James H. Cheek, III | Morton A. Pierce | |
J. Allen Overby | Jack S. Bodner | |
Bass, Berry & Sims PLC | Dewey Ballantine LLP | |
315 Deaderick Street, Suite 2700 | 1301 Avenue of the Americas | |
Nashville, Tennessee 37238 | New York, New York 10019 | |
(615) 742-6200 | (212) 259-8000 |
Transaction Valuation* | Amount of Filing Fee** | |
$2,500,000,000 | $294,250 |
* | Estimated for purposes of calculating the amount of the filing fee only. The amount assumes the purchase of a total of 50,000,000 shares of the outstanding common stock, par value $0.01 per share, at a price per share of $50.00 in cash. |
** | The amount of the filing fee equals $117.70 per $1 million of the transaction value and is estimated in accordance with Rule 0-11 under the Securities Exchange Act of 1934. |
o | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: N/A
|
Filing Party: N/A | |
Form or Registration No.: N/A
|
Date Filed: N/A |
o | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
o third-party tender offer subject to Rule 14d-1. | |
þ issuer tender offer subject to Rule 13e-4. | |
o going-private transaction subject to Rule 13e-3. | |
o amendment to Schedule 13D under Rule 13d-2. |
Item 1. | Summary Term Sheet. |
Item 2. | Subject Company Information. |
(a) | The name of the issuer is HCA Inc. The address of HCAs principal executive offices is One Park Plaza, Nashville, Tennessee 37203. HCAs telephone number is (615) 344-9551. | |
(b) | The information set forth in the Offer to Purchase in the sections titled Introduction and The Offer Interests of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. | |
(c) | The information set forth in the Offer to Purchase in the section titled The Offer Price Range Of Shares; Dividends is incorporated herein by reference. |
Item 3. | Identity and Background of Filing Person. |
(a) | The name of the filing person is HCA Inc. HCA is the subject company. The address of HCAs principal executive offices is One Park Plaza, Nashville, Tennessee 37203. HCAs telephone number is (615) 344-9551. |
Name | Position | |
Jack O. Bovender, Jr.
|
Chairman of the Board and Chief Executive Officer | |
C. Michael Armstrong
|
Director | |
Magdalena H. Averhoff, M.D.
|
Director | |
Richard M. Bracken
|
President, Chief Operating Officer and Director | |
Martin Feldstein
|
Director | |
Thomas F. Frist, Jr., M.D.
|
Director | |
Frederick W. Gluck
|
Director | |
Glenda A. Hatchett
|
Director | |
Charles O. Holliday, Jr.
|
Director | |
T. Michael Long
|
Director | |
John H. McArthur
|
Director |
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Name | Position | |
Kent C. Nelson
|
Director | |
Frank S. Royal, M.D.
|
Director | |
Harold T. Shapiro
|
Director | |
David G. Anderson
|
Senior Vice President Finance and Treasurer | |
Victor L. Campbell
|
Senior Vice President | |
Rosalyn S. Elton
|
Senior Vice President Operations Finance | |
Charles R. Evans
|
President Eastern Group | |
James A. Fitzgerald, Jr.
|
Senior Vice President Supply Chain Operations | |
V. Carl George
|
Senior Vice President Development | |
R. Samuel Hankins, Jr.
|
Chief Financial Officer Outpatient Services Group | |
Russell K. Harms
|
Chief Financial Officer Central Group | |
Samuel N. Hazen
|
President Western Group | |
Frank M. Houser, M.D.
