<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1995
OR
[] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transaction period from __to
Commission File Number 1-11141
--------
HEALTH MANAGEMENT ASSOCIATES, INC.
RETIREMENT SAVINGS PLAN
(Full title of the plan)
HEALTH MANAGEMENT ASSOCIATES, INC.
5811 PELICAN BAY BLVD., SUITE 500
NAPLES, FLORIDA 34108
(Name of issuer of the securities held pursuant to the
plan and address of its principal executive office)
<PAGE>
Financial Statements
and Supplemental Schedules
Health Management Associates, Inc.
Retirement Savings Plan
Years ended December 31, 1995, 1994 and 1993
with Report of Independent Auditors
<PAGE>
Health Management Associates, Inc. Retirement Savings Plan
Financial Statements
and Supplemental Schedules
Years ended December 31, 1995, 1994 and 1993
CONTENTS
<TABLE>
<CAPTION>
<S> <C>
Report of Independent Auditors......................................... 1
Financial Statements
Statements of Net Assets Available for Benefits........................ 3
Statements of Changes in Net Assets Available for Benefits............. 4
Notes to Financial Statements.......................................... 5
Supplemental Schedules
Schedule I - Schedule of Assets Held for Investment Purposes........... 14
Schedule II - Schedule of Reportable Transactions...................... 15
</TABLE>
A schedule of party-in-interest transactions has not been presented because
there were no party-in-interest transactions which were prohibited by ERISA
Section 406 or for which there is not a statutory or administrative exemption.
<PAGE>
Report of Independent Auditors
The Plan Sponsor
Health Management Associates, Inc. Retirement Savings Plan
We were engaged to audit the accompanying statements of net assets available for
benefits of the Health Management Associates, Inc. Retirement Savings Plan ("the
Plan"), as of December 31, 1995 and 1994, and the related statements of changes
in net assets available for benefits for each of the three years in the period
ended December 31, 1995. These financial statements and schedules are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit 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. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as 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 at
December 31, 1995 and 1994, and the changes in its net assets available for
benefits for each of the three years in the period ended December 31, 1995, in
conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the financial
statements as a whole. The accompanying supplemental schedule of assets held
for investment purposes as of December 31, 1995 and schedule of reportable
transactions for the year ended December 31, 1995, are presented for purposes of
complying with the Department
1
<PAGE>
of Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974, and are not a required part of the
financial statements. The supplemental schedules have been subjected to the
auditing procedures applied in our audit of the 1995 financial statements and,
in our opinion, are fairly stated in all material respects in relation to the
1995 financial statements taken as a whole.
ERNST & YOUNG LLP
May 24, 1996
2
<PAGE>
Health Management Associates, Inc. Retirement Savings Plan
Statements of Net Assets Available for Benefits
<TABLE>
<CAPTION>
DECEMBER 31
1995 1994
--------------------------
<S> <C> <C>
ASSETS
Cash $ 14,528 $ 11,565
Investments 32,205,707 19,177,836
Receivables:
Sponsor's contributions 387,927 375,759
Participants' contributions 476,290 476,491
--------------------------
864,217 852,250
--------------------------
Total assets 33,084,452 20,041,651
LIABILITIES
Benefits payable -- 1,147
--------------------------
Total liabilities -- 1,147
--------------------------
Net assets available for benefits $33,084,452 $20,040,504
==========================
</TABLE>
See accompanying notes.
