Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 21, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 1-7293 | |
Entity Registrant Name | TENET HEALTHCARE CORP | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 95-2557091 | |
Entity Address, Address Line One | 14201 Dallas Parkway | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75254 | |
City Area Code | 469 | |
Local Phone Number | 893-2200 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 101,535,140 | |
Entity Central Index Key | 0000070318 | |
Current Fiscal Year End Date | --12-31 | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Common stock, $0.05 par value | New York Stock Exchange | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.05 par value | |
Trading Symbol | THC | |
Security Exchange Name | NYSE | |
6.875% Senior Notes due 2031 | New York Stock Exchange | ||
Document Information [Line Items] | ||
Title of 12(b) Security | 6.875% Senior Notes due 2031 | |
Trading Symbol | THC31 | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 934 | $ 858 |
Accounts receivable | 2,914 | 2,943 |
Inventories of supplies, at cost | 404 | 405 |
Assets held for sale | 141 | 0 |
Other current assets | 1,602 | 1,775 |
Total current assets | 5,995 | 5,981 |
Investments and other assets | 3,130 | 3,147 |
Deferred income taxes | 8 | 19 |
Property and equipment, at cost, less accumulated depreciation and amortization ($6,344 at June 30, 2023 and $6,201 at December 31, 2022) | 6,268 | 6,462 |
Goodwill | 10,350 | 10,123 |
Other intangible assets, at cost, less accumulated amortization ($1,455 at June 30, 2023 and $1,428 at December 31, 2022) | 1,406 | 1,424 |
Total assets | 27,157 | 27,156 |
Current liabilities: | ||
Current portion of long-term debt | 141 | 145 |
Accounts payable | 1,246 | 1,504 |
Accrued compensation and benefits | 718 | 778 |
Professional and general liability reserves | 257 | 255 |
Accrued interest payable | 199 | 213 |
Liabilities held for sale | 17 | 0 |
Contract liabilities | 76 | 110 |
Other current liabilities | 1,498 | 1,471 |
Total current liabilities | 4,152 | 4,476 |
Long-term debt, net of current portion | 14,907 | 14,934 |
Professional and general liability reserves | 793 | 790 |
Defined benefit plan obligations | 329 | 331 |
Deferred income taxes | 243 | 217 |
Other long-term liabilities | 1,732 | 1,800 |
Total liabilities | 22,156 | 22,548 |
Commitments and contingencies | ||
Redeemable noncontrolling interests in equity of consolidated subsidiaries | 2,277 | 2,149 |
Shareholders’ equity: | ||
Common stock, $0.05 par value; authorized 262,500,000 shares; 157,205,777 shares issued at June 30, 2023 and 156,462,456 shares issued at December 31, 2022 | 8 | 8 |
Additional paid-in capital | 4,800 | 4,778 |
Accumulated other comprehensive loss | (178) | (181) |
Accumulated deficit | (537) | (803) |
Common stock in treasury, at cost, 55,696,591 shares at June 30, 2023 and 54,215,871 shares at December 31, 2022 | (2,750) | (2,660) |
Total shareholders’ equity | 1,343 | 1,142 |
Noncontrolling interests | 1,381 | 1,317 |
Total equity | 2,724 | 2,459 |
Total liabilities and equity | $ 27,157 | $ 27,156 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Property and equipment, accumulated depreciation and amortization | $ 6,344 | $ 6,201 |
Accumulated amortization | $ 1,455 | $ 1,428 |
Common stock, par value (in dollars per share) | $ 0.05 | $ 0.05 |
Common stock, authorized shares (in shares) | 262,500,000 | 262,500,000 |
Common stock, shares issued (in shares) | 157,205,777 | 156,462,456 |
Common stock in treasury (in shares) | 55,696,591 | 54,215,871 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Net operating revenues | $ 5,082 | $ 4,638 | $ 10,103 | $ 9,383 |
Grant income | 8 | 94 | 11 | 100 |
Equity in earnings of unconsolidated affiliates | 54 | 54 | 104 | 100 |
Operating expenses: | ||||
Salaries, wages and benefits | 2,285 | 2,126 | 4,543 | 4,308 |
Supplies | 891 | 811 | 1,782 | 1,596 |
Other operating expenses, net | 1,125 | 1,006 | 2,218 | 1,948 |
Depreciation and amortization | 213 | 216 | 430 | 419 |
Impairment and restructuring charges, and acquisition-related costs | 16 | 57 | 37 | 73 |
Litigation and investigation costs | 10 | 18 | 14 | 38 |
Net gains on sales, consolidation and deconsolidation of facilities | 0 | (1) | (13) | 0 |
Operating income | 604 | 553 | 1,207 | 1,201 |
Interest expense | (226) | (222) | (447) | (449) |
Other non-operating income, net | 6 | 0 | 4 | 0 |
Loss from early extinguishment of debt | (11) | (66) | (11) | (109) |
Income from continuing operations, before income taxes | 373 | 265 | 753 | 643 |
Income tax expense | (80) | (86) | (164) | (185) |
Income from continuing operations, before discontinued operations | 293 | 179 | 589 | 458 |
Discontinued operations: | ||||
Income from operations | 0 | 0 | 0 | 1 |
Income from discontinued operations | 0 | 0 | 0 | 1 |
Net income | 293 | 179 | 589 | 459 |
Less: Net income available to noncontrolling interests | 170 | 141 | 323 | 281 |
Net income available to Tenet Healthcare Corporation common shareholders | 123 | 38 | 266 | 178 |
Amounts available to Tenet Healthcare Corporation common shareholders | ||||
Income from continuing operations, net of tax | 123 | 38 | 266 | 177 |
Income from discontinued operations, net of tax | 0 | 0 | 0 | 1 |
Net income available to Tenet Healthcare Corporation common shareholders | $ 123 | $ 38 | $ 266 | $ 178 |
Basic | ||||
Continuing operations (in dollars per share) | $ 1.21 | $ 0.35 | $ 2.61 | $ 1.64 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.01 |
Total earnings per share, basic (in dollars per share) | 1.21 | 0.35 | 2.61 | 1.65 |
Diluted | ||||
Continuing operations (in dollars per share) | 1.15 | 0.35 | 2.47 | 1.63 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.01 |
Total earnings per share, diluted (in dollars per share) | $ 1.15 | $ 0.35 | $ 2.47 | $ 1.64 |
Weighted average shares and dilutive securities outstanding (in thousands): | ||||
Basic (in shares) | 101,766 | 107,790 | 102,028 | 107,636 |
Diluted (in shares) | 104,778 | 108,750 | 105,354 | 114,054 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 293 | $ 179 | $ 589 | $ 459 |
Other comprehensive income: | ||||
Amortization of net actuarial loss included in other non-operating income, net | 2 | 3 | 4 | 5 |
Unrealized loss on debt securities held as available-for-sale | 0 | (1) | 0 | (3) |
Foreign currency translation adjustments and other | 0 | 1 | 0 | 1 |
Other comprehensive income before income taxes | 2 | 3 | 4 | 3 |
Income tax expense related to items of other comprehensive income | (1) | (1) | (1) | (1) |
Total other comprehensive income, net of tax | 1 | 2 | 3 | 2 |
Comprehensive net income | 294 | 181 | 592 | 461 |
Less: Comprehensive income available to noncontrolling interests | 170 | 141 | 323 | 281 |
Comprehensive income available to Tenet Healthcare Corporation common shareholders | $ 124 | $ 40 | $ 269 | $ 180 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Cash Flows [Abstract] | ||
Net income | $ 589 | $ 459 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 430 | 419 |
Deferred income tax expense | 37 | 132 |
Stock-based compensation expense | 33 | 34 |
Impairment and restructuring charges, and acquisition-related costs | 37 | 73 |
Litigation and investigation costs | 14 | 38 |
Net gains on sales, consolidation and deconsolidation of facilities | (13) | 0 |
Loss from early extinguishment of debt | 11 | 109 |
Equity in earnings of unconsolidated affiliates, net of distributions received | 7 | 18 |
Amortization of debt discount and debt issuance costs | 18 | 15 |
Pre-tax income from discontinued operations | 0 | (1) |
Net gains from the sale of investments and long-lived assets | (15) | (71) |
Other items, net | (3) | 12 |
Changes in cash from operating assets and liabilities: | ||
Accounts receivable | 7 | (74) |
Inventories and other current assets | 160 | 173 |
Income taxes | (31) | (86) |
Accounts payable, accrued expenses, contract liabilities and other current liabilities | (168) | (764) |
Other long-term liabilities | 12 | (41) |
Payments for restructuring charges, acquisition-related costs, and litigation costs and settlements | (78) | (98) |
Net cash provided by operating activities | 1,047 | 347 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (367) | (307) |
Purchases of businesses or joint venture interests, net of cash acquired | (96) | (66) |
Proceeds from sales of facilities and other assets | 16 | 209 |
Proceeds from sales of marketable securities, long-term investments and other assets | 26 | 9 |
Purchases of marketable securities and equity investments | (37) | (41) |
Other items, net | (9) | (4) |
Net cash used in investing activities | (467) | (200) |
Cash flows from financing activities: | ||
Repayments of borrowings | (1,437) | (2,744) |
Proceeds from borrowings | 1,362 | 2,013 |
Repurchases of common stock | (90) | 0 |
Debt issuance costs | (15) | (24) |
Distributions paid to noncontrolling interests | (270) | (310) |
Proceeds from the sale of noncontrolling interests | 30 | 9 |
Purchases of noncontrolling interests | (79) | (29) |
Other items, net | (5) | (75) |
Net cash used in financing activities | (504) | (1,160) |
Net increase (decrease) in cash and cash equivalents | 76 | (1,013) |
Cash and cash equivalents at beginning of period | 858 | 2,364 |
Cash and cash equivalents at end of period | 934 | 1,351 |
Supplemental disclosures: | ||
Interest paid, net of capitalized interest | (445) | (416) |
Income tax payments, net | $ (158) | $ (140) |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Description of Business and Basis of Presentation Tenet Healthcare Corporation (together with our subsidiaries, referred to herein as “Tenet,” “we” or “us”) is a diversified healthcare services company headquartered in Dallas, Texas. Our expansive, nationwide care delivery network consists of our Hospital Operations and other (“Hospital Operations”) segment, our Ambulatory Care segment and our Conifer segment. Our Hospital Operations segment is comprised of our 61 acute care and specialty hospitals, a network of employed physicians and 107 outpatient facilities, including imaging centers, ancillary emergency facilities and micro‑hospitals. Our Ambulatory Care segment is comprised of the operations of our subsidiary USPI Holding Company, Inc. (“USPI”), which held indirect ownership interests in 455 ambulatory surgery centers and 24 surgical hospitals at June 30, 2023. USPI held noncontrolling interests in 159 of these facilities, which are recorded using the equity method of accounting. Effective June 30, 2022, we purchased all of the shares in USPI that Baylor University Medical Center (“Baylor”) held on that date for $406 million, which increased our ownership interest in USPI’s voting shares from 95% to 100% (see Note 13 for additional information about this transaction). Our Conifer segment provides revenue cycle management and value-based care services to hospitals, health systems, physician practices, employers and other clients. Almost all of the services comprising the operations of our Conifer segment are provided by Conifer Health Solutions, LLC, in which we own an interest of approximately 76% through our Conifer Holdings, Inc. subsidiary (“Conifer”), or by one of its direct or indirect wholly owned subsidiaries. In addition, we operate a Global Business Center (“GBC”) in Manila, Philippines. This quarterly report supplements our Annual Report on Form 10‑K for the year ended December 31, 2022 (“Annual Report”). As permitted by the Securities and Exchange Commission for interim reporting, we have omitted certain notes and disclosures that substantially duplicate those in our Annual Report. For further information, refer to the audited Consolidated Financial Statements and notes included in our Annual Report. Unless otherwise indicated, all dollar amounts presented in our Condensed Consolidated Financial Statements and these accompanying notes are expressed in millions (except per‑share amounts). We adopted the Financial Accounting Standards Board’s Accounting Standards Update (“ASU”) 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), effective as of January 1, 2022 using the modified retrospective method. Among other amendments, ASU 2020-06 changed the accounting for diluted earnings‑per‑share for convertible instruments and contracts that may be settled in cash or stock. ASU 2020-06 eliminated an entity’s ability to rebut the presumption of share settlement for convertible instruments and contracts that can be partially or fully settled in cash at the issuer’s election. Additionally, ASU 2020-06 requires that the if‑converted method, which is more dilutive than the treasury stock method, be used for all convertible instruments. As a result of our adoption of ASU 2020-06, diluted weighted average shares outstanding increased by approximately two million shares for both the three and six-month periods ended June 30, 2023, and diluted earnings per share available to Tenet common shareholders decreased by $0.05 and $0.11, respectively, for these same periods. Although the adoption of ASU 2020-06 did not result in a change in the diluted weighted average shares outstanding or diluted earnings per share available for the three months ended June 30, 2022, it did increase our diluted weighted average shares outstanding by five million shares for the six-month period ended June 30, 2022. Because there were also adjustments to net income under the if-converted method, the increase in diluted shares did not result in any change in the reported diluted earnings per share available for the six months ended June 30, 2022. Certain prior‑year amounts have been reclassified to conform to the current‑year presentation. Contract liabilities – long‑term are no longer significant enough to present separately. These obligations are now included in other long‑term liabilities in the accompanying Condensed Consolidated Balance Sheets. Although our Condensed Consolidated Financial Statements and these related notes are unaudited, we believe all adjustments considered necessary for a fair presentation have been included and are of a normal recurring nature. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements and these accompanying notes. We regularly evaluate the accounting policies and estimates we use. In general, we base the estimates on historical experience and on assumptions that we believe to be reasonable given the particular circumstances in which we operate. Actual results may vary from those estimates. The financial and statistical information we report to other regulatory agencies may be prepared on a basis other than GAAP or using different assumptions or reporting periods and, therefore, may vary from the amounts presented herein. Although we make every effort to ensure that the information we report to those agencies is accurate, complete and consistent with applicable reporting guidelines, we cannot be responsible for the accuracy of the information they make available to the public. Operating results for the three and six‑month periods ended June 30, 2023 are not necessarily indicative of the results that may be expected for the full year. Reasons for this include, but are not limited to: the impact of the COVID-19 pandemic on our operations, business, financial condition and cash flows; the impact of the demand for, and availability of, qualified medical personnel on compensation costs; the impact of cybersecurity incidents on our operations; overall revenue and cost trends, particularly the timing and magnitude of price changes; fluctuations in contractual allowances and cost report settlements and valuation allowances; managed care contract negotiations, settlements or terminations and payer consolidations; trends in patient accounts receivable collectability and associated implicit price concessions; fluctuations in interest rates; levels of malpractice insurance expense and settlement trends; impairment of long‑lived assets and goodwill; restructuring charges; losses, costs and insurance recoveries related to cybersecurity incidents, natural disasters and weather‑related occurrences; litigation and investigation costs; acquisitions and dispositions of facilities and other assets; gains (losses) on sales, consolidation and deconsolidation of facilities; income tax rates and deferred tax asset valuation allowance activity; changes in estimates of accruals for annual incentive compensation; the timing and amounts of stock option and restricted stock unit grants to employees and directors; gains (losses) from early extinguishment of debt; and changes in occupancy levels and patient volumes. Our hospitals and outpatient facilities are subject to various factors that affect our service mix, revenue mix and patient volumes and, thereby, impact our net patient service revenues and results of operations. These factors include, among others: changes in federal, state and local healthcare and business regulations; changes in general economic conditions nationally and regionally, including inflation and the impacts of the COVID-19 pandemic and other factors on the business environment, the economy and the financial markets; the number of uninsured and underinsured individuals in local communities treated at our facilities; disease hotspots and seasonal cycles of illness; climate and weather conditions; physician recruitment, satisfaction, retention and attrition; advances in technology and treatments that reduce length of stay or permit procedures to be performed in an outpatient rather than inpatient setting; local healthcare competitors; utilization pressure by managed care organizations, as well as managed care contract negotiations or terminations; performance data on quality measures and patient satisfaction, as well as standard charges for services; any unfavorable publicity about us, or our joint venture partners, that impacts our relationships with physicians and patients; and changing consumer behavior, including with respect to the timing of elective procedures. These considerations apply to year‑to‑year comparisons as well. COVID ‑ 19 Pandemic For the duration of the COVID‑19 pandemic public health emergency, which began in January 2020 and expired in May 2023, federal, state and local authorities undertook several actions designed to assist healthcare providers in providing care to COVID‑19 and other patients and to mitigate the adverse economic impact of the pandemic. Among other things, federal legislation (collectively, the “COVID Acts”) authorized grant payments to be distributed through the Public Health and Social Services Emergency Fund (“PRF”) to healthcare providers who experienced lost revenues and increased expenses as a result of the pandemic. The COVID Acts also revised the Medicare accelerated payment program (“MAPP”). Our participation in these programs and the related accounting policies are summarized below. Grant Income– Our Hospital Operations segment received cash payments from COVID‑19 relief programs totaling $7 million during the six months ended June 30, 2023 and, during the same period in 2022, our Hospital Operations and Ambulatory Care segments together received funds totaling $104 million. These grant funds are included in cash flows from operating activities in our condensed consolidated statements of cash flows. To receive distributions, providers agreed to certain terms and conditions, including, among other things, that the funds would be used for lost revenues and unreimbursed pandemic‑related costs as defined by the U.S. Department of Health and Human Services (“HHS”), and that the providers would not seek collection of out‑of‑pocket payments from a COVID‑19 patient that are greater than what the patient would have otherwise been required to pay if the care had been provided by an in‑network provider. All recipients of PRF payments were required to comply with the reporting requirements described in the terms and conditions and as determined by the Secretary of HHS. PRF funds not utilized by the established deadlines, generally 12 to 18 months after receipt, will be recouped by HHS. We recognize grant payments as income when there is reasonable assurance that we have complied with the conditions associated with the grant. The table below summarizes grant income recognized by our Hospital Operations and Ambulatory Care segments, which is presented in grant income in our condensed consolidated statements of operations: Three Months Ended Six Months Ended 2023 2022 2023 2022 Grant income recognized from COVID-19 relief programs: Included in grant income: Hospital Operations $ 7 $ 92 $ 10 $ 96 Ambulatory Care 1 2 1 4 $ 8 $ 94 $ 11 $ 100 At June 30, 2023 and December 31, 2022, we had remaining deferred grant payment balances of $1 million and $7 million, respectively, which amounts were recorded in other current liabilities in the accompanying Condensed Consolidated Balance Sheets for those periods. Medicare Accelerated Payment Program (MAPP)– In certain circumstances, when a healthcare facility is experiencing financial difficulty due to delays in receiving payment for the Medicare services it provided, it may be eligible for an accelerated or advance payment pursuant to the MAPP. The COVID Acts revised the MAPP to disburse payments to healthcare providers more quickly and to allow recipients to retain the advance payments for one year from the date of receipt before recoupment commenced through offsets of Medicare claims payments. Recipients were also permitted to repay the advance payments at any time. Our Hospital Operations and Ambulatory Care segments both received advance payments from the MAPP following its expansion under the COVID Acts in the year ended December 31, 2020; however, no additional advances were received during the six months ended June 30, 2023 or 2022. Advances received by our Hospital Operations and Ambulatory Care segments were recouped through reductions of their respective Medicare claims payments. No advances were recouped or repaid during the six months ended June 30, 2023, and there was no outstanding liability related to MAPP advances at June 30, 2023 or December 31, 2022. During the six months ended June 30, 2022, $473 million of advances received in prior periods by our Hospital Operations segment and $2 million of advances received in prior periods by those facilities in our Ambulatory Care segment that we consolidate were repaid or recouped. Amounts recouped from our Hospital Operations segment and those facilities in our Ambulatory Care segment that we consolidate, together with any amounts we voluntarily repaid in advance of recoupment, are presented in cash flows from operating activities in our condensed consolidated statements of cash flows. Leases