UNITED STATES
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 5, 2014
(Date of earliest event reported)
TENET HEALTHCARE CORPORATION
(Exact name of Registrant as specified in its charter)
Nevada |
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1-7293 |
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95-2557091 |
(State of Incorporation) |
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(Commission File Number) |
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(IRS Employer |
1445 Ross Avenue, Suite 1400
Dallas, Texas 75202
(Address of principal executive offices, including zip code)
(469) 893-2200
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On March 5, 2014, Tenet Healthcare Corporation (the Company or Tenet) issued a press release announcing commencement of a private placement offering of $400 million in aggregate principal amount of senior notes. A copy of the press release is attached to this report as Exhibit 99.1 and incorporated herein by reference. On March 5, 2014, the Company issued a press release announcing the pricing of its offering of senior notes due 2019 and an increase of the offering size to $600 million in aggregate principal amount of senior notes due 2019. A copy of the press release is attached to this report as Exhibit 99.2 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed as a part of this Report.
Exhibit No. |
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Description |
99.1 |
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Press release announcing commencement of private placement offering. |
99.2 |
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Press release announcing pricing of private placement offering. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TENET HEALTHCARE CORPORATION | |
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Date: March 5, 2014 |
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By: |
/s/ Paul Castanon |
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Name: Paul Castanon |
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Title: Vice President, Deputy General Counsel and Corporate Secretary |
Exhibit 99.1
Tenet Announces Private Offering of
Senior Notes
DALLAS March 5, 2014 Tenet Healthcare Corporation (NYSE: THC) is offering to sell $400 million aggregate principal amount of senior notes through a private placement. The proceeds from the offering will be used for general corporate purposes, including the repayment of indebtedness and drawings under Tenets senior secured revolving credit facility and related transaction fees and expenses.
The notes being offered have not been registered under the Securities Act of 1933, as amended (the Securities Act), or any state securities laws. As a result, they may not be offered or sold in the United States or to any U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the notes are being offered only to qualified institutional buyers under Rule 144A of the Securities Act or, outside the United States, to persons other than U.S. persons in compliance with Regulation S under the Securities Act.
This news release is neither an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Tenet
Tenet Healthcare Corporation, a leading health care services company, through its subsidiaries operates 77 hospitals, 187 outpatient centers and Conifer Health Solutions, a leader in business process solutions for health care providers serving more than 700 hospital and other clients nationwide. Tenets hospitals and related health care facilities are committed to providing high quality care to patients in the communities they serve. For more information, please visit www.tenethealth.com.
# # #
Media: Steven Campanini (469) 893-2640 |
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Investors: Thomas Rice (469) 893-2522 | ||
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Steven.Campanini@tenethealth.com |
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Thomas.Rice@tenethealth.com |
This release contains forward-looking statements that is, statements that relate to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as expect, anticipate, intend, plan, believe, seek, see, or will. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include, but are not limited to, the factors disclosed under Forward-Looking Statements and Risk Factors in our Form 10-K for the year ended December 31, 2013, and in our quarterly reports on Form 10-Q, periodic reports on Form 8-K and other filings with the Securities and Exchange Commission. The information contained in this release is as of the date hereof. The Company assumes no obligation to update forward-looking statements contained in this release as a result of new information or future events or developments.
Tenet uses its company website to provide important information to investors about the company including the posting of important announcements regarding financial performance and corporate developments.
Exhibit 99.2
Tenet Announces Pricing of Private Offering of
Senior Notes
DALLAS March 5, 2014 Tenet Healthcare Corporation (NYSE: THC) established today the pricing of the previously announced private offering of senior notes maturing in 2019 (the notes). A total of $600 million aggregate principal amount of notes, which will bear interest at a rate of 5.00% per annum, will be issued.
The notes will be Tenets general unsecured senior obligations and will be subordinated to all of Tenets existing and future senior secured obligations to the extent of the value of the collateral securing Tenets senior secured obligations, and will be structurally subordinated to all obligations and liabilities of Tenets subsidiaries.
The proceeds from the offering will be used for general corporate purposes, including the repayment of indebtedness and drawings under Tenets senior secured revolving credit facility and related transaction fees and expenses.
The notes being offered have not been registered under the Securities Act of 1933, as amended (the Securities Act), or any state securities laws. As a result, they may not be offered or sold in the United States or to any U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the notes are being offered only to qualified institutional buyers under Rule 144A of the Securities Act or, outside the United States, to persons other than U.S. persons in compliance with Regulation S under the Securities Act.
This news release is neither an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Tenet
Tenet Healthcare Corporation, a leading health care services company, through its subsidiaries operates 77 hospitals, 187 outpatient centers and Conifer Health Solutions, a leader in business process solutions for health care providers serving more than 700 hospital and other clients nationwide. Tenets hospitals and related health care facilities are committed to providing high quality care to patients in the communities they serve. For more information, please visit www.tenethealth.com.
# # #
Media: Steven Campanini (469) 893-2640 |
Investors: Thomas Rice (469) 893-2522 |
Steven.Campanini@tenethealth.com |
Thomas.Rice@tenethealth.com |
This release contains forward-looking statements that is, statements that relate to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance and financial condition, and often contain words such as expect, anticipate, intend, plan, believe, seek, see, or will. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Particular uncertainties that could cause our actual results to be materially different than those expressed in our forward-looking statements include, but are not limited to, the factors disclosed under Forward-Looking Statements and Risk Factors in our Form 10-K for the year ended December 31, 2013, and in our quarterly reports on Form 10-Q, periodic reports on Form 8-K and other filings with the Securities and Exchange Commission. The information contained in this release is as of the date hereof. The Company assumes no obligation to update forward-looking statements contained in this release as a result of new information or future events or developments.
Tenet uses its company website to provide important information to investors about the company including the posting of important announcements regarding financial performance and corporate developments.
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