from action or failure to act, except when the same is judicially determined to be attributable to gross negligence or willful misconduct of the member. |
8.3 | Expenses and Books and Records . The books and records to be maintained for the purpose of the Plan, if any, shall be maintained by the officers and employees of Employer at its expense and subject to the supervision and control of the Committee. All expenses of administering the Plan will be paid by Employer. |
8.4 | Benefits Not Assignable . To the extent permitted by law, the right of any Participant in any benefit or to any payment hereunder shall not be subject in any manner to attachment or other legal process for the debts of such Participant; and any such benefit or payment shall not be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment or garnishment by creditors of the Participant. Any attempt by Participant to anticipate, alienate, sell, pledge, or encumber benefits will, unless the Committee directs otherwise, result in forfeiture of entitlement to future payments or benefits. However, the |
8
terms of a domestic relations order that meets the requirements of a Qualified Domestic Relations Order (QDRO), as defined in Code section 414(p), will be honored if it provides for payment of a lump-sum distribution within the two month period beginning one month after submission of the order to the Committee. |
8.5 | Governing Law . All rights and benefits hereunder shall be governed and construed in accordance with the laws of the State of Delaware, except to the extent that federal law supersedes or preempts state law. |
8.6 | Adoption by Subsidiaries Not Necessary . Employees of the Company and its Subsidiaries are potentially eligible to participate, and no separate adoption agreements are necessary by any Employees employer. |
8.7 | Severability . In the event that any provision of this Plan will be declared illegal or invalid for any reason, said illegality or invalidity shall not affect the remaining provisions of this Plan but will be fully severable and this Plan will be construed and enforced as if said illegal or invalid provision had never been inserted herein. However, after deletion or elimination of any illegal or invalid provisions, the remaining provisions of the Plan will be construed in a manner so as to achieve, as closely as possible, the intent and objectives of the Plan, as provided by reading the Plan in its (pre-deletion) entirety. |
8.8 | Construction . The article and section headings and numbers are included only for convenience of reference and are not to be taken as limiting or extending the meaning of any of the terms and provisions of this Plan. Whenever appropriate, words used in the singular shall include the plural or the plural may be read as the singular. |
8.9 | Information to Be Furnished . Participants shall provide the Employer and the Committee with such information and evidence, and shall sign such documents, as may reasonably be requested from time to time for the purpose of administration of the Plan. |
8.10 | Tax Withholding . All benefit payments made to or in respect of a Participant under the Plan, as well as other interests of a Participant under the Plan, will be subject to all income and employment tax withholdings and other deductions required by federal, state or local law. |
8.11 | Errors in Account Statements, Deferrals or Distributions . In the event of an error in a deferral amount ( i.e., employer allocation amount), consistent with and as permitted by any correction procedures provided in regulations or IRS guidance established under Code Section 409A, the error will be corrected. In the event of an error in a distribution, the over or under payment will be corrected by payment to or collection from the Participant consistent with any correction procedures provided in regulations or IRS guidance established under Code Section 409A. In the event of an overpayment, the Company may, at its discretion, offset other amounts payable to the Participant from the Company (including but not limited to salary, bonuses, expense reimbursements, severance benefits or other employee compensation benefit arrangements, as allowed by law and subject to compliance with Code Section 409A) to recoup the amount of such overpayment(s). |
8.12 | Employment Not Guaranteed . Nothing contained in the Plan nor any action taken hereunder will be construed as a contract of employment or as giving any Participant any right to continue the provision of services in any capacity whatsoever to the Company. |
9
8.13 | Successors of the Company . The rights and obligations of the Company under the Plan will inure to the benefit of, and shall be binding upon, the successors and assigns of the Company. |
8.14 | Notice . Any notice of filing required or permitted to be given to the Company or the Participant under this Agreement will be sufficient if in writing and hand-delivered, or sent by registered or certified mail, in the case of the Company, to the principal office of the Company, directed to the attention of the Committee, and in the case of the Participant, to the last known address of the Participant indicated on the employment records of the Company. Such notice will be deemed given as of the date of delivery or, if delivery is made by mail, as of the date shown on the postmark on the receipt for registration or certification. Notices to the Company or the Participant may be permitted by electronic communication according to specifications established by the Committee. |
9.1 | Amendment . The Plan may be amended in whole or in part in any manner from time to time by the Board or by the Committee. However, no amendment may reduce the benefits accrued through the date of the amendment. For this purpose, an optional form of benefit or a benefit payment option will be considered neither benefits accrued nor an accrued benefit, provided that no amendment may be adopted after a Change in Control (or within six (6) months before a Change in Control) that would defer the timing of when benefits begin. |
10.1 | Plan May Be Terminated At Any Time . The Plan has been created by Employer voluntarily. Employer reserves the right to terminate the Plan at any time by action of the Board or the Committee. In the event of termination, no additional Benefits will accrue after the date of the Plans termination. Distribution will be made on account of Plan termination only to the extent permitted under, and in accordance with, the applicable requirements of Code Section 409A. |
11.1 | Filing of Claim . A Participant or Beneficiary shall make a claim for benefits under the Plan by filing a written request with the Committee upon a form to be furnished to him for such purpose. The Committee shall process claims for benefits on the basis of the records of the Committee and the Company. The Committee shall determine all questions arising in the administration, interpretation and application of the Plan. All such determinations will be final, conclusive and binding, except to the extent that they are appealed in accordance with the claims procedure provided in this Article. |
11.2 | Denial of Claim . If a claim is wholly or partially denied, the Committee shall furnish the Participant or Beneficiary with written notice of the denial within a reasonable period of time after receipt of the claim by the Committee. This period will not exceed ninety (90) days after the date the original claim was filed, except that if special circumstances require an extension of time for processing, a decision will be rendered as soon as possible, but in no event later than one hundred and eighty (180) days after receipt of the claim. In the event that an extension of time is necessary, the Committee shall notify the claimant of such need; the reason(s) therefor; and the extension period prior to the expiration of the ninety (90) day |
10
11.3 | Review of Denial . The Participant or Beneficiary shall have sixty (60) days from receipt of a denial notice in which to make a written application for review by the Benefits Appeals Committee. The Participant or Beneficiary will have the right to (a) representation; (b) review pertinent documents; and (c) submit written comments, documents, records and other information relating to the claim. Upon request, a claimant shall be provided, free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimants claim for benefits. In considering an appeal, the Benefits Appeals Committee shall review and consider any written comments submitted by the Participant or by the Participants duly authorized representative, however, the right to appeal does not require the Benefits Appeals Committee to allow the Participant or the Participants representative to appear in person. |
11.4 | Decision Upon Review . The Benefits Appeals Committee shall issue a decision on such review within a reasonable period of time after receipt of an application for review as provided in Section 11.3. Except to the extent permitted by Department of Labor regulations (including the quarterly meetings exception of 29 CFR §2560.503-1(i)(1)(0), the period of time in which a decision shall be issued shall not exceed sixty (60) days after receipt of an application for review, except that if special circumstances require an extension of time for processing, a decision on review will be rendered as soon as possible, but in no event later than one hundred and twenty (120) days after receipt of an application for review. The time frame for response will be tolled for any period during which the Benefits Appeals Committee is awaiting the receipt of information. In the event that an extension of time is necessary, the Benefits Appeals Committee shall notify the claimant of such need; the reason(s) therefore; and extension period prior to expiration of the sixty (60) day review period. If it is adverse to the claimant, the decision upon review will set forth: (a) the specific reason(s) for the adverse determination; (b) reference to the specific Plan provision(s) on which the determination is based; (c) a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimants claim; and (d) a statement notifying the Participant of his right to file a civil action under ERISA § 502(a). |
COMPANY:
HCA Inc. a Delaware Corporation |
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By: | /s/ Sabrina Ruderer | |||
Vice President of Human Resources, | ||||
Compensation & Benefits | ||||
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HCA HOLDINGS, INC. | ||||||
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By: | /s/ John M. Steele | ||||
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Name: |
John
M. Steele
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Title: |
Senior
Vice President Human Resources
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/s/
Richard M. Bracken
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Richard M. Bracken |
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HCA HOLDINGS, INC. | ||||||
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By: |
/s/ John M. Steele
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Name: |
John M. Steele
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Title: |
Senior Vice President Human Resources
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/s/ R. Milton Johnson
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R. Milton Johnson |
HCA HOLDINGS, INC. | ||||||
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By: |
/s/ John M. Steele
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Name: |
John M. Steele
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Title: |
Senior Vice President Human Resources
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/s/ Samuel N. Hazen | ||||||
Samuel N. Hazen |
2
2
HCA HOLDINGS, INC. | |||||||||
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By: |
/s/ John
M. Steele
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Name: |
John
M. Steele
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Title: |
Senior
Vice President - Human Resources
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/s/ Beverly B. Wallace | ||||||||
Beverly B. Wallace |
3
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HealthONE Clinic Services Neurosciences, LLC
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HealthONE Clinic Services Obstetrics and Gynecology, LLC
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HealthONE Clinic Services Occupational Medicine, LLC
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HealthONE Clinic Services Oncology Hematology, LLC
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HealthONE Clinic Services Orthopedic Specialists, LLC
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HealthONE Clinic Services Otolaryngology Specialists, LLC
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Imaging Services of Richmond, LLC
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Midwest Division LRHC, LLC
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Midwest Division LSH, LLC
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Midwest Division MCI, LLC
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Midwest Division MII, LLC
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Midwest Division MMC, LLC
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Menorah Medical Center
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Midwest Division OPRMC, LLC
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Overland Park Regional Medical Center
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Midwest Division PFC, LLC
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Midwest Division RMC, LLC
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Midwest Division RPC, LLC
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Midwest Division TLM, LLC
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North Florida Cancer Center Tallahassee, LLC
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North Florida Radiation Oncology, LLC
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Oncology Services of Corpus Christi, LLC
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Radiation Oncology Manager, LLC
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RCH, LLC
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Red Rock at Maryland Parkway, LLC
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Red Rock at Smoke Ranch, LLC
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Red Rock Holdco, LLC
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San Bernardino Imaging, LLC
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San Jose Medical Center, LLC
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San Jose, LLC
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Sarah Cannon Research Institute, LLC
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SCRI Holdings, LLC
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Sino American Healthcare Consulting, LLC
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SJMC, LLC
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SMCH, LLC
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South Bay Imaging, LLC
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South Brandon Imaging, LLC
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South Valley Hospital, L.P.
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Southtown Womens Clinic, LLC
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Spalding Rehabilitation L.L.C.
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Spalding Rehabilitation Hospital
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Spring Hill Imaging, LLC
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Springview KY, LLC
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Stereotactic Radiosurgery Systems of Brandon, LLC
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Stones River Hospital, LLC
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Suburban Medical Center at Hoffman Estates, Inc.
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Summit General Partner, Inc.
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Summit Medical Assoc., LLC
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Summit Outpatient Diagnostic Center, LLC
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Sun Bay Medical Office Building, Inc.