During the six months ended June 30, 2023 and 2022, we recorded right‑of‑use assets related to non‑cancellable finance leases of $21 million and $29 million, respectively, and related to non‑cancellable operating leases of $74 million and $227 million, respectively. During the six months ended June 30, 2022, we sold several medical office buildings held in our Hospital Operations segment for net cash proceeds of $147 million and concurrently entered into operating lease agreements to continue use of the facilities. We recognized a gain of $69 million from the sale of these buildings, included in other operating expenses, net in the accompanying Condensed Consolidated Statement of Operations, and we recognized right-of-use assets and operating lease obligations of $109 million, in each case in the six months ended June 30, 2022. Cash and Cash Equivalents We treat highly liquid investments with original maturities of three months or less as cash equivalents. Cash and cash equivalents were $934 million and $858 million at June 30, 2023 and December 31, 2022, respectively. At June 30, 2023 and December 31, 2022, our book overdrafts were $166 million and $266 million, respectively, which were classified as accounts payable. At June 30, 2023 and December 31, 2022, $119 million and $140 million, respectively, of total cash and cash equivalents in the accompanying Condensed Consolidated Balance Sheets were intended for the operations of our insurance‑related subsidiaries. Also at June 30, 2023 and December 31, 2022, we had $61 million and $196 million, respectively, of property and equipment purchases accrued for items received but not yet paid. Of these amounts, $51 million and $191 million, respectively, were included in accounts payable. Other Intangible Assets The following table provides information regarding other intangible assets, which were included in the accompanying Condensed Consolidated Balance Sheets: Gross Accumulated Net Book Value At June 30, 2023: Other intangible assets with finite useful lives: Capitalized software costs $ 1,758 $ (1,222) $ 536 Contracts 295 (155) 140 Other 92 (78) 14 Total other intangible assets with finite lives 2,145 (1,455) 690 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 605 — 605 Other 6 — 6 Total other intangible assets with indefinite lives 716 — 716 Total other intangible assets $ 2,861 $ (1,455) $ 1,406 At December 31, 2022: Other intangible assets with finite useful lives: Capitalized software costs $ 1,751 $ (1,206) $ 545 Contracts 295 (146) 149 Other 92 (76) 16 Total other intangible assets with finite lives 2,138 (1,428) 710 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 603 — 603 Other 6 — 6 Total other intangible assets with indefinite lives 714 — 714 Total other intangible assets $ 2,852 $ (1,428) $ 1,424 Estimated future amortization of intangibles with finite useful lives at June 30, 2023 was as follows: Six Months Ending Years Ending Later Years December 31, Total 2023 2024 2025 2026 2027 Amortization of intangible assets $ 690 $ 87 $ 126 $ 104 $ 90 $ 74 $ 209 We recognized amortization expense of $84 million and $92 million in the accompanying Condensed Consolidated Statements of Operations for the six months ended June 30, 2023 and 2022, respectively. Other Current Assets The principal components of other current assets in the accompanying Condensed Consolidated Balance Sheets were as follows: June 30, 2023 December 31, 2022 Prepaid expenses $ 399 $ 400 Contract assets 186 200 California provider fee program receivables 321 367 Receivables from other government programs 103 187 Guarantees 191 143 Non-patient receivables 315 390 Other 87 88 Total other current assets $ 1,602 $ 1,775 Investments in Unconsolidated Affiliates As of June 30, 2023, we controlled 320 of the facilities in our Ambulatory Care segment and, therefore, consolidate their results. We account for many of the facilities our Ambulatory Care segment holds ownership interests in (159 of 479 at June 30, 2023) as well as additional companies in which our Hospital Operations segment holds ownership interests, under the equity method as investments in unconsolidated affiliates and report only our share of net income as equity in earnings of unconsolidated affiliates in our condensed consolidated statements of operations. Summarized financial information for these equity method investees is included in the following table. For investments acquired during the reported periods, amounts in the table include 100% of the investee’s results beginning on the date of our acquisition of the investment. Three Months Ended Six Months Ended 2023 2022 2023 2022 Net operating revenues $ 830 $ 794 $ 1,613 $ 1,563 Net income $ 203 $ 193 $ 388 $ 362 Net income available to the investees $ 121 $ 109 $ 228 $ 207 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 6 Months Ended |
Jun. 30, 2023 | |
Accounts Receivable Additional Disclosures [Abstract] | |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLE The principal components of accounts receivable are presented in the table below: June 30, 2023 December 31, 2022 Patient accounts receivable $ 2,683 $ 2,746 Estimated future recoveries 154 149 Cost report settlements receivable, net of payables and valuation allowances 77 48 Accounts receivable, net $ 2,914 $ 2,943 We participate in various provider fee programs, which help reduce the amount of uncompensated care from indigent patients and those covered by Medicaid. The following table summarizes the amount and classification of assets and liabilities in the accompanying Condensed Consolidated Balance Sheets related to California’s provider fee program: June 30, 2023 December 31, 2022 Assets: Other current assets $ 321 $ 367 Investments and other assets $ 227 $ 197 Liabilities: Other current liabilities $ 146 $ 145 Other long-term liabilities $ 77 $ 63 Uninsured and Charity Patient Costs The following table presents our estimated costs (based on selected operating expenses, which include salaries, wages and benefits, supplies and other operating expenses) of caring for our uninsured and charity patients: Three Months Ended Six Months Ended 2023 2022 2023 2022 Estimated costs for: Uninsured patients $ 116 $ 136 $ 239 $ 258 Charity care patients 28 19 52 40 Total $ 144 $ 155 $ 291 $ 298 |
CONTRACT BALANCES
CONTRACT BALANCES | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
CONTRACT BALANCES | CONTRACT BALANCES Hospital Operations Segment Amounts related to services provided to patients for which we have not billed and that do not meet the conditions of unconditional right to payment at the end of the reporting period are contract assets. For our Hospital Operations segment, our contract assets include services that we have provided to patients who are still receiving inpatient care in our facilities at the end of the reporting period. Our Hospital Operations segment’s contract assets were included in other current assets in the accompanying Condensed Consolidated Balance Sheets at June 30, 2023 and December 31, 2022. Approximately 88% of our Hospital Operations segment’s contract assets meet the conditions for unconditional right to payment and are reclassified to patient receivables within 90 days. As discussed in Note 1, our Hospital Operations segment received advance payments from the MAPP following its expansion under the COVID Acts in 2020; however, no additional advances were received during the six months ended June 30, 2023 or 2022. All remaining MAPP advances received by our Hospital Operations segment were either repaid or recouped during 2022 and 2021, which resulted in no outstanding liability at June 30, 2023 and December 31, 2022. The opening and closing balances of contract assets and contract liabilities, as well as their classification in our condensed consolidated balance sheets, for our Hospital Operations segment were as follows: Contract Assets Contract Liabilities – Current Advances from Medicare December 31, 2022 $ 185 $ — June 30, 2023 172 — Decrease $ (13) $ — December 31, 2021 $ 181 $ 876 June 30, 2022 172 403 Decrease $ (9) $ (473) During the six months ended June 30, 2022, $473 million of Medicare advance payments included in the opening contract liabilities balance for our Hospital Operations segment were recouped through a reduction of our Medicare claims payments. Ambulatory Care Segment Our Ambulatory Care segment also received advance payments from the MAPP following its expansion in 2020; however, no additional advances were received during the six months ended June 30, 2023 or 2022. All remaining MAPP advances received by our Ambulatory Care segment were either repaid or recouped during 2022 and 2021, which resulted in no outstanding liability at June 30, 2023 and December 31, 2022. Conifer Segment Conifer enters into contracts with clients to provide revenue cycle management and other services, such as value‑based care, consulting and engagement solutions. The payment terms and conditions in Conifer’s client contracts vary. In some cases, clients are invoiced in advance and (for other than fixed‑price fee arrangements) a true‑up to the actual fee is included on a subsequent invoice. In other cases, payment is due in arrears. In addition, some contracts contain performance incentives, penalties and other forms of variable consideration. When the timing of Conifer’s delivery of services is different from the timing of payments made by its clients, Conifer recognizes either unbilled revenue (performance precedes contractual right to invoice the client) or deferred revenue (client payment precedes Conifer service performance). In the following table, clients that prepay prior to obtaining control/benefit of services are represented by deferred contract revenue until the performance obligations are satisfied. Unbilled revenue represents arrangements in which Conifer has provided services to a client, and the client has obtained control/benefit of these services prior to the contractual invoice date. Contracts with payment in arrears are recognized as receivables in the month the services are performed. The opening and closing balances of Conifer’s receivables, contract assets, and current and long‑term contract liabilities were as follows: Receivables Contract Assets – Unbilled Revenue Contract Liabilities – Current Contract Liabilities – Long-Term December 31, 2022 $ 37 $ 15 $ 110 $ 13 June 30, 2023 18 14 76 12 Decrease $ (19) $ (1) $ (34) $ (1) December 31, 2021 $ 28 $ 18 $ 79 $ 15 June 30, 2022 24 15 69 14 Decrease $ (4) $ (3) $ (10) $ (1) The differences between the opening and closing balances of Conifer’s contract assets and contract liabilities are primarily related to prepayments for those clients who are billed in advance, changes in estimates related to metric‑based services, and up‑front integration services that are typically not distinct and are, therefore, recognized over the performance obligation period to which they relate. Our Conifer segment’s receivables and contract assets at June 30, 2023 and December 31, 2022 were reported as part of other current assets in the accompanying Condensed Consolidated Balance Sheets, and its current and long‑term contract liabilities on those dates were reported as part of contract liabilities and other long‑term liabilities, respectively. In the six months ended June 30, 2023 and 2022, Conifer recognized $70 million and $55 million, respectively, of revenue that was included in the opening current deferred revenue liability. This revenue consists primarily of prepayments for those clients who are billed in advance, changes in estimates related to metric‑based services, and up‑front integration services that are recognized over the service period. Contract Costs Our unamortized deferred contract setup costs totaled $24 million at both June 30, 2023 and December 31, 2022 and are included in investments and other assets in the accompanying Condensed Consolidated Balance Sheets. Net operating revenues for our Hospital Operations and Ambulatory Care segments primarily consist of net patient service revenues, principally for patients covered by Medicare, Medicaid, managed care and other health plans, as well as certain uninsured patients under our Compact with Uninsured Patients and other uninsured discount and charity programs. Net operating revenues for our Conifer segment primarily consist of revenues from providing revenue cycle management services to health systems, individual hospitals and physician practices. The table below presents our sources of net operating revenues: Three Months Ended Six Months Ended 2023 2022 2023 2022 Hospital Operations: Net patient service revenues from hospitals and related outpatient facilities: Medicare $ 599 $ 579 $ 1,212 $ 1,198 Medicaid 264 268 544 517 Managed care (1) 2,565 2,304 5,068 4,742 Uninsured 29 36 60 74 Indemnity and other 156 161 296 325 Total 3,613 3,348 7,180 6,856 Other revenues (2) 309 297 641 587 Hospital Operations total prior to inter-segment eliminations 3,922 3,645 7,821 7,443 Ambulatory Care 942 771 1,847 1,509 Conifer 323 333 647 657 Inter-segment eliminations (105) (111) (212) (226) Net operating revenues $ 5,082 $ 4,638 $ 10,103 $ 9,383 (1) Includes Medicare and Medicaid managed care programs. (2) Primarily physician practices revenues. Revenues related to the Texas Comprehensive Hospital Increase Reimbursement Program (“CHIRP”) are presented in managed care net patient service revenues in the table above. Amounts we were assessed to support CHIRP following its approval in 2022 were presented in Medicaid revenues in prior periods, but have been reclassified to managed care revenues to conform to the current‑year presentation in the same payer group as the revenues to more clearly reflect the results of our participation in this program. Assessments to support CHIRP totaled $24 million and $20 million during the three months ended June 30, 2023 and 2022, respectively, and $50 million and $77 million during the six months ended June 30, 2023 and 2022, respectively. Adjustments for prior‑year cost report settlements and related valuation allowances, principally related to Medicare and Medicaid, increased revenues in the six months ended June 30, 2023 and 2022 by $10 million and $7 million, respectively. Estimated cost report settlements and related valuation allowances were included in accounts receivable in the accompanying Condensed Consolidated Balance Sheets (see Note 2). We believe that we have made adequate provision for any adjustments that may result from the final determination of amounts earned under all the above arrangements with Medicare and Medicaid. The following tables present the composition of net operating revenues for our Ambulatory Care and Conifer segments: Three Months Ended Six Months Ended 2023 2022 2023 2022 Ambulatory Care: Net patient service revenues $ 905 $ 741 $ 1,773 $ 1,445 Management fees 30 24 60 53 Revenue from other sources 7 6 14 11 Ambulatory Care net operating revenues $ 942 $ 771 $ 1,847 $ 1,509 Conifer: Revenue cycle services – Tenet $ 103 $ 108 $ 207 $ 220 Revenue cycle services – other clients 200 202 399 391 Other services – Tenet 2 3 5 6 Other services – other clients 18 20 36 40 Conifer net operating revenues $ 323 $ 333 $ 647 $ 657 Performance Obligations The following table includes Conifer’s revenue that is expected to be recognized in the future related to performance obligations that are unsatisfied, or partially unsatisfied, at the end of the reporting period: Six Months Ending Years Ending Later Years December 31, Total 2023 2024 2025 2026 2027 Performance obligations $ 5,734 $ 333 $ 600 $ 600 $ 600 $ 600 $ 3,001 The amounts in the table above primarily consist of revenue cycle management fixed fees, which are typically recognized ratably as the performance obligation is satisfied. The estimated revenue does not include volume or contingency‑based contracts, variable‑based rate escalators, performance incentives, penalties or other variable consideration that is considered constrained. Conifer’s contract with Catholic Health Initiatives (“CHI”), a minority interest owner of Conifer Health Solutions, LLC, represents the majority of the fixed‑fee revenue related to remaining performance obligations. Conifer’s contract term with CHI ends December 31, 2032. |
ASSETS AND LIABILITIES HELD FOR
ASSETS AND LIABILITIES HELD FOR SALE | 6 Months Ended |
Jun. 30, 2023 | |
Discontinued Operation, Additional Disclosures [Abstract] | |
ASSETS AND LIABILITIES HELD FOR SALE | ASSETS AND LIABILITIES HELD FOR SALE In January 2023, we entered into a definitive agreement to sell our 51% ownership interest in San Ramon Regional Medical Center and certain related operations (“San Ramon RMC”) to John Muir Health. As a result, the assets and liabilities associated with San Ramon RMC were classified as held for sale in the accompanying Condensed Consolidated Balance Sheet and totaled $141 million and $17 million, respectively, at June 30, 2023. We expect the transaction to be completed in 2023, subject to regulatory review and customary closing conditions. Assets and liabilities classified as held for sale were comprised of the following: June 30, 2023 Accounts receivable $ 29 Other current assets 11 Property and equipment 64 Other intangible assets 6 Goodwill 31 Current liabilities (16) Long-term liabilities (1) Net assets held for sale $ 124 |
IMPAIRMENT AND RESTRUCTURING CH
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring Costs and Asset Impairment Charges [Abstract] | |
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS | IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION ‑ RELATED COSTS Our impairment tests presume stable, improving or, in some cases, declining operating results in our facilities, which are based on programs and initiatives being implemented that are designed to achieve each facility’s most recent projections. If these projections are not met, or negative trends occur that impact our future outlook, future impairments of long‑lived assets and goodwill may occur, and we may incur additional restructuring charges, which could be material. At June 30, 2023, our operations consisted of three reportable segments – Hospital Operations, Ambulatory Care and Conifer. Our segments are the reporting units used to perform our goodwill impairment analysis. We record costs associated with restructuring efforts in our statement of operations as they are incurred. Our restructuring plans typically focus on the alignment of our operations in the most strategic and cost‑effective structure, such as the establishment of support operations at our GBC, among other things. Certain restructuring and acquisition‑related costs are based on estimates. Changes in estimates are recognized as they occur. During the six months ended June 30, 2023, we recorded impairment and restructuring charges and acquisition‑related costs of $37 million, consisting of $31 million of restructuring charges, $4 million of acquisition‑related costs and $2 million of impairment charges. Restructuring charges consisted of $11 million of legal costs related to the sale of certain businesses, $7 million related to the transition of various administrative functions to our GBC, $6 million of employee severance costs and $7 million of other restructuring costs. Acquisition‑related costs consisted of $4 million of transaction costs. During the six months ended June 30, 2022, we recorded impairment and restructuring charges and acquisition‑related costs of $73 million, consisting of $61 million of restructuring charges, $6 million of impairment charges and $6 million of acquisition‑related costs. Restructuring charges consisted of $21 million of employee severance costs, $5 million related to the transition of various administrative functions to our GBC, $22 million of contract and lease termination fees, and $13 million of other restructuring costs. Impairment charges for the six months ended June 30, 2022 were comprised of $2 million from each of our Hospital Operations, Ambulatory Care and Conifer segments. Acquisition-related costs consisted of $6 million of transaction costs. |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2023 | |
