NYSE
14 days, 18 hours ago 
CYH
Community Health Systems INC
8-K: Community Health Systems Completes $436 Million Divestiture of Texas Medical Center, Realizing Significant Gain
Community Health Systems, Inc. subsidiaries have completed the sale of their 80% ownership interest in Cedar Park Regional Medical Center to Ascension Health for $436 million in cash, resulting in an estimated $93 million after-tax gain.
Better than expected
 
NYSE
43 days, 18 hours ago 
CYH
Community Health Systems INC
Form 4: Community Health Systems Director Converts Restricted Stock Units to Common Shares
Community Health Systems Inc. Director Susan W. Brooks converted 5,894 restricted stock units into common stock on June 1, 2025, increasing her direct beneficial ownership.
NYSE
61 days, 14 hours ago 
CYH
Community Health Systems INC
SCHEDULE 13G: Apollo Entities Disclose 5.4% Stake in Community Health Systems
A group of Apollo-affiliated investment entities has disclosed a collective beneficial ownership of 5.4% of Community Health Systems, Inc.'s common stock.
NYSE
61 days, 20 hours ago 
CYH
Community Health Systems INC
SCHEDULE 13G/A: Eversept Partners Discloses 6.1% Stake in Community Health Systems
Eversept Partners, L.P. and its affiliates have disclosed a beneficial ownership of 6.1% of Community Health Systems, Inc.'s common stock, totaling 8,458,020 shares, as of March 31, 2025.
NYSE
62 days, 18 hours ago 
CYH
Community Health Systems INC
8-K: Community Health Systems Stockholders Approve Amended Stock Option Plan and Officer Exculpation
Community Health Systems stockholders approved the amendment and restatement of the 2009 Stock Option and Award Plan and a certificate of amendment providing for officer exculpation at the Annual Meeting held on May 13, 2025.
NYSE
67 days, 18 hours ago 
CYH
Community Health Systems INC
8-K: Community Health Systems Issues $700 Million in Senior Secured Notes Due 2033
Community Health Systems completed the issuance of $700 million in 10.750% senior secured notes due 2033, and amended the indenture for its 2028 notes, removing restrictive covenants.
NYSE
69 days, 18 hours ago 
CYH
Community Health Systems INC
8-K: Community Health Systems Announces Early Tender Results for 6.875% Senior Unsecured Notes Due 2028
Community Health Systems reports strong early tender results for its 6.875% Senior Unsecured Notes due 2028, with approximately 93.32% of the notes tendered by the early deadline.
NYSE
71 days, 16 hours ago 
CYH
Community Health Systems INC
SCHEDULE 13G/A: Morgan Stanley Reduces Stake in Community Health Systems Below 5% Threshold
Morgan Stanley has filed an amended Schedule 13G, indicating its beneficial ownership in Community Health Systems Inc. has fallen to 2.0%, below the 5% reporting threshold.
NYSE
82 days, 18 hours ago 
CYH
Community Health Systems INC
10-Q: Community Health Systems Reports Mixed Q1 2025 Results Amid Divestitures and Debt Restructuring
Community Health Systems reports a net income of $25 million for Q1 2025, a significant improvement from the net loss in Q1 2024, while navigating hospital divestitures and strategic financial maneuvers.
Better than expected
 
Capital raise
 
NYSE
83 days, 18 hours ago 
CYH
Community Health Systems INC
8-K: Community Health Systems Launches Cash Tender Offer for 6.875% Senior Unsecured Notes Due 2028
Community Health Systems, Inc. is offering to purchase any and all of its outstanding 6.875% Senior Unsecured Notes due 2028 through a cash tender offer and related consent solicitation.
CYH 
Community Health Systems INC 
NYSE

8-K: Community Health Systems Completes $436 Million Divestiture of Texas Medical Center, Realizing Significant Gain

Sentiment:
 Asset Divestiture Announcement
 1 July 2025 4:30 PM

Community Health Systems, Inc. subsidiaries have completed the sale of their 80% ownership interest in Cedar Park Regional Medical Center to Ascension Health for $436 million in cash, resulting in an estimated $93 million after-tax gain.

