UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 331, 2014

CAPELLA HEALTHCARE, INC.

(Exact name of registrant as specified in its charter)

Delaware

333-175188

20-2767829

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

501 Corporate Centre Drive,

Suite 200

Franklin, Tennessee

37067

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (615) 764-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 21.0201. ~~Results~~Entry ofinto ~~Operations~~a ~~and~~Material ~~Financial~~Definitive ~~Condition~~Agreement.

OnTerm ~~December 3,~~Loan ~~2014,~~Credit ~~Capella Healthcare,~~Agreement Inc., a Delaware corporation (the “Company”), will be providing financial information to lenders in connection with the presentation described in Item 7.01 below. The lender presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in this Item 2.02.

~~Item~~On 7December 31, 2014, Capella Healthcare, Inc.01 (the “Company”) entered into a Credit Agreement (the “Term Loan Credit Agreement”), by and among the Company, as borrower, Capella Holdings, Inc., ~~Regulation~~as FDa ~~Disclosure~~guarantor, Credit Suisse AG, Cayman Islands Branch, as administrative agent, and certain other lenders from time to time party thereto.

OnThe ~~December 3,~~Term ~~2014,~~Loan ~~members~~Credit ofAgreement ~~the~~establishes ~~Company’s executive management team will meet with lenders in conjunction with the arrangement of~~ a ~~proposed~~new ~~$100 million~~ senior secured term loan facility. ~~The~~consisting ~~proposed credit facility would be used primarily to finance the acquisition~~ of a ~~controlling ownership~~$100,000,000 ~~interest~~seven-year interm ~~Carolina~~loan ~~Pines Regional Medical Center~~ (the “~~Carolina~~Term ~~Pines~~Loan Facility”),. aThe ~~116-bed~~per ~~acute~~annum ~~care~~interest ~~facility~~rates ~~located~~applicable into ~~Hartsville,~~borrowings ~~South~~under ~~Carolina,~~the ~~and~~Term toLoan ~~pay~~Facility ~~down~~are ~~drawn~~periodically ~~amounts~~determined ~~under~~at the Company’s ~~existing~~election ~~senior~~as ~~secured asset-based~~either ~~loan revolving credit facility. At~~ (a) the ~~meeting,~~LIBO ~~management~~Rate ~~will~~(as ~~make~~defined ain ~~presentation~~the toTerm ~~lenders~~Loan ~~and~~Credit Agreement) ~~will~~plus ~~separately distribute, on a confidential basis, certain supplemental information and a confidential information memorandum~~4.25% ~~The lenders~~or ~~presentation~~(b) the isBase ~~furnished~~Rate (as ~~Exhibit~~defined ~~99.1 to this Current Report on Form 8-K and is incorporated by reference~~ in ~~this Item 7.01. The Carolina Pines acquisition remains subject to customary regulatory approvals, and there can be no assurances that~~ the ~~Carolina~~Term ~~Pines~~Loan ~~acquisition~~Credit orAgreement) ~~the~~plus ~~contemplated financing will be completed~~3.25%.

~~Cautionary~~The ~~Statement~~Term ~~about~~Loan ~~Preliminary~~Facility ~~Results~~is to be repaid in equal quarterly principal payments of $250,000, with the balance to be paid at maturity. The maturity date applicable to borrowings under the Term Loan Facility is the earlier to occur of (a) December 31, 2021, and (b) February 16, 2017, if, as of such date, the Company’s 9 1/4% Senior Unsecured Notes have not been refinanced in full with certain permitted debt. The Term Loan Facility is generally subject to mandatory prepayment in amounts equal to: (a) 100% of the net cash proceeds received from certain asset sales (including insurance recoveries and condemnation events), subject to reinvestment provisions and customary exceptions; (b) 100% of the net cash proceeds from the issuance of new debt (other ~~Forward~~than certain permitted debt); and (c) 50% of the Company’s Excess Cash Flow (as defined in the Term Loan Credit Agreement), with step-~~Looking~~downs ~~Information~~to (i) 25% and (ii) 0% based on the Secured Net Leverage Ratio (as defined in the Term Loan Credit Agreement).

