TENET HEALTHCARE CORPORATION (NYSE:THC) Files An 8-K Completion of Acquisition or Disposition of AssetsItem 2.01.
Completion of Acquisition or Disposition of Assets.
On August 17, 2018, Tenet Healthcare Corporation (the “Company”) completed the sale of all of the outstanding equity interests of its wholly owned subsidiary HCN European Surgery Center Holdings Limited (“Aspen”) to NMC Healthcare UK Limited for total consideration of approximately £252million (approximately $332million using an exchange rate of £1.0 = $1.3197 at June30,2018), comprised of an initial base cash purchase price of approximately $12million and the buyer's assumption of approximately $320million of liabilities, which were recorded as liabilities held for sale as of June30,2018 (the “Transaction”). The Transaction is subject to customary purchase price adjustments. Aspen owned and operated all of the Company’s assets in the United Kingdom, including four acute care hospitals, one cancer center and four outpatient facilities. The Company classified Aspen as Held for Sale in September 2017 and suspended depreciation at that time.
In connection with the Transaction, the Company expects to record an estimated noncash impairment charge of approximately $4 million after-tax within continuing operations in the quarter ending September30,2018.
Unaudited pro forma financial information relating to the Transaction is furnished in Item 2.01 of this Current Report on Form 8-K.
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Item 2.01. |
Regulation FD Disclosure. |
On August 20,2018, the Company issued a press release announcing the completion of the Transaction.The press release is furnished as Exhibit 99.2 hereto.
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Item 2.01. |
Financial Statements and Exhibits. |
(b)Pro Forma Financial Information
The Company’s Unaudited Pro Forma Condensed Balance Sheet as of June 30, 2018 and Unaudited Pro Forma Condensed Statement of Operations for the year ended December 31, 2017 and the six months ended June30,2018 (collectively, the “Unaudited Pro Forma Financial Statements”) are furnished as Exhibit 99.1 hereto and are based on the Company’s historical consolidated results of operations and financial position, adjusted to give effect to the Transaction. The Unaudited Pro Forma Condensed Balance Sheet as of June30,2018 has been prepared to present the Company’s financial condition as if the Transaction had occurred on June 30,2018. The Unaudited Pro Forma Condensed Statements of Operations for the year ended December 31, 2017 and the six months ended June30,2018 have been prepared to present the Company’s results of operations as if the Transaction had occurred on January1,2017.
The Unaudited Pro Forma Financial Statements and the accompanying notes should be read together with the Company’s audited consolidated financial statements and accompanying notes as of and for the year ended December 31, 2017, and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 and Quarterly Report on Form 10-Q for the six months ended June30,2018.
(d)Exhibits
TENET HEALTHCARE CORP ExhibitEX-99.1 2 exhibit991esp.htm EXHIBIT 99.1 Exhibit Exhibit 99.1Unaudited Pro Forma Financial StatementsThe following Unaudited Pro Forma Financial Statements are based on the Company’s historical consolidated results of operations and financial position,…To view the full exhibit click here
About TENET HEALTHCARE CORPORATION (NYSE:THC)
Tenet Healthcare Corporation (Tenet) is a healthcare services company. The Company operates regionally focused, integrated healthcare delivery networks in large urban and suburban markets in the United States. The Company operates through three segments: Hospital Operations and other, Ambulatory Care and Conifer. With its networks, including acute care and specialty hospitals, which are engaged in providing outpatient facilities and related businesses, the Company provides a range of healthcare services in the communities it serve. It operates approximately 90 hospitals, 20 short-stay surgical hospitals, 475 outpatient centers, nine facilities in the United Kingdom and six health plans through its subsidiaries, partnerships and joint ventures. In addition, its Conifer Holdings, Inc. (Conifer) subsidiary provide healthcare business process services in the areas of revenue cycle management and technology-enabled performance improvement and health management solutions to health systems.
