EX-5.1 2 d321676dex51.htm EX-5.1 EX-5.1

[LETTERHEAD OF HODGSON RUSS LLP]

Exhibit 5.1

March 3, 2017

Commmunity Health Systems, Inc.

CHS/Commmunity Health Systems, Inc.

4000 Meridian Boulevard

Franklin, TN 37067

 

  Re: Post-Effective Amendment No. 1 to Registration Statement on Form S-3

Ladies and Gentlemen:

We have acted as New York counsel to Community Health Systems, Inc. (the “Parent”), CHS/Community Health Systems, Inc. (“CHS”) and the entities identified on Exhibit A attached to this letter (collectively the “Guarantors”) solely for the purpose of providing the opinions set forth in this letter and for no other purpose (including, but not limited to, conducting any negotiation or providing any legal or other advice) in connection with the filing by the Parent with the Securities and Exchange Commission (the “Commission”) of a Post-Effective Amendment No. 1 (the “Post-Effective Amendment”) to the Registration Statement on Form S-3 that was filed by the Parent with the Commission on May 6, 2015 (the “Registration Statement”), which related to the shelf registration under the Securities Act of 1933, as amended, (the “Securities Act”) of the issuance from time to time of, among other securities, (1) Securities (as such term is defined in an Indenture between the Parent and Regions Bank, as trustee, the form of which is attached as Exhibit No. 4.1 to the Registration Statement (the “Parent Senior Debt Indenture”)) (collectively the “Parent Senior Debt Securities”), which are to be guaranteed by CHS and the Guarantors pursuant to the Parent Senior Debt Indenture (the guarantees by CHS and the Guarantors pursuant to the Parent Senior Debt Indenture being collectively the “Parent Senior Debt Guarantees” and notations of such guarantees in the form attached to the Parent Senior Debt Indenture being collectively the “Parent Senior Debt Notations of Note Guarantee”), (2) Securities (as such term is defined in an Indenture between the Parent and Regions Bank, as trustee, the form of which is attached as Exhibit No. 4.2 to the Registration Statement (the “Parent Subordinated Debt Indenture”)) (collectively the “Parent Subordinated Debt Securities”), which are to be guaranteed by CHS and the Guarantors pursuant to the Parent Subordinated Debt Indenture (the guarantees by CHS and the Guarantors pursuant to the Parent Subordinated Debt Indenture being collectively the “Parent Subordinated Debt Guarantees” and notations of such guarantees in the form attached to the Parent Subordinated Debt Indenture being collectively the “Parent Subordinated Debt Notations of Note Guarantee”), (3) Securities (as such term is defined in an Indenture between CHS and Regions Bank, as trustee, the form of which is attached as Exhibit No. 4.3 to the Registration Statement (the “CHS Senior Debt Indenture”)) (collectively the “CHS Senior Debt Securities”), which are to be guaranteed by the Parent and the Guarantors pursuant to the CHS Senior Debt Indenture (the guarantees by the Parent and the Guarantors pursuant to the CHS Subordinated Debt Indenture being collectively the “CHS Senior Debt


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March 3, 2017

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Guarantees” and notations of such guarantees in the form attached to the CHS Senior Debt Indenture being collectively the “CHS Senior Debt Notations of Note Guarantee”), and (4) Securities (as such term is defined in an Indenture between CHS and Regions Bank, as trustee, the form of which is attached as Exhibit No. 4.4 to the Registration Statement (collectively the “CHS Subordinated Debt Indenture”)) (the “CHS Subordinated Debt Securities”), which are to be guaranteed by the Parent and the Guarantors pursuant to the CHS Subordinated Debt Indenture (the guarantees by the Parent and the Guarantors pursuant to the CHS Subordinated Debt Indenture being collectively the “CHS Subordinated Debt Guarantees” and notations of such guarantees in the form attached to the CHS Subordinated Debt Indenture being collectively the “CHS Subordinated Debt Notations of Note Guarantee”).