Long-Term Debt and Lease Obligation [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT The table below presents our long‑term debt included in the accompanying Condensed Consolidated Balance Sheets: June 30, 2023 December 31, 2022 Senior unsecured notes: 6.125% due 2028 $ 2,500 $ 2,500 6.875% due 2031 362 362 Senior secured first lien notes: 4.625% due July 2024 — 756 4.625% due September 2024 — 589 4.875% due 2026 2,100 2,100 5.125% due 2027 1,500 1,500 4.625% due 2028 600 600 4.250% due 2029 1,400 1,400 4.375% due 2030 1,450 1,450 6.125% due 2030 2,000 2,000 6.750% due 2031 1,350 — Senior secured second lien notes: 6.250% due 2027 1,500 1,500 Finance leases, mortgages and other notes 417 453 Unamortized issue costs and note discounts (131) (131) Total long-term debt 15,048 15,079 Less: Current portion 141 145 Long-term debt, net of current portion $ 14,907 $ 14,934 Senior Unsecured and Senior Secured Notes At June 30, 2023, we had outstanding senior unsecured notes and senior secured notes with aggregate principal amounts outstanding of $14.762 billion. These notes have fixed interest rates ranging from 4.250% to 6.875% and require semi‑annual interest payments in arrears. The principal and any accrued but unpaid interest is due upon the maturity date of the respective notes, which dates are staggered from January 2026 through November 2031. We completed the following transactions related to our senior secured notes during the six months ended June 30, 2023: • In May 2023, we issued $1.350 billion aggregate principal amount of 6.750% senior secured first lien notes, which will mature on May 15, 2031 (the “2031 Senior Secured First Lien Notes”). We will pay interest on the 2031 Senior Secured First Lien Notes semi-annually in arrears on May 15 and November 15 of each year, commencing on November 15, 2023. We used the issuance proceeds, together with cash on hand, to finance the redemption of our 4.625% senior secured first lien notes due September 2024 (the “September 2024 Senior Secured First Lien Notes”) and our 4.625% senior secured first lien notes due July 2024 (the “July 2024 Senior Secured First Lien Notes”), as described below; • Also in May 2023, we paid $596 million using a portion of the proceeds from the issuance of our 2031 Senior Secured First Lien Notes to redeem all $589 million aggregate principal amount outstanding of our September 2024 Senior Secured First Lien Notes in advance of their maturity date; and • In June 2023, we used the remaining proceeds from the issuance of our 2031 Senior Secured First Lien Notes along with cash on hand to redeem all $756 million aggregate principal amount outstanding of our July 2024 Senior Secured First Lien Notes in advance of their maturity date. In connection with the aforementioned redemptions, we recorded losses from early extinguishment of debt of $11 million in the three months ended June 30, 2023, primarily related to differences between the redemption prices and the par values of the notes, as well as the write-off of associated unamortized issuance costs. Credit Agreement We have a senior secured revolving credit facility that provides for revolving loans in an aggregate principal amount of up to $1.500 billion with a $200 million subfacility for standby letters of credit. We amended our credit agreement (as amended to date, the “Credit Agreement”) in March 2022 to, among other things, (1) decrease the aggregate revolving credit commitments from the previous limit of $1.900 billion to aggregate revolving credit commitments not to exceed $1.500 billion, subject to borrowing availability, (2) extend the scheduled maturity date to March 16, 2027, and (3) replace the London Interbank Offered Rate (LIBOR) with the Term Secured Overnight Financing Rate (“SOFR”) and Daily Simple SOFR (each, as defined in the Credit Agreement) as the reference interest rate. Outstanding revolving loans accrue interest depending on the type of loan at either (a) a base rate plus an applicable margin ranging from 0.25% to 0.75% per annum or (b) Term SOFR, Daily Simple SOFR or the Euro Interbank Offered Rate (EURIBOR) (each, as defined in the Credit Agreement) plus an applicable margin ranging from 1.25% to 1.75% per annum and (in the case of Term SOFR and Daily Simple SOFR only) a credit spread adjustment of 0.10%, in each case based on available credit. An unused commitment fee payable on the undrawn portion of the revolving loans ranges from 0.25% to 0.375% per annum based on available credit. Our borrowing availability is based on a specified percentage of eligible inventory and accounts receivable, including self‑pay accounts. At June 30, 2023, we had no cash borrowings outstanding under the Credit Agreement, and we had less than $1 million of standby letters of credit outstanding. Based on our eligible receivables, $1.500 billion was available for borrowing under the Credit Agreement at June 30, 2023. Letter of Credit Facility We have a letter of credit facility (as amended to date, the “LC Facility”) that provides for the issuance, from time to time, of standby and documentary letters of credit in an aggregate principal amount of up to $200 million. The scheduled maturity date of the LC Facility is September 12, 2024. Drawings under any letter of credit issued under the LC Facility that we have not reimbursed within three business days after notice thereof accrue interest at a base rate plus a margin of 0.50% per annum. An unused commitment fee is payable at an initial rate of 0.25% per annum with a step up to 0.375% per annum should our secured‑debt‑to‑EBITDA ratio equal or exceed 3.00 to 1.00 at the end of any fiscal quarter. A fee on the aggregate outstanding amount of issued but undrawn letters of credit accrues at a rate of 1.50% per annum. An issuance fee equal to 0.125% per annum of the aggregate face amount of each outstanding letter of credit is payable to the account of the issuer of the related letter of credit. The LC Facility is subject to an effective maximum secured debt covenant of 4.25 to 1.00. At June 30, 2023, we had $111 million of standby letters of credit outstanding under the LC Facility. |
GUARANTEES
GUARANTEES | 6 Months Ended |
Jun. 30, 2023 | |
Guarantees [Abstract] | |
GUARANTEES | GUARANTEES At June 30, 2023, the maximum potential amount of future payments under our income guarantees to certain physicians who agree to relocate and revenue collection guarantees to hospital‑based physician groups providing certain services at our hospitals was $207 million. We had a total liability of $191 million recorded for these guarantees included in other current liabilities in the accompanying Condensed Consolidated Balance Sheet at June 30, 2023. At June 30, 2023, we also had issued guarantees of the indebtedness and other obligations of our investees to third parties, the maximum potential amount of future payments under which was approximately $89 million. Of the total, $20 million relates to the obligations of consolidated subsidiaries, which obligations were recorded in other current liabilities in the accompanying Condensed Consolidated Balance Sheet at June 30, 2023. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Share-Based Compensation Plans The accompanying Condensed Consolidated Statements of Operations for the six months ended June 30, 2023 and 2022 include $33 million and $34 million, respectively, of pre-tax compensation costs related to our stock‑based compensation arrangements. Stock Options The following table summarizes stock option activity during the six months ended June 30, 2023: Number of Options Weighted Average Aggregate Weighted Average (In Millions) Outstanding at December 31, 2022 460,947 $ 23.33 Exercised (76,507) $ 26.07 Outstanding at June 30, 2023 384,440 $ 22.79 $ 23 4.6 years There were 76,507 and 60,051 stock options exercised during the six months ended June 30, 2023 and 2022, respectively, with aggregate intrinsic values of $4 million for both periods. All outstanding options were vested and exercisable at June 30, 2023. No stock options were granted during either of the six-month periods ended June 30, 2023 or 2022. The following table summarizes information about our outstanding stock options at June 30, 2023: Options Outstanding and Exercisable Range of Exercise Prices Number of Weighted Average Weighted Average $18.99 to $20.609 255,845 4.1 years $ 19.62 $20.61 to $35.430 128,595 5.6 years $ 29.07 384,440 4.6 years $ 22.79 Restricted Stock Units The following table summarizes activity with respect to restricted stock units (“RSUs”) during the six months ended June 30, 2023: Number of RSUs Weighted Average Grant Unvested at December 31, 2022 1,520,418 $ 66.36 Granted 732,516 $ 61.87 Performance-based adjustment 185,901 $ 48.97 Vested (900,166) $ 37.02 Forfeited (61,774) $ 62.58 Unvested at June 30, 2023 1,476,895 $ 67.99 In the six months ended June 30, 2023, we granted an aggregate of 918,417 RSUs. Of these: • 309,282 performance‑based RSUs will vest and be settled as described in the paragraph below; • 301,562 RSUs will vest and be settled ratably over a three‑year period from the grant date; • 185,901 RSUs vested and settled immediately as a result of our level of achievement with respect to performance‑based RSUs granted in 2020; • 42,626 RSUs will vest and be settled on the fifth anniversary of the grant date; • 37,740 RSUs granted to our non-employee directors for the 2023-2024 board service year vested immediately and will be settled on the third anniversary of the grant date; • 33,586 RSUs will vest and be settled on December 31, 2023; and • 7,720 RSUs will vest and be settled on the third anniversary of the grant date. The vesting of the performance-based RSUs granted in the six months ended June 30, 2023 is contingent on our achievement of specified performance goals for the years 2023 to 2025. Provided the goals are achieved, these performance‑based RSUs will vest and be settled on the third anniversary of the grant date. For 301,562 of the performance-based RSUs granted during the six months ended June 30, 2023, the actual number of RSUs that could vest ranges from 0% to 225%, depending on our level of achievement with respect to the performance goals; between 0% and 200% of the remaining 7,720 performance-based RSUs granted during this period could ultimately vest. In the six months ended June 30, 2022, we granted an aggregate of 633,880 RSUs. Of these: • 287,308 performance-based RSUs will vest and be settled as described in the paragraph below; • 237,381 RSUs will vest and be settled ratably over a three‑year period from the grant date; • 53,716 RSUs granted to our former Executive Chairman were scheduled to vest and be settled ratably over 11 quarterly periods from the grant date; • 35,482 RSUs granted to our non-employee directors for the 2022-2023 board service year vested immediately and will be settled on the third anniversary of the grant date; • 9,215 RSUs will vest and be settled ratably over a four‑year period from the grant date; • 6,170 RSUs will vest and be settled evenly on the third and fourth anniversaries of the grant date; and • 4,608 RSUs will vest and be settled on the second anniversary of the grant date. Other than as described below, the vesting of the performance-based RSUs granted in the six months ended June 30, 2022 is contingent on our achievement of specified performance goals for the years 2022 to 2024. Provided the goals are achieved, these performance‑based RSUs will vest and be settled on the third anniversary of the grant date. The actual number of performance‑based RSUs that could vest ranges from 0% to 200% of 233,592 of the 287,308 units granted, depending on our level of achievement with respect to the performance goals. The aggregate number of performance-based RSUs granted in 2022 included 53,716 RSUs granted to our former Executive Chairman. These performance‑based RSUs, which vested at 100%, and the unvested portion of the 53,716 time‑based RSUs granted during the same period vested and settled in October 2022 in accordance with the disability provisions of our stock incentive plan. The fair value of an RSU is based on our share price on the grant date. For certain of the performance‑based RSU grants, the number of units that will ultimately vest is subject to adjustment based on the achievement of a market‑based condition. The fair value of these RSUs is estimated through the use of a Monte Carlo simulation. Significant inputs used in our valuation of these RSUs included the following: Six Months Ended June 30, 2023 2022 Expected volatility 53.6% - 65.6% 39.6% - 68.1% Risk-free interest rate 4.2% - 4.8% 1.0% - 1.7% At June 30, 2023, there were $62 million of total unrecognized compensation costs related to RSUs. These costs are expected to be recognized over a weighted average period of 2.0 years. USPI Management Equity Plan USPI maintains a separate restricted stock plan (the “USPI Management Equity Plan”) under which it grants RSUs representing a contractual right to receive one share of USPI’s non‑voting common stock in the future. The vesting of RSUs granted under the plan varies based on the terms of the underlying award agreement. Once the requisite holding period is met, during specified times, the participant can sell the underlying shares to USPI at their estimated fair market value. At our sole discretion, the purchase of any non‑voting common shares can be made in cash or in shares of Tenet’s common stock. The following table summarizes RSU activity under the USPI Management Equity Plan during the six months ended June 30, 2023: Number of RSUs Weighted Average Grant Unvested at December 31, 2022 922,840 $ 34.13 Vested (303,171) $ 34.13 Forfeited (9,722) $ 34.13 Unvested at June 30, 2023 609,947 $ 34.13 USPI did not make any new grants under the USPI Management Equity Plan during the six months ended June 30, 2023 or 2022, and no shares were repurchased during the same six‑month periods. At June 30, 2023, there were 308,495 outstanding vested shares of non‑voting common stock eligible to be sold to USPI during the next open sale period. |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | EQUITY The following tables present the changes in consolidated equity (dollars in millions, share amounts in thousands): Common Stock Additional Accumulated Accumulated Treasury Noncontrolling Total Equity Shares Issued Par Balances at December 31, 2022 102,247 $ 8 $ 4,778 $ (181) $ (803) $ (2,660) $ 1,317 $ 2,459 Net income — — — — 143 — 74 217 Distributions paid to noncontrolling interests — — — — — — (61) (61) Other comprehensive income — — — 2 — — — 2 Purchases of businesses and noncontrolling interests, net — — 2 — — — 17 19 Repurchases of common stock (906) — — — — (50) — (50) Stock-based compensation expense and issuance of common stock 571 — (6) — — — — (6) Balances at March 31, 2023 101,912 $ 8 $ 4,774 $ (179) $ (660) $ (2,710) $ 1,347 $ 2,580 Net income — — — — 123 — 82 205 Distributions paid to noncontrolling interests — — — — — — (66) (66) Other comprehensive income — — — 1 — — — 1 Purchases of businesses and noncontrolling interests, net — — 4 — — — 18 22 Repurchases of common stock (580) — — — — (40) — (40) Stock-based compensation expense and issuance of common stock 177 — 22 — — — — 22 Balances at June 30, 2023 101,509 $ 8 $ 4,800 $ (178) $ (537) $ (2,750) $ 1,381 $ 2,724 Common Stock Additional Accumulated Accumulated Treasury Noncontrolling Total Equity Shares Issued Par Balances at December 31, 2021 107,189 $ 8 $ 4,877 $ (233) $ (1,214) $ (2,410) $ 1,026 $ 2,054 Net income — — — — 140 — 46 186 Distributions paid to noncontrolling interests — — — — — — (71) (71) Accretion of redeemable noncontrolling interests — — (95) — — — — (95) Sales of businesses and noncontrolling interests, net — — (7) — — — (1) (8) Stock-based compensation expense and issuance of common stock 499 — (10) — — — — (10) Balances at March 31, 2022 107,688 $ 8 $ 4,765 $ (233) $ (1,074) $ (2,410) $ 1,000 $ 2,056 Net income — — — — 38 — 58 96 Distributions paid to noncontrolling interests — — — — — — (38) (38) Other comprehensive income — — — 2 — — — 2 Accretion of redeemable noncontrolling interests — — (9) — — — — (9) Purchases (sales) of businesses and noncontrolling interests, net — — (23) — — — 7 (16) Stock-based compensation expense and issuance of common stock 142 — 23 — — — — 23 Balances at June 30, 2022 107,830 $ 8 $ 4,756 $ (231) $ (1,036) $ (2,410) $ 1,027 $ 2,114 Noncontrolling Interests Our noncontrolling interests balances at June 30, 2023 and December 31, 2022 were comprised of $136 million and $132 million, respectively, from our Hospital Operations segment, and $1.245 billion and $1.185 billion, respectively, from our Ambulatory Care segment. Our net income available to noncontrolling interests for the six months ended June 30, 2023 and 2022 in the tables above were comprised of $14 million and $9 million, respectively, from our Hospital Operations segment and $142 million and $95 million, respectively, from our Ambulatory Care segment. Share Repurchase Program In October 2022, we announced that our board of directors had authorized the repurchase of up to $1 billion of our common stock through a share repurchase program that expires on December 31, 2024. Under the program, shares can be purchased in the open market or through privately negotiated transactions in a manner consistent with applicable securities laws and regulations, including pursuant to a Rule 10b5-1 plan if established by the Company, at times and in amounts based on market conditions and other factors. The table below summarizes transactions completed under the repurchase program during the six months ended June 30, 2023: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Maximum Dollar Value of Shares That May Yet be Purchased Under the Program (In Thousands) (In Thousands) (In Millions) January 1 through January 31, 2023 — $ — — $ 750 February 1 through February 28, 2023 — $ — — $ 750 March 1 through March 31, 2023 906 $ 55.03 906 $ 700 April 1 through April 30, 2023 — $ — — $ 700 May 1 through May 31, 2023 580 $ 69.17 580 $ 660 June 1 through June 30, 2023 — $ — — $ 660 January 1 through June 30, 2023 1,486 $ 60.55 1,486 |
NET OPERATING REVENUES
NET OPERATING REVENUES | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
NET OPERATING REVENUES | CONTRACT BALANCES Hospital Operations Segment Amounts related to services provided to patients for which we have not billed and that do not meet the conditions of unconditional right to payment at the end of the reporting period are contract assets. For our Hospital Operations segment, our contract assets include services that we have provided to patients who are still receiving inpatient care in our facilities at the end of the reporting period. Our Hospital Operations segment’s contract assets were included in other current assets in the accompanying Condensed Consolidated Balance Sheets at June 30, 2023 and December 31, 2022. Approximately 88% of our Hospital Operations segment’s contract assets meet the conditions for unconditional right to payment and are reclassified to patient receivables within 90 days. As discussed in Note 1, our Hospital Operations segment received advance payments from the MAPP following its expansion under the COVID Acts in 2020; however, no additional advances were received during the six months ended June 30, 2023 or 2022. All remaining MAPP advances received by our Hospital Operations segment were either repaid or recouped during 2022 and 2021, which resulted in no outstanding liability at June 30, 2023 and December 31, 2022. The opening and closing balances of contract assets and contract liabilities, as well as their classification in our condensed consolidated balance sheets, for our Hospital Operations segment were as follows: Contract Assets Contract Liabilities – Current Advances from Medicare December 31, 2022 $ 185 $ — June 30, 2023 172 — Decrease $ (13) $ — December 31, 2021 $ 181 $ 876 June 30, 2022 172 403 Decrease $ (9) $ (473) During the six months ended June 30, 2022, $473 million of Medicare advance payments included in the opening contract liabilities balance for our Hospital Operations segment were recouped through a reduction of our Medicare claims payments. Ambulatory Care Segment Our Ambulatory Care segment also received advance payments from the MAPP following its expansion in 2020; however, no additional advances were received during the six months ended June 30, 2023 or 2022. All remaining MAPP advances received by our Ambulatory Care segment were either repaid or recouped during 2022 and 2021, which resulted in no outstanding liability at June 30, 2023 and December 31, 2022. Conifer Segment Conifer enters into contracts with clients to provide revenue cycle management and other services, such as value‑based care, consulting and engagement solutions. The payment terms and conditions in Conifer’s client contracts vary. In some cases, clients are invoiced in advance and (for other than fixed‑price fee arrangements) a true‑up to the actual fee is included on a subsequent invoice. In other cases, payment is due in arrears. In addition, some contracts contain performance incentives, penalties and other forms of variable consideration. When the timing of Conifer’s delivery of services is different from the timing of payments made by its clients, Conifer recognizes either unbilled revenue (performance precedes contractual right to invoice the client) or deferred revenue (client payment precedes Conifer service performance). In the following table, clients that prepay prior to obtaining control/benefit of services are represented by deferred contract revenue until the performance obligations are satisfied. Unbilled revenue represents arrangements in which Conifer has provided services to a client, and the client has obtained control/benefit of these services prior to the contractual invoice date. Contracts with payment in arrears are recognized as receivables in the month the services are performed. The opening and closing balances of Conifer’s receivables, contract assets, and current and long‑term contract liabilities were as follows: Receivables Contract Assets – Unbilled Revenue Contract Liabilities – Current Contract Liabilities – Long-Term December 31, 2022 $ 37 $ 15 $ 110 $ 13 June 30, 2023 18 14 76 12 Decrease $ (19) $ (1) $ (34) $ (1) December 31, 2021 $ 28 $ 18 $ 79 $ 15 June 30, 2022 24 15 69 14 Decrease $ (4) $ (3) $ (10) $ (1) The differences between the opening and closing balances of Conifer’s contract assets and contract liabilities are primarily related to prepayments for those clients who are billed in advance, changes in estimates related to metric‑based services, and up‑front integration services that are typically not distinct and are, therefore, recognized over the performance obligation period to which they relate. Our Conifer segment’s receivables and contract assets at June 30, 2023 and December 31, 2022 were reported as part of other current assets in the accompanying Condensed Consolidated Balance Sheets, and its current and long‑term contract liabilities on those dates were reported as part of contract liabilities and other long‑term liabilities, respectively. In the six months ended June 30, 2023 and 2022, Conifer recognized $70 million and $55 million, respectively, of revenue that was included in the opening current deferred revenue liability. This revenue consists primarily of prepayments for those clients who are billed in advance, changes in estimates related to metric‑based services, and up‑front integration services that are recognized over the service period. Contract Costs Our unamortized deferred contract setup costs totaled $24 million at both June 30, 2023 and December 31, 2022 and are included in investments and other assets in the accompanying Condensed Consolidated Balance Sheets. Net operating revenues for our Hospital Operations and Ambulatory Care segments primarily consist of net patient service revenues, principally for patients covered by Medicare, Medicaid, managed care and other health plans, as well as certain uninsured patients under our Compact with Uninsured Patients and other uninsured discount and charity programs. Net operating revenues for our Conifer segment primarily consist of revenues from providing revenue cycle management services to health systems, individual hospitals and physician practices. The table below presents our sources of net operating revenues: Three Months Ended Six Months Ended 2023 2022 2023 2022 Hospital Operations: Net patient service revenues from hospitals and related outpatient facilities: Medicare $ 599 $ 579 $ 1,212 $ 1,198 Medicaid 264 268 544 517 Managed care (1) 2,565 2,304 5,068 4,742 Uninsured 29 36 60 74 Indemnity and other 156 161 296 325 Total 3,613 3,348 7,180 6,856 Other revenues (2) 309 297 641 587 Hospital Operations total prior to inter-segment eliminations 3,922 3,645 7,821 7,443 Ambulatory Care 942 771 1,847 1,509 Conifer 323 333 647 657 Inter-segment eliminations (105) (111) (212) (226) Net operating revenues $ 5,082 $ 4,638 $ 10,103 $ 9,383 (1) Includes Medicare and Medicaid managed care programs. (2) Primarily physician practices revenues. Revenues related to the Texas Comprehensive Hospital Increase Reimbursement Program (“CHIRP”) are presented in managed care net patient service revenues in the table above. Amounts we were assessed to support CHIRP following its approval in 2022 were presented in Medicaid revenues in prior periods, but have been reclassified to managed care revenues to conform to the current‑year presentation in the same payer group as the revenues to more clearly reflect the results of our participation in this program. Assessments to support CHIRP totaled $24 million and $20 million during the three months ended June 30, 2023 and 2022, respectively, and $50 million and $77 million during the six months ended June 30, 2023 and 2022, respectively. Adjustments for prior‑year cost report settlements and related valuation allowances, principally related to Medicare and Medicaid, increased revenues in the six months ended June 30, 2023 and 2022 by $10 million and $7 million, respectively. Estimated cost report settlements and related valuation allowances were included in accounts receivable in the accompanying Condensed Consolidated Balance Sheets (see Note 2). We believe that we have made adequate provision for any adjustments that may result from the final determination of amounts earned under all the above arrangements with Medicare and Medicaid. The following tables present the composition of net operating revenues for our Ambulatory Care and Conifer segments: Three Months Ended Six Months Ended 2023 2022 2023 2022 Ambulatory Care: Net patient service revenues $ 905 $ 741 $ 1,773 $ 1,445 Management fees 30 24 60 53 Revenue from other sources 7 6 14 11 Ambulatory Care net operating revenues $ 942 $ 771 $ 1,847 $ 1,509 Conifer: Revenue cycle services – Tenet $ 103 $ 108 $ 207 $ 220 Revenue cycle services – other clients 200 202 399 391 Other services – Tenet 2 3 5 6 Other services – other clients 18 20 36 40 Conifer net operating revenues $ 323 $ 333 $ 647 $ 657 Performance Obligations The following table includes Conifer’s revenue that is expected to be recognized in the future related to performance obligations that are unsatisfied, or partially unsatisfied, at the end of the reporting period: Six Months Ending Years Ending Later Years December 31, Total 2023 2024 2025 2026 2027 Performance obligations $ 5,734 $ 333 $ 600 $ 600 $ 600 $ 600 $ 3,001 The amounts in the table above primarily consist of revenue cycle management fixed fees, which are typically recognized ratably as the performance obligation is satisfied. The estimated revenue does not include volume or contingency‑based contracts, variable‑based rate escalators, performance incentives, penalties or other variable consideration that is considered constrained. Conifer’s contract with Catholic Health Initiatives (“CHI”), a minority interest owner of Conifer Health Solutions, LLC, represents the majority of the fixed‑fee revenue related to remaining performance obligations. Conifer’s contract term with CHI ends December 31, 2032. |