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Sun City Imaging, LLC
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Sun-Med, LLC
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Sunrise Hospital and Medical Center, LLC
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Sunrise Hospital & Medical Center
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Surgicare of Denton, Inc.
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Surgicare of Plano, Inc.
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Surgico, LLC
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TBHI Outpatient Services, LLC
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Terre Haute Regional Hospital
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The Medical Group of Kansas City, LLC
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Total Imaging Parsons, LLC
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Town Plaza Family Practice, LLC
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Trident Medical Center, LLC
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Trident Medical Center
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Ultra Imaging Management Services, LLC
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Ultra Imaging of Tampa, LLC
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Utah Medco, LLC
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VHSC Plantation, LLC
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Vicksburg Diagnostic Services, L.P.
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Washington Holdco, LLC
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Wesley Cath Lab, LLC
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Wesley Manager, LLC
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Wesley Medical Center, LLC
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West Boynton Beach Open Imaging Center, LLC
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West Florida Imaging Services, LLC
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West Florida PET Services, LLC
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West Houston, LLC
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Westbury Hospital, Inc.
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WHG Medical, LLC
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Ambulatory Laser Associates, GP
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Ambulatory Surgery Center Group, Ltd.
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Ambulatory Surgery Center
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Atlantis Surgicare, LLC
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Aventura Comprehensive Cancer Research Group of Florida, Inc.
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Aventura Healthcare Specialists LLC
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Aventura Neurosurgery, LLC
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BAMI Property, LLC
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Bannerman Family Care, LLC
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Bay Hospital, Inc.
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Gulf Coast Medical Center
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Bayonet Point Surgery Center, Ltd.
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Bayonet Point Surgery and Endoscopy Center
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Beach Primary Care, LLC
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Behavioral Health Sciences of West Florida, LLC
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Belleair Surgery Center, Ltd.
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Belleair Surgery Center
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Bonita Bay Surgery Center, Inc.
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Bonita Bay Surgery Center, Ltd.
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Bradenton Cardiology Physician Network, LLC
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Brandon Surgi-Center, Ltd.
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Brandon Surgery Center
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Broward Cardiovascular Surgeons, LLC
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Broward Healthcare System, Inc.
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Broward Neurosurgeons, LLC
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Cedars Gastroenterologists, LLC
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Cedars Healthcare Group, Ltd.
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Cedars International Cardiology Consultants, LLC
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Cedars Medical Center Hospitalists, LLC
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Central Florida Cardiology Interpretations, LLC
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Central Florida Division Practice, Inc.
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Central Florida Obstetrics & Gynecology Associates, LLC
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Central Florida Physician Network, LLC
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Central Florida Regional Hospital, Inc.
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Central Florida Regional Hospital
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Coastal Cardiac Diagnostics, Ltd.
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Collier County Home Health Agency, Inc.
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Columbia Behavioral Health, Ltd.
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Columbia Behavioral Healthcare of South Florida, Inc.
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Columbia Central Florida Division, Inc.
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Columbia Development of Florida, Inc.
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Columbia Eye and Specialty Surgery Center, Ltd.
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Columbia Florida Group, Inc.
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Columbia Hospital Corporation of Central Miami
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Columbia Hospital Corporation of Kendall
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Columbia Hospital Corporation of Miami
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Columbia Hospital Corporation of Miami Beach
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Columbia Hospital Corporation of North Miami Beach
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Columbia Hospital Corporation of South Broward
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Westside Regional Medical Center
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Columbia Hospital Corporation of South Dade
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Columbia Hospital Corporation of South Florida
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Columbia Hospital Corporation of South Miami
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Columbia Hospital Corporation of Tamarac
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Columbia Hospital Corporation-SMM
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Columbia Jacksonville Healthcare System, Inc.
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Columbia Lake Worth Surgical Center Limited Partnership
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Columbia Midtown Joint Venture
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Columbia North Central Florida Health System Limited Partnership
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Columbia North Florida Regional Medical Center Limited Partnership
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Columbia Ocala Regional Medical Center Physician Group, Inc.
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Columbia Palm Beach Healthcare System Limited Partnership
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Columbia Park Healthcare System, Inc.
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Columbia Park Medical Center, Inc.
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Columbia Physician Services Florida Group, Inc.
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Columbia Primary Care, LLC
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Columbia Resource Network, Inc.
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Columbia Tampa Bay Division, Inc.
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Columbia-Osceola Imaging Center, Inc.
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Community Hospital Family Practice, LLC
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Coral Springs Surgi-Center, Ltd.
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Surgery Center at Coral Springs
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Countryside Surgery Center, Ltd.
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Countryside Surgery Center
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Daytona Medical Center, Inc.
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Diagnostic Breast Center, Inc.
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Doctors Hospital Physician-Hospital Organization, Inc.
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Doctors Osteopathic Medical Center, Inc.
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Doctors Same Day Surgery Center, Inc.
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Doctors Same Day Surgery Center, Ltd.
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Doctors Same Day Surgery Center
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DOMC Property, LLC
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East Florida Behavioral Health Network, LLC
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East Florida Division, Inc.
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East Florida Emergency Physician Group, LLC
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East Florida Hospitalists, LLC
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East Florida Primary Care, LLC
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East Pointe Hospital, Inc.
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Edward White Hospital, Inc.
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Edward White Hospital
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Fawcett Memorial Hospital
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Florida Outpatient Surgery Center, Ltd.
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Fort Myers Market, Inc.
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Fort Pierce Immediate Care Center, Inc.
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Fort Pierce Orthopaedics, LLC
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Fort Pierce Surgery Center, Ltd.
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Fort Walton Beach Medical Center, Inc.
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Fort Walton Beach Medical Center
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Freeport Family Medicine, LLC
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Ft. Pierce Surgicare, LLC
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Ft. Walton Beach Anesthesia Services, LLC
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Gainesville GYN Oncology of North Florida Regional Medical Center, LLC
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Gainesville Physicians, LLC
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Galen Diagnostic Multicenter, Ltd.
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Galen Hospital-Pembroke Pines, Inc.
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Galen of Florida, Inc.
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St. Petersburg General Hospital
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Galencare, Inc.
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Brandon Regional Hospital
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Northside Hospital
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Grant Center Hospital of Ocala, Inc.
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Gulf Coast Inpatient Specialists, LLC
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Gulf Coast Medical Center Primary Care, LLC
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Gulf Coast Multispecialty Services, LLC
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Hamilton Memorial Hospital, Inc.
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HCA Viera ALF, LLC
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HCA WHS Progressive, LLC
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HCA WHS Services, LLC
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HCA Family Care Center, Inc.
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HCA Health Services of Florida, Inc.
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Blake Medical Center
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Oak Hill Hospital
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Regional Medical Center Bayonet Point
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St. Lucie Medical Center
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HCA Health Services of Miami, Inc.
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HCA Outpatient Clinic Services of Miami, Inc.
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HD&S Corp. Successor, Inc.
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HealthCoast Physician Group, LLC
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Heathrow Internal Medicine, LLC
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Heritage Family Care, LLC
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Homecare North, Inc.
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Hospital Corporation of Lake Worth
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Hyperbaric and Wound Care Services of Ocala, LLC
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Integrated Regional Lab, LLC
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Integrated Regional Laboratories Pathology Services, LLC
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Internal Medicine Services of Osceola, LLC
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Jacksonville Multispecialty Services, LLC
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Jacksonville Specialists, LLC
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Jacksonville Surgery Center, Ltd.
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Jacksonville Surgery Center
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JFK Internal Medicine Faculty Practice, LLC
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JFK Occupational Medicine, LLC
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JFK Real Properties, Ltd.
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Kendall Healthcare Group, Ltd.
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Kendall Regional Medical Center
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Kendall Vascular Surgery, LLC
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Kingsley Family Care, LLC
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LAD Imaging, LLC
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Lake Nona Hospital, Inc.
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Largo Cardiology, LLC
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Largo Medical Center, Inc.
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Largo Medical Center
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Largo Physician Group, LLC
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Laurel Grove Surgery Center, LLC
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Lawnwood Cardiovascular Surgery, LLC
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Lawnwood Healthcare Specialists, LLC
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Lawnwood Medical Center, Inc.
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Lawnwood Regional Medical Center & Heart Institute
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Lawnwood Pavilion Physician Services, LLC
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Live Oak Immediate Care Center, LLC
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M & M of Ocala, Inc.
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Manatee Surgicare, Ltd.
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Gulf Coast Surgery Center
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Marion Community Hospital, Inc.
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Ocala Regional Medical Center
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Medical Associates of Ocala, LLC
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Medical Center of Port St. Lucie, Inc.
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Medical Center of Santa Rosa, Inc.
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Medical Imaging Center of Ocala [General Partnership]
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Medical Partners of North Florida, LLC
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Memorial Family Practice Associates, LLC
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Memorial Health Primary Care at St. Johns Bluff, LLC
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Memorial Healthcare Group, Inc.
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Memorial Hospital Jacksonville
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Specialty Hospital
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Memorial Neurosurgery Group, LLC
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Memorial Surgicare, Ltd.
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Plaza Surgery Center II
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MHS Partnership Holdings JSC, Inc.
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MHS Partnership Holdings SDS, Inc.
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Miami Beach Healthcare Group, Ltd.
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Aventura Hospital and Medical Center
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Miami Lakes Surgery Center, Ltd.
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Miami Lakes Surgery Center
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Navarre Family Care, LLC
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Network MS of Florida, Inc.
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Community Hospital
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New Port Richey Surgery Center
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Niceville Family Practice, LLC
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North Central Florida Health System, Inc.
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North Florida Division I, Inc.
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North Florida Division Practice, Inc.
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North Florida GI Center GP, Inc.
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North Florida GI Center, Ltd.
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North Florida Endoscopy Center
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North Florida Immediate Care Center, Inc.
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North Florida Neurosurgery, LLC
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North Florida Outpatient Imaging Center, Ltd.
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North Florida Physician Services, Inc.
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North Florida Physicians, LLC
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North Florida Regional Investments, Inc.
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North Florida Regional Medical Center, Inc.
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North Florida Regional Medical Center
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North Florida Regional Otolaryngology, LLC
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North Florida Rehab Investments, LLC
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North Florida Surgical Associates, LLC
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North Palm Beach County Surgery Center, LLC
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North County Surgicenter
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Northside MRI, Inc.
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Northwest Florida Cardiology, LLC
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Northwest Florida Healthcare Systems, Inc.
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Northwest Florida Multispecialty Physicians, LLC
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Northwest Florida Primary Care, LLC
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Northwest Medical Center, Inc.
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Northwest Medical Center
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Notami Hospitals of Florida, Inc.
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Lake City Medical Center
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Oak Hill Acquisition, Inc.
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Oak Hill Family Care, LLC
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Oak Hill Hospitalists, LLC
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Ocala Health Imaging Services, LLC
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Ocala Health Primary Care, LLC
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Ocala Health Surgical Group, LLC
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Ocala Regional Outpatient Services, Inc.
