LifePoint Hospitals, Inc.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2006
or
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the transition period from
to
Commission file number: 000-51251
LifePoint Hospitals, Inc. Retirement Plan
(Full title of the plan and the address of the plan,
if different from that of the issuer listed below)
LifePoint Hospitals, Inc.
103 Powell Court, Suite 200
Brentwood, Tennessee 37027
(Name of the issuer of the securities held
pursuant to the plan and the address of
its principal executive office)
LifePoint Hospitals, Inc. Retirement Plan
Audited
Financial Statements and Supplemental Schedules
Years
Ended December 31, 2005 and 2006
Table of Contents
Index
Report of Independent Registered Public Accounting Firm
The Plan Sponsor
LifePoint Hospitals, Inc. Retirement Plan
We have audited the accompanying statements of net assets available for benefits of the LifePoint
Hospitals, Inc. Retirement Plan (the Plan) as of
December 31, 2005 and 2006, and the related
statements of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of
December 31, 2005 and 2006, and
the changes in its net assets available for benefits for the years then ended, in conformity with
U.S. generally accepted accounting principles.
As
discussed in Note 2 to the financial statements, the Plan adopted
Financial Accounting Standards Board Staff Position (FSP)
AAG INV-1 and Statement of Position (SOP) 94-1-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain
Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health
and Welfare and Pension Plans during the year ended December 31,
2006.
Our audits were performed for the purpose of forming an opinion on the financial statements taken
as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December
31, 2006, is presented for purposes of additional analysis and is not a required part of the
financial statements but is supplementary information required by the Department of Labors Rules
and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plans management. The supplemental
schedule has been subjected to the auditing procedures applied in our audit of the financial
statements and, in our opinion, is fairly stated in all material respects in relation to the
financial statements taken as a whole.
/s/ Lattimore Black Morgan & Cain, P.C.
Brentwood, Tennessee
June 28, 2007
1
LifePoint Hospitals, Inc. Retirement Plan
Statements of Net Assets Available for Benefits
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December 31, 2005 |
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December 31, 2006 |
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Participants |
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ESOP Shares |
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Participants |
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ESOP Shares |
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Accounts |
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Fund |
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Accounts |
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Fund |
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(Allocated) |
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(Unallocated) |
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Total |
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(Allocated) |
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(Unallocated) |
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Total |
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Assets |
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Investments, at fair
value |
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$ |
233,312,886 |
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$ |
37,131,828 |
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$ |
270,444,714 |
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$ |
264,678,502 |
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$ |
21,057,731 |
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$ |
285,736,233 |
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Employer
contributions
receivable |
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1,981,484 |
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1,981,484 |
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346,774 |
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346,774 |
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Participant
contributions
receivable |
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883,972 |
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883,972 |
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1,118,769 |
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1,118,769 |
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Income receivable |
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20,500 |
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20,500 |
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171,598 |
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171,598 |
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Total assets |
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$ |
234,217,358 |
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$ |
39,113,312 |
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$ |
273,330,670 |
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$ |
265,968,869 |
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$ |
21,404,505 |
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$ |
287,373,374 |
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Liabilities |
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Accrued interest
payable to LifePoint
Hospitals, Inc. |
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$ |
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$ |
1,228,538 |
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$ |
1,228,538 |
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$ |
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$ |
346,774 |
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$ |
346,774 |
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Note payable to
LifePoint Hospitals,
Inc. |
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11,948,753 |
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11,948,753 |
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8,268,136 |
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8,268,136 |
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Expenses payable |
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234,559 |
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234,559 |
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235,339 |
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235,339 |
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Excess contributions
payable |
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76,924 |
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76,924 |
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315,562 |
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315,562 |
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Total liabilities |
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$ |
311,483 |
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$ |
13,177,291 |
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$ |
13,488,774 |
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$ |
550,901 |
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$ |
8,614,910 |
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$ |
9,165,811 |
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Net assets
available for
benefits at fair
value |
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$ |
233,905,875 |
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$ |
25,936,021 |
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$ |
259,841,896 |
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$ |
265,417,968 |
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$ |
12,789,595 |
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$ |
278,207,563 |
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Adjustments from
fair value to
contract value for
interest in
collective trust
relating to fully
benefit-responsive
investment contracts |
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330,657 |
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330,657 |
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480,781 |
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480,781 |
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Net assets available
for benefits |
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$ |
234,236,532 |
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$ |
25,936,021 |
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$ |
260,172,553 |
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$ |
265,898,749 |
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$ |
12,789,595 |
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$ |
278,688,344 |
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See accompanying notes.
