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| [January 22, 2013] |
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Tenet Announces Pricing of Its Private Offering of Senior Secured Notes
DALLAS --(Business Wire)--
Tenet Healthcare Corporation (NYSE: THC) announced today the pricing of
its previously announced private offering of senior secured notes
maturing in 2021. A total of $850 million aggregate principal amount of
senior secured notes, which will bear interest at a rate of 4.5% per
annum, will be issued. The senior secured notes will rank senior to
Tenet's existing and future subordinated indebtedness, be effectively
senior to Tenet's existing and future unsecured indebtedness and other
liabilities to the extent of the value of the collateral securing the
senior secured notes or guarantees thereon, and will rank pari passu
with Tenet's 6.25% senior secured notes due 2018, which were issued in
November 2011 and April 2012, any 10% senior secured notes due 2018 that
are not tendered in the tender offered mentioned below, which were
issued in March 2009, its 8.875% senior secured notes due 2019, which
were issued in June 2009 and its 4.750% senior secured notes due 2020,
which were issued in October 2012, and similarly will be guaranteed by
and secured by a pledge of the capital stock and other ownership
interests of certain of Tenet's subsidiaries, and will be subordinated
to Tenet's obligations under its senior secured revolving credit
facility, and any of its subsidiaries' secured guarantees thereof, to
the extent of the value of the collateral securing borrowings under such
facility. The proceeds from the offering will be used to purchase
Tenet's 10% seniorsecured notes due 2018 in a tender offer. Tenet will
use any remaining net proceeds for purchases of its outstanding senior
secured notes through public or privately negotiated transactions, and
for general corporate purposes, including the repayment of indebtedness
and drawings under its senior secured revolving credit facility and
strategic acquisitions. The offering of the senior secured notes is
expected to close on February 5, 2013, subject to customary closing
conditions.
The notes being offered have not been registered under the Securities
Act of 1933, as amended (the "Securities Act"), or any 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 are being 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 senior secured notes, dated today, has been
made available to such eligible persons. The offering is being conducted
in accordance with the terms and subject to the conditions set forth in
the 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.
Tenet Healthcare Corporation, a leading health care services company,
through its subsidiaries operates 49 hospitals, over 100 free-standing
outpatient centers and Conifer Health Solutions, a leader in business
process solutions for health care providers serving more than 500
hospital and health care entities nationwide. Tenet's hospitals and
related health care facilities are committed to providing high quality
care to patients in the communities they serve.
Some of the statements in this release may constitute forward-looking
statements. Such statements are based on our current expectations and
could be affected by numerous factors and are subject to various risks
and uncertainties discussed in our filings with the Securities and
Exchange Commission, including our annual report on Form 10-K for the
year ended Dec. 31, 2011, our quarterly reports on Form 10-Q and
periodic reports on Form 8-K. Do not rely on any forward-looking
statement, as we cannot predict or control many of the factors that
ultimately may affect our ability to achieve the results estimated. We
make no promise to update any forward-looking statement, whether as a
result of changes in underlying factors, new information, future events
or otherwise.

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