-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PT3FqvcNPLR1WK2GdCICGaPGjdAgi8aFut5WQX3vsLJSy4mxIng7dyt9bKX3VSYq 0UfCeHM9WNTvCUi3Rejkvg== 0000765880-97-000018.txt : 19970722 0000765880-97-000018.hdr.sgml : 19970722 ACCESSION NUMBER: 0000765880-97-000018 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970721 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTH CARE PROPERTY INVESTORS INC CENTRAL INDEX KEY: 0000765880 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 330091377 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08895 FILM NUMBER: 97642843 BUSINESS ADDRESS: STREET 1: 10990 WILSHIRE BLVD STE 1200 CITY: LOS ANGELES STATE: CA ZIP: 90024 BUSINESS PHONE: 3104731990 MAIL ADDRESS: STREET 1: 10990 WILSHIRE BLVD STREET 2: STE 1200 CITY: LOS ANGELES STATE: CA ZIP: 90024 10-K/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------- FORM 10-K/A (Amendment No. 1) Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1996 Commission File Number 1-8895 HEALTH CARE PROPERTY INVESTORS, INC. (Exact name of registrant as specified in its charter) Maryland 33-0091377 (State or other jurisdiction of (I.R.S. Employer incorporation of organization) Identification No.) 10990 Wilshire Boulevard, Suite 1200 Los Angeles, California 90024 (Address of principal executive offices) Registrant's telephone number: (310) 473-1990 ------------------------------ Securities registered pursuant to Section 12(b) of the Act: Name of each exchange Title of each class on which registered ------------------- ----------------------- Common Stock* New York Stock Exchange *The Common Stock has stock purchase rights attached which are registered pursuant to Section 12(b) of the Act and listed on the New York Stock Exchange. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registration was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] As of March 18, 1997 there were 28,708,284 shares of Common Stock outstanding. The aggregate market value of the shares of Common Stock held by non-affiliates of the registrant, based on the closing price of these shares on March 18, 1997 on the New York Stock Exchange, was approximately $957,000,000. Portions of the definitive Proxy Statement for the registrant's 1997 Annual Meeting of Stockholders have been incorporated by reference into Part III of this Report. PART II ITEM 6. SELECTED FINANCIAL DATA Set forth below is selected financial data with respect to the Company for the years ended December 31, 1996, 1995, 1994, 1993, and 1992.
Year Ended December 31, 1996 1995 1994 1993 1992 ------------------------------------------------- (Amounts in thousands, except per share data) Income Statement Data: Total Revenue $120,393 $105,696 $ 98,996 $ 92,549 $ 83,727 Net Income 60,641 80,266 49,977 44,087 35,715 Net Income Per Share 2.12 2.83 1.87 1.66 1.38 Balance Sheet Data: Total Assets 753,653 667,831 573,826 549,638 509,150 Debt Obligations 379,504 299,084 271,463 245,291 205,760 Stockholders' Equity 336,806 339,460 269,403 269,873 271,375 Other Data: Funds From Operations (1) 80,517 72,911 65,274 59,201 51,866 Cash Flows From Operating Activities 90,585 71,164 65,519 62,707 52,008 Cash Flows Used In Investing Activities 104,797 80,627 61,383 29,315 69,087 Cash Flows Provided By (Used In) Financing Activities 15,023 8,535 (24,418) (8,832) 16,645 Dividends Paid 65,905 60,167 52,831 49,030 44,136 Dividends Paid Per Share 2.3000 2.1400 1.9800 1.8450 1.7250
- --------------------------- (1) The Company believes that Funds From Operations ("FFO") is an important supplemental measure of operating performance. The Company adopted the new definition of FFO prescribed by the National Association of Real Estate Invest- ment Trusts (NAREIT). FFO is now defined as Net Income (computed in accordance with generally accepted accounting principles), excluding gains (or losses) from debt restructuring and sales of property, plus real estate depreciation, and after adjustments for unconsolidated partnerships and joint ventures. FFO does not, and is not intended to, represent cash generated from operating activities in accordance with generally accepted accounting principles, is not necessarily indicative of cash available to fund cash needs and should not be considered as an alternative to Net Income. FFO, as defined by the Company may not be comparable to similarly entitled items reported by other REITs that do not define it in accordance with the definition prescribed by NAREIT. FFO for the years presented has been restated for the new definition. The following table represents items and amounts being aggregated to compute FFO.