2
LifePoint Hospitals, Inc. Retirement Plan
Statements of Changes in Net Assets Available for Benefits
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Year Ended December 31, 2005 |
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Year Ended December 31, 2006 |
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Participants |
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ESOP Shares |
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Participants |
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ESOP Shares |
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Accounts |
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Fund |
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Accounts |
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Fund |
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(Allocated) |
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(Unallocated) |
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Total |
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(Allocated) |
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(Unallocated) |
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Total |
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Additions |
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Interest and
dividend income |
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$ |
821,918 |
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$ |
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$ |
821,918 |
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$ |
1,094,543 |
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$ |
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$ |
1,094,543 |
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Employer
contributions |
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7,836,517 |
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7,836,517 |
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8,536,517 |
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8,536,517 |
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Participants
contributions |
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17,472,352 |
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17,472,352 |
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29,866,485 |
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29,866,485 |
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Total additions |
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18,294,270 |
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7,836,517 |
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26,130,787 |
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30,961,028 |
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8,536,517 |
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39,497,545 |
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Deductions |
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Benefits paid |
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16,419,236 |
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16,419,236 |
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24,992,063 |
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24,992,063 |
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Interest expense |
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1,228,538 |
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1,228,538 |
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955,900 |
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955,900 |
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Administrative
expenses |
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2,047,306 |
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2,047,306 |
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1,833,851 |
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1,833,851 |
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Total deductions |
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18,466,542 |
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1,228,538 |
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19,695,080 |
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26,825,914 |
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955,900 |
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27,781,814 |
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Net appreciation
(depreciation) in
fair value of
investments |
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19,211,342 |
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4,788,226 |
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23,999,568 |
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15,816,605 |
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(9,016,545 |
) |
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6,800,060 |
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Allocation of ESOP
shares to Plan |
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15,449,115 |
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(15,449,115 |
) |
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11,710,498 |
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(11,710,498 |
) |
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Net increase
(decrease) in net
assets available for
benefits |
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34,488,185 |
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(4,052,910 |
) |
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30,435,275 |
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31,662,217 |
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(13,146,426 |
) |
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18,515,791 |
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Net assets available
for benefits at
beginning of year |
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199,748,347 |
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29,988,931 |
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229,737,278 |
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234,236,532 |
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25,936,021 |
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260,172,553 |
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Net assets
available for
benefits at end of
year |
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$ |
234,236,532 |
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$ |
25,936,021 |
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$ |
260,172,553 |
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$ |
265,898,749 |
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$ |
12,789,595 |
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$ |
278,688,344 |
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See accompanying notes.
3
LifePoint Hospitals, Inc. Retirement Plan
Notes to Financial Statements
December 31, 2006
Note 1 Description of the Plan
The following description of the LifePoint Hospitals, Inc. Retirement Plan (the Plan) provides
only general information. Participants should refer to the Plan document for a more complete
description of the Plans provisions.
General
The Plan is a defined contribution plan covering all employees of LifePoint Hospitals, Inc. (the
Company) who have completed two full months of service and are age 21 or older. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended
(ERISA).
