Community Health Provides Update On FTC, SEC Review Processes

(RTTNews) - Community Health Systems, Inc., or CHS (CYH) announced that on September 30, 2013, it received a request for additional information and documentary materials from the Federal Trade Commission or FTC in connection with CHS' pending acquisition of Health Management Associates, Inc. (HMA).

The company said the request for information and documents from the FTC was issued under notification requirements of the Hart-Scott-Rodino Antitrust Improvements Act or HSR Act of 1976, as amended.

A Second Request is a standard part of the FTC review process, and was anticipated by CHS. The effect of the Second Request is to extend the review period imposed by the HSR Act.

CHS said it expects to fully cooperate with the FTC's review and obtain clearance for the transaction as expeditiously as possible. The transaction is subject to approval by HMA stockholders and the satisfaction of customary closing conditions and regulatory approvals, including expiration or termination of the applicable waiting period under the HSR Act.

In addition, CHS announced that on October 4, 2013, it received a letter from the United States Securities and Exchange Commission or the SEC indicating that the SEC has not reviewed and will not review CHS's Registration Statement on Form S-4 containing the prospectus of CHS registering the shares of CHS common stock to be issued in its merger with HMA and the proxy statement of HMA for the solicitation of proxies from HMA stockholders for the approval of the transaction.

CHS said that as previously disclosed, on September 24, 2013, CHS and HMA amended their merger agreement to permit the new HMA board of directors to retain additional financial advisors to assist them in an evaluation of the merger consistent with the terms of the merger agreement.

CHS anticipates the evaluation of the merger by the HMA board of directors will be completed prior to mid-November 2013 and once the evaluation is completed, CHS expects to have the Registration Statement on Form S-4 declared effective by the SEC, HMA to mail definitive proxies to its stockholders shortly thereafter, and HMA to hold a special meeting of its stockholders to consider the transaction by the end of the year.

CHS expects that the pending transaction will be completed in the first quarter of 2014.