1996 1995 1994 1993 1992 ------- ------- ------- ------- ------- Net Income $60,641 $80,266 $49,977 $44,087 $35,715 Real Estate Depreciation 20,700 16,691 15,829 15,636 16,348 Partnership Adjustments (824) (496) (532) (522) (197) Gain on sale of Real Estate Properties -- (23,550) -- -- -- ------- ------- ------- ------- ------- $80,517 $72,911 $65,274 $59,201 $51,866 ======= ======= ======= ======= =======
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General The Company is in the business of acquiring health care facilities that it leases on a long-term basis to health care providers. On a more limited basis, the Company has provided mortgage financing on health care facilities. As of December 31, 1996, the Company's portfolio of properties, including equity investments, consisted of 214 facilities located in 38 states. These facilities are comprised of 135 long-term care facilities, 52 congregate care and assisted living facilities, 12 medical office buildings, six acute care hospitals, six rehabilitation facilities, two physician group practice clinics and one psychiatric care facility. The gross acquisition price of the properties, which includes partnership acquisitions, was approximately $915,260,000 at December 31, 1996. Results of Operations Year Ended December 31, 1996 Vs. Year Ended December 31, 1995 Net Income for the year ended December 31, 1996 totaled $60,641,000 or $2.12 per share on revenue of $120,393,000. This compares to Net Income of $80,266,000 or $2.83 per share on revenue of $105,696,000 for the corresponding period in 1995. Included in Net Income and Net Income Per Share for the year ended December 31, 1995 is the Gain on the Sale of Real Estate Properties of $23,550,000 or $0.83 per share. Net Income for the year ended December 31, 1996 was favorably influenced in the amount of $2,061,000, or $0.07 per share, attributable to the payoff of two mortgage loans which had been purchased at a discount by the Company in 1992. Base Rental Income for the year ended December 31, 1996 increased by $14,985,000 to $83,702,000. The majority of this increase was generated by rents on $117,000,000 of equity investments made in 1996 and a full year of rents on $98,000,000 of equity investments made in 1995. The increase in revenue was also assisted by higher Additional Rental and Interest Income from the existing portfolio for the year ended December 31, 1996 of $2,847,000 to $20,925,000. The growth in Base Rental Income and Additional Rental and Interest Income for 1996 was moderated by the sale and concurrent financing of certain real estate properties in 1995, which converted the character of the returns on those assets from rental income to interest income. The increases noted above were offset by a decrease in Interest and Other Income for the year ended December 31, 1996 of $2,394,000 to $15,766,000, due in part to the payoff of certain mortgage loans. Interest Expense for the year ended December 31, 1996 increased by $7,062,000 to $26,401,000. The increase in Interest Expense is primarily due to the Company's February 1996 issuance of $115,000,000 6.5% Senior Notes due 2006, the proceeds of which were invested in new long-term investments. The increase in Depreciation/Non Cash Charges of $3,941,000 to $23,149,000 for the year ended December 31, 1996, is related to the new investments discussed above. In 1996, the Company adopted the new definition of Funds From Operations ("FFO") prescribed by the National Association of Real Estate Investment Trusts ("NAREIT"). FFO is now defined as Net Income (computed in accordance with generally accepted accounting principles), excluding gains (or losses) from debt restructuring and sales of property, plus real estate depreciation, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO on the same basis. FFO does not represent cash generated from operating activities in accordance with generally accepted accounting principles, is not necessarily indicative of cash available to fund cash needs and should not be considered as an alternative to Net Income. FFO for the years ended December 31, 1995 and 1994 has been restated for this new definition. The Company believes that FFO is an important supplemental measure of operating performance. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen and fallen with market conditions, presentations of operating results for a real estate investment trust that use historical cost accounting for depreciation could be uninformative. The term FFO was designed by the Real Estate Investment Trust ("REIT") industry to address this problem. FFO, as defined by the Company in accordance with the NAREIT prescription may not be comparable to similarly entitled items reported by other REITs that do not define it in accordance with the NAREIT definition. Funds From Operations for the years ended December 31, 1996 and 1995 are as follows:
