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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: May 7, 1998
(Date of earliest event reported)
Tenet Healthcare Corporation
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(Exact name of Registrant as specified in its charter)
Nevada I-7293 92-2557091
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(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
3820 State Street, Santa Barbara, California 93105
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(Address of principal executive offices, including zip code)
(805) 563-7000
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On May 7, 1998, Tenet Healthcare Corporation, a Nevada corporation (the
"Company"), announced the determination of the consideration to be
offered in its previously commenced offer to purchase (the "Tender Offers")
any and all of its 9 5/8% Senior Notes due 2002 (the "9 5/8% Notes) and its
10 1/8% Senior Subordinated Notes due 2005 (together with the 9 5/8% Notes,
the "Notes"). A press release announcing the pricing of the Tender Offers is
attached as an exhibit to this Current Report on Form 8-K.
On May 8, 1998, the Company announced the pricing of its offering of
$300 million of 7 5/8% Senior Notes due 2008 and $900 million dollars of 9
1/8% Senior Subordinated Notes due 2008 to qualified institutional investors
through a private placement and to overseas investors pursuant to Regulation
S. The Company intends to use the proceeds of such offering to finance the
Tender Offers for the Notes. A press release announcing the pricing of the
offering is attached as an exhibit to this Current Report on Form 8-K.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS
Exhibit Description
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99.1 Press Release, dated May 7, 1998.
99.2 Press Release, dated May 8, 1998.
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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
By: /s/ STEPHEN D. FARBER
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Stephen D. Farber
Vice President
Date: May 8, 1998
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EXHIBIT INDEX
Number Exhibit
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99.1 Press Release, dated May 7, 1998.
99.2 Press Release, dated May 8, 1998.
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[LOGO] NEWS RELEASE
TENET HEALTHCARE CORPORATION
HEADQUARTERS OFFICE
3820 STATE STREET
SANTA BARBARA, CA 93105 CONTACTS
TEL (805) 563-6855 INVESTOR RELATIONS: PAUL RUSSELL (805) 563-7188
FAX (805) 563-6821 MEDIA RELATIONS: LANCE IGNON (805) 563-6975
HTTP://WWW.TENETHEALTH.COM
TENET SETS TENDER OFFER PRICING
SANTA BARBARA, CALIF. - MAY 7, 1998 - Tenet Healthcare Corp. (NYSE: THC)
today announced that, pursuant to the terms of its previously announced
tender offers for its 9 5/8% Senior Notes due Sept. 1, 2002 and its 10 1/8%
Senior Subordinated Notes due March 1, 2005, it has determined the offer
consideration for the Notes.
The offer consideration for each $1,000 principal amount of 9 5/8% Notes
is $1,108.40. This price was determined using a yield to maturity equal to a
fixed spread of 50 basis points over the yield of the 6 1/4% U.S. Treasury
Note due Aug. 31, 2002, which was 5.660% at 2 p.m. EDT on May 7, 1998. In
addition, holders who validly tendered the securities and delivered related
consents by 5 p.m. EDT on May 7, 1998 will receive a $20.00 consent payment
per $1,000 principal amount of notes.
The offer consideration to be paid for each $1,000 principal amount of
10 1/8% Notes tendered is $1,092.91. This price was determined using a yield
to March 1, 2000, which is the earliest redemption date, equal to a fixed
spread of 50 basis points over the yield of the 5 1/2% U.S. Treasury Note due
Feb. 29, 2000, which was 5.559% at 2 p.m. EDT on May 7, 1998. In addition,
holders who validly tendered the securities and delivered related consents
by 5 p.m. EDT on May 7, 1998 will receive a $20.00 consent payment per $1,000
principal amount of notes.
Each offer consideration was calculated using an assumed payment date of
May 21, 1998.
The offers are subject to certain conditions including completion of
financing for the offers. As previously announced, the company has received
required consents to certain amendments to the indentures pursuant to which
the Notes were issued.
Based in Santa Barbara, Calif., Tenet Healthcare through its
subsidiaries owns and operates 123 acute care hospitals and numerous related
healthcare services from coast to coast. The company employs 106,000 people
serving communities in 18 states. Tenet can be found on the World Wide Web at
www.tenethealth.com.
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[LOGO] NEWS RELEASE
TENET HEALTHCARE CORPORATION
HEADQUARTERS OFFICE
3820 STATE STREET
SANTA BARBARA, CA 93105
TEL (805) 563-6855 MEDIA CONTACT: LANCE IGNON (805) 563-6975
FAX (805) 563-6821 INVESTOR CONTACT: PAUL RUSSELL (805) 563-7188
HTTP://WWW.TENETHEALTH.COM
TENET ANNOUNCES PRICING OF DEBT ISSUE
SANTA BARBARA, CALIF. - MAY 8, 1998 - Tenet Healthcare Corporation
(NYSE: THC) today announced the pricing of $350 million of its Senior Notes
due June 1, 2008 and $1 billion of its Senior Subordinated Notes due December 1,
2008. The Senior Notes were priced at 99.962 with a 7 5/8% coupon to yield
7.63% to maturity and the Senior Subordinated Notes were priced at 99.612
with an 8 1/8% coupon to yield 8.18% to maturity.
The debt issue is being offered to qualified institutional investors
through a private placement, and to overseas investors pursuant to
Regulation S. Proceeds will be used to refinance Tenet's 9 5/8% Senior Notes
due Sept. 1, 2002 and its 10 1/8% Senior Subordinated Notes due March 1,
2005. Because the Notes are being offered through a private placement, they
will not be and have not been registered under the Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.
Tenet increased the size of the offering from $1.2 billion to $1.35
billion to reflect the success of its previously announced tender offers
related to the refinancing. Approximately 99% of the $1.2 billion of notes to
be refinanced have been tendered.
Based in Santa Barbara, Calif., Tenet Healthcare through its
subsidiaries owns and operates 123 acute care hospitals and numerous related
healthcare services from coast to coast. The company employs 106,000 people
serving communities in 18 states. Tenet can be found on the World Wide Web at
www.tenethealth.com.
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