Community Health Systems 2015 Annual Report Download - page 154

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
December 1, 2015. During the year ended December 31, 2015, the Company repurchased and retired the
maximum 5,000,000 shares of our common stock authorized for repurchase under this program at a weighted-
average price of $28.84 per share.
On December 14, 2011, the Company adopted an open market repurchase program for up to 4,000,000 shares
of the Company’s common stock, not to exceed $100 million in repurchases. This repurchase program expired on
December 13, 2014. During the year ended December 31, 2014, the Company repurchased and retired
175,000 shares at a weighted-average price of $49.72 per share. During the year ended December 31, 2013, the
Company repurchased and retired 706,023 shares at a weighted-average price of $38.39 per share. The
cumulative number of shares repurchased and retired under this program was 881,023 shares at a weighted-
average price of $40.64 per share.
The Company is a holding company which operates through its subsidiaries. The Company’s Credit Facility
and the indentures governing the senior and senior secured notes contain various covenants under which the
assets of the subsidiaries of the Company are subject to certain restrictions relating to, among other matters,
dividends and distributions, as referenced in the paragraph below.
With the exception of a special cash dividend of $0.25 per share paid by the Company in December 2012,
historically, the Company has not paid any cash dividends. Subject to certain exceptions, the Company’s Credit
Facility limits the ability of the Company’s subsidiaries to pay dividends and make distributions to the Company,
and limits the Company’s ability to pay dividends and/or repurchase stock, to an amount not to exceed
$200 million in the aggregate plus an additional $25 million in any particular year plus the aggregate amount of
proceeds from the exercise of stock options. The indentures governing the senior and senior secured notes also
restrict the Company’s subsidiaries from, among other matters, paying dividends and making distributions to the
Company, which thereby limits the Company’s ability to pay dividends and/or repurchase stock. As of
December 31, 2015, under the most restrictive test under these agreements (and subject to certain exceptions),
the Company has approximately $318 million remaining available with which to pay permitted dividends and/or
repurchase shares of stock or its senior and senior secured notes.
The following schedule discloses the effects of changes in the Company’s ownership interest in its less-than-
wholly-owned subsidiaries on Community Health Systems, Inc. stockholders’ equity (in millions):
Year Ended December 31,
2015 2014 2013
Net income attributable to Community Health Systems,
Inc. stockholders .................................... $ 158 $ 92 $ 141
Transfers to the noncontrolling interests:
Net decrease in Community Health Systems, Inc. paid-in
capital for purchase of subsidiary partnership
interests ..................................... (16) (2) (1)
Net transfers to the noncontrolling interests ........... (16) (2) (1)
Change to Community Health Systems, Inc. stockholders’ equity
from net income attributable to Community Health Systems,
Inc. stockholders and transfers to noncontrolling interests .... $ 142 $ 90 $ 140
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