SUPPLEMENTAL INDENTURE
Exhibit 4.1
The Supplemental Indenture (this “Supplemental Indenture”), is entered into as of November 15, 2010, among UHS Escrow Corporation, a Delaware corporation (the “Escrow Issuer”), Universal Health Services, Inc. (the “Company” or “Successor”), each of the guarantors that is a subsidiary of the Company (the “UHS Subsidiary Guarantors”), the Subsidiary Guarantors that are subsidiaries of Psychiatric Solutions, Inc. (together with Psychiatric Solutions, Inc., the “PSI Guarantors,” and collectively with the UHS Subsidiary Guarantors, the “Subsidiary Guarantors”) and Union Bank, N.A. (the “Trustee”), as Trustee under the Indenture referred to below.
W I T N E S S E T H
WHEREAS, the Escrow Issuer and the Trustee entered into that certain Indenture (the “Indenture”), dated as of September 29, 2010, providing for the issuance of 7% Senior Notes due 2018 (the “Notes”);
WHEREAS, the Escrow Issuer and the Successor have executed definitive documentation, which provides for the merger of the Escrow Issuer with and into Successor (the “Merger”), with Successor continuing its existence under Delaware law;
WHEREAS, the Merger shall become effective upon the filing of the Certificate of Ownership and Merger with the Secretary of State of the State of Delaware;
WHEREAS, Section 5.1 of the Indenture provides, among other things, that Escrow Issuer shall not be prevented from merging with or into Successor;
WHEREAS, Section 9.1 of the Indenture provides that the Escrow Issuer, the Company, the Subsidiary Guarantors and the Trustee may, without the consent of the Holders of Notes, enter into a supplemental indenture for the purposes of evidencing the succession of another Person to the Escrow Issuer;
WHEREAS, each of the Escrow Issuer, Successor and the Subsidiary Guarantors have been duly authorized to enter into this Supplemental Indenture; and
WHEREAS, all acts, conditions, proceedings and requirements necessary to make this Supplemental Indenture a valid, binding and legal agreement enforceable in accordance with its terms for the purposes expressed herein, in accordance with its terms, have been duly done and performed.
NOW THEREFORE, in consideration of the premises and the covenants and agreements contained herein, and for other good and valuable consideration the receipt of which is hereby acknowledged, the Escrow Issuer, Successor, the Subsidiary Guarantors and the Trustee hereby agree as follows:
ARTICLE 1
Definitions
1.1 Capitalized terms used in this Supplemental Indenture and not otherwise defined herein shall have the meanings assigned to such terms in the Indenture.
ARTICLE 2
Representations of Escrow Issuer, Successor and Subsidiary Guarantors
2.1 Each of the Escrow Issuer and Successor represents and warrants to the Trustee as follows:
(a) It is a Delaware corporation duly organized, validly existing and in good standing under the laws of the State of Delaware.
(b) The execution, delivery and performance by it of this Supplemental Indenture have been authorized and approved by all necessary corporate action on its part.
2.2 Each of the Subsidiary Guarantors represents and warrants to the Trustee as follows:
(a) It is duly organized, validly existing and in good standing under its jurisdiction of organization.
(b) The execution, delivery and performance by it of this Supplemental Indenture have been authorized and approved by all necessary corporate or limited liability company action.
2.3 Each of the Escrow Issuer and Successor represents and warrants to the Trustee that upon the filing and acceptance for record of the Certificate of Ownership and Merger by the Secretary of State of the State of Delaware or at such other time thereafter as is provided in the Certificate of Ownership and Merger (the “Merger Effective Time”), the Merger will be effective in accordance with the definitive documentation providing for the Merger and Delaware law.
ARTICLE 3
Assumption and Agreement of Successor
3.1 In accordance with Sections 5.1 and 9.1 of the Indenture, Successor hereby expressly assumes all of the obligations of Escrow Issuer under the Notes and the Indenture and shall enter into the Security Documents. Successor hereby confirms that its obligations under the Registration Rights Agreement shall remain in full force and effect.
