CHS/COMMUNITY HEALTH SYSTEMS, INC. 87/8% Senior Notes due 2015 JOINDER TO THE REGISTRATION RIGHTS AGREEMENT
Exhibit 4.2
$3,021,331,000
CHS/COMMUNITY HEALTH SYSTEMS, INC.
87/8% Senior Notes due 2015
JOINDER TO THE REGISTRATION RIGHTS AGREEMENT
July 25, 2007
CREDIT SUISSE SECURITIES (USA) LLC,
WACHOVIA CAPITAL MARKETS, LLC
As Representatives of the Several Initial Purchasers
c/o Credit Suisse Securities (USA) LLC,
Eleven Xxxxxxx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000-0000
WACHOVIA CAPITAL MARKETS, LLC
As Representatives of the Several Initial Purchasers
c/o Credit Suisse Securities (USA) LLC,
Eleven Xxxxxxx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000-0000
Ladies and Gentlemen:
Reference is made to the Purchase Agreement (the “Purchase Agreement”) dated June 27, 2007,
among CHS/Community Health Systems, Inc., a Delaware corporation (the “Company”), Holdings and the
Guarantors, the Initial Purchasers, concerning the purchase of the Initial Securities from the
Company by the Initial Purchasers. This is the Joinder Agreement to the Registration Rights
Agreement dated July 25, 2007 (the “Registration Rights Agreement” or this “Agreement”).
Capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms
in the Registration Rights Agreement.
Each of the parties hereto agrees that this Agreement is being executed and delivered in
connection with the issue and sale of the Initial Securities pursuant to the Purchase Agreement and
to induce the Purchasers to purchase the Initial Securities thereunder. This Agreement is being
executed on the Closing Date concurrently with the consummation of the Acquisition.
1. Joinder. Each of Triad and the Triad Guarantors listed on Schedule II to the
Registration Rights Agreement (together, the “Joining Parties”) hereby agrees to become bound by
the terms, conditions and other provisions of the Registration Rights Agreement with all attendant
rights, duties and obligations stated therein, with the same force and effect as if originally
named therein as a party and as if such party executed the Registration Rights Agreement on the
date thereof.
2. Representations and Warranties of the Joining Parties. Each of the Joining
Parties represents and warrants to, and agrees with, the Purchasers on and as of the date hereof
that this Agreement has been duly authorized, executed and delivered by such Joining Party.
3. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
4. Counterparts. This Agreement may be executed in one or more counterparts, each of
which shall each be deemed to be an original, but all such counterparts shall together constitute
one and the same instrument.
5. Amendments. No amendment or waiver of any provision of this Agreement, nor any
consent or approval to any departure therefrom, shall in any event be effective unless the same
shall be in writing and signed by the parties hereto.
6. Headings. The headings herein are inserted for convenience of reference only and
are not intended to be part of, or to affect the meaning or interpretation of, this Agreement.
2
If the foregoing is in accordance with your understanding, please indicate your acceptance of
this Agreement by signing in the space provided below.
Very truly yours, | ||||||||||
[Signature
Pages Follow]
QHG of Enterprise, Inc. QHG of Jacksonville, Inc. QHG of Springdale, Inc. Triad-El Dorado, Inc. Abilene Hospital, LLC Abilene Merger, LLC Arizona DH, LLC ARMC, LP Birmingham Holdings, LLC Bluffton Health System, LLC Brownwood Hospital, L.P. Brownwood Medical Center, LLC Carlsbad Medical Center, LLC Claremore Regional Hospital, LLC Clarksville Holdings, LLC College Station Hospital, L.P. College Station Medical Center, LLC College Station Merger, LLC CP Hospital GP, LLC CPLP, LLC Crestwood Hospital LP, LLC Crestwood Hospital, LLC CSMC, LLC CSRA Holdings, LLC Deaconess Holdings, LLC Deaconess Hospital Holdings, LLC Desert Hospital Holdings, LLC Xxxxx Hospital, LLC Xxxxx Health System, LLC Gadsden Regional Medical Center, LLC Greenbrier VMC, LLC GRMC Holdings, LLC Xxxxx Medco, LLC Las Cruces Medical Center, LLC Lea Regional Hospital, LLC Longview Merger, LLC LRH, LLC Lutheran Health Network of Indiana, LLC Massillon Health System, LLC Medical Center of Brownwood, LLC MMC of Nevada, LLC Xxxxxxx Hospital, L.P. |
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By: | /s/ Xxxxx X. Xxxxxxxx | |||
Name: | Xxxxx X. Xxxxxxxx | |||
Title: | Vice President, Finance and Treasurer | |||
[SIGNATURE PAGES CONTINUED]
Joinder to Registration Rights Agreement
Xxxxxxx Regional, LLC NRH, LLC Oregon Healthcorp, LLC Xxxxxx-Wasilla Health System, LLC Quorum Health Resources, LLC Regional Hospital of Longview, LLC Russellville Holdings, LLC SACMC, LLC San Xxxxxx Community Medical Center, LLC San Xxxxxx Hospital, L.P. San Xxxxxx Medical, LLC Southern Texas Medical Center, LLC St. Xxxxxx Health System, LLC Tennyson Holdings, Inc. Triad Healthcare Corporation Triad Holdings III, LLC Triad Holdings IV, LLC Triad Holdings V, LLC Triad Healthcare Corporation Triad of Alabama, LLC Triad of Oregon, LLC Triad-ARMC, LLC Triad-Xxxxxx Hospital GP, LLC Triad-Xxxxxx Hospital, L.P. Triad-Xxxxxxx Regional Hospital Subsidiary, LLC VHC Medical, LLC Vicksburg Healthcare, LLC Victoria Hospital, LLC Victoria of Texas, L.P. WHMC, LLC Willamette Valley Medical Center, LLC Women & Children’s Hospital, LLC Woodland Heights Medical Center, LLC Xxxxxxxx Health System, LLC QHG Georgia Holdings, Inc. QHG Georgia, L.P. Frankfort Health Partner, Inc. IOM Health System, L.P. QHG of Bluffton, Inc. QHG of Clinton County, Inc. QHG of Fort Xxxxx, Inc. QHG of Warsaw, Inc. QHG of Xxxxxxx County, Inc. QHG of Hattiesburg, Inc. |
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By: | /s/ Xxxxx X. Xxxxxxxx | |||
Name: | Xxxxx X. Xxxxxxxx | |||
Title: | Vice President, Finance and Treasurer | |||
[SIGNATURE PAGES CONTINUED]
Joinder to Registration Rights Agreement
QHG of Massillon, Inc. SouthCrest, L.L.C. River Region Medical Corporation NC-DSH, Inc. QHG of Barberton, Inc.Triad-South Tulsa Hospital Company, Inc. QHG of South Carolina, Inc. QHG of Spartanburg, Inc. |
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By: | /s/ Xxxxx X. Xxxxxxxx | |||
Name: | Xxxxx X. Xxxxxxxx | |||
Title: | Vice President, Finance and Treasurer | |||
Joinder to Registration Rights Agreement