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Okaloosa Hospital, Inc.
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Twin Cities Hospital
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Okeechobee Hospital, Inc.
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Raulerson Hospital
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OneSource Health Network of South Florida, Inc.
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Orange Park Hospitalists, LLC
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Orange Park Medical Center, Inc.
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Orange Park Medical Center
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Orlando Surgicare, Ltd.
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Same Day Surgicenter of Orlando
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Osceola Neurological Associates, LLC
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Osceola Regional Hospital, Inc.
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Osceola Regional Medical Center
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Osceola Regional Hospitalists, LLC
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Osceola Surgical Associates, LLC
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Outpatient Surgical Services, Ltd.
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Outpatient Surgical Services
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P&L Associates
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Palm Beach General Surgery, LLC
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Palm Beach Healthcare System, Inc.
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Palm Beach Hospitalists Program, LLC
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Palms West Gastroenterology, LLC
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Palms West Pediatric Neurosurgery, Inc.
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Palms West Surgery Center, Ltd.
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Palms West Surgicenter
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Park South Imaging Center, Ltd.
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Pensacola Primary Care, Inc.
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Pinellas Surgery Center, Ltd.
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Center for Special Surgery
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Pinnacle Physician Network, LLC
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Port St. Lucie Surgery Center, Ltd.
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St. Lucie Surgery Center
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Premier Medical Management, Ltd.
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Primary Care Medical Associates, Inc.
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Putnam Hospital, Inc.
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Raulerson Gastroenterology, LLC
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Raulerson GYN, LLC
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Raulerson Primary Care, LLC
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Sarasota Doctors Hospital, Inc.
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Doctors Hospital of Sarasota
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South Broward Practices, Inc.
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South Florida Division Practice, Inc.
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Southwest Florida Health System, Inc.
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Southwest Florida Regional Medical Center, Inc.
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Space Coast Surgical Center, Ltd.
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Merritt Island Surgery Center
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Specialty Hospitalists at Ft. Walton Beach, LLC
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Spinal Disorder and Pain Treatment Institute, LLC
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St. Lucie Hospitalists, LLC
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St. Lucie Medical Center Walk-In Clinic, LLC
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St. Lucie Medical Specialists, LLC
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St. Lucie West Primary Care, LLC
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St. Petersburg General Surgery, LLC
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Sun City Hospital, Inc.
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South Bay Hospital
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Surgery Center of Atlantis, LLC
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Atlantis Outpatient Center
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Surgery Center of Aventura, Ltd.
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Surgery Center of Aventura
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Surgery Center of Ft. Pierce, Ltd
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Surgery Center of Ft. Pierce
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Surgery Center of Port Charlotte, Ltd.
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Gulf Pointe Surgery Center
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Surgical Park Center, Ltd.
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Surgical Park Center
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Surgicare America Winter Park, Inc.
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Surgicare of Altamonte Springs, Inc.
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Surgicare of Aventura, LLC
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Surgicare of Bayonet Point, Inc.
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Surgicare of Brandon, Inc.
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Surgicare of Central Florida, Inc.
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Surgicare of Countryside, Inc.
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Surgicare of Florida, Inc.
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Surgicare of Ft. Pierce, Inc.
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Surgicare of Kissimmee, Inc.
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Surgicare of Laurel Grove, LLC
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Surgicare of Manatee, Inc.
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Surgicare of Merritt Island, Inc.
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Surgicare of Miami Lakes, LLC
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Surgicare of New Port Richey, Inc.
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Surgicare of Orange Park, Inc.
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Surgicare of Orange Park, Ltd.
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Orange Park Surgery Center
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Surgicare of Orlando, Inc.
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Surgicare of Palms West, LLC
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Surgicare of Pinellas, Inc.
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Surgicare of Plantation, Inc.
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Surgicare of Port Charlotte, LLC
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Surgicare of Port St. Lucie, Inc.
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Surgicare of St. Andrews, Inc.
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Surgicare of St. Andrews, Ltd.
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Surgery Center at St. Andrews
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Surgicare of Stuart, Inc.
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Surgicare of Tallahassee, Inc.
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Tallahassee Community Network, Inc.
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Tallahassee Imaging Services, LLC
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Tallahassee Medical Center, Inc.
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Capital Regional Medical Center
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Tallahassee Orthopedic Surgery Partners, Ltd.
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Tallahassee Outpatient Surgery Center
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Tampa Bay Health System, Inc.
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Tampa Surgi-Centre, Inc.
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The Neurohealth Sciences Center, LLC
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Total Imaging Hudson, LLC
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Total Imaging North St. Petersburg, LLC
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Travel Medicine and Infections, LLC
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University Healthcare Specialists, LLC
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University Hospital, Ltd.
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University Hospital and Medical Center
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Venture Ambulatory Surgery Center, LLC
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Venture Ambulatory Surgery Center
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Venture Medical Management, LLC
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West Florida Behavioral Health, Inc.
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West Florida Cardiology Network, LLC
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West Florida Division, Inc.
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West Florida Gulf Coast Primary Care, LLC
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West Florida HealthWorks, LLC
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West Florida Internal Medicine, LLC
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West Florida Physician Network, LLC
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West Florida Regional Medical Center, Inc.
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West Florida Hospital
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West Florida Specialty Physicians, LLC
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West Florida Trauma Network, LLC
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West Jacksonville Medical Center, Inc.
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Westside Surgery Center, Ltd.
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Parkside Surgery Center
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Wildwood Medical Center, Inc.
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Womens Health Center of Central Florida, LLC
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Acworth Immediate Care, LLC
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Albany Family Practice, LLC
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Albany Neurosurgery Center, LLC
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AOSC Sports Medicine, Inc.
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Atlanta Home Care, L.P.
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Atlanta Outpatient Surgery Center, Inc.
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Atlanta Surgery Center, Ltd.
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Atlanta Outpatient Peachtree Dunwoody Center
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Atlanta Outpatient Surgery Center
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Pediatric Surgery Center at Atlanta Outpatient
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Augusta Inpatient Services, LLC
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Augusta Multispecialty Services, LLC
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Augusta Primary Care Services, LLC
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Augusta Specialty Hospitalists, LLC
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Buckhead Surgical Services, L.P.
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Byron Family Practice, LLC
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Cartersville Medical Center, LLC
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Cartersville Medical Center
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Cartersville Occupational Medicine Center, LLC
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Cartersville Physician Practice I, LLC
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Cartersville Urgent Care, LLC
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Center for Colorectal Care, LLC
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Chatsworth Hospital Corp.
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Church Street Partners
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Coliseum Health Group, Inc.
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Coliseum Park Hospital, Inc.
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Coliseum Primary Care Services, LLC
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Coliseum Primary Healthcare Macon, LLC
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Coliseum Primary Healthcare Riverside, LLC
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Coliseum Professional Associates, LLC
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Coliseum Same Day Surgery Center, L.P.
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Coliseum Same Day Surgery Center
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Columbia Coliseum Same Day Surgery Center, Inc.
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Columbia Polk General Hospital, Inc.
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Polk Medical Center
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Columbia Surgicare of Augusta, Ltd.
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Augusta Surgical Center
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Columbia-Georgia PT, Inc.
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Columbus Cardiology, Inc.
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Columbus Doctors Hospital, Inc.
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Diagnostic Services, G.P.
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Doctors Hospital Center for Occupational Medicine, LLC
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Doctors Hospital Columbus GA-Joint Venture
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Doctors Hospital of Augusta Neurology, LLC
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Doctors Hospital Surgery Center, L.P.
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Evans Surgery Center
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Doctors-I, Inc.
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Doctors-II, Inc.
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Doctors-III, Inc.
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Doctors-IV, Inc.
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Doctors-V, Inc.
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Doctors-VI, Inc.
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Doctors-VII, Inc.
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Doctors-VIII, Inc.
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Doctors-IX, Inc.
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Doctors-X, Inc.
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Dublin Community Hospital, LLC
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Dublin Heart Specialists, LLC
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Dublin Multispecialty, LLC
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Dunwoody Physician Practice Network, Inc.
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Eastside General Surgery, LLC
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EHCA Diagnostics, LLC
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EHCA Eastside Occupational Medicine Center, LLC
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EHCA Eastside, LLC
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Emory Eastside Medical Center
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EHCA Johns Creek Holdings, LLC
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EHCA Johns Creek Radiation Therapy, LLC
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EHCA Johns Creek, LLC
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Emory Johns Creek Hospital
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EHCA Metropolitan, LLC
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EHCA Parkway, LLC
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EHCA Peachtree, LLC
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EHCA West Paces, LLC
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EHCA, LLC
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Emory Johns Creek Obstetrics and Gynecology, LLC
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Emory Johns Creek Physicians, LLC
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Fairview Medical Services, LLC
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Fairview Park, Limited Partnership
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Fairview Park Hospital
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Georgia Psychiatric Company, Inc.
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Grace Family Practice, LLC
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Grayson Primary Care, LLC
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Greater Gwinnett Internal Medicine Associates, LLC
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Greater Gwinnett Physician Corporation
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Gwinnett Community Hospital, Inc.
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HCA Health Services of Georgia, Inc.
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HCOL, Inc.
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Heritage Medical Care, LLC
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Hospitalists at Fairview Park, LLC
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Hughston Hospital Services, LLC
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Infectious Diseases Consultants of Southwest Georgia, LLC
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Johns Creek Family Physicians, LLC
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Johns Creek Physician Services Corporation
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Marietta Outpatient Medical Building, Inc.
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Marietta Outpatient Surgery, Ltd.
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Marietta Surgical Center
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Marietta Surgical Center, Inc.
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Med Corp., Inc.
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MedFirst, Inc.
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Medical Center West, Inc.
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MOSC Sports Medicine, Inc.
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North Georgia Primary Care Group, LLC
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Northlake Medical Center, LLC
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Northlake MultiSpecialty Associates, LLC
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Northlake Physician Practice Network, Inc.
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Northlake Surgical Center, L.P.
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Northlake Surgical Center
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Northlake Surgicare, Inc.
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Orthopaedic Specialty Associates, L.P.
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Orthopaedic Sports Specialty Associates, Inc.
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Palmyra Brain & Spine Center, LLC
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Palmyra Park Hospital, Inc.
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Palmyra Medical Centers
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Palmyra Professional Fees, LLC
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Redmond Anesthesia Services, LLC
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Redmond Hospital Services, LLC
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Redmond Neurosurgery, LLC
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Redmond Park Health Services, Inc.
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Redmond Park Hospital, LLC
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Redmond Regional Medical Center
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Redmond Physician Practice Company
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Redmond Physician Practice Company II
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Redmond Physician Practice Company III
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Redmond Physician Practice XI, LLC
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Rockbridge Primary Care, LLC
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Rome Imaging Center Limited Partnership
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Surgery Center of Rome, L.P.
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The Surgery Center of Rome
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Surgicare of Augusta, Inc.
