UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report: October 1, 2012
(Date of earliest event reported)
TENET HEALTHCARE CORPORATION
(Exact name of Registrant as specified in its charter)
Nevada |
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1-7293 |
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95-2557091 |
(State of Incorporation) |
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(Commission File Number) |
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(IRS Employer |
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Identification Number) |
1445 Ross Avenue, Suite 1400
Dallas, Texas 75202
(Address of principal executive offices, including zip code)
(469) 893-2200
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
As previously disclosed in its Form 10-Q for the quarterly period ended June 30, 2012 (Second Quarter Form 10-Q) the Registrant reclassified certain information from continuing operations to discontinued operations in the quarter ended June 30, 2012. Based on the Registrants divestiture of Creighton University Medical Center (Creighton) and the sale of Diagnostic Imaging Services, Inc. (DIS), U.S. generally accepted accounting principles require that the results of operations of Creighton and DIS be classified in discontinued operations on a retrospective basis. This reclassification had no impact on the Registrants total assets, liabilities, equity, net income (loss) attributable to shareholders or total cash flows provided by (used in) operating, investing or financing activities.
As previously disclosed in the Second Quarter Form 10-Q, the Registrant began reporting two separate reportable business segments in the quarter ended June 30, 2012. Historically, the Registrants business has consisted of one reportable segment. However, during the three months ended June 30, 2012, the Registrants Hospital Operations and Conifer segments entered into formal agreements, effective January 1, 2012, pursuant to which it was agreed that services provided by both parties to each other would be billed based on estimated third-party pricing terms. The factors for determining the reportable segments include the manner in which management evaluates operating performance combined with the nature of the individual business activities. Disclosures have been included for these reportable segments for all periods presented. This change had no impact on the Registrants financial condition, results of operations or cash flow.
With this Current Report on Form 8-K, the Registrant is updating the following financial information in its Annual Report on Form 10-K for the year ended December 31, 2011 (the Form 10-K) to present such information on a basis consistent with its Second Quarter Form 10-Q:
· Item 6. Selected Financial Data and Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations of Exhibit 99.1 have been revised to reflect the reclassification of Creighton and DIS into discontinued operations and to include discussion of each of the reportable segments; and
· The consolidated financial statements, including the notes thereto, for the years ended December 31, 2011, 2010 and 2009, as set forth in Item 8. Financial Statements and Supplementary Data of Exhibit 99.1, have also been revised to reflect the reclassification of Creighton and DIS into discontinued operations and to include disclosures for each of the reportable segments.
Except as described above, no part of Exhibit 99.1 has otherwise been updated to reflect events subsequent to the filing of the Form 10-K. The attached information should be read together with the Form 10-K and the Registrants other filings with the Securities and Exchange Commission subsequent to the Form 10-K, including its Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
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Description |
23.1 |
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Consent of Deloitte & Touche LLP |
99.1 |
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Reclassified Financial Information |
101 INS |
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XBRL Instance Document |
101 SCH |
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XBRL Taxonomy Extension Schema Document |
101 CAL |
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XBRL Taxonomy Extension Calculation Linkbase Document |
101 DEF |
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XBRL Taxonomy Extension Definition Linkbase Document |
101 LAB |
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XBRL Taxonomy Extension Label Linkbase Document |
101 PRE |
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XBRL Taxonomy Extension Presentation Linkbase Document |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TENET HEALTHCARE CORPORATION | |||
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Date: |
October 1, 2012 |
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By: |
/s/ DANIEL J. CANCELMI | |
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Daniel J. Cancelmi | |
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Chief Financial Officer | ||
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(Principal Financial Officer) | ||
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Date: |
October 1, 2012 |
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By: |
/s/ R. SCOTT RAMSEY | |
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R. Scott Ramsey | |
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Vice President and Controller | ||
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(Principal Accounting Officer) | ||