INSURANCE
INSURANCE | 6 Months Ended |
Jun. 30, 2023 | |
Property and Professional and General Liablity Insurance [Abstract] | |
INSURANCE | INSURANCE Property Insurance We have property, business interruption and related insurance coverage to mitigate the financial impact of catastrophic events or perils that is subject to deductible provisions based on the terms of the policies. These policies are issued on an occurrence basis. For both the policy periods of April 1, 2022 through March 31, 2023 and April 1, 2023 through March 31, 2024, we have coverage totaling $850 million per occurrence, after deductibles and exclusions, with annual aggregate sub‑limits of $100 million for floods, $200 million for earthquakes in California, $200 million for all other earthquakes and a per‑occurrence sub‑limit of $200 million per named windstorm with no annual aggregate. With respect to fires and other perils, excluding floods, earthquakes and named windstorms, the total $850 million limit of coverage per occurrence applies. Deductibles are 5% of insured values for earthquakes in California and named windstorms, and 2% of insured values for earthquakes in the New Madrid fault zone, each with a maximum deductible per claim of $25 million. All other covered losses are subject to a minimum deductible of $5 million per occurrence. We also purchase cyber liability insurance from third parties. In April 2022, we experienced a cybersecurity incident that temporarily disrupted a subset of our acute care operations and involved the exfiltration of certain confidential company and patient information (the “Cybersecurity Incident”). We received $31 million of insurance recoveries related to the Cybersecurity Incident during the six months ended June 30, 2023; of this amount, we recorded $27 million as net operating revenues in the accompanying Condensed Consolidated Statement of Operations. We received insurance recoveries totaling $5 million during the same six-month period in 2022; however, no portion of those recoveries were included in net operating revenues during the six months ended June 30, 2022. Professional and General Liability Reserves We are self‑insured for the majority of our professional and general liability claims, and we purchase insurance from third‑parties to cover catastrophic claims. At June 30, 2023 and December 31, 2022, the aggregate current and long‑term professional and general liability reserves in the accompanying Condensed Consolidated Balance Sheets were $1.050 billion and $1.045 billion, respectively. These reserves include the reserves recorded by our captive insurance subsidiaries and our self‑insured retention reserves recorded based on modeled estimates for the portion of our professional and general liability risks, including incurred but not reported claims, for which we do not have insurance coverage. Malpractice expense of $190 million and $138 million was included in other operating expenses, net, in the accompanying Condensed Consolidated Statements of Operations for the six months ended June 30, 2023 and 2022, respectively. |
CLAIMS AND LAWSUITS
CLAIMS AND LAWSUITS | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CLAIMS AND LAWSUITS | CLAIMS AND LAWSUITS We operate in a highly regulated and litigious industry. Healthcare companies are subject to numerous investigations by various governmental agencies. Further, private parties have the right to bring qui tam or “whistleblower” lawsuits against companies that allegedly submit false claims for payments to, or improperly retain overpayments from, the government and, in some states, private payers. We and our subsidiaries have received inquiries in recent years from government agencies, and we may receive similar inquiries in future periods. We are also subject to class action lawsuits, employment‑related claims and other legal actions in the ordinary course of business. Some of these actions may involve large demands, as well as substantial defense costs. We cannot predict the outcome of current or future legal actions against us or the effect that judgments or settlements in such matters may have on us. We record accruals for estimated losses relating to claims and lawsuits when available information indicates that a loss is probable and we can reasonably estimate the amount of the loss or a range of loss. Significant judgment is required in both the determination of the probability of a loss and the determination as to whether a loss is reasonably estimable. These determinations are updated at least quarterly and are adjusted to reflect the effects of negotiations, settlements, rulings, advice of legal counsel and technical experts, and other information and events pertaining to a particular matter, but are subject to significant uncertainty regarding numerous factors that could affect the ultimate loss levels. If a loss on a material matter is reasonably possible and estimable, we disclose an estimate of the loss or a range of loss. In cases where we have not disclosed an estimate, we have concluded that the loss is either not reasonably possible or the loss, or a range of loss, is not reasonably estimable, based on available information. Given the inherent uncertainties associated with these matters, especially those involving governmental agencies, and the indeterminate damages sought in some cases, we are unable to predict the ultimate liability we may incur from these matters, and an adverse outcome in one or more of these matters could be material to our results of operations or cash flows for any particular reporting period. Government Investigation of Detroit Medical Center In May 2023, we entered into a settlement agreement to resolve an investigation of Detroit Medical Center (“DMC”) that was commenced in October 2017 by the U.S. Attorney’s Office for the Eastern District of Michigan and the Civil Division of the U.S. Department of Justice (“DOJ”). The investigation concerned potential violations of the Stark law, the Medicare and Medicaid anti‑kickback and antifraud and abuse amendments codified under Section 1128B(b) of the Social Security Act, and the federal False Claims Act related to DMC’s employment of nurse practitioners and physician assistants from 2006 through 2017. As previously reported, we reached a settlement in principle with the DOJ in January 2023, and we had fully reserved for such potential settlement at March 31, 2023 and December 31, 2022. The settlement amount was paid in the three months ended June 30, 2023. Other Matters We are also subject to claims and lawsuits arising in the ordinary course of business, including potential claims related to, among other things, the care and treatment provided at our hospitals and outpatient facilities, the application of various federal and state labor and privacy laws, tax audits and other matters. Although the results of these claims and lawsuits cannot be predicted with certainty, we believe that the ultimate resolution of these ordinary course claims and lawsuits will not have a material effect on our business or financial condition. New claims or inquiries may be initiated against us from time to time. These matters could (1) require us to pay substantial damages or amounts in judgments or settlements, which, individually or in the aggregate, could exceed amounts, if any, that may be recovered under our insurance policies where coverage applies and is available, (2) cause us to incur substantial expenses, (3) require significant time and attention from our management, and (4) cause us to close or sell hospitals or otherwise modify the way we conduct business. The following table presents reconciliations of the beginning and ending liability balances in connection with legal settlements and related costs: Balances at Litigation and Cash Other Balances at Six Months Ended June 30, 2023 $ 51 $ 14 $ (46) $ — $ 19 Six Months Ended June 30, 2022 $ 78 $ 38 $ (58) $ 3 $ 61 |
REDEEMABLE NONCONTROLLING INTER
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES | 6 Months Ended |
Jun. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES | REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES We had a put/call agreement (the “Baylor Put/Call Agreement”) with Baylor that contained put and call options with respect to the 5% ownership interest Baylor previously held in USPI (the “Baylor Shares”). Based on the nature of the Baylor Put/Call Agreement, Baylor’s minority interest in USPI was classified as a redeemable noncontrolling interest in our consolidated balance sheet. In June 2022, we entered into an agreement with Baylor (the “Share Purchase Agreement”) to purchase all of the Baylor Shares. Under the terms of the Share Purchase Agreement, we agreed to pay Baylor $406 million to buy its entire 5% voting ownership interest in USPI. We paid $11 million upon execution of the Share Purchase Agreement and are obligated to make a total of 35 additional non-interest bearing monthly payments of approximately $11 million, which payments commenced in August 2022. In June 2022, we recorded the present value of the purchase price as a liability on our balance sheet, with an offset to redeemable noncontrolling interest of $365 million for the carrying amount of the shares and $23 million to additional paid‑in capital for the difference between the carrying value and present value of the purchase price for the shares. At both June 30, 2023 and December 31, 2022, we had a liability of $135 million recorded in other current liabilities in the accompanying Condensed Consolidated Balance Sheets for the purchase of these shares. The long-term portion of our obligation related to the share repurchase was $127 million and $190 million at June 30, 2023 and December 31, 2022, respectively, which amounts were included in other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. The following table presents the changes in redeemable noncontrolling interests in equity of consolidated subsidiaries: Six Months Ended June 30, 2023 2022 Balances at beginning of period $ 2,149 $ 2,203 Net income 167 177 Distributions paid to noncontrolling interests (143) (201) Accretion of redeemable noncontrolling interests — 104 Purchases and sales of businesses and noncontrolling interests, net 104 (286) Balances at end of period $ 2,277 $ 1,997 Distributions paid to noncontrolling interests during the six months ended June 30, 2022 included $61 million of proceeds related to the sale of several medical office buildings previously owned by our Hospital Operations segment. The following tables present the composition by segment of our redeemable noncontrolling interests balances, as well as our net income available to redeemable noncontrolling interests: June 30, 2023 December 31, 2022 Hospital Operations $ 229 $ 233 Ambulatory Care 1,445 1,357 Conifer 603 559 Redeemable noncontrolling interests $ 2,277 $ 2,149 Six Months Ended June 30, 2023 2022 Hospital Operations $ — $ 24 Ambulatory Care 123 118 Conifer 44 35 Net income available to redeemable noncontrolling interests $ 167 $ 177 |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES During the three months ended June 30, 2023 and 2022, we recorded income tax expense of $80 million and $86 million on pre-tax income of $373 million and $265 million, respectively, and recorded income tax expense of $164 million and $185 million on pre-tax income of $753 million and $643 million during the six months ended June 30, 2023 and 2022, respectively. Our provision for income taxes during interim reporting periods is calculated by applying an estimate of the annual effective tax rate to “ordinary” income or loss (pre-tax income or loss excluding unusual or infrequently occurring discrete items) for the reporting period. In calculating “ordinary” income, non‑taxable income available to noncontrolling interests was deducted from pre-tax income. A reconciliation between the amount of reported income tax expense and the amount computed by multiplying income before income taxes by the statutory federal tax rate is presented below: Three Months Ended Six Months Ended 2023 2022 2023 2022 Tax expense at statutory federal rate of 21% $ 78 $ 56 $ 158 $ 135 State income taxes, net of federal income tax benefit 12 11 28 25 Tax benefit attributable to noncontrolling interests (35) (28) (67) (57) Nondeductible goodwill — 1 — 1 Stock-based compensation tax benefit (2) (1) (4) (3) Changes in valuation allowance 23 45 42 77 Other items 4 2 7 7 Income tax expense $ 80 $ 86 $ 164 $ 185 During the six months ended June 30, 2023 and 2022, we recorded income tax expense of $42 million and $77 million, respectively, to increase the valuation allowance for interest expense carryforwards as a result of the limitation on business interest expense. The Inflation Reduction Act of 2022 implemented a corporate alternative minimum tax (“CAMT”) of 15% on book income of certain large corporations effective for tax years beginning after December 31, 2022. We expect to be subject to the CAMT, however, we currently do not expect any material impact on our consolidated statement of operations. There were no adjustments to our estimated liabilities for uncertain tax positions during the six months ended June 30, 2023. The total amount of unrecognized tax benefits as of June 30, 2023 was $34 million, of which $32 million, if recognized, would affect our effective tax rate and income tax expense from continuing operations. Our practice is to recognize interest and penalties related to income tax matters in income tax expense in our condensed consolidated statements of operations. Approximately $1 million of interest and penalties related to accrued liabilities for uncertain tax positions are included for the six months ended June 30, 2023. Total accrued interest and penalties on unrecognized tax benefits at June 30, 2023 were $1 million. As of June 30, 2023, no significant changes in unrecognized federal and state tax benefits were expected in the next 12 months as a result of the settlement of audits, the filing of amended tax returns or the expiration of statutes of limitations. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE The following table provides a reconciliation of the numerators and denominators of our basic and diluted earnings per common share calculations for our continuing operations. Net income available to our common shareholders is expressed in millions and weighted average shares are expressed in thousands. Net Income Available to Common Shareholders (Numerator) Weighted Per-Share Amount Three Months Ended June 30, 2023 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 123 101,766 $ 1.21 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (3) 3,012 (0.06) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 120 104,778 $ 1.15 Three Months Ended June 30, 2022 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 38 107,790 $ 0.35 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock — 960 — Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 38 108,750 $ 0.35 Six Months Ended June 30, 2023 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 266 102,028 $ 2.61 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (6) 3,326 (0.14) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 260 105,354 $ 2.47 Six Months Ended June 30, 2022 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 177 107,636 $ 1.64 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock 9 6,418 (0.01) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 186 114,054 $ 1.63 During the three and six months ended June 30, 2023 and 2022, our convertible instruments consisted of an agreement related to the ownership interest in a Hospital Operations segment joint venture and RSUs issued under the USPI Management Equity Plan; however, during the 2022 periods our convertible instruments also included the Baylor Put/Call Agreement. Additional information about the USPI Management Equity Plan and the Baylor Put/Call Agreement is included in Notes 8 and 13, respectively. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS We are required to provide additional disclosures about fair value measurements as part of our financial statements for each major category of assets and liabilities measured at fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities, which generally are not applicable to non‑financial assets and liabilities. Fair values determined by Level 2 inputs utilize data points that are observable, such as definitive sales agreements, appraisals or established market values of comparable assets. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability and include situations where there is little, if any, market activity for the asset or liability, such as internal estimates of future cash flows. Non-Recurring Fair Value Measurements The following table presents information about assets measured at fair value on a non-recurring basis and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair values: Total Quoted Prices Significant Other Significant At June 30, 2023 Long-lived assets held for sale $ 141 $ — $ 141 $ — At December 31, 2022 Long-lived assets held and used $ 167 $ — $ 167 $ — Financial Instruments The fair value of our long‑term debt (except for borrowings under the Credit Agreement) is based on quoted market prices (Level 1). The inputs used to establish the fair value of the borrowings outstanding under the Credit Agreement are considered to be Level 2 inputs. At June 30, 2023 and December 31, 2022, the estimated fair value of our long‑term debt was approximately 96.0% and 92.8%, respectively, of the carrying value of the debt. |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS | ACQUISITIONS Preliminary purchase price allocations (representing the fair value of the consideration conveyed) for all acquisitions made during the six months ended June 30, 2023 and 2022 are as follows: Six Months Ended June 30, 2023 2022 Current assets $ 13 $ 6 Property and equipment 8 26 Other intangible assets 5 2 Goodwill 257 206 Other long-term assets 8 22 Previously held investments in unconsolidated affiliates (37) (73) Current liabilities (8) (9) Long-term liabilities (11) (38) Redeemable noncontrolling interests in equity of consolidated subsidiaries (95) (68) Noncontrolling interests (31) (9) Cash paid, net of cash acquired (96) (66) Gains (losses) on consolidations $ 13 $ (1) The goodwill generated from these transactions, the majority of which we believe will be deductible for income tax purposes, can be attributed to the benefits that we expect to realize from operating efficiencies and growth strategies. The goodwill total of $257 million from acquisitions completed during the six months ended June 30, 2023 was recorded in our Ambulatory Care segment. Approximately $4 million and $6 million in transaction costs related to prospective and closed acquisitions were expensed during the six‑month periods ended June 30, 2023 and 2022, respectively, and were included in impairment and restructuring charges, and acquisition‑related costs in the accompanying Condensed Consolidated Statements of Operations. We are required to allocate the purchase prices of acquired businesses to assets acquired or liabilities assumed and, if applicable, noncontrolling interests based on their fair values. The excess of the purchase price allocated over those fair values is recorded as goodwill. The purchase price allocations for certain acquisitions completed in 2023 and 2022 are preliminary. We are in the process of assessing working capital balances, as well as obtaining and evaluating valuations of the acquired property and equipment, management contracts and other intangible assets, and noncontrolling interests. Therefore, those purchase price allocations, including goodwill, recorded in the accompanying Condensed Consolidated Financial Statements are subject to adjustment once the assessments and valuation work are completed and evaluated. Such adjustments will be recorded as soon as practical and within the measurement period as defined by the accounting literature. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Our business consists of our Hospital Operations segment, our Ambulatory Care segment and our Conifer segment. 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. Our Hospital Operations segment is comprised of our acute care and specialty hospitals, a network of employed physicians and ancillary outpatient facilities. At June 30, 2023, our subsidiaries operated 61 hospitals serving primarily urban and suburban communities in nine states, including the new acute care hospital we opened in September 2022 in South Carolina. Also at June 30, 2023, our Hospital Operations segment included 107 outpatient facilities, primarily imaging centers, ancillary emergency facilities and micro‑hospitals. Our Ambulatory Care segment is comprised of the operations of USPI. At June 30, 2023, USPI had ownership interests in 455 ambulatory surgery centers (312 consolidated) and 24 surgical hospitals (eight consolidated) in 35 states. Effective June 30, 2022, we purchased all of the shares in USPI that Baylor held on that date for $406 million, which increased our ownership interest in USPI’s voting shares from 95% to 100% (see Note 13 for additional information about this transaction). Our Conifer segment provides revenue cycle management and value-based care services to hospitals, health systems, physician practices, employers and other clients. At June 30, 2023, Conifer provided services to approximately 670 Tenet and non‑Tenet hospitals and other clients nationwide. Conifer provides revenue management, administrative support and various other services to Tenet hospitals. We believe the pricing terms for these services are commercially reasonable and consistent with estimated third‑party terms. At June 30, 2023, we owned approximately 76% of Conifer Health Solutions, LLC, which is Conifer’s principal subsidiary. The following tables include amounts for each of our reportable segments and the items necessary to reconcile them to the amounts reported in the accompanying Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations, as applicable: June 30, 2023 December 31, 2022 Assets: Hospital Operations $ 15,411 $ 15,682 Ambulatory Care 10,862 10,557 Conifer 884 917 Total $ 27,157 $ 27,156 Three Months Ended Six Months Ended 2023 2022 2023 2022 Capital expenditures: Hospital Operations $ 109 $ 130 $ 324 $ 262 Ambulatory Care 20 19 38 40 Conifer 3 3 5 5 Total $ 132 $ 152 $ 367 $ 307 Net operating revenues: Hospital Operations total prior to inter-segment eliminations $ 3,922 $ 3,645 $ 7,821 $ 7,443 Ambulatory Care 942 771 1,847 1,509 Conifer Tenet 105 111 212 226 Other clients 218 222 435 431 Total Conifer revenues 323 333 647 657 Inter-segment eliminations (105) (111) (212) (226) Total $ 5,082 $ 4,638 $ 10,103 $ 9,383 Three Months Ended Six Months Ended 2023 2022 2023 2022 Equity in earnings of unconsolidated affiliates: Hospital Operations $ 2 $ 2 $ 5 $ 6 Ambulatory Care 52 52 99 94 Total $ 54 $ 54 $ 104 $ 100 Adjusted EBITDA: Hospital Operations $ 388 $ 431 $ 793 $ 945 Ambulatory Care 370 319 710 601 Conifer 85 93 172 185 Total $ 843 $ 843 $ 1,675 $ 1,731 Depreciation and amortization: Hospital Operations $ 176 $ 179 $ 357 $ 346 Ambulatory Care 27 28 54 55 Conifer 10 9 19 18 Total $ 213 $ 216 $ 430 $ 419 Adjusted EBITDA $ 843 $ 843 $ 1,675 $ 1,731 Depreciation and amortization (213) (216) (430) (419) Impairment and restructuring charges, and acquisition-related costs (16) (57) (37) (73) Litigation and investigation costs (10) (18) (14) (38) Interest expense (226) (222) (447) (449) Loss from early extinguishment of debt (11) (66) (11) (109) Other non-operating income, net 6 — 4 — Net gains on sales, consolidation and deconsolidation of facilities — 1 13 — Income from continuing operations, before income taxes $ 373 $ 265 $ 753 $ 643 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Tenet Healthcare Corporation (together with our subsidiaries, referred to herein as “Tenet,” “we” or “us”) is a diversified healthcare services company headquartered in Dallas, Texas. Our expansive, nationwide care delivery network consists of our Hospital Operations and other (“Hospital Operations”) segment, our Ambulatory Care segment and our Conifer segment. Our Hospital Operations segment is comprised of our 61 acute care and specialty hospitals, a network of employed physicians and 107 outpatient facilities, including imaging centers, ancillary emergency facilities and micro‑hospitals. Our Ambulatory Care segment is comprised of the operations of our subsidiary USPI Holding Company, Inc. (“USPI”), which held indirect ownership interests in 455 ambulatory surgery centers and 24 surgical hospitals at June 30, 2023. USPI held noncontrolling interests in 159 of these facilities, which are recorded using the equity method of accounting. Effective June 30, 2022, we purchased all of the shares in USPI that Baylor University Medical Center (“Baylor”) held on that date for $406 million, which increased our ownership interest in USPI’s voting shares from 95% to 100% (see Note 13 for additional information about this transaction). Our Conifer segment provides revenue cycle management and value-based care services to hospitals, health systems, physician practices, employers and other clients. Almost all of the services comprising the operations of our Conifer segment are provided by Conifer Health Solutions, LLC, in which we own an interest of approximately 76% through our Conifer Holdings, Inc. subsidiary (“Conifer”), or by one of its direct or indirect wholly owned subsidiaries. In addition, we operate a Global Business Center (“GBC”) in Manila, Philippines. This quarterly report supplements our Annual Report on Form 10‑K for the year ended December 31, 2022 (“Annual Report”). As permitted by the Securities and Exchange Commission for interim reporting, we have omitted certain notes and disclosures that substantially duplicate those in our Annual Report. For further information, refer to the audited Consolidated Financial Statements and notes included in our Annual Report. Unless otherwise indicated, all dollar amounts presented in our Condensed Consolidated Financial Statements and these accompanying notes are expressed in millions (except per‑share amounts). We adopted the Financial Accounting Standards Board’s Accounting Standards Update (“ASU”) 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), effective as of January 1, 2022 using the modified retrospective method. Among other amendments, ASU 2020-06 changed the accounting for diluted earnings‑per‑share for convertible instruments and contracts that may be settled in cash or stock. ASU 2020-06 eliminated an entity’s ability to rebut the presumption of share settlement for convertible instruments and contracts that can be partially or fully settled in cash at the issuer’s election. Additionally, ASU 2020-06 requires that the if‑converted method, which is more dilutive than the treasury stock method, be used for all convertible instruments. As a result of our adoption of ASU 2020-06, diluted weighted average shares outstanding increased by approximately two million shares for both the three and six-month periods ended June 30, 2023, and diluted earnings per share available to Tenet common shareholders decreased by $0.05 and $0.11, respectively, for these same periods. Although the adoption of ASU 2020-06 did not result in a change in the diluted weighted average shares outstanding or diluted earnings per share available for the three months ended June 30, 2022, it did increase our diluted weighted average shares outstanding by five million shares for the six-month period ended June 30, 2022. Because there were also adjustments to net income under the if-converted method, the increase in diluted shares did not result in any change in the reported diluted earnings per share available for the six months ended June 30, 2022. Certain prior‑year amounts have been reclassified to conform to the current‑year presentation. Contract liabilities – long‑term are no longer significant enough to present separately. These obligations are now included in other long‑term liabilities in the accompanying Condensed Consolidated Balance Sheets. Although our Condensed Consolidated Financial Statements and these related notes are unaudited, we believe all adjustments considered necessary for a fair presentation have been included and are of a normal recurring nature. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements and these accompanying notes. We regularly evaluate the accounting policies and estimates we use. In general, we base the estimates on historical experience and on assumptions that we believe to be reasonable given the particular circumstances in which we operate. Actual results may vary from those estimates. The financial and statistical information we report to other regulatory agencies may be prepared on a basis other than GAAP or using different assumptions or reporting periods and, therefore, may vary from the amounts presented herein. Although we make every effort to ensure that the information we report to those agencies is accurate, complete and consistent with applicable reporting guidelines, we cannot be responsible for the accuracy of the information they make available to the public. Operating results for the three and six‑month periods ended June 30, 2023 are not necessarily indicative of the results that may be expected for the full year. Reasons for this include, but are not limited to: the impact of the COVID-19 pandemic on our operations, business, financial condition and cash flows; the impact of the demand for, and availability of, qualified medical personnel on compensation costs; the impact of cybersecurity incidents on our operations; overall revenue and cost trends, particularly the timing and magnitude of price changes; fluctuations in contractual allowances and cost report settlements and valuation allowances; managed care contract negotiations, settlements or terminations and payer consolidations; trends in patient accounts receivable collectability and associated implicit price concessions; fluctuations in interest rates; levels of malpractice insurance expense and settlement trends; impairment of long‑lived assets and goodwill; restructuring charges; losses, costs and insurance recoveries related to cybersecurity incidents, natural disasters and weather‑related occurrences; litigation and investigation costs; acquisitions and dispositions of facilities and other assets; gains (losses) on sales, consolidation and deconsolidation of facilities; income tax rates and deferred tax asset valuation allowance activity; changes in estimates of accruals for annual incentive compensation; the timing and amounts of stock option and restricted stock unit grants to employees and directors; gains (losses) from early extinguishment of debt; and changes in occupancy levels and patient volumes. Our hospitals and outpatient facilities are subject to various factors that affect our service mix, revenue mix and patient volumes and, thereby, impact our net patient service revenues and results of operations. These factors include, among others: changes in federal, state and local healthcare and business regulations; changes in general economic conditions nationally and regionally, including inflation and the impacts of the COVID-19 pandemic and other factors on the business environment, the economy and the financial markets; the number of uninsured and underinsured individuals in local communities treated at our facilities; disease hotspots and seasonal cycles of illness; climate and weather conditions; physician recruitment, satisfaction, retention and attrition; advances in technology and treatments that reduce length of stay or permit procedures to be performed in an outpatient rather than inpatient setting; local healthcare competitors; utilization pressure by managed care organizations, as well as managed care contract negotiations or terminations; performance data on quality measures and patient satisfaction, as well as standard charges for services; any unfavorable publicity about us, or our joint venture partners, that impacts our relationships with physicians and patients; and changing consumer behavior, including with respect to the timing of elective procedures. These considerations apply to year‑to‑year comparisons as well. |
Cash and Cash Equivalents | We treat highly liquid investments with original maturities of three months or less as cash equivalents. Cash and cash equivalents were $934 million and $858 million at June 30, 2023 and December 31, 2022, respectively. At June 30, 2023 and December 31, 2022, our book overdrafts were $166 million and $266 million, respectively, which were classified as accounts payable. At June 30, 2023 and December 31, 2022, $119 million and $140 million, respectively, of total cash and cash equivalents in the accompanying Condensed Consolidated Balance Sheets were intended for the operations of our insurance‑related subsidiaries. Also at June 30, 2023 and December 31, 2022, we had $61 million and $196 million, respectively, of property and equipment purchases accrued for items received but not yet paid. Of these amounts, $51 million and $191 million, respectively, were included in accounts payable. |
Investments in Unconsolidated Affiliates | As of June 30, 2023, we controlled 320 of the facilities in our Ambulatory Care segment and, therefore, consolidate their results. We account for many of the facilities our Ambulatory Care segment holds ownership interests in (159 of 479 at June 30, 2023) as well as additional companies in which our Hospital Operations segment holds ownership interests, under the equity method as investments in unconsolidated affiliates and report only our share of net income as equity in earnings of unconsolidated affiliates in our condensed consolidated statements of operations. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Grant Funds | The table below summarizes grant income recognized by our Hospital Operations and Ambulatory Care segments, which is presented in grant income in our condensed consolidated statements of operations: Three Months Ended Six Months Ended 2023 2022 2023 2022 Grant income recognized from COVID-19 relief programs: Included in grant income: Hospital Operations $ 7 $ 92 $ 10 $ 96 Ambulatory Care 1 2 1 4 $ 8 $ 94 $ 11 $ 100 |
Schedule of Other Intangible Assets | The following table provides information regarding other intangible assets, which were included in the accompanying Condensed Consolidated Balance Sheets: Gross Accumulated Net Book Value At June 30, 2023: Other intangible assets with finite useful lives: Capitalized software costs $ 1,758 $ (1,222) $ 536 Contracts 295 (155) 140 Other 92 (78) 14 Total other intangible assets with finite lives 2,145 (1,455) 690 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 605 — 605 Other 6 — 6 Total other intangible assets with indefinite lives 716 — 716 Total other intangible assets $ 2,861 $ (1,455) $ 1,406 At December 31, 2022: Other intangible assets with finite useful lives: Capitalized software costs $ 1,751 $ (1,206) $ 545 Contracts 295 (146) 149 Other 92 (76) 16 Total other intangible assets with finite lives 2,138 (1,428) 710 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 603 — 603 Other 6 — 6 Total other intangible assets with indefinite lives 714 — 714 Total other intangible assets $ 2,852 $ (1,428) $ 1,424 |
Schedule of Indefinite-Lived Intangible Assets | The following table provides information regarding other intangible assets, which were included in the accompanying Condensed Consolidated Balance Sheets: Gross Accumulated Net Book Value At June 30, 2023: Other intangible assets with finite useful lives: Capitalized software costs $ 1,758 $ (1,222) $ 536 Contracts 295 (155) 140 Other 92 (78) 14 Total other intangible assets with finite lives 2,145 (1,455) 690 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 605 — 605 Other 6 — 6 Total other intangible assets with indefinite lives 716 — 716 Total other intangible assets $ 2,861 $ (1,455) $ 1,406 At December 31, 2022: Other intangible assets with finite useful lives: Capitalized software costs $ 1,751 $ (1,206) $ 545 Contracts 295 (146) 149 Other 92 (76) 16 Total other intangible assets with finite lives 2,138 (1,428) 710 Other intangible assets with indefinite useful lives: Trade names 105 — 105 Contracts 603 — 603 Other 6 — 6 Total other intangible assets with indefinite lives 714 — 714 Total other intangible assets $ 2,852 $ (1,428) $ 1,424 |
Schedule of Estimated Future Amortization of Intangibles with Finite Useful Lives | Estimated future amortization of intangibles with finite useful lives at June 30, 2023 was as follows: Six Months Ending Years Ending Later Years December 31, Total 2023 2024 2025 2026 2027 Amortization of intangible assets $ 690 $ 87 $ 126 $ 104 $ 90 $ 74 $ 209 |
Schedule of Other Current Assets | The principal components of other current assets in the accompanying Condensed Consolidated Balance Sheets were as follows: June 30, 2023 December 31, 2022 Prepaid expenses $ 399 $ 400 Contract assets 186 200 California provider fee program receivables 321 367 Receivables from other government programs 103 187 Guarantees 191 143 Non-patient receivables 315 390 Other 87 88 Total other current assets $ 1,602 $ 1,775 |
Schedule of Equity Method Investments | Summarized financial information for these equity method investees is included in the following table. For investments acquired during the reported periods, amounts in the table include 100% of the investee’s results beginning on the date of our acquisition of the investment. Three Months Ended Six Months Ended 2023 2022 2023 2022 Net operating revenues $ 830 $ 794 $ 1,613 $ 1,563 Net income $ 203 $ 193 $ 388 $ 362 Net income available to the investees $ 121 $ 109 $ 228 $ 207 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounts Receivable Additional Disclosures [Abstract] | |
Schedule of Components of Accounts Receivable | The principal components of accounts receivable are presented in the table below: June 30, 2023 December 31, 2022 Patient accounts receivable $ 2,683 $ 2,746 Estimated future recoveries 154 149 Cost report settlements receivable, net of payables and valuation allowances 77 48 Accounts receivable, net $ 2,914 $ 2,943 |
Schedule of Location of Assets and Liabilities | The following table summarizes the amount and classification of assets and liabilities in the accompanying Condensed Consolidated Balance Sheets related to California’s provider fee program: June 30, 2023 December 31, 2022 Assets: Other current assets $ 321 $ 367 Investments and other assets $ 227 $ 197 Liabilities: Other current liabilities $ 146 $ 145 Other long-term liabilities $ 77 $ 63 |
Schedule of Estimated Costs for Charity Care and Self-Pay Patients | The following table presents our estimated costs (based on selected operating expenses, which include salaries, wages and benefits, supplies and other operating expenses) of caring for our uninsured and charity patients: Three Months Ended Six Months Ended 2023 2022 2023 2022 Estimated costs for: Uninsured patients $ 116 $ 136 $ 239 $ 258 Charity care patients 28 19 52 40 Total $ 144 $ 155 $ 291 $ 298 |
CONTRACT BALANCES (Tables)
CONTRACT BALANCES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule Of Opening And Closing Balances Of Company's Contract Assets | The opening and closing balances of contract assets and contract liabilities, as well as their classification in our condensed consolidated balance sheets, for our Hospital Operations segment were as follows: Contract Assets Contract Liabilities – Current Advances from Medicare December 31, 2022 $ 185 $ — June 30, 2023 172 — Decrease $ (13) $ — December 31, 2021 $ 181 $ 876 June 30, 2022 172 403 Decrease $ (9) $ (473) The opening and closing balances of Conifer’s receivables, contract assets, and current and long‑term contract liabilities were as follows: Receivables Contract Assets – Unbilled Revenue Contract Liabilities – Current Contract Liabilities – Long-Term December 31, 2022 $ 37 $ 15 $ 110 $ 13 June 30, 2023 18 14 76 12 Decrease $ (19) $ (1) $ (34) $ (1) December 31, 2021 $ 28 $ 18 $ 79 $ 15 June 30, 2022 24 15 69 14 Decrease $ (4) $ (3) $ (10) $ (1) |
ASSETS AND LIABILITIES HELD F_2
ASSETS AND LIABILITIES HELD FOR SALE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Discontinued Operation, Additional Disclosures [Abstract] | |
Schedule of Assets and Liabilities Classified As Held for Sale | Assets and liabilities classified as held for sale were comprised of the following: June 30, 2023 Accounts receivable $ 29 Other current assets 11 Property and equipment 64 Other intangible assets 6 Goodwill 31 Current liabilities (16) Long-term liabilities (1) Net assets held for sale $ 124 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Long-Term Debt and Lease Obligation [Abstract] | |
Schedule of Long-Term Debt | The table below presents our long‑term debt included in the accompanying Condensed Consolidated Balance Sheets: June 30, 2023 December 31, 2022 Senior unsecured notes: 6.125% due 2028 $ 2,500 $ 2,500 6.875% due 2031 362 362 Senior secured first lien notes: 4.625% due July 2024 — 756 4.625% due September 2024 — 589 4.875% due 2026 2,100 2,100 5.125% due 2027 1,500 1,500 4.625% due 2028 600 600 4.250% due 2029 1,400 1,400 4.375% due 2030 1,450 1,450 6.125% due 2030 2,000 2,000 6.750% due 2031 1,350 — Senior secured second lien notes: 6.250% due 2027 1,500 1,500 Finance leases, mortgages and other notes 417 453 Unamortized issue costs and note discounts (131) (131) Total long-term debt 15,048 15,079 Less: Current portion 141 145 Long-term debt, net of current portion $ 14,907 $ 14,934 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes stock option activity during the six months ended June 30, 2023: Number of Options Weighted Average Aggregate Weighted Average (In Millions) Outstanding at December 31, 2022 460,947 $ 23.33 Exercised (76,507) $ 26.07 Outstanding at June 30, 2023 384,440 $ 22.79 $ 23 4.6 years |
Schedule of Information About Stock Options by Range of Exercise Prices | The following table summarizes information about our outstanding stock options at June 30, 2023: Options Outstanding and Exercisable Range of Exercise Prices Number of Weighted Average Weighted Average $18.99 to $20.609 255,845 4.1 years $ 19.62 $20.61 to $35.430 128,595 5.6 years $ 29.07 384,440 4.6 years $ 22.79 |
