Tenet Announces Private Offering of Senior Secured Notes to Refinance $4.2 Billion in Outstanding Notes
August 12 2019 - 7:29AM
Business Wire
Tenet Healthcare Corporation (NYSE: THC) intends to refinance up
to $4.2 billion of its currently outstanding notes by a private
placement offering of $4.2 billion in aggregate principal amount of
newly issued senior secured first lien notes in tranches maturing
in 2026 and 2027 (the “notes”). Completion of the offering is
subject to, among other things, pricing and market conditions.
Tenet intends to use the net proceeds from the sale of the
notes, after payment of fees and expenses, together with cash on
hand and/or any borrowings under its senior secured revolving
credit facility, to fund the redemption and discharge of:
- $500 million aggregate principal amount of its outstanding
4.750% Senior Secured Notes due 2020;
- $1,800 million aggregate principal amount of its outstanding
6.000% Senior Secured Notes due 2020;
- $850 million aggregate principal amount of its outstanding
4.500% Senior Secured Notes due 2021; and
- $1,050 million outstanding aggregate principal amount of its
4.375% Senior Secured Notes due 2021.
Tenet also expects to seek an amendment to its existing senior
secured revolving credit facility following the offering, which may
include increasing borrowing capacity up to $1.5 billion (up from
$1.0 billion) and extending the maturity date, among other
changes.
The notes will be guaranteed by certain of Tenet’s subsidiaries
and secured on a first lien priority basis by a pledge of the
capital stock and other ownership interests of certain of Tenet’s
subsidiaries. The notes will be effectively senior to Tenet’s
existing and future indebtedness secured on a more junior basis, as
well as unsecured indebtedness and other liabilities, to the extent
of the value of the collateral securing such borrowings.
The notes to be offered 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 persons reasonably
believed to be “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 national diversified
healthcare services company headquartered in Dallas, with 110,000
employees. Through an expansive care network that includes United
Surgical Partners International, we operate 65 hospitals and
approximately 500 other healthcare facilities, including surgical
hospitals, ambulatory surgery centers, urgent care and imaging
centers and other outpatient facilities. We also operate Conifer
Health Solutions, which provides revenue cycle management and
value-based care services to hospitals, health systems, physician
practices, employers and other customers. At the center of
everything we do is a commitment to deliver the right care, in the
right place, at the right time, and to continually improve and
advance the healthcare delivery system in the markets we serve. For
more information, please visit www.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,” “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. 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 timing or amount of the
proposed offering, whether the offering will be completed, the
expected purposes of the offering and the factors disclosed under
“Forward-Looking Statements” and “Risk Factors” in our Form 10-K
for the year ended December 31, 2018, Form 10-Q for the quarterly
period ended June 30, 2019 and other filings with the Securities
and Exchange Commission.
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version on businesswire.com: https://www.businesswire.com/news/home/20190812005271/en/
Investor Contact: Brendan Strong 469-893-6992
investorrelations@tenethealth.com
Media Contact: Lesley Bogdanow 469-893-2640
mediarelations@tenethealth.com
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