On September 22, 2026, Tenet Healthcare Corporation filed a Form 8-K announcing the execution of a material definitive agreement. The company issued $2,000,000,000 in aggregate principal amount of 6.250% senior notes due 2034. These notes were issued pursuant to an indenture originally dated November 6, 2001, between Tenet and The Bank of New York Mellon Trust Company, N.A., as trustee. The current issuance is governed by a forty-third supplemental indenture dated the same day, September 22, 2026.
The company stated its intention to use the net proceeds from the sale of these notes, after deducting fees and expenses, to finance the redemption of its existing debt. Specifically, the funds will be used to redeem all $1.5 billion outstanding of its 5.125% senior secured first lien notes due November 2027. Additionally, the company plans to use the proceeds to partially redeem $0.5 billion outstanding of its 6.125% senior notes due October 2028.
The indenture governing the new notes includes covenants that restrict the company and its subsidiaries from incurring liens, entering into sale and lease-back transactions, or consolidating, merging, or selling substantially all assets. However, the indenture provides exceptions that allow the company to incur additional indebtedness, make restricted payments, pay dividends, purchase or redeem capital stock, and enter into transactions with affiliates without restriction.
The notes are redeemable at the company's option prior to September 15, 2029, at a price equal to 100% of the principal amount plus a make-whole premium. On and after September 15, 2029, the notes become redeemable at prices expressed as percentages of the principal amount, as set forth in the indenture.