The Plan includes a component that is an employee stock ownership plan (ESOP) within the
meaning of Section 4975(e)(7) of the Internal Revenue Code of 1986, as amended (the Code). As an
ESOP, the Plan generates certain favorable federal income tax consequences for the Company through
an acquisition loan from the Company, as described in Note 6. These shares are held in an ESOP
suspense account and are released to participant accounts as the loan is repaid. The Plan uses
Company contributions to repay the loan principal and interest.
Contributions
Each participant may elect to contribute up to 50% of his or her pre-tax compensation to the Plan
(Salary Deferral Contribution). An automatic 2% Salary Deferral Contribution is applied to all
participants who do not make a contrary election. Participants who have attained age 50 before the
close of the Plan year are eligible to make catch-up contributions subject to the Codes
limitations.
The Plan provides a matching contribution of Company stock in an amount equal to 100% of the amount
the participant has elected as a Salary Deferral Contribution for that payroll period, up to 3% of
the participants compensation.
In any Plan year, the Company may contribute to participants accounts Company stock as determined
by the Company (ESOP Contributions). In addition, discretionary Company profit sharing
contributions may be made by the Company (Profit Sharing Contributions). To be eligible for an
allocation of the ESOP Contributions and Profit Sharing Contributions, a participant must meet the
following requirements:
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(i) |
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Participant is age 21 or older on the last day of the Plan year; |
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(ii) |
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Participant completed one year of service during the Plan year; and |
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(iii) |
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Participant is an employee as of the last day of the Plan year. |
An additional contribution by the Company in an amount determined by the Company to ensure that the
Plan satisfies certain nondiscrimination requirements of the Code may be allocated solely to the
accounts of participants who are considered non-highly compensated employees and have elected to
make Salary Deferral Contributions for the Plan year (Unilateral Employer Contributions).
During
2005 and 2006, the Companys ESOP contribution consisted of an
allocation of a fixed number of shares of the Companys common
stock (23,306 shares per month) and a discretionary cash
contribution. The Company made approximately $3,200,000 and
$3,900,000 in discretionary cash contributions during the
years ended December 31, 2005 and 2006, respectively.
4
Participant Accounts
Each participants account is credited (charged) with the participants contributions, the
Companys contributions (a portion of which results in shares of the Companys common stock
released from the ESOP suspense account), and Plan earnings (losses). Allocations are based on
participants earnings (losses) or account balances, as defined. The benefit to which a participant
is entitled is the benefit that can be provided from the participants vested account.
Contributions and allocations are subject to certain limitations under the Code. The Plan allows
participants who are fully vested to diversify their ESOP contributions by investing in other
securities available under the Plan.
Payment of Benefits
Upon retirement, disability, death, or termination of employment, the total vested value of a
participants account that exceeds $5,000 is distributed to the participant or the beneficiary, as
applicable, in cash unless the participant or the beneficiary elects certain other forms of
distribution available under the Plan. If the vested value of a participants account is less than
$1,000 the total vested balance is distributed as an automatic lump sum payment in cash. For
participant accounts greater than $1,000 but less than $5,000, the vested value of the
participants account is rolled into an individual retirement account on behalf of the participant.
A participants contributions may also be withdrawn for certain hardship situations.
Participant Loans
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum amount equal
to the lesser of $50,000 or one-half of the respective participants vested account balance. Loan
terms range from one half a year to five years or up to ten years if the loan is used for the
purchase of a primary residence. The loans are secured by the vested balance in the respective
participants account and bear interest at a rate commensurate with local prevailing rates, ranging
from 4.0% to 9.5% as of December 31, 2006, as determined by the plan administrator. Principal and
interest are paid by the participant ratably through payroll deductions.