3.2 Successor shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under the Indenture and the Notes with the same effect as if Successor had been named as “Issuer” in the Indenture and the Notes; and thereafter the Escrow Issuer shall be fully released from its obligations under the Indenture and the Notes.
3.3 In accordance with Section 5.1 of the Indenture, each Subsidiary Guarantor hereby confirms that its Guarantee shall apply to Successor’s obligation under the Indenture and the Notes and that it shall enter into the Security Documents. Each Subsidiary Guarantor confirms that its obligations under the Registration Rights Agreement shall remain in full force and effect.
2
ARTICLE 4
Miscellaneous
4.1 This Supplemental Indenture shall become effective as of the Merger Effective Time.
4.2 This Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York.
4.3 In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.
4.4 Except as expressly amended hereby, the Indenture and the Notes are 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, and every Holder of Notes heretofore or hereafter authenticated and delivered shall be bound hereby. The Trustee makes no representation or warranty as to the validity or sufficiency of this Supplemental Indenture or with respect to the recitals contained herein, all of which recitals are made solely by the other parties hereto.
4.5 The parties hereto may sign one or more copies of this Supplemental Indenture in counterparts, all of which together shall constitute one and the same agreement.
4.6 The headings of the Articles and the sections in this Supplemental Indenture are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.
[Signature page follows]
3
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.
UHS ESCROW CORPORATION, as Issuer | |||
|
By:
|
/s/ Xxxxx Filton | |
Name: Xxxxx Filton | |||
Title: Vice President | |||
UNIVERSAL HEALTH SERVICES, INC. | |||
|
By:
|
/s/ Xxxxx Filton | |
Name: Xxxxx Filton | |||
Title: Senior Vice President | |||
AIKEN REGIONAL MEDICAL CENTERS, INC.
|
UHS OF GREENVILLE, INC.
|
||
ASSOCIATED CHILD CARE EDUCATIONAL SERVICES, INC.
|
UHS OF HAMPTON, INC.
|
||
AUBURN REGIONAL MEDICAL CENTER, INC.
|
UHS OF XXXXXXXXX, INC.
|
||
CCS/LANSING, INC.
|
UHS OF LAKESIDE, LLC
|
||
CHILDREN’S COMPREHENSIVE SERVICES, INC.
|
UHS OF NEW ORLEANS, INC.
|
||
DEL AMO HOSPITAL, INC.
|
UHS OF OKLAHOMA, INC.
|
||
FRONTLINE BEHAVIORAL HEALTH, INC.
|
UHS OF PARKWOOD, INC.
|
||
LANCASTER HOSPITAL CORPORATION
|
UHS OF PENNSYLVANIA, INC.
|
||
MCALLEN MEDICAL CENTER, INC.
|
UHS OF PROVO CANYON, INC.
|
||
MERION BUILDING MANAGEMENT, INC.
|
UHS OF PUERTO RICO, INC.
|
||
MERRIDELL ACHIEVEMENT CENTER, INC.
|
UHS OF RIVER PARISHES, INC.
|
||
NORTHWEST TEXAS HEALTHCARE SYSTEM, INC.
|
UHS OF SPRING MOUNTAIN, INC.
|
||
OAK PLAINS ACADEMY OF TENNESSEE, INC.
|
UHS OF TEXOMA, INC.
|
||
PARK HEALTHCARE COMPANY
|
UHS OF TIMBERLAWN, INC.
|
||
PENNSYLVANIA CLINICAL SCHOOLS, INC.
|
UHS OF TIMPANOGOS, INC.
|
||
RIVER OAKS, INC.
|
UHS OF WESTWOOD PEMBROKE, INC.
|
||
SOUTHEASTERN HOSPITAL CORPORATION
|
UHS OF WYOMING, INC
|
||
SPARKS FAMILY HOSPITAL, INC.
|
UHS SAHARA, INC.
|
||
STONINGTON BEHAVIORAL HEALTH, INC.
|
UHS-CORONA, INC.
|
||
THE XXXXXX, INC.
|
UNITED HEALTHCARE OF XXXXXX, INC.