|
Senior Vice President Quality and Medical Director | |
R. Milton Johnson
|
Executive Vice President and Chief Financial Officer | |
Patricia T. Lindler
|
Senior Vice President Government Programs | |
A. Bruce Moore, Jr.
|
Senior Vice President and Chief Operating Officer Outpatient Services | |
W. Paul Rutledge
|
President Central Group | |
Richard J. Shallcross
|
Chief Financial Officer Western Group | |
Joseph N. Steakley
|
Senior Vice President Internal Audit Services | |
John M. Steele
|
Senior Vice President Human Resources | |
Donald W. Stinnett
|
Chief Financial Officer Eastern Group | |
Marilyn B. Tavenner
|
President Outpatient Services Group | |
Beverly B. Wallace
|
President Financial Services Group | |
Robert A. Waterman
|
Senior Vice President and General Counsel | |
Noel Brown Williams
|
Senior Vice President and Chief Information Officer | |
Alan R. Yuspeh
|
Senior Vice President Ethics, Compliance and Corporate Responsibility |
Item 4. | Terms of the Transaction. |
(a)(1)(i) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, Introduction, The Offer Terms Of The Offer, and The Offer Purchase Of Shares And Payment Of Purchase Price is incorporated herein by reference. | |
(a)(1)(ii) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, Introduction, The Offer Terms Of The Offer and The Offer Source And Amount Of Funds is incorporated herein by reference. |
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(a)(1)(iii) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, Introduction, The Offer Terms Of The Offer and The Offer Extension Of The Offer; Termination; Amendment is incorporated herein by reference. | |
(a)(1)(iv) | Not applicable. | |
(a)(1)(v) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Extension Of The Offer; Termination; Amendment is incorporated herein by reference. | |
(a)(1)(vi) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Withdrawal Rights is incorporated herein by reference. | |
(a)(1)(vii) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, The Offer Procedures For Tendering Shares and The Offer Withdrawal Rights is incorporated herein by reference. | |
(a)(1)(viii) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Purchase Of Shares And Payment Of Purchase Price is incorporated herein by reference. | |
(a)(1)(ix) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, Introduction, and The Offer Purchase Of Shares And Payment Of Purchase Price is incorporated herein by reference. | |
(a)(1)(x) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Purpose Of The Offer; Certain Effects Of The Offer is incorporated herein by reference. | |
(a)(1)(xi) | Not applicable. | |
(a)(1)(xii) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet, The Offer Procedures For Tendering Shares, and The Offer Certain U.S. Federal Income Tax Consequences is incorporated herein by reference. | |
(a)(2)(i-vii) | Not applicable. | |
(b) | The information set forth in the Offer to Purchase in the section titled The Offer Interests Of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. |
Item 5. | Past Contacts, Transactions, Negotiations and Agreements. |
(e) | The information set forth in the Offer to Purchase in the sections titled The Offer Interests Of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. |
Item 6. | Purposes of the Transaction and Plans or Proposals. |
(a) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Purpose Of The Offer; Certain Effects Of The Offer is incorporated herein by reference. | |
(b) | The information set forth in the Offer to Purchase in the section titled The Offer Purpose Of The Offer; Certain Effects Of The Offer is incorporated herein by reference. | |
(c)(1-10) | The information set forth in the Offer to Purchase in the sections titled Introduction, The Offer Purpose Of The Offer; Certain Effects Of The Offer and The Offer Sources And Amount Of Funds is incorporated herein by reference. |
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Item 7. | Source and Amount of Funds or Other Consideration. |
(a) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Source And Amount Of Funds is incorporated herein by reference. | |
(b) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Source And Amount Of Funds is incorporated herein by reference. | |
(d) | The information set forth in the Offer to Purchase in the sections titled Summary Term Sheet and The Offer Source And Amount Of Funds is incorporated herein by reference. |
Item 8. | Interest in Securities of the Subject Company. |
(a) | The information set forth in the Offer to Purchase in the section titled The Offer Interests Of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. | |
(b) | The information set forth in the Offer to Purchase in the section titled The Offer Interests Of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. |
Item 9. | Persons/ Assets, Retained, Employed, Compensated or Used. |
(a) | The information set forth in the Offer to Purchase in the section titled The Offer Fees And Expenses is incorporated herein by reference. |
