<PAGE>
Filed pursuant to Rule 424(b)(2)
SEC File No. 33-64105
PROSPECTUS SUPPLEMENT
(To Prospectus Dated November 17, 1995)
$150,000,000
COLUMBIA/HCA HEALTHCARE CORPORATION
7.05% DEBENTURES DUE 2027
The Debentures will mature on December 1, 2027. Interest on the Debentures is
payable semiannually on June 1 and December 1 commencing June 1, 1996. The
Debentures will not be redeemable prior to maturity.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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<TABLE>
<CAPTION>
PRICE TO UNDERWRITING PROCEEDS TO
PUBLIC(1) DISCOUNT COMPANY(1)(2)
<S> <C> <C> <C>
Per Debenture........................... 100.000% .875% 99.125%
Total................................... $150,000,000 $1,312,500 $148,687,500
</TABLE>
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(1) Plus accrued interest, if any, from December 8, 1995 to date of delivery.
(2) Before deduction of expenses payable by the Company estimated at $100,000.
The Debentures are offered subject to receipt and acceptance by the
Underwriters, to prior sale and to the Underwriters' right to reject any order
in whole or in part and to withdraw, cancel or modify the offer without
notice. It is expected that delivery of the Debentures will be made at the
office of Salomon Brothers Inc, Seven World Trade Center, New York, New York,
or through the facilities of The Depository Trust Company, on or about
December 8, 1995.
SALOMON BROTHERS INC
CS FIRST BOSTON CORPORATION
J.P. MORGAN SECURITIES INC.
The date of this Prospectus Supplement is December 5, 1995.
<PAGE>
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT
TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE DEBENTURES
OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN
MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
S-2
<PAGE>
DESCRIPTION OF THE DEBENTURES
The 7.05% Debentures Due 2027 (the "Debentures") offered hereby will be
issued under an Indenture, dated as of December 15, 1993, between the Company
and The First National Bank of Chicago, as Trustee, as supplemented from time
to time (the "Indenture"). The form of the Indenture is filed as an exhibit to
the Registration Statement of which the accompanying Prospectus is a part. The
following summary of certain provisions of the Indenture and of the Debentures
(referred to in the accompanying Prospectus as the "Debt Securities")
supplements, and to the extent inconsistent therewith replaces, the summaries
of certain provisions of the Debt Securities set forth in the accompanying
Prospectus, to which reference is hereby made. Such summary does not purport
to be complete and is subject to, and is qualified in its entirety by
reference to, all provisions of the Indenture, including the definitions
therein of certain terms.
The Debentures offered hereby will be limited to $150,000,000 aggregate
principal amount and will mature on December 1, 2027. The Debentures will bear
interest at the rate per annum shown on the cover of this Prospectus
Supplement, computed on the basis of a 360-day year of twelve 30-day months,
from December 8, 1995 or from the most recent interest payment date to which
interest has been paid or provided for, payable semiannually on June 1 and
December 1 of each year, beginning on June 1, 1996. Interest payable on any
Debenture which is punctually paid or duly provided for on any interest
payment date shall be paid to the person in whose name such Debenture is
registered at the close of business on May 15 and November 15, as the case may
be, preceding such interest payment date. Principal of and interest on the
Debentures will initially be payable and the Debentures will be transferable
at the corporate trust office of The First National Bank of Chicago, the
Trustee, currently located at 14 Wall Street, New York, New York 10005,
provided that payment of interest may be made at the option of the Company by
checks mailed to the registered holders of the Debentures.
The Debentures are not redeemable by the Company prior to maturity. The
Debentures will be subject to defeasance and covenant defeasance as provided
in the accompanying Prospectus.
The Debentures will be issued only in registered form in denominations of
$1,000 and any integral multiple thereof. The Debentures will be issued in
book-entry form only. The Debentures may be presented for transfer or exchange
at the corporate trust office of the Trustee in New York City. Debentures may
be exchanged for Debentures of other authorized denominations. Upon surrender
for exchange or transfer of any Debenture, the Trustee shall authenticate and
deliver in exchange for such Debenture, a Debenture or Debentures of the
appropriate series and denomination and of an equal principal amount. No
service charge will be imposed upon the holder of Debentures in connection
with exchanges for Debentures of a different denomination or for transfer
thereof, but the Trustee may charge the party requesting any transfer,
exchange or registration of the Debentures a sum sufficient to reimburse it
for any stamp or other tax or other governmental charge required to be paid in
connection with such transfer, exchange or registration. The Company and the
Trustee may treat the person in whose name any Debenture is registered as the
owner of such Debenture for all purposes.
