Community Health Systems 2015 Annual Report Download - page 139

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
On and after November 15, 2015, CHS is entitled, at its option, to redeem all or a portion of the 8% Senior
Notes upon not less than 30 nor more than 60 days’ notice, at the following redemption prices (expressed as a
percentage of principal amount on the redemption date), plus accrued and unpaid interest, if any, to the
redemption date (subject to the right of holders of record on the relevant record date to receive interest due on the
relevant interest payment date), if redeemed during the periods set forth below:
Period Redemption Price
November 15, 2015 to November 14, 2016 ............................... 104.000 %
November 15, 2016 to November 14, 2017 ............................... 102.000 %
November 15, 2017 to November 15, 2019 ............................... 100.000 %
Pursuant to a registration rights agreement entered into at the time of the issuance of the 8% Senior Notes, as a
result of an exchange offer made by CHS, substantially all of the 8% Senior Notes issued in November 2011 and
March 2012 were exchanged in May 2012 for new notes (the “8% Exchange Notes”) having terms substantially
identical in all material respects to the 8% Senior Notes (except that the 8% Exchange Notes were issued under a
registration statement pursuant to the Securities Act of 1933, as amended (the “1933 Act”)). References to the
8% Senior Notes shall also be deemed to include the 8% Exchange Notes unless the context provides otherwise.
7
1
⁄ 8 % Senior Notes due 2020
On July 18, 2012, CHS completed an underwritten public offering under its automatic shelf registration filed
with the SEC of $1.2 billion aggregate principal amount of 7
1
⁄ 8 % Senior Notes due 2020 (the “7
1
⁄ 8 % Senior
Notes”). The net proceeds from this issuance were used to finance the purchase or redemption of $934 million
aggregate principal amount plus accrued interest of CHS’ outstanding 8
7
⁄ 8 % Senior Notes, to pay for consents
delivered in connection therewith, to pay related fees and expenses, and for general corporate purposes. The
7
1
⁄ 8 % Senior Notes bear interest at 7.125% per annum, payable semiannually in arrears on July 15 and
January 15, commencing January 15, 2013. Interest on the 7
1
⁄ 8 % Senior Notes accrues from the date of original
issuance. Interest is calculated on the basis of a 360-day year comprised of twelve 30-day months.
Except as set forth below, CHS is not entitled to redeem the 7
1
⁄ 8 % Senior Notes prior to July 15, 2016.
Prior to July 15, 2016, CHS may redeem some or all of the 7
1
⁄ 8 % Senior Notes at a redemption price equal to
100% of the principal amount of the notes redeemed plus accrued and unpaid interest, if any, plus a “make-
whole” premium, as described in the 7
1
⁄ 8 % Senior Notes indenture. On and after July 15, 2016, CHS is entitled,
at its option, to redeem all or a portion of the 7
1
⁄ 8 % Senior Notes upon not less than 30 nor more than 60 days’
notice, at the following redemption prices (expressed as a percentage of principal amount on the redemption
date), plus accrued and unpaid interest, if any, to the redemption date (subject to the right of holders of record on
the relevant record date to receive interest due on the relevant interest payment date), if redeemed during the
periods set forth below:
Period Redemption Price
July 15, 2016 to July 14, 2017 ......................................... 103.563 %
July 15, 2017 to July 14, 2018 ......................................... 101.781 %
July 15, 2018 to July 15, 2020 ......................................... 100.000 %
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