Vesting and Forfeitures
Participants are immediately fully vested in their Salary Deferral Contributions, Unilateral
Employer Contributions, rollover contributions and investment earnings (losses) arising from these
contributions. Salary Deferral Matching Contribution Allocations, ESOP Contributions, Profit
Sharing Contributions are subject to a vesting schedule based on the participants number of years
of service as follows:
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Vested |
Years of Service |
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Percentage |
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Less than 2 years |
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0 |
% |
2 years but less than 3 |
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20 |
% |
3 years but less than 4 |
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|
40 |
% |
4 years but less than 5 |
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|
60 |
% |
5 years but less than 6 |
|
|
80 |
% |
6 years or more |
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|
100 |
% |
Participants interest in their accounts become fully vested and nonforfeitable without regard to
their credited years of service if they are employed by the Company on or after age 65, attain age
55 and have completed 10 years of service, incur a total and permanent disability or die while
employed by the Company.
If a participant who is not fully vested terminates employment with the Company, the participant is
entitled to the vested portion of their account. The non-vested portion is forfeited and is used to
reduce future Company contributions, pay administrative expenses of the Plan or is reallocated to
participants in the Plan, if forfeitures from ESOP accounts occur. Unused forfeitures totaled
$3,995,996 and $5,419,624 at December 31, 2005 and 2006,
respectively, and $0
and $217,750 of forfeitures were used to reduce employer
contributions during the years then ended, respectively.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan. In the event of Plan
termination, participants will receive the vested and non-vested portions of their accounts.
5
Note 2 Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared on the accrual basis of accounting.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting
principles requires management to make estimates and assumptions that affect reported amounts of
assets and liabilities and changes therein, and disclosure of contingent assets and liabilities in
the financial statements and accompanying notes. Actual results could differ from those estimates.
As described in Financial Accounting Standards Board Staff Position (FSP) AAG INV-1 and Statement
of Position (SOP) 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by
Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution
Health and Welfare and Pension Plans, investment contracts held by a defined contribution plan are
required to be reported at fair value. However, contract value is the relevant measurement
attribute for that portion of the net assets available for benefits of a defined contribution plan
attributable to fully benefit-responsive investment contracts because contract value is the amount
participants would receive if they were to initiate permitted transactions under the terms of the
Plan. The Plan invests in investment contracts through a collective trust. The Statement of Net
Assets Available for Benefits presents the fair value of the investment in the collective trust as
well as the adjustment of the investment in the collective trust from fair value to contract value
relating to investment contracts. The Statement of Changes in Net Assets Available for Benefits is
prepared on a contract value basis. The FSP is effective for financial
statements for annual periods ending after December 15, 2006 and must
be applied retroactively to all prior periods presented. Accordingly
the Plan has adopted the financial statement presentation and
disclosure requirements effective December 31, 2006, and has restated
the 2005 Statement of Net Assets Available for Benefits to present
all investments at fair value, with the adjustment to contract value
separately disclosed. The effect of adopting the FSP had no impact on
the Plans net assets available for benefits or changes in net
asset available for benefits, as such investments have historically
been presented at contract value.
Reclassifications
Certain prior year amounts have been reclassified to conform to the current year presentation.
Effective January 1, 2006, the Company reclassified its rollover receipts as part of participants
contributions and its rollover distributions as part of benefits paid. Rollover receipts and
rollover disbursements were reclassified for 2005 to conform to the
2006 presentation. These
reclassifications had no impact on net assets available for
benefits or net increase (decrease) in net assets available for benefits.
Investment Valuation and Income Recognition
The Plans investments are held, and transactions are executed, by U.S. Trust Company, N.A. (the
ESOP Trustee) for the ESOP portion of the Plan and by Northern Trust (the Trustee) for the
non-ESOP portion of the Plan. Investments in mutual funds and equity securities are stated at fair
value by the ESOP Trustee and the Trustee and are based on quoted prices in an active market. The
value of collective trust funds are based upon the current value of and net investment gains or
losses relating to the units of participation held by the Plan. Securities traded on a national
securities exchange are valued at the last reported sales price on the last business day of the
Plan year. Participant loans are valued at their outstanding balances, which approximates fair
value.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date.
