Tenet Healthcare Files Routine 8-K on Feb 29, 2024

TL;DR

**Tenet Healthcare filed a routine 8-K on Feb 29, 2024, with no new material news.**

AI Summary

This 8-K filing by TENET HEALTHCARE CORP on February 29, 2024, is a routine filing indicating the date of the earliest event reported and confirming the company's registration details. It includes standard information such as the company's address at 14201 Dallas Parkway, Dallas, TX 75254, its Nevada incorporation, and its IRS Employer Identification Number 95-2557091. The filing does not disclose any new material events, financial changes, or significant operational updates.

Why It Matters

This filing is a standard disclosure, providing no new material information that would impact investors or the company's operations, serving primarily as a record of compliance.

Risk Assessment

Risk Level: low — The filing is purely administrative and contains no information that suggests any financial or operational risk.

Key Players & Entities

• TENET HEALTHCARE CORP (company) — registrant
• Nevada (company) — state of incorporation
• 14201 Dallas Parkway, Dallas, TX 75254 (company) — business address
• 95-2557091 (dollar_amount) — IRS Employer Identification Number
• February 29, 2024 (dollar_amount) — date of earliest event reported

FAQ

Key Financial Figures

• $0.05 — nge on which registered Common stock, $0.05 par value THC NYSE 6.875% Senior Notes
• $550 million — rations (the "Divested Facilities") for $550 million in cash (after-tax proceeds of approxim
• $337 million — ale generated revenues of approximately $337 million , pre-tax income of approximately $25 m
• $25 million — llion , pre-tax income of approximately $25 million and Adjusted EBITDA of approximately $3
• $38 million — on and Adjusted EBITDA of approximately $38 million , excluding depreciation and amortizati
• $13 million — d amortization expense of approximately $13 million. The Company estimates recording a pre-
• $275 million — ng a pre-tax book gain of approximately $275 million as a result of this anticipated transac

Filing Documents

• thc-20240229.htm (8-K) — 38KB
• thc-20240229ex991.htm (EX-99.1) — 10KB
• tenethealthrgba.jpg (GRAPHIC) — 109KB
• 0000070318-24-000020.txt ( ) — 377KB
• thc-20240229.xsd (EX-101.SCH) — 2KB
• thc-20240229_def.xml (EX-101.DEF) — 17KB
• thc-20240229_lab.xml (EX-101.LAB) — 32KB
• thc-20240229_pre.xml (EX-101.PRE) — 18KB
• thc-20240229_htm.xml (XML) — 4KB

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On February 29, 2024 , the Company issued a press release announcing the anticipated sale of two hospitals located in California ( Sierra Vista Regional Medical Center and Twin Cities Community Hospital ) and certain related operations (the "Divested Facilities") for $550 million in cash (after-tax proceeds of approximately $ 450 million) (the "Transaction"). A copy of the press release is attached to this report as Exhibit 99.1 and incorporated herein by reference. For the year ended December 31, 2023, the two hospitals and related operations included in the sale generated revenues of approximately $337 million , pre-tax income of approximately $25 million and Adjusted EBITDA of approximately $38 million , excluding depreciation and amortization expense of approximately $13 million. The Company estimates recording a pre-tax book gain of approximately $275 million as a result of this anticipated transaction. The information contained in this Item 7.01 and Exhibit 99.1 is being furnished pursuant to Item 7.01 of Form 8-K. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01

Item 8.01. Other Events. On February 29, 2024 , the Company and certain of its subsidiaries announced entering into a definitive agreement (the "Purchase Agreement") for the sale of two hospitals located in California ( Sierra Vista Regional Medical Center and Twin Cities Community Hospital ) and certain related operations to Adventist Health ("Purchaser"). Subject to the terms and conditions in the Purchase Agreement, the Company has agreed to sell these hospitals for $550 million in cash (subject to customary purchase price adjustments, including working capital and other items). The Transaction is not subject to a financing contingency. Under the Purchase Agreement, the Company's Conifer Health Solutions subsidiary will enter into a contract to provide revenue cycle services for Adventist Health. The Purchase Agreement includes customary representations, warranties, covenants and termination provisions for each of the parties, as well as certain indemnities. The completion of the Transaction is subject to closing conditions, including but not limited to certain regulatory or governmental filings and approvals having been made or obtained, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. This transaction is anticipated to close in the spring of 2024. Cautionary Statement This report contains "forward-looking statements" - that is, statements that relate to future, not past, events. In this context, forward-looking statements often address the Company's expected future business and financial performance and financial condition, and often contain words such as "expect," "anticipate," "assume," "believe," "budget," "estimate," "forecast," "intend," "plan," "predict," "project," "seek," "see," "target," or "will." Forward-looking statements by their nature address matters that are, to different degrees, uncertain, especially with regards to developments related t

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press release issued on February 29, 2024 104 The cover page from the Company's Current Report on Form 8-K, formatted in Inline XBRL SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TENET HEALTHCARE CORPORATION Date: February 29, 2024 By: /s/ THOMAS ARNST Name: Thomas Arnst Title: Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR