• Net income from continuing operations available to common shareholders in third quarter 2022 was $131 million, or $1.16 per diluted share

• Adjusted diluted earnings per share from continuing operations¹ of $1.44 in third quarter 2022

• Consolidated Adjusted EBITDA¹ in third quarter 2022 of $841 million

• Third Quarter 2022 USPI Adjusted EBITDA grew 16.4% over third quarter 2021

• Same-facility system-wide ambulatory surgical cases were flat compared to third quarter 2021; Same-hospital adjusted admissions decreased 0.7% versus third quarter 2021

• Board of Directors has authorized a $1 billion share repurchase program

• FY 2022 Adjusted EBITDA Outlook range revised to $3.375 billion to $3.475 billion, a ~1% change to the mid-point of the previous Outlook range

Tenet Healthcare Corporation (Tenet) (NYSE: THC) today announced its results for the quarter ended September 30, 2022.

“During the third quarter, we worked to continue to recover from our cyber attack and dealt with a very active COVID spike among our employees, but the operating discipline across our business units allowed us to adapt to the environment and drive strong results,” said Saum Sutaria, M.D., Chief Executive Officer of Tenet. “Our business continues to generate strong free cash flow, enabling us to authorize a share repurchase program that balances our uses of capital with investments to grow the business and debt retirement.”

Tenet’s results for third quarter 2022 versus third quarter 2021 are as follows:

• Net income from continuing operations available to the Company’s common shareholders in third quarter 2022 was $131 million, or $1.16 per diluted share, versus $448 million, or $4.12 per diluted share, in third quarter 2021.

• Third quarter 2021 included a pre-tax gain of $409 million ($279 million after-tax, or $2.57 per diluted share) associated with the divestiture of the Company's Miami-area hospitals.

• The Company recognized additional income tax expense in three and nine months ended September 30, 2022 of approximately $40 million, or $0.36 per diluted share, and $116 million, or $1.03 per diluted share, respectively, as a result of the interest expense limitation regulations. The Company did not have any interest expense limited during 2021.

• Adjusted EBITDA in third quarter 2022 was $841 million compared to $855 million in third quarter 2021, reflecting strong growth at USPI, $54 million of grant income recognized in third quarter 2022, and a $45 million gain on the sale of a substantial portion of the Company's interest in assets of a group purchasing organization the Company has an affiliation with, partially offset by pandemic-related challenges to volumes and contract labor costs.

Balance Sheet and Cash Flows

• In the year ended December 31, 2020, the Company received approximately $1.5 billion of Medicare advance payments from CMS related to the pandemic. The Company completed the repayment of the advances as of September 30, 2022. $880 million of the Medicare advances were repaid in the nine months ended September 30, 2022 by the Company, and $616 million of these advances were repaid during the year ended December 31, 2021.

• Cash flows provided by operating activities for the nine months ended September 30, 2022 were $662 million ($1.542 billion excluding $880 million of repayments associated with Medicare advances) versus $1.211 billion for the nine months ended September 30, 2021 ($1.537 billion excluding $326 million of repayments associated with Medicare advances).

• The Company produced free cash flow¹ of $190 million for the nine months ended September 30, 2022 ($1.070 billion excluding repayments of Medicare advances).

• The Company's Board of Directors has authorized a $1 billion share repurchase program that expires December 31, 2024. Repurchases will be made at management's discretion from time to time in the open market or through privately negotiated transactions, subject to market conditions and other relevant factors.

• The Company’s ratio of net debt plus the Medicare advances liability to Adjusted EBITDA¹ was 3.87x at September 30, 2022 compared to 3.92x at June 30, 2022 and 4.07x at December 31, 2021.

• The Company had no outstanding borrowings on its $1.5 billion line of credit as of September 30, 2022.