The opinions set forth in this letter are subject to the following qualifications:

1. The opinions set forth in this letter are based solely upon (a) our review of, as submitted to us, (i) the forms of the Parent Senior Debt Indenture, the Parent Subordinated Debt Indenture, the CHS Senior Debt Indenture and the CHS Subordinated Debt Indenture, (ii) the forms of the Parent Senior Debt Securities, the Parent Subordinated Debt Securities, the CHS Senior Debt Securities and the CHS Subordinated Debt Securities, (iii) the Post-Effective Amendment and (iv) the Registration Statement (collectively the “Reviewed Documents”) and (b) our review of law of the State of New York that a lawyer admitted to practice in the State of New York, exercising customary professional diligence, would normally be expected to recognize as being applicable to the transactions contemplated by the Reviewed Documents other than securities or Blue Sky law (collectively “New York Law”). Other than our review of the Reviewed Documents, we have not reviewed any document referred to in any of the Reviewed Documents or made any inquiry or other investigation as to any factual matter (including, but not limited to, (a) any review of any of the files and other records of the Parent, CHS, any of the Guarantors, any affiliate of the Parent, CHS or any of the Guarantors or any court or other governmental authority, (b) any review of any of our files and other records, (c) any inquiry of or other communication with any director, officer, member, manager, general partner, limited partner, employee or other agent of the Parent, CHS, any of the Guarantors or any affiliate of the Parent, CHS or any of the Guarantors or (d) any inquiry of any past or present attorney of ours).

2. We do not express any opinion concerning any law other than New York Law.

3. We have assumed without any inquiry or other investigation, (a) the legal capacity of each natural person, (b) the genuineness of each signature on any of the Reviewed Documents, the authenticity, accuracy and completeness of each of the Reviewed Documents and the conformity of each of the Reviewed Documents to the copy or form thereof submitted to us, (c) the accuracy on the date of this letter as well as on the date made of each statement as to any factual matter contained in any of the Reviewed Documents and (d) there not existing outside of the Reviewed Documents and New York Law anything that would render incorrect any opinion set forth in this letter.

4. This letter is given without regard to any change after the date of this letter with respect to any factual or legal matter, and we disclaim any obligation to notify you concerning any such change or any effect of any such change on any opinion set forth in this letter.


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March 3, 2017

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Subject to the qualifications set forth in this letter, it is our opinion that:

1. Assuming that the Parent Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), the Parent Senior Debt Indenture will constitute a legally valid and binding obligation of the Parent, except as the enforcement thereof may be limited by any bankruptcy, insolvency, reorganization, moratorium or other similar law now or hereafter in effect relating to or affecting rights and remedies of creditors or by general equitable principles (collectively the “Enforceability Exceptions”) and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

2. Assuming that the Parent Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), the Parent Subordinated Debt Indenture will constitute a legally valid and binding obligation of the Parent, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

3. Assuming that the CHS Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), the CHS Senior Debt Indenture will constitute a legally valid and binding obligation of CHS, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

4. Assuming that the CHS Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), the CHS Subordinated Debt Indenture will constitute a legally valid and binding obligation of CHS, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

5. Assuming that (a) the Parent Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent, CHS and the Guarantors) and (c) the Parent Senior Debt Securities will have been duly and validly authorized by the Parent for issuance by the Parent pursuant to the Parent Senior Debt Indenture, when duly and validly executed by the Parent and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in


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accordance with the terms of the Parent Senior Debt Indenture, the Parent Senior Debt Securities will constitute legally valid and binding obligations of the Parent, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

6. Assuming that (a) the Parent Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent, CHS and the Guarantors) and (c) the Parent Subordinated Debt Securities will have been duly and validly authorized by the Parent for issuance by the Parent pursuant to the Parent Subordinated Debt Indenture, when duly and validly executed by the Parent and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the Parent Subordinated Debt Indenture, the Parent Subordinated Debt Securities will constitute legally valid and binding obligations of the Parent, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

7. Assuming that (a) the CHS Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS, the Parent and the Guarantors) and (c) the CHS Senior Debt Securities will have been duly and validly authorized by CHS for issuance by CHS pursuant to the CHS Senior Debt Indenture, when duly and validly executed by CHS and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the CHS Senior Debt Indenture, the CHS Senior Debt Securities will constitute legally valid and binding obligations of CHS, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

8. Assuming that (a) the CHS Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS, the Parent and the Guarantors) and (c) the CHS Subordinated Debt Securities will have been duly and validly authorized by CHS for issuance by CHS pursuant to the CHS Subordinated Debt Indenture, when duly and validly executed by CHS and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the CHS Subordinated Debt Indenture, the CHS Subordinated Debt Securities will constitute legally valid and binding obligations of CHS, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.


