
QUORUM HEALTH CORPORATION (NYSE:QHC) Files An 8-K Other Events
Item 8.01 Other Events.
On June 7, 2019, Quorum Health Corporation (the Company) issued a press release announcing that it had entered into a definitive agreement to divest Watsonville Community Hospital in Watsonville, California to Halsen Healthcare (the Divestiture). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
As a result of the Divestiture, a pension plan now sponsored by the Company (identified below) will experience a change in contributing sponsor or controlled group, which is a reportable event to section 4043(c) of the Employee Retirement Income Protection Act of 1974, as amended (ERISA), requiring notice to the Pension Benefit Guaranty Corporation (PBGC). As permitted by applicable regulations of the PBGC, the Company is filing this Current Report on Form 8-K in order to satisfy the public company notice waiver with respect to the reportable event. to PBGC guidance, set forth below is the information required by the PBGC in order to satisfy the public company notice waiver.
The Watsonville Community Hospital Cash Balance Pension Plan (the Plan) is a defined benefit pension plan that is subject to Title IV of ERISA. to the applicable terms of a purchase agreement made and entered into as of May 31, 2019 (the Agreement), by and among QHC California Holdings, LLC, the Company, Watsonville Hospital Holdings, Inc. (the Buyer), and Halsen Healthcare, LLC, all of the issued and outstanding shares of stock of Watsonville Hospital Corporation, contributing sponsor of the Plan, shall be acquired by the Buyer. The Agreement was made and entered into as of May 31, 2019, and is expected to close by the end of the third quarter of 2019, subject to customary approvals and conditions.
to applicable regulations of the PBGC, the transaction contemplated in the Agreement constitutes a change in contributing sponsor or controlled group with respect to the Plan, which is a reportable event under section 4043 of ERISA. As a result of the transaction, Watsonville Hospital Corporation will no longer be a member of a controlled group of corporations, of which the Company is the parent, and will be the wholly-owned subsidiary of the Buyer.
The Plan (plan number 007) is the only defined benefit pension plan subject to Title IV of ERISA that is sponsored by a member of the Company controlled group of corporations. Following the close of the transaction contemplated in the Agreement, the Plan will continue to be sponsored by Watsonville Health Corporation (EIN: 91-1894113), which will be a member of the Buyers controlled group of corporations. No member of the Buyers controlled group of corporations sponsors any other defined benefit pension plan that is subject to Title IV of ERISA.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 | Press Release of Quorum Health Corporation dated June 7, 2019 |