TENET HEALTHCARE CORP, 10-K filed on 2/21/2023
Annual Report
v3.22.4
Cover Page - USD ($)
$ in Billions
 12 Months Ended
Dec. 31, 2022
Jan. 31, 2023
Jun. 30, 2022
Entity Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2022    
Current Fiscal Year End Date --12-31    
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 Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
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    
ICFR Auditor Attestation Flag true    
Entity Shell Company false    
Entity Public Float     $ 5.6
Entity Common Stock, Shares Outstanding   102,274,102  
Documents Incorporated by Reference Portions of the Registrant’s definitive proxy statement for the 2023 annual meeting of shareholders are incorporated by reference into Part III of this Form 10-K.    
Entity Central Index Key 0000070318    
Amendment Flag false    
Document Fiscal Year Focus 2022    
Document Fiscal Period Focus FY    
Common Stock | New York Stock Exchange      
Entity Information [Line Items]      
Title of 12(b) Security Common stock, $0.05 par value    
Trading Symbol THC    
Security Exchange Name NYSE    
6.875% Senior Notes due 2031 | New York Stock Exchange      
Entity Information [Line Items]      
Title of 12(b) Security 6.875% Senior Notes due 2031    
Trading Symbol THC31    
Security Exchange Name NYSE    
v3.22.4
Audit Information
 12 Months Ended
Dec. 31, 2022
Audit Information [Abstract]  
Auditor Name DELOITTE & TOUCHE LLP
Auditor Location Dallas, Texas
Auditor Firm ID 34
v3.22.4
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 858 $ 2,364
Accounts receivable 2,943 2,770
Inventories of supplies, at cost 405 384
Other current assets 1,775 1,557
Total current assets  5,981 7,075
Investments and other assets 3,147 3,254
Deferred income taxes 19 65
Property and equipment, at cost, less accumulated depreciation and amortization ($6,201 at December 31, 2022 and $5,960 at December 31, 2021) 6,462 6,427
Goodwill 10,123 9,261
Other intangible assets, at cost, less accumulated amortization ($1,428 at December 31, 2022 and $1,374 at December 31, 2021) 1,424 1,497
Total assets  27,156 27,579
Current liabilities:    
Current portion of long-term debt 145 135
Accounts payable 1,504 1,300
Accrued compensation and benefits 778 896
Professional and general liability reserves 255 254
Accrued interest payable 213 203
Contract liabilities 110 959
Other current liabilities 1,471 1,362
Total current liabilities  4,476 5,109
Long-term debt, net of current portion 14,934 15,511
Professional and general liability reserves 790 791
Defined benefit plan obligations 331 421
Deferred income taxes 217 36
Contract liabilities – long-term 13 15
Other long-term liabilities 1,787 1,439
Total liabilities  22,548 23,322
Commitments and contingencies
Redeemable noncontrolling interests in equity of consolidated subsidiaries 2,149 2,203
Shareholders’ equity:    
Common stock, $0.05 par value; authorized 262,500,000 shares; 156,462,456 shares issued at December 31, 2022 and 155,520,691 shares issued at December 31, 2021 8 8
Additional paid-in capital 4,778 4,877
Accumulated other comprehensive loss (181) (233)
Accumulated deficit (803) (1,214)
Common stock in treasury, at cost, 54,215,871 shares at December 31, 2022 and 48,331,649 shares at December 31, 2021 (2,660) (2,410)
Total shareholders’ equity 1,142 1,028
Noncontrolling interests  1,317 1,026
Total equity  2,459 2,054
Total liabilities and equity  $ 27,156 $ 27,579
v3.22.4
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Property and equipment, accumulated depreciation and amortization $ 6,201 $ 5,960
Other intangible assets, accumulated amortization $ 1,428 $ 1,374
Common stock, par value (in dollars per share) $ 0.05 $ 0.05
Common stock, number of shares authorized (in shares) 262,500,000 262,500,000
Common stock, number of shares issued (in shares) 156,462,456 155,520,691
Common stock, number of shares held in treasury (in shares) 54,215,871 48,331,649
v3.22.4
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Statement [Abstract]      
Net operating revenues  $ 19,174 $ 19,485 $ 17,640
Grant income 194 191 882
Equity in earnings of unconsolidated affiliates 216 218 169
Operating expenses:      
Salaries, wages and benefits 8,844 8,878 8,418
Supplies 3,273 3,328 2,982
Other operating expenses, net 3,998 4,206 4,125
Depreciation and amortization 841 855 857
Impairment and restructuring charges, and acquisition-related costs 226 85 290
Litigation and investigation costs 70 116 44
Net gains on sales, consolidation and deconsolidation of facilities (1) (445) (14)
Operating income 2,333 2,871 1,989
Interest expense (890) (923) (1,003)
Other non-operating income, net 10 14 1
Gain (loss) on extinguishment of debt (109) (74) (316)
Income from continuing operations, before income taxes 1,344 1,888 671
Income tax benefit (expense) (344) (411) 97
Income from continuing operations, before discontinued operations 1,000 1,477 768
Discontinued operations:      
Income (loss) from operations 1 (1) 0
Income (loss) from discontinued operations 1 (1) 0
Net income 1,001 1,476 768
Less: Net income available to noncontrolling interests 590 562 369
Net income available to Tenet Healthcare Corporation common shareholders 411 914 399
Amounts available to Tenet Healthcare Corporation common shareholders      
Income from continuing operations, net of tax 410 915 399
Income (loss) from discontinued operations, net of tax 1 (1) 0
Net income available to Tenet Healthcare Corporation common shareholders $ 411 $ 914 $ 399
Basic      
Continuing operations (in dollars per share) $ 3.83 $ 8.56 $ 3.80
Discontinued operations (in dollars per share) 0.01 (0.01) 0
Total earnings (loss) per share, Basic (in dollars per share) 3.84 8.55 3.80
Diluted      
Continuing operations (in dollars per share) 3.78 8.43 3.75
Discontinued operations (in dollars per share) 0.01 (0.01) 0
Total earnings (loss) per share, Diluted (in dollars per share) $ 3.79 $ 8.42 $ 3.75
Weighted average shares and dilutive securities outstanding (in thousands):      
Basic (in shares) 106,929 106,833 105,010
Diluted (in shares) 110,516 108,571 106,263
v3.22.4
CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Statement of Comprehensive Income [Abstract]      
Net income $ 1,001 $ 1,476 $ 768
Other comprehensive income (loss):      
Adjustments for defined benefit plans 63 50 (41)
Amortization of net actuarial loss included in other non-operating income, net 9 11 9
Unrealized gain (loss) on debt securities held as available-for-sale (4) 0 1
Foreign currency translation adjustments and other 1 1 0
Other comprehensive income (loss) before income taxes 69 62 (31)
Income tax benefit (expense) related to items of other comprehensive income (loss) (17) (14) 7
Total other comprehensive income (loss), net of tax 52 48 (24)
Comprehensive net income 1,053 1,524 744
Less: Comprehensive income to noncontrolling interests 590 562 369
Comprehensive income available to Tenet Healthcare Corporation common shareholders $ 463 $ 962 $ 375
v3.22.4
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($)
shares in Thousands, $ in Millions
Total
Cumulative Effect, Period of Adoption, Adjustment
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Loss
Accumulated Deficit
Accumulated Deficit
Cumulative Effect, Period of Adoption, Adjustment
Treasury Stock
Noncontrolling Interests
Beginning balance (in shares) at Dec. 31, 2019     104,197            
Beginning balance at Dec. 31, 2019 $ 437 $ (14) $ 7 $ 4,760 $ (257) $ (2,513) $ (14) $ (2,414) $ 854
Changes in Shareholders' Equity                  
Net income 582         399     183
Distributions paid to noncontrolling interests (152)               (152)
Other comprehensive income (loss) (24)       (24)        
Accretion of redeemable noncontrolling interests (4)     (4)          
Purchases (sales) of businesses and noncontrolling interests, net 51     27         24
Stock-based compensation expense, tax benefit and issuance of common stock (in shares)     1,873            
Stock-based compensation expense, tax benefit and issuance of common stock 61     61          
Ending balance (in shares) at Dec. 31, 2020     106,070            
Ending balance at Dec. 31, 2020 937   $ 7 4,844 (281) (2,128)   (2,414) 909
Changes in Shareholders' Equity                  
Net income 1,140         914     226
Distributions paid to noncontrolling interests (206)               (206)
Other comprehensive income (loss) 48       48        
Accretion of redeemable noncontrolling interests (11)     (11)          
Purchases (sales) of businesses and noncontrolling interests, net 97               97
Stock-based compensation expense, tax benefit and issuance of common stock (in shares)     1,119            
Stock-based compensation expense, tax benefit and issuance of common stock 49   $ 1 44       4  
Ending balance (in shares) at Dec. 31, 2021     107,189            
Ending balance at Dec. 31, 2021 2,054   $ 8 4,877 (233) (1,214)   (2,410) 1,026
Changes in Shareholders' Equity                  
Net income 653         411     242
Distributions paid to noncontrolling interests (229)               (229)
Other comprehensive income (loss) 52       52        
Accretion of redeemable noncontrolling interests (104)     (104)          
Purchases (sales) of businesses and noncontrolling interests, net 244     (34)         278
Repurchases of common stock (in shares)     (5,889)            
Repurchases of common stock (250)             (250)  
Stock-based compensation expense, tax benefit and issuance of common stock (in shares)     947            
Stock-based compensation expense, tax benefit and issuance of common stock 39     39          
Ending balance (in shares) at Dec. 31, 2022     102,247            
Ending balance at Dec. 31, 2022 $ 2,459   $ 8 $ 4,778 $ (181) $ (803)   $ (2,660) $ 1,317
v3.22.4
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Statement of Cash Flows [Abstract]      
Net income $ 1,001 $ 1,476 $ 768
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 841 855 857
Deferred income tax expense (benefit) 209 250 (128)
Stock-based compensation expense 56 56 44
Impairment and restructuring charges, and acquisition-related costs 226 85 290
Litigation and investigation costs 70 116 44
Net gains on sales, consolidation and deconsolidation of facilities (1) (445) (14)
Loss from early extinguishment of debt 109 74 316
Equity in earnings of unconsolidated affiliates, net of distributions received 2 (10) (37)
Amortization of debt discount and debt issuance costs 33 33 38
Pre-tax loss (income) from discontinued operations (1) 1 0
Net gains from the sale of investments and long-lived assets (117) (23) (25)
Other items, net 13 (10) (4)
Changes in cash from operating assets and liabilities:      
Accounts receivable (140) (197) 195
Inventories and other current assets (64) (52) (145)
Income taxes (26) 68 19
Accounts payable, accrued expenses, contract liabilities and other current liabilities (898) (584) 1,302
Other long-term liabilities (15) 28 221
Payments for restructuring charges, acquisition-related costs, and litigation costs and settlements (214) (153) (333)
Net cash used in operating activities from discontinued operations, excluding income taxes (1) 0 (1)
Net cash provided by operating activities 1,083 1,568 3,407
Cash flows from investing activities:      
Purchases of property and equipment (762) (658) (540)
Purchases of businesses or joint venture interests, net of cash acquired (234) (1,220) (1,177)
Proceeds from sales of facilities and other assets 210 1,248 77
Proceeds from sales of marketable securities, long-term investments and other assets 76 31 59
Purchases of marketable securities and equity investments (92) (108) (44)
Other items, net (6) (7) 17
Net cash used in investing activities (808) (714) (1,608)
Cash flows from financing activities:      
Repayments of borrowings under credit facility 0 0 (740)
Proceeds from borrowings under credit facility 0 0 740
Repayments of other borrowings (2,851) (3,221) (3,293)
Proceeds from other borrowings 2,023 2,872 3,818
Repurchases of common stock (250) 0 0
Debt issuance costs (24) (31) (48)
Distributions paid to noncontrolling interests (560) (423) (287)
Proceeds from sale of noncontrolling interests 27 25 14
Purchases of noncontrolling interests (100) (27) (39)
Medicare advances and grants received by unconsolidated affiliates, net of recoupment 0 (67) 187
Other items, net (46) (64) 33
Net cash provided by (used in) financing activities (1,781) (936) 385
Net increase (decrease) in cash and cash equivalents (1,506) (82) 2,184
Cash and cash equivalents at beginning of period 2,364 2,446 262
Cash and cash equivalents at end of period 858 2,364 2,446
Supplemental disclosures:      
Interest paid, net of capitalized interest (848) (937) (962)
Income tax payments, net $ (161) $ (92) $ (12)
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES
Description of Business
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 care delivery network includes our subsidiary USPI Holding Company, Inc. (“USPI”), which had indirect ownership interests in 442 ambulatory surgery centers and 24 surgical hospitals at December 31, 2022. We hold noncontrolling interests in 158 of these facilities, which are recorded using the equity method of accounting. We also operated 61 acute care and specialty hospitals, 109 other outpatient facilities, a network of employed physicians and a Global Business Center (“GBC”) in Manila, Philippines at December 31, 2022. In addition, we operate Conifer Health Solutions, LLC, in which we own an interest of approximately 76%, through our Conifer Holdings, Inc. subsidiary (“Conifer”).