3
<PAGE>
Health Management Associates, Inc. Retirement Savings Plan
Statements of Changes in Net Assets Available for Benefits
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31
1995 1994 1993
-----------------------------------------
<S> <C> <C> <C>
Investment income:
Net realized and unrealized
gains on investments $ 7,120,489 $ 1,518,753 $ 2,016,276
Interest and dividends 101,013 58,632 93,387
-----------------------------------------
7,221,502 1,577,385 2,109,663
Contributions:
Participants 5,893,641 4,492,168 3,877,961
Sponsor 1,718,236 1,203,519 1,290,065
-----------------------------------------
7,611,877 5,695,687 5,168,026
Benefit payments (1,783,496) (1,797,576) (974,950)
Plan expenses (5,935) (6,403) (17,954)
-----------------------------------------
Increase in net assets
available for benefits 13,043,948 5,469,093 6,284,785
Net assets available for
benefits at beginning of year 20,040,504 14,571,411 8,286,626
-----------------------------------------
Net assets available for
benefits at end of year $33,084,452 $20,040,504 $14,571,411
=========================================
</TABLE>
See accompanying notes.
4
<PAGE>
Health Management Associates, Inc. Retirement Savings Plan
Notes to Financial Statements
December 31, 1995
1. DESCRIPTION OF THE PLAN
The following description of the Health Management Associates, Inc. Retirement
Savings Plan (the Plan) provides only general information. For further
description of the Plan, reference is made to the Summary Plan Description
provided to all members.
GENERAL
The Plan's sponsor is Health Management Associates, Inc. (the Sponsor). The
effective date of the Plan is October 1, 1990 (date of inception).
The Plan is intended to qualify as a salary reduction plan under Section 401(k)
and as a qualified defined contribution plan under Section 401(a) of the
Internal Revenue Code. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA).
All eligible employees, as defined, who have attained the age of twenty-one (21)
and completed one (1) year of service may elect to participate in the Plan,
provided that such employee is not a person covered under a collective
bargaining agreement under which retirement benefits have been the subject of
good faith bargaining or are participants in any other qualified plan maintained
by the Sponsor.
Effective July 1, 1993, the Plan was amended and restated by adopting the
NationsBank Defined Contribution Master Plan. The investment program was
converted to the Daily Choice Investment Program and the Plan's trustee was
changed from NationsBank of Florida to NationsBank of Georgia, N.A. (the
Trustee).
CONTRIBUTIONS
Each year, participants may elect to defer from 1% to 16% of compensation
received during the plan year. The Sponsor may make discretionary matching
contributions equal to a percentage of each participants' deferred compensation.
In applying such matching percentage, only salary reductions up to 6% of total
compensation shall be considered.
5
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
CONTRIBUTIONS (CONTINUED)
In addition, the Sponsor, at the sole discretion of its Board of Directors, may
make an additional annual contribution to the Plan. The Sponsor match is in the
form of Sponsor securities, with the exception of designated hospital
subsidiaries which receive the Sponsor match in cash. The Sponsor match in
Sponsor securities is not subject to participant direction. During the year
ended December 31, 1995 and 1994, additional contributions of approximately
$264,000 and $507,000, respectively, were made to the Plan.
INVESTMENT OPTIONS
Upon enrollment in the Plan, a participant may direct participant contributions
in 1% increments to any of four investment options.
EQUITY OPTION - Funds are invested in units of participation in a pooled fund
that invests in common stocks. (Nations Capital Growth Fund).
FIXED OPTION - Funds are invested in units of participation in a pooled fund
that invests in investment contracts, commercial paper, and other fixed income
securities. (NationsBank Stable Capital Fund).
BALANCED OPTION - Funds are invested in units of participation in a pooled
fund that invests in common stock and U.S. Treasury and other fixed income
securities. (Nations Balanced Assets Fund).
STOCK OPTION - Funds are invested in units of participation in a Qualifying
Employer Securities Fund that invests mainly in Sponsor securities. The Stock
Fund was established in December 31, 1990. However, no participant election
was available with respect to this fund until July 1, 1993. (Health Management
Associates, Inc. Common Stock).
6
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
INVESTMENT OPTIONS (CONTINUED)
Participants may change their investment options daily.
A Nations Treasury Fund was established July 1, 1993 to invest forfeitures
primarily in U.S. Treasury Obligations and repurchase agreements secured by such
obligations. No participant election is available with respect to this fund.