Schedule of Restricted Stock Unit Activity | The following table summarizes activity with respect to restricted stock units (“RSUs”) during the six months ended June 30, 2023: Number of RSUs Weighted Average Grant Unvested at December 31, 2022 1,520,418 $ 66.36 Granted 732,516 $ 61.87 Performance-based adjustment 185,901 $ 48.97 Vested (900,166) $ 37.02 Forfeited (61,774) $ 62.58 Unvested at June 30, 2023 1,476,895 $ 67.99 The following table summarizes RSU activity under the USPI Management Equity Plan during the six months ended June 30, 2023: Number of RSUs Weighted Average Grant Unvested at December 31, 2022 922,840 $ 34.13 Vested (303,171) $ 34.13 Forfeited (9,722) $ 34.13 Unvested at June 30, 2023 609,947 $ 34.13 |
Schedule of Share-based Payment Award, Awards Other Than Options, Valuation Assumptions | Significant inputs used in our valuation of these RSUs included the following: Six Months Ended June 30, 2023 2022 Expected volatility 53.6% - 65.6% 39.6% - 68.1% Risk-free interest rate 4.2% - 4.8% 1.0% - 1.7% |
EQUITY (Tables)
EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Changes In Consolidated Equity | The following tables present the changes in consolidated equity (dollars in millions, share amounts in thousands): Common Stock Additional Accumulated Accumulated Treasury Noncontrolling Total Equity Shares Issued Par Balances at December 31, 2022 102,247 $ 8 $ 4,778 $ (181) $ (803) $ (2,660) $ 1,317 $ 2,459 Net income — — — — 143 — 74 217 Distributions paid to noncontrolling interests — — — — — — (61) (61) Other comprehensive income — — — 2 — — — 2 Purchases of businesses and noncontrolling interests, net — — 2 — — — 17 19 Repurchases of common stock (906) — — — — (50) — (50) Stock-based compensation expense and issuance of common stock 571 — (6) — — — — (6) Balances at March 31, 2023 101,912 $ 8 $ 4,774 $ (179) $ (660) $ (2,710) $ 1,347 $ 2,580 Net income — — — — 123 — 82 205 Distributions paid to noncontrolling interests — — — — — — (66) (66) Other comprehensive income — — — 1 — — — 1 Purchases of businesses and noncontrolling interests, net — — 4 — — — 18 22 Repurchases of common stock (580) — — — — (40) — (40) Stock-based compensation expense and issuance of common stock 177 — 22 — — — — 22 Balances at June 30, 2023 101,509 $ 8 $ 4,800 $ (178) $ (537) $ (2,750) $ 1,381 $ 2,724 Common Stock Additional Accumulated Accumulated Treasury Noncontrolling Total Equity Shares Issued Par Balances at December 31, 2021 107,189 $ 8 $ 4,877 $ (233) $ (1,214) $ (2,410) $ 1,026 $ 2,054 Net income — — — — 140 — 46 186 Distributions paid to noncontrolling interests — — — — — — (71) (71) Accretion of redeemable noncontrolling interests — — (95) — — — — (95) Sales of businesses and noncontrolling interests, net — — (7) — — — (1) (8) Stock-based compensation expense and issuance of common stock 499 — (10) — — — — (10) Balances at March 31, 2022 107,688 $ 8 $ 4,765 $ (233) $ (1,074) $ (2,410) $ 1,000 $ 2,056 Net income — — — — 38 — 58 96 Distributions paid to noncontrolling interests — — — — — — (38) (38) Other comprehensive income — — — 2 — — — 2 Accretion of redeemable noncontrolling interests — — (9) — — — — (9) Purchases (sales) of businesses and noncontrolling interests, net — — (23) — — — 7 (16) Stock-based compensation expense and issuance of common stock 142 — 23 — — — — 23 Balances at June 30, 2022 107,830 $ 8 $ 4,756 $ (231) $ (1,036) $ (2,410) $ 1,027 $ 2,114 |
Schedule of Share Repurchase Activity | The table below summarizes transactions completed under the repurchase program during the six months ended June 30, 2023: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Maximum Dollar Value of Shares That May Yet be Purchased Under the Program (In Thousands) (In Thousands) (In Millions) January 1 through January 31, 2023 — $ — — $ 750 February 1 through February 28, 2023 — $ — — $ 750 March 1 through March 31, 2023 906 $ 55.03 906 $ 700 April 1 through April 30, 2023 — $ — — $ 700 May 1 through May 31, 2023 580 $ 69.17 580 $ 660 June 1 through June 30, 2023 — $ — — $ 660 January 1 through June 30, 2023 1,486 $ 60.55 1,486 |
NET OPERATING REVENUES (Tables)
NET OPERATING REVENUES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Operating Revenues Less Provision for Doubtful Accounts and Implicit Price Concessions | The table below presents our sources of net operating revenues: Three Months Ended Six Months Ended 2023 2022 2023 2022 Hospital Operations: Net patient service revenues from hospitals and related outpatient facilities: Medicare $ 599 $ 579 $ 1,212 $ 1,198 Medicaid 264 268 544 517 Managed care (1) 2,565 2,304 5,068 4,742 Uninsured 29 36 60 74 Indemnity and other 156 161 296 325 Total 3,613 3,348 7,180 6,856 Other revenues (2) 309 297 641 587 Hospital Operations total prior to inter-segment eliminations 3,922 3,645 7,821 7,443 Ambulatory Care 942 771 1,847 1,509 Conifer 323 333 647 657 Inter-segment eliminations (105) (111) (212) (226) Net operating revenues $ 5,082 $ 4,638 $ 10,103 $ 9,383 (1) Includes Medicare and Medicaid managed care programs. (2) Primarily physician practices revenues. The following tables present the composition of net operating revenues for our Ambulatory Care and Conifer segments: Three Months Ended Six Months Ended 2023 2022 2023 2022 Ambulatory Care: Net patient service revenues $ 905 $ 741 $ 1,773 $ 1,445 Management fees 30 24 60 53 Revenue from other sources 7 6 14 11 Ambulatory Care net operating revenues $ 942 $ 771 $ 1,847 $ 1,509 Conifer: Revenue cycle services – Tenet $ 103 $ 108 $ 207 $ 220 Revenue cycle services – other clients 200 202 399 391 Other services – Tenet 2 3 5 6 Other services – other clients 18 20 36 40 Conifer net operating revenues $ 323 $ 333 $ 647 $ 657 |
Schedule of Performance Obligation, Expected Timing of Satisfaction | The following table includes Conifer’s revenue that is expected to be recognized in the future related to performance obligations that are unsatisfied, or partially unsatisfied, at the end of the reporting period: Six Months Ending Years Ending Later Years December 31, Total 2023 2024 2025 2026 2027 Performance obligations $ 5,734 $ 333 $ 600 $ 600 $ 600 $ 600 $ 3,001 |
CLAIMS AND LAWSUITS (Tables)
CLAIMS AND LAWSUITS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Reconciliations of Legal Settlements and Related Costs | The following table presents reconciliations of the beginning and ending liability balances in connection with legal settlements and related costs: Balances at Litigation and Cash Other Balances at Six Months Ended June 30, 2023 $ 51 $ 14 $ (46) $ — $ 19 Six Months Ended June 30, 2022 $ 78 $ 38 $ (58) $ 3 $ 61 |
REDEEMABLE NONCONTROLLING INT_2
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
Schedule of Changes in Redeemable Noncontrolling Interests in Equity of Consolidated Subsidiaries | The following table presents the changes in redeemable noncontrolling interests in equity of consolidated subsidiaries: Six Months Ended June 30, 2023 2022 Balances at beginning of period $ 2,149 $ 2,203 Net income 167 177 Distributions paid to noncontrolling interests (143) (201) Accretion of redeemable noncontrolling interests — 104 Purchases and sales of businesses and noncontrolling interests, net 104 (286) Balances at end of period $ 2,277 $ 1,997 The following tables present the composition by segment of our redeemable noncontrolling interests balances, as well as our net income available to redeemable noncontrolling interests: June 30, 2023 December 31, 2022 Hospital Operations $ 229 $ 233 Ambulatory Care 1,445 1,357 Conifer 603 559 Redeemable noncontrolling interests $ 2,277 $ 2,149 Six Months Ended June 30, 2023 2022 Hospital Operations $ — $ 24 Ambulatory Care 123 118 Conifer 44 35 Net income available to redeemable noncontrolling interests $ 167 $ 177 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Reconciliation Between Reported Income Tax Expense and Income Taxes Calculated by the Statutory Federal Income Tax Rate | A reconciliation between the amount of reported income tax expense and the amount computed by multiplying income before income taxes by the statutory federal tax rate is presented below: Three Months Ended Six Months Ended 2023 2022 2023 2022 Tax expense at statutory federal rate of 21% $ 78 $ 56 $ 158 $ 135 State income taxes, net of federal income tax benefit 12 11 28 25 Tax benefit attributable to noncontrolling interests (35) (28) (67) (57) Nondeductible goodwill — 1 — 1 Stock-based compensation tax benefit (2) (1) (4) (3) Changes in valuation allowance 23 45 42 77 Other items 4 2 7 7 Income tax expense $ 80 $ 86 $ 164 $ 185 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Reconcile of Numerators and Denominators of Our Basic and Diluted Earnings Per Common Share | The following table provides a reconciliation of the numerators and denominators of our basic and diluted earnings per common share calculations for our continuing operations. Net income available to our common shareholders is expressed in millions and weighted average shares are expressed in thousands. Net Income Available to Common Shareholders (Numerator) Weighted Per-Share Amount Three Months Ended June 30, 2023 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 123 101,766 $ 1.21 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (3) 3,012 (0.06) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 120 104,778 $ 1.15 Three Months Ended June 30, 2022 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 38 107,790 $ 0.35 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock — 960 — Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 38 108,750 $ 0.35 Six Months Ended June 30, 2023 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 266 102,028 $ 2.61 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (6) 3,326 (0.14) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 260 105,354 $ 2.47 Six Months Ended June 30, 2022 Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 177 107,636 $ 1.64 Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock 9 6,418 (0.01) Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 186 114,054 $ 1.63 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets on a Nonrecurring Basis | The following table presents information about assets measured at fair value on a non-recurring basis and indicates the fair value hierarchy of the valuation techniques we utilized to determine such fair values: Total Quoted Prices Significant Other Significant At June 30, 2023 Long-lived assets held for sale $ 141 $ — $ 141 $ — At December 31, 2022 Long-lived assets held and used $ 167 $ — $ 167 $ — |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Preliminary Purchase Price Allocation | Preliminary purchase price allocations (representing the fair value of the consideration conveyed) for all acquisitions made during the six months ended June 30, 2023 and 2022 are as follows: Six Months Ended June 30, 2023 2022 Current assets $ 13 $ 6 Property and equipment 8 26 Other intangible assets 5 2 Goodwill 257 206 Other long-term assets 8 22 Previously held investments in unconsolidated affiliates (37) (73) Current liabilities (8) (9) Long-term liabilities (11) (38) Redeemable noncontrolling interests in equity of consolidated subsidiaries (95) (68) Noncontrolling interests (31) (9) Cash paid, net of cash acquired (96) (66) Gains (losses) on consolidations $ 13 $ (1) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Reconciliation of Assets by Reportable Segment to Consolidated Assets | The following tables include amounts for each of our reportable segments and the items necessary to reconcile them to the amounts reported in the accompanying Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations, as applicable: June 30, 2023 December 31, 2022 Assets: Hospital Operations $ 15,411 $ 15,682 Ambulatory Care 10,862 10,557 Conifer 884 917 Total $ 27,157 $ 27,156 |
Schedule of Reconciliation of Other Significant Reconciling Items From Segments to Consolidated | Three Months Ended Six Months Ended 2023 2022 2023 2022 Capital expenditures: Hospital Operations $ 109 $ 130 $ 324 $ 262 Ambulatory Care 20 19 38 40 Conifer 3 3 5 5 Total $ 132 $ 152 $ 367 $ 307 Net operating revenues: Hospital Operations total prior to inter-segment eliminations $ 3,922 $ 3,645 $ 7,821 $ 7,443 Ambulatory Care 942 771 1,847 1,509 Conifer Tenet 105 111 212 226 Other clients 218 222 435 431 Total Conifer revenues 323 333 647 657 Inter-segment eliminations (105) (111) (212) (226) Total $ 5,082 $ 4,638 $ 10,103 $ 9,383 Three Months Ended Six Months Ended 2023 2022 2023 2022 Equity in earnings of unconsolidated affiliates: Hospital Operations $ 2 $ 2 $ 5 $ 6 Ambulatory Care 52 52 99 94 Total $ 54 $ 54 $ 104 $ 100 Adjusted EBITDA: Hospital Operations $ 388 $ 431 $ 793 $ 945 Ambulatory Care 370 319 710 601 Conifer 85 93 172 185 Total $ 843 $ 843 $ 1,675 $ 1,731 Depreciation and amortization: Hospital Operations $ 176 $ 179 $ 357 $ 346 Ambulatory Care 27 28 54 55 Conifer 10 9 19 18 Total $ 213 $ 216 $ 430 $ 419 Adjusted EBITDA $ 843 $ 843 $ 1,675 $ 1,731 Depreciation and amortization (213) (216) (430) (419) Impairment and restructuring charges, and acquisition-related costs (16) (57) (37) (73) Litigation and investigation costs (10) (18) (14) (38) Interest expense (226) (222) (447) (449) Loss from early extinguishment of debt (11) (66) (11) (109) Other non-operating income, net 6 — 4 — Net gains on sales, consolidation and deconsolidation of facilities — 1 13 — Income from continuing operations, before income taxes $ 373 $ 265 $ 753 $ 643 |
BASIS OF PRESENTATION - Descrip
BASIS OF PRESENTATION - Description of Business and Basis of Presentation (Details) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2023 $ / shares shares | Jun. 30, 2022 $ / shares shares | Jun. 30, 2023 healthcare_facility hospital surgery_center $ / shares shares | Jun. 30, 2022 $ / shares shares | Jun. 29, 2022 | |
Business Acquisition [Line Items] | ||||||
Increase in diluted weighted average shares outstanding (in shares) | shares | 104,778 | 108,750 | 105,354 | 114,054 | ||
Change in earnings per share, diluted (in dollars per share) | $ / shares | $ 1.15 | $ 0.35 | $ 2.47 | $ 1.64 | ||
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2020-06 | ||||||
Business Acquisition [Line Items] | ||||||
Increase in diluted weighted average shares outstanding (in shares) | shares | 2,000 | 2,000 | 5,000 | |||
Change in earnings per share, diluted (in dollars per share) | $ / shares | $ (0.05) | $ (0.11) | ||||
Hospital Operations | ||||||
Business Acquisition [Line Items] | ||||||
Number of acute care and specialty hospitals operated | 61 | |||||
Number of outpatient facilities operated | healthcare_facility | 107 | |||||
United Surgical Partners International | Ambulatory Care | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage by parent (percent) | 100% | 100% | 100% | 95% | ||
Conifer Health Solutions, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage by parent (percent) | 76% | 76% | ||||
United Surgical Partners International | Ambulatory Care | ||||||
Business Acquisition [Line Items] | ||||||
Number of ambulatory surgery centers owned by subsidiaries, including indirect ownership | surgery_center | 455 | |||||
Number of surgical hospitals operated by subsidiaries | 24 | |||||
Number of outpatient centers recorded using equity method | 159 | |||||
Baylor University Medical Center | United Surgical Partners International | ||||||
Business Acquisition [Line Items] | ||||||
Share purchase agreement amount of payment | $ | $ 406 |
BASIS OF PRESENTATION - COVID-1
BASIS OF PRESENTATION - COVID-19 Pandemic (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||||
Received cash payments | $ 104,000,000 | ||||
Additional advances | $ 0 | 0 | |||
Grant income | $ 8,000,000 | $ 94,000,000 | 11,000,000 | 100,000,000 | |
Deferred revenue | 1,000,000 | 1,000,000 | $ 7,000,000 | ||
Hospital Operations | |||||
Business Acquisition [Line Items] | |||||
Received cash payments | 7,000,000 | ||||
Additional advances | 0 | 0 | |||
Grant income | 7,000,000 | 92,000,000 | 10,000,000 | 96,000,000 | |
Contract liabilities advance payments | 473,000,000 | ||||
Deferred payments | 0 | 0 | 0 | ||
Ambulatory Care | |||||
Business Acquisition [Line Items] | |||||
Additional advances | 0 | 0 | |||
Grant income | 1,000,000 | $ 2,000,000 | 1,000,000 | 4,000,000 | |
Contract liabilities advance payments | $ 2,000,000 | ||||
Deferred payments | 0 | 0 | 0 | ||
Hospital Operations And Ambulatory Care | |||||
Business Acquisition [Line Items] | |||||
Contract liabilities advance payments | 0 | ||||
Deferred payments | $ 0 | $ 0 | $ 0 |
BASIS OF PRESENTATION - Leases
BASIS OF PRESENTATION - Leases (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Business Acquisition [Line Items] | ||
Non-cancellable finance leases entered into | $ 21 | $ 29 |
Non-cancellable operating leases liability entered into | $ 74 | 227 |
Hospital Operations | ||
Business Acquisition [Line Items] | ||
Net proceeds from sale of buildings | 147 | |
Gain on sale of properties | 69 | |
Operating lease, liability | 109 | |
Operating lease, asset | $ 109 |
BASIS OF PRESENTATION - Cash an
BASIS OF PRESENTATION - Cash and Cash Equivalents (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Cash and Cash Equivalents | ||
Cash and cash equivalents | $ 934 | $ 858 |
Accrued property and equipment purchases for items received but not yet paid | 61 | 196 |
Captive Insurance Subsidiaries | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents | 119 | 140 |
Accounts Payable | ||
Cash and Cash Equivalents | ||
Book overdrafts classified as accounts payable | 166 | 266 |
Accrued property and equipment purchases for items received but not yet paid | $ 51 | $ 191 |
BASIS OF PRESENTATION - Other I
BASIS OF PRESENTATION - Other Intangible Assets (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 2,145 | $ 2,138 |
Accumulated Amortization | (1,455) | (1,428) |
Net Book Value | 690 | 710 |
Total other intangible assets with indefinite lives | 716 | 714 |
Gross Carrying Amount | 2,861 | 2,852 |
Net Book Value | 1,406 | 1,424 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total other intangible assets with indefinite lives | 105 | 105 |
Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total other intangible assets with indefinite lives | 605 | 603 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total other intangible assets with indefinite lives | 6 | 6 |
Capitalized software costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,758 | 1,751 |
Accumulated Amortization | (1,222) | (1,206) |
Net Book Value | 536 | 545 |
Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 295 | 295 |
Accumulated Amortization | (155) | (146) |
Net Book Value | 140 | 149 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 92 | 92 |
Accumulated Amortization | (78) | (76) |
Net Book Value | $ 14 | $ 16 |
BASIS OF PRESENTATION - Amortiz
BASIS OF PRESENTATION - Amortization of Intangible Assets (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Net Book Value | $ 690 | $ 710 | |
2023 | 87 | ||
2024 | 126 | ||
2025 | 104 | ||
2026 | 90 | ||
2027 | 74 | ||
Later Years | 209 | ||
Amortization expense | $ 84 | $ 92 |
BASIS OF PRESENTATION - Other C
BASIS OF PRESENTATION - Other Current Asset (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Accounts receivable and allowance for doubtful accounts | ||
Prepaid expenses | $ 399 | $ 400 |
Contract assets | 186 | 200 |
California provider fee program receivables | 2,914 | 2,943 |
Receivables from other government programs | 103 | 187 |
Guarantees | 191 | 143 |
Non-patient receivables | 315 | 390 |
Other | 87 | 88 |
Total other current assets | 1,602 | 1,775 |
California's Provider Fee Program | ||
Accounts receivable and allowance for doubtful accounts | ||
California provider fee program receivables | $ 321 | $ 367 |
BASIS OF PRESENTATION - Investm
BASIS OF PRESENTATION - Investments in Unconsolidated Affiliates (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) hospital | Jun. 30, 2022 USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||
Investee results reflected (percent) | 1 | |||
Net operating revenues | $ 5,082 | $ 4,638 | $ 10,103 | $ 9,383 |
Net income | 293 | 179 | 589 | 459 |
Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Net operating revenues | 830 | 794 | 1,613 | 1,563 |
Net income | 203 | 193 | 388 | 362 |
Net income available to the investees | 121 | 109 | $ 228 | 207 |
Ambulatory Care | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Number of outpatient centers operated | hospital | 320 | |||
Number of outpatient centers | hospital | 479 | |||
Net operating revenues | $ 942 | $ 771 | $ 1,847 | $ 1,509 |
ACCOUNTS RECEIVABLE - Component
ACCOUNTS RECEIVABLE - Components (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Accounts receivable and allowance for doubtful accounts | ||
Accounts receivable, net | $ 2,914 | $ 2,943 |
Continuing operations: | ||
Accounts receivable and allowance for doubtful accounts | ||
Patient accounts receivable | 2,683 | 2,746 |
Estimated future recoveries | 154 | 149 |
Cost report settlements receivable, net of payables and valuation allowances | 77 | 48 |
Accounts receivable, net | $ 2,914 | $ 2,943 |
ACCOUNTS RECEIVABLE - Location
ACCOUNTS RECEIVABLE - Location of Assets and Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Other current assets | $ 2,914 | $ 2,943 |
Liabilities: | ||
Other current liabilities | 1,246 | 1,504 |
California's Provider Fee Program | ||
Assets: | ||
Other current assets | 321 | 367 |
California's Provider Fee Program | Other current assets | ||
Assets: | ||
Other current assets | 321 | 367 |
California's Provider Fee Program | Investments and other assets | ||
Assets: | ||
Investments and other assets | 227 | 197 |
California's Provider Fee Program | Other current liabilities | ||
Liabilities: | ||
Other current liabilities | 146 | 145 |
California's Provider Fee Program | Other long-term liabilities | ||
Liabilities: | ||
Other long-term liabilities | $ 77 | $ 63 |
ACCOUNTS RECEIVABLE - Allowance
ACCOUNTS RECEIVABLE - Allowance (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accounts receivable and allowance for doubtful accounts | ||||
Estimated costs of caring | $ 144 | $ 155 | $ 291 | $ 298 |
Uninsured patients | ||||
Accounts receivable and allowance for doubtful accounts | ||||
Estimated costs of caring | 116 | 136 | 239 | 258 |
Charity care patients | ||||
Accounts receivable and allowance for doubtful accounts | ||||
Estimated costs of caring | $ 28 | $ 19 | $ 52 | $ 40 |
CONTRACT BALANCES - Hospital Op
CONTRACT BALANCES - Hospital Operations and Ambulatory Care Segments (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | |||
Percentage of contract assets that meet the conditions for unconditional right to payment (percentage) | 88% | 88% | |
Additional advances | $ 0 | $ 0 | |
Contract Assets | |||
Balance at beginning of period | 200,000,000 | ||
Balance at end of period | 186,000,000 | ||
Contract Liabilities – Current Advances from Medicare | |||