Effective June 30, 2022, we purchased all of the shares previously held by Baylor University Medical Center (“Baylor”) in USPI for $406 million, which increased our ownership interest in USPI’s voting shares from 95% to 100%. See Note 18 for additional information about this transaction.
Our business 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 acute care and specialty hospitals, imaging centers, ancillary outpatient facilities, micro‑hospitals and physician practices. Our Ambulatory Care segment is comprised of the operations of USPI, which holds indirect ownership interests in and manages ambulatory surgery centers and surgical hospitals. Our Conifer segment provides revenue cycle management and value‑based care services to hospitals, health systems, physician practices, employers and other clients.
Basis of Presentation
Our Consolidated Financial Statements include the accounts of Tenet and its wholly owned and majority‑owned subsidiaries. We eliminate intercompany accounts and transactions in consolidation, and we include the results of operations of businesses that are newly acquired in purchase transactions from their dates of acquisition. We account for significant investments in other affiliated companies using the equity method. We also utilize the equity method when we have the ability to exercise significant influence over the affiliated company, despite not holding a significant percentage of its ownership interest. Unless otherwise indicated, all financial and statistical data included in these notes to our Consolidated Financial Statements relate to our continuing operations, with dollar amounts expressed in millions (except per‑share amounts).
We adopted the Financial Accounting Standards Board’s (“FASB”) 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 three million shares and diluted earnings per share available to Tenet common shareholders decreased by $0.01 for the year ended December 31, 2022.
Effective January 1, 2020, we adopted ASU 2016‑13, “Financial Instruments—Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments” (“ASU 2016‑13”), using the modified retrospective transition approach as of the period of adoption. The amendments in this ASU required a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. Upon adoption of ASU 2016‑13 on January 1, 2020, we recorded a cumulative effect adjustment to increase accumulated deficit by $14 million.
Certain prior-year amounts have been reclassified to conform to the current‑year presentation. Due to their increased significance, net gains from the sale of investments and long-lived assets are presented separately in the operating activities section of the accompanying Consolidated Statements of Cash Flows. In prior periods, this activity was included in other items, net within the operating activities section.
Use of Estimates
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 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. Although we believe all adjustments considered necessary for a fair presentation have been included, 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.
COVID-19 Pandemic
The COVID‑19 pandemic has impacted all three segments of our business, as well as our patients, communities and employees, to varying degrees since March 2020. Throughout this time, federal, state and local authorities have undertaken 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 aggregate grant payments of $178 billion 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 COVID‑19 pandemic. The COVID Acts also revised the Medicare accelerated payment program (“MAPP”) and permitted employers to defer payroll Social Security tax payments in 2020. Our participation in these programs and the related accounting policies are summarized below.
Grant Income—As detailed in the table below, we received cash payments from the PRF and state and local grant programs during the years ended December 31, 2022, 2021 and 2020. Grant funds received by our Hospital Operations segment and those facilities in our Ambulatory Care segment that we consolidate are included in cash flows from operating activities in our consolidated statements of cash flows. Grant funds received by unconsolidated affiliates for which we provide cash management services (“Cash‑Managed Affiliates”) are included in cash flows from financing activities.
Years Ended December 31,
202220212020
Grant funds received from COVID-19 relief programs:
Included in cash flows from operating activities:
Hospital Operations$193 $142 $824 
Ambulatory Care3 36 76 
$196 $178 $900 
Included in cash flows from financing activities:
Cash‑Managed Affiliates
$— $37 $74 
To receive distributions, providers must agree 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 will 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 are 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 estimates we use to recognize grant income could change materially in the future based on our operating performance or fluctuations in the severity of COVID‑19 outbreaks at individual locations, as well as the government’s grant compliance guidance.
The table below summarizes grant income recognized by our Hospital Operations and Ambulatory Care segments, which is presented in grant income, and grant income recognized through our unconsolidated affiliates, which is presented in equity in earnings of unconsolidated affiliates, in each case in our consolidated statements of operations.
Years Ended December 31,
202220212020
Grant income recognized from COVID-19 relief programs:
Included in grant income:
Hospital Operations$190 $142 $823 
Ambulatory Care4 49 59 
$194 $191 $882 
Included in equity in earnings of unconsolidated affiliates:
Unconsolidated affiliates$— $14 $17 
At December 31, 2022 and 2021, we had remaining deferred grant payment balances of $7 million and $5 million, respectively, which amounts were recorded in other current liabilities in the accompanying 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 years ended December 31, 2022 and 2021.
The table below summarizes MAPP advances received in prior periods that were repaid or recouped during the years ended December 31, 2022 and 2021. No advances were repaid or recouped during the year ended December 31, 2020. Advances to our Hospital Operations segment and those facilities in our Ambulatory Care segment that we consolidate were recouped through a reduction of their respective Medicare claims payments and, together with any repayments, are presented in cash flows from operating activities in our consolidated statements of cash flows. Advance payments to our Cash‑Managed Affiliates were recouped through a reduction of those affiliates’ Medicare claims payments and, together with any repayments, are presented in cash flows from financing activities.
Years Ended December 31,
20222021
MAPP advances repaid or recouped:
Included in cash flows from operating activities:
Hospital Operations$876 $457 
Ambulatory Care4 55 
$880 $512 
Included in cash flows from financing activities:
Cash‑Managed Affiliates
$— $104 
During the year ended December 31, 2022, all of the remaining MAPP advances we received were fully repaid or recouped, which resulted in no outstanding liability at December 31, 2022. In the accompanying Consolidated Balance Sheets, advances totaling $880 million were included in contract liabilities at December 31, 2021.
Deferral of Employment Tax Payments—The COVID Acts permitted employers to defer payment of the 6.2% employer Social Security tax beginning March 27, 2020 through December 31, 2020. Deferred tax amounts were required to be paid in equal amounts over two years beginning in December 2021. We made a payment of $128 million in December 2021 and remitted the second and final payment of $128 million in December 2022, which resulted in no outstanding liability at December 31, 2022. At December 31, 2021, deferred Social Security tax payments totaling $128 million were included in accrued compensation and benefits in the accompanying Consolidated Balance Sheets.
Translation of Foreign Currencies
We formed our GBC in the Philippines during the year ended December 31, 2019. The GBC’s accounts are measured in its local currency (the Philippine peso) and then translated into U.S. dollars. All assets and liabilities denominated in foreign currency are translated using the current rate of exchange at the balance sheet date. Results of operations denominated in foreign currency are translated using the average rates prevailing throughout the period of operations. Translation gains or losses resulting from changes in exchange rates are accumulated in shareholders’ equity.
Net Operating Revenues
We recognize net operating revenues in the period in which we satisfy our performance obligations under contracts by transferring services to our customers. Net operating revenues are recognized in the amounts we expect to be entitled to, which are the transaction prices allocated for the distinct services. 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 (“Compact”) 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.
Net Patient Service Revenues—We report net patient service revenues at the amounts that reflect the consideration we expect to be entitled to in exchange for providing patient care. These amounts are due from patients, third‑party payers (including managed care payers and government programs) and others, and they include variable consideration for retroactive revenue adjustments due to settlement of audits, reviews and investigations. Generally, we bill our patients and third‑party payers several days after the services are performed or shortly after discharge. Revenues are recognized as performance obligations are satisfied.
We determine performance obligations based on the nature of the services we provide. We recognize revenues for performance obligations satisfied over time based on actual charges incurred in relation to total expected charges. We believe that this method provides a faithful depiction of the transfer of services over the term of performance obligations based on the inputs needed to satisfy the obligations. Generally, performance obligations satisfied over time relate to patients in our hospitals receiving inpatient acute care services. We measure performance obligations from admission to the point when there are no further services required for the patient, which is generally the time of discharge. We recognize revenues for performance obligations satisfied at a point in time, which generally relate to patients receiving outpatient services, when (1) services are provided, and (2) we do not believe the patient requires additional services.
Because our patient service performance obligations relate to contracts with a duration of less than one year, we have elected to apply the optional exemption provided in FASB Accounting Standards Codification (“ASC”) 606‑10‑50‑14(a) and, therefore, we are not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations referred to above are primarily related to inpatient acute care services at the end of the reporting period. The performance obligations for these contracts are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period.
We determine the transaction price based on gross charges for services provided, reduced by contractual adjustments recognized for third‑party payers, discounts provided to uninsured patients in accordance with our Compact, and estimated implicit price concessions related primarily to uninsured patients. We determine our estimates of contractual adjustments and discounts based on contractual agreements, our discount policies and historical experience. We determine our estimate of implicit price concessions based on our historical collection experience with these classes of patients using a portfolio approach as a practical expedient to account for patient contracts as collective groups rather than individually. The financial statement effects of using this practical expedient are not materially different from an individual contract approach.
Gross charges are retail charges. They are not the same as actual pricing, and they generally do not reflect what a hospital is ultimately paid and, therefore, are not displayed in our consolidated statements of operations. Hospitals are typically paid amounts that are negotiated with insurance companies or are set by the government. Gross charges are used to calculate Medicare outlier payments and to determine certain elements of payment under managed care contracts (such as stop‑loss payments). Because Medicare requires that a hospital’s gross charges be the same for all patients (regardless of payer category), gross charges are what hospitals charge all patients prior to the application of discounts and allowances.