Ambulatory Care (Ambulatory) Segment

Tenet’s Ambulatory business segment is comprised of the operations of United Surgical Partners International (USPI). As of September 30, 2022, USPI had interests in 440 ambulatory surgery centers (292 consolidated) and 24 surgical hospitals (eight consolidated) in 35 states. Results for the nine months ended September 30, 2021 included USPI’s imaging centers (realigned under the Hospital segment as of April 1, 2021) and its urgent care centers (sold in April 2021). For all periods prior to June 30, 2022, the Company owned 95 percent of the voting stock of USPI.

• Third quarter 2022 net operating revenues increased 21.0% compared to third quarter 2021 driven by service line growth, additional revenues associated with the SurgCenter Development (SCD) acquisition completed in December 2021 and improved pricing yield.

• Surgical business same-facility system-wide net operating revenues increased 3.0% in third quarter 2022 compared to third quarter 2021, with cases flat and net revenue per case up 3.0%.

• Adjusted EBITDA was $319 million in third quarter 2022 compared to $274 million in third quarter 2021, driven by the SCD acquisition, as well as new service line growth and improved pricing yield.

Hospital Operations and Other (Hospital) Segment

Tenet’s Hospital business segment is primarily comprised of acute care and specialty hospitals, imaging centers, ancillary outpatient facilities, micro-hospitals and physician practices. Effective April 1, 2021, the Company’s imaging centers that were previously operated under USPI were realigned under the Hospital segment.

• Third quarter 2022 net operating revenues declined 6.3% from third quarter 2021 due to the sale of the Company’s Miami-area hospitals in third quarter 2021 and pandemic-related volume challenges, partially offset by improved pricing yield.

• Same-hospital net patient service revenue per adjusted admission decreased 4.2% year-over-year for third quarter 2022 primarily due to lower COVID-related acuity and lower COVID volumes, partially offset by improved pricing yield. COVID admissions were 6% of total admissions in the third quarter of 2022 versus 10% in the third quarter of 2021.

• Third quarter 2022 adjusted EBITDA and adjusted EBITDA margin reflect higher contract labor costs and premium pay due to the pandemic, partially offset by continued strength in patient acuity due to the Company's focus on growing higher acuity services, grant income of $54 million, and a $45 million gain on sale described above, as well as improved pricing yield and cost efficiency actions.

• The Company recognized $6 million of insurance proceeds in third quarter 2022 associated with the previously disclosed cybersecurity incident.

Conifer Segment

Tenet’s Conifer business segment provides comprehensive end-to-end and focused-point business process services, including hospital and physician revenue cycle management, patient communications and engagement support and value-based care solutions to hospitals, health systems, physician practices, employers, and other clients.

• Third quarter 2022 net operating revenues increased 6.1%, primarily due to contractual rate increases and new business expansion. Third quarter 2022 net operating revenues from external clients increased 9.6% over third quarter 2021.

• Third quarter 2022 adjusted EBITDA increased 5.9% due to revenue growth and continued effective cost management.

2022 Outlook¹

Tenet’s Outlook for full year 2022 (consolidated and by segment) and fourth quarter 2022 follows:

Management’s Webcast Discussion of Results

Tenet management will discuss the Company’s third quarter 2022 results in a webcast scheduled for 10:00 a.m. Eastern Time (9:00 a.m. Central Time) on October 21, 2022. Investors can access the webcast through the Company’s website at www.tenethealth.com/investors.

The slide presentation associated with the webcast referenced above, a copy of this earnings press release, and a related supplemental financial disclosures document will be available on the Company’s Investor Relations website on October 20, 2022.

Cautionary Statement

This release contains “forward-looking statements” - that is, statements that relate to future, not past, events. In this context, forward-looking statements often address the Company’s expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “assume,” “believe,” “budget,” “estimate,” “forecast,” “intend,” “plan,” “predict,” “project,” “seek,” “see,” “target,” or “will.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain, especially with regards to developments related to COVID-19. Particular uncertainties that could cause the Company’s actual results to be materially different than those expressed in the Company’s forward-looking statements include, but are not limited to, the impact of the COVID-19 pandemic and other factors disclosed under “Forward-Looking Statements” and “Risk Factors” in our Form 10-K for the year ended December 31, 2021, subsequent Form 10-Q filings and other filings with the Securities and Exchange Commission.