Administrative Expenses
Administrative expenses, including legal and participant accounting expenses, and all expenses
directly relating to the investments are charged to and paid by the Plan unless paid by the
Company.
Benefit Payments
Benefits are recorded when paid.
6
Note 3 Province Business Combination
On April 15, 2005, pursuant to the Agreement and Plan of Merger, dated as of August 15, 2004, by
and among Historic LifePoint Hospitals, Inc. (formerly LifePoint Hospitals, Inc.) (Historic
LifePoint), the Company, Lakers Acquisition Corp. (LifePoint Merger Sub), Pacers Acquisition
Corp. (Province Merger Sub) and Province Healthcare Company (Province), as amended by Amendment
No. 1 to Agreement and Plan of Merger, dated as of January 25, 2005, and Amendment No. 2 to
Agreement and Plan of Merger, dated as of March 15, 2005 (as amended), the Company acquired all of
the outstanding capital stock of each of Historic LifePoint and Province through the merger of
LifePoint Merger Sub with and into Historic LifePoint, with Historic LifePoint continuing as the
surviving corporation of such merger (the LifePoint Merger), and the merger of Province Merger
Sub with and into Province, with Province continuing as the surviving corporation of such merger
(together with the LifePoint Merger, the Province Business Combination). As a result of the
Province Business Combination, each of Historic LifePoint and Province is now a wholly owned
subsidiary of the Company.
As a result of the Province Business Combination, the Company became the successor issuer to
Historic LifePoint under the Securities Exchange Act of 1934, as amended (the Exchange Act), and
succeeded to Historic LifePoints reporting obligations under the Exchange Act. In connection with
the closing of the Province Business Combination, shares of Historic LifePoint Common Stock, which
had been listed and traded on the NASDAQ National Market under the ticker symbol LPNT, are no
longer listed and traded on the NASDAQ National Market. However, shares of Company common stock are
now listed and traded on the NASDAQ National Market under the ticker symbol LPNT.
Upon completion of the merger on April 15, 2005, through May 15, 2005, the Province 401(k) plan was
in operation and its participants and the Company continued to make contributions to that plan. On
May 15, 2005, all former Province employees who became employees of the Company and who met all
eligibility requirements except for the two months service to the Company were automatically
eligible to participate in the Plan.
Note 4 Investments
For the years ended December 31, 2005 and 2006, the Plans investments (including investments
purchased, sold and held during the year) appreciated (depreciated) as follows:
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
2006 |
|
Common stock |
|
$ |
18,349,094 |
|
|
$ |
(9,819,568 |
) |
Collective trust funds |
|
|
5,650,474 |
|
|
|
16,619,628 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
23,999,568 |
|
|
$ |
6,800,060 |
|
|
|
|
|
|
|
|
The fair value of individual investments that represent 5% or more of the Plans net assets at
December 31, 2005 and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
2006 |
LifePoint Hospitals, Inc. Common Stock* |
|
$ |
93,699,688 |
|
|
$ |
83,895,173 |
|
HCA Inc. Common Stock |
|
|
39,572,002 |
|
|
|
** |
|
Northern Trust Company Stock Index Fund |
|
|
39,499,910 |
|
|
|
49,924,317 |
|
Northern Trust Company Stable Value Asset Fund |
|
|
38,135,732 |
|
|
|
43,423,272 |
|
Northern Trust Company Small Company Index Fund |
|
|
23,777,720 |
|
|
|
31,273,749 |
|
Northern Trust Company International Equity Index Fund |
|
|
** |
|
|
|
17,018,183 |
|
Northern Trust Company Short Term Investment Fund |
|
|
** |
|
|
|
40,118,258 |
|
|
|
|
* |
|
Includes non-participant directed
investments. |
|
** |
|
Investment does not represent 5% or more of
the Plans net assets for the respective year. |
In
November 2006, HCA Inc. was acquired by a private investor group. All outstanding shares of HCA Inc. common stock were acquired by the
private investor group, including those held by the Plan. Proceeds
from the sale of the HCA Inc. common stock were reinvested in other
funds of the Plan based on participant elections.