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Surgicare of Buckhead, LLC
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Surgicare of Evans, Inc.
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Surgicare of Rome, Inc.
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The Rankin Foundation
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Urology Center of North Georgia, LLC
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West Paces Services, Inc.
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East Falls Cardiovascular and Thoracic Surgery, LLC
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East Falls OBGYN, LLC
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East Falls Plastic Surgery, LLC
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Eastern Idaho Health Services, Inc.
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Eastern Idaho Regional Medical Center
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Eastern Idaho Regional Medical Center Physician Services, LLC
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EIRMC Hospitalist Services, LLC
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Idaho Physician Services, Inc.
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Patients First Neonatology, LLC
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Patients First Neurology, LLC
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West Valley Medical Center, Inc.
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West Valley Medical Center
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West Valley Medical Group, LLC
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West Valley Professional Fee Billing, LLC
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West Valley Therapy Services, LLC
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Chicago Grant Hospital, Inc.
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Columbia Chicago Division, Inc.
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Columbia LaGrange Hospital, Inc.
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Columbia Surgicare North Michigan Ave., L.P.
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Galen of Illinois, Inc.
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Illinois Psychiatric Hospital Company, Inc.
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Smith Laboratories, Inc.
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All About Staffing (India) Private Limited
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Advanced Neurosurgery, LLC
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Advanced Orthopedics, LLC
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Advanced Plastic Surgery Center of Terre Haute, LLC
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Advanced Radiation Oncology Care, LLC
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Basic American Medical, Inc.
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Family Medicine of Terre Haute, LLC
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Hospitalists of the Wabash Valley, LLC
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Jeffersonville MediVision, Inc.
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Regional Hospital Healthcare Partners, LLC
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Surgicare of Indianapolis, Inc.
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Surgicare of Terre Haute, LLC
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Terre Haute Heart Lung Vascular Associates, LLC
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Terre Haute MOB, L.P.
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Terre Haute Obstetrics and Gynecology, LLC
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Wabash Cardiology Associates, LLC
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Wabash Valley Hospitalists, LLC
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Care for Women, LLC
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Family Health Medical Group of Overland Park, LLC
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Heartland Womens Group at Wesley, LLC
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Johnson County Neurology, LLC
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Johnson County Surgery Center, L.P.
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Surgicenter of Johnson County
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Johnson County Surgicenter, L.L.C.
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Kansas Pulmonary and Sleep Specialists, LLC
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Kansas Trauma and Critical Care Specialists, LLC
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Menorah Medical Group, LLC
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Menorah Urgent Care, LLC
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Mid-America Surgery Center, LLC
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Mid-America Surgery Institute, LLC
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Mid-America Surgery Institute
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Midwest Cardiology Specialists, LLC
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Midwest Cardiovascular and Thoracic Surgeons of Kansas, LLC
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Midwest Division, Inc.
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Midwest Oncology Associates, LLC
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Mill Creek Outpatient Services, LLC
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MMC Sleep Lab Management, LLC
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Neurology Associates of Kansas, LLC
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Neuroscience Associates of Kansas City, LLC
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OPRMC-HBP, LLC
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Overland Park Cardiovascular, Inc.
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Overland Park Medical Specialists, LLC
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Overland Park Surgical Specialists, LLC
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Overland Park Surgical Specialties, LLC
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Paragyn Surgical, LLC
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Pediatric Specialty Clinic LLC
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Physician Associates of Corporate Woods, LLC
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Quivira Internal Medicine, Inc.
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Statland Medical Group, LLC
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Surgery Center of Overland Park, L.P.
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Overland Park Surgery Center
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Surgicare of Overland Park, LLC
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Surgicare of Wichita, Inc.
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Surgicare of Wichita, Ltd.
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Surgicare of Wichita
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Surgicenter of Johnson County, Ltd.
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Wesley Physician Services, LLC
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Wesley Physicians Medical Specialties LLC
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Wesley Physicians Obstetrics and Gynecology LLC
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Wesley Physicians Primary Care LLC
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Wesley Physicians Surgical Specialties LLC
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CHCK, Inc.
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Commonwealth Specialists of Kentucky, LLC
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Frankfort Hospital, Inc.
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Frankfort Orthopedics, LLC
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Frankfort Wound Care, LLC
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Galen of Kentucky, Inc.
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Greenview Hospital, Inc.
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Greenview Regional Hospital
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Greenview PrimeCare, LLC
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Hospitalists at Greenview Regional Hospital, LLC
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Southern Kentucky Medicine Associates, LLC
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Southern Kentucky Neurosurgical Associates, LLC
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Southern Kentucky Urology, LLC
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Surgery Center of Greenview, L.P.
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Surgicare of Greenview, Inc.
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Tri-County Community Hospital, Inc.
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Western Kentucky Gastroenterology, LLC
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Acadiana Care Center, Inc.
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Acadiana Practice Management, Inc.
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Acadiana Regional Pharmacy, Inc.
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Avoyelles Family Care (A Medical Limited Liability Company)
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Center for Digestive Diseases, LLC
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Childrens Multi-Specialty Group, LLC
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CLASC Manager, LLC
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Columbia Healthcare System of Louisiana, Inc.
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Columbia West Bank Hospital, Inc.
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Columbia/HCA Healthcare Corporation of Central Louisiana, Inc.
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Columbia/HCA of Baton Rouge, Inc.
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Columbia/HCA of New Orleans, Inc.
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Dauterive Hospital Corporation
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Dauterive Hospital
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Dauterive Physicians, LLC
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Doctors Hospital of Opelousas Limited Partnership
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HCA Health Services of Louisiana, Inc.
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Lafayette OB Hospitalists, LLC
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Lafayette Pediatric Neurology Center, LLC
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Lafayette Surgery Center Limited Partnership
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Lafayette Surgicare
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Lafayette Surgicare, Inc.
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Lafayette Urogynecology & Urology Center, LLC
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Lakeside Womens Services, LLC
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Lakeview Multispecialty Group, LLC
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Louisiana Psychiatric Company, Inc.
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Medical Center of Baton Rouge, Inc.
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Metairie Primary Care Associates, LLC
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Notami (Opelousas), Inc.
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Notami Hospitals of Louisiana, Inc.
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Rapides Healthcare System, L.L.C.
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Rapides Regional Medical Center
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Rapides Regional Physician Group Primary Care, LLC
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Rapides Regional Physician Group Specialty Care, LLC
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Rapides Regional Physician Group, LLC
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Rapides Surgery Center, LLC
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Southwest Medical Center Family Practice, LLC
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Southwest Medical Center Multi-Specialty Group, LLC
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Southwest Medical Center Surgical Group, LLC
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Surgicare Merger Company of Louisiana
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Surgicare of Lakeview, Inc.
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Surgicare Outpatient Center of Baton Rouge, Inc.
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Surgicenter of East Jefferson, Inc.
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The Regional Health System of Acadiana, LLC
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The Regional Medical Center of Acadiana
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TUHC Anesthesiology Group, LLC
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TUHC Hospitalist Group, LLC
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TUHC Physician Group, LLC
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TUHC Primary Care and Pediatrics Group, LLC
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TUHC Radiology Group, LLC
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Tulane Clinic, LLC
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Tulane Professionals Management, L.L.C.
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University Healthcare System, L.C.
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Tulane University Hospital and Clinic
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Uptown Primary Care Associates, LLC
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WGH, Inc.
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Womens & Childrens Pediatric Hematology/Oncology Center, LLC
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Womens & Childrens Pediatric Orthopedic Center, LLC
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Womens & Childrens Pulmonology Clinic, LLC
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Womens and Childrens Professional Management, L.L.C.
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Womens Multi-Specialty Group, LLC
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HCA Luxembourg 1 Sarl
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HCA Luxembourg 2 Sarl
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Columbia Hospital Corporation of Massachusetts, Inc.
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Orlando Outpatient Surgical Center, Ltd.
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Brookwood Medical Center of Gulfport, Inc.
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Coastal Imaging Center of Gulfport, Inc.
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Coastal Imaging Center, L.P.
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Galen of Mississippi, Inc.
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Garden Park Hospitalist Program, LLC
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Garden Park Investments, L.P.
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Garden Park Physician Services Corporation
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Gulf Coast Medical Ventures, Inc.
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HTI Health Services, Inc.
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Orange Grove Surgical Associates, LLC
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Southern Urology Associates, LLC
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VIP, Inc.
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AB TIC Investments, LLC
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Baptist Lutheran HBP, LLC
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Cardiology Associates Medical Group, LLC
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Cedar Creek Medical Group, LLC
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Centerpoint Cardiology Services, LLC
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Centerpoint Hospital Based Physicians, LLC
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Centerpoint Medical Specialists, LLC
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Centerpoint Orthopedics, LLC
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Centerpoint Physicians Group, LLC
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Clinishare, Inc.
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Endocrinology Associates of Lees Summit, LLC
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Eye Care Surgicare, Ltd.
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Eye Surgicare of Independence, LLC
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Family Care at Arbor Walk, LLC
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Family Health Specialists of Lees Summit, LLC
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Foot & Ankle Specialty Services, LLC
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HCA Midwest Comprehensive Care, Inc.
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Health Midwest Medical Group, Inc.
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Health Midwest Office Facilities Corporation
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Health Midwest Ventures Group, Inc.
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HEI Missouri, Inc.
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HM Acquisition, LLC
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Independence Neurosurgery Services, LLC
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Independence Surgicare, Inc.
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Kansas City Neurology Associates, LLC
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Kansas City Perfusion Services, Inc.
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Kansas City Pulmonology Practice, LLC
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Kansas City Vascular & General Surgery Group, LLC
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Lees Summit Urgent Care, LLC
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Medical Center Imaging, Inc.
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Metropolitan Multispecialty Physicians Group, Inc.
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Mid-States Financial Services, Inc.
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Midwest Cardiovascular & Thoracic Surgery, LLC
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Midwest Division RBH, LLC
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Research Belton Hospital
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Midwest Division Spine Care, LLC
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Midwest Doctors Group, LLC
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Midwest Infectious Disease Specialists, LLC
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Midwest Specialty Care Lees Summit, LLC
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Midwest Trauma Services, LLC
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Midwest Womens Healthcare Specialists, LLC
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Missouri Healthcare System, L.P.
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National Association of Senior Friends
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Notami Hospitals of Missouri, Inc.
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Nuclear Diagnosis, Inc.
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Ozarks Medical Services, Inc.
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Precise Imaging, Inc.
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Raymore Medical Group, LLC
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Research Cardiology Associates, LLC
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Research Family Physicians, LLC
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Research GYN/Oncology Associates, LLC
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Research Internal Medicine, LLC
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Research Multi-Specialty Physicians Group, LLC
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Research Neurology Associates, LLC
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Research Neuroscience Institute, LLC
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Research Psychiatric - 1500, LLC
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RMC Pulmonary, LLC
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RMC Transplant Physicians, LLC
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Surgery Center of Independence, L.P.
|
Centerpoint Ambulatory Surgery Center
|
Surgicare of Kansas City, LLC
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Surgicenter of Kansas City, L.L.C.