Balance at beginning of period | 110,000,000 | ||
Balance at end of period | 76,000,000 | ||
Hospital Operations and Other | |||
Contract Assets | |||
Balance at beginning of period | 185,000,000 | 181,000,000 | |
Balance at end of period | 172,000,000 | 172,000,000 | |
Decrease | (13,000,000) | (9,000,000) | |
Contract Liabilities – Current Advances from Medicare | |||
Balance at beginning of period | 0 | 876,000,000 | |
Balance at end of period | 0 | 403,000,000 | |
Hospital Operations and Other | Short-term Contract with Customer | |||
Contract Liabilities – Current Advances from Medicare | |||
Decrease | 0 | (473,000,000) | |
Hospital Operations | |||
Disaggregation of Revenue [Line Items] | |||
Additional advances | 0 | 0 | |
Deferred payments | 0 | $ 0 | |
Contract Liabilities – Current Advances from Medicare | |||
Contract liabilities advance payments | 473,000,000 | ||
Ambulatory Care | |||
Disaggregation of Revenue [Line Items] | |||
Additional advances | 0 | 0 | |
Deferred payments | $ 0 | $ 0 | |
Contract Liabilities – Current Advances from Medicare | |||
Contract liabilities advance payments | $ 2,000,000 |
CONTRACT BALANCES - Conifer Seg
CONTRACT BALANCES - Conifer Segment (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Contract Assets – Unbilled Revenue | ||
Balance at beginning of period | $ 200 | |
Balance at end of period | 186 | |
Contract Liabilities – Current Deferred Revenue | ||
Balance at beginning of period | 110 | |
Balance at end of period | 76 | |
Conifer | ||
Receivables | ||
Balance at beginning of period | 37 | $ 28 |
Balance at end of period | 18 | 24 |
Decrease | (19) | (4) |
Contract Assets – Unbilled Revenue | ||
Balance at beginning of period | 15 | 18 |
Balance at end of period | 14 | 15 |
Decrease | (1) | (3) |
Contract Liabilities – Current Deferred Revenue | ||
Balance at beginning of period | 110 | 79 |
Balance at end of period | 76 | 69 |
Contract Liabilities – Long-Term Deferred Revenue | ||
Balance at beginning of period | 13 | 15 |
Balance at end of period | 12 | 14 |
Amount of revenue recognized included in current deferred revenue liability | 70 | 55 |
Conifer | Short-term Contract with Customer | ||
Contract Liabilities – Current Deferred Revenue | ||
Decrease | (34) | (10) |
Contract Liabilities – Long-Term Deferred Revenue | ||
Decrease | (34) | (10) |
Conifer | Long-term Contract with Customer | ||
Contract Liabilities – Current Deferred Revenue | ||
Decrease | (1) | (1) |
Contract Liabilities – Long-Term Deferred Revenue | ||
Decrease | $ (1) | $ (1) |
CONTRACT BALANCES - Contract Co
CONTRACT BALANCES - Contract Costs (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Unamortized deferred contract setup costs | $ 24 | $ 24 |
ASSETS AND LIABILITIES HELD F_3
ASSETS AND LIABILITIES HELD FOR SALE - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Jan. 31, 2023 | Dec. 31, 2022 |
Current Assets and Liabilities Held for Sale | |||
Assets held for sale | $ 141 | $ 0 | |
Liabilities held for sale | 17 | $ 0 | |
San Ramon RMC | Discontinued Operations, Held-for-sale | |||
Current Assets and Liabilities Held for Sale | |||
Liabilities held for sale | $ 16 | ||
San Ramon RMC | Discontinued Operations, Held-for-sale | |||
Current Assets and Liabilities Held for Sale | |||
Ownership percentage by parent (percent) | 51% |
ASSETS AND LIABILITIES HELD F_4
ASSETS AND LIABILITIES HELD FOR SALE - Schedule of Assets and Liabilities Held for Sale (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current liabilities | $ (17) | $ 0 |
San Ramon RMC | Discontinued Operations, Held-for-sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Accounts receivable | 29 | |
Other current assets | 11 | |
Property and equipment | 64 | |
Other intangible assets | 6 | |
Goodwill | 31 | |
Current liabilities | (16) | |
Long-term liabilities | (1) | |
Net assets held for sale | $ 124 |
IMPAIRMENT AND RESTRUCTURING _2
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment | Jun. 30, 2022 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Impairment and restructuring charges, and acquisition-related costs | $ 16 | $ 57 | $ 37 | $ 73 |
Restructuring charges | 31 | 61 | ||
Acquisition costs | 4 | 6 | ||
Impairment charges | 2 | 6 | ||
Contract and lease termination costs | 22 | |||
Other restructuring costs | 7 | 13 | ||
Transaction costs | 4 | 6 | ||
Hospital Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment charges | 2 | |||
Ambulatory Care | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment charges | 2 | |||
Conifer | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment charges | 2 | |||
Legal Costs Related To The Sale of Certain Facilities | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Restructuring charges | 11 | |||
Employee Severance | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Restructuring charges | 6 | 21 | ||
Global Business Center In The Republic Of Philippines | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Restructuring charges | $ 7 | $ 5 |
LONG-TERM DEBT - Schedule of De
LONG-TERM DEBT - Schedule of Debt (Details) - USD ($) $ in Millions | Jun. 30, 2023 | May 31, 2023 | Dec. 31, 2022 |
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Finance leases, mortgages and other notes | $ 417 | $ 453 | |
Unamortized issue costs and note discounts | (131) | (131) | |
Total long-term debt | 15,048 | 15,079 | |
Less: Current portion | 141 | 145 | |
Long-term debt, net of current portion | 14,907 | 14,934 | |
Senior Notes | 6.125% due 2028 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 2,500 | 2,500 | |
Stated interest rate, percentage | 6.125% | ||
Senior Notes | 6.875% due 2031 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 362 | 362 | |
Stated interest rate, percentage | 6.875% | ||
Senior Notes | 4.625% due July 2024 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 0 | 756 | |
Stated interest rate, percentage | 4.625% | ||
Senior Notes | 4.625% due September 2024 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 0 | 589 | |
Stated interest rate, percentage | 4.625% | 4.625% | |
Senior Notes | 4.875% due 2026 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 2,100 | 2,100 | |
Stated interest rate, percentage | 4.875% | ||
Senior Notes | 5.125% due 2027 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 1,500 | 1,500 | |
Stated interest rate, percentage | 5.125% | ||
Senior Notes | 4.625% due 2028 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 600 | 600 | |
Stated interest rate, percentage | 4.625% | ||
Senior Notes | 4.250% due 2029 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 1,400 | 1,400 | |
Stated interest rate, percentage | 4.25% | ||
Senior Notes | 4.375% due 2030 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 1,450 | 1,450 | |
Stated interest rate, percentage | 4.375% | ||
Senior Notes | 6.125% due 2030 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 2,000 | 2,000 | |
Stated interest rate, percentage | 6.125% | ||
Senior Notes | 6.750% due 2031 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 1,350 | 0 | |
Stated interest rate, percentage | 6.75% | 6.75% | |
Senior Notes | 6.250% due 2027 | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Carrying amount | $ 1,500 | $ 1,500 | |
Stated interest rate, percentage | 6.25% |
LONG-TERM DEBT - Senior Unsecur
LONG-TERM DEBT - Senior Unsecured and Senior Secured Notes (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Loss from early extinguishment of debt | $ 11 | $ 66 | $ 11 | $ 109 | |
Senior Notes | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Long term debt, face amount | $ 14,762 | $ 14,762 | |||
Senior Notes | Minimum | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 4.25% | 4.25% | |||
Senior Notes | Maximum | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 6.875% | 6.875% | |||
Senior Notes | 4.250% due 2029 | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 4.25% | 4.25% | |||
Senior Notes | 6.875% due 2031 | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 6.875% | 6.875% | |||
Senior Notes | 6.750% due 2031 | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Long term debt, face amount | $ 1,350 | ||||
Stated interest rate, percentage | 6.75% | 6.75% | 6.75% | ||
Senior Notes | 4.625% due September 2024 | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 4.625% | 4.625% | 4.625% | ||
Redemption price | $ 596 | ||||
Principal amount redeemed | $ 589 | ||||
Senior Notes | 4.625% due July 2024 | |||||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||||
Stated interest rate, percentage | 4.625% | 4.625% | |||
Principal amount redeemed | $ 756 | $ 756 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) | 6 Months Ended | ||
Jun. 30, 2023 USD ($) day | Mar. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) | |
Credit Agreement | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Revolving credit facility, maximum borrowing capacity (up to) | $ 1,900,000,000 | ||
Cash borrowings outstanding | $ 0 | ||
Standby letters of credit outstanding (less than) | 1,000,000 | ||
Amount available for borrowing under revolving credit facility | $ 1,500,000,000 | ||
Credit Agreement | Minimum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Unused commitment fee (percentage) | 0.25% | ||
Credit Agreement | Maximum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Unused commitment fee (percentage) | 0.375% | ||
Credit Agreement | Base rate | Minimum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Margin on variable rate (percentage) | 0.25% | ||
Credit Agreement | Base rate | Maximum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Margin on variable rate (percentage) | 0.75% | ||
Credit Agreement | Secured Overnight Financing Rate (SOFR) And Euro Interbank Offered Rate (EURIBOR) | Minimum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Margin on variable rate (percentage) | 1.25% | ||
Credit Agreement | Secured Overnight Financing Rate (SOFR) And Euro Interbank Offered Rate (EURIBOR) | Maximum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Margin on variable rate (percentage) | 1.75% | ||
Credit Agreement | Secured Overnight Financing Rate (SOFR) | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Basis spread on credit spread | 0.10% | ||
Credit Agreement | Revolving Credit Facility | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Revolving credit facility, maximum borrowing capacity (up to) | $ 1,500,000,000 | $ 1,500,000,000 | |
Credit Agreement | Letter of Credit | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Line of credit facility, sub facility maximum available capacity | 200,000,000 | ||
Letter of Credit | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Revolving credit facility, maximum borrowing capacity (up to) | 200,000,000 | ||
Standby letters of credit outstanding (less than) | $ 111,000,000 | ||
Secured debt to EBITDA ratio | 3 | ||
Interest rate on issued but undrawn letters of credit | 1.50% | ||
Issuance fee, based on face amount (percentage) | 0.125% | ||
Maximum secured debt covenant ratio | 4.25 | ||
Letter of Credit | Minimum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Unused commitment fee (percentage) | 0.25% | ||
Letter of Credit | Maximum | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Unused commitment fee (percentage) | 0.375% | ||
Number of business days after notice, for reimbursement of amount drawn | day | 3 | ||
Letter of Credit | Base rate | |||
LONG-TERM DEBT AND LEASE OBLIGATIONS | |||
Margin on variable rate (percentage) | 0.50% |
GUARANTEES (Details)
GUARANTEES (Details) $ in Millions | Jun. 30, 2023 USD ($) |
Income and Revenue Collection Guarantee | |
GUARANTEES | |
Maximum potential amount of future payments under guarantees | $ 207 |
Income and Revenue Collection Guarantee | Other current liabilities | |
GUARANTEES | |
Liability for the fair value of guarantees | 191 |
Guaranteed Investees of Third Parties | |
GUARANTEES | |
Maximum potential amount of future payments under guarantees | 89 |
Guaranteed Investees of Third Parties | Other current liabilities | |
GUARANTEES | |
Guarantee obligations for consolidated subsidiaries | $ 20 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Stock-based compensation costs, pretax | $ 33 | $ 34 |
EMPLOYEE BENEFIT PLANS - Stock
EMPLOYEE BENEFIT PLANS - Stock Options (Details) - Stock Options - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Number of Options | ||
Outstanding at the beginning of the period (in shares) | 460,947 | |
Exercised (in shares) | (76,507) | (60,051) |
Outstanding at the end of the period (in shares) | 384,440 | |
Weighted Average Exercise Price Per Share | ||
Outstanding at the beginning of the period (in dollars per share) | $ 23.33 | |
Exercised (in dollars per share) | 26.07 | |
Outstanding at the end of the period (in dollars per share) | $ 22.79 | |
Aggregate Intrinsic Value | ||
Outstanding at the end of the period | $ 23 | |
Weighted Average Remaining Life | ||
Outstanding at the end of the period | 4 years 7 months 6 days | |
Exercised (in shares) | 76,507 | 60,051 |
Aggregate Intrinsic value of awards exercised | $ 4 | $ 4 |
Granted (in shares) | 0 | 0 |
EMPLOYEE BENEFIT PLANS - Range
EMPLOYEE BENEFIT PLANS - Range of Exercise Prices (Details) - Stock Options | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Number of Options | |
Number of Options Outstanding (in shares) | shares | 384,440 |
Weighted average remaining contractual life (in shares ) | 4 years 7 months 6 days |
Weighted Average Exercise Price (in dollars per share) | $ 22.79 |
$18.99 to $20.609 | |
Number of Options | |
Number of Options Outstanding (in shares) | shares | 255,845 |
Weighted average remaining contractual life (in shares ) | 4 years 1 month 6 days |
Weighted Average Exercise Price (in dollars per share) | $ 19.62 |
$18.99 to $20.609 | |
Number of Options | |
Number of Options Outstanding (in shares) | shares | 128,595 |
Weighted average remaining contractual life (in shares ) | 5 years 7 months 6 days |
Weighted Average Exercise Price (in dollars per share) | $ 29.07 |
Minimum | $18.99 to $20.609 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price per share, low end of the range (in dollars per share) | 18.99 |
Minimum | $18.99 to $20.609 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price per share, low end of the range (in dollars per share) | 20.61 |
Maximum | $18.99 to $20.609 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price per share, high end of the range (in dollars per share) | 20.609 |
Maximum | $18.99 to $20.609 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price per share, high end of the range (in dollars per share) | $ 35.430 |
EMPLOYEE BENEFIT PLANS - Restri
EMPLOYEE BENEFIT PLANS - Restricted Stock Units (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | |
Oct. 31, 2022 shares | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 quarter shares | |
Restricted Stock Units | |||
Number of RSUs | |||
Unvested at the beginning of the period (in shares) | 1,520,418 | ||
Granted (in shares) | 732,516 | 633,880 | |
Vested (in shares) | (900,166) | ||
Forfeited (in shares) | (61,774) | ||
Unvested at the end of the period (in shares) | 1,476,895 | ||
Weighted Average Grant Date Fair Value Per RSU | |||
Unvested at the beginning of the period (in dollars per share) | $ / shares | $ 66.36 | ||
Granted (in dollars per share) | $ / shares | 61.87 | ||
Vested (in dollars per share) | $ / shares | 37.02 | ||
Forfeited (in dollars per share) | $ / shares | 62.58 | ||
Unvested at the end of the period (in dollars per share) | $ / shares | $ 67.99 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 732,516 | 633,880 | |
Unrecognized compensation costs | $ | $ 62 | ||
Period for recognition of unrecognized compensation costs | 2 years | ||
Restricted Stock Units | Non-Employee Directors | |||
Number of RSUs | |||
Granted (in shares) | 37,740 | 35,482 | |
Other Disclosures | |||
Awards granted in the period (in shares) | 37,740 | 35,482 | |
Restricted Stock Units | Time Based Vesting, Three Year Period from Grant Date | |||
Number of RSUs | |||
Granted (in shares) | 301,562 | 237,381 | |
Other Disclosures | |||
Awards granted in the period (in shares) | 301,562 | 237,381 | |
Vesting period | 3 years | 3 years | |
Restricted Stock Units | Time Based Vesting, Settled on Fifth Anniversary | |||
Number of RSUs | |||
Granted (in shares) | 42,626 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 42,626 | ||
Restricted Stock Units | Time Based Vesting, Settled on December 31 2023 | |||
Number of RSUs | |||
Granted (in shares) | 33,586 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 33,586 | ||
Restricted Stock Units | Time Based Vesting, Settled on Third Anniversary | |||
Number of RSUs | |||
Granted (in shares) | 7,720 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 7,720 | ||
Restricted Stock Units | Eleven Quarter Vesting Period | |||
Other Disclosures | |||
Award vesting period, number of quarterly periods | quarter | 11 | ||
Restricted Stock Units | Time Based Vesting, Three Year Period from Grant Date | |||
Number of RSUs | |||
Granted (in shares) | 9,215 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 9,215 | ||
Vesting period | 4 years | ||
Restricted Stock Units | Time Based Vesting, Evenly On The Third And Fourth Anniversary | |||
Number of RSUs | |||
Granted (in shares) | 6,170 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 6,170 | ||
Restricted Stock Units | Time Based Vesting, Settled on Second Anniversary | |||
Number of RSUs | |||
Granted (in shares) | 4,608 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 4,608 | ||
Performance Based Restricted Stock Unit | |||
Number of RSUs | |||
Granted (in shares) | 185,901 | 53,716 | |
Vested (in shares) | (53,716) | ||
Weighted Average Grant Date Fair Value Per RSU | |||
Granted (in dollars per share) | $ / shares | $ 48.97 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 185,901 | 53,716 | |
Vesting percentage | 100% | ||
Performance Based Restricted Stock Unit | Minimum | |||
Other Disclosures | |||
Vesting percentage | 0% | ||
Performance Based Restricted Stock Unit | Maximum | |||
Other Disclosures | |||
Vesting percentage | 200% | ||
Performance Based Restricted Stock Unit | Performance based vesting on the third anniversary | |||
Number of RSUs | |||
Granted (in shares) | 309,282 | 287,308 | |
Other Disclosures | |||
Awards granted in the period (in shares) | 309,282 | 287,308 | |
Performance Based Restricted Stock Unit | Performance Based Vesting And Settled Immediately | |||
Number of RSUs | |||
Granted (in shares) | 185,901 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 185,901 | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 225% | |||
Number of RSUs | |||
Granted (in shares) | 301,562 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 301,562 | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 225% | Minimum | |||
Other Disclosures | |||
Vesting percentage | 0% | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 225% | Maximum | |||
Other Disclosures | |||
Vesting percentage | 225% | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 200% | |||
Number of RSUs | |||
Granted (in shares) | 7,720 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 7,720 | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 200% | Minimum | |||
Other Disclosures | |||
Vesting percentage | 0% | ||
Performance Based Restricted Stock Unit | Performance based vesting, 0 to 200% | Maximum | |||
Other Disclosures | |||
Vesting percentage | 200% | ||
Performance Based Restricted Stock Unit | Performance Based Vesting | |||
Number of RSUs | |||
Granted (in shares) | 233,592 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 233,592 | ||
Restricted Stock Units, Including Performance Based Adjustment | |||
Number of RSUs | |||
Granted (in shares) | 918,417 | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 918,417 | ||
Time Based Restricted Stock Untis | Eleven Quarter Vesting Period | |||
Number of RSUs | |||
Granted (in shares) | 53,716 | ||
Vested (in shares) | (53,716) | ||
Other Disclosures | |||
Awards granted in the period (in shares) | 53,716 |
EMPLOYEE BENEFIT PLANS - Valuat
EMPLOYEE BENEFIT PLANS - Valuation of Restricted Stock Units (Details) - Restricted Stock Units | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 53.60% | 39.60% |
Risk-free interest rate | 4.20% | 1% |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 65.60% | 68.10% |
Risk-free interest rate | 4.80% | 1.70% |
EMPLOYEE BENEFIT PLANS - USPI M
EMPLOYEE BENEFIT PLANS - USPI Management Equity Plan (Details) - USPI Management Equity Plan - $ / shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Number of RSUs | ||
Unvested at the beginning of the period (in shares) | 922,840 | |
Vested (in shares) | (303,171) | |
Forfeited (in shares) | (9,722) | |
Unvested at the end of the period (in shares) | 609,947 | |
Weighted Average Grant Date Fair Value Per RSU | ||
Unvested at the beginning of the period (in dollars per share) | $ 34.13 | |
Vested (in dollars per share) | 34.13 | |
Forfeited (in dollars per share) | 34.13 | |
Unvested at the end of the period (in dollars per share) | $ 34.13 | |
Awards granted in the period (in shares) | 0 | |
Noncontrolling interest purchased during period through issuance of equity (in shares) | 0 | 0 |
Restricted Non-Voting Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Contractual right to receive shares of common stock for a stock based award (in shares) | 1 | |
Nonvoting Common Stock | ||
Weighted Average Grant Date Fair Value Per RSU | ||
Outstanding vested shares eligible to be sold (in shares) | 308,495 |
EQUITY - Changes in Shareholder
EQUITY - Changes in Shareholders' Equity (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | $ 2,580 | $ 2,459 | $ 2,056 | $ 2,054 | $ 2,459 | $ 2,054 |
Net income | 205 | 217 | 96 | 186 | ||
Distributions paid to noncontrolling interests | (66) | (61) | (38) | (71) | ||
Other comprehensive income | 1 | 2 | 2 | 3 | 2 | |
Accretion of redeemable noncontrolling interests | (9) | (95) | ||||
Purchases (sales) of businesses and noncontrolling interests, net | 22 | 19 | (16) | (8) | ||
Repurchases of common stock | (40) | (50) | ||||
Stock-based compensation expense and issuance of common stock | 22 | (6) | 23 | (10) | ||
Balances, end of period | $ 2,724 | $ 2,580 | $ 2,114 | $ 2,056 | $ 2,724 | $ 2,114 |
Common Stock | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period (in shares) | 101,912 | 102,247 | 107,688 | 107,189 | 102,247 | 107,189 |
Balances, beginning of period | $ 8 | $ 8 | $ 8 | $ 8 | $ 8 | $ 8 |
Repurchases of common stock (in shares) | (580) | (906) | ||||
Stock-based compensation expense and issuance of common stock (in shares) | 177 | 571 | 142 | 499 | ||
