Triad Hospitals, Inc. Announces Commencement of Tender Offer and Consent Solicitation for 7% Senior Notes due 2012 and 7% Senior Subordinated Notes due 2013

PLANO, Texas, May 31 /PRNewswire-FirstCall/ -- Triad Hospitals, Inc. (the "Company") ; today announced that it has commenced a cash tender offer for any and all of its outstanding (i) $600,000,000 aggregate principal amount of 7% Senior Notes due 2012 (the "Senior Notes") and (ii) $600,000,000 aggregate principal amount of 7% Senior Subordinated Notes due 2013 (the "Senior Subordinated Notes", and together with the Senior Notes, collectively, the "Notes") on the terms and subject to the conditions set forth in the Company's Offer to Purchase and Consent Solicitation Statement dated May 31, 2007. The Company is also soliciting consents to certain proposed amendments to the indentures governing the Notes to, among other things, eliminate substantially all of the restrictive covenants, eliminate or modify certain events of default and certain conditions to defeasance of the Notes and eliminate or modify related provisions contained in the indentures and the Notes. The tender offer documents more fully set forth the terms of the tender offer and consent solicitation. The tender offer and the consent solicitation are being made in connection with, and are conditioned upon, among other things, the consummation of the merger under the previously announced merger agreement among the Company, Community Health Systems, Inc. ("CHS") and FWCT-1 Acquisition Corporation (the "Merger Agreement").

The tender offer will expire at 12:00 midnight, New York City time, on June 27, 2007, unless extended or earlier terminated by the Company. The Company reserves the right to terminate, withdraw or amend the tender offer and consent solicitation at any time subject to applicable law.

The total consideration for each $1,000 principal amount of Notes validly tendered and not withdrawn prior to the Consent Date (as defined below), and accepted for purchase pursuant to the tender offer will be determined as specified in the tender offer documents and will be equal to the present value, minus accrued interest, on the applicable payment date for the tender of Notes of, (a) with respect to the Senior Notes, (i) $1,035.00 and (ii) the remaining scheduled interest payments on such Senior Notes after the payment date for the tender of Senior Notes to May 15, 2008 (the "Senior Notes Redemption Date"), in each case determined on the basis of a yield to the Senior Notes Redemption Date equal to the sum of (A) the yield on the 5.625% U.S. Treasury note due May 15, 2008 (the "Senior Notes Reference Treasury Security"), as calculated by Credit Suisse Securities (USA) LLC ("Credit Suisse") and Wachovia Securities, acting as dealer managers, in accordance with standard market practice, based on the bid side price for the Senior Notes Reference Treasury Security on the price determination date, as described in the tender offer documents, plus (B) a fixed spread of 50 basis points, and (b) with respect to the Senior Subordinated Notes, (i) $1,035.00 and (ii) the remaining scheduled interest payments on such Senior Subordinated Notes after the payment date for the tender of Senior Subordinated Notes to November 15, 2008 (the "Senior Subordinated Notes Redemption Date"), in each case determined on the basis of a yield to the Senior Subordinated Notes Redemption Date equal to the sum of (A) the yield on the 4.375% U.S. Treasury note due November 15, 2008 (the "Senior Subordinated Notes Reference Treasury Security"), as calculated by Credit Suisse and Wachovia Securities, acting as dealer managers, in accordance with standard market practice, based on the bid side price for the Senior Subordinated Notes Reference Treasury Security on the price determination date, as described in the tender offer documents, plus (B) a fixed spread of 50 basis points.

The Company will pay accrued and unpaid interest up to, but not including, the applicable payment date. Each holder who validly tenders its Notes and delivers consents on or prior to 5:00 p.m., New York City time, on June 13, 2007 (the "Consent Date") will be entitled to a consent payment, which is included in the total consideration above, of $30 for each $1,000 principal amount of Notes tendered by such holder if such Notes are accepted for purchase pursuant to the tender offer. Holders who tender Notes are required to consent to the proposed amendments to the indenture and the Notes. Any tender of Notes prior to the Consent Date may be validly withdrawn and consents may be validly revoked at any time prior to the Consent Date, but not thereafter except under limited circumstances. The proposed amendments will not become effective, however, until at least a majority in aggregate principal amount of the outstanding Notes, whose holders have delivered consents to the proposed amendments, have been accepted for payment. Holders who tender Notes after the Consent Date will not receive the consent payment.