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Surgicenter of Kansas City
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Womens Center at Brookside, LLC
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CHC Holdings, Inc.
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CHC Venture Co.
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CIS Holdings, Inc.
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Columbia Hospital Corporation of West Houston
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Fremont Womens Health, LLC
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Health Service Partners, Inc.
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Las Vegas ASC, LLC
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Las Vegas Physical Therapy, Inc.
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Las Vegas Surgical Center, a Nevada limited partnership
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Las Vegas Surgicare, Inc.
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Las Vegas Surgicare, Ltd.
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Las Vegas Surgery Center
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Nevada Surgery Center of Southern Hills, L.P.
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Nevada Surgicare of Southern Hills, LLC
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Rhodes Limited-Liability Company
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Sahara Outpatient Surgery Center, Ltd.
|
Sahara Surgery Center
|
Southern Hills Medical Center, LLC
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Southern Hills Hospital & Medical Center
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Specialty Surgicare of Las Vegas, LP
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Specialty Surgery Center
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Sunrise Anesthesia Services, LLC
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Sunrise Flamingo Surgery Center, Limited Partnership
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Flamingo Surgery Center
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Sunrise Mountainview Hospital, Inc.
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MountainView Hospital
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Sunrise Neuro Sciences, LLC
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Sunrise Outpatient Services, Inc.
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Sunrise Physician Services, LLC
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Sunrise Trauma Services, LLC
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Surgicare of Las Vegas, Inc.
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Value Health Holdings, Inc.
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VH Holdco, Inc.
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VH Holdings, Inc.
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Western Plains Capital, Inc.
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Appledore Medical Group II, Inc.
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Derry ASC, Inc.
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HCA Health Services of New Hampshire, Inc.
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Parkland Medical Center
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Portsmouth Regional Ambulatory Surgery Center
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Med-Point of New Hampshire, Inc.
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Occupational Health Services of PRH, LLC
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Parkland Hospitalists Program, LLC
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Parkland Oncology, LLC
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PRH Oncology, LLC
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Salem Surgery Center, Limited Partnership
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Salem Surgery Center
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Surgicare of Salem, LLC
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Brunswick Anesthesia, LLC
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CareOne Home Health Services, Inc.
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Cumberland Medical Center, Inc.
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HCA Raleigh Community Hospital, Inc.
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Heritage Hospital, Inc.
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HTI Health Services of North Carolina, Inc.
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Mecklenburg Surgical Land Development, Ltd.
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Raleigh Community Medical Office Building, Ltd.
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Wake Psychiatric Hospital, Inc.
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Columbia/HCA Healthcare Corporation of Northern Ohio
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Columbia-CSA/HS Greater Canton Area Healthcare System, L.P.
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Columbia-CSA/HS Greater Cleveland Area Healthcare System, L.P.
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Lorain County Surgery Center, Ltd.
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Surgicare of Lorain County, Inc.
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Surgicare of Westlake, Inc.
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Westlake Surgicare, L.P.
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Columbia Doctors Hospital of Tulsa, Inc.
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Columbia Oklahoma Division, Inc.
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Edmond General Surgery, LLC
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Edmond Hospitalists, LLC
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Edmond Intensivists, LLC
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Edmond Physician Hospital Organization, Inc.
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Edmond Physician Services, LLC
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Edmond Podiatry Associates, LLC
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Edmond Spine and Orthopedic Services, LLC
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Family Medicine Associates of Edmond, LLC
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HCA Health Services of Oklahoma, Inc.
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OU Medical Center
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Healthcare Oklahoma, Inc.
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Medi Flight of Oklahoma, LLC
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Medical Imaging, Inc.
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Millenium Health Care of Oklahoma, Inc.
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Oklahoma Outpatient Surgery Limited Partnership
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Oklahoma Surgicare
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Oklahoma Physicians Medical Specialties LLC
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Oklahoma Physicians Obstetrics and Gynecology LLC
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Oklahoma Physicians Primary Care LLC
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Oklahoma Physicians Surgical Specialties LLC
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Oklahoma Surgicare, Inc.
|
Oklahoma Transplant Physicians, LLC
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Plains Healthcare System, Inc.
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Rogers County PHO, Inc.
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Stephenson Laser Center, L.L.C.
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Surgicare of Northwest Oklahoma Limited Partnership
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Surgicare of Tulsa, Inc.
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SWMC, Inc.
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Chestnut Hill Surgical Investors, Ltd.
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All About Staffing Philippines, Inc.
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Career Staffing U.S.A.
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C/HCA Development, Inc.
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Carolina Forest Imaging Center, LLC
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Carolina Regional Surgery Center, Inc.
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Carolina Regional Surgery Center, Ltd.
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Grande Dunes Surgery Center
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Coastal Carolina Home Care, Inc.
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Coastal Carolina Multispecialty Associates, LLC
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Coastal Carolina Primary Care, LLC
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Coastal Inpatient Physicians, LLC
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Colleton Ambulatory Care, LLC
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Colleton Ambulatory Surgery Center
|
Colleton Diagnostic Center, LLC
|
Colleton Medical Anesthesia, LLC
|
Colleton Medical Hospitalists, LLC
|
Colleton Neurology Associates, LLC
|
Colleton Otolaryngology, Head and Neck Surgery, LLC
|
Columbia/HCA Healthcare Corporation of South Carolina
|
Columbia-CSA/HS Greater Columbia Area Healthcare System, L.P.
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Doctors Hospital North Augusta Imaging Center, LLC
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Doctors Memorial Hospital of Spartanburg, L.P.
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Edisto Multispecialty Associates, Inc.
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Grand Strand Senior Health Center, LLC
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Grand Strand Specialty Associates, LLC
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Grand Strand Surgical Specialists, LLC
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North Augusta Rehab Health Center, LLC
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North Charleston Diagnostic Imaging Center, LLC
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Providence Eye Care, Inc.
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South Atlantic Division, Inc.
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South Carolina Imaging Employer Corp.
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Trident Behavioral Health Services, LLC
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Trident Eye Surgery Center, L.P.
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Trident Eye Surgery Center
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Trident Medical Services, Inc.
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Trident Neonatology Services, LLC
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Walterboro Community Hospital, Inc.
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Colleton Medical Center
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Glemm SA
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HCA Switzerland Finance Sarl
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HCA Switzerland Holding Sarl
|
Arthritis Specialists of Nashville, Inc.
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Athens Community Hospital, Inc.
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Atrium Surgery Center, Ltd.
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Centennial Cardiovascular Consultants, LLC
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Centennial Heart, LLC
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Centennial Neuroscience, LLC
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Centennial Primary Care, LLC
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Centennial Psychiatric Associates, LLC
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Centennial Surgery Center, L.P.
|
Centennial Surgery Center
|
Centennial Surgical Associates, LLC
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Centennial Surgical Clinic, LLC
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Central Tennessee Hospital Corporation
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Horizon Medical Center
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Chattanooga Diagnostic Associates, LLC
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Chattanooga Healthcare Network Partner, Inc.
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Chattanooga Healthcare Network, L.P.
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Columbia Integrated Health Systems, Inc.
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Columbia Medical Group Centennial, Inc.
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Columbia Medical Group Daystar, Inc.
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Columbia Medical Group Parkridge, Inc.
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Columbia Medical Group Southern Hills, Inc.
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Columbia Medical Group The Frist Clinic, Inc.
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Dickson Corporate Health Services, LLC
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Dickson Surgery Center, L.P.
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Frist Clinic Express, LLC
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Gastroenterology Specialists of Middle Tennessee, LLC
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H2U Wellness Centers, LLC
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HCA Information Technology & Services, Inc.
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HCA ASD Financial Operations, LLC
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HCA ASD Sales Services, LLC
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HCA Central Group, Inc.
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HCA Chattanooga Market, Inc.
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HCA Development Company, Inc.
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HCA Eastern Group, Inc.
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HCA Health Services of Tennessee, Inc.
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Centennial Medical Center
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Centennial Medical Center at Ashland City
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Southern Hills Medical Center
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StoneCrest Medical Center
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Summit Medical Center
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HCA Long Term Health Services of Miami, Inc.
|
HCA Medical Services, Inc.
|
HCA Physician Services, Inc.
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HCA Realty, Inc.
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Health to You, LLC
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Healthcare Sales National Management Services Group, LLC
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Healthtrust, Inc. The Hospital Company
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Hendersonville Hospital Corporation
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Hendersonville Medical Center
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Hendersonville Hospitalist Services, Inc.
|
Hendersonville OB/GYN, LLC
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Hendersonville Primary Care, LLC
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Hermitage Primary Care, LLC
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Holly Hill/Charter Behavioral Health System, L.L.C.
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Hometrust Management Services, Inc.
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Horizon Orthopedics, LLC
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Horizon Surgical, LLC
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Hospital Corporation of Tennessee
|
Hospital Realty Corporation
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Hospitalists at Centennial Medical Center, LLC
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Hospitalists at Horizon Medical Center, LLC
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Hospitalists at Parkridge, LLC
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Hospitalists at StoneCrest, LLC
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HTI Memorial Hospital Corporation
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Skyline Medical Center
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Indian Path Hospital, Inc.
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Indian Path Rehabilitation Center, Inc.
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Internal Medicine Associates of Southern Hills, LLC
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Lookout Valley Medical Center, LLC
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Madison Behavioral Health, LLC
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Madison Internal Medicine, LLC
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McMinnville Cardiology, LLC
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Med Group Southern Hills Hospitalists, LLC
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Medical Group Dickson, Inc.
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Medical Group Southern Hills of Brentwood, LLC
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Medical Group Southern Hills of Nolensville, LLC
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Medical Group Stonecrest FP, Inc.
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Medical Group Stonecrest Pulmonology, LLC
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Medical Group StoneCrest, Inc.
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Medical Group Summit, Inc.
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Medical Plaza Ambulatory Surgery Center Associates, L.P.
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Plaza Day Surgery
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Medical Plaza MRI, L.P.
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Middle Tennessee Neurology LLC
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Mid-State Physicians, LLC
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Nashville Psychiatric Company, Inc.
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Natchez Surgery Center, LLC
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Network Management Services, Inc.
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Neurology Associates of Hendersonville, LLC
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North Florida Regional Freestanding Surgery Center, L.P.
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North Florida Surgical Pavilion
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North Nashville Family Health Center, LLC
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NPAS Affiliate, Inc.
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NPAS CA, Inc.
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NPAS, Inc.
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Old Fort Village, LLC
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OneSourceMed, Inc.
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Palmer Medical Center, LLC
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Parkridge East Specialty Associates, LLC
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Parkridge Hospitalists, Inc.
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Parkridge Medical Associates, LLC
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Parkridge Medical Center, Inc.
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Parkridge Medical Center
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Parkridge Professionals, Inc.