S-3
<PAGE>
UNDERWRITING
Subject to the terms and conditions set forth in the Shelf Underwriting
Agreement (which incorporates by reference the terms of the Underwriting
Agreement), dated December 5, 1995, between the Company and the Underwriters,
the Company has agreed to sell to each of the Underwriters named below, and
each of the Underwriters has severally agreed to purchase, the principal
amount of the Debentures set forth opposite its name.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OF
UNDERWRITER DEBENTURES
----------- ------------
<S> <C>
Salomon Brothers Inc ....................................... $ 45,000,000
CS First Boston Corporation................................. 45,000,000
J.P. Morgan Securities Inc. ................................ 45,000,000
ABN AMRO Securities (USA) Inc. ............................. 5,000,000
Dean Witter Reynolds Inc. .................................. 5,000,000
Furman Selz Incorporated.................................... 5,000,000
------------
Total...................................................... $150,000,000
============
</TABLE>
In the Underwriting Agreement, the several Underwriters have agreed, subject
to the terms and conditions set forth therein, to Purchase all the Debentures
offered hereby if any Debentures are purchased.
The Underwriters propose to offer the Debentures directly to the public at
the public offering price set forth on the cover page of this Prospectus
Supplement, and to certain dealers at such price less a concession of .50% of
the principal amount per Debenture. The Underwriters may allow, and such
dealers may reallow, a concession not to exceed .25% of the principal amount
of the Debentures to certain other dealers. After the initial public offering,
the public offering price and such concessions may be changed.
The Debentures are a new issue of securities with no established trading
market. The Company does not intend to apply for listing of the Debentures on
any securities exchange. The Company has been advised by the Underwriters that
the Underwriters intend to make a market in the Debentures but are not
obligated to do so and may discontinue market making at any time without
notice. No assurance can be given as to the liquidity of the trading market
for the Debentures.
The Shelf Underwriting Agreement provides that the Company will indemnify
the several Underwriters against certain liabilities, including liabilities
under the Securities Act of 1933, as amended, or contribute to payments that
the Underwriters may be required to make in respect thereof.
In the ordinary course of their respective businesses, each of the
Underwriters or their affiliates have provided, and may in the future provide,
investment banking services to the Company.
S-4
<PAGE>
NO DEALER, SALESPERSON OR ANY OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY IN-
FORMATION OR TO MAKE ANY REPRESENTATIONS, OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS SUPPLEMENT OR THE PROSPECTUS, IN CONNECTION WITH THE OFFER CON-
TAINED IN THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS, AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAV-
ING BEEN AUTHORIZED BY THE COMPANY OR BY ANY OF THE UNDERWRITERS. NEITHER THE
DELIVERY OF THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS NOR ANY SALE MADE
HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE
HAS BEEN NO CHANGE IN THE AFFAIRS OF THE COMPANY SINCE THE DATE OF THIS PRO-
SPECTUS SUPPLEMENT. THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS DO NOT CON-
STITUTE AN OFFER OR SOLICITATION BY ANYONE IN ANY STATE IN WHICH SUCH OFFER OR
SOLICITATION IS NOT AUTHORIZED OR IN WHICH THE PERSON MAKING SUCH OFFER OR SO-
LICITATION IS NOT QUALIFIED TO DO SO OR TO ANYONE TO WHOM IT IS UNLAWFUL TO
MAKE SUCH OFFER OR SOLICITATION.
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C> <C>
PROSPECTUS SUPPLEMENT
Description of the Debentures.......................................... S-3
Underwriting........................................................... S-4
PROSPECTUS
Available Information.................................................. 2
Incorporation of Certain Documents by Reference........................ 2
The Company............................................................ 3
Ratio of Earnings to Fixed Charges..................................... 3
Use of Proceeds........................................................ 3
Description of the Debt Securities..................................... 4
Plan of Distribution................................................... 11
Legal Opinions......................................................... 11
Experts................................................................ 12
</TABLE>
$150,000,000
COLUMBIA/HCA HEALTHCARE CORPORATION
7.05% DEBENTURES DUE 2027
SALOMON BROTHERS INC
CS FIRST BOSTON CORPORATION
J.P. MORGAN SECURITIES INC.
PROSPECTUS SUPPLEMENT
DATED DECEMBER 5, 1995