Revenues under the traditional fee‑for‑service (“FFS”) Medicare and Medicaid programs are based primarily on prospective payment systems. Retrospectively determined cost‑based revenues under these programs, which were more prevalent in earlier periods, and certain other payments, such as Indirect Medical Education, Direct Graduate Medical Education, disproportionate share hospital and bad debt expense reimbursement, which are based on our hospitals’ cost reports, are estimated using historical trends and current factors. Cost report settlements under these programs are subject to audit by Medicare and Medicaid auditors and administrative and judicial review, and it can take several years until final settlement of such matters is determined and completely resolved. Because the laws, regulations, instructions and rule interpretations governing Medicare and Medicaid reimbursement are complex and change frequently, the estimates we record could change by material amounts.
We have a system and estimation process for recording Medicare net patient service revenue and estimated cost report settlements. As a result, we record accruals to reflect the expected final settlements on our cost reports. For filed cost reports, we record the accrual based on those cost reports and subsequent activity and record a valuation allowance against those cost reports based on historical settlement trends. The accrual for periods for which a cost report is yet to be filed is recorded based on estimates of what we expect to report on the filed cost reports, and a corresponding valuation allowance is recorded as previously described. Cost reports generally must be filed within five months after the end of the annual cost reporting period. After the cost report is filed, the accrual and corresponding valuation allowance may need to be adjusted.
Settlements with third‑party payers for retroactive revenue adjustments due to audits, reviews or investigations are considered variable consideration and are included in the determination of the estimated transaction price for providing patient care using the most likely outcome method. These settlements are estimated based on the terms of the payment agreement with the payer, correspondence from the payer and our historical settlement activity, including an assessment to ensure that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the retroactive adjustment is subsequently resolved. Estimated settlements are adjusted in future periods as adjustments become known (that is, new information becomes available), or as years are settled or are no longer subject to such audits, reviews and investigations.
Revenues under managed care plans are based primarily on payment terms involving predetermined rates per diagnosis, per‑diem rates, discounted FFS rates and/or other similar contractual arrangements. These revenues are also subject to review and possible audit by the payers, which can take several years before they are completely resolved. The payers are billed for patient services on an individual patient basis. An individual patient’s bill is subject to adjustment on a patient‑by‑patient basis in the ordinary course of business by the payers following their review and adjudication of each particular bill. We estimate the discounts for contractual allowances at the individual hospital level utilizing billing data on an individual patient basis. At the end of each month, on an individual hospital basis, we estimate our expected reimbursement for patients of managed care plans based on the applicable contract terms. Contractual allowance estimates are periodically reviewed for accuracy by taking into consideration known contract terms, as well as payment history. We believe our estimation and review process enables us to identify instances on a timely basis where such estimates need to be revised. We do not believe there were any adjustments to estimates of patient bills that were material to our revenues during the years ended December 31, 2022, 2021 or 2020. In addition, on a corporate‑wide basis, we do not record any general provision for adjustments to estimated contractual allowances for managed care plans. Managed care accounts, net of contractual allowances recorded, are further reduced to their net realizable value through implicit price concessions based on historical collection trends for these payers and other factors that affect the estimation process.
We know of no claims, disputes or unsettled matters with any payer that would materially affect our revenues for which we have not adequately provided in the accompanying Consolidated Financial Statements.
Generally, patients who are covered by third‑party payers are responsible for related co‑pays, co‑insurance and deductibles, which vary in amount. We also provide services to uninsured patients and offer uninsured patients a discount from standard charges. We estimate the transaction price for patients with co‑pays, co‑insurance and deductibles and for those who are uninsured based on historical collection experience and current market conditions. Under our Compact and other uninsured discount programs, the discount offered to certain uninsured patients is recognized as a contractual allowance, which reduces net operating revenues at the time the self‑pay accounts are recorded. The uninsured patient accounts, net of contractual allowances recorded, are further reduced to their net realizable value at the time they are recorded through implicit price concessions based on historical collection trends for self‑pay accounts and other factors that affect the estimation process. There are various factors that can impact collection trends, such as: changes in the economy, which in turn have an impact on unemployment rates and the number of uninsured and underinsured patients; the volume of patients through our emergency departments; the increased burden of co‑pays, co‑insurance amounts and deductibles to be made by patients with insurance; and business practices related to collection efforts. These factors continuously change and can have an impact on collection trends
and our estimation process. Subsequent changes to the estimate of the transaction price are generally recorded as adjustments to net patient service revenues in the period of the change.
We record implicit price concessions, primarily related to uninsured patients and patients with co‑pays, co‑insurance and deductibles. The implicit price concessions included in estimating the transaction price represent the difference between amounts billed to patients and the amounts we expect to collect based on our collection history with similar patients. Although outcomes vary, our policy is to attempt to collect amounts due from patients, including co‑pays, co‑insurance and deductibles due from patients with insurance, at the time of service while complying with all federal and state statutes and regulations, including, but not limited to, the Emergency Medical Treatment and Active Labor Act (“EMTALA”). Generally, as required by EMTALA, patients may not be denied emergency treatment due to inability to pay. Therefore, services, including the legally required medical screening examination and stabilization of the patient, are performed without delaying to obtain insurance information. In non‑emergency circumstances or for elective procedures and services, it is our policy to verify insurance prior to a patient being treated; however, there are various exceptions that can occur. Such exceptions can include, for example, instances where (1) we are unable to obtain verification because the patient’s insurance company was unable to be reached or contacted, (2) a determination is made that a patient may be eligible for benefits under various government programs, such as Medicaid or Victims of Crime, and it takes several days or weeks before qualification for such benefits is confirmed or denied, and (3) under physician orders we provide services to patients that require immediate treatment.
We also provide charity care to patients who are financially unable to pay for the healthcare services they receive. Most patients who qualify for charity care are charged a per‑diem amount for services received, subject to a cap. Except for the per‑diem amounts, our policy is not to pursue collection of amounts determined to qualify as charity care; therefore, we do not report these amounts in net operating revenues. Patient advocates from our Eligibility and Enrollment Services program screen patients in the hospital to determine whether those patients meet eligibility requirements for financial assistance programs. They also expedite the process of applying for these government programs.
Conifer Revenues—Our Conifer segment recognizes revenue from its contracts when Conifer’s performance obligations are satisfied, which is generally as services are rendered. Revenue is recognized in an amount that reflects the consideration to which Conifer expects to be entitled.
At contract inception, Conifer assesses the services specified in its contracts with customers and identifies a performance obligation for each distinct contracted service. Conifer identifies the performance obligations and considers all the services provided under the contract. Conifer generally considers the following distinct services as separate performance obligations:
•revenue cycle management services;
•value‑based care services;
•patient communication and engagement services;
•consulting services; and
•other client‑defined projects.
Conifer’s contracts generally consist of fixed‑price, volume‑based or contingency‑based fees. Conifer’s long‑term contracts typically provide for Conifer to deliver recurring monthly services over a multi‑year period. The contracts are typically priced such that Conifer’s monthly fee to its customer represents the value obtained by the customer in the month for those services. Such multi‑year service contracts may have upfront fees related to transition or integration work performed by Conifer to set up the delivery for the ongoing services. Such transition or integration work typically does not result in a separately identifiable obligation; thus, the fees and expenses related to such work are deferred and recognized over the life of the related contractual service period. For contracts in which the amortization period of the asset is one year or less, we have elected to apply the practical expedient provided by FASB ASC 340‑40‑25‑4 and expense these costs as incurred.
Revenue for fixed‑priced contracts is typically recognized at the time of billing unless evidence suggests that the revenue is earned or Conifer’s obligations are fulfilled in a different pattern. Revenue for volume‑based contracts is typically recognized as the services are being performed at the contractually billable rate, which is generally a percentage of collections or a percentage of client net patient revenue.
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 $858 million and $2.364 billion at December 31, 2022 and 2021, respectively. At December 31, 2022 and 2021, our book overdrafts were $266 million and $226 million, respectively, which were classified as accounts payable. At December 31, 2022 and 2021, $140 million and $188 million, respectively, of total cash and cash equivalents in the accompanying Consolidated Balance Sheets were intended for the operations of our insurance‑related subsidiaries.
At December 31, 2022, 2021 and 2020, we had $196 million, $95 million and $93 million, respectively, of property and equipment purchases accrued for items received but not yet paid. Of these amounts, $191 million, $88 million and $85 million, respectively, were included in accounts payable.
In June 2022, we acquired all of Baylor’s 5% voting ownership interest in USPI. We paid $11 million from cash on hand and recognized a liability of $377 million, the present value of the liability on the acquisition date, for the remainder of the purchase price. We recorded reductions in redeemable noncontrolling interest of $365 million for the carrying value of Baylor’s ownership interest 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 on the acquisition date. This has been reflected as noncash financing activity in the accompanying Consolidated Statement of Cash Flows for the year ended December 31, 2022. Payments made subsequent to the transaction’s close are reflected as cash activity within the financing section of our consolidated statements of cash flows. See Note 18 for additional information about this transaction.
Investments in Debt and Equity Securities
We classify investments in debt securities as either available‑for‑sale, held‑to‑maturity or as part of a trading portfolio. Our policy is to classify investments in debt securities that may be needed for cash requirements as “available‑for‑sale.” At December 31, 2022, we had no significant investments in debt securities classified as either held‑to‑maturity or trading. We carry debt securities classified as available‑for‑sale at fair value. We report their unrealized gains and losses, net of taxes, as accumulated other comprehensive income (loss). We periodically evaluate available-for-sale securities in unrealized loss positions for credit impairment, using both qualitative and quantitative criteria. In the event a security is deemed to be impaired as the result of a credit loss, we record a loss in our consolidated statements of operations.
We carry equity securities at fair value, and we report their unrealized gains and losses in other non-operating income, net, in our consolidated statements of operations. If the equity security does not have a readily determinable fair value, the carrying value of the security is adjusted only when there is a price change that is observable from a transaction of an identical or similar investment. We include realized gains or losses in our consolidated statements of operations based on the specific identification method.
Investments in Unconsolidated Affiliates
We control 308 of the facilities within our Ambulatory Care segment and, therefore, consolidate their results. We account for many of the facilities our Ambulatory Care segment holds ownership interests in (158 of 466 at December 31, 2022), 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 the accompanying Consolidated Statements of Operations. In the years ended December 31, 2021 and 2020, equity in earnings of unconsolidated affiliates included $14 million and $17 million, respectively, from PRF grants recognized by our Ambulatory Care segment’s unconsolidated affiliates. No additional revenue was recognized from PRF grants by unconsolidated affiliates during the year ended December 31, 2022.
Summarized financial information for equity method investees is included in the following table. For investments acquired during the reported periods, amounts below include 100% of the investee’s results beginning on the date of our acquisition of the investment.