Better than expected
  The transaction generated $436 million in cash proceeds for Community Health Systems.  An estimated pre-tax gain of $143 million ($93 million after tax) was realized from the sale.  The final cash consideration of $436 million was higher than the amended base purchase price of $430 million, indicating positive adjustments. 

Summary
  • Community Health Systems, Inc. (CYH) subsidiaries completed the sale of their collective 80% ownership interest in Cedar Park Health System, L.P., which owns and operates Cedar Park Regional Medical Center in Cedar Park, Texas, and related businesses.
  • The transaction closed on June 30, 2025, with an effective time of 12:00:01 a.m. local time on July 1, 2025.
  • The purchaser was Ascension Health, which previously held a 20% minority interest in the Joint Venture.
  • The cash consideration paid to CHS Selling Entities at closing was $436 million, after giving effect to estimated working capital and other purchase price adjustments.
  • Additionally, CHS Selling Entities distributed approximately $23 million in cash to Ascension Health for their share of amounts owed to the Joint Venture, contemporaneous with the closing.
  • The transaction resulted in an estimated pre-tax gain on sale of $143 million, or $93 million after tax.
  • The divested operations do not meet the definition of discontinued operations pursuant to Financial Accounting Standards Board Accounting Standards Codification 205 (ASC 205).
Sentiment

Score: 7

Explanation: The completion of a significant asset sale with a substantial cash inflow and a reported after-tax gain of $93 million is a positive financial event for the company, despite the final cash consideration being lower than the initial agreement.

Positives
  • Completed a significant asset divestiture, generating $436 million in cash proceeds.
  • Realized an estimated pre-tax gain of $143 million ($93 million after tax) from the sale.
  • Streamlines the company's portfolio by divesting an 80% ownership interest in a joint venture, allowing for potential focus on core operations or debt reduction.
Negatives
  • The final cash consideration of $436 million is lower than the original aggregate purchase price of $460 million stated in the April 15, 2025 Purchase Agreement.
  • CHS Selling Entities distributed an additional $23 million in cash to the purchaser related to amounts owed to the Joint Venture.
  • The divested operations do not qualify as discontinued operations, meaning their historical financial impact will not be fully separated in prior period financial statements.
Risks
  • The final purchase price is subject to post-closing working capital and cash balance adjustments, which could alter the net proceeds.
  • Sellers retain indemnification obligations for certain "Retained Liabilities" arising from operations prior to the Effective Time, including medical malpractice claims, third-party payor program liabilities (e.g., Medicare, Medicaid cost reports, RAC appeals, ACOs), and tax liabilities.
  • Specific retained liabilities include ongoing overpayment issues related to infusion billing and an ongoing dispute related to a Lease Agreement dated April 24, 2024.
  • Sellers are subject to a five-year non-compete clause within a ten-mile radius of the Hospital and a one-year non-solicitation clause for suppliers, licensees, and business relations.
  • Potential for disputes regarding Net Working Capital and Cash Balance calculations, which may require resolution by an independent certified public accounting firm.
  • The document highlights that representations and warranties were made solely for the benefit of the parties to the Purchase Agreement and may be subject to different materiality standards than what an investor might view as material.
Future Outlook

Post-closing adjustments for working capital and cash balance are expected. Sellers are obligated to maintain insurance for claims-made professional and general liability for five years following the closing. The Buyer is committed to adopting and maintaining reasonable policies for indigent patient care and continuing services to Medicare and Medicaid patients. The Partnership will make a timely Section 754 Election for tax purposes. Both parties will cooperate on cost reports and tax matters, with Sellers' Project CFO assisting onsite for the first fifteen days post-closing for month-end close. Sellers have also agreed to upgrade certain MedHost hardware at the Hospital.