1996 1995 -------- -------- (Amounts in thousands) Net Income $ 60,641 $ 80,266 Real Estate Depreciation 20,700 16,691 Partnership Adjustments (824) (496) Gain on Sale of Real Estate Properties -- (23,550) -------- -------- Funds From Operations $ 80,517 $ 72,911 ======== ========
FFO for the year ended December 31, 1996, increased $7,606,000 or 10.4% from the comparable period in the prior year. The increases are attributable to increases in Base Rental Income, Additional Rental and Interest Income, as offset by increases in Interest Expense and Other Expenses and decreases in Interest and Other Income all of which are discussed in more detail above. Year Ended December 31, 1995 Vs. Year Ended December 31, 1994 Net Income for the year ended December 31, 1995 was $80,266,000, or $2.83 per share, on revenue of $105,696,000. This is compared to Net Income for the prior year of $49,977,000, or $1.87 per share, on revenue of $98,996,000. Net Income and Net Income Per Share for the year ended December 31, 1995 included a $23,550,000, or $0.83 per share, Gain on the Sale of 10 leased real estate properties. Under the terms of the sale, the Company received net cash proceeds of $8,387,000 and is providing a 15 year mortgage in the initial amount of $34,760,000. Additionally, Net Income for the year ended December 31, 1994 was favorably influenced by a $1,000,000 final settlement related to a partnership investment. The increase in total revenue of $6,700,000, or 6.8%, is due primarily to increased Base Rental Income from facilities acquired in 1995 and a full year's rents on the 1994 acquisitions. In addition, the increases in Additional Rental and Interest Income of $1,371,000 were the result of increases at most of the facilities that are eligible to pay such rents. The growth in Additional Rental and Interest Income was slowed somewhat by the sale and concurrent financing of certain real estate properties. Those sales converted the character of the returns on the assets from Base and Additional Rental Income to Interest Income. Interest and Other Income increased $3,118,000 primarily as a result of the addition of approximately $42,954,000 in loans receivable during 1995. Interest Expense decreased $794,000, or 3.9%, to $19,339,000 for the year ended December 31, 1995 as compared to $20,133,000 for the prior year. The decrease is primarily due to lower interest rates and lower average borrowings from the Company redeeming in March 1995, without penalty, $75,000,000 of 9-7/8% Senior Notes that were due in 1998. This was offset by the Company issuing approximately $78,000,000 in Senior Notes during 1995 with interest rates averaging 7.8%. Funds From Operations for the years ended December 31, 1995 and 1994 are as follows:
1995 1994 --------- --------- (Amounts in thousands) Net Income $ 80,266 $ 49,977 Real Estate Depreciation 16,691 15,829 Partnership Adjustments (496) (532) Gain on Sale of Real Estate Properties (23,550) -- -------- -------- Funds From Operations $ 72,911 $ 65,274 ======== ========
FFO for the year ended December 31, 1995, increased $7,637,000 or 11.7% from the comparable period in the prior year. The increases are attributable to increases in Base Rental Income, Additional Rental and Interest Income, and Interest and Other Income, as off-set by increases in Other Expenses all of which are discussed in more detail above. Liquidity and Capital Resources The Company has financed acquisitions through the sale of common stock, the issuance of long-term debt, the assumption of mortgage debt, the use of short- term bank lines and internally generated cash flow. Facilities under construction are generally financed by means of cash on hand or short-term borrowings under the Company's existing bank lines. In the future, the Company may use its Medium-Term Note ("MTN") program to finance a portion of the costs of construction. At the completion of construction and commencement of the lease, short-term borrowings used in the construction phase are generally refinanced with new long-term debt or equity