Tenet Healthcare Corporation filed a current report on September 22, 2026, disclosing the issuance of $2,000,000,000 in aggregate principal amount of 6.250% senior notes due 2034 and its plans to use the proceeds to redeem existing senior notes.

Key Highlights

  • New notes issued: $2,000,000,000 aggregate principal amount of 6.250% senior notes due 2034, issued September 22, 2026.
  • Redemption of 2027 Notes: Net proceeds, together with cash on hand, are intended to finance the redemption of all $1.5 billion outstanding of 5.125% senior secured first lien notes due November 2027.
  • Partial redemption of 2028 Notes: Proceeds also intended to fund a partial redemption of $0.5 billion outstanding of 6.125% senior notes due October 2028.
  • Optional redemption before September 15, 2029: The company may redeem the notes in whole or in part at 100% of principal plus a make-whole premium, together with accrued and unpaid interest.
  • Indenture trustee: The Bank of New York Mellon Trust Company, N.A. serves as successor trustee under the base indenture dated November 6, 2001, as supplemented by the Forty-Third Supplemental Indenture dated September 22, 2026.
  • Covenant structure: The indenture restricts the company and its subsidiaries from incurring liens, entering into sale and lease-back transactions, and consolidating or merging, subject to exceptions, but places no restrictions on incurring additional indebtedness or paying dividends.

Tenet Healthcare's $2 Billion Debt Issuance and Planned Refinancing

According to the filing, Tenet Healthcare Corporation (NYSE:THC) issued $2,000,000,000 in aggregate principal amount of 6.250% senior notes due 2034 on September 22, 2026. The notes were issued under a base indenture originally dated November 6, 2001, as supplemented by the Forty-Third Supplemental Indenture, also dated September 22, 2026, between the company and The Bank of New York Mellon Trust Company, N.A. as successor trustee.

The company disclosed that it intends to use the net proceeds from the sale of the notes, after payment of fees and expenses, together with cash on hand, to finance the redemption of all $1.5 billion outstanding of its 5.125% senior secured first lien notes due November 2027 and the partial redemption of $0.5 billion outstanding of its 6.125% senior notes due October 2028. The filing reports these two Items under Entry into a Material Definitive Agreement (Item 1.01) and Creation of a Direct Financial Obligation (Item 2.03).

The indenture governing the new notes contains covenants that, according to the filing, restrict the company and its subsidiaries from incurring liens, entering into sale and lease-back transactions, or consolidating, merging, or selling all or substantially all of their assets, other than in certain transactions between wholly owned subsidiaries and the company. The filing notes that these restrictions are "subject to a number of important exceptions and qualifications," and specifically states there are no restrictions on the company's ability to incur additional indebtedness, make restricted payments, pay dividends, or enter into transactions with affiliates. Regarding redemption, prior to September 15, 2029, the company may redeem the notes at 100% of principal plus the applicable make-whole premium and accrued and unpaid interest; on and after September 15, 2029, redemption may occur at prices set forth in the indenture.

What Was Disclosed

Tenet Healthcare disclosed the issuance of $2 billion of 6.250% senior notes due 2034 on September 22, 2026, the governing indenture terms, key covenants and their exceptions, optional redemption provisions, and the company's stated intent to use proceeds to retire two existing note obligations.