December 31,
 202220212020
Current assets$1,142 $1,176 $1,309 
Noncurrent assets$1,356 $1,390 $1,262 
Current liabilities$(479)$(495)$(516)
Noncurrent liabilities$(878)$(855)$(866)
Noncontrolling interests$(644)$(659)$(621)
 Years Ended December 31,
 202220212020
Net operating revenues$3,360 $3,030 $2,665 
Net income$805 $836 $702 
Net income attributable to the investees$453 $499 $437 
Our equity method investment that contributed the most to our equity in earnings of unconsolidated affiliates during the years ended December 31, 2022, 2021 and 2020 was Texas Health Ventures Group, LLC (“THVG”), which is operated by USPI. THVG represented $89 million, $107 million and $85 million of total equity in earnings of unconsolidated affiliates of $216 million, $218 million and $169 million in the years ended December 31, 2022, 2021 and 2020, respectively.
Property and Equipment
Additions and improvements to property and equipment exceeding established minimum amounts with a useful life greater than one year are capitalized at cost. Expenditures for maintenance and repairs are charged to expense as incurred. We use the straight‑line method of depreciation for buildings, building improvements and equipment. The estimated useful life for buildings and improvements is primarily 15 to 40 years, and for equipment three to 15 years. Newly constructed hospitals are usually depreciated over 50 years. Interest costs related to construction projects are capitalized. In the years ended December 31, 2022, 2021 and 2020, capitalized interest was $8 million, $4 million and $5 million, respectively.
We evaluate our long‑lived assets for possible impairment annually or whenever events or changes in circumstances indicate that the carrying amount of the asset, or related group of assets, may not be recoverable from estimated future undiscounted cash flows. If the estimated future undiscounted cash flows are less than the carrying value of the assets, we calculate the amount of an impairment charge only if the carrying value of the long‑lived assets exceeds their fair value. The fair value of the asset is estimated based on third‑party appraisals, established market values of comparable assets or internally developed estimates of future net cash flows expected to result from the use and ultimate disposition of the asset. The estimates of these future cash flows are based on assumptions and projections we believe to be reasonable and supportable. Estimates require our subjective judgments and take into account assumptions about revenue and expense growth rates, operating margins and recoverable disposition values, based on industry and operating factors. These assumptions may vary by type of asset and presume stable, improving or, in some cases, declining results, depending on their circumstances. If the presumed level of performance does not occur as expected, impairment may result.
We report long‑lived assets to be disposed of at the lower of their carrying amounts or fair values less costs to sell. In such circumstances, our estimates of fair value are based on third‑party appraisals, established market prices for comparable assets or internally developed estimates of future net cash flows.
Leases
We determine if an arrangement is a lease at inception of the contract. Our right‑of‑use assets represent our right to use the underlying assets for the lease term and our lease liabilities represent our obligation to make lease payments arising from the leases. Right‑of‑use assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. We use our estimated incremental borrowing rate, which is derived from information available at the lease commencement date, in determining the present value of lease payments. For our Hospital Operations and Conifer segments, we estimate our incremental borrowing rates for our portfolio of leases using documented rates included in our recent equipment finance leases or, if applicable, recent secured debt issuances that correspond to various lease terms. We also give consideration to information obtained from our bankers, our secured debt fair value and publicly available data for instruments with similar characteristics. For our Ambulatory Care segment, we estimate an incremental borrowing rate for each center by
utilizing historical and projected financial data, estimating a hypothetical credit rating using publicly available market data and adjusting the market data to reflect the effects of collateralization.
Our operating leases are primarily for real estate, including off‑campus outpatient facilities, medical office buildings, and corporate and other administrative offices, as well as medical and office equipment. Our finance leases are primarily for medical equipment and information technology and telecommunications assets. Our real estate lease agreements typically have initial terms of five to 10 years, and our equipment lease agreements typically have initial terms of three years. We do not record leases with an initial term of 12 months or less (short‑term leases) in our consolidated balance sheets.
Our real estate leases may include one or more options to renew, with renewals that can extend the lease term from five to 10 years. The exercise of lease renewal options is at our sole discretion. In general, we do not consider renewal options to be reasonably likely to be exercised, therefore, renewal options are generally not recognized as part of our right‑of‑use assets and lease liabilities. Certain leases also include options to purchase the leased property. The useful life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The majority of our medical equipment leases have terms of three years with a bargain purchase option that is reasonably certain of exercise, so these assets are depreciated over their useful life, typically ranging from five to seven years. Similarly, some of our leases of information technology and telecommunications assets include a transfer of title and, therefore, have useful lives of 15 years.
Certain of our lease agreements for real estate include payments based on actual common area maintenance expenses and others include rental payments adjusted periodically for inflation. These variable lease payments are recognized in other operating expenses, net, but are not included in the right‑of‑use asset or liability balances. Our lease agreements do not contain any material residual value guarantees, restrictions or covenants.
We have elected the practical expedient that allows lessees to choose to not separate lease and non‑lease components by class of underlying asset and are applying this expedient to all relevant asset classes. We have also elected the practical expedient package to not reassess at adoption (1) expired or existing contracts for whether they are or contain a lease, (2) the lease classification of any existing leases or (3) initial indirect costs for existing leases.
Goodwill and Other Intangible Assets
Goodwill represents the excess of costs over the fair value of assets of businesses acquired. Goodwill and other intangible assets acquired in purchase business combinations and determined to have indefinite useful lives are not amortized, but instead are subject to impairment tests performed at least annually. For goodwill, we perform the test at the reporting unit level when events occur that require an evaluation to be performed or at least annually. If we determine the carrying value of goodwill is impaired, or if the carrying value of a business that is to be sold or otherwise disposed of exceeds its fair value, we reduce the carrying value, including any allocated goodwill, to fair value. Estimates of fair value are based on third‑party appraisals, established market prices for comparable assets or internally developed estimates of future net cash flows and presume stable, improving or, in some cases, declining results at our hospitals, depending on their circumstances.
Other intangible assets consist of capitalized software costs, which are amortized on a straight‑line basis over the estimated useful life of the software, which ranges from three to 15 years, costs of acquired management and other contract service rights, most of which have indefinite lives, and miscellaneous intangible assets.
Accruals for General and Professional Liability Risks
We accrue for estimated professional and general liability claims, to the extent not covered by insurance, when they are probable and can be reasonably estimated. We maintain reserves, which are based on modeled estimates for the portion of our professional liability risks, including incurred but not reported claims, to the extent we do not have insurance coverage. Our liability consists of estimates established based upon calculations using several factors, including the number of expected claims, estimates of losses for these claims based on recent and historical settlement amounts, estimates of incurred but not reported claims based on historical experience and the timing of historical payments. Our liabilities are adjusted for new claims information in the period such information becomes known. Malpractice expense is recorded within other operating expenses in our consolidated statements of operations.
Income Taxes
We account for income taxes using the asset and liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Income tax receivables and liabilities and deferred tax assets and liabilities are recognized based on the amounts that more likely than not will be sustained upon ultimate settlement with taxing authorities.
Developing our provision for income taxes and analysis of uncertain tax positions requires significant judgment and knowledge of federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and, if necessary, any valuation allowances that may be required for deferred tax assets.
We assess the realization of our deferred tax assets to determine whether an income tax valuation allowance is required. Based on all available evidence, both positive and negative, and the weight of that evidence to the extent such evidence can be objectively verified, we determine whether it is more likely than not that all or a portion of the deferred tax assets will be realized. The main factors that we consider include:
•Cumulative profits/losses in recent years, adjusted for certain nonrecurring items;
•Income/losses expected in future years;
•Unsettled circumstances that, if unfavorably resolved, would adversely affect future operations and profit levels;
•The availability, or lack thereof, of taxable income in prior carryback periods that would limit realization of tax benefits; and
•The carryforward period associated with the deferred tax assets and liabilities.
We consider many factors when evaluating our uncertain tax positions, and such judgments are subject to periodic review. Tax benefits associated with uncertain tax positions are recognized in the period in which one of the following conditions is satisfied: (1) the more likely than not recognition threshold is satisfied; (2) the position is ultimately settled through negotiation or litigation; or (3) the statute of limitations for the taxing authority to examine and challenge the position has expired. Tax benefits associated with an uncertain tax position are derecognized in the period in which the more likely than not recognition threshold is no longer satisfied.
Segment Reporting
We primarily operate acute care hospitals and related healthcare facilities. Our Hospital Operations segment generated 76%, 80% and 81% of our net operating revenues in the years ended December 31, 2022, 2021 and 2020, respectively. Major decisions, including capital resource allocations, are made at the consolidated level, not at the market or hospital level. 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.
Costs Associated with Exit or Disposal Activities
We recognize costs associated with exit (including restructuring) or disposal activities when they are incurred and can be measured at fair value, rather than at the date of a commitment to an exit or disposal plan.
v3.22.4
EQUITY
 12 Months Ended
Dec. 31, 2022
Stockholders' Equity Note [Abstract]  
EQUITY EQUITY
Noncontrolling Interests
Our noncontrolling interests balances at December 31, 2022 and 2021 in the accompanying Consolidated Statements of Changes in Equity were comprised of $132 million and $128 million, respectively, from our Hospital Operations segment, and $1.185 billion and $898 million, respectively, from our Ambulatory Care segment. Our net income attributable to noncontrolling interests for the years ended December 31, 2022, 2021 and 2020 were comprised of $21 million, $21 million and $14 million, respectively, from our Hospital Operations segment, and $221 million, $205 million and $169 million, respectively, from our Ambulatory Care segment.
Share Repurchase Program
On October 22, 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 maintained 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:
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced ProgramMaximum Dollar Value of Shares That May Yet be Purchased Under the Program
 (In Thousands)(In Thousands)(In Millions)
Inception through October 31, 2022
1,800$41.81 1,800$925 
November 1 through November 30, 2022
4,089$42.74 4,089$750 
December 1 through December 31, 2022
— $— — $750 
Inception through December 31, 20225,889$42.45 5,889
v3.22.4
ACCOUNTS RECEIVABLE
 12 Months Ended
Dec. 31, 2022
Accounts Receivable Additional Disclosures [Abstract]  
ACCOUNTS RECEIVABLE ACCOUNTS RECEIVABLE
The principal components of accounts receivable are shown in the table below:
December 31,
 20222021
Patient accounts receivable$2,746 $2,600 
Estimated future recoveries149 137 
Net cost reports and settlements receivable and valuation allowances48 33 
Accounts receivable, net 
$2,943 $2,770 
Accounts that are pursued for collection through Conifer’s business offices are maintained on our hospitals’ books and reflected in patient accounts receivable. Patient accounts receivable, including billed accounts and certain unbilled accounts, as well as estimated amounts due from third‑party payers for retroactive adjustments, are receivables if our right to consideration is unconditional and only the passage of time is required before payment of that consideration is due. Estimated uncollectable amounts are generally considered implicit price concessions that are a direct reduction to patient accounts receivable rather than allowance for doubtful accounts.
We also provide financial assistance through our charity and uninsured discount programs to uninsured patients who are unable to pay for the healthcare services they receive. Our policy is not to pursue collection of amounts determined to qualify for financial assistance; therefore, we do not report these amounts in net operating revenues. Most states include an estimate of the cost of charity care in the determination of a hospital’s eligibility for Medicaid disproportionate share hospital payments. These payments are intended to mitigate our cost of uncompensated care. Some states have also developed provider fee or other supplemental payment programs to mitigate the shortfall of Medicaid reimbursement compared to the cost of caring for Medicaid patients.