|
||
THE BRIDGEWAY, INC.
|
UNIVERSAL HEALTH SERVICES OF PALMDALE, INC.
|
||
TURNING POINT CARE CENTER, INC.
|
UNIVERSAL HEALTH SERVICES OF RANCHO SPRINGS, INC.
|
||
TWO RIVERS PSYCHIATRIC HOSPITAL, INC.
|
VALLEY HOSPITAL MEDICAL CENTER, INC.
|
||
UHS CHILDREN’S SERVICES, INC.
|
WELLINGTON REGIONAL MEDICAL CENTER, INCORPORATED
|
||
UHS HOLDING COMPANY, INC.
|
|||
UHS OF XXXXXX, INC.
|
|||
UHS OF CORNERSTONE, INC.
|
By:
|
/s/ Xxxxx Filton |
|
UHS OF CORNERSTONE HOLDINGS, INC.
|
Name: Xxxxx Filton
|
||
UHS OF D.C., INC.
|
Title: Vice President
|
||
UHS OF DELAWARE, INC.
|
|||
UHS OF DENVER, INC.
|
|||
UHS OF FAIRMOUNT, INC.
|
|||
UHS OF XXXXXX, INC.
|
|||
UHS OF GEORGIA, INC.
|
|||
UHS OF GEORGIA HOLDINGS, INC.
|
ALLIANCE HEALTH CENTER, INC.
|
KIDS BEHAVIORAL HEALTH OF UTAH, INC.
|
||
ALTERNATIVE BEHAVIORAL SERVICES, INC.
|
XXXXXX XXXX BEHAVIORAL HEALTH CENTER, INC.
|
||
BENCHMARK BEHAVIORAL HEALTH SYSTEM, INC.
|
MICHIGAN PSYCHIATRIC SERVICES, INC.
|
||
BHC ALHAMBRA HOSPITAL, INC.
|
NORTH SPRING BEHAVIORAL HEALTHCARE, INC.
|
||
BHC BELMONT PINES HOSPITAL, INC.
|
PREMIER BEHAVIORAL SOLUTIONS OF FLORIDA, INC.
|
||
BHC FAIRFAX HOSPITAL, INC.
|
PREMIER BEHAVIORAL SOLUTIONS, INC.
|
||
BHC FOX RUN HOSPITAL, INC.
|
PSI SURETY, INC.
|
||
BHC FREMONT HOSPITAL, INC.
|
PSYCHIATRIC SOLUTIONS, INC.
|
||
BHC HEALTH SERVICES OF NEVADA, INC.
|
PSYCHIATRIC SOLUTIONS OF VIRGINIA, INC.
|
||
BHC HERITAGE OAKS HOSPITAL, INC.
|
RAMSAY YOUTH SERVICES OF GEORGIA, INC.
|
||
BHC HOLDINGS, INC.
|
RIVEREDGE HOSPITAL HOLDINGS, INC.
|
||
BHC INTERMOUNTAIN HOSPITAL, INC.
|
SPRINGFIELD HOSPITAL, INC.
|
||
BHC MONTEVISTA HOSPITAL, INC.
|
SUMMIT OAKS HOSPITAL, INC.
|
||
BHC PINNACLE POINTE HOSPITAL, INC.
|
TEXAS HOSPITAL HOLDINGS, INC.
|
||
BHC SIERRA VISTA HOSPITAL, INC.
|
THE PINES RESIDENTIAL TREATMENT CENTER, INC.
|
||
BHC STREAMWOOD HOSPITAL, INC.
|
WINDMOOR HEALTHCARE INC.
|
||
BRENTWOOD ACQUISITION, INC.
|
WINDMOOR HEALTHCARE OF PINELLAS PARK, INC.
|
||
BRENTWOOD ACQUISITION-SHREVEPORT, INC.
|
|||
XXXXX XXXX HOSPITAL, INC.
|
|||
CANYON RIDGE HOSPITAL, INC.
|
By:
|
/s/ Xxxxx Filton |
|
CEDAR SPRINGS HOSPITAL, INC.