Pursuant to the tender offer and consent solicitation documents, the Company has reserved the right to accept for purchase at any time following the Consent Date but prior to the Expiration Date (the "Early Acceptance Time") all Notes then validly tendered. If the Company elects to exercise this option, it will pay for such Notes on a date (the "Early Payment Date") promptly following the Early Acceptance Time. On the Early Payment Date, the Company will also pay accrued and unpaid interest up to, but not including, the Early Payment Date on the Notes accepted for purchase.

Subject to its right to exercise this early acceptance option, the Company currently expects to accept for purchase, and pay the total consideration (as to all Notes tendered prior to the Consent Date) and the tender offer consideration (which is the total consideration less the cash consent payment, as to all Notes tendered after the Consent Date) with respect to, all validly tendered Notes on a date (the "Final Payment Date") promptly following the Expiration Date.

The Company's obligation to accept for purchase, and to pay for, Notes validly tendered and not withdrawn pursuant to the tender offer and the consent solicitation is subject to the satisfaction or waiver of certain conditions, including, among others, the satisfaction of all conditions to the consummation of the merger under the Merger Agreement and consummation thereof, CHS or an affiliate of CHS having issued up to $3.365 billion of debt (the "New Debt"), the Company having sufficient available funds to pay the total consideration with respect to all Notes and the receipt of sufficient consents with respect to the proposed amendments to the indentures and the Notes. Following the consummation of the merger, the Company intends to finance the purchase of the Notes and related fees and expenses with a portion of the proceeds from the proposed issuance of the New Debt by CHS or an affiliate of CHS. The complete terms and conditions of the tender offer and the consent solicitation are set forth in the tender offer documents which are being sent to holders of Notes. Holders of Notes are urged to read the tender offer documents carefully.

Credit Suisse and Wachovia Securities have been retained to act as Dealer Managers in connection with the tender offer and consent solicitation. Questions about the tender offer and consent solicitation may be directed to Credit Suisse at (212) 325-7596 (collect) or Wachovia Securities at (866) 309- 6316 (toll free) or (704) 715-8341 (collect). Copies of the tender offer documents and other related documents may be obtained from D.F. King & Co., Inc., the information agent for the tender offer and consent solicitation, at (800) 967-7921 (toll free) or (212) 269-5550 (collect).

The tender offer and consent solicitation is being made solely by means of the tender offer documents. Under no circumstances shall this press release constitute an offer to purchase or the solicitation of an offer to sell the Notes or any other securities of the Company or any other person, nor shall there be any offer or sale of any Notes or other securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This press release also is not a solicitation of consents to the proposed amendments to the indentures and the Notes. No recommendation is made as to whether holders of the Notes should tender their Notes or give their consent.

Triad, through its affiliates, owns and manages hospitals and ambulatory surgery centers in small cities and selected larger urban markets. The Company currently operates 54 hospitals (including one under construction) and 13 ambulatory surgery centers in 17 states and Ireland with approximately 9,855 licensed beds. In addition, through its QHR subsidiary, the Company provides management and consulting services to independent general acute care hospitals located throughout the United States.

This press release contains forward-looking statements based on current management expectations. Numerous factors, including those related to market conditions and those detailed from time-to-time in the Company's filings with the Securities and Exchange Commission, may cause results to differ materially from those anticipated in the forward-looking statements. 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. Readers should not place undue reliance on forward-looking statements, which reflect management's views only as of the date hereof. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. All references to "Company", "Triad", and "Triad Hospitals, Inc." as used throughout this document refer to Triad Hospitals, Inc. and its affiliates.