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Parkside Surgery Center, Inc.
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Plano Ambulatory Surgery Associates, L.P.
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Surgery Center of Plano
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Portland Primary Care, LLC
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Portland Surgical, LLC
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Pulmonary Medicine of Dickson, LLC
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Rio Grande Surgery Center Associates, L.P.
|
Rio Grande Surgery Center
|
S. Faro, M.D. & C. Faro, M.D., PLLC
|
SCRI Services, LLC
|
Shelbyville Cardiology, LLC
|
Signal Mountain Primary Care, LLC
|
Skyline Medical Group, LLC
|
Skyline Neuroscience Associates, LLC
|
Skyline Primary Care, LLC
|
Skyline Rehab Associates, LLC
|
Skyline Riverside Medical Group, LLC
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Southeast Surgical Solutions, LLC
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Southern Hills Neurology Consultants, LLC
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Southern Hills Orthopaedic Consultants, LLC
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Specialist Group at Centennial, LLC
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Spring Hill Hospital, Inc.
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Spring Hill Physicians, LLC
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SRS Acquisition, Inc.
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St. Marks Ambulatory Surgery Associates, L.P.
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St. Marks Outpatient Surgery Center
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Sterling Primary Care Associates, LLC
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Stonecrest Medical Group Family Practice of Murfreesboro, LLC
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Stonecrest Medical Group SC Murfreesboro Family Practice, LLC
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Sullins Surgical Center, Inc.
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Summit Convenient Care at Lebanon, LLC
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Summit Heart, LLC
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Summit Research Solutions, LLC
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Summit Surgery Center, L.P.
|
Summit Surgery Center
|
Summit Surgical Associates, LLC
|
Summit Walk-in Clinic, LLC
|
Surgery Center of Chattanooga, L.P.
|
Surgery Center of Chattanooga
|
Surgicare of Chattanooga, LLC
|
Surgicare of Dickson, LLC
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Surgicare of Madison, Inc.
|
Surgicare of Natchez, LLC
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Surgicare of Southern Hills, Inc.
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Surgicare of Wilson County, LLC
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Surgicare Outpatient Center of Jackson, Inc.
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Sycamore Shoals Hospital, Inc.
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TCMC Madison-Portland, Inc.
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Tennessee Healthcare Management, Inc.
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Tennessee Valley Outpatient Diagnostic Center, LLC
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The Charter Cypress Behavioral Health System, L.L.C.
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Trident Ambulatory Surgery Center, L.P.
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Trident Ambulatory Surgery Center
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TriStar Health System, Inc.
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TriStar Medical Group Southern Hills Cardiology, LLC
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TriStar OB/GYN, LLC
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Vascular and Endovascular Specialists, LLC
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Wilson County Outpatient Surgery Center, L.P.
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Administrative Physicians of North Texas, PLLC
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All About Staffing of Texas, Inc.
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Ambulatory Endoscopy Clinic of Dallas, Ltd.
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Ambulatory Endoscopy Clinic of Dallas
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Arlington Diagnostic South, Inc.
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Arlington Neurosurgeons, PLLC
|
Arlington Primary Care, PLLC
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Arlington Primary Medicine, PLLC
|
Arlington Vascular Surgery, PLLC
|
Austin Heart Cardiology MSO, LLC
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Austin Heart, PLLC
|
Austin Medical Center, Inc.
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Austin Physicians Management, LLC
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Austin Urogynecology, PLLC
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Bailey Square Ambulatory Surgical Center, Ltd.
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Bailey Square Surgery Center
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Bailey Square Outpatient Surgical Center, Inc.
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Barrow Medical Center CT Services, Ltd.
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Bay Area Healthcare Group, Ltd.
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Corpus Christi Medical Center
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Bay Area Surgical Center Investors, Ltd.
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Bay Area Surgicare Center, Inc.
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Bayshore Occupational and Family Medicine, PLLC
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Bayshore Surgery Center, Ltd.
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Bayshore Surgery Center
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Bedford-Northeast Community Hospital, Inc.
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Bellaire Imaging, Inc.
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Brownsville Specialists of Texas, PLLC
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Brownsville Surgical Specialists, PLLC
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Brownsville-Valley Regional Medical Center, Inc.
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C. Medrano, M.D., PLLC
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Calder Urgent Care, PLLC
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Calloway Creek Surgery Center, L.P.
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Calloway Creek Surgicare, LLC
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Capital Area Cardiology
|
Capital Area Occupational Medicine, PLLC
|
Capital Area Primary Care, PLLC
|
Capital Area Providers
|
Capital Area Specialists, PLLC
|
Capital Area Surgeons, PLLC
|
Cardio Vascular Surgeons of North Texas, PLLC
|
Cardiology Specialists of North Texas, PLLC
|
CardioTexas, PLLC
|
Central San Antonio Surgical Center Investors, Ltd.
|
Central Texas Cardiac Arrhythmia Physicians, PLLC
|
CHC Management, Ltd.
|
CHC Payroll Company
|
CHC Realty Company
|
CHCA Pearland, L.P.
|
CHC-El Paso Corp.
|
CHC-Miami Corp.
|
Christina Cano-Gonzalez, M.D., PLLC
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Clear Lake Family Physicians, PLLC
|
Clear Lake Multi-Specialty Group, PLLC
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Clear Lake Regional Medical Center, Inc.
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Clear Lake Surgicare, Ltd.
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Bay Area Surgicare Center
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Coastal Bend Hospital CT Services, Ltd.
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Collin County Diagnostic Associates, PLLC
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COL-NAMC Holdings, Inc.
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Columbia Ambulatory Surgery Division, Inc.
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Columbia Bay Area Realty, Ltd.
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Columbia Call Center, Inc.
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Columbia Central Group, Inc.
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Columbia Champions Treatment Center, Inc.
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Columbia GP of Mesquite, Inc.
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Columbia Greater Houston Division Healthcare Network, Inc.
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Columbia Hospital at Medical City Dallas Subsidiary, L.P.
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Medical City Dallas Hospital
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Columbia Hospital Corporation at the Medical Center
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Columbia Hospital Corporation of Arlington
|
Columbia Hospital Corporation of Bay Area
|
Columbia Hospital Corporation of Corpus Christi
|
Columbia Hospital-El Paso, Ltd.
|
Columbia Medical Arts Hospital Subsidiary, L.P.
|
Columbia Medical Center at Lancaster Subsidiary, L.P.
|
Columbia Medical Center Dallas Southwest Subsidiary, L.P.
|
Columbia Medical Center of Arlington Subsidiary, L.P.
|
Medical Center of Arlington
|
Columbia Medical Center of Denton Subsidiary, L.P.
|
Denton Regional Medical Center
|
Columbia Medical Center of Las Colinas, Inc.
|
Las Colinas Medical Center
|
Columbia Medical Center of Lewisville Subsidiary, L.P.
|
Medical Center of Lewisville
|
Columbia Medical Center of McKinney Subsidiary, L.P.
|
Medical Center of McKinney
|
Columbia Medical Center of Plano Subsidiary, L.P.
|
Medical Center of Plano
|
Columbia North Hills Hospital Subsidiary, L.P.
|
North Hills Hospital
|
Columbia North Texas Healthcare System, L.P.
|
Columbia North Texas Subsidiary GP, LLC
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Columbia North Texas Surgery Center Subsidiary, L.P.
|
Columbia Northwest Medical Center Partners, Ltd.
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Columbia Northwest Medical Center, Inc.
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Columbia Plaza Medical Center of Fort Worth Subsidiary, L.P.
|
Plaza Medical Center of Fort Worth
|
Columbia Psychiatric Management Co.
|
Columbia South Texas Division, Inc.
|
Columbia Specialty Hospital of Dallas Subsidiary, L.P.
|
Columbia Specialty Hospitals, Inc.
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Columbia Surgery Group, Inc.
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Columbia/HCA Healthcare Corporation of Central Texas
|
Columbia/HCA Heartcare of Corpus Christi, Inc.
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Columbia/HCA International Group, Inc.
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Columbia/HCA of Houston, Inc.
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Columbia/HCA of North Texas, Inc.
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Columbia/HCA Physician Hospital Organization Medical Center Hospital
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Columbia-Quantum, Inc.
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Comprehensive Radiology Management Services, Ltd.
|
Congenital Heart Surgery Center, PLLC
|
Conroe Hospital Corporation
|
Conroe Orthopedic Specialists, PLLC
|
Conroe Specialists of Texas, PLLC
|
Corpus Christi Healthcare Group, Ltd.
|
Corpus Christi Primary Care Associates, PLLC
|
Corpus Christi Surgery Center, L.P.
|
Corpus Christi Surgery, Ltd.
|
Corpus Surgicare, Inc.
|
Dallas Cardiology Specialists, PLLC
|
Dallas CardioThoracic Surgery Consultants, PLLC
|
Dallas Neuro-Stroke Affiliates, PLLC
|
Deep Purple Investments, LLC
|
Denton Cancer Center, PLLC
|
Denton County Hospitalist Program, PLLC
|
Denton Pediatric Physicians, PLLC
|
Denton Primary Care, PLLC
|
Denton Regional Ambulatory Surgery Center, L.P.
|
Day Surgery Center at Denton Regional Medical Center
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DFW Physicians Group, PLLC
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Doctors Bay Area Physician Hospital Organization
|
Doctors Hospital (Conroe), Inc.
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E.P. Physical Therapy Centers, Inc.
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El Paso Healthcare Provider Network
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El Paso Healthcare System, Ltd.
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Las Palmas Del Sol Healthcare
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El Paso Nurses Unlimited, Inc.
