HCA Holdings, Inc. (the “Company”) (NYSE: HCA) today announced that
certain of its stockholders, consisting principally of affiliates of, or
funds sponsored by, Bain Capital Partners, LLC and Kohlberg Kravis
Roberts & Co. (the “Selling Stockholders”), intend to offer for sale in
an underwritten secondary offering 15 million shares of its common stock
pursuant to the Company’s shelf registration statement filed with the
Securities and Exchange Commission. The Selling Stockholders will
receive all of the proceeds from this offering. No shares are being sold
by management or the Company. The last reported sale price of the
Company’s common stock on May 19, 2014 was $51.51 per share. The
offering is expected to close on May 23, 2014, subject to customary
closing conditions.
Conditional upon and concurrent with the closing of the offering, the
Company has agreed to repurchase approximately $750 million of
additional shares of its common stock from the Selling Stockholders at
the net offering price.
Citigroup will act as the underwriter for the offering.
The Company has filed a registration statement (including a prospectus)
with the SEC for the offering to which this communication relates.
Before you invest, you should read the prospectus in that registration
statement and other documents the Company has filed with the SEC for
more complete information about the Company and this offering. You may
obtain these documents for free by visiting EDGAR on the SEC Web site
at: www.sec.gov.
Alternatively, copies of the prospectus supplement and accompanying
prospectus relating to the offering, when available, may be obtained
from:
Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, Tel: 800-831-9146
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the federal securities laws, which involve risks and
uncertainties. Forward-looking statements include statements that do not
relate solely to historical facts and can be identified by the use of
words like “may,” “believe,” “will,” “expect,” “project,” “estimate,”
“anticipate,” “plan,” “initiative” or “continue.” These forward-looking
statements are based on our current plans and expectations and are
subject to a number of known and unknown uncertainties and risks, many
of which are beyond our control, which could significantly affect
current plans and expectations and our future financial position and
results of operations. These factors include, but are not limited to,
(1) the impact of our substantial indebtedness and the ability to
refinance such indebtedness on acceptable terms, (2) the effects related
to the implementation of the Patient Protection and Affordable Care Act,
as amended by the Health Care and Education Reconciliation Act
(collectively, the “Health Reform Law”), possible delays in or
complications related to implementation of the Health Reform Law, the
possible enactment of additional federal or state health care reforms
and possible changes to the Health Reform Law and other federal, state
or local laws or regulations affecting the health care industry, (3) the
effects related to the continued implementation of the sequestration
spending reductions required under the Budget Control Act of 2011 (the
“BCA”), and related legislation extending these reductions, and the
potential for future deficit reduction legislation that may alter these
spending reductions, which include cuts to Medicare payments, or create
additional spending reductions, (4) increases in the amount and risk of
collectability of uninsured accounts and deductibles and copayment
amounts for insured accounts, (5) the ability to achieve operating and
financial targets, and attain expected levels of patient volumes and
control the costs of providing services, (6) possible changes in the
Medicare, Medicaid and other state programs, including Medicaid upper
payment limit programs or Waiver Programs, that may impact
reimbursements to health care providers and insurers, (7) the highly
competitive nature of the health care business, (8) changes in service
mix, revenue mix and surgical volumes, including potential declines in
the population covered under managed care agreements, the ability to
enter into and renew managed care provider agreements on acceptable
terms and the impact of consumer driven health plans and physician
utilization trends and practices, (9) the efforts of insurers, health
care providers and others to contain health care costs, (10) the outcome
of our continuing efforts to monitor, maintain and comply with
appropriate laws, regulations, policies and procedures, (11) increases
in wages and the ability to attract and retain qualified management and
personnel, including affiliated physicians, nurses and medical and
technical support personnel, (12) the availability and terms of capital
to fund the expansion of our business and improvements to our existing
facilities, (13) changes in accounting practices, (14) changes in
general economic conditions nationally and regionally in our markets,
(15) future divestitures which may result in charges and possible
impairments of long-lived assets, (16) changes in business strategy or
development plans, (17) delays in receiving payments for services
provided, (18) the outcome of pending and any future tax audits, appeals
and litigation associated with our tax positions, (19) potential adverse
impact of known and unknown government investigations, litigation and
other claims that may be made against us, (20) our ongoing ability to
demonstrate meaningful use of certified electronic health record
technology and recognize income for the related Medicare or Medicaid
incentive payments, and (21) other risk factors described in our annual
report on Form 10-K for the year ended December 31, 2013 and our other
filings with the Securities and Exchange Commission. Many of the factors
that will determine our future results are beyond our ability to control
or predict. In light of the significant uncertainties inherent in the
forward-looking statements contained herein, readers should not place
undue reliance on forward-looking statements, which reflect management’s
views only as of the date hereof. We undertake no obligation to revise
or update any forward-looking statements, or to make any other
forward-looking statements, whether as a result of new information,
future events or otherwise.
HCA Holdings, Inc.
Investor Contact:
Mark Kimbrough, 615-344-2688
or
Media Contact:
Ed Fishbough, 615-344-2810