|
Name: Xxxxx Filton
|
||
FIRST HOSPITAL CORPORATION OF VIRGINIA BEACH
|
Title: Vice President
|
||
FIRST HOSPITAL PANAMERICANO, INC.
|
|||
GREAT PLAINS HOSPITAL, INC.
|
|||
H. C. CORPORATION
|
|||
HAVENWYCK HOSPITAL INC.
|
|||
HHC AUGUSTA, INC.
|
|||
HHC XXXXXX INVESTMENT, INC.
|
|||
HHC DELAWARE, INC.
|
|||
HHC FOCUS FLORIDA, INC.
|
|||
HHC POPLAR SPRINGS, INC.
|
|||
HHC RIVER PARK, INC.
|
|||
HHC ST. XXXXXX, INC.
|
|||
HORIZON HEALTH CORPORATION
|
|||
HSA HILL CREST CORPORATION
|
LA AMISTAD RESIDENTIAL TREATMENT CENTER, | |||
TENNESSEE CLINICAL SCHOOLS, LLC | |||
UHS OF BOWLING GREEN, LLC | |||
UHS OF RIDGE, LLC | |||
UHS OF ROCKFORD, LLC
|
|||
By: Universal Health Services, Inc. | |||
Its managing member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Senior Vice President |
FORT XXXXXX MEDICAL CENTER, L.P., | |||
By: Fort Xxxxxx Medical Center, Inc. | |||
Its general partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: UHS of Fairmount, Inc. | |||
Its limited partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
FRONTLINE HOSPITAL, LLC, | |||
FRONTLINE RESIDENTIAL TREATMENT CENTER, LLC | |||
By: Frontline Behavioral Health, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KEYS GROUP HOLDINGS LLC | |||
By: UHS Children Services, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KEYSTONE/CCS PARTNERS LLC | |||
By: Children’s Comprehansive Services, Inc. | |||
Its Minority Member | |||
By: KEYS Group Holdings LLC | |||
Its Managing Member and sole member of the minority member | |||
By: UHS Children Services, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KEYSTONE CONTINUUM, LLC | |||
KEYSTONE NPS LLC | |||
KEYSTONE RICHLAND CENTER, LLC | |||
By: Keystone/CCS Partners LLC | |||
Its managing member | |||
By: Children’s Comprehensive Services, Inc. | |||
Its minority member | |||
By: KEYS Group Holdings LLC | |||
Its managing member and sole member of the minority member | |||
By: UHS Children’s Services, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KEYSTONE EDUCATION AND YOUTH SERVICES, LLC | |||
By: KEYS Group Holdings LLC | |||
Its managing member | |||
By: UHS Children’s Services, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KEYSTONE XXXXXX, LLC | |||
KEYSTONE MEMPHIS, LLC | |||
KEYSTONE NEWPORT NEWS, LLC | |||
KEYSTONE WSNC, L.L.C. | |||
By: Keystone Education and Youth Services, LLC | |||
Its managing member | |||
By: KEYS Group Holdings LLC | |||
Its managing member | |||
By: UHS Children’s Services, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
MANATEE MEMORIAL HOSPITAL, L.P. | |||
By: Wellington Regional Medical Center, Incorporated | |||
Its general partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: UHS of Pennsylvania, Inc. | |||
Its limited partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
MCALLEN HOSPITALS, L.P. | |||
By: McAllen Medical Center, Inc. | |||
Its general partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: UHS of Georgia Holdings, Inc. | |||
Its limited partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
XXXXXXXXX METHODIST HOSPITAL, L.L.C. | |||
By: UHS of River Parishes, Inc. | |||
Its managing member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS KENTUCKY HOLDINGS, L.L.C. | |||
By: UHS of Delaware, Inc. | |||
Its managing member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF ANCHOR, L.P. | |||
UHS OF LAUREL HEIGHTS, L.P. | |||
UHS OF PEACHFORD, L.P. | |||
By: UHS of Georgia, Inc. | |||
Its general partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: UHS of Georgia Holdings, Inc. | |||