PARTICIPANTS' ACCOUNTS
An individual account is maintained for each participant based on the value of
the investment option(s) elected by the participant. The participants' account
balances can be adjusted daily for all activity utilizing the Daily Choice
Investment Program.
WITHDRAWALS AND PAYMENTS OF BENEFITS
Upon retirement or death, the total vested value of a participant's account is
distributed to the participant or the beneficiary in cash unless the participant
or the beneficiary elects certain other forms of distribution available under
the Plan.
A participant is only entitled to make a withdrawal from his or her account
prior to separation from service if the participant qualifies for a hardship
withdrawal. If a participant separates from service before vesting, the portion
of the account attributable to Sponsor contributions is not forfeited until the
participant incurs a five-year break in service.
Forfeited balances of terminated participants' nonvested accounts are used to
reduce future Sponsor contributions. There were no significant forfeitures
during the years ended December 31, 1995, 1994 and 1993.
7
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
VESTING
Participants are immediately vested in their voluntary contributions plus actual
earnings thereon. Participants become one hundred percent (100%) vested in the
remainder of their accounts upon the occurrence of any of the following events:
(a) The participant dies while still in service as an employee;
(b) The participant becomes totally and permanently disabled while still in
service as an employee; or
(c) The Plan is terminated by the Sponsor.
In other cases, a gradual vesting scale applies, with one hundred percent (100%)
vesting upon reaching seven (7) years of vesting service. A plan year during
which an employee works for at least one thousand (1,000) hours is counted for
vesting service.
TERMINATION OF THE PLAN
While the Sponsor has not expressed any intent to discontinue the Plan, the Plan
may be terminated for any reason at any time.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
INVESTMENT VALUATION
Investments in the NationsBank Stable Capital Fund are included in the
statements of net assets available for benefits at fair value (redemption price)
as established by the Trustee. The fair values of investments in the Nations
Capital Growth Fund, the Health Management Associates, Inc. Common Stock Fund,
the Nations Balanced Assets Fund and the Nations Treasury Fund are based upon
quoted closing prices on national stock exchanges.
8
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
CONTRIBUTIONS
Contributions from participants are recorded when payroll deductions are made.
Sponsor contributions accrue to the Plan at the payroll deduction dates. Such
amounts are remitted monthly to the Trustee for investment based on the
investment options designated by the Plan's participants.
Discretionary Sponsor contributions accrue to the Plan when declared and are
remitted prior to the date the Sponsor files its federal income tax return for
the corresponding fiscal year.
INVESTMENT INCOME
All interest and dividend income is recorded on an accrual basis. Upon
conversion to the Daily Choice Investment Program, investment income is added
daily to the fund and income, excluding dividend distributions, for all funds
except the Treasury Fund is presented as investment appreciation.
FORM 5500
Differences between the information contained in the Form 5500 and these
financial statements for the year ended December 31, 1994 related to
contributions received by the Plan in 1994 which were accrued as of December 31,
1993 in these financial statements. There are no differences between the Form
5500 and the financial statements for the year ended December 31, 1995.
USE OF ESTIMATES
The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results inevitably will differ from those estimates,
and such differences may be material to the financial statements.
9
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
3. INVESTMENTS
The investments of the Plan are held in trust under an agreement with the
Trustee. The following table presents the market values of those investments
individually representing 5% or more of Plan assets at December 31, 1995 and
1994.
<TABLE>
<CAPTION>
1995 1994
--------------------------
<S> <C> <C>
NationsBank Stable Capital Fund $ 7,427,382 $ 6,306,051
Nations Capital Growth Fund 6,522,576 4,154,909
Nations Balanced Assets Fund 2,187,275 1,061,624
Health Management Associates, Inc.