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 Consolidated Balance Sheets related to California’s provider fee program:
December 31,
 20222021
Assets:
Other current assets$367 $370 
Investments and other assets$197 $213 
Liabilities:
Other current liabilities$145 $123 
Other long-term liabilities$63 $60 
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:
 Years Ended December 31,
 202220212020
Estimated costs for:   
Uninsured patients$537 $650 $617 
Charity care patients83 97 147 
$620 $747 $764 
v3.22.4
CONTRACT BALANCES
 12 Months Ended
Dec. 31, 2022
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 Consolidated Balance Sheets at December 31, 2022 or 2021. 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 years ended December 31, 2022 or 2021. 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 December 31, 2022. The remaining advance payments at December 31, 2021 were recorded as contract liabilities in the accompanying Consolidated Balance Sheets.
The opening and closing balances of contract assets and contract liabilities, as well as their classification in our consolidated balance sheets, for our Hospital Operations segment were as follows:
Contract AssetsContract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$181 $876 $— 
December 31, 2022185 — — 
Increase (decrease)$4 $(876)$— 
December 31, 2020$208 $510 $819 
December 31, 2021181 876 — 
Increase (decrease)$(27)$366 $(819)
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 years ended December 31, 2022 or 2021. 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 December 31, 2022. The remaining advance payments at December 31, 2021 were recorded as contract liabilities in the accompanying Consolidated Balance Sheets.
The opening and closing balances of contract liabilities for our Ambulatory Care segment were as follows:
Contract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$4 $— 
December 31, 2022— — 
Decrease$(4)$— 
December 31, 2020$93 $83 
December 31, 20214 — 
Decrease$(89)$(83)
Conifer Segment
The opening and closing balances of Conifer’s receivables, contract asset, and current and long‑term contract liabilities were as follows:
ReceivablesContract Asset –
Unbilled Revenue		Contract Liability –
Current
Deferred Revenue		Contract Liability –
Long-Term
Deferred Revenue
December 31, 2021$28 $18 $79 $15 
December 31, 202237 15 110 13 
Increase (decrease)$9 $(3)$31 $(2)
December 31, 2020$56 $20 $56 $16 
December 31, 202128 18 79 15 
Increase (decrease)$(28)$(2)$23 $(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 were reported as part of other current assets in the accompanying Consolidated Balance Sheets, and its current and long‑term contract liabilities were reported as part of contract liabilities and contract liabilities – long‑term, respectively, in the accompanying Consolidated Balance Sheets.
In both of the years ended December 31, 2022 and 2021, Conifer recognized $56 million 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
We recognized amortization expense related to deferred contract setup costs of $4 million in each of the years ended December 31, 2022, 2021 and 2020. At December 31, 2022 and 2021, the unamortized customer contract costs were $24 million and $23 million, respectively, and were presented as part of investments and other assets in the accompanying Consolidated Balance Sheets.
NET OPERATING REVENUESNet 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 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 shows our sources of net operating revenues from continuing operations:
Years Ended December 31,
202220212020
Hospital Operations:
Net patient service revenues from hospitals and related outpatient facilities:
Medicare$2,369 $2,615 $2,695 
Medicaid946 1,254 1,081 
Managed care9,730 9,985 9,022 
Uninsured141 199 162 
Indemnity and other661 706 658 
Total13,847 14,759 13,618 
Other revenues(1)
1,214 1,223 1,172 
Hospital Operations total prior to inter-segment eliminations15,061 15,982 14,790 
Ambulatory Care3,248 2,718 2,072 
Conifer1,316 1,267 1,306 
Inter-segment eliminations(451)(482)(528)
Net operating revenues$19,174 $19,485 $17,640 
(1) Primarily physician practices revenues.
Adjustments for prior‑year cost reports and related valuation allowances, principally related to Medicare and Medicaid, increased revenues in the years ended December 31, 2022, 2021 and 2020 by $10 million, $26 million and $6 million, respectively. Estimated cost report settlements and valuation allowances were included in accounts receivable in the accompanying Consolidated Balance Sheets (see Note 3). We believe that we have made adequate provision for any adjustments that may result from final determination of amounts earned under all the above arrangements with Medicare and Medicaid.
The table below shows the composition of net operating revenues for our Ambulatory Care segment:
Years Ended December 31,
202220212020
Net patient service revenues
$3,115 $2,604 $1,960 
Management fees110 86 86 
Revenue from other sources23 28 26 
Net operating revenues$3,248 $2,718 $2,072 
The table below shows the composition of net operating revenues for our Conifer segment:
Years Ended December 31,
202220212020
Revenue cycle services – Tenet$439 $467 $514 
Revenue cycle services – other customers786 705 700 
Other services – Tenet12 15 14 
Other services – other customers79 80 78 
Net operating revenues$1,316 $1,267 $1,306 
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. The amounts in the table 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 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.
  Years Ending December 31,Later Years
 Total20232024202520262027
Performance obligations$5,729 $642 $565 $565 $565 $565 $2,827 
v3.22.4
ASSETS AND LIABILITIES HELD FOR SALE
 12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
ASSETS AND LIABILITIES HELD FOR SALE ASSETS AND LIABILITIES HELD FOR SALE
We completed the sale of five Miami‑area hospitals and certain related operations (the “Miami Hospitals”) held by our Hospital Operations segment in August 2021, resulting in our recognition of a pre‑tax gain on sale of $406 million in the year ended December 31, 2021.
In the three months ended June 30, 2021, we completed the sale of the majority of our urgent care centers operated under the MedPost and CareSpot brands by our Hospital Operations and Ambulatory Care segments, and we also completed the separate sale of a Philadelphia‑area building held by our Hospital Operations segment. We recorded a gain related to the sale of the urgent care centers of $14 million and a gain of $2 million related to the sale of the building in Philadelphia in 2021.
Gains related to the sales described above were included in net gains on sales, consolidation and deconsolidation of facilities in the accompanying Consolidated Statement of Operations for the year ended December 31, 2021. No impairment charge was incurred during the years ended December 31, 2022, 2021 or 2020 related to planned divestitures.
The following table presents amounts included in income from continuing operations, before income taxes, related to significant components of our business that were recently disposed of:
 Years Ended December 31,
 202220212020
Miami Hospitals (includes a $406 million gain on sale in 2021)
$10 $455 $67 
v3.22.4
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS
 12 Months Ended
Dec. 31, 2022
Restructuring Costs and Asset Impairment Charges [Abstract]  
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS
We recognized impairment charges on long‑lived assets in 2022, 2021 and 2020 because the fair values of those assets or groups of assets indicated that the carrying amount was not recoverable. The fair value estimates were derived from third‑party appraisals, established market values of comparable assets, or internally developed estimates of future net cash flows. These fair value estimates can change by material amounts in subsequent periods. Many factors and assumptions can impact the estimates, including the future financial results of the facilities, how the facilities are operated in the future, changes in healthcare industry trends and regulations, and the nature of the ultimate disposition of the assets. In certain cases, these fair value estimates assume the highest and best use of facility assets in the future to a marketplace participant is other than as a medical facility. In these cases, the estimates are based on the fair value of the real property and equipment if utilized other than as a medical facility. The impairment recognized does not include the costs of closing the facilities or other future operating costs, which could be substantial. Accordingly, the ultimate net cash realized from the facilities, should we choose to sell them, could be significantly less than their impaired value.
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 December 31, 2022, our continuing operations consisted of three reportable segments – Hospital Operations, Ambulatory Care and Conifer. Our segments are reporting units used to perform our goodwill impairment analysis. We completed our annual impairment tests for goodwill as of October 1, 2022.
We periodically incur costs to implement restructuring efforts for specific operations, which are recorded in our statement of operations as they are incurred. Our restructuring plans focus on various aspects of operations, including aligning our operations in the most strategic and cost‑effective structure, such as the establishment of support operations at our GBC. Certain restructuring and acquisition‑related costs are based on estimates. Changes in estimates are recognized as they occur.
Year Ended December 31, 2022
During the year ended December 31, 2022, we recorded impairment and restructuring charges and acquisition‑related costs of $226 million, consisting of $118 million of restructuring charges, $94 million of impairment charges and $14 million of acquisition‑related costs. Impairment charges included $82 million for the write‑down of certain buildings and medical equipment located in one of our markets to their estimated fair values, which assets are part of our Hospital Operations segment. Material adverse trends in our estimates of future undiscounted cash flows of the hospitals indicated the aggregate carrying value of the hospitals’ long‑lived assets was not recoverable from their estimated future cash flows. We believe the most significant factors contributing to the adverse financial trends included decreased revenues and lower patient volumes due to the pandemic and competition, as well as higher labor costs as a result of the pandemic. As a result, we updated the estimate of the fair value of the hospitals’ long‑lived assets and compared it to the aggregate carrying value of those assets. Because the fair value estimates were lower than the aggregate carrying value of the long‑lived assets, an impairment charge was recorded for the difference in the amounts. The aggregate carrying value of the hospitals’ assets held and used for which impairment charges were recorded was $167 million at December 31, 2022. Impairment charges for the year ended December 31, 2022 were comprised of $86 million from our Hospital Operations segment, $6 million from our Ambulatory Care segment and $2 million from our Conifer segment.
Restructuring charges consisted of $27 million of employee severance costs, $16 million related to the transition of various administrative functions to our GBC, $32 million of contract and lease termination fees, and $43 million of other restructuring costs. Acquisition‑related costs consisted of $14 million of transaction costs.
Year Ended December 31, 2021
During the year ended December 31, 2021, we recorded impairment and restructuring charges and acquisition‑related costs of $85 million, consisting of $57 million of restructuring charges, $8 million of impairment charges and $20 million of acquisition‑related costs. Restructuring charges consisted of $14 million of employee severance costs, $19 million related to the transition of various administrative functions to our GBC and $24 million of other restructuring costs. Our impairment charges for the year ended December 31, 2021, comprised of $5 million from our Ambulatory Care segment and $3 million from our Conifer segment, primarily consisted of charges to reduce the carrying value of certain management contract intangible assets held by our Ambulatory Care segment to their estimated fair value. Acquisition‑related costs consisted of $20 million of transaction costs.