Footnotes

1. Tables and discussions throughout this earnings release include certain financial measures, including those related to our 2022 Outlook, that are not in accordance with accounting principles generally accepted in the United States of America (GAAP). Reconciliations of GAAP measures to the Adjusted (non-GAAP) measures used are detailed in Tables #1-6 included at the end of this earnings release. Management’s reasoning for the use of these non-GAAP measures and descriptions of the various non-GAAP measures are included in the Non-GAAP Financial Measures section of this earnings release.
2. Same-facility system-wide revenues and statistical information include the results of the facilities in which the Ambulatory segment has an investment that are not consolidated by Tenet. To help analyze the segment’s results of operations, management uses system-wide measures, which include revenues and cases of both consolidated and unconsolidated facilities.
3. Same-hospital revenues and statistical data include those for hospitals and hospital-affiliated outpatient centers operated by the Company’s Hospital segment continuously from January 1, 2020 through September 30, 2022. Amounts associated with physician practices are excluded. Prior-period same-hospital net patient service revenues and volume changes have been recast to reflect only the continuously operated facilities since January 1, 2020.
4. Adjusted admissions represent actual patient admissions adjusted to include outpatient services provided by facilities in our Hospital segment by multiplying actual patient admissions by the sum of gross inpatient revenues and outpatient revenues, then dividing that result by gross inpatient revenues.
5. The effective tax rate is calculated as income tax expense divided by the adjusted pretax income. Income tax expense is calculated by multiplying 24% (the federal corporate tax rate of 21% plus an estimate of state taxes) by the sum of: adjusted pretax income less GAAP facility level NCI expense plus permanent differences, and non-deductible interest expense.
6. Change versus prior year is presented on a same-facility system-wide basis for USPI Ambulatory surgical cases and on a same-hospital basis for hospital statistics.

About Tenet Healthcare

Tenet Healthcare Corporation (NYSE: THC) is a diversified healthcare services company headquartered in Dallas. Our care delivery network includes United Surgical Partners International, the largest ambulatory platform in the country, which operates or has ownership interests in more than 465 ambulatory surgery centers and surgical hospitals. We also operate 61 acute care and specialty hospitals, approximately 110 other outpatient facilities, a network of leading employed physicians and a global business center in Manila, Philippines. Our Conifer Health Solutions subsidiary provides revenue cycle management and value-based care services to hospitals, health systems, physician practices, employers and other clients. Across the Tenet enterprise, we are united by our mission to deliver quality, compassionate care in the communities we serve. For more information, please visit www.tenethealth.com.

Non-GAAP Financial Measures

The Company believes the non-GAAP measures described below are useful to investors and analysts because they present additional information on the Company’s financial performance. Investors, analysts, Company management and the Company’s Board of Directors utilize these non-GAAP measures, in addition to GAAP measures, to track the Company’s financial and operating performance and compare the Company’s performance to its peer companies, which use similar non-GAAP financial measures in their presentations and earnings releases. The Human Resources Committee of the Company’s Board of Directors also uses certain of these measures to evaluate management’s performance for the purpose of determining incentive compensation. Additional information regarding the purpose and utility of specific non-GAAP measures used in this release is set forth below.

• Adjusted EBITDA, a non-GAAP measure, is defined by the Company as net income available (loss attributable) to Tenet common shareholders before (1) the cumulative effect of changes in accounting principles, (2) net loss attributable (income available) to noncontrolling interests, (3) income (loss) from discontinued operations, net of tax, (4) income tax benefit (expense), (5) gain (loss) from early extinguishment of debt, (6) other non-operating income (expense), net, (7) interest expense, (8) litigation and investigation benefit (costs), net of insurance recoveries, (9) net gains (losses) on sales, consolidation and deconsolidation of facilities, (10) impairment and restructuring charges and acquisition-related costs, (11) depreciation and amortization and (12) income (loss) from divested and closed businesses (i.e., health plan businesses). Litigation and investigation costs excluded do not include ordinary course of business malpractice and other litigation and related expenses.