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El Paso Primary Care, PLLC
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El Paso Surgery Centers, L.P.
|
East El Paso Surgery Center
|
Surgical Center of El Paso
|
El Paso Surgicenter, Inc.
|
Eldridge Family Practitioners, PLLC
|
Elite Family Health of Plano, PLLC
|
Elite OB-GYN Services of El Paso, PLLC
|
Elite Orthopaedics of El Paso, PLLC
|
Elite Orthopaedics of Irving, PLLC
|
Elite Orthopaedics of Plano, PLLC
|
Emergency Psychiatric Medicine, PLLC
|
Endoscopy Clinic of Dallas, Inc.
|
Endoscopy of Plano, L.P.
|
Endoscopy of Plano
|
Endoscopy Surgicare of Plano, LLC
|
EPIC Properties, Inc.
|
EPSC, L.P.
|
Family First Medicine in Brownsville, PLLC
|
Family Practitioners of Montgomery, PLLC
|
Family Practitioners of Pearland, PLLC
|
Flower Mound Surgery Center, Ltd.
|
Fort Worth Investments, Inc.
|
Frisco Warren Parkway 91, Inc.
|
G. Rowe, M.D. , PLLC
|
G. Schnider, M.D., PLLC
|
Galen Hospital of Baytown, Inc.
|
General and Cardiovascular Surgeons of Conroe, PLLC
|
General Surgeons of Houston, PLLC
|
General Surgeons of Pasadena, PLLC
|
GI Associates of Denton, PLLC
|
Gramercy Surgery Center, Ltd.
|
Gramercy Outpatient Surgery Center
|
Greater Houston Preferred Provider Option, Inc.
|
Green Oaks Hospital Subsidiary, L.P.
|
Green Oaks Hospital
|
Gulf Coast Division, Inc.
|
Gulf Coast Physician Administrators, Inc.
|
H2U Wellness Centers PISD, PLLC
|
HCA Central/West Texas Physicians Management, LLC
|
HCA Health Services of Texas, Inc.
|
HCA Pearland GP, Inc.
|
HCA Plano Imaging, Inc.
|
HCA Western Group, Inc.
|
Heart Specialist of North Texas, PLLC
|
Heartcare of Texas, Ltd.
|
Hidalgo County Family Practitioners, PLLC
|
Hidden Lakes Health Center, PLLC
|
Houston Northwest Surgical Partners, Inc.
|
Houston Pediatric Specialty Group, PLLC
|
HPG Energy, L.P.
|
HPG GP, LLC
|
HTI Gulf Coast, Inc.
|
HWCA, PLLC
|
Internal Medicine of Huntsville, PLLC
|
J. M. Garcia, M.D., PLLC
|
Kathy L. Summers, M.D., PLLC
|
Kingwood Multi-Specialty Group, PLLC
|
Kingwood Surgery Center, LLC
|
KPH-Consolidation, Inc.
|
Kingwood Medical Center
|
Kyle Primary Care, PLLC
|
Las Colinas Primary Care, PLLC
|
Las Colinas Surgery Center, Ltd.
|
Las Colinas Surgery Center
|
Leadership Healthcare Holdings II L.P., L.L.P.
|
Leadership Healthcare Holdings L.P., L.L.P.
|
Leslie Cohan, M.D., PLLC
|
Longview Regional Physician Hospital Organization, Inc.
|
M. Jamshidi, D.O., PLLC
|
Mainland Family Medicine, PLLC
|
Mainland Multi-Specialty Group, PLLC
|
Mainland Primary Care Physicians, PLLC
|
Mark Gottesman, M.D., PLLC
|
Mary Alice Cowan, M.D., PLLC
|
Maternal Fetal Medicine Specialists of Corpus Christi, PLLC
|
Med City Dallas Outpatient Surgery Center, L.P.
|
Medical City Dallas Ambulatory Surgery Center
|
Med-Center Hosp./Houston, Inc.
|
Medical Care Surgery Center, Inc.
|
Medical City Dallas Hospital, Inc.
|
MediPurchase, Inc.
|
Methodist Healthcare System of San Antonio, Ltd., L.L.P.
|
Methodist Ambulatory Surgery Hospital Northwest
|
Methodist Hospital
|
Methodist Specialty and Transplant Hospital
|
Methodist Stone Oak Hospital
|
Methodist Texsan Hospital, a Methodist Hospital facility
|
Metropolitan Methodist Hospital
|
Northeast Methodist Hospital
|
Methodist Medical Center ASC, L.P.
|
Methodist Ambulatory Surgery Center Medical Center
|
Metroplex Surgicenters, Inc.
|
MGH Medical, Inc.
|
MHS SC Partner, L.L.C.
|
MHS Surgery Centers, L.P.
|
Mid-Cities Surgi-Center, Inc.
|
Movement Disorders of North Texas, PLLC
|
National Patient Account Services, Inc.
|
Navarro Memorial Hospital, Inc.
|
Neurological Eye Specialists of North Texas, PLLC
|
Neurological Specialists of McKinney, PLLC
|
Neurological Specialists, PLLC
|
Neurosurgical Specialists of El Paso, PLLC
|
Neurosurgical Specialists of North Texas, PLLC
|
North Austin Maternal Fetal Medicine, PLLC
|
North Austin Plastic Surgery Associates, PLLC
|
North Austin Surgery Center, L.P.
|
North Austin Surgery Center
|
North Central Methodist ASC, L.P.
|
Methodist Ambulatory Surgery Center North Central
|
North Hills Cardiac Catheterization Center, L.P.
|
North Hills Catheterization Lab, LLC
|
North Hills Primary Care, PLLC
|
North Hills Surgicare, L.P.
|
Texas Pediatric Surgery Center
|
North Shore Specialists of Texas, PLLC
|
North Texas Cardiology, PLLC
|
North Texas Division, Inc.
|
North Texas General, L.P.
|
North Texas Geriatrics, PLLC
|
North Texas Heart Surgery Center, PLLC
|
North Texas of Hope, PLLC
|
North Texas Pulmonary Critical Care, PLLC
|
North Texas Sports and Orthopedics Center, PLLC
|
North Texas Stroke Center, PLLC
|
Northeast Methodist Surgicare, Ltd.
|
Northeast PHO, Inc.
|
Oakwood Surgery Center, Ltd., LLP
|
Oakwood Surgery Center
|
OB Hospitalists of Womans Hospital, PLLC
|
OB/Gyn Associates of Denton, PLLC
|
OB/GYN of Brownsville, PLLC
|
Occupational and Family Medicine of South Texas
|
Orthopedic Hospital, Ltd.
|
Texas Orthopedic Hospital
|
Outpatient Womens and Childrens Surgery Center, Ltd.
|
Fannin Surgicare
|
Paragon of Texas Health Properties, Inc.
|
Paragon Physicians Hospital Organization of South Texas, Inc.
|
Paragon Surgery Centers of Texas, Inc.
|
Park Central Surgical Center, Ltd.
|
Park Central Surgical Center
|
Parkway Cardiac Center, Ltd.
|
Parkway Surgery Services, Ltd.
|
Pasadena Bayshore Hospital, Inc.
|
Pediatric Cardiac Intensivists of North Texas, PLLC
|
Pediatric Hospitalists of Conroe, PLLC
|
Pediatric Intensivists of El Paso, PLLC
|
Pediatric Specialists of Clear Lake, PLLC
|
Pediatric Surgicare, Inc.
|
Physicians Ambulatory Surgery Center, LLC
|
Physicians Endoscopy Center
|
Plano Urology, PLLC
|
Plaza Primary Care, PLLC
|
Primary Care Plano, PLLC
|
Primary Care South, PLLC
|
Primary Care West, PLLC
|
Primary Health Network of South Texas
|
Quantum/Bellaire Imaging, Ltd.
|
Rim Building Partners, L.P.
|
Rio Grande Healthcare MSO, Inc.
|
Rio Grande NP, Inc.
|
Rio Grande Regional Hospital, Inc.
|
Rio Grande Regional Investments, Inc.
|
Rio Grande Valley Cardiology, PLLC
|
Rosewood Medical Center, Inc.
|
Rosewood Professional Building, Ltd.
|
Royal Oaks Surgery Center, L.P.
|
S.A. Medical Center, Inc.
|
San Antonio Division, Inc.
|
San Antonio Regional Hospital, Inc.
|
Sante Fe Family Practitioners, PLLC
|
SAPN, LLC
|
South Austin Surgery Center, Ltd.
|
Surgicare of South Austin
|
South Texas Surgicare, Inc.
|
Southern Texas Physicians Network
|
Spring Branch Family Practitioners, PLLC
|
Spring Branch Medical Center, Inc.
|
St. Davids Healthcare Partnership, L.P., LLP
|
Heart Hospital of Austin
|
North Austin Medical Center
|
Round Rock Medical Center
|
St. Davids Georgetown Hospital
|
St. Davids Medical Center
|
St. Davids South Austin Medical Center
|
St. Davids Neurology, PLLC
|
St. Davids OB Hospitalist, PLLC
|
STPN Manager, LLC
|
Sugar Land Surgery Center, Ltd.
|
Sugar Land Surgery Center
|
Sun Towers/Vista Hills Holding Co.
|
Surgical Center of Irving, Inc.
|
Surgical Facility of West Houston, L.P.
|
Surgical Specialists of Clear Lake, PLLC
|
Surgical Specialists of Corpus Christi, PLLC
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Surgicare of Arlington, LLC
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Surgicare of Central San Antonio, Inc.
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Surgicare of Flower Mound, Inc.
|
Surgicare of Fort Worth Co-GP, LLC
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Surgicare of Fort Worth, Inc.
|
Surgicare of Gramercy, Inc.
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Surgicare of Houston Womens, Inc.
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Surgicare of Kingwood, LLC
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Surgicare of McKinney, Inc.
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Surgicare of Medical City Dallas, LLC
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Surgicare of North Austin, LLC
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Surgicare of North San Antonio, Inc.
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Surgicare of Northeast San Antonio, Inc.
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Surgicare of Pasadena, Inc.
|
Surgicare of Round Rock, Inc.
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Surgicare of Royal Oaks, LLC
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Surgicare of South Austin, Inc.
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Surgicare of Southwest Houston, LLC
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Surgicare of Sugar Land, Inc.
|
Surgicare of Travis Center, Inc.
|
Tarrant County Surgery Center, L.P.
|
Trinity Park Surgery Center
|
Texas Psychiatric Company, Inc.
|
The West Texas Division of Columbia, Inc.
|
THN Physicians Association, Inc.
|
Travis Surgery Center, L.P.
|
Urology Services of El Paso, PLLC
|
Village Oaks Medical Center, Inc.
|
W & C Hospital, Inc.
|
West Houston ASC, Inc.
|
West Houston Healthcare Group, Ltd.
|
West Houston Internal Specialists, PLLC
|
West Houston Outpatient Medical Facility, Inc.
|
West Houston Surgicare, Inc.
|
West LPN Fort Worth Oncology, PLLC
|
West LPN, Inc.
|
West McKinney Imaging Services, LLC
|
West Park Surgery Center, L.P.
|
McKinney Surgery Center
|
WHMC, Inc.
|
Womans Health Group, PLLC
|
Womans Hospital of Texas, Incorporated
|
Women Practitioners of Houston, PLLC
|
Women Specialists of Bayshore, PLLC
|
Women Specialists of Mainland, PLLC
|
Columbia U.K. Finance Limited
|
HCA Finance, LP
|
HCA International Holdings Limited
|
HCA International Limited
|
Princess Grace Hospital
|
The Harley Street Clinic
|
The Portland Hospital for Women and Children
|
The Wellington Hospital
|
HCA Staffing Limited
|
HCA UK Capital Limited
|
HCA UK Holdings Limited
|
HCA UK Investments Limited
|
HCA UK Services, Ltd.
|
HCA United Kingdom Limited
|
La Tour Finance Limited Partnership
|
London Radiography & Radiotherapy Services Limited
|
SCRI Global Services Limited
|
St. Martins Healthcare Limited
|
Lister Hospital
|
London Bridge Hospital
|
St. Martins Ltd.
|
The Harley Street Cancer Clinic Limited
|
Alta Internal Medicine, LLC
|
Bountiful Surgery Center, LLC
|
Lakeview Endoscopy Center
|
Brigham City Community Hospital Physician Services, LLC
|
Brigham City Community Hospital, Inc.