Management Comments
  • Community Health Systems, Inc. announced today that subsidiaries of the Company have completed the sale of their collective 80% interest in Cedar Park Regional Medical Center and ancillary businesses located in Cedar Park, Texas, to subsidiaries of Ascension Health for $436 million.
Industry Context

This transaction reflects a strategic divestiture by Community Health Systems, a large for-profit healthcare provider, potentially aimed at optimizing its portfolio, reducing debt, or focusing on core markets. Conversely, Ascension Health, a major non-profit health system, is consolidating its interest in a joint venture by acquiring full ownership of Cedar Park Regional Medical Center, indicating a trend towards greater integration and control over key facilities within its network.

Comparison to Industry Standards
  • NA
Stakeholder Impact
  • Shareholders: Expected positive impact due to significant cash inflow and a reported gain on sale, which could be used for debt reduction or reinvestment.
  • Employees: Employees of the General Partner at the Hospital will be offered employment by the Partnership or Buyer's designated contractor, with credit for prior service for eligibility and vesting in Buyer's benefit plans. Senior management personnel (CEO, COO, CFO, CNO) will be interviewed but not guaranteed employment.
  • Patients: Buyer is committed to adopting and maintaining reasonable policies for indigent patient care and continuing services to patients covered by Medicare and Medicaid programs, as well as those unable to pay for emergent and medically necessary care.
Next Steps
  • Post-closing working capital and cash balance adjustments will be finalized.
  • Sellers will maintain insurance for claims-made professional and general liability for five years following the closing.
  • Buyer will adopt and maintain reasonable policies for indigent patient care at the Hospital.
  • The Partnership will make a timely Section 754 Election for tax purposes.
  • Buyer and Sellers will cooperate on the preparation, filing, handling, reopening, and appeals of Seller Cost Reports and Initial Cost Reports.
  • Sellers' Project CFO will work onsite at the Hospital for the first fifteen days following the Closing Date to oversee the month-end close of the Partnership's financial statements.
  • Sellers will acquire and install MedHost hardware (IBM Power and Storage Refresh) at the Hospital.
Legal Proceedings
  • Ongoing overpayment issues related to infusion billing are identified as a Retained Liability.
  • An ongoing dispute related to the Lease Agreement executed April 24, 2024, by and between ACG 600 N Bell Cedar Park, LLC and Timberland Medical Group, is identified as a Retained Liability.
  • Sellers have provided a list and summary description of all currently pending litigation or legal proceedings with respect to the Partnership or the Hospital (referenced in Schedule 3.14).
Related Party Transactions
  • The transaction involves the sale of an 80% ownership interest in a joint venture (Cedar Park Health System, L.P.) to Ascension Health, which previously held the remaining 20% minority interest, making it a related party transaction.
  • A distribution of approximately $23 million in cash was made by CHS Selling Entities to Ascension Health for their share of amounts owed to the Joint Venture, reflecting a related party financial settlement.
Key Dates
  • 2023-05-09: Date of Nondisclosure and Confidentiality Agreement between CHSPSC, LLC and Ascension, which remains in effect until the Effective Time.
  • 2023-12-31: Fiscal year-end for which unaudited income statements and balance sheets were provided.
  • 2024-12-31: Fiscal year-end for which unaudited income statements and balance sheets were provided, and the date for the mutually agreed upon schedule of Net Working Capital and Cash Balance.
  • 2025-01-31: Balance Sheet Date for unaudited financial statements provided to Buyer.
  • 2025-03-31: Date of the unaudited pro forma condensed consolidated balance sheet and the end of the three-month period for the unaudited pro forma condensed consolidated statement of loss.
  • 2025-04-15: Date of the original Purchase Agreement and the date the Company filed a Current Report on Form 8-K disclosing the entry into the Purchase Agreement.
  • 2025-06-30: Closing Date of the transaction; date of the First Amendment to Purchase Agreement; date the purchase price was paid; and the date for determining estimated working capital and cash balance adjustments.
  • 2025-07-01: Date of Report (earliest event reported was June 30, 2025); date of the press release announcing completion of the Transaction; and the Effective Time (12:00:01 a.m. local time) of the transaction for accounting purposes.
  • 2025-08-31: Latest date for the Closing to occur unless extended by mutual agreement.
Keywords
Community Health Systems, CYH, Ascension Health, Cedar Park Regional Medical Center, Hospital Sale, Asset Divestiture, Healthcare, SEC Filing, 8-K, Mergers and Acquisitions, Texas Healthcare
CYH 
Community Health Systems INC 
NYSE
Sector: TBD
 