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March 3, 2017

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9. Assuming that (a) the Parent Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent, CHS and the Guarantors), (c) the Parent Senior Debt Securities will have been duly and validly authorized by the Parent for issuance by the Parent pursuant to the Parent Senior Debt Indenture and duly and validly executed by the Parent and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the Parent Senior Debt Indenture and (d) the Parent Senior Debt Notations of Note Guarantee will have been duly and validly authorized and executed by CHS and the Guarantors, the Parent Senior Debt Guarantees will constitute legally valid and binding obligations of CHS and the Guarantors, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

10. Assuming that (a) the Parent Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, the Parent, CHS and the Guarantors), (c) the Parent Subordinated Debt Securities will have been duly and validly authorized by the Parent for issuance by the Parent pursuant to the Parent Subordinated Debt Indenture and duly and validly executed by the Parent and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the Parent Subordinated Debt Indenture and (d) the Parent Subordinated Debt Notations of Note Guarantee will have been duly and validly authorized and executed by CHS and the Guarantors, the Parent Subordinated Debt Guarantees will constitute legally valid and binding obligations of CHS and the Guarantors, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

11. Assuming that (a) the CHS Senior Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS, the Parent and the Guarantors), (c) the CHS Senior Debt Securities will have been duly and validly authorized by CHS for issuance by CHS pursuant to the CHS Senior Debt Indenture and duly and validly executed by CHS and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the CHS Senior Debt Indenture and (d) the CHS Senior Debt Notations of Note Guarantee will have been duly and validly authorized and executed by the Parent and the Guarantors, the CHS Senior Debt


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March 3, 2017

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Guarantees will constitute legally valid and binding obligations of the Parent and the Guarantors, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

12. Assuming that (a) the CHS Subordinated Debt Indenture will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS), (b) one or more supplemental indentures, to the extent necessary, will have been duly and validly authorized, executed and delivered by all parties thereto (including, but not limited to, CHS, the Parent and the Guarantors), (c) the CHS Subordinated Debt Securities will have been duly and validly authorized by CHS for issuance by CHS pursuant to the CHS Subordinated Debt Indenture and duly and validly executed by CHS and duly and validly authenticated and delivered by Regions Bank, as trustee, against payment therefor, all in accordance with the terms of the CHS Subordinated Debt Indenture and (d) the CHS Subordinated Debt Notations of Note Guarantee will have been duly and validly authorized and executed by the Parent and the Guarantors, the CHS Subordinated Debt Guarantees will constitute legally valid and binding obligations of the Parent and the Guarantors, except as the enforcement thereof may be limited by the Enforceability Exceptions and except as any right to indemnification or contribution thereunder may be limited by any applicable public policy consideration.

We consent to the filing of this letter with the Commission as an exhibit to the Post-Effective Amendment in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act and to the use of our name therein and in the related Prospectus under the caption “Legal Matters.” In giving such consent, we do not admit that we are in the category of persons whose consent to such filing and use is required under Section 7 of the Securities Act or the rules and regulations of the Commission.

 

Very truly yours,
/s/ HODGSON RUSS LLP


Exhibit A

Guarantors

 

Entity

 

Jurisdiction

Abilene Hospital, LLC   DE
Abilene Merger, LLC   DE
Affinity Health Systems, LLC   DE
Affinity Hospital, LLC   DE
Amory HMA, LLC   MS
Anniston HMA, LLC   AL
Berwick Hospital Company, LLC   DE
Biloxi H.M.A., LLC   MS
Birmingham Holdings II, LLC   DE
Birmingham Holdings, LLC   DE
Bluefield Holdings, LLC   DE
Bluefield Hospital Company, LLC   DE
Bluffton Health System LLC   DE
Brandon HMA, LLC   MS
Brevard HMA Holdings, LLC   FL
Brevard HMA Hospitals, LLC   FL
Brownwood Hospital, L.P.   DE
Brownwood Medical Center, LLC   DE
Bullhead City Hospital Corporation   AZ
Bullhead City Hospital Investment Corporation   DE
Campbell County HMA, LLC   TN
Carlisle HMA, LLC   PA
Carlsbad Medical Center, LLC   DE
Carolinas Holdings, LLC   DE
Carolinas JV Holdings General, LLC   DE
Carolinas JV Holdings, L.P.   DE
Central Florida HMA Holdings, LLC   DE
Central States HMA Holdings, LLC   DE
Chester HMA, LLC   SC
Chestnut Hill Health System, LLC   DE
CHHS Holdings, LLC   DE
CHHS Hospital Company, LLC   DE
CHS Pennsylvania Holdings, LLC   DE
CHS Tennessee Holdings, LLC   DE
CHS Virginia Holdings, LLC   DE
CHS Washington Holdings, LLC   DE