Year Ended December 31, 2020
During the year ended December 31, 2020, we recorded impairment and restructuring charges and acquisition‑related costs of $290 million, consisting of $92 million of impairment charges, $184 million of restructuring charges and $14 million of acquisition‑related costs. Impairment charges included $76 million for the write‑down of hospital buildings to their estimated fair values, which assets are part of our Hospital Operations segment. Material adverse trends in our estimates of future undiscounted cash flows of the hospitals indicated the aggregate carrying value of the hospitals’ long‑lived assets was not recoverable from their estimated future cash flows. We believe the most significant factors contributing to the adverse financial trends included reductions in volumes of insured patients, shifts in payer mix from commercial to governmental payers combined with reductions in reimbursement rates from governmental payers, and high levels of uninsured patients. As a result, we updated the estimate of the fair value of the hospitals’ long‑lived assets and compared it to the aggregate carrying value of those assets. Because the fair value estimates were lower than the aggregate carrying value of the long‑lived assets, an impairment charge was recorded for the difference in the amounts. The aggregate carrying value of the hospitals’ assets held and used for which impairment charges were recorded was $483 million at December 31, 2020. We also recorded $16 million of other impairment charges. Restructuring charges consisted of $65 million of employee severance costs, $50 million related to the transitioning of various administrative functions to our GBC, $23 million of charges due to the termination of the USPI management equity plan, $14 million of contract and lease termination fees, and $32 million of other restructuring costs. Acquisition‑related costs consisted of $14 million of transaction costs. Our impairment charges for the year ended December 31, 2020 were comprised of $79 million from our Hospital Operations segment, $12 million from our Ambulatory Care segment and $1 million from our Conifer segment.
v3.22.4
LEASES
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
LEASES LEASES
The following table presents the components of our right‑of‑use assets and liabilities related to leases and their classification in our Consolidated Balance Sheets at:
December 31,
Component of Lease BalancesClassification in Consolidated Balance Sheet20222021
Assets:  
Operating lease assetsInvestments and other assets$1,129 $1,002 
Finance lease assets
Property and equipment, at cost, less
accumulated depreciation and amortization
303 333 
Total leased assets$1,432 $1,335 
Liabilities:
Operating lease liabilities:
CurrentOther current liabilities$207 $201 
Long-termOther long-term liabilities1,046 924 
Total operating lease liabilities1,253 1,125 
Finance lease liabilities:
CurrentCurrent portion of long-term debt99 106 
Long-termLong-term debt, net of current portion165 176 
Total finance lease liabilities264 282 
Total lease liabilities$1,517 $1,407 
The following table presents the components of our lease expense and their classification in our Consolidated Statements of Operations:
Component of Lease ExpenseClassification in Consolidated Statements of OperationsYears Ended December 31,
202220212020
Operating lease expenseOther operating expenses, net$262 $241 $247 
Finance lease expense:
Amortization of leased assetsDepreciation and amortization58 71 86 
Interest on lease liabilitiesInterest expense8 9 11 
Total finance lease expense66 80 97 
Variable and short term-lease expenseOther operating expenses, net150 171 156 
Total lease expense$478 $492 $500 
The weighted‑average lease terms and discount rates for operating and finance leases are presented in the following table:
Years Ended December 31,
202220212020
Weighted-average remaining lease term (years):
Operating leases8.07.57.9
Finance leases5.55.75.7
Weighted-average discount rate:
Operating leases4.8 %5.1 %5.5 %
Finance leases5.9 %5.4 %5.6 %
Cash flow and other information related to leases is included in the following table:
Years Ended December 31,
202220212020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases$250 $237 $239 
Operating cash outflows from finance leases$14 $12 $15 
Financing cash outflows from finance leases$118 $140 $154 
Right-of-use assets obtained in exchange for lease obligations:
Operating leases$341 $176 $304 
Finance leases$97 $136 $98 
Future maturities of lease liabilities at December 31, 2022 are presented in the following table:
Operating LeasesFinance LeasesTotal
2023$254 $110 $364 
2024229 80 309 
2025198 39 237 
2026163 14 177 
2027139 7 146 
Later years540 75 615 
Total lease payments1,523 325 1,848 
Less: Imputed interest270 61 331 
Total lease obligations1,253 264 1,517 
Less: Current obligations207 99 306 
Long-term lease obligations$1,046 $165 $1,211 
During the three months ended March 31, 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 Consolidated Statement of Operations, and we recognized right-of-use assets and operating lease obligations of $103 million, in each case in the three months ended March 31, 2022.
LEASES LEASES
The following table presents the components of our right‑of‑use assets and liabilities related to leases and their classification in our Consolidated Balance Sheets at:
December 31,
Component of Lease BalancesClassification in Consolidated Balance Sheet20222021
Assets:  
Operating lease assetsInvestments and other assets$1,129 $1,002 
Finance lease assets
Property and equipment, at cost, less
accumulated depreciation and amortization
303 333 
Total leased assets$1,432 $1,335 
Liabilities:
Operating lease liabilities:
CurrentOther current liabilities$207 $201 
Long-termOther long-term liabilities1,046 924 
Total operating lease liabilities1,253 1,125 
Finance lease liabilities:
CurrentCurrent portion of long-term debt99 106 
Long-termLong-term debt, net of current portion165 176 
Total finance lease liabilities264 282 
Total lease liabilities$1,517 $1,407 
The following table presents the components of our lease expense and their classification in our Consolidated Statements of Operations:
Component of Lease ExpenseClassification in Consolidated Statements of OperationsYears Ended December 31,
202220212020
Operating lease expenseOther operating expenses, net$262 $241 $247 
Finance lease expense:
Amortization of leased assetsDepreciation and amortization58 71 86 
Interest on lease liabilitiesInterest expense8 9 11 
Total finance lease expense66 80 97 
Variable and short term-lease expenseOther operating expenses, net150 171 156 
Total lease expense$478 $492 $500 
The weighted‑average lease terms and discount rates for operating and finance leases are presented in the following table:
Years Ended December 31,
202220212020
Weighted-average remaining lease term (years):
Operating leases8.07.57.9
Finance leases5.55.75.7
Weighted-average discount rate:
Operating leases4.8 %5.1 %5.5 %
Finance leases5.9 %5.4 %5.6 %
Cash flow and other information related to leases is included in the following table:
Years Ended December 31,
202220212020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases$250 $237 $239 
Operating cash outflows from finance leases$14 $12 $15 
Financing cash outflows from finance leases$118 $140 $154 
Right-of-use assets obtained in exchange for lease obligations:
Operating leases$341 $176 $304 
Finance leases$97 $136 $98 
Future maturities of lease liabilities at December 31, 2022 are presented in the following table:
Operating LeasesFinance LeasesTotal
2023$254 $110 $364 
2024229 80 309 
2025198 39 237 
2026163 14 177 
2027139 7 146 
Later years540 75 615 
Total lease payments1,523 325 1,848 
Less: Imputed interest270 61 331 
Total lease obligations1,253 264 1,517 
Less: Current obligations207 99 306 
Long-term lease obligations$1,046 $165 $1,211 
During the three months ended March 31, 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 Consolidated Statement of Operations, and we recognized right-of-use assets and operating lease obligations of $103 million, in each case in the three months ended March 31, 2022.
v3.22.4
LONG-TERM DEBT
 12 Months Ended
Dec. 31, 2022
Long-Term Debt and Lease Obligation [Abstract]  
LONG-TERM DEBT LONG-TERM DEBT
The table below shows our long‑term debt included in the accompanying Consolidated Balance Sheets:
December 31,
 20222021
Senior unsecured notes:  
6.750% due 2023
$— $1,872 
6.125% due 2028
2,500 2,500 
6.875% due 2031
362 362 
Senior secured first lien notes:  
4.625% due July 2024
756 770 
4.625% due September 2024
589 600 
7.500% due 2025
— 700 
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 — 
Senior secured second lien notes:
6.250% due 2027
1,500 1,500 
Finance leases, mortgages and other notes453 443 
Unamortized issue costs and note discounts(131)(151)
Long-term debt15,079 15,646 
Less: Current portion145 135 
Long-term debt, net of current portion$14,934 $15,511 
Senior Secured Notes and Senior Unsecured Notes
On September 10, 2021, we redeemed approximately $1.100 billion of the then‑outstanding $1.870 billion aggregate principal amount of our 4.625% senior secured first lien notes due July 2024 (“July 2024 Senior Secured First Lien Notes”) in advance of their maturity date. We paid $1.113 billion to redeem the notes, which was primarily funded with the proceeds from the sale of the Miami Hospitals in August 2021. During the three months ended December 31, 2022, we repurchased an additional $14 million of the aggregate remaining principal amount of our July 2024 Senior Secured First Lien Notes through multiple open‑market transactions. In total, we paid $13 million from cash on hand during the three‑month period to repurchase the notes. In connection with these transactions, we recorded aggregate gains from early extinguishment of debt of less than $1 million during the three months ended December 31, 2022, and a loss of $20 million in the three months ended September 30, 2021. The loss recognized in 2021 primarily related to the difference between the purchase price and the par value of the notes, as well as the write‑off of associated unamortized issuance costs.
During the three months ended December 31, 2022, we also repurchased $11 million of the then $600 million aggregate principal amount outstanding of our 4.625% senior secured first lien notes due September 2024 in advance of their maturity date. We made aggregate payments of $11 million from cash on hand through multiple open‑market transactions to repurchase these notes. In connection with these repurchases, we recognized aggregate gains of less than $1 million during the three months ended December 31, 2022.
On June 15, 2022, we issued $2.000 billion aggregate principal amount of 6.125% senior secured first lien notes, which will mature on June 15, 2030 (the “2030 Senior Secured First Lien Notes”). We pay interest on the 2030 Senior Secured First Lien Notes semi‑annually in arrears on June 15 and December 15 of each year, which payments commenced in December 2022. As further discussed below, we used a substantial portion of the issuance proceeds from the 2030 Senior Secured First Lien Notes, after payment of fees and expenses, to finance the redemption of our 6.750% senior unsecured notes due 2023 (the “2023 Senior Unsecured Notes”).
Through a series of open‑market transactions during the six months ended June 30, 2022, we repurchased $124 million aggregate principal amount outstanding of our 2023 Senior Unsecured Notes using cash on hand. Following the issuance of our 2030 Senior Secured First Lien Notes, we used a substantial portion of the proceeds to redeem the then-remaining $1.748 billion aggregate principal outstanding of the 2023 Senior Unsecured Notes in advance of their maturity date. In total, we paid $1.933 billion during the six months ended June 30, 2022 to retire all $1.872 billion aggregate principal amount
outstanding of our 2023 Senior Unsecured Notes, and we recorded aggregate losses from early extinguishment of debt of $71 million, primarily related to the difference between the purchase prices and the par value of the notes, as well as the write‑off of associated unamortized issuance costs.
On February 23, 2022, we redeemed all $700 million aggregate principal amount outstanding of our 7.500% senior secured first lien notes due 2025 in advance of their maturity date. We paid $730 million from cash on hand to redeem the notes. In connection with the redemption, we recorded a loss from early extinguishment of debt of $38 million in the three months ended March 31, 2022, primarily related to the difference between the purchase price and the par value of the notes, as well as the write‑off of associated unamortized issuance costs.
On December 1, 2021, we issued $1.450 billion aggregate principal amount of 4.375% senior secured first lien notes, which will mature on January 15, 2030 (the “2030 Senior Secured First Lien Notes”). We will pay interest on the 2030 Senior Secured First Lien Notes semi‑annually in arrears on January 15 and July 15 of each year, which payments commended in July 2022. We used the net proceeds from the issuance of the 2030 Senior Secured First Lien Notes, after payment of fees and expenses, to finance the acquisition of a group of ambulatory surgery centers in December 2021 and for general corporate purposes.