Common Stock 15,745,127 7,544,468
Nations Treasury Fund 323,347 110,784
--------------------------
$32,205,707 $19,177,836
==========================
</TABLE>
10
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
3. INVESTMENTS (CONTINUED)
During the years ended December 31, 1995, 1994 and 1993, the changes in net
assets available for benefits by investment option and unallocated cash were as
follows:
<TABLE>
<CAPTION>
EQUITY FIXED BALANCED TREASURY
OPTION OPTION STOCK OPTION OPTION FUND TOTAL
-----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1992 $2,270,750 $4,346,169 $1,669,707 $ - $ - $ 8,286,626
Net realized and
unrealized gains on
investments 234,621 100,543 1,677,503 3,609 - 2,016,276
Interest and dividend
income 23,698 65,436 626 3,098 529 93,387
Contributions:
Participants 1,473,077 1,640,346 303,267 461,271 - 3,877,961
Sponsor 1,438 6,923 1,280,206 1,498 - 1,290,065
Benefit payments (235,385) (568,831) (164,045) (6,689) - (974,950)
Plan expenses (1,068) (8,641) (8,087) (158) - (17,954)
Fund Transfers (14,457) (55,008) (74,573) 9,791 134,247 -
-----------------------------------------------------------------------------------
Net assets available for
benefits at December 31, 1993 3,752,674 5,526,937 4,684,604 472,420 134,776 14,571,411
</TABLE>
11
<PAGE>
Health Management Associates, Inc. Retirement Savings Plan
Notes to Financial Statements (continued)
<TABLE>
<CAPTION>
3. INVESTMENTS (CONTINUED)
EQUITY FIXED BALANCED TREASURY
OPTION OPTION STOCK OPTION OPTION FUND CASH TOTAL
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1993 3,752,674 5,526,937 4,684,604 472,420 134,776 - 14,571,411
Net realized and
unrealized gains
(losses) on investments (88,423) 270,736 1,376,458 (40,018) - - 1,518,753
Interest and dividend
income 34,572 - - 19,233 4,827 - 58,632
Contributions:
Participants 1,390,222 1,400,551 893,236 808,159 - - 4,492,168
Sponsor 9,296 16,689 1,174,436 3,098 - - 1,203,519
Benefit payments (475,816) (662,529) (575,811) (83,420) - - (1,797,576)
Plan expenses (605) (2,806) (2,792) (200) - - (6,403)
Fund Transfers (313,532) (96,963) 459,629 (31,880) (28,819) 11,565 -
------------------------------------------------------------------------------------------
Net assets available
for benefits at
December 31, 1994 4,308,388 6,452,615 8,009,760 1,147,392 110,784 11,565 20,040,504
Net realized and
unrealized gains on
investments 1,284,207 392,779 5,124,855 318,648 - - 7,120,489
Interest and dividend
income 35,559 - - 54,750 10,704 - 101,013
Contributions:
Participants 1,696,248 1,540,662 1,826,958 829,773 - - 5,893,641
Sponsor 9,842 20,431 1,684,819 3,144 - - 1,718,236
Benefit payments (346,347) (652,087) (685,954) (99,108) - - (1,783,496)
Plan expenses (589) (2,953) (2,059) (334) - - (5,935)
Fund Transfers (320,880) (195,400) 311,777 (321) 201,861 2,963 -
------------------------------------------------------------------------------------------
Net assets available for
benefits at December 31, 1995 $6,666,428 $7,556,047 $16,270,156 $2,253,944 $323,349 $14,528 $33,084,452
===============================================================================================
</TABLE>
12
<PAGE>
Health Management Associates, Inc., Retirement Savings Plan
Notes to Financial Statements (continued)
4. INCOME TAX STATUS
The Plan has obtained a favorable determination letter as to the tax exempt
status of the Plan from the Internal Revenue Service. The Plan's sponsor is not
aware of any action or event that has occurred which might affect the Plan's
qualified status.
5. PLAN EXPENSES
Pursuant to the provisions of the Plan, all expenses incurred in administering
the Plan are paid out of assets of the Plan unless paid or provided for by the
Sponsor.
