COMMUNITY HEALTH SYSTEMS INC 8-K

What Happened

• Community Health Systems, Inc. (CHS) reported the closing of a transaction on Feb 1, 2026, in which a CHS subsidiary sold its collective 80% ownership interest in the Clarksville joint ventures (owners/operators of Tennova Healthcare - Clarksville, Clarksville, TN) to Vanderbilt University Medical Center and certain subsidiaries.
• The purchaser, which previously held a minority interest in the joint ventures, acquired the remaining interests under a Purchase Agreement dated Oct 30, 2025. CHS filed the closing in an 8-K and issued a press release on Feb 2, 2026.

Key Details

• Purchase price paid at closing: $623 million in cash (subject to post-closing working capital adjustment and before certain transaction expenses).
• Additional cash distribution: CHS subsidiaries contemporaneously distributed approximately $23 million to the purchaser for amounts owed to the joint ventures by CHS.
• Asset sold: 80% interest in the joint ventures that own and operate Tennova Healthcare - Clarksville and certain ancillary businesses.
• Transaction characterization: Described in the filing as a significant disposition.

Why It Matters

• The transaction generated immediate cash proceeds (approximately $623M, subject to adjustment, plus a $23M distribution) and removes CHS’s majority ownership of the Clarksville hospital operations from its portfolio.
• For investors, this affects CHS’s asset base and will be reflected in future financial statements as a significant disposition; the filing does not disclose how proceeds will be used or quantify near-term earnings impacts.
• CHS cautioned that the Purchase Agreement’s representations, warranties and adjustments are contractual and for the parties’ benefit and may be qualified by disclosure schedules and post-closing adjustments.