~~This~~The ~~Current~~Company’s ~~Report~~obligations onunder ~~Form 8-K and~~ the ~~Exhibits~~Term ~~attached~~Loan ~~hereto~~Facility contain forward-looking statements based on current management expectations. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those expressed in any forward looking statements. These factors include, but are ~~not~~unconditionally ~~limited~~guaranteed ~~to, (1) the~~by ~~impact~~all of ~~healthcare reform and other changes in government programs; (2) spending cuts resulting from~~ the ~~Budget~~Company’s ~~Control~~material ~~Act of 2011; (3) the impact of the economy; (4) growth of uninsured and “patient due”~~domestic accounts and a deterioration in the collectability of these accounts; (5) federal or state programs that reduce our Medicare or Medicaid payments; (6) the reduction or elimination of payments from thirdwholly-~~party~~owned ~~payors~~subsidiaries ~~or the inability to negotiate contracts or maintain satisfactory relationships with third-party payors;~~ (7) controls designed to reduce inpatient services may reduce our revenue; (8) any shortage of qualified professional and staff personnel; (9) our ability to recruit and retain quality physicians; (10) the loss of the services of one or more of our executive management team; (11) our ability to comply with extensive laws and government regulations, including fraud and abuse laws; (12) competition from other ~~hospitals~~than orcaptive ~~healthcare~~insurance ~~providers~~subsidiaries, ~~including~~unrestricted ~~physicians; (13) concentration of revenue in a small number of states~~subsidiaries, ~~which makes us particularly sensitive to regulatory~~ and ~~economic~~certain changes in those states; (14) our access to licensed information systems and the ability to integrate changes to our existing information systems or information systems of acquired hospitals; (15) liabilities for professional liability and other ~~claims~~subsidiaries ~~brought against~~identified ~~our facilities; (16) potential legal and reputational risk~~ as aexcluded ~~result~~subsidiaries ofin ~~our access to personal information of our patients; (17) state efforts to regulate~~ the ~~construction~~Term orLoan ~~expansion~~Credit ~~of healthcare facilities; (18~~Agreement) ~~the industry~~, ~~trend~~provided ~~toward~~that ~~value~~a ~~based~~guarantor ~~purchasing;~~subsidiary ~~(19) our~~may ~~substantial indebtedness and ability to generate cash flow to service or refinance our indebtedness; and (20) other risk factors described in our annual report on Form 10-K for the~~be ~~year~~released ~~ended~~if ~~December 31,~~certain ~~2013~~conditions ~~filed~~are ~~with~~met. ~~the~~The ~~Securities~~Company’s ~~and~~obligations ~~Exchange~~under ~~Commission. Many of~~ the ~~factors~~Term ~~that~~Loan ~~will~~Facility ~~determine our future results~~ are ~~beyond~~secured ~~our~~by ~~ability~~a tosubstantial ~~control~~portion ~~or predict. In light~~ of ~~the~~its ~~significant~~assets ~~uncertainties~~as ~~inherent~~well inas the ~~forward-looking~~ ~~statements~~assets ~~contained herein, readers should not place undue reliance on forward-looking statements, which reflect management’s views only as~~ of ~~the~~its ~~date hereof~~subsidiaries. WeThe ~~undertake~~Term noLoan ~~obligation~~Credit toAgreement ~~revise~~contains orother ~~update~~terms ~~any forward-looking~~and ~~statements,~~conditions orthat toare ~~make~~customary ~~any~~in ~~other~~agreements ~~forward-looking~~used ~~statements,~~in ~~whether~~connection aswith asimilar ~~result of new information, future events or otherwise~~transactions.

~~Item~~The 9proceeds of the Term Loan Facility primarily were used to finance the December 31, 2014 acquisition of a controlling ownership interest in Carolina Pines Regional Medical Center, a 116-bed acute care facility located in Hartsville, South Carolina through the acquisition of all of the equity interests in Hartsville Medical Group, LLC and substantially all of the equity interests in Hartsville, LLC (formerly Hartsville HMA, LLC), each a South Carolina limited liability company.~~01.~~ ~~Financial~~The ~~Statements~~remaining proceeds of the Term Loan Facility will be used to pay down drawn amounts under the ABL Agreement (as defined below) and ~~Exhibits~~for other lawful corporate purposes.

~~(d)~~The foregoing ~~Exhibits~~summary of the Term Loan Credit Agreement and the Term Loan Facility does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Term Loan Credit Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014.

~~Exhibit~~ABL ~~99.1~~Agreement ~~Lenders Presentation, dated December 3, 2014~~

On December 31, 2014, the Company also entered into an Amended and Restated Loan Agreement (the “ABL Agreement”), by and among the Company, the borrowing subsidiaries signatory thereto, the guarantying subsidiaries signatory thereto, the lenders party thereto, and Bank of America, N.A., as agent for the lenders (“ABL Agent”). The ABL Agreement amends, restates, and replaces in its entirety that certain $100,000,000 Loan and Security Agreement, dated

as of June 28, 2010 (as previously amended, the “Prior ABL Agreement”), by and among the Company and certain borrowing subsidiaries as borrowers, certain guarantying subsidiaries as guarantors, certain financial institutions party thereto from time to time as lenders, and Bank of America, N.A., as agent for the lenders.

The ABL Agreement amends and restates the Prior ABL Agreement to, among other things, change the maturity date of the revolving credit commitments under the ABL Agreement from December 29, 2014 to the earlier to occur of (a) June 3, 2019, (b) November 16, 2016, if, as of such date, (i) Company’s 9¹/₄% Senior Unsecured Notes have not been repaid in full or refinanced on terms reasonably satisfactory to ABL Agent (including a maturity date no earlier than December 3, 2019) and (ii) the Term Loan Facility has not been repaid in full or the maturity date has not been extended to a date that is no earlier than September 3, 2019, and (c) April 1, 2017 if, as of such date, the Company’s 9¹/₄% Senior Unsecured Notes have not been repaid in full or refinanced on terms reasonably satisfactory to ABL Agent (including a maturity date no earlier than December 3, 2019). The ABL Agreement contains other terms and conditions that are substantially similar to those of the Prior ABL Agreement, the material terms and conditions of which have been previously disclosed in filings by the Company with the Securities and Exchange Commission.

The foregoing summary of the ABL Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the ABL Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014.

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

To the extent required, the information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Capella Healthcare, Inc.

By:		/s/ Denise W. Warren
		Denise W. Warren
		Executive Vice President, Chief Financial Officer and Treasurer

Date: ~~December~~January 37, ~~2014~~2015

EXHIBIT INDEX

ExhibitNumber		Description
99.1		Lenders Presentation, dated December 3, 2014

Filing Compare · Capella Healthcare, Inc.