Balances, end of period (in shares) | 101,509 | 101,912 | 107,830 | 107,688 | 101,509 | 107,830 |
Balances, end of period | $ 8 | $ 8 | $ 8 | $ 8 | $ 8 | $ 8 |
Additional Paid-In Capital | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | 4,774 | 4,778 | 4,765 | 4,877 | 4,778 | 4,877 |
Accretion of redeemable noncontrolling interests | (9) | (95) | ||||
Purchases (sales) of businesses and noncontrolling interests, net | 4 | 2 | (23) | (7) | ||
Stock-based compensation expense and issuance of common stock | 22 | (6) | 23 | (10) | ||
Balances, end of period | 4,800 | 4,774 | 4,756 | 4,765 | 4,800 | 4,756 |
Accumulated Other Comprehensive Loss | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | (179) | (181) | (233) | (233) | (181) | (233) |
Other comprehensive income | 1 | 2 | 2 | |||
Balances, end of period | (178) | (179) | (231) | (233) | (178) | (231) |
Accumulated Deficit | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | (660) | (803) | (1,074) | (1,214) | (803) | (1,214) |
Net income | 123 | 143 | 38 | 140 | ||
Balances, end of period | (537) | (660) | (1,036) | (1,074) | (537) | (1,036) |
Treasury Stock | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | (2,710) | (2,660) | (2,410) | (2,410) | (2,660) | (2,410) |
Repurchases of common stock | (40) | (50) | ||||
Balances, end of period | (2,750) | (2,710) | (2,410) | (2,410) | (2,750) | (2,410) |
Noncontrolling Interests | ||||||
Changes in Shareholders' Equity | ||||||
Balances, beginning of period | 1,347 | 1,317 | 1,000 | 1,026 | 1,317 | 1,026 |
Net income | 82 | 74 | 58 | 46 | ||
Distributions paid to noncontrolling interests | (66) | (61) | (38) | (71) | ||
Purchases (sales) of businesses and noncontrolling interests, net | 18 | 17 | 7 | (1) | ||
Balances, end of period | $ 1,381 | $ 1,347 | $ 1,027 | $ 1,000 | $ 1,381 | $ 1,027 |
EQUITY - Narrative (Details)
EQUITY - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Oct. 31, 2022 | Dec. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Stockholders equity balance | $ 2,724 | $ 2,580 | $ 2,114 | $ 2,056 | $ 2,724 | $ 2,114 | $ 2,459 | $ 2,054 | |
Net income | 205 | 217 | 96 | 186 | |||||
Amount of common stock authorized to be repurchased | $ 1,000 | ||||||||
Noncontrolling Interests | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Stockholders equity balance | 1,381 | 1,347 | 1,027 | 1,000 | 1,381 | 1,027 | 1,317 | $ 1,026 | |
Net income | 82 | $ 74 | $ 58 | $ 46 | |||||
Noncontrolling Interests | Hospital Operations | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Stockholders equity balance | 136 | 136 | 132 | ||||||
Net income | 14 | 9 | |||||||
Noncontrolling Interests | Ambulatory Care | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Stockholders equity balance | $ 1,245 | 1,245 | $ 1,185 | ||||||
Net income | $ 142 | $ 95 |
EQUITY - Share Repurchase Progr
EQUITY - Share Repurchase Programs (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 6 Months Ended | |||||
Jun. 30, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Feb. 28, 2023 | Jan. 31, 2023 | Jun. 30, 2023 | |
Equity [Abstract] | |||||||
Total Number of Shares Purchased (in shares) | 0 | 580 | 0 | 906 | 0 | 0 | 1,486 |
Average Price Paid per Share (in dollars per shares) | $ 0 | $ 69.17 | $ 0 | $ 55.03 | $ 0 | $ 0 | $ 60.55 |
Maximum Dollar Value of Shares That May Yet be Purchased Under the Program | $ 660 | $ 660 | $ 700 | $ 700 | $ 750 | $ 750 | $ 660 |
NET OPERATING REVENUES - Net Op
NET OPERATING REVENUES - Net Operating Revenue By Source (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | $ 5,082 | $ 4,638 | $ 10,103 | $ 9,383 |
Ambulatory Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 942 | 771 | 1,847 | 1,509 |
Conifer | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 323 | 333 | 647 | 657 |
Operating Segments | Ambulatory Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 942 | 771 | 1,847 | 1,509 |
Operating Segments | Conifer | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 323 | 333 | 647 | 657 |
Inter-segment eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | (105) | (111) | (212) | (226) |
Continuing operations: | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 5,082 | 4,638 | 10,103 | 9,383 |
Continuing operations: | Operating Segments | Hospital Operations | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 3,922 | 3,645 | 7,821 | 7,443 |
Continuing operations: | Operating Segments | Hospital Operations | Other Revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 309 | 297 | 641 | 587 |
Continuing operations: | Operating Segments | Ambulatory Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 942 | 771 | 1,847 | 1,509 |
Continuing operations: | Operating Segments | Conifer | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 323 | 333 | 647 | 657 |
Continuing operations: | Inter-segment eliminations | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | (105) | (111) | (212) | (226) |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Medicare | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 599 | 579 | 1,212 | 1,198 |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Medicaid | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 264 | 268 | 544 | 517 |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Managed care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 2,565 | 2,304 | 5,068 | 4,742 |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Uninsured | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 29 | 36 | 60 | 74 |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Indemnity and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 156 | 161 | 296 | 325 |
Continuing operations: | Acute Care Hospitals and Related Outpatient Facilities | Operating Segments | Hospital Operations | Total | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | $ 3,613 | $ 3,348 | $ 7,180 | $ 6,856 |
NET OPERATING REVENUES - Narrat
NET OPERATING REVENUES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Reimbursement program assessments | $ 24 | $ 20 | $ 50 | $ 77 |
Net operating revenues | $ 5,082 | $ 4,638 | 10,103 | 9,383 |
Restatement Adjustment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | $ 10 | $ 7 |
NET OPERATING REVENUES - Net _2
NET OPERATING REVENUES - Net Operating Revenue Composition, Ambulatory and Conifer Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | $ 5,082 | $ 4,638 | $ 10,103 | $ 9,383 |
Ambulatory Care | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 942 | 771 | 1,847 | 1,509 |
Ambulatory Care | Net patient service revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 905 | 741 | 1,773 | 1,445 |
Ambulatory Care | Management fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 30 | 24 | 60 | 53 |
Ambulatory Care | Revenue from other sources | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 7 | 6 | 14 | 11 |
Conifer | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 323 | 333 | 647 | 657 |
Conifer | Revenue Cycle Services | Tenet | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 103 | 108 | 207 | 220 |
Conifer | Revenue Cycle Services | Other Customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 200 | 202 | 399 | 391 |
Conifer | Other Services | Tenet | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | 2 | 3 | 5 | 6 |
Conifer | Other Services | Other Customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Net operating revenues | $ 18 | $ 20 | $ 36 | $ 40 |
NET OPERATING REVENUES - Perfor
NET OPERATING REVENUES - Performance Obligations (Details) - Conifer $ in Millions | Jun. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 5,734 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 333 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 600 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 600 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 600 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 600 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligations | $ 3,001 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
INSURANCE - Insurance (Details)
INSURANCE - Insurance (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 24 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2024 | Dec. 31, 2022 | |
Insurance coverage | ||||||
Insurance recoveries | $ 31 | $ 5 | ||||
Net operating revenues | $ 5,082 | $ 4,638 | 10,103 | 9,383 | ||
Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, annual coverage limit | $ 850 | |||||
Insurance Recoveries | ||||||
Insurance coverage | ||||||
Net operating revenues | 27 | |||||
Other Operating Expense, Net | ||||||
Insurance coverage | ||||||
Malpractice expense | 190 | $ 138 | ||||
Professional and General Liability Reserves | ||||||
Insurance coverage | ||||||
Self insurance reserve | $ 1,050 | $ 1,050 | $ 1,045 | |||
Floods | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, maximum coverage per incident | 100 | |||||
Earthquake | California | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, maximum coverage per incident | 200 | |||||
Earthquake | Other Geographic Areas | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, maximum coverage per incident | 200 | |||||
Windstorms | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, maximum coverage per incident | 200 | |||||
Fire and other perils | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, maximum coverage per incident | $ 850 | |||||
California Earthquakes And Named Windstorms | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance deductible as a percent | 5% | |||||
New Madrid Fault Earthquakes | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance deductible as a percent | 2% | |||||
Insurance, maximum deductible per incident | $ 25 | |||||
Other Catastrophic Events | Scenario, Forecast | ||||||
Insurance coverage | ||||||
Insurance, deductible | $ 5 |
CLAIMS AND LAWSUITS - Reconcili
CLAIMS AND LAWSUITS - Reconciliations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Loss Contingency Accrual [Roll Forward] | ||||
Litigation and investigation costs | $ 10 | $ 18 | $ 14 | $ 38 |
Claims, Lawsuits, and Regulatory Proceedings | ||||
Loss Contingency Accrual [Roll Forward] | ||||
Litigation reserve, balance at beginning of period | 51 | 78 | ||
Litigation and investigation costs | 14 | 38 | ||
Cash Payments | (46) | (58) | ||
Other | 0 | 3 | ||
Litigation reserve, balance at end of period | $ 19 | $ 61 | $ 19 | $ 61 |
REDEEMABLE NONCONTROLLING INT_3
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Redeemable Noncontrolling Interest [Line Items] | ||||
Other current liabilities | $ 1,498 | $ 1,471 | ||
Other long-term liabilities | 1,732 | 1,800 | ||
Redeemable Noncontrolling Interests | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Purchases and sales of businesses and noncontrolling interests, net | 104 | $ (286) | ||
Proceeds from sale of buildings | $ 61 | |||
United Surgical Partners International | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Purchases and sales of businesses and noncontrolling interests, net | $ 365 | |||
Loss from purchase of noncontrolling interests | $ 23 | |||
Other current liabilities | 135 | 135 | ||
Other long-term liabilities | 127 | $ 190 | ||
Baylor University Medical Center | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Duration of monthly payments | 35 months | |||
Baylor University Medical Center | United Surgical Partners International | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Share purchase agreement amount of payment | $ 406 | |||
Share purchase agreement, payment for execution | $ 11 | |||
Payment on execution of Share Purchase Agreement | $ 11 | |||
Baylor University Medical Center | United Surgical Partners International | Put Option | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Ownership percentage | 5% | 5% |
REDEEMABLE NONCONTROLLING INT_4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Changes in Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Balances at beginning of period | $ 2,149 | $ 2,149 | ||||
Net income | 167 | $ 177 | ||||
Distributions paid to noncontrolling interests | $ (66) | (61) | $ (38) | $ (71) | ||
Balances at end of period | 2,277 | 2,277 | ||||
Redeemable Noncontrolling Interests | ||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Balances at beginning of period | $ 2,149 | $ 2,203 | 2,149 | 2,203 | ||
Net income | 167 | 177 | ||||
Distributions paid to noncontrolling interests | (143) | (201) | ||||
Accretion of redeemable noncontrolling interests | 0 | 104 | ||||
Purchases and sales of businesses and noncontrolling interests, net | 104 | (286) | ||||
Balances at end of period | $ 2,277 | $ 1,997 | $ 2,277 | $ 1,997 |
REDEEMABLE NONCONTROLLING INT_5
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Segment Details (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Redeemable Noncontrolling Interest [Line Items] | |||
Redeemable noncontrolling interests | $ 2,277 | $ 2,149 | |
Net income available to redeemable noncontrolling interests | 167 | $ 177 | |
Hospital Operations | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Redeemable noncontrolling interests | 229 | 233 | |
Net income available to redeemable noncontrolling interests | 0 | 24 | |
Ambulatory Care | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Redeemable noncontrolling interests | 1,445 | 1,357 | |
Net income available to redeemable noncontrolling interests | 123 | 118 | |
Conifer | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Redeemable noncontrolling interests | 603 | $ 559 | |
Net income available to redeemable noncontrolling interests | $ 44 | $ 35 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes | ||||
Income tax expense | $ 80 | $ 86 | $ 164 | $ 185 |
Income from continuing operations, before income taxes | 373 | 265 | 753 | 643 |
Change in valuation allowance for interest expense carryforwards | 23 | $ 45 | 42 | $ 77 |
Unrecognized tax benefits | 34 | 34 | ||
Unrecognized tax benefits which, if recognized, would impact effective tax rate | 32 | 32 | ||
Interest and penalties related to accrued liabilities for uncertain tax positions, recognized | 1 | |||
Interest and penalties related to accrued liabilities for uncertain tax positions, recognized | $ 1 | $ 1 |
INCOME TAXES - Federal Tax Reco
INCOME TAXES - Federal Tax Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Reconciliation between reported income tax expense (benefit) and income taxes calculated by the statutory federal income tax rate | ||||
Tax expense at statutory federal rate of 21% | $ 78 | $ 56 | $ 158 | $ 135 |
State income taxes, net of federal income tax benefit | 12 | 11 | 28 | 25 |
Tax benefit attributable to noncontrolling interests | (35) | (28) | (67) | (57) |
Nondeductible goodwill | 0 | 1 | 0 | 1 |
Stock-based compensation tax benefit | (2) | (1) | (4) | (3) |
Changes in valuation allowance | 23 | 45 | 42 | 77 |
Other items | 4 | 2 | 7 | 7 |
Income tax expense | $ 80 | $ 86 | $ 164 | $ 185 |
EARNINGS PER COMMON SHARE (Deta
EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Net Income Available to Common Shareholders (Numerator) | ||||
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share | $ 123 | $ 38 | $ 266 | $ 177 |
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock | (3) | 0 | (6) | 9 |
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share | $ 120 | $ 38 | $ 260 | $ 186 |
Weighted Average Shares (Denominator) | ||||
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share (in shares) | 101,766 | 107,790 | 102,028 | 107,636 |
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (in shares) | 3,012 | 960 | 3,326 | 6,418 |
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share (in shares) | 104,778 | 108,750 | 105,354 | 114,054 |
Per-Share Amount | ||||
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share (in dollars per share) | $ 1.21 | $ 0.35 | $ 2.61 | $ 1.64 |
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock (in dollars per share) | (0.06) | 0 | (0.14) | (0.01) |
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share (in dollars per share) | $ 1.15 | $ 0.35 | $ 2.47 | $ 1.63 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Nonrecurring | ||
Fair value of assets and liabilities measured on recurring basis | ||
Long-lived assets held for sale | $ 141 | |
Long-lived assets held and used | $ 167 | |
Nonrecurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Long-lived assets held for sale | 0 | |
Long-lived assets held and used | 0 | |
Nonrecurring | Significant Other Observable Inputs (Level 2) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Long-lived assets held for sale | 141 | |
Long-lived assets held and used | 167 | |
Nonrecurring | Significant Unobservable Inputs (Level 3) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Long-lived assets held for sale | $ 0 | |
Long-lived assets held and used | $ 0 | |
Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Estimated fair value of debt instrument as percentage of carrying value (percent) | 96% | 92.80% |
ACQUISITIONS - Preliminary Purc
ACQUISITIONS - Preliminary Purchase Price Allocations (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Final purchase price allocations | |||
Goodwill | $ 10,350 | $ 10,123 | |
Cash paid, net of cash acquired | (96) | $ (66) | |
Gains (losses) on consolidations | 13 | (1) | |
Series of Individual Business Acquisitions | |||
Final purchase price allocations | |||
Current assets | 13 | 6 | |
Property and equipment | 8 | 26 | |
Other intangible assets | 5 | 2 | |
Goodwill | 257 | 206 | |
Other long-term assets | 8 | 22 | |
Previously held investments in unconsolidated affiliates | (37) | (73) | |
Current liabilities | (8) | (9) | |
Long-term liabilities | (11) | (38) | |
Redeemable noncontrolling interests in equity of consolidated subsidiaries | (95) | (68) | |
Noncontrolling interests | (31) | (9) | |
Cash paid, net of cash acquired | $ (96) | $ (66) |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 10,350 | $ 10,123 | |
Transaction costs related to prospective and closed acquisitions | 4 | $ 6 | |
Goodwill, purchase accounting adjustments | 1 | ||
SurgeCenter Development | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 257 | $ 206 |
SEGMENT INFORMATION - General I
SEGMENT INFORMATION - General Information and Customer Concentration (Details) $ in Millions | 1 Months Ended | 6 Months Ended | |
Jun. 30, 2022 USD ($) | Jun. 30, 2023 healthcare_facility state surgery_center hospital | Jun. 29, 2022 | |
Conifer Health Solutions, LLC | |||
Segment Reporting Information [Line Items] | |||
Ownership percentage by parent (percent) | 76% | ||
Baylor University Medical Center | United Surgical Partners International | |||
Segment Reporting Information [Line Items] | |||
Share purchase agreement amount of payment | $ | $ 406 | ||
Hospital Operations | |||
Segment Reporting Information [Line Items] | |||
Number of hospitals operated by subsidiaries | 61 | ||
Number of states where operations occur | state | 9 | ||
Number of outpatient facilities operated | healthcare_facility | 107 | ||
Ambulatory Care | United Surgical Partners International | |||
Segment Reporting Information [Line Items] | |||
Ownership percentage by parent (percent) | 100% | 95% | |
Ambulatory Care | United Surgical Partners International | |||
Segment Reporting Information [Line Items] | |||
Number of states where operations occur | state | 35 | ||
Number of ambulatory surgery centers owned by subsidiaries, including indirect ownership | surgery_center | 455 | ||
Number of ambulatory surgery centers consolidated | surgery_center | 312 | ||
Number of surgical hospitals operated by subsidiaries | 24 | ||
Number of surgical hospitals consolidated | 8 | ||
Conifer | Minimum | |||
Segment Reporting Information [Line Items] | |||
Number of hospitals to which segment of the entity provides revenue cycle services | 670 |
SEGMENT INFORMATION - Reconcili
SEGMENT INFORMATION - Reconciling Items (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | |||||
Assets | $ 27,157 | $ 27,157 | $ 27,156 | ||
Capital expenditures: | 132 | $ 152 | 367 | $ 307 | |
Net operating revenues | 5,082 | 4,638 | 10,103 | 9,383 | |
Equity in earnings of unconsolidated affiliates: | 54 | 54 | 104 | 100 | |
Adjusted Segment EBITDA [Abstract] | |||||
Adjusted EBITDA | 843 | 843 | 1,675 | 1,731 | |
Depreciation and amortization | 213 | 216 | 430 | 419 | |
Depreciation and amortization | (213) | (216) | (430) | (419) | |
Impairment and restructuring charges, and acquisition-related costs | (16) | (57) | (37) | (73) | |
Litigation and investigation costs | (10) | (18) | (14) | (38) | |
Interest expense | (226) | (222) | (447) | (449) | |
Loss from early extinguishment of debt | (11) | (66) | (11) | (109) | |
Other non-operating income, net | 6 | 0 | 4 | 0 | |
Net gains on sales, consolidation and deconsolidation of facilities | 0 | 1 | 13 | 0 | |
Income from continuing operations, before income taxes | 373 | 265 | 753 | 643 | |
Inter-segment eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | (105) | (111) | (212) | (226) | |
Hospital Operations | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 15,411 | 15,411 | 15,682 | ||
Capital expenditures: | 109 | 130 | 324 | 262 | |
Equity in earnings of unconsolidated affiliates: | 2 | 2 | 5 | 6 | |
Adjusted Segment EBITDA [Abstract] | |||||
Adjusted EBITDA | 388 | 431 | 793 | 945 | |
Depreciation and amortization | 176 | 179 | 357 | 346 | |
Depreciation and amortization | (176) | (179) | (357) | (346) | |
Hospital Operations | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | 3,922 | 3,645 | 7,821 | 7,443 | |
Ambulatory Care | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 10,862 | 10,862 | 10,557 | ||
Capital expenditures: | 20 | 19 | 38 | 40 | |
Net operating revenues | 942 | 771 | 1,847 | 1,509 | |
Equity in earnings of unconsolidated affiliates: | 52 | 52 | 99 | 94 | |
Adjusted Segment EBITDA [Abstract] | |||||
Adjusted EBITDA | 370 | 319 | 710 | 601 | |
Depreciation and amortization | 27 | 28 | 54 | 55 | |
Depreciation and amortization | (27) | (28) | (54) | (55) | |
Ambulatory Care | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | 942 | 771 | 1,847 | 1,509 | |
Conifer | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 884 | 884 | $ 917 | ||
Capital expenditures: | 3 | 3 | 5 | 5 | |
Net operating revenues | 323 | 333 | 647 | 657 | |
Adjusted Segment EBITDA [Abstract] | |||||
Adjusted EBITDA | 85 | 93 | 172 | 185 | |
Depreciation and amortization | 10 | 9 | 19 | 18 | |
Depreciation and amortization | (10) | (9) | (19) | (18) | |
Conifer | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | 323 | 333 | 647 | 657 | |
Conifer | Tenet | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | 105 | 111 | 212 | 226 | |
Conifer | Other Customers | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net operating revenues | $ 218 | $ 222 | $ 435 | $ 431 |