UHS Filings — Universal Health Services, Inc. - FilingSpy
UHS
Universal Health Services, Inc.
A hospital operator running two kinds of care: acute care hospitals offering general surgery, emergency care, and oncology, and behavioral health facilities providing inpatient and outpatient mental health services. UHS operates hundreds of inpatient and outpatient facilities across the U.S., the U.K., and Puerto Rico, and employs roughly one hundred thousand people. Its Alan B. Miller Medical Center is one of its flagship facilities.
Universal Health Services issues $1.1B in senior secured notes due 2031 and 2036
The notes are guaranteed on a senior secured basis by all existing and future subsidiaries that guarantee the company's senior secured credit facility or other first lien obligations.
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On August 20, 2026, Universal Health Services, Inc. completed a public offering of $600 million of 5.500% Senior Secured Notes due 2031 and $500 million of 6.000% Senior Secured Notes due 2036.
The notes are secured by first-priority liens on certain assets of the company and the subsidiary guarantors, excluding real property and other excluded assets.
Interest on both series of notes is payable semi-annually on March 1 and September 1, commencing March 1, 2027.
Proceeds will be used in part to repay outstanding borrowings under the company's revolving credit facility, and certain underwriters' affiliates will receive a portion of the proceeds.
The notes have investment grade ratings from Moody's and S&P as of the issue date, and the change of control repurchase covenant is initially suspended.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
UHS completes Talkspace acquisition for $5.25 per share, financed with $400M term loan and revolver borrowings
Universal Health Services, Inc. completed its acquisition of Talkspace, Inc. on August 17, 2026, making Talkspace an indirect wholly-owned subsidiary.
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Each share of Talkspace common stock was converted into the right to receive $5.25 in cash, without interest.
The purchase price was financed with $400 million borrowed under a delayed draw term loan facility and additional funds under the revolving credit facility under the Credit Agreement dated November 15, 2010.
Vested Talkspace stock options and restricted stock units were cancelled, while unvested awards were converted into equivalent UHS Class B Common Stock equity awards.
The combined company aims to create a full continuum of behavioral healthcare services, integrating Talkspace's virtual platform with UHS's inpatient and outpatient facilities.
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 8.01 Other Events · 9.01 Financial Statements and Exhibits
Universal Health Services prices $1.1B senior secured notes in two tranches due 2031 and 2036
On August 11, 2026, Universal Health Services, Inc. and certain subsidiaries entered into an underwriting agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Truist Securities, Inc., U.S. Bancorp Investments, Inc., and Wells Fargo Securities, LLC as underwriter representatives.
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The company will issue $600 million of 5.500% Senior Secured Notes due 2031 and $500 million of 6.000% Senior Secured Notes due 2036, totaling $1.1 billion.
The notes are guaranteed on a senior secured basis by all existing and future subsidiaries that guarantee the company's senior secured credit facility or other first lien or junior lien obligations.
The notes are being sold under the company's existing Form S-3 registration statement and a prospectus supplement dated August 11, 2026.
Proceeds will be used in part to repay outstanding borrowings under the company's revolving credit facility, and certain underwriters' affiliates may receive portions of the proceeds.
1.01 Entry into a Material Definitive Agreement · 9.01 Financial Statements and Exhibits
UHS Q2 2026 net income $358.4M, revenue up 8.3% to $4.638B; revises 2026 forecast
Reported net income attributable to UHS was $358.4 million, or $5.98 per diluted share, in Q2 2026, versus $353.2 million, or $5.43 per diluted share, in Q2 2025.
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Net revenues increased 8.3% to $4.638 billion in Q2 2026 from $4.284 billion in Q2 2025.
Q2 2026 results included a favorable net pre-tax impact of $100 million from the Florida Medicaid managed care directed payment program and an unfavorable $28 million reserve increase for self-insured claims.
For the six months ended June 30, 2026, net income was $707.1 million ($11.63 per diluted share) on revenues of $9.133 billion, up 8.9% year-over-year.
Company revised 2026 full-year forecast: net revenues $18.501-$18.762 billion, Adjusted EBITDA $2.610-$2.717 billion, Adjusted EPS $22.28-$23.65 per share.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Universal Health Services adds $700M delayed draw term loan to credit facility
The July 2026 Delayed Draw Term Loan is available to be drawn from July 20, 2026 through September 30, 2026, and matures 364 days after the funding date.
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On July 20, 2026, Universal Health Services entered into a Twelfth Amendment to its Credit Agreement, adding a new incremental delayed draw tranche A term loan facility of up to $700 million.
The loan does not amortize and must be prepaid before maturity upon incurrence of certain indebtedness or issuance of capital stock, subject to limited exceptions.
Proceeds, if drawn, are intended for general corporate purposes, including refinancing existing indebtedness and paying related fees and expenses.
The facility is secured on an equal ratable basis with the company's existing senior secured notes due 2026, 2029, 2030, 2032, and 2034.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Universal Health Services holds 2026 annual meeting, elects directors and approves executive pay.
At the May 20, 2026 virtual annual meeting, stockholders elected Alan B. Miller and Nina Chen-Langenmayr as Class III directors for three-year terms expiring in 2029.
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Advisory vote on named executive officer compensation passed with 62,219,230 votes for and 228,600 against.
Stockholders ratified PricewaterhouseCoopers, LLP as independent auditor for fiscal year ending December 31, 2026, with 62,633,332 votes for.
A stockholder proposal on reporting votes based on UHS shareholder money at risk was rejected, with 59,513,156 votes against.
The New York State Common Retirement Fund withdrew its workforce diversity disclosure proposal, so no vote was held on it.
5.07 Submission of Matters to a Vote of Security Holders