offerings. On February 15, 1996, the Company issued $115,000,000 in Unsecured Senior Notes due 2006 bearing a coupon of 6.5%. The majority of the proceeds from this debt issuance was used to retire short-term bank debt and to fund acquisitions made during 1996. At December 31, 1996, Stockholders' Equity in the Company totaled $336,806,000 and the debt to equity ratio was 1.13 to 1. For the year ended December 31, 1996, Funds From Operations covered Interest Expense 4.1 to 1. At December 31, 1996, the Company had approximately $50,975,000 available under its MTN program, registered pursuant to a shelf registration statement, for future issuance of MTNs based on Company needs and then existing market conditions. In September 1995, the Company registered $200,000,000 of debt and equity securities under a shelf registration statement filed with the Securities and Exchange Commission of which $85,000,000 in debt or equity securities remains available to be offered by the Company. As of December 31, 1996, the Company had $100,000,000 available on its revolving line of credit. This line of credit with a group of six domestic and international banks expires on March 31, 2000. The Company's debt securities have been rated investment grade by debt rating agencies since 1986. Current ratings of the Company's Senior and Convertible Subordinated Notes are as follows:
Moody's Standard & Poor's Duff & Phelps -------- ----------------- -------------- Senior Notes Baa1 BBB+ A- Convertible Subordinated Notes Baa2 BBB BBB+
Since inception in May 1985, the Company has recorded approximately $510,771,000 in cumulative Funds From Operations. Of this amount, through December 31, 1996, a total of $427,514,000 has been distributed to stockholders as dividends. The balance of $83,257,000 has been retained, and has been an additional source of capital for the Company. Dividends paid or payable as a percentage of Funds From Operations were 82%, 83% and 81% for the years ended December 31, 1996, 1995 and 1994. Since commencing business in 1985, the Company has paid dividends equal to approximately 84% of Funds From Operations. The Company has outstanding commitments on closed and to-be-closed development transactions of approximately $39 million and $63 million, respectively. The Company is also committed to acquire approximately $122 million of existing health care facilities. The Company expects that a significant portion of these commitments will be funded; however, experience suggests that some committed transactions will not close. Transactions do not close for various reasons including unsatisfied pre-closing conditions, competitive financing sources, final negotiation differences and the operator's inability to obtain required internal or governmental approvals. At December 31, 1996, the Company had approximately $32,800,000 in irrevocable letters of credit from commercial banks to secure the obligations of many lessees' lease and borrowers' loan obligations. The Company may draw upon the letters of credit if there are any defaults under the leases and/or loans. Amounts available under letters of credit change from time to time and such changes may be material. The Company and an affiliate of HealthSouth Corporation have exchanged the Company's closed Dallas Rehabilitation Institute for the HealthSouth Sunrise Rehabilitation Hospital in Fort Lauderdale, Florida. The Sunrise Rehabilitation Hospital, which is licensed as a 108 bed acute rehabilitation hospital, specializes in programs for burn patients, spinal and hand rehabilitation, and pediatric trauma treatment and functions at a very high percentage of occupancy. The Dallas facility lease was scheduled to expire in June 1999 with annual rent aggregating approximately $3,100,000. Annual rent on the Florida property will aggregate $2,250,000 with a fifteen year primary term. The Company began recording the rent reduction in the second quarter of 1996. The lease obligations are guaranteed by HealthSouth Corporation. The property exchange was finalized during March 1997. The Company invested approximately $18,000,000 in the Dallas facility when it was purchased in 1985. The Company has concluded a significant number of "facility rollover" transactions in 1995 and 1996 on properties that have been under long-term leases and mortgages. "Facility rollover" transactions principally include lease renewals and renegotiations, exchanges, sales of properties, and to a lesser extent, payoffs on