HCA Holdings 2012 Annual Report Download - page 142

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HCA HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
NOTE 13 — CAPITAL STOCK
The amended and restated certificate of incorporation authorizes the Company to issue up to
1,800,000,000 shares of common stock, and our amended and restated by-laws set the number of directors
constituting the board of directors of the Company at not less than three members, the exact number to be
determined from time to time by resolution adopted by the affirmative vote of a majority of the total number of
directors then in office.
During March 2011, we completed the initial public offering of 87,719,300 shares of our common stock at a
price of $30.00 per share and realized net proceeds (after costs of the offering) of $2.506 billion. On
September 21, 2011, we repurchased 80,771,143 shares of our common stock beneficially owned by affiliates of
Bank of America Corporation at a purchase price of $18.61 per share, the closing price of the Company’s
common stock on the New York Stock Exchange on September 14, 2011. The shares repurchased represented
approximately 15.6% of our total shares outstanding at the time of the repurchase.
Distributions
During 2012, our Board of Directors declared three distributions to the Company’s stockholders and holders
of certain vested share-based awards. The distributions totaled $6.50 per share and vested share-based award
(subject to limitations for certain awards), or $3.142 billion in the aggregate. Pursuant to the terms of our share-
based award plans, the holders of nonvested stock options and SARs received $6.50 per share reductions to the
exercise price of the applicable share-based awards (subject to certain limitations for certain share-based awards
that resulted in deferred distributions for a portion of the declared distribution, which will be paid upon the
vesting of the applicable share-based award). The holders of nonvested RSUs will be paid the applicable
distribution amounts upon the vesting of the applicable RSUs. There were no distributions declared during 2011.
During 2010, our Board of Directors declared three distributions to the Company’s stockholders and holders
of certain vested share-based awards. The distributions totaled $9.43 per share and vested share-based award, or
$4.332 billion in the aggregate. Pursuant to the terms of our share-based award plans, the holders of nonvested
stock options and SARs received $9.43 per share reductions to the exercise price of the applicable share-based
awards (subject to certain tax related limitations for certain share-based awards that resulted in deferred
distributions for a portion of the declared distribution, which will be paid upon the vesting of the applicable
share-based award).
NOTE 14 — EMPLOYEE BENEFIT PLANS
We maintain contributory, defined contribution benefit plans that are available to employees who meet
certain minimum requirements. Certain of the plans require that we match specified percentages of participant
contributions up to certain maximum levels (generally, 100% of the first 3% to 9%, depending upon years of
vesting service, of compensation deferred by participants). The cost of these plans totaled $371 million for 2012,
$322 million for 2011 and $307 million for 2010. Our contributions are funded periodically during each year.
We maintain the noncontributory, nonqualified Restoration Plan to provide certain retirement benefits for
eligible employees. Eligibility for the Restoration Plan is based upon earning eligible compensation in excess of
the Social Security Wage Base and attaining 1,000 or more hours of service during the plan year. Company
credits to participants’ account balances (the Restoration Plan is not funded) depend upon participants’
compensation, years of vesting service and certain IRS limitations related to the HCA 401(k) plan. Benefits
expense under this plan was $20 million for 2012, $25 million for 2011 and $19 million for 2010. Accrued
benefits liabilities under this plan totaled $120 million at December 31, 2012 and $105 million at December 31,
2011.
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