Issuer |
HCA Inc. | |||
Aggregate Principal Amount |
$500,000,000 | |||
Title of Security |
8% Senior Notes due 2018 | |||
Maturity |
October 1, 2018 | |||
Spread to Treasury |
+652 basis points | |||
Benchmark Treasury |
UST 1.5% due August 31, 2018 | |||
Coupon |
8% | |||
Public Offering Price |
100% plus accrued interest, if any, from October 3, 2011 | |||
Yield to Maturity |
8% | |||
Interest Payment Dates |
April 1 and October 1 of each year, beginning on April 1, 2012 |
Record Dates |
March 15 and September 15 of each year | |||
Gross Proceeds |
$500,000,000 | |||
Underwriting Discount |
1.125% | |||
Net Proceeds to Issuer Before Expenses |
$494,375,000 |
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Optional Redemption (Make Whole Call) |
The Notes will be redeemable, at our option, at any time in whole or from time to time in part, at a redemption, or make-whole, price equal to the greater of: | |||
(i) 100% of the aggregate principal amount of the Notes to be redeemed, and | ||||
(ii) an amount equal to sum of the present value of the remaining scheduled payments of principal of and interest on the Notes to be redeemed (excluding accrued and unpaid interest to the redemption date and subject to the right of holders on the relevant record date to receive interest due on the relevant interest payment date) discounted from their scheduled date of payment to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus 50 basis points | ||||
plus, in each of the above cases, accrued and unpaid interest, if any, to such redemption date. | ||||
Change of Control |
Upon certain change of control events, each holder may require the Issuer to repurchase at 101%, plus accrued and unpaid interest, if any. | |||
Trade Date |
September 27, 2011 | |||
Settlement Date: |
October 3, 2011 (T+4) | |||
We expect that delivery of the notes will be made to investors on or about October 3, 2011, which will be the fourth business day following the date of this pricing term sheet (such settlement being referred to as T+4). Under Rule 15c6-1 under the Exchange Act, trades in the secondary market are required |
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to settle in three business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the delivery of the notes hereunder will be required, by virtue of the fact that the notes initially settle in T+4, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery hereunder should consult their advisors. | ||||
Denominations |
$2,000 and integral multiples of $1,000 | |||
CUSIP/ISIN Numbers |
CUSIP: 404119BL2 ISIN: US404119BL22 |
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Form of Offering |
SEC Registered (Registration No. 333-175791) | |||
Joint Book-Running Managers |
Barclays Capital Inc. Deutsche Bank Securities Inc. Goldman, Sachs & Co. Morgan Stanley & Co. LLC RBC Capital Markets, LLC Wells Fargo Securities, LLC |
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Co Managers |
Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA) LLC Mizuho Securities USA Inc. SunTrust Robinson Humphrey, Inc. |
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Use of Proceeds |
We estimate that our net proceeds from this offering, after deducting underwriter discounts and commissions and estimated offering expenses, will be approximately $492,000,000. We intend to use the net proceeds from the notes offered hereby for general corporate purposes, which may include funding a portion of the acquisition of the remaining ownership interest in our HCA-HealthONE LLC joint venture currently owned by the Colorado Health Foundation and to pay related fees and expenses. See Use of Proceeds and Capitalization. |
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