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At the outset of its organization, HCA generally placed all
newly constructed or acquired hospitals in separate corporations.
During later years, in some cases, HCA placed all newly acquired
or newly constructed hospitals located in a particular State in a
separate corporation rather than having a separate corporation
for each hospital in that State. In a few instances, HCA
acquired a group of hospitals that, for various business reasons,
were placed in a single corporation or were allowed to remain in
the acquired corporation.
The Reorganization
During early 1987, HCA's management (HCA Management) decided
that petitioners could function more efficiently if HCA operated
a smaller, more homogeneous group of hospitals than the
approximately 250 facilities petitioners then owned and operated.
HCA Management concluded that petitioners would retain the large,
full-service hospitals, and that they would sell facilities that
did not meet those criteria. HCA Management ultimately selected
104 hospitals (Hospitals) and approximately 90 professional
office buildings and related medical facilities to divest from
the HCA organization. Hereinafter, we shall refer to the
Hospitals and related medical facilities collectively as the
Facilities.
Located primarily in suburban and rural areas in 22 States
of the United States, the Facilities ranged in size from 1,500
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Last modified: May 25, 2011