7
Note 5 Nonparticipant-Directed Investments
Information about net assets and the significant components of the changes in net assets relating
to the nonparticipant-directed investments at December 31, 2005 and 2006 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
2006 |
|
|
|
Allocated |
|
|
Unallocated |
|
|
Allocated |
|
|
Unallocated |
|
Cash |
|
$ |
|
|
|
$ |
700,000 |
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short Term Investment Fund |
|
$ |
|
|
|
$ |
867,722 |
|
|
$ |
|
|
|
$ |
1,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LifePoint Hospitals, Inc. Common Stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares |
|
|
1,413,678 |
|
|
|
969,063 |
|
|
|
1,671,439 |
|
|
|
624,821 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
|
$ |
17,234,538 |
|
|
$ |
11,173,480 |
|
|
$ |
19,110,693 |
|
|
$ |
7,185,441 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value |
|
$ |
53,012,925 |
|
|
$ |
35,564,106 |
|
|
$ |
56,327,494 |
|
|
$ |
21,056,468 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fair value of
Nonparticipant-directed investments |
|
$ |
53,012,925 |
|
|
$ |
37,131,828 |
|
|
$ |
56,327,494 |
|
|
$ |
21,057,731 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
2006 |
|
Nonparticipant-directed investments at beginning of year |
|
$ |
87,256,482 |
|
|
$ |
90,144,753 |
|
Change in net assets: |
|
|
|
|
|
|
|
|
Transfers to other funds |
|
|
(1,270,268 |
) |
|
|
(1,395,843 |
) |
Distributions to participants |
|
|
(3,338,199 |
) |
|
|
(3,927,171 |
) |
Employer cash contributions |
|
|
3,200,000 |
|
|
|
3,900,000 |
|
Net appreciation (depreciation) in fair value |
|
|
4,296,738 |
|
|
|
(11,336,514 |
) |
|
|
|
|
|
|
|
|
Nonparticipant-directed investments at end of year |
|
$ |
90,144,753 |
|
|
$ |
77,385,225 |
|
|
|
|
|
|
|
|
Note 6 Note Payable to LifePoint Hospitals, Inc.
On June 9, 1999, the Plan purchased 2,796,719 shares of the Companys common stock from the Company
at $11.50 per share for an aggregate purchase price of approximately $32,162,000. The Plan issued a
note payable to the Company (the ESOP Note) in an amount equal to the purchase price. The ESOP
Note is secured by a pledge of the unallocated stock. The ESOP Note is payable in ten annual
payments of $4,636,517, which includes interest on the outstanding principal balance at an annual
rate of 8%.
The purchased shares are held by the ESOP Trustee in a suspense account and a portion of these
shares is allocated on a quarterly and annual basis for matching contributions. Through December
31, 2005 and 2006, 1,868,287 and 2,330,719 shares, respectively, had been allocated to participant
accounts.
The purchase price for the Companys common stock was acknowledged to be no greater than the
prevailing price of the Companys common stock quoted on NASDAQ at June 9, 1999. The Company makes
contributions in cash to the Plan which, when aggregated with the Plans dividends and interest
earnings, equal the amount necessary to enable the Plan to make regularly scheduled payments of
principal and interest due on the ESOP Note. Based on this determination, and subject to
limitations contained in the Code, the Company is entitled to claim an income tax deduction for
contributions to the Plan for the year to which such contributions relate. The participants and
beneficiaries of the Plan are not subject to income tax with respect to contributions made on their
behalf until they receive distributions from the Plan.
The scheduled amortization of the ESOP Note for the remaining two years is as follows:
|
|
|
|
|
2007 |
|
$ |
3,975,065 |
|
2008 |
|
|
4,293,071 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
8,268,136 |
|
|
|
|
|
8
Note 7 Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various
risks such as interest rate, market and credit risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the statements of net assets available
for benefits.