mortgage receivables. In 1995, the Company completed 20 facility rollovers including the sale of ten facilities with concurrent "seller financing" for a gain of $23,550,000. The 1995 facility rollovers generated an increase of $900,000 in Funds From Operations on an annualized basis. During the year ended December 31, 1996, the Company completed or agreed in principle to complete 20 facility rollovers including the sale of nine facilities in Missouri and the exchange of the Dallas Rehabilitation Institute. The 1996 facility rollovers through December 31, 1996, resulted in a decrease of $1,200,000 in Funds From Operations on an annualized basis. Through December 31, 1999, the Company has 68 more facilities which are subject to lease expiration, mortgage maturities and purchase options. The 1998 group includes 14, 10, and five long-term care facilities leased to Vencor, Beverly and Horizon, respectively. The Company has completed certain facility rollovers earlier than the scheduled lease expirations or mortgage maturities and will continue to pursue such opportunities where it is advantageous to do so. Management believes that the Company's liquidity and sources of capital are adequate to finance its operations as well as its future investments in additional facilities. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: July 17, 1997 HEALTH CARE PROPERTY INVESTORS, INC. (Registrant) /s/ Kenneth B. Roath ---------------------------------------------- Kenneth B. Roath, Chairman of the Board of Directors, President and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Date Signature and Title - ------ ------------------------ /s/ Kenneth B. Roath July 17, 1997 ------------------------------------------------ Kenneth B. Roath, Chairman of the Board of Directors, President and Chief Executive Officer (Principal Executive Officer) /s/ James G. Reynolds July 17, 1997 ------------------------------------------------ James G. Reynolds, Executive Vice President and Chief Financial Officer (Principal Financial Officer) /s/ Devasis Ghose July 17, 1997 ------------------------------------------------ Devasis Ghose, Senior Vice President- Finance and Treasurer (Principal Accounting Officer) /s/ Paul V. Colony July 17, 1997 ------------------------------------------------ Paul V. Colony, Director /s/ Robert R. Fanning July 17, 1997 ------------------------------------------------ Robert R. Fanning, Jr., Director /s/ Michael D. McKee July 17, 1997 ------------------------------------------------ Michael D. McKee, Director /s/ Orville E. Melby July 17, 1997 ------------------------------------------------ Orville E. Melby, Director /s/ Harold M. Messmer July 17, 1997 ------------------------------------------------ Harold M. Messmer, Jr., Director /s/ Peter L. Rhein July 17, 1997 ------------------------------------------------ Peter L. Rhein, Director APPENDIX I TENET HEALTHCARE CORPORATION SET FORTH BELOW IS CERTAIN CONDENSED FINANCIAL DATA OF TENET HEALTHCARE CORPORATION ("TENET") WHICH IS TAKEN FROM TENET'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED MAY 31, 1996 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION") UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "EXCHANGE ACT"), AND THE TENET QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED NOVEMBER 30, 1996 AS FILED WITH THE COMMISSION. The information and financial data contained herein concerning Tenet was obtained and has been condensed from Tenet's public filings under the Exchange Act. The Tenet financial data presented includes only the most recent interim and fiscal year end reporting periods. The Company can make no representation as to the accuracy and completeness of Tenet's public filings but has no reason not to believe the accuracy and completeness of such filings. It should be noted that Tenet has no duty, contractual or otherwise, to advise the Company of any events which might have occurred subsequent to the date of such publicly available information which could affect the significance or accuracy of such information. Tenet is subject to the information filing requirements of the Exchange Act, and, in accordance therewith, is obligated to file periodic reports, proxy statements and other information with the Commission relating to its business, financial condition and other matters. Such reports, proxy statements and other information may be inspected at the offices of the Commission at 450 Fifth Street, N.W. Washington D.C., and should also be available at the following Regional Offices of the Commission: Room 1400, 75 Park Place, New York, New York 10007 and Suite 1400, Northwestern Atrium Center, 500 West Madison Street, Chicago, Illinois 60661. Such reports and other information concerning Tenet can also be inspected at the offices of the New York Stock Exchange, Inc., 20 Broad Street, Room 1102, New York, New York 10005. i TENET HEALTHCARE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (Dollar amounts in millions, except par values)