Its limited partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF CENTENNIAL PEAKS, L.L.C. | |||
By: UHS of Denver, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF DOVER, L.L.C. | |||
By: UHS of Rockford, LLC | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF DOYLESTOWN, L.L.C. | |||
By: UHS of Pennsylvania, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF SALT LAKE CITY, L.L.C. | |||
By: UHS of Provo Canyon, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF SAVANNAH, L.L.C. | |||
By: UHS of Georgia Holdings, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OKLAHOMA CITY LLC | |||
UHS OF SPRINGWOODS, L.L.C. | |||
By: UHS of New Orleans, Inc. | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UHS OF SUMMITRIDGE, LLC | |||
By: UHS of Peachford, L.P., | |||
Its managing member | |||
By: UHS of Georgia, Inc. | |||
Its general partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
PSYCHIATRIC SOLUTIONS HOSPITALS, LLC | |||
By: Psychiatric Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KMI ACQUISITION, LLC | |||
ROLLING HILLS HOSPITAL, LLC | |||
PSJ ACQUISITION, LLC | |||
SHADOW MOUNTAIN BEHAVIORAL HEALTH SYSTEM, LLC | |||
TBD ACQUISITION, LLC | |||
By: Psychiatric Solutions Hospitals, LLC | |||
Its Sole Member | |||
By: Psychiatric Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
ATLANTIC SHORES HOSPITAL, L.L.C. | |||
EMERALD COAST BEHAVIORAL HOSPITAL, LLC | |||
OCALA BEHAVIORAL HEALTH, LLC | |||
PALMETTO BEHAVIORAL HEALTH HOLDINGS, LLC | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
PALMETTO BEHAVIORAL HEALTH SYSTEM, L.L.C. | |||
By: Palmetto Behavioral Helath Holdings, LLC | |||
Its Sole Member | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
PALMETTO LOWCOUNTRY BEHAVIORAL HEALTH, L.L.C. | |||
By: Palmetto Behavioral Helath System, L.L.C. | |||
Its Sole Member | |||
By: Palmetto Behavioral Health Holdings, LLC | |||
Its Sole Member | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
RAMSAY MANAGED CARE, LLC | |||
SAMSON PROPERTIES, LLC | |||
TBJ BEHAVIORAL CENTER, LLC | |||
THREE RIVERS HEALTHCARE GROUP, LLC | |||
ZEUS ENDEAVORS, LLC | |||
WEKIVA SPRINGS CENTER, LLC | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
SP BEHAVIORAL, LLC | |||
UNIVERSITY BEHAVIORAL, LLC | |||
By: Ramsay Managed Care, LLC | |||
Its Sole Member | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
THREE RIVERS BEHAVIORAL HEALTH, LLC | |||
By: Three Rivers Healthcare Group, LLC | |||
Its Sole Member | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
THE NATIONAL DEAF ACADEMY, LLC | |||
By: Zeus Endeavors, LLC | |||
Its Sole Member | |||
By: Premier Behavioral Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
WILLOW SPRINGS, LLC | |||
By: BHC Health Services of Nevada, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
BHC PROPERTIES, LLC | |||
By: Behavioral Healthcare, LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
BHC MESILLA VALLEY HOSPITAL | |||
By: BHC Properties, LLC | |||
Its Sole Member | |||
By: Behavioral Healthcare LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
BHC NORTHWEST PSYCHIATRIC HOSPITAL, LLC | |||
By: BHC Properties, LLC | |||
Its Sole Member | |||
By: Behavioral Healthcare LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
XXXXX XXXX HOSPITAL, LLC | |||
By: Behavioral Healthcare, LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
CUMBERLAND HOSPITAL PARTNERS, LLC | |||
By: BHC Properties, LLC | |||
Its Sole Member | |||
By: Behavioral Healthcare LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
CUMBERLAND HOSPITAL, LLC | |||
By: Cumberalnd Hospital Partners, LLC | |||