Entity

 

Jurisdiction

Citrus HMA, LLC   FL
Clarksdale HMA, LLC   MS
Clarksville Holdings II, LLC   DE
Clarksville Holdings, LLC   DE
Cleveland Hospital Company, LLC   TN
Cleveland Tennessee Hospital Company, LLC   DE
Clinton HMA, LLC   OK
Coatesville Hospital Corporation   PA
Cocke County HMA, LLC   TN
College Station Hospital, L.P.   DE
College Station Medical Center, LLC   DE
College Station Merger, LLC   DE
Community Health Investment Company, LLC   DE
CP Hospital GP, LLC   DE
CPLP, LLC   DE
Crestwood Healthcare, L.P.   DE
Crestwood Hospital LP, LLC   DE
Crestwood Hospital, LLC   DE
CSMC, LLC   DE
Deaconess Holdings, LLC   DE
Deaconess Hospital Holdings, LLC   DE
Desert Hospital Holdings, LLC   DE
Detar Hospital, LLC   DE
DHFW Holdings, LLC   DE
Dukes Health System, LLC   DE
Dyersburg Hospital Company, LLC   TN
Emporia Hospital Corporation   VA
Florida HMA Holdings, LLC   DE
Foley Hospital Corporation   AL
Fort Smith HMA, LLC   AR
Frankfort Health Partner, Inc.   IN
Franklin Hospital Corporation   VA
Gadsden Regional Medical Center, LLC   DE
Gaffney H.M.A., LLC   SC
Granbury Hospital Corporation   TX
GRMC Holdings, LLC   DE
Hallmark Healthcare Company, LLC   DE
Health Management Associates, LLC   DE
Health Management Associates, LP   DE


Entity

 

Jurisdiction

Health Management General Partner I, LLC   DE
Health Management General Partner, LLC   DE
HMA Fentress County General Hospital, LLC   TN
HMA Hospitals Holdings, LP   DE
HMA Santa Rosa Medical Center, LLC   FL
HMA Services GP, LLC   DE
HMA-TRI Holdings, LLC   DE
Hobbs Medco, LLC   DE
Hospital Management Associates, LLC   FL
Hospital Management Services of Florida, LP   FL
Hospital of Morristown, LLC   TN
Jackson HMA, LLC   MS
Jackson Hospital Corporation   TN
Jefferson County HMA, LLC   TN
Jourdanton Hospital Corporation   TX
Kay County Hospital Corporation   OK
Kay County Oklahoma Hospital Company, LLC   OK
Kennett HMA, LLC   MO
Key West HMA, LLC   FL
Kirksville Hospital Company, LLC   DE
Knoxville HMA Holdings, LLC   TN
Lakeway Hospital Company, LLC   TN
Lancaster Hospital Corporation   DE
Laredo Texas Hospital Company, L.P.   TX
Las Cruces Medical Center, LLC   DE
Lea Regional Hospital, LLC   DE
Lebanon HMA, LLC   TN
Longview Clinic Operations Company, LLC   DE
Longview Medical Center, L.P.   DE
Longview Merger, LLC   DE
LRH, LLC   DE
Lutheran Health Network of Indiana, LLC   DE
Madison HMA, LLC   MS
Marshall County HMA, LLC   OK
Martin Hospital Company, LLC   TN
Mary Black Health System LLC   DE
Mayes County HMA, LLC   OK
MCSA, L.L.C.   AR
Medical Center of Brownwood, LLC   DE


Entity

 