Item 10. | Financial Statements. |
(a) | The information set forth in the Offer to Purchase in the section titled The Offer Certain Financial Information is incorporated herein by reference. | |
(b) | The information set forth in the Offer to Purchase in the section titled The Offer Certain Financial Information is incorporated herein by reference. |
Item 11. | Additional Information. |
(a)(1) | The information set forth in the Offer to Purchase in the section titled The Offer Interests Of Directors And Executive Officers; Transactions And Arrangements Concerning The Shares is incorporated herein by reference. | |
(a)(2) | The information set forth in the Offer to Purchase in the section titled The Offer Certain Legal Matters; Regulatory Approvals is incorporated herein by reference. | |
(a)(3) | The information set forth in the Offer to Purchase in the section titled The Offer Certain Legal Matters; Regulatory Approvals is incorporated herein by reference. | |
(a)(4) | The information set forth in the Offer to Purchase in the section titled The Offer Purpose Of The Offer; Certain Effects Of The Offer is incorporated herein by reference. | |
(a)(5) | None. | |
(b) | The information set forth in the Offer to Purchase and the related Letter of Transmittal, copies of which are filed as Exhibits (a)(l)(A) and (a)(l)(B) hereto, respectively, is incorporated herein by reference. |
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Item 12. | Exhibits. |
(a)(1)(A) | Offer to Purchase, dated October 14, 2005. | |
(a)(1)(B) | Letter of Transmittal (including Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9). | |
(a)(1)(C) | Notice of Guaranteed Delivery. | |
(a)(1)(D) | Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. | |
(a)(1)(E) | Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. | |
(a)(1)(F) | Form of Letter to Participants in the Amended and Restated HCA Employee Stock Purchase Plan. | |
(a)(1)(G) | Form of Letter to Participants in the HCA 401(k) Plan. | |
(a)(2) | None. | |
(a)(3) | Not applicable. | |
(a)(4) | Not applicable. | |
(a)(5)(A) | Press Release dated October 13, 2005, announcing HCAs preliminary third quarter results (filed as Exhibit 99.1 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(a)(5)(B) | Press Release dated October 13, 2005, announcing the Offer (filed as Exhibit 99.2 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(a)(5)(C) | Form of Summary Advertisement. | |
(a)(5)(D) | Letter to Shareholders. | |
(b)(1) | $2.425 Billion Senior Credit Facilities Commitment Letter, dated October 13, 2005, by and among the Company, J.P. Morgan Securities Inc. and JPMorgan Chase Bank, N.A. (filed as Exhibit 99.3 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(b)(2) | $1.0 Billion Senior Credit Facility Commitment Letter, dated October 13, 2005, by and among the Company, J.P. Morgan Securities Inc., Merrill Lynch & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, JPMorgan Chase Bank, N.A. and Merrill Lynch Capital Corporation (filed as Exhibit 99.4 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(b)(3) | $2.5 billion Credit Agreement, dated November 9, 2004, by and among the Company, the several banks and other financial institutions from time to time parties hereto, J.P. Morgan Securities Inc., as Sole Advisor, Lead Arranger and Bookrunner, certain other agents and arrangers and JPMorgan Chase Bank, N.A., as Administrative Agent (filed as Exhibit 10.1 to the Companys Current Report on Form 8-K dated November 10, 2004, and incorporated herein by reference). | |
(d)(1) | Columbia Hospital Corporation Stock Option Plan (filed as Exhibit 10.13 to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 1990, and incorporated herein by reference). |
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(d)(2) | 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, and incorporated herein by reference). | |
(d)(3) | 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, and incorporated herein by reference). | |
(d)(4) | Columbia Hospital Corporation Outside Directors Nonqualified Stock Option Plan (filed as Exhibit 28.1 to the Companys Registration Statement on Form S-8 (File No. 33-55272), and incorporated herein by reference). | |
(d)(5) | HCA-Hospital Corporation of America 1989 Nonqualified Stock Option Plan, as amended through December 16, 1991 (filed as Exhibit 10 (g) to HCA-Hospital Corporation of Americas Registration Statement on Form S-1 (File No. 33-44906), and incorporated herein by reference). | |
(d)(6) | 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). | |
(d)(7) | 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). | |
(d)(8) | HCA-Hospital Corporation of America 1992 Stock Compensation Plan (filed as Exhibit 10 (t) to HCA-Hospital Corporation of Americas Registration Statement on Form S-1 (File No. 33-44906), and incorporated herein by reference). | |
(d)(9) | Columbia/ HCA Healthcare Corporation Outside Directors Stock and Incentive Compensation Plan, as amended and restated (filed as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 1999, and incorporated herein by reference). | |
