New Issue: HCA upsizes and sells $2.5 billion 10.5-year bullet notes in two parts

By Paul A. Harris

Portland, Ore., Oct. 16 - HCA Inc. priced a massively upsized $2.5 billion issue of non-callable 10.5-year senior secured notes in secured and unsecured tranches on Tuesday, according to a syndicate source.

Both tranches were upsized to $1.25 billion from $1 billion.

The senior secured notes (Ba2/BB) priced at par to yield 4¾%, at the tight end of the 4¾% to 4 7/8% yield talk.

The senior unsecured notes (B3/B-) priced at par to yield 5 7/8%, at the wide end of the 5¾% to 5 7/8% yield talk.

Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC were the joint bookrunners for the quick-to-market deal, the overall size of which was increase from $2 billion.

The Nashville-based hospital operator will use proceeds for general corporate purposes, which may include the repayment of HCA's existing term loan B-1 facility due November 2013 and the financing of a dividend to stockholders of HCA Holdings, Inc. The additional $500 million of proceeds, resulting from the upsizing, will be used to put cash on the balance sheet and for general corporate purposes.

Issuer:	HCA Inc.
Amount:	$2.5 billion, increased from $2 billion
Maturity:	May 1, 2023
Bookrunners:	Bank of America Merrill Lynch, Barclays, Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC
Senior co-managers:	Credit Agricole Securities (USA) Inc., Credit Suisse Securities (USA) LLC, Mizuho Securities USA Inc., Morgan Stanley & Co. LLC, RBC Capital Markets LLC, SunTrust Robinson Humphrey Inc., UBS Securities LLC
Co-managers:	Fifth Third Securities Inc., SMBC
Call protection:	Non-callable
Make-whole:	Treasuries plus 50 bps
Change-of-control put:	101%
Trade date:	Oct. 16
Settlement date:	Oct. 23
Distribution:	SEC registered
Marketing:	Quick to market
Secured notes
Amount:	$1.25 billion, increased from $1 billion
Coupon:	4¾%
Price:	Par
Yield:	4¾%
Spread:	304 bps
Ratings:	Moody's: Ba3
	Standard & Poor's: BB
Price talk:	4¾% to 4 7/8%
Unsecured notes
Amount:	$1.25 billion, increased from $1 billion
Coupon:	5 7/8%
Price:	Par
Yield:	5 7/8%
Spread:	417 bps
Ratings:	Moody's: B3
	Standard & Poor's: B-
Price talk:	5¾% to 5 7/8%

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