Filings with Classifications
Better than expected
1 July 2025 4:30 PM
Asset Divestiture Announcement
  • The transaction generated $436 million in cash proceeds for Community Health Systems.
  • An estimated pre-tax gain of $143 million ($93 million after tax) was realized from the sale.
  • The final cash consideration of $436 million was higher than the amended base purchase price of $430 million, indicating positive adjustments.
Capital raise
24 April 2025 4:30 PM
Quarterly Report
  • CHS entered into a privately negotiated agreement with a multi-asset investment manager to issue and sell $700 million aggregate principal amount of 10% Senior Secured Notes due 2033.
  • The company expects to use the net proceeds from issuance of the 10% Senior Secured Notes due 2033, together with cash on hand, to redeem the 8% Senior Secured Notes due 2027 and to pay related fees and expenses.
Better than expected
24 April 2025 4:30 PM
Quarterly Report
  • The company's net income improved significantly from a net loss in the same period last year.
Better than expected
23 April 2025 4:30 PM
Earnings Release
  • The net loss attributable to Community Health Systems, Inc. stockholders improved from $(41) million to $(13) million year-over-year.
Worse than expected
3 April 2025 8:30 PM
Proxy Statement
  • The net loss attributable to Community Health Systems, Inc. stockholders increased from $(133) million in 2023 to $(516) million in 2024.
Worse than expected
3 March 2025 6:06 PM
SEC Form 4 Filing
  • The forfeiture of a significant portion (83.2%) of the performance-based restricted shares indicates that the company's performance during the 2022-2024 period was worse than expected, failing to meet the pre-determined performance objectives.
Worse than expected
3 March 2025 6:04 PM
SEC Form 4
  • The forfeiture of a significant portion of performance-based restricted shares suggests that the company underperformed relative to its targets during the 2022-2024 performance period.
Worse than expected
3 March 2025 6:02 PM
SEC Form 4 Filing
  • The forfeiture of 11,850 performance-based restricted shares suggests that the company's performance did not fully meet the established objectives for the 2022-2024 performance period.
Worse than expected
19 February 2025 4:31 PM
Annual Results
  • The company reported a net loss attributable to Community Health Systems, Inc. stockholders of $516 million in 2024, compared to a net loss of $133 million in 2023.
Worse than expected
18 February 2025 4:30 PM
Quarterly Earnings Release
  • The company reported a net loss attributable to Community Health Systems, Inc. stockholders for Q4 2024, compared to net income in the same period of 2023.
  • The company reported a larger net loss attributable to Community Health Systems, Inc. stockholders for the year ended December 31, 2024, compared to the same period in 2023.
Worse than expected
26 November 2024 4:30 PM
Material Definitive Agreement Termination
  • The termination of the sale agreement is worse than expected as it removes a planned divestiture and introduces uncertainty about the future of the assets.
Delay expected
22 November 2024 4:30 PM
Asset Sale Agreement
  • The Punta Gorda hospital has indefinitely suspended inpatient operations due to hurricane damage, which may cause delays in the transaction.
Worse than expected
24 October 2024 4:34 PM
Quarterly Report
  • The company's net loss of $391 million in Q3 2024 is significantly worse than the $91 million loss in Q3 2023.
  • The company's impairment charges and professional liability accrual adjustments are significantly higher than expected.
  • The company's consolidated inpatient admissions decreased by 4.1%, indicating a decline in overall patient volume.
Worse than expected
23 October 2024 4:30 PM
Quarterly Report
  • The company's net loss attributable to stockholders was significantly worse than the same period last year, increasing from $(91) million to $(391) million.
  • The adjusted EBITDA decreased from $360 million to $347 million in the third quarter of 2024 compared to the same period in 2023.