Jurisdiction

Melbourne HMA, LLC   FL
Merger Legacy Holdings, LLC   DE
Metro Knoxville HMA, LLC   TN
Mississippi HMA Holdings I, LLC   DE
Mississippi HMA Holdings II, LLC   DE
Moberly Hospital Company, LLC   DE
Naples HMA, LLC   FL
Natchez Hospital Company, LLC   DE
National Healthcare of Leesville, Inc.   DE
Navarro Hospital, L.P.   DE
Navarro Regional, LLC   DE
NC-DSH, LLC   NV
Northampton Hospital Company, LLC   DE
Northwest Arkansas Hospitals, LLC   DE
Northwest Hospital, LLC   DE
NOV Holdings, LLC   DE
NRH, LLC   DE
Oak Hill Hospital Corporation   WV
Oro Valley Hospital, LLC   DE
Palmer-Wasilla Health System, LLC   DE
Pasco Regional Medical Center, LLC   FL
Pennsylvania Hospital Company, LLC   DE
Phoenixville Hospital Company, LLC   DE
Poplar Bluff Regional Medical Center, LLC   MO
Port Charlotte HMA, LLC   FL
Pottstown Hospital Company, LLC   DE
Punta Gorda HMA, LLC   FL
QHG Georgia Holdings II, LLC   DE
QHG Georgia Holdings, Inc.   GA
QHG Georgia, LP   GA
QHG of Bluffton Company, LLC   DE
QHG of Clinton County, Inc.   IN
QHG of Enterprise, Inc.   AL
QHG of Forrest County, Inc.   MS
QHG of Fort Wayne Company, LLC   DE
QHG of Hattiesburg, Inc.   MS
QHG of South Carolina, Inc.   SC
QHG of Spartanburg, Inc.   SC
QHG of Springdale, Inc.   AR


Entity

 

Jurisdiction

Regional Hospital of Longview, LLC   DE
River Oaks Hospital, LLC   MS
River Region Medical Corporation   MS
Rockledge HMA, LLC   FL
ROH, LLC   MS
Roswell Hospital Corporation   NM
Ruston Hospital Corporation   DE
Ruston Louisiana Hospital Company, LLC   DE
SACMC, LLC   DE
Salem Hospital Corporation   NJ
San Angelo Community Medical Center, LLC   DE
San Angelo Medical, LLC   DE
Scranton Holdings, LLC   DE
Scranton Hospital Company, LLC   DE
Scranton Quincy Holdings, LLC   DE
Scranton Quincy Hospital Company, LLC   DE
Sebastian Hospital, LLC   FL
Sebring Hospital Management Associates, LLC   FL
Seminole HMA, LLC   OK
Sharon Pennsylvania Holdings, LLC   DE
Sharon Pennsylvania Hospital Company, LLC   DE
Shelbyville Hospital Company, LLC   TN
Siloam Springs Arkansas Hospital Company, LLC   DE
Siloam Springs Holdings, LLC   DE
Southeast HMA Holdings, LLC   DE
Southern Texas Medical Center, LLC   DE
Southwest Florida HMA Holdings, LLC   DE
Spokane Valley Washington Hospital Company, LLC   DE
Spokane Washington Hospital Company, LLC   DE
Statesville HMA, LLC   NC
Tennessee HMA Holdings, LP   DE
Tennyson Holdings, LLC   DE
Tomball Texas Holdings, LLC   DE
Tomball Texas Hospital Company, LLC   DE
Triad Healthcare, LLC   DE
Triad Holdings III, LLC   DE
Triad Holdings IV, LLC   DE
Triad Holdings V, LLC   DE
Triad Nevada Holdings, LLC   DE


Entity

 

Jurisdiction

Triad of Alabama, LLC   DE
Triad-ARMC, LLC   DE
Triad-El Dorado, Inc.   AR
Triad-Navarro Regional Hospital Subsidiary, LLC   DE
Tullahoma HMA, LLC   TN
Tunkhannock Hospital Company, LLC   DE
Van Buren H.M.A., LLC   AR
Venice HMA, LLC   FL
VHC Medical, LLC   DE
Vicksburg Healthcare, LLC   DE
Victoria Hospital, LLC   DE
Victoria of Texas, L.P.   DE
Virginia Hospital Company, LLC   VA
Warren Ohio Hospital Company, LLC   DE
Warren Ohio Rehab Hospital Company, LLC   DE
Weatherford Hospital Corporation   TX
Weatherford Texas Hospital Company, LLC   TX
Webb Hospital Corporation   DE
Webb Hospital Holdings, LLC   DE
Wesley Health System LLC   DE
West Grove Hospital Company, LLC   DE
WHMC, LLC   DE
Wilkes-Barre Behavioral Hospital Company, LLC   DE
Wilkes-Barre Holdings, LLC   DE
Wilkes-Barre Hospital Company, LLC   DE
Women & Children’s Hospital, LLC   DE
Woodland Heights Medical Center, LLC   DE
Woodward Health System, LLC   DE
Yakima HMA, LLC   WA
York Pennsylvania Holdings, LLC   DE
York Pennsylvania Hospital Company, LLC   DE
Youngstown Ohio Hospital Company, LLC   DE