• Adjusted diluted earnings (loss) per share from continuing operations, a non-GAAP measure, is defined by the Company as Adjusted net income available (loss attributable) from continuing operations to Tenet common shareholders, divided by the weighted average diluted shares outstanding in the reporting period.

• Adjusted net income available (loss attributable) from continuing operations to Tenet common shareholders, a non-GAAP measure, is defined by the Company as net income available (loss attributable) to Tenet common shareholders before (1) income (loss) from discontinued operations, net of tax, (2) gain (loss) from early extinguishment of debt, (3) litigation and investigation benefit (costs), net of insurance recoveries, (4) net gains (losses) on sales, consolidation and deconsolidation of facilities, (5) impairment and restructuring charges and acquisition-related costs, (6) income (loss) from divested and closed businesses (i.e., health plan businesses) and (7) the associated impact of these items on taxes and noncontrolling interests. Litigation and investigation costs excluded do not include ordinary course of business malpractice and other litigation and related expenses.

• Free Cash Flow, a non-GAAP measure, is defined by the Company as (1) net cash provided by (used in) operating activities, less (2) purchases of property and equipment for continuing operations.

• Free Cash Flow excluding repayments of Medicare Advances and Deferred Payroll Tax Payments, a non-GAAP measure, is defined by the Company as (1) Free Cash Flow plus (2) repayments of Medicare Advances and Deferred Payroll Tax Payments.

• Adjusted Free Cash Flow, a non-GAAP measure, is defined by the Company as (1) Adjusted net cash provided by (used in) operating activities from continuing operations, less (2) purchases of property and equipment from continuing operations.

• Adjusted Free Cash Flow excluding repayments of Medicare Advances and Deferred Payroll Tax Payments, a non-GAAP measure, is defined by the Company as (1) Adjusted Free Cash Flow plus (2) repayments of Medicare Advances and Deferred Payroll Tax Payments.

• Adjusted net cash provided by (used in) operating activities, a non-GAAP measure, is defined by the Company as cash provided by (used in) operating activities prior to (1) payments for restructuring charges, acquisition-related costs and litigation costs and settlements, and (2) net cash provided by (used in) operating activities from discontinued operations.

The Company believes that Adjusted EBITDA is a useful measure, in part, because certain investors and analysts use both historical and projected Adjusted EBITDA, in addition to other GAAP and non-GAAP measures, as factors in determining the estimated fair value of shares of the Company’s common stock. Company management also regularly reviews the Adjusted EBITDA performance for each operating segment. The Company does not use Adjusted EBITDA to measure liquidity, but instead to measure operating performance.

The Company uses, and believes investors use, Free Cash Flow and Adjusted Free Cash Flow, and Free Cash Flow and Adjusted Free Cash Flow excluding repayments of Medicare Advances and Deferred Payroll Tax Payments as supplemental non-GAAP measures to analyze cash flows generated from the Company’s operations. The Company believes these measures are useful to investors in evaluating its ability to fund distributions paid to noncontrolling interests or for acquisitions, purchasing equity interests in joint ventures or repaying debt.

These non-GAAP measures may not be comparable to similarly titled measures reported by other companies. Because these measures exclude many items that are included in the Company’s financial statements, they do not provide a complete measure of the Company’s operating performance. For example, the Company’s definitions of Free Cash Flow and Adjusted Free Cash Flow do not include other important uses of cash including (1) cash used to purchase businesses or joint venture interests, or (2) any items that are classified as Cash Flows From Financing Activities on the Company’s Consolidated Statement of Cash Flows, including items such as (i) cash used to repay borrowings, or (ii) distributions paid to noncontrolling interests. Accordingly, investors are encouraged to use GAAP measures when evaluating the Company’s financial performance.

See corresponding reconciliations of the non-GAAP financial measures referred to above to the most comparable GAAP financial measures in Tables #1 - 6 below.