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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO
SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934
TENET HEALTHCARE COPORATION
(Exact Name of Registrant as Specified in Its Charter)
NEVADA
(State of Incorporation or Organization)
95-2557091
(I.R.S. Employer Identification no.)
3820 STATE STREET
SANTA BARBARA, CA 93105
(805) 563-7000
(Address, including zip code, and telephone number, including area code of
Registrant's principal executive offices)
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If this form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A(c)(1) please check the
following box. / /
If this form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box. /X/
Securities to be registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on Which
Title of Each Class to be so Registered Each Class is to be Registered
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____ % Senior Notes due 2003 New York Stock Exchange
____ % Senior Notes due 2005 New York Stock Exchange
____ % Senior Subordinated Notes due 2007 New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act: None
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TENET HEALTHCARE CORPORATION
REGISTRATION STATEMENT ON FORM 8-A
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
This Registration Statement relates to the registration with the
Securities and Exchange Commission (the "Commission") of $200,000,000
aggregate principal amount of ___% Senior Notes due 2003 (the "Senior Notes
due 2003"), $600,000,000 aggregate principal amount of ___% Senior Notes due
2005 (the "Senior Notes due 2005") and $500,000,000 aggregate principal
amount of ___% Senior Subordinated Notes due 2007 (the "Senior Subordinated
Notes" and, together with the Senior Notes due 2003 and the Senior Notes due
2005, the "Notes") of Tenet Healthcare Corporation (formerly known as
National Medical Enterprises, Inc.), a Nevada corporation ("Tenet", the
"Company" or the "Registrant"), which Notes are being issued by Tenet in
connection with an underwritten offering. The description of the Notes to be
registered hereunder is set forth under the caption "DESCRIPTION OF NOTES"
included in the Registrant's Registration Statement on Form S-3 (No.
333-17907) filed with the Commission on December 13, 1996, as amended (the
"Registration Statement"), and is hereby incorporated herein by reference.
The form of prospectus subsequently to be filed by the Registrant pursuant
to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to
be incorporated by reference into this Registration Statement.
Said description of the Registrant's securities has not previously been
filed with the New York Stock Exchange, the exchange on which the Notes are
to be listed, and, therefore, shall be filed with copies of the application
filed with such exchange, in accordance with the instructions in Item 1 of
Form 8-A.
Item 2. EXHIBITS
The securities described are to be registered on the New York Stock
Exchange, the exchange on which other securities of the Registrant are
currently registered. Accordingly, the following copies of all constituent
instruments defining the rights of the holder of each class of such
securities, including any contracts or other documents which limit or qualify
the rights of such holders, will be filed as exhibits with each copy of the
registration statement filed with the Commission or with an exchange, subject
to Rule 12b-32 regarding incorporation of exhibits by reference.
4.1 Form of Indenture between the Company and The Bank of New York, as Trustee,
relating to the Senior Notes due 2003, including the form of certificate
representing the Senior Notes due 2003 (Incorporated by reference to
Exhibit 4.3 to Registrant's Registration Statement on Form S-3,
No. 333-17907)
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4.2 Form of Indenture between the Company and The Bank of New York, as Trustee,
relating to the Senior Notes due 2005, including the form of certificate
representing the Senior Notes due 2005 (Incorporated by reference to
Exhibit 4.1 to Registrant's Registration Statement on Form S-3,
No. 333-17907)
4.3 Form of Indenture between the Company and The Bank of New York, as Trustee,
relating to the Senior Subordinated Notes, including the form of
certificate representing the Senior Subordinated Notes (Incorporated by
reference to Exhibit 4.2 to Registrant's Registration Statement on
Form S-3, No. 333-17907)
4.4 Indenture, dated as of March 1, 1991, between the Company and The Bank of
New York, as Trustee, relating to Tenet's Medium Term Notes (Incorporated
by reference to Exhibit 4(a) to the Company's Annual Report on Form 10-K
dated August 26, 1996 for the fiscal year ended May 31, 1996)
4.5 Indenture, dated as of March 1, 1995, between the Company and The Bank of
New York, as Trustee, relating to 9 5/8% Senior Notes due 2002
(Incorporated by reference to Exhibit 4(a) to the Company's Quarterly
Report on Form 10-Q dated April 14, 1995, for the fiscal quarter ended
February 28, 1995)
4.6 Indenture, dated as of March 1, 1995, between the Company and The Bank of
New York, as Trustee, relating to 10 1/8% Senior Subordinated Notes due
2005 (Incorporated by reference to Exhibit 4(b) to the Company's Quarterly
Report on Form 10-Q dated April 14, 1995, for the fiscal quarter ended
February 28, 1995)
4.7 Indenture, dated as of October 16, 1995, between the Company and the Bank
of New York, as Trustee, relating to 8 5/8% Senior Notes due 2003
(Incorporated by reference to Exhibit 4(d) to the Company's Annual Report
on Form 10-K dated August 26, 1996, for the fiscal year ended May 31, 1996)
4.8 Indenture, dated as of January 10, 1996, between the Company and The Bank
of New York, as Trustee, relating to 6% Exchangeable Subordinated Notes due
2005 (Incorporated by reference to Exhibit 4(a) to the Company's Quarterly
Report on Form 10-Q dated January 15, 1996, for the fiscal quarter ended
November 30, 1995)
4.9 Escrow Agreement, dated as of January 10, 1996, among the Company, NME
Properties, Inc., NME Property Holding Co., Inc. and The Bank of New York,
as Escrow Agent (Incorporated by reference to Exhibit 4(b) to the Company's
Quarterly Report on Form 10-Q, dated as of January 15, 1996, for the fiscal
quarter ended November 30, 1995)
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
TENET HEALTHCARE CORPORATION
Date: January 16, 1997 By: /s/ Terence P. McMullen
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Name: Terence P. McMullen
Title: Vice President
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