6. BENEFITS PAYABLE
Amounts allocated to withdrawn participants approximated $1,386,000 and $753,000
at December 31, 1995 and 1994, respectively.
7. RELATED PARTY TRANSACTIONS
The Stock Fund held investments in Sponsor securities with a market value of
$15,745,127 and $7,544,468 as of December 31, 1995 and 1994, respectively.
13
<PAGE>
Schedule I
Health Management Associates, Inc. Retirement Savings Plan
Schedule of Assets Held for Investment Purposes
December 31, 1995
MARKET
DESCRIPTION UNITS COST VALUE
- ----------------------------------------------------------------------------
Health Management Associates, Inc.
Common Stock 614,842 $ 8,261,153 $15,745,127
NationsBank Stable Capital Fund - Fixed 628,193 6,775,899 7,427,382
Nations Capital Growth Fund - Equity 507,199 5,879,746 6,522,576
Nations Balanced Assets Fund 192,711 2,157,099 2,187,275
Nations Treasury Fund 323,347 323,347 323,347
---------------------------
$23,397,244 $32,205,707
===========================
14
<PAGE>
Schedule II
Health Management Associates, Inc. Retirement Savings Plan
Schedule of Reportable Transactions
Year ended December 31, 1995
<TABLE>
<CAPTION>
CURRENT VALUE
NUMBER OF PURCHASE AT DATE OF
DESCRIPTION OF ASSET TRANSACTIONS PRICE SELLING PRICE COST OF ASSET TRANSACTION Net Gain
- ------------------------------------------------------------------------------------------------------------------------------------
CATEGORY (III) - SERIES OF TRANSACTIONS IN EXCESS OF 5% OF PLAN ASSETS.
<S> <C> <C> <C> <C> <C> <C>
EQUITY FUND
Nations Capital
Growth Fund 85 $2,530,989 $ - $2,530,989 $2,530,989 $ -
Nations Balanced
Assets Fund 66 1,340,545 - 1,340,545 1,340,545 -
STOCK FUND
Health Management
Associates, Inc.
Common Stock 131 4,325,475 - 4,325,475 4,325,475 -
Health Management
Associates, Inc. 182 - 1,249,675 1,006,806 1,249,675 242,869
Common Stock
FIXED FUND
NationsBank 64 1,820,009 - 1,820,009 1,820,009 -
Stable Capital
Fund
NationsBank 201 - 1,091,428 1,057,949 1,091,428 33,479
Stable Capital
Fund
</TABLE>
THERE WERE NO CATEGORY (I) - INDIVIDUAL TRANSACTIONS IN EXCESS OF 5% OF PLAN
ASSETS, CATEGORY (II) - SERIES OF TRANSACTIONS OTHER THAN SECURITIES
TRANSACTIONS OR CATEGORY (IV) - OTHER TRANSACTIONS DURING THE YEAR ENDED
DECEMBER 31, 1995.
15
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Health
Management Associates, inc. As Administrator, has duly caused this Annual Report
to be signed on its behalf by the undersigned hereunto duly authorized.
Health Management Associates, Inc.,
AS ADMINISTRATOR OF
Health Management Associates, Inc.
Retirement Savings Plan
Date: June 21, 1996 By: /s/ Robert E. Farnham
-------------------------
Robert E. Farnham
Vice President
Corporate Controller
<PAGE>
INDEX TO EXHIBITS
(23) Consents of experts and counsel
Consent of Ernst & Young is included as Exhibit 23.1, at page 21 of this
Report.
<PAGE>
Exhibit 23.1
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No.-65382) pertaining to the Retirement Savings Plan of Health Management
Associates, Inc. Of our report dated May 24, 1996, with respect to the
financial statements and supplemental schedules of the Health Management
Associates, Inc. Retirement Savings Plan included in this Annual Report (Form
11-K) for the year ended December 31, 1995.
ERNST & YOUNG LLP
Atlanta, Georgia
June 11, 1996