Note 8 Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service, dated January 15,
2003, stating that the Plan is qualified under Section 401(a) of the Code and that the related
trust is exempt from taxation. Subsequent to this determination by the Internal Revenue Service,
the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code
to maintain its qualification. The Company has indicated that it will take the necessary steps, if
any, to bring the Companys operations into compliance with the Code.
Note 9 Party-In-Interest Transactions
The issuance of the ESOP Note payable to the Company for the purchase of the Companys common stock
and contributions received by the Plan from the Company to fund principal and interest payments on
the ESOP Note are considered transactions with parties-in-interest. Certain Plan investments are
shares of trust funds managed by the Trustee and, therefore, such transactions qualify as
party-in-interest transactions. Purchases and sales of assets through the ESOP Trustee and Trustee
are also considered party-in-interest transactions. The Plan also holds investments in the form of
participant loans, such transactions qualify as party-in-interest transactions. All of these
transactions are permissible under specific exemptions included in ERISA and the Code.
9
LifePoint Hospitals, Inc. Retirement Plan
EIN: 52-2165845 Plan No.: 001
Schedule H, Line 4i
Schedule of Assets (Held at End of Year)
December 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(c) |
|
|
|
|
|
|
|
|
|
(b) |
|
Description of Investment |
|
|
|
|
|
|
|
|
|
Identity of Issue, |
|
Including Maturity Date, Rate |
|
|
|
|
|
(e) |
|
|
|
Borrower, Lessor |
|
of Interest, Collateral, Par |
|
(d) |
|
|
Current |
|
(a) |
|
or Similar Party |
|
or Maturity Value |
|
Cost |
|
|
Value |
|
* |
|
Northern Trust Company |
|
Stable Value Asset Fund |
|
|
** |
|
|
$ |
43,423,272 |
*** |
* |
|
Northern Trust Company |
|
Aggregate Bond Index Fund |
|
|
** |
|
|
|
12,259,276 |
|
* |
|
Northern Trust Company |
|
Stock Index Fund |
|
|
** |
|
|
|
49,924,317 |
|
* |
|
Northern Trust Company |
|
Small Company Index Fund |
|
|
** |
|
|
|
31,273,749 |
|
* |
|
Northern Trust Company |
|
International Equity Index Fund |
|
|
** |
|
|
|
17,018,183 |
|
* |
|
Northern Trust Company |
|
Short Term Investment Fund |
|
|
** |
|
|
|
40,118,258 |
|
* |
|
LifePoint Hospitals, Inc. |
|
Common Stock |
|
$ |
31,839,749 |
|
|
|
83,895,173 |
|
|
|
Triad Hospitals, Inc. |
|
Common Stock |
|
|
** |
|
|
|
1,172,244 |
|
* |
|
Participant Loans |
|
Interest rate ranges from 4.0% to 9.5% |
|
|
** |
|
|
|
3,135,396 |
|
|
|
Self-directed Brokerage Accounts |
|
Various investments |
|
|
** |
|
|
|
3,516,365 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
285,736,233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Indicates a party-in-interest to the Plan. |
|
** |
|
Not required for participant-directed investments. |
|
*** |
|
In accordance with FSP AAG INV-1 and SOP 94-4-1, the current
value of the Stable Value Asset Fund has been stated at fair value. |
10
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have
duly caused this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
|
|
|
|
Date: June 28, 2007. |
LIFEPOINT HOSPITALS, INC. RETIREMENT PLAN
|
|
|
By: |
/s/ John Bumpus
|
|
|
|
John Bumpus |
|
|
|
Senior Vice President, Human Resources |
|
|
11
EXHIBIT INDEX
|
|
|
EXHIBIT
NUMBER |
|
DESCRIPTION |
23.1
|
|
Consent of Independent Registered Public Accounting Firm |
12