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HCA > SEC Filings for HCA > Form 8-K on 5-Mar-2014All Recent SEC Filings

Show all filings for HCA HOLDINGS, INC.

Form 8-K for HCA HOLDINGS, INC.


5-Mar-2014

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obl


Item 1.01 Entry into a Material Definitive Agreement.

On March 3, 2014, HCA Holdings, Inc. (the "Registrant" or the "Parent Guarantor"), HCA Inc., a wholly-owned subsidiary of the Registrant (the "Issuer"), and certain subsidiary guarantors of the Issuer entered into an Underwriting Agreement (the "Underwriting Agreement") with J.P. Morgan Securities LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC as representatives of the several underwriters named therein, for the issuance and sale by the Issuer of (i) $1,500,000,000 aggregate principal amount of 3.75% Senior Secured Notes due 2019 and
(ii) $2,000,000,000 aggregate principal amount of 5.00% Senior Secured Notes due 2024, guaranteed on a senior unsecured basis by the Parent Guarantor and on a senior secured basis by certain of the Issuer's subsidiaries, pursuant to the Registrant's Registration Statement on Form S-3 (File No. 333-175791), filed on March 3, 2014, as supplemented by the prospectus supplement dated March 3, 2014.

The description of the Underwriting Agreement is qualified in its entirety by the terms of such agreement, which is incorporated herein by reference and attached to this report as Exhibit 1.1.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

The information provided in Item 1.01 of this report is incorporated by reference into this Item 2.03.



Item 9.01 Financial Statements and Exhibits.

d) Exhibits

1.1 Underwriting Agreement, dated as of March 3, 2014, among HCA Inc., HCA Holdings, Inc., the subsidiary guarantors named therein and J.P. Morgan Securities LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman, Sachs & Co., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC as representatives of the other several underwriters named therein.


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