On June 2, 2021, we issued $1.400 billion aggregate principal amount of 4.250% senior secured first lien notes, which will mature on June 1, 2029 (the “2029 Senior Secured First Lien Notes”). We pay interest on the 2029 Senior Secured First Lien Notes semi‑annually in arrears on June 1 and December 1 of each year, which payments commenced in December 2021. The proceeds from the sale of the 2029 Senior Secured First Lien Notes were used, after payment of fees and expenses, together with cash on hand, to finance the redemption of all $1.410 billion aggregate principal amount then outstanding of our 5.125% senior secured second lien notes due 2025 (the “2025 Senior Secured Second Lien Notes”) in advance of their maturity date for approximately $1.428 billion. In connection with the redemption, we recorded a loss from early extinguishment of debt of approximately $31 million in the three months ended June 30, 2021, primarily related to the difference between the purchase price and the par value of the 2025 Senior Secured Second Lien Notes, as well as the write‑off of associated unamortized issuance costs.
In March 2021, we retired all $478 million aggregate principal amount outstanding of our 7.000% senior unsecured notes due 2025 in advance of their maturity date. We paid approximately $495 million from cash on hand to retire the notes. In connection with the retirement, we recorded a loss from early extinguishment of debt of $23 million in the three months ended March 31, 2021, primarily related to the difference between the purchase price and the par value of the notes, as well as the write‑off of associated unamortized issuance costs.
All of our senior secured notes are guaranteed by certain of our wholly owned domestic hospital company subsidiaries and secured by a pledge of the capital stock and other ownership interests of those subsidiaries on either a first lien or second lien basis, as indicated in the table above. All of our senior secured notes and the related subsidiary guarantees are our and the subsidiary guarantors’ senior secured obligations. All of our senior secured notes rank equally in right of payment with all of our other senior secured indebtedness. Our senior secured notes rank senior to any subordinated indebtedness that we or such subsidiary guarantors may incur; they are effectively senior to our and such subsidiary guarantors’ existing and future unsecured indebtedness and other liabilities to the extent of the value of the collateral securing the notes and the subsidiary guarantees; they are effectively subordinated to our and such subsidiary guarantors’ obligations under our senior secured revolving credit facility (as amended to date, the “Credit Agreement”) to the extent of the value of the collateral securing borrowings thereunder; and they are structurally subordinated to all obligations of our non‑guarantor subsidiaries.
The indentures setting forth the terms of our senior secured notes contain provisions governing our ability to redeem the notes and the terms by which we may do so. At our option, we may redeem our senior secured notes, in whole or in part, at any time at a redemption price equal to 100% of the principal amount of the notes redeemed plus the make‑whole premium set forth in the related indenture, together with accrued and unpaid interest thereon, if any, to the redemption date. Certain series of the senior secured notes may also be redeemed, in whole or in part, at certain redemption prices set forth in the applicable indentures, together with accrued and unpaid interest. In addition, we may be required to purchase for cash all or any part of each series of our senior secured notes upon the occurrence of a change of control (as defined in the applicable indentures) for a cash purchase price of 101% of the aggregate principal amount of the notes, plus accrued and unpaid interest.
All of our senior unsecured notes are general unsecured senior debt obligations that rank equally in right of payment with all of our other unsecured senior indebtedness, but are effectively subordinated to our senior secured notes described above, the obligations of our subsidiaries and any obligations under our Credit Agreement to the extent of the value of the collateral. We may redeem any series of our senior unsecured notes, in whole or in part, at any time at a redemption price equal
to 100% of the principal amount of the notes redeemed, plus a make‑whole premium specified in the applicable indenture, if any, together with accrued and unpaid interest to the redemption date.
Credit Agreement
Our Credit Agreement 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 in April 2020 to increase our borrowing availability in response to the COVID-19 pandemic. This amendment, among other things, (1) increased the aggregate revolving credit commitments from the previous limit of $1.500 billion to $1.900 billion (the “Increased Commitments”), subject to borrowing availability, and (2) increased the advance rate and raise limits on certain eligible accounts receivable in the calculation of the borrowing base, in each case, for an incremental period of 364 days. In April 2021, we amended the Credit Agreement to, among other things, extend the availability of the Increased Commitments through April 2022 and reduce the interest rate margins. In March 2022, we further amended our Credit Agreement to, among other things, (1) decrease the aggregate revolving credit commitments from the previous Increased Commitments 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. At December 31, 2022, 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 at December 31, 2022.
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.
Obligations under the Credit Agreement continue to be guaranteed by substantially all of our domestic wholly owned hospital subsidiaries and secured by a first‑priority lien on the eligible inventory and accounts receivable owned by us and the subsidiary guarantors, including receivables for Medicaid supplemental payments.
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. Obligations under the LC Facility are guaranteed and secured by a first‑priority pledge of the capital stock and other ownership interests of certain of our wholly owned domestic hospital subsidiaries on an equal‑ranking basis with our senior secured first lien notes.
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 December 31, 2022, we had $116 million of standby letters of credit outstanding under the LC Facility and were in compliance with all applicable covenants and conditions.
Covenants
Senior Secured Notes—The indentures governing our senior secured notes contain covenants that, among other things, restrict our ability and the ability of our subsidiaries to incur liens, consummate asset sales, enter into sale and lease‑back transactions or consolidate, merge or sell all or substantially all of our or their assets, other than in certain transactions between one or more of our wholly owned subsidiaries. These restrictions, however, are subject to a number of exceptions and qualifications. In particular, there are no restrictions on our ability or the ability of our subsidiaries to incur additional indebtedness, make restricted payments, pay dividends or make distributions in respect of capital stock, purchase or redeem capital stock, enter into transactions with affiliates or make advances to, or invest in, other entities (including unaffiliated entities). In addition, the indentures governing our senior secured notes contain a covenant that neither we nor any of our
subsidiaries will incur secured debt, unless at the time of and after giving effect to the incurrence of such debt, the aggregate amount of all such secured debt (including the aggregate principal amount of senior secured notes outstanding and any outstanding borrowings under our Credit Agreement at such time) does not exceed the amount that would cause the secured debt ratio (as defined in the indentures) to exceed 4.00 to 1.00.
Senior Unsecured Notes—The indentures governing our senior unsecured notes contain covenants and conditions that have, among other requirements, limitations on (1) liens on “principal properties” and (2) sale and lease‑back transactions with respect to principal properties. A principal property is defined in the senior unsecured notes indentures as a hospital that has an asset value on our books in excess of 5% of our consolidated net tangible assets, as defined in such indentures. The above limitations do not apply, however, to (1) debt that is not secured by principal properties or (2) debt that is secured by principal properties if the aggregate of such secured debt does not exceed 15% of our consolidated net tangible assets, as further described in the indentures. The senior unsecured notes indentures also prohibit the consolidation, merger or sale of all or substantially all assets unless no event of default would result after giving effect to such transaction.
Credit Agreement—Our Credit Agreement contains customary covenants for an asset‑backed facility, including a minimum fixed charge coverage ratio to be met if the designated excess availability under the revolving credit facility falls below $150 million, as well as limits on debt, asset sales and prepayments of certain other debt. The Credit Agreement also includes a provision, which we believe is customary in receivables‑backed credit facilities, that gives our lenders the right to require that proceeds of collections of substantially all of our consolidated accounts receivable be applied directly to repay outstanding loans and other amounts that are due and payable under the Credit Agreement at any time that unused borrowing availability under the revolving credit facility is less than $150 million for three consecutive business days or if an event of default has occurred and is continuing thereunder. In that event, we would seek to re‑borrow under the Credit Agreement to satisfy our operating cash requirements. Our ability to borrow under the Credit Agreement is subject to conditions that we believe are customary in revolving credit facilities, including that no events of default then exist.
Future Maturities
Future long‑term debt maturities, including finance lease obligations were as follows as of December 31, 2022:
  Years Ending December 31,Later Years
 Total20232024202520262027
Long-term debt, including finance lease obligations$15,210 $145 $1,463 $77 $2,143 $3,012 $8,370 
v3.22.4
GUARANTEES
 12 Months Ended
Dec. 31, 2022
Guarantees [Abstract]  
GUARANTEES GUARANTEES
Consistent with our policy on physician relocation and recruitment, we provide income guarantee agreements to certain physicians who agree to relocate to fill a community need in the service area of one of our hospitals and commit to remain in practice in the area for a specified period of time. Under such agreements, we are required to make payments to the physicians in excess of the amounts they earn in their practices up to the amount of the income guarantee. The income guarantee periods are typically 12 months. If a physician does not fulfill his or her commitment period to the community, which is typically three years subsequent to the guarantee period, we seek recovery of the income guarantee payments from the physician on a prorated basis. We also provide revenue collection guarantees to hospital‑based physician groups providing certain services at our hospitals with terms generally ranging from one to three years.
At December 31, 2022, 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 $164 million. We had a total liability of $143 million recorded for these guarantees included in other current liabilities in the accompanying Consolidated Balance Sheet at December 31, 2022.
At December 31, 2022, 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 $102 million. Of the total, $25 million relates to the obligations of consolidated subsidiaries, which obligations were recorded in the accompanying Consolidated Balance Sheet at December 31, 2022.
v3.22.4
EMPLOYEE BENEFIT PLANS
 12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
EMPLOYEE BENEFIT PLANS EMPLOYEE BENEFIT PLANS
Share-Based Compensation Plans
We have granted stock options and restricted stock units (“RSUs”) to certain of our employees and directors pursuant to our stock incentive plans. Stock options have an exercise price equal to the fair market value of the shares on the date of grant and generally expire 10 years from the date of grant. An RSU is a contractual right to receive one share of our common stock in the future, and the fair value of the RSU is based on our share price on the grant date. Typically, stock options and time‑based RSUs vest one‑third on each of the first three anniversary dates of the grant; however, certain special retention awards may have different vesting terms. Shares underlying vested RSUs are generally distributed to participants (settled) immediately after the vesting date. In addition, grants of RSUs to our non‑employee directors as part of their annual compensation vest immediately and are settled on the third anniversary of the date of grant, while initial grants to directors vest immediately but settle upon separation from the board. Compensation cost is measured by the fair value of the awards on their grant dates and is recognized over the requisite service period of the awards, whether or not the awards had any intrinsic value during the period.
We also grant performance‑based RSUs that vest subject to the achievement of specified performance goals within a specified time frame. The performance‑based RSUs may contain provisions that increase or decrease the number of RSUs that ultimately vest, depending upon the level of achievement. For certain of our performance‑based awards, the number of options or RSUs that ultimately vest is also subject to adjustment based on the achievement of a market‑based condition. These adjustments generally range from 0% to 200% of the number of RSUs initially granted. The fair value of awards that contain a market‑based condition is estimated using a discrete model to analyze the fair value of the subject shares. The discrete model utilizes multiple stock paths, through the use of a Monte Carlo simulation, which paths are then analyzed to determine the fair value of the subject shares.
Pursuant to the terms of our stock‑based compensation plans, awards granted under the plan vest and may be exercised as determined by the human resources committee of our board of directors. In the event of a change in control, the human resources committee of our board of directors may, at its sole discretion without obtaining shareholder approval, accelerate the vesting or performance periods of the awards.