Its Managing Member | |||
By: BHC Properties, LLC | |||
Its Minority Member and Sole Member of the Managing Member | |||
By: Behavioal Healthcare LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
COLUMBUS HOSPITAL PARTNERS, LLC | |||
LEBANON HOSPITAL PARTNERS, LLC | |||
NORTHERN INDIANA PARTNERS, LLC | |||
XXXXX VISTA HOSPITAL PARTNERS, LLC | |||
By: Behavioral Healthcare LLC | |||
Its Sole Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
XXXXX VISTA, LLC | |||
By: BHC of Indiana, General Partnership | |||
Its Sole Member | |||
By: Columbus Hospital Partners, LLC | |||
Its General Partner | |||
By: Lebanon Hospital Partners, LLC | |||
Its General Partner | |||
By: Northern Indiana Partners, LLC | |||
Its General Partner | |||
By: Xxxxx Vista Hospital Partners, LLC | |||
Its General Partner | |||
By: Behavioral Healthcare LLC | |||
The Sole Member of each of the above General Partners | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
XXXXXXXXX REGIONAL HOSPITAL ACQUISITION, LLC | |||
By: Xxxxxxxxx Holdings, Inc. | |||
Its Minority Member | |||
By: Behavioral Healthcare LLC | |||
Its Managing Member and Sole Member of the Minority Member | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
BEHAVIORAL HEALTHCARE, LLC | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
HORIZON HEALTH HOSPITAL SERVICES, LLC | |||
HORIZON MENTAL HEALTH MANAGEMENT, LLC | |||
SUNSTONE BEHAVIORAL HEALTH, LLC | |||
By: Horizon Health Corporation | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
KINGWOOD PINES HOSPITAL, LLC | |||
HHC PENNSYLVANIA, LLC | |||
TOLEDO HOLDING CO., LLC | |||
By: Horizon Health Hospital Services, LLC | |||
Its Sole Member | |||
By: Horizon Health Corporation | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
HICKORY TRAIL HOSPITAL, L.P. | |||
NEURO INSTITUTE OF AUSTIN, L.P. | |||
TEXAS CYPRESS CREEK HOSPITAL, L.P. | |||
TEXAS XXXXXX XXXXX HOSPITAL, L.P. | |||
TEXAS SAN MARCOS TREATMENT CENTER, L.P. | |||
TEXAS WEST OAKS HOSPITAL, L.P. | |||
By: Texas Hospital Holdings, LLC | |||
Its General Partner | |||
By: Psychiatric Solutions Hospitals, LLC | |||
Its Sole Member | |||
By: Psychiatric Solutions, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: Texas Hospital Holdings, Inc. | |||
Its Limited Partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
SHC-KPH, LP | |||
By: HHC Kingwood Investment, LLC | |||
Its General Partner | |||
By: Kingwood Pines Hospital, LLC | |||
Its Limited partner | |||
By: Horizon Health Hospital Services, LLC | |||
The Sole Member of the above Limited and General Partner | |||
By: Horizon Health Corporation | |||
Its sole member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
H.C. PARTNERSHIP | |||
By: H.C. Corporation | |||
Its General Partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President | ||
By: HSA Hill Crest Corporation | |||
Its General Partner | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
BHC OF INDIANA, GENERAL PARTNERSHIP | |||
By: Columbus Hospital Partners, LLC | |||
Its General Partner | |||
By: Lebanon Hospital Partners, LLC | |||
Its General Partner | |||
By: Northern Indiana Partners, LLC | |||
Its General Partner | |||
By: Xxxxx Vista Hospital Partners, LLC | |||
Its General Partner | |||
By: BHC Healthcare, LLC | |||
The Sole Member of the above Limited and General Partner | |||
By: BHC Holdings, Inc. | |||
Its Sole Member | |||
By: | /s/ Xxxxx Filton | ||
Name: | Xxxxx Filton | ||
Title: | Vice President |
UNION BANK, N.A., as Trustee
|
|||
|
By:
|
/s/ Xxx Xxxxxxxx | |
Name: Xxx Xxxxxxxx | |||
Title: Vice President | |||