(d)(10) | First Amendment to the Columbia/ HCA Healthcare Corporation Outside Directors Stock and Incentive Compensation Plan, as amended and restated September 23, 1999, dated as of May 25, 2000 (filed as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein by reference). | |
(d)(11) | HCA Inc. Amended and Restated Management Stock Purchase Plan (filed as Exhibit C to the Companys Proxy Statement for the Annual Meeting of Stockholders on May 27, 2004, and incorporated herein by reference). | |
(d)(12) | Amended and Restated HCA Employee Stock Purchase Plan (filed as Exhibit (d)(12) to the Companys Tender Offer Statement by Issuer on Schedule TO on October 13, 2004, and incorporated herein by reference). | |
(d)(13) | Columbia/ HCA Healthcare Corporation 2000 Equity Incentive Plan (filed as Exhibit A to the Companys Proxy Statement for the Annual Meeting of Shareholders on May 25, 2000, and incorporated herein by reference). | |
(d)(14) | HCA Inc. 2003 Performance Equity Incentive Program (filed as Exhibit 10 to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2003, and incorporated herein by reference). | |
(d)(15) | 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 (g)(24) to Amendment No. 3 to the Schedule 13E-3 filed by HCA- |
7
Hospital Corporation of America, Hospital Corporation of America and The HCA Profit Sharing Plan on March 22, 1989, and incorporated herein by reference). | ||
(d)(16) | Registration Rights Agreement, dated as of June 28, 2001, between the Company and Canadian Investments LLC, a Delaware limited liability Company (filed as Exhibit 10.2 to the Companys Registration Statement on Form S-3 (File No. 333-67040), and incorporated herein by reference). | |
(d)(17) | HCA 2005 Equity Incentive Plan (filed as Exhibit B to the Companys Proxy Statement for its Annual Meeting of Stockholders held on May 26, 2005, and incorporated herein by reference). | |
(d)(18) | HCA Directors 2005 Compensation/ Fees Policy (filed as Exhibit 10.24 to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2004, and incorporated herein by reference). | |
(d)(19) | HCA 2006 Directors Fees/ Compensation Policy (filed as Exhibit 10.1 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(20) | Form of Non-Qualified Stock Option Award Agreement (Directors) (filed as Exhibit 10.2 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(21) | Form of Restricted Stock Award Agreement (Directors) (filed as Exhibit 10.3 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(22) | Form of Restricted Share Unit Agreement (Directors) (filed as Exhibit 10.4 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(23) | Form of Restricted Share Award Agreement (filed as Exhibit 99.1 to the Companys Current Report on Form 8-K on October 6, 2005, and incorporated herein by reference). | |
(d)(24) | Form of Non-Qualified Stock Option Agreement (filed as Exhibit 99.2 to the Companys Current Report on Form 8-K on October 6, 2005, and incorporated herein by reference). | |
(g) | Not applicable. | |
(h) | Not applicable. |
Item 13. | Information Required by Schedule 13E-3. |
8
HCA Inc. |
By: | /s/ R. Milton Johnson |
|
|
Name: R. Milton Johnson |
Title: | Executive Vice President and Chief |
Financial Officer |
9
Exhibit | ||
No. | Description | |
(a)(1)(A)
|
Offer to Purchase, dated October 14, 2005. | |
(a)(1)(B)
|
Letter of Transmittal (including Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9). | |
(a)(1)(C)
|
Notice of Guaranteed Delivery. | |
(a)(1)(D)
|
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. | |
(a)(1)(E)
|
Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. | |
(a)(1)(F)
|
Form of Letter to Participants in the Amended and Restated HCA Employee Stock Purchase Plan. | |
(a)(1)(G)
|
Form of Letter to Participants in the HCA 401(k) Plan. | |
(a)(5)(A)
|
Press Release dated October 13, 2005, announcing HCAs preliminary third quarter results (filed as Exhibit 99.1 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(a)(5)(B)
|
Press Release dated October 13, 2005, announcing the Offer (filed as Exhibit 99.2 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(a)(5)(C)
|
Form of Summary Advertisement. | |
(a)(5)(D)
|
Letter to Shareholders. | |
(b)(1)
|
$2.425 Billion Senior Credit Facilities Commitment Letter, dated October 13, 2005, by and among the Company, J.P. Morgan Securities Inc. and JPMorgan Chase Bank, N.A. (filed as Exhibit 99.3 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(b)(2)
|
$1.0 Billion Senior Credit Facility Commitment Letter, dated October 13, 2005, by and among the Company, J.P. Morgan Securities Inc., Merrill Lynch & Co. and Merrill Lynch, Pierce, Fenner & Smith Incorporated, JPMorgan Chase Bank, N.A. and Merrill Lynch Capital Corporation (filed as Exhibit 99.4 to the Companys Current Report on Form 8-K on October 13, 2005, and incorporated herein by reference). | |
(b)(3)
|
