THC Tenet Healthcare Corp.

Risks

• We cannot predict the impact that modifications of the Affordable Care Act may have on our business, financial condition, results of operations or cash flows.
• Further changes in the Medicare and Medicaid programs or other government healthcare programs, including reductions in scale and scope, could have an adverse effect on our business.
• Violations of existing regulations or failure to comply with new or changed regulations could harm our business and financial results.
• A breach or any other failure to comply with our Non-Prosecution Agreement could subject us to criminal prosecution, substantial penalties and exclusion from participation in federal healthcare programs, any of which could adversely impact our business, financial condition, results of operations or cash flows.
• We could be subject to substantial uninsured liabilities or increased insurance costs as a result of significant legal actions.
• If we are unable to enter into, maintain and renew managed care contractual arrangements on acceptable terms, if we experience material reductions in the contracted rates we receive from managed care payers or if we have difficulty collecting from managed care payers, our results of operations could be adversely affected.
• Our cost-reduction initiatives do not always deliver the benefits we expect, and actions taken may adversely affect our business, financial condition and results of operations.
• We cannot provide any assurances that we will be successful in completing the proposed spin-off of Conifer or in divesting assets in non-core markets.
• A spin-off of Conifer could adversely affect our earnings and cash flows.
• Economic factors, consumer behavior and other dynamics have affected, and may continue to impact, our business, financial condition and results of operations.
• Trends affecting our actual or anticipated results may require us to record charges that may negatively impact our results of operations.
• When we acquire new assets or businesses, we become subject to various risks and uncertainties that could adversely affect our results of operations and financial condition.
• USPI and our hospital-based joint ventures depend on existing relationships with key healthcare system partners. If we are unable to maintain historical relationships with these healthcare systems, or enter into new relationships, we may be unable to implement our business strategies successfully.
• The remaining put/call arrangements associated with USPI, if settled in cash, will require us to utilize our cash flow or incur additional indebtedness to satisfy the payment obligations in respect of such arrangements.
• Our joint venture arrangements are subject to a number of operational risks that could have a material adverse effect on our business, results of operations and financial condition.
• It is essential to our ongoing business that we attract an appropriate number of quality physicians in the specialties required to support our services and that we maintain good relations with those physicians.
• Our labor costs can be adversely affected by competition for staffing, the shortage of experienced nurses and labor union activity.
• Our hospitals, outpatient centers and other healthcare businesses operate in competitive environments, and competition in our markets can adversely affect patient volumes.
• Conifer operates in a highly competitive industry, and its current or future competitors may be able to compete more effectively than Conifer does, which could have a material adverse effect on Conifer’s margins, growth rate and market share.
• Our level of indebtedness could, among other things, adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industry, and prevent us from meeting our obligations under the agreements relating to our indebtedness.
• We may not be able to generate sufficient cash to service all of our indebtedness, and we may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
• Restrictive covenants in the agreements governing our indebtedness may adversely affect us.
• Despite current indebtedness levels, we may be able to incur substantially more debt or otherwise increase our leverage. This could further exacerbate the risks described above.
• Our business could be negatively affected by security threats, catastrophic events and other disruptions affecting our information technology and related systems.
• The utilization of our tax losses could be substantially limited if we experience an ownership change as defined in the Internal Revenue Code.
• The industry trend toward value-based purchasing and alternative payment models may negatively impact our revenues.