  • The net loss per share increased from $(0.69) to $(2.95) in the third quarter of 2024 compared to the same period in 2023.
Better than expected
25 July 2024 4:30 PM
Quarterly Report
  • The company's net income improved compared to the same periods in the prior year, moving from a loss to a profit.
  • The company's same-store revenue growth indicates better performance in its core operations.
  • The company's debt restructuring efforts, including the gain from early extinguishment of debt, positively impacted the financial results.
Delay expected
25 July 2024 4:30 PM
Quarterly Report
  • The company's construction of a replacement facility in Knox, Indiana, is required to be completed by September 30, 2026, if a new lease with Starke County is not entered into.
Capital raise
25 July 2024 4:30 PM
Quarterly Report
  • The company completed an offering of an additional $1.225 billion aggregate principal amount of its outstanding 10.875% Senior Secured Notes due 2032.
  • Proceeds from the offering of the Tack-On Notes were used to redeem all $1.116 billion of the outstanding 8.000% Senior Secured Notes due 2026, to fund senior note repurchases, pay related fees and expenses and for general corporate purposes.
Better than expected
24 July 2024 4:30 PM
Quarterly Report
  • The company's net loss improved significantly compared to the same period last year.
  • Adjusted EBITDA increased, indicating improved operational performance.
  • Same-store revenues and admissions showed positive growth.
Delay expected
21 June 2024 6:01 PM
Material Definitive Agreement Termination
  • The sale of the two hospitals was delayed due to the FTC's legal challenge and subsequent injunction.
Worse than expected
21 June 2024 6:01 PM
Material Definitive Agreement Termination
  • The termination of the sale is worse than expected as it disrupts CHS's strategic plans and may require a reassessment of their financial and operational strategies for the two hospitals.
Capital raise
21 May 2024 9:19 PM
Debt Offering Announcement
  • The company is raising $1.225 billion through a tack-on offering of senior secured notes.
  • The proceeds will be used to redeem existing debt and for general corporate purposes.
Capital raise
21 May 2024 8:28 AM
Debt Offering Announcement
  • The company is raising $1.125 billion through a tack-on offering of senior secured notes.
  • The proceeds will be used to redeem existing debt and for general corporate purposes.
Delay expected
25 April 2024 4:32 PM
Quarterly Report
  • The sale of Lake Norman Regional Medical Center and Davis Regional Medical Center to Novant Health, Inc. is delayed due to a complaint filed by the Federal Trade Commission.
Better than expected
25 April 2024 4:32 PM
Quarterly Report
  • The company's net loss improved from $20 million to $6 million year-over-year, indicating better than expected financial performance.
Better than expected
24 April 2024 4:30 PM
Quarterly Report
  • The company's net loss per share improved from $(0.40) to $(0.32) year-over-year.
  • Adjusted EBITDA increased from $335 million to $378 million year-over-year.
  • Net cash provided by operating activities increased from $5 million to $96 million year-over-year.
Delay expected
18 April 2024 4:30 PM
Asset Sale Agreement
  • The agreement can be terminated if the transaction is not completed by August 31, 2024, indicating a potential for delay.
Worse than expected
28 March 2024 4:31 PM
Proxy Statement
  • The company experienced a net loss attributable to stockholders of $(133) million in 2023, compared to a net income of $46 million in the prior year.
  • Adjusted EBITDA decreased by 0.9% to $1.454 billion in 2023.
  • Cash Flows from Operations decreased by 30.0% to $210 million.
  • The stock price decreased by 27.5% as of December 31, 2023.
Worse than expected
20 February 2024 4:30 PM
Quarterly Report
  • The company's net income and adjusted EBITDA decreased compared to the same periods in the previous year.
  • The company reported a net loss for the full year 2023, compared to a net income in 2022.
  • The company is projecting a net loss per share for 2024.

Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.