$2.5 billion Credit Agreement, dated November 9, 2004, by and among the Company, the several banks and other financial institutions from time to time parties hereto, J.P. Morgan Securities Inc., as Sole Advisor, Lead Arranger and Bookrunner, certain other agents and arrangers and JPMorgan Chase Bank, N.A., as Administrative Agent (filed as Exhibit 10.1 to the Companys Current Report on Form 8-K dated November 10, 2004, and incorporated herein by reference). | |
(d)(1)
|
Columbia Hospital Corporation Stock Option Plan (filed as Exhibit 10.13 to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 1990, and incorporated herein by reference). | |
(d)(2)
|
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, and incorporated herein by reference). | |
(d)(3)
|
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, and incorporated herein by reference). | |
(d)(4)
|
Columbia Hospital Corporation Outside Directors Nonqualified Stock Option Plan (filed as Exhibit 28.1 to the Companys Registration Statement on Form S-8 (File No. 33-55272), and incorporated herein by reference). |
10
Exhibit | ||
No. | Description | |
(d)(5)
|
HCA-Hospital Corporation of America 1989 Nonqualified Stock Option Plan, as amended through December 16, 1991 (filed as Exhibit 10(g) to HCA-Hospital Corporation of Americas Registration Statement on Form S-1 (File No. 33-44906), and incorporated herein by reference). | |
(d)(6)
|
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). | |
(d)(7)
|
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). | |
(d)(8)
|
HCA-Hospital Corporation of America 1992 Stock Compensation Plan (filed as Exhibit 10(t) to HCA-Hospital Corporation of Americas Registration Statement on Form S-1 (File No. 33-44906), and incorporated herein by reference). | |
(d)(9)
|
Columbia/HCA Healthcare Corporation Outside Directors Stock and Incentive Compensation Plan, as amended and restated (filed as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended September 30, 1999, and incorporated herein by reference). | |
(d)(10)
|
First Amendment to the Columbia/HCA Healthcare Corporation Outside Directors Stock and Incentive Compensation Plan, as amended and restated September 23, 1999, dated as of May 25, 2000 (filed as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein by reference). | |
(d)(11)
|
HCA Inc. Amended and Restated Management Stock Purchase Plan (filed as Exhibit C to the Companys Proxy Statement for the Annual Meeting of Stockholders on May 27, 2004, and incorporated herein by reference). | |
(d)(12)
|
Amended and Restated HCA Employee Stock Purchase Plan (filed as Exhibit(d)(12) to the Companys Tender Offer Statement by Issuer on Schedule TO on October 13, 2004, and incorporated herein by reference). | |
(d)(13)
|
Columbia/HCA Healthcare Corporation 2000 Equity Incentive Plan (filed as Exhibit A to the Companys Proxy Statement for the Annual Meeting of Shareholders on May 25, 2000, and incorporated herein by reference). | |
(d)(14)
|
HCA Inc. 2003 Performance Equity Incentive Program (filed as Exhibit 10 to the Companys Quarterly Report on Form 10-Q for the quarter ended March 31, 2003, and incorporated herein by reference). | |
(d)(15)
|
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(g)(24) to Amendment No. 3 to the Schedule 13E-3 filed by HCA-Hospital Corporation of America, Hospital Corporation of America and The HCA Profit Sharing Plan on March 22, 1989, and incorporated herein by reference). | |
(d)(16)
|
Registration Rights Agreement, dated as of June 28, 2001, between the Company and Canadian Investments LLC, a Delaware limited liability Company (filed as Exhibit 10.2 to the Companys Registration Statement on Form S-3 (File No. 333-67040), and incorporated herein by reference). | |
(d)(17)
|
HCA 2005 Equity Incentive Plan (filed as Exhibit B to the Companys Proxy Statement for its Annual Meeting of Stockholders held on May 26, 2005, and incorporated herein by reference). | |
(d)(18)
|
HCA Directors 2005 Compensation/Fees Policy (filed as Exhibit 10.24 to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2004, and incorporated herein by reference). | |
(d)(19)
|
HCA 2006 Directors Fees/Compensation Policy (filed as Exhibit 10.1 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). |
11
Exhibit | ||
No. | Description | |
(d)(20)
|
Form of Non-Qualified Stock Option Award Agreement (Directors) (filed as Exhibit 10.2 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(21)
|
Form of Restricted Stock Award Agreement (Directors) (filed as Exhibit 10.3 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(22)
|
Form of Restricted Share Unit Agreement (Directors) (filed as Exhibit 10.4 to the Companys Current Report on Form 8-K on June 2, 2005, and incorporated herein by reference). | |
(d)(23)
|
Form of Restricted Share Award Agreement (filed as Exhibit 99.1 to the Companys Current Report on Form 8-K on October 6, 2005, and incorporated herein by reference). | |
(d)(24)
|
Form of Non-Qualified Stock Option Agreement (filed as Exhibit 99.2 to the Companys Current Report on Form 8-K on October 6, 2005, and incorporated herein by reference). |
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