Contract
Exhibit 4.7
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 31, 2007, among
CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (the “Issuer”), each of the parties
identified as a New Subsidiary Guarantor on the signature pages hereto (each, a “New Subsidiary
Guarantor” and collectively, the “New Subsidiary Guarantors”) and U.S. BANK NATIONAL ASSOCIATION,
as Trustee under the Indenture (the “Trustee”).
W I T N E S S E T H:
WHEREAS the Issuer has heretofore executed and delivered to the Trustee an Indenture (the
“Indenture”), dated as of July 25, 2007, providing for the issuance of the
87/8% Senior Notes due 2015 (the “Securities”);
WHEREAS, each of the undersigned New Subsidiary Guarantors has deemed it advisable and in its
best interest to execute and deliver this Supplemental Indenture, and to become a New Subsidiary
Guarantor under the Indenture;
WHEREAS, following the merger of certain existing Subsidiary Guarantors with and into certain
of the New Subsidiary Guarantors, certain of the New Subsidiary Guarantors are entering into this
Supplemental Indenture pursuant to Section 5.01(b) of the Indenture;
WHEREAS the entities listed on Schedule 1 hereto have been merged into existing
Subsidiary Guarantors or New Subsidiary Guarantors, have ceased to exist and will therefore no
longer be Subsidiary Guarantors under the Indenture;
WHEREAS the Subsidiary Guarantors listed on Schedule 2 hereto have been converted into
Delaware limited liability companies, and
WHEREAS, pursuant to Section 9.01(4) of the Indenture, the Trustee, the Issuer and the New
Subsidiary Guarantors are authorized to execute and deliver this Supplemental Indenture.
NOW THEREFORE, in consideration of the foregoing and for good and valuable consideration, the
receipt of which is hereby acknowledged, the Issuer, the New Subsidiary Guarantors and the Trustee
mutually covenant and agree for the equal and ratable benefit of the Holders of the Securities as
follows:
SECTION 1. Capitalized Terms. Capitalized terms used herein but not defined shall have
the meanings assigned to them in the Indenture.
SECTION 2. Guaranties. Each New Subsidiary Guarantor hereby agrees to guarantee the
Issuer’s obligations under the Securities on the terms and subject to the conditions set forth in
Article 10 of the Indenture and to be bound by all other applicable provisions of the Indenture as
a Subsidiary Guarantor.
SECTION 3. Ratification of Indenture; Supplemental Indentures Part of Indenture.
Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all
the terms, conditions and provisions thereof shall remain in full force and effect. This
Supplemental Indenture shall form a part of the Indenture for all purposes, shall inure to the
benefit of the Trustee and every Holder of Securities heretofore or hereafter authenticated and the
Issuer, the Trustee and every Holder of Securities heretofore or hereafter authenticated and
delivered shall be bound hereby.
SECTION 4. Governing Law. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
SECTION 5. Trustee Makes No Representation. The Trustee makes no representation as to
the
validity or sufficiency of this Supplemental Indenture.
SECTION 6. Counterparts. The parties may sign any number of copies of this
Supplemental Indenture. Each signed copy shall be an original, but all of them together represent
the same agreement.
SECTION 7. Effect of Headings. The Section headings herein are for convenience only
and shall not effect the construction of this Supplemental Indenture.
IN WITNESS WHEREOF, the parties have caused this Supplemental
Indenture to be duly executed as of this 31st day of
December, 2007.
| CHS/Community Health Systems, Inc. a Delaware corporation |
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| By: | /s/ Xxxxxx X. Xxxxxxx | |||
| Xxxxxx X. Xxxxxxx | ||||
| Senior Vice President, Secretary & General Counsel | ||||
| CHS Kentucky Holdings, LLC, a Delaware limited liability company CHS Virginia Holdings, LLC, a Delaware limited liability company CHS Pennsylvania Holdings, LLC, a Delaware limited liability company Triad Indiana Holdings, LLC, a Delaware limited liability company Triad Nevada Holdings, LLC, a Delaware limited liability company Northampton Hospital Company, LLC, a Delaware limited liability company West Grove Hospital Company, LLC, a Delaware limited liability company Sunbury Hospital Company, LLC, a Delaware limited liability company Berwick Hospital Company, LLC, a Delaware limited liability company BH Trans Company, LLC, a Delaware limited liability company XxXxxxxx Tennessee Hospital Company, LLC, a Delaware limited liability company Kirksville Hospital Company, LLC, a Delaware limited liability company Xxxxxxx Hospital Company, LLC, a Delaware limited liability company QHG of Bluffton Company, LLC, a Delaware limited liability company QHG of Warsaw Company, LLC, a Delaware limited liability company |
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| QHG of Fort Xxxxx Company, LLC, a Delaware limited liability company |
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| By: | /s/ Xxxxxx X. Xxxxxxx | |||
| Xxxxxx X. Xxxxxxx | ||||
| Senior Vice President and Secretary | ||||
| U.S. Bank National Association, as Trustee |
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| By: | /s/ Xxxxx X. Xxxxxxxx | |||
| Xxxxx X. Xxxxxxxx | ||||
| Vice President | ||||
Schedule 1
Subsidiary Guarantors that no longer exist and
are no longer Subsidiary Guarantors under the Indenture:
are no longer Subsidiary Guarantors under the Indenture:
1. CHS Holdings Corp.
2. Hallmark Holdings Corp.
3. NWI Hospital Holdings, LLC
4. Northampton Hospital Corporation
5. West Grove Hospital Corporation
6. Sunbury Hospital Corporation
7. CHS Berwick Hospital Corporation
8. BH Trans Corporation
9. XxXxxxxx Hospital Corporation
10. Kirksville Hospital Corporation
11. Xxxxxxx Hospital, Inc.
12. QHG of Bluffton, Inc.
13. QHG of Warsaw, Inc.
14. QHG of Fort Xxxxx, Inc.
2. Hallmark Holdings Corp.
3. NWI Hospital Holdings, LLC
4. Northampton Hospital Corporation
5. West Grove Hospital Corporation
6. Sunbury Hospital Corporation
7. CHS Berwick Hospital Corporation
8. BH Trans Corporation
9. XxXxxxxx Hospital Corporation
10. Kirksville Hospital Corporation
11. Xxxxxxx Hospital, Inc.
12. QHG of Bluffton, Inc.
13. QHG of Warsaw, Inc.
14. QHG of Fort Xxxxx, Inc.
Schedule 2
Subsidiary Guarantors converted into Delaware Limited Liability Companies:
| 1. | Community Health Investment Corporation, a Delaware corporation, becomes Community Health Investment Company, LLC |
| 2. | Hallmark Healthcare Corporation, a Delaware corporation, becomes Hallmark Healthcare Company, LLC |
| 3. | Tennyson Holdings, Inc., a Delaware corporation, becomes Tennyson Holdings, LLC |
