HCA Said to Plan $2 Billion Dividend for Private-Equity Owners

HCA Inc., the hospital chain acquired four years ago in a $33 billion leveraged buyout, plans to pay a $2 billion dividend to owners including KKR & Co., Bain Capital LLC and Bank of America Corp.

The dividend will be partly funded with a $1.53 billion high-yield bond issue, according to a statement today by the Nashville, Tennessee-based company. A planned share sale is still pending, Chief Executive Officer Richard Bracken said on a conference call today.

HCA, which in May filed to sell shares worth as much as $4.6 billion, is using the dividends to pay investors after 55 companies in the U.S. withdrew or postponed initial public offerings this year. Buyout firms including Bain and Carlyle Group have bought publicly traded companies in recent months as stocks are selling at the biggest discount to debt when comparing cash flow and investment-grade bond yields.

“We will assess a timing of the launch based on overall market conditions, sector performance and input from our underwriters,” Bracken said, declining to take questions on the conference call.

HCA, in the May filing, said it plans to raise a net $2.5 billion of the total by selling new shares and will use the proceeds to repay debt.

Health-Care Overhaul

The hospital operator may profit from the health-care legislation President Barack Obama signed into law on March 23 that provides for coverage for millions of uninsured patients, Sheryl Skolnick, an analyst at CRT Capital Group LLC in Stamford, Connecticut, said in April.

HCA will use Citigroup Inc., Bank of America and JPMorgan Chase & Co. as underwriters, said a person briefed on the plans who asked not to be identified.

The bonds will be issued as senior unsecured notes due 2021 and will be used to fund the dividend and pay related fees and expenses, HCA said in the statement. The company said it will also tap revolving credit agreements for the dividend.

HCA’s 7.25 percent notes, due in September 2020, rose 0.25 cents on the dollar to 109.38 cents as of 1:26 p.m., according to Trace, the bond price reporting system of the Financial Industry Regulatory Agency. The yield fell to 5.97 percent from 6.01 percent.

HCA on Jan. 29 said it would distribute $1.75 billion to stockholders and vested option holders on Feb. 5.

Net Income

Third-quarter net income jumped 24 percent to $243 million, HCA said in a separate statement today. Sales rose 1.5 percent to $7.65 billion, boosted by a “focus on revenue growth and operational efficiencies,” HCA said.

HCA operated 162 hospitals and 104 freestanding surgery centers as of Sept. 30, according to the earnings statement.

The hospital chain’s purchase in 2006 shattered the record for the largest leveraged buyout, held since 1989 by KKR’s acquisition of RJR Nabisco Inc. HCA’s record was eclipsed by Blackstone’s acquisition of Equity Office Properties Trust and again by the 2007 takeover of Energy Future Holdings Corp., by KKR and TPG Inc., for $43 billion including debt.

HCA’s owners put up about $5.3 billion to buy the company, according to a regulatory filing, funding the rest with loans from banks including Bank of America, Merrill Lynch & Co., JPMorgan Chase and Citigroup.

Frist Founders

HCA was founded in 1968, when Nashville physician Thomas Frist Sr., and his son, Thomas Frist Jr., and Jack Massey built a hospital there and formed Hospital Corp. of America. By 1987, the company had grown to operate 463 hospitals, according to the company’s website. Thomas Frist Sr. is also the father of Bill Frist, a physician and the former Senate majority leader.

HCA went private in a $5.1 billion leveraged buyout in 1989, and then went public again in 1992, according to the company Web site. In 1994, HCA merged with Louisville, Kentucky- based Columbia Hospital Corp. In the mid-1990s the company, then called Columbia/HCA Healthcare Corp., operated 350 hospitals, 145 outpatient clinics and 550 home-care agencies, according to the company.

In December 2000, HCA agreed to pay $840 million in criminal and civil penalties to settle U.S. claims that it overbilled states and the federal government for health-care costs. It was the largest government fraud settlement in U.S. history at the time, according to a U.S. Justice Department news release on Dec. 14, 2000.

To contact the reporters on this story: Cristina Alesci in New York at calesci2@bloomberg.net; Alex Nussbaum in New York anussbaum1@bloomberg.net.

To contact the editor responsible for this story: David Scheer at dscheer@bloomberg.net; Reg Gale at rgale5@bloomberg.net.

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