November 30, May 31, 1996 1996 ------------- -------- ASSETS Cash and cash equivalents $ 57 $ 89 Short-term investments in debt securities 103 112 Accounts and notes receivable, less allowance for doubtful accounts ($182 at November 30 and $156 at May 31) 1,006 838 Inventories of supplies, at cost 135 128 Deferred income taxes 254 279 Assets held for sale --- 39 Prepaid expenses and other assets 81 60 ------- ------- Total current assets $ 1,636 $ 1,545 ------- ------- Investments and other assets 506 518 Property, plant and equipment net 3,738 3,648 Intangible assets, at cost Less accumulated amortization ($161 at November 30 and $123 at May 31) 2,693 2,621 ------- ------- $ 8,573 $ 8,332 ======= =======
ii TENET HEALTHCARE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (Dollar amounts in millions, except par values and share amounts)
November 30, May 31, 1996 1996 ------------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current portion of long-term debt $ 42 $ 60 Accounts payable 267 380 Employee compensation and benefits 136 120 Other current liabilities 500 574 ------- ------- Total current liabilities 945 1,134 ------- ------- Long-Term debt, net of current portion 3,333 3,191 Other long-term liabilities and minority interests 1,024 977 Deferred income taxes 425 394 Common stock, $.075 par value; authorized 450,000,000 shares; 218,713,406 shares issued at November 30, 1996 and at May 31,1996 16 16 Other shareholders' equity 2,869 2,660 Treasury stock, at cost, 15,159,055 shares at November 30, 1995 and 18,755,274 at May 31, 1995 (39) (40) ------- ------- Total stockholders' equity 2,846 2,636 ------- ------- $ 8,573 $ 8,332 ======= =======
iii TENET HEALTHCARE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Dollar amounts in millions)
Six Months Ended Year Ended, November 30, 1996 May 31, 1996 ------------------ ------------ Net operating revenues $ 2,915 $ 5,559 -------- -------- Operating and amortization (2,340) (4,460) Depreciation and amortization (170) (407) Interest expense, net of capitalized portion (141) (312) -------- -------- Total costs and expenses (2,651) (5,179) -------- -------- Investment earnings 10 22 Equity in earnings of unconsolidated affiliates 1 20 Minority interests in income of consolidated subsidiaries (10) (22) Net gain on disposals of facilities and long-term investments --- 329 Gain on sale of subsidiary's common stock --- 17 -------- -------- Income from continuing operations before income taxes 265 746 Taxes on income (116) (348) -------- -------- Income from continuing operations 149 398 -------- -------- Discontinued operations --- (25) Extraordinary charge from early extinguishment of debt --- (23) -------- -------- Net income $ 149 $ 350 ======== ========
iv TENET HEALTHCARE CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollar amounts in millions)
Six Months Ended Year Ended, November 30, 1996 May 31, 1996 ------------------ ------------ NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ (14) $ 195 (Includes changes in all operating assets and liabilities): -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of property, plant and equipment (95) (370) Purchase of new businesses, net of cash acquired (160) (410) Proceeds from sales of facilities, investments and other assets 40 548 Other items 67 (36) -------- -------- Net cash provided by (used in) investing activities (148) (268) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Payments of other borrowings (636) (3,187) Proceeds from other borrowings 751 2,961 Proceeds from exercises of performance options --- 203 Proceeds from stock options exercised 15 30 -------- -------- Net cash used in financing activities 130 7 -------- -------- Net decrease in cash and cash equivalents (32) (66) Cash and cash equivalents at beginning of year 89 155 -------- -------- Cash and cash equivalents at end of year $ 57 $ 89 ======== ========
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