|
Brigham City Community Hospital
|
Brigham City Health Plan, Inc.
|
Columbia Ogden Medical Center, Inc.
|
Ogden Regional Medical Center
|
East Layton Internal Medicine, LLC
|
General Hospitals of Galen, Inc.
|
Gynecology Specialists of Utah, LLC
|
Healthtrust Utah Management Services, Inc.
|
Hospital Corporation of Utah
|
Lakeview Hospital
|
HTI Physician Services of Utah, Inc.
|
Jordan Family Health, L.L.C.
|
Lakeview Hospital Physician Services, LLC
|
Lakeview Internal Medicine, LLC
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Lakeview Neurosurgery Clinic, LLC
|
Lakeview Professional Billing, LLC
|
Lakeview Urology & General Surgery, LLC
|
Layton Family Practice, LLC
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Lone Peak General Surgery, LLC
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Maternal Fetal Services of Utah, LLC
|
Mountain Division, Inc.
|
Mountain View Hospital, Inc.
|
Mountain View Hospital
|
Mountain View Medical Office Building, Ltd.
|
Mountain West Surgery Center, LLC
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MountainStar Brigham General Surgery, LLC
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Mountainstar Brigham OBGYN, LLC
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MountainStar Canyon Surgical Clinic, LLC
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Mountainstar Cardiovascular Services, LLC
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MountainStar Medical Group Brigham City Community Hospital, LLC
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MountainStar Medical Group Ogden Regional Medical Center, LLC
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MountainStar Medical Group St. Marks Hospital, LLC
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Mountainstar Ogden Pediatrics, LLC
|
Northern Utah Healthcare Corporation
|
St. Marks Hospital
|
Northern Utah Healthcare Imaging Holdco, LLC
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Northern Utah Imaging, LLC
|
Ogden Imaging, LLC
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Ogden Internal Medicine & Urology, LLC
|
Ogden Regional Health Plan, Inc.
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Ogden Regional Medical Center Professional Billing, LLC
|
Ogden Senior Center, LLC
|
Salt Lake City Surgicare, Inc.
|
Shadow Mountain Family Medicine, LLC
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St. Marks Gynecology Oncology Care, LLC
|
St. Marks Investments, Inc.
|
St. Marks Lone Peak Hospital, Inc.
|
St. Marks Physicians, Inc.
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St. Marks Professional Services, LLC
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St. Marks South Jordan Family Practice, LLC
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Surgicare of Bountiful, LLC
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Surgicare of Mountain West, LLC
|
Surgicare of Utah, LLC
|
Surgicare of Wasatch Front, LLC
|
The Wasatch Endoscopy Center, Ltd.
|
Wasatch Endoscopy Center
|
Timpanogos Pain Specialists, LLC
|
Timpanogos Regional Medical Services, Inc.
|
Timpanogos Regional Hospital
|
Utah Imaging GP, LLC
|
Utah Surgery Center, L.P.
|
South Towne Surgery Center
|
Wasatch Front Surgery Center, LLC
|
Utah Surgical Center
|
West Jordan Hospital Corporation
|
West Valley Imaging, LLC
|
Alleghany General and Bariatric Services, LLC
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Alleghany Hospitalists, LLC
|
Alleghany Primary Care, Inc.
|
Alleghany Specialists, LLC
|
Ambulatory Services Management Corporation of Chesterfield County, Inc.
|
Appomattox Imaging, LLC
|
Arlington Surgery Center, L.P.
|
Arlington Surgicare, LLC
|
Ashburn ASC, LLC
|
Ashburn Imaging, LLC
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Atrium Surgery Center, L.P.
|
Atrium Surgicare, LLC
|
Blacksburg Family Care, LLC
|
Buford Road Imaging, L.L.C.
|
Capital Anesthesia Services, LLC
|
Capital Division, Inc.
|
Cardiac Surgical Associates, LLC
|
Cardiothoracic Surgeons of Roanoke Valley, LLC
|
Carlin Springs Urgent Care, LLC
|
Central Shared Services, LLC
|
Chesterfield Imaging, LLC
|
Chippenham & Johnston-Willis Hospitals, Inc.
|
CJW Medical Center
|
Chippenham & Johnston-Willis Sports Medicine, LLC
|
Chippenham Ambulatory Surgery Center, LLC
|
Chippenham Pediatric Specialists, LLC
|
Christiansburg Family Medicine, LLC
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Christiansburg Internal Medicine, LLC
|
CJW Infectious Disease, LLC
|
CJW Wound Healing Center, LLC
|
Colonial Heights Ambulatory Surgery Center, L.P.
|
Colonial Heights Surgery Center
|
Colonial Heights Surgicare, LLC
|
Columbia Arlington Healthcare System, L.L.C.
|
Columbia Healthcare of Central Virginia, Inc.
|
Columbia Medical Group Southwest Virginia, Inc.
|
Columbia Pentagon City Hospital, L.L.C.
|
Columbia/Alleghany Regional Hospital, Incorporated
|
LewisGale Hospital Alleghany
|
Columbia/HCA John Randolph, Inc.
|
John Randolph Medical Center
|
Commonwealth Perinatal Services, LLC
|
Crewe Outpatient Imaging, LLC
|
CVMC Property, LLC
|
Daleville Imaging Manager, LLC
|
Daleville Imaging, L.P.
|
Dominion Hospital Physicians Group, LLC
|
Fairfax Surgical Center, L.P.
|
Fairfax Surgical Center
|
Family Medicine of Blacksburg, LLC
|
Family Practice at Forest Hill, LLC
|
Family Practice at Retreat, LLC
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Fort Chiswell Family Practice, LLC
|
Galen of Virginia, Inc.
|
Galen Property, LLC
|
Galen Virginia Hospital Corporation
|
Generations Family Practice, Inc.
|
GYN-Oncology of Southwest Virginia, LLC
|
Hanover Outpatient Surgery Center, L.P.
|
Hanover Outpatient Surgery Center
|
HCA Health Services of Virginia, Inc.
|
Henrico Doctors Hospital
|
HCA Richmond Division, Inc.
|
HDH Thoracic Surgeons, LLC
|
Henrico Doctors Family Medicine, LLC
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Henrico Doctors Neurology Associates, LLC
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Henrico Doctors OB GYN Specialists, LLC
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Henrico Radiation Oncology, LLC
|
Henrico Surgical Specialists, LLC
|
HSS Virginia, L.P.
|
Institute of Advanced ENT Surgery, LLC
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Internal Medicine of Blacksburg, LLC
|
James River Internists, LLC
|
John Randolph Family Practice, LLC
|
John Randolph OB/GYN, LLC
|
John Randolph Surgeons, LLC
|
Lewis Gale Physicians Specialists, LLC
|
Lewis-Gale Hospital, Incorporated
|
Lewis-Gale Physicians, LLC
|
LGMC Ambulatory Surgery Center, LLC
|
Loudoun Surgery Center, L.P.
|
Loudoun Surgery Center, LLC
|
Management Services of the Virginias, Inc.
|
Montgomery Cancer Center, LLC
|
Montgomery Hospitalists, LLC
|
Montgomery Regional Hospital, Inc.
|
LewisGale Hospital Montgomery
|
Montgomery Surgery Associates, LLC
|
Northern Virginia Community Hospital, LLC
|
Northern Virginia Hospital Corporation
|
Orthopedics Specialists, LLC
|
Pediatric Specialists for CJW, LLC
|
Preferred Hospitals, Inc.
|
Primary Care of West End, LLC
|
Primary Health Group, Inc.
|
Pulaski Community Hospital, Inc.
|
LewisGale Hospital Pulaski
|
Pulaski Radiologists, LLC
|
Pulaski Urology, LLC
|
Quick Care Centers, LLC
|
Radford Family Medicine, LLC
|
Reston Hospitalists, LLC
|
Reston Surgery Center, L.P.
|
Reston Surgery Center
|
Retreat Cardiology, LLC
|
Retreat Hospital, LLC
|
Retreat Internal Medicine, LLC
|
Retreat Surgical Associates, LLC
|
Richmond Imaging Employer Corp.
|
Richmond Multi-Specialty, LLC
|
Richmond Pediatric Surgeons, LLC
|
Roanoke Imaging, LLC
|
Roanoke Neurosurgery, LLC
|
Roanoke Surgery Center, L.P.
|
Blue Ridge Surgery Center
|
Roanoke Valley Gynecology, LLC
|
Salem Hospitalists, LLC
|
Short Pump Imaging, LLC
|
Southwest Virginia Fertility Center, LLC
|
Southwest Virginia Orthopedics and Spine, LLC
|
Specialty Physicians of Northern Virginia, LLC
|
Spotsylvania Condominium Property, LLC
|
Spotsylvania Medical Center, Inc.
|
Spotsylvania Regional Medical Center
|
Spotsylvania Multi-Specialty Group, LLC
|
Spotsylvania Regional Surgery Center, LLC
|
Stafford Imaging, LLC
|
Surgical Associates of Southwest Virginia, LLC
|
Surgical Associates of the New River Valley, LLC
|
Surgicare of Ashburn, LLC
|
Surgicare of Chippenham, LLC
|
Surgicare of Fairfax, Inc.
|
Surgicare of Hanover, Inc.
|
Surgicare of Reston, Inc.
|
Surgicare of Roanoke, LLC
|
Surgicare of Spotsylvania, LLC
|
Surgicare of Tuckahoe, Inc.
|
Tri-City Multi-Specialty, LLC
|
Urology Specialists of Richmond, LLC
|
Virginia Gynecologic Oncology, LLC
|
Virginia Hematology & Oncology Associates, Inc.
|
Virginia Hospitalists, Inc.
|
Virginia Psychiatric Company, Inc.
|
Dominion Hospital
|
West Creek Ambulatory Surgery Center, LLC
|
West Creek Medical Center, Inc.
|
Womens & Childrens Center, LLC
|
Womens Health Center of SWVA, LLC
|
ACH, Inc.
|
Capital Network Services, Inc.
|
Columbia Parkersburg Healthcare System, LLC
|
Galen of West Virginia, Inc.
|
HCA Health Services of West Virginia, Inc.
|
Hospital Corporation of America
|
Parkersburg SJ Holdings, Inc.
|
Teays Valley Health Services, LLC
|
Tri Cities Health Services Corp.
|
By: | /s/ Richard M. Bracken | |||
Richard M. Bracken | ||||
Chairman of the Board and Chief Executive Officer | ||||
By: | /s/ R. Milton Johnson | |||
R. Milton Johnson | ||||
President and Chief Financial Officer | ||||
By: | /s/ Richard M. Bracken | |||
Richard M. Bracken | ||||
Chairman of the Board and Chief Executive Officer | ||||
By: | /s/ R. Milton Johnson | |||
R. Milton Johnson | ||||
President and Chief Financial Officer | ||||