<PAGE>
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 March 6, 1998
(Date of Earliest Event Reported)
COLUMBIA/HCA HEALTHCARE CORPORATION
(Exact name of Registrant as specified in its Charter)
DELAWARE
(State of Incorporation)
001-11239 75-2497104
(Commission (I.R.S. Employer
File Number) Identification No.)
One Park Plaza, Nashville, Tennessee 37203
(Address of principal executive offices) (Zip Code)
(615) 344-9551
(Registrant's telephone number, including area code)
<PAGE>
ITEM 5. OTHER EVENTS
On March 6, 1998, Columbia/HCA Healthcare Corporation (the
"Company") announced that management anticipates that earnings from continuing
operations for the first quarter of 1998 are expected to be in the range of $.30
to $.35 per diluted share, before restructuring and investigation costs. After
restructuring and investigation costs, and after subtracting results from
discontinued operations, earnings are expected to be in the range of $.25 to
$.30 per diluted share.
A copy of the press release dated March 6, 1998 is attached as
Exhibit 20 and incorporated herein by reference.
ITEM 7. EXHIBIT
Exhibit 20 Copy of press release dated March 6, 1998 relating
to first quarter earnings release.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
COLUMBIA/HCA HEALTHCARE CORPORATION
/s/ JOHN M. FRANCK II
- -----------------------------------------
John M. Franck II
Corporate Secretary
DATED: March 6, 1998
<PAGE>
EXHIBIT 20
[LETTERHEAD OF COLUMBIA/HCA APPEARS HERE]
INVESTOR CONTACT: MEDIA CONTACT:
Mark Kimbrough: 615-344-2688 Jeff Prescott: 615-344-5708
COLUMBIA/HCA EXPECTS FIRST QUARTER 1998 EPS FROM
CONTINUING OPERATIONS TO BE IN RANGE OF $.30 TO $.35
Company Proceeding with Plans for Asset Spin-Offs to Shareholders
Regular Quarterly Dividend Announced
NASHVILLE, TN MARCH 6, 1998--Columbia/HCA Healthcare Corporation (NYSE:
COL) today announced that management anticipates that earnings from continuing
operations for the first quarter of 1998 are expected to be in the range of $.30
to $.35 per diluted share, before restructuring and investigation costs. After
restructuring and investigation costs, and after subtracting results from
discontinued operations, earnings are expected to be in the range of $.25 to
$.30 per diluted share.
The Company reported a net loss from continuing operations of $.63 per
diluted share for its fourth quarter ended December 31, 1997, excluding losses
from discontinued operations, restructuring and investigation costs and asset
impairment charges. The Company reported earnings per diluted share from
continuing operations of $.66 in its first quarter of 1997.
Management also indicated that it anticipates reporting an operating margin
(earnings before depreciation, interest, taxes and amortization divided by net
revenues) for the first quarter of 1998 in the high teens. The Company
indicated that its business is seasonal in nature and that there are often
material differences between quarterly results, including earnings per share and
operating margins.
Thomas F. Frist, Jr., M.D., Chairman and CEO said, "We are confident that
we are taking the necessary and appropriate steps to successfully reposition the
Company. We have begun to experience some of the benefits from the
reorganization and restructuring plans which we initiated late last year."
The Company also indicated that it was proceeding with its previously
announced plans to seek necessary approvals for tax-free spin-offs to its
shareholders of approximately 100 hospitals which are currently included in the
Company's America, Atlantic and Pacific groups. The Company anticipates filing
for a ruling request in March or April 1998 with the Internal Revenue Service
(IRS).
<PAGE>
Any tax-free spin-off is subject to receipt of a ruling by the IRS that the
spin-off would be tax-free to the Company and its shareholders. There can be,
however, no assurances that the proposed spin-offs will ultimately be approved
by the various regulatory authorities.
The Company also announced that the Board of Directors has declared a
regular quarterly dividend of $.02 per share, payable June 1, 1998 to
stockholders of record May 1, 1998.
***
The above statements may include forward-looking statements based on current
management expectations. Numerous factors exist which may cause results to
differ from these expectations. Many of the factors that will determine the
Company's future results are beyond the ability of the Company to control or
predict. These statements are subject to risks and uncertainties and,
therefore, actual results may differ materially. The Company undertakes no
obligation to update any forward-looking statements, or to make any other
forward looking statements, whether as a result of new information, future
events or otherwise. This information involves risks and uncertainties as
detailed from time to time in the Company's filings with the Securities and
Exchange Commission.
All references to "Company" and "Columbia/HCA" as used throughout this document
refer to Columbia/HCA Healthcare Corporation and its affiliates.
2
