More HCA Filing Fun


It seems that ludicrous/lucrative transaction and management fees aren’t all that HCA disclosed in the 8-K form it filed last Friday with the SEC. Check out this passage that reader Zach noticed on page 12 (the bolding is mine):

“In each of the employment agreements with the Executives (exclusive of Robert A. Waterman), the Company also commits to grant, among the Executives (exclusive of Robert A. Waterman), 10% of the options initially authorized for grant under its new stock incentive plan at some time before November 17, 2011 (but with a good faith commitment to do so before a “change in control” or a “public offering” (as those terms are defined in the new stock incentive plan) and before the time when the Board of Directors of the Company reasonably believes that the fair market value of the Company’s common stock is likely to exceed the equivalent of $102.00 per share) at an exercise price per share that is the equivalent of $102.00 per share…”

In other words, the new owners are targeting a future HCA IPO or sale at exactly twice the $51 per share it cost to take the company private. Such a liquidity event is expected to occur by 2011, and I’ve got a sneaking suspicion that we won’t have to wait nearly that long…