AMENDMENT NO. 5Lifepoint Hospitals, Inc. • May 24th, 2007 • Services-general medical & surgical hospitals, nec • New York
Amendment No. 5, dated as of May 11, 2007 (“Amendment No. 5”), by and among LIFEPOINT HOSPITALS, INC. (formerly known as LAKERS HOLDING CORP.), a Delaware corporation (“Borrower”), the Lenders party hereto, CITICORP NORTH AMERICA, INC., as administrative agent for the Lenders (the “Administrative Agent”), and BANK OF AMERICA, N.A., as Issuing Bank, to the Credit Agreement dated as of April 15, 2005 (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Borrower, the financial institutions listed on Schedule 2.01 thereto, as such Schedule may from time to time be supplemented and amended (the “Lenders”), the Administrative Agent, CIBC WORLD MARKETS CORP., BANK OF AMERICA, N.A., UBS SECURITIES LLC and SUNTRUST BANK, as co-syndication agents, and CITIGROUP GLOBAL MARKETS INC., as sole lead arranger and sole bookrunner. Terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement
LIFEPOINT HOSPITALS, INC. 31/2% Convertible Senior Subordinated Notes Due 2014 Underwriting AgreementLifepoint Hospitals, Inc. • May 24th, 2007 • Services-general medical & surgical hospitals, nec • New York
LifePoint Hospitals, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to an additional principal amount of securities set forth in Schedule I hereto to cover over-allotments (the “Option Securities”; the Option Securities, together with the Underwritten Securities, hereinafter called the “Securities”). The Securities are convertible into shares of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company at the conversion price set forth in the Final Prospectus. The Securities are to be issued under an indenture (the “Indenture”) to be dated as of May 29, 2007, between the Company and The Bank of New Y
