Tenet Announces Pricing of its Private Offering of Senior Secured and Unsecured Notes to Refinance $3.541 Billion in Outstanding Notes

Monday, June 5, 2017 5:40 pm CDT

Dateline:

DALLAS

Public Company Information:

NYSE:
THC

DALLAS--(BUSINESS WIRE)--Tenet Healthcare Corporation (NYSE: THC) established today the pricing of the previously announced private offering of newly issued notes to refinance $3.541 billion of its currently outstanding notes. The offering includes:

  • $830 million aggregate principal amount of senior secured first lien notes due 2024, which will bear interest at a rate of 4.625% per annum, to be issued by Tenet;
  • $1.040 billion aggregate principal amount of senior secured first lien notes due 2024, which will bear interest at a rate of 4.625% per annum, to be issued by THC Escrow Corporation III (“THC Escrow Corp.”);
  • $1.410 billion aggregate principal amount of senior secured second lien notes due 2025, which will bear interest at a rate of 5.125% per annum, to be issued by THC Escrow Corp; and
  • $500 million aggregate principal amount of senior unsecured notes due 2025, which will bear interest at a rate of 7.00% per annum, to be issued by THC Escrow Corp. (collectively, the “notes”).

Tenet intends to use the net proceeds from the sale of the notes, after payment of fees and expenses, to fund the redemption and discharge of:

  • $900 million aggregate principal amount of its outstanding Floating Rate Senior Secured Notes due 2020;
  • $500 million aggregate principal amount of its outstanding 8% Senior Notes due 2020;
  • $1.100 billion aggregate principal amount of its outstanding 5% Senior Notes due 2019; and
  • $1.041 billion aggregate principal amount of its outstanding 6.25% Senior Secured Notes due 2018 (collectively, the “redemptions”).

Upon the completion of the redemptions, the notes issued by THC Escrow Corp. will become the obligations of Tenet.

The notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any other 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 will be 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. A confidential offering memorandum for the notes will be made available to such eligible persons. The offering will be conducted in accordance with the terms and subject to the conditions set forth in such offering memorandum.

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 Healthcare

Tenet Healthcare Corporation is a diversified healthcare services company with 130,000 employees united around a common mission: to help people live happier, healthier lives. Through its subsidiaries, partnerships and joint ventures, including United Surgical Partners International, the company operates 80 general acute care hospitals, 20 short-stay surgical hospitals and approximately 470 outpatient centers in the United States, as well as nine facilities in the United Kingdom. Tenet’s Conifer Health Solutions subsidiary provides technology-enabled performance improvement and health management solutions to hospitals, health systems, integrated delivery networks, physician groups, self-insured organizations and health plans. For more information, please visit www.tenethealth.com.

The terms “THC”, “Tenet Healthcare Corporation”, “the company”, “we”, “us” or “our” refer to Tenet Healthcare Corporation or one or more of its subsidiaries or affiliates as applicable.

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,” “assume,” “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, uncertainties about the closing of the offering, the expected use of proceeds and the factors disclosed under “Forward-Looking Statements” and “Risk Factors” in our Form 10-K for the year ended December 31, 2016, Form 10-Q for the quarterly period ended March 31, 2017 and other filings with the Securities and Exchange Commission.

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.

Contact:

Tenet Healthcare Corporation
Corporate Communications:
Lesley Bogdanow, 469-893-2640
mediarelations@tenethealth.com
or
Investor Relations:
Brendan Strong, 469-893-6992
investorrelations@tenethealth.com