At December 31, 2022, assuming outstanding performance‑based stock options and RSUs for which performance has not yet been determined will achieve target performance, approximately 9.5 million shares of common stock were available under our 2019 Stock Incentive Plan for future stock option grants and other equity incentive awards, including RSUs. The accompanying Consolidated Statements of Operations include pre-tax compensation costs related to our stock‑based compensation arrangements of $56 million for each of the years ended December 31, 2022 and 2021, respectively, and $44 million for the year ended December 31, 2020.
Stock Options
The following table summarizes stock option activity during the years ended December 31, 2022, 2021 and 2020:
 Number of OptionsWtd. Avg.
Exercise Price
Per Share		Aggregate
Intrinsic Value		Wtd. Avg
Remaining Life
   (In Millions) 
Outstanding at December 31, 2019
1,960,992 $20.24   
Exercised(987,471)$17.96   
Forfeited/Expired(60,990)$23.28   
Outstanding at December 31, 2020912,531 $22.51   
Exercised(391,533)$20.66   
Outstanding at December 31, 2021
520,998 $23.90   
Exercised(60,051)$28.26   
Outstanding at December 31, 2022
460,947 $23.33 $12 5.1 years
No stock options were granted during the years ended December 31, 2022, 2021 or 2020. There were 60,051, 391,533 and 987,471 stock options exercised during the years ended December 31, 2022, 2021 and 2020, respectively. The stock options exercised in 2022 had an aggregate intrinsic value of approximately $4 million, and options exercised during 2021 and 2020 both had aggregate intrinsic values of approximately $15 million. All outstanding options were vested and exercisable at December 31, 2022.
The following table summarizes information about our outstanding stock options at December 31, 2022:
 Options Outstanding and Exercisable
Range of Exercise Prices Number of
Options		Wtd. Avg.
Remaining
Contractual Life		Wtd. Avg.
Exercise Price
$18.99 to $20.609
293,796 4.6 years$19.75 
$20.61 to $35.430
167,151 6.0 years$29.62 
 460,947 5.1 years$23.33 
As of December 31, 2022, 42.3% of all our outstanding options were held by current employees and 57.7% were held by former employees. All of our outstanding options were in‑the‑money, that is, they had exercise price less than the $48.79 market price of our common stock on December 31, 2022.
Compensation costs related to our stock-based compensation arrangements for the years ended December 31, 2021 and 2020 included $1 million and $2 million, respectively, of expense related to our stock options. We did not recognize any expense related to our stock options during the year ended December 31, 2022.
Restricted Stock Units
The following table summarizes RSU activity during the years ended December 31, 2022, 2021 and 2020:
 Restricted
Stock Units		Wtd. Avg. Grant Date Fair
Value Per Unit
Unvested at December 31, 2019
1,463,499 $25.08 
Granted1,767,730 $27.72 
Vested(825,727)$25.66 
Forfeited(310,296)$32.09 
Unvested at December 31, 20202,095,206 $25.87 
Granted900,018 $58.61 
Vested(765,814)$30.51 
Forfeited(58,208)$37.60 
Unvested at December 31, 2021
2,171,202 $40.51 
Granted641,205 $80.79 
Vested(1,187,384)$37.18 
Forfeited(104,605)$53.58 
Unvested at December 31, 2022
1,520,418 $66.36 
During the year ended December 31, 2022, we granted an aggregate of 641,205 RSUs. Of these, 237,381 will vest ratably over a three‑year period from the grant date, 53,716 RSUs that were scheduled to vest ratably over 11 quarterly periods, 9,215 will vest ratably over a four‑year period from the grant date, 4,608 will vest on the second anniversary of the grant date, and 6,170 will vest evenly on the third and fourth anniversaries of the grant date. We also granted 35,482 RSUs to our non‑employee directors for the 2022-2023 board service year, which units vested and will settle as described above. In November 2022, we granted 7,325 to a non-executive member of the board of directors for their service as chairman of the board through the end of 2023. Unlike our normal grants to board members, these RSUs will vest on December 31, 2023 if the grantee serves as chairman through that date.
In addition, we granted 287,308 performance‑based RSUs during the year ended December 31, 2022; the vesting of these RSUs is contingent on our achievement of specified performance goals for the years 2022 to 2024. Provided the goals are achieved, the performance‑based RSUs will vest on the third anniversary of the grant date. The actual number of performance‑based RSUs that could vest will range from 0% to 200% of the 287,308 units granted, depending on our level of achievement with respect to the performance goals.
During the year ended December 31, 2021 we granted 561,788 RSUs that vest based on the passage of time. The granted RSUs vest as follows:
•263,180 RSUs vest and settle ratably over a three‑year period from the grant date;
•189,215 RSUs vest and settle ratably over eight quarterly periods from the grant date;
•53,341 RSUs vest and settle on the fourth anniversary of the grant date;
•33,351 RSUs vest and settle on the third anniversary of the grant date;
•14,192 RSUs vested on December 31, 2021 and settled in January 2022; and
•8,509 RSUs, one-third of which vest and settle on the second anniversary of the grant date and the remainder of which vest and settle on the fourth anniversary.
During the year ended December 31, 2021 we granted 298,492 performance-based RSUs which vest as follows:
•244,259 RSUs vest and settle on the third anniversary of the grant date, contingent upon the achievement of performance goals for the years 2021 to 2023;
•53,341 RSUs vest and settle on the fourth anniversary of the grant date, contingent upon the achievement of performance goals for the years 2021 to 2025; and
•892 RSUs vested and settled immediately as a result of our level of achievement with respect to performance‑based RSUs granted in 2018.
The actual number of performance‑based RSUs that could vest will range from 0% to 200% of the 297,600 RSUs which did not vest immediately, depending upon our level of achievement with respect to the performance goals. During the year ended December 31, 2021, we also granted 39,738 RSUs to our non‑employee directors. These consisted of 36,681 RSUs for the 2021‑2022 board service year, 1,372 for an initial grant to a new member of our board of directors and 1,685 for a pro‑rata annual grant to the same new member. While RSUs granted to our board of directors vest immediately, annual grants settle on the third anniversary of the grant date and initial grants settle upon separation from the board.
During the year ended December 31, 2020 we granted 1,084,883 RSUs that vest based on the passage of time. The granted RSUs vest as follows:
•607,198 RSUs vest and settle ratably over a three‑year period from the grant date;
•359,713 RSUs vest and settle ratably over 11 quarterly periods from the grant date;
•104,167 RSUs vest and settle ratably over a four-year period from the grant date; and
•13,805 RSUs vest and settle on the third anniversary of the grant date.
During the year ended December 31, 2020 we granted 579,413 performance-based RSUs which vest as follows:
•499,285 RSUs vest and settle on the third anniversary of the grant date, contingent upon the achievement of performance goals for the years 2020 to 2022 and
•80,128 RSUs vest and settle on the fourth anniversary of the grant date, contingent upon the achievement of performance goals for the years 2020 to 2023, all of which were subsequently forfeited.
The actual number of performance‑based RSUs that could vest will range from 0% to 200% of the 499,285 remaining RSUs granted, depending upon our level of achievement with respect to the performance goals. In May 2020, we made an annual grant of 103,434 RSUs to our non‑employee directors for the 2020-2021 board service year, which units vested immediately and will settle in shares of our common stock on the third anniversary of the date of the grant.
Included in the aforementioned aggregate numbers of time-based RSUs granted in 2022, 2021 and 2020 were 53,716, 189,215 and 359,713 RSUs, respectively, awarded to our former Executive Chairman. The RSUs granted in 2022 and 2020 were each scheduled to vest ratably over 11 quarterly periods, while the RSUs granted in 2021 were schedule to vest ratably over eight quarterly periods. Additionally, in the aforementioned aggregate number of performance-based RSUs granted in 2022 were 53,716 RSUs awarded to our former Executive Chairman. The unvested portion of these grants vested in October 2022 in accordance with the disability provisions of the stock incentive plan.
Compensation costs related to our stock-based compensation arrangements for the years ended December 31, 2022, 2021 and 2020 included $45 million, $42 million and $30 million of expense related to our RSUs, respectively. At December 31, 2022, there were $33 million of total unrecognized compensation costs related to RSUs. These costs are expected to be recognized over a weighted average period of 1.8 years.
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:
Years Ended December 31,
202220212020
Expected volatility
39.6% - 68.1%
65.2% - 79.3%
54.7%
Risk-free interest rate
1.0% - 1.7%
0.1% - 0.6%
1.2%
USPI Management Equity Plan
2015 USPI Management Equity Plan
In 2015, USPI adopted the USPI Holding Company, Inc. 2015 Stock Incentive Plan (“2015 USPI Management Equity Plan”) under which it granted non-qualified options to purchase nonvoting shares of USPI’s outstanding common stock to eligible plan participants, allowing the recipient to participate in incremental growth in the value of USPI from the applicable grant date. Under the 2015 USPI Management Equity Plan, the total pool of options consisted of approximately 10% of USPI’s fully diluted outstanding common stock. Options had an exercise price equal to the estimated fair market value of USPI’s common stock on the date of grant. The option awards were structured such that they had a three or four year vesting period in which half of the award vested in equal pro-rata amounts over the applicable vesting period and the remaining half vested at the end of the applicable three or four year period. Any unvested awards were forfeited upon the participant’s termination of service with USPI, and vested options were required to have been exercised within 90 days of termination. Once an award was exercised and the requisite holding period met, the participant was eligible to sell the underlying shares to USPI at their estimated fair market value. Payment for USPI’s purchase of any eligible nonvoting common shares could be made in cash or in shares of Tenet’s common stock.
In February 2020, the 2015 USPI Management Equity Plan and all unvested options granted under the plan were terminated in accordance with the terms of the plan. USPI repurchased all vested options and all shares of USPI stock acquired upon exercise of an option for approximately $35 million.
2020 USPI Management Equity Plan
In February 2020, USPI adopted the USPI Holding Company, Inc. Restricted Stock Plan (“USPI Management Equity Plan”) to replace the terminated 2015 USPI Management Equity Plan. Under the USPI Management Equity Plan, USPI 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 USPI’s management equity plan during the years ended December 31, 2022, 2021 and 2020:
Restricted
Stock Units		Wtd. Avg. Grant Date Fair
Value Per Unit
Inception of Plan
Granted2,556,353 $34.13 
Forfeited(531,297)$34.13 
Unvested at December 31, 2020
2,025,056 $34.13 
Granted76,990 $34.13 
Vested(388,588)$34.13 
Forfeited(218,576)$34.13 
Unvested at December 31, 2021
1,494,882 $34.13 
Vested(369,691)$34.13 
Forfeited(202,351)$34.13 
Unvested at December 31, 2022922,840 $34.13 
USPI did not make any grants under the USPI Management Equity Plan during the year ended December 31, 2022. During the year ended December 31, 2021, USPI granted 76,990 RSUs under its management equity plan. Twenty percent of these RSUs vests on each of the first and second anniversaries of the grant date, and the remaining 60% vests on the third
anniversary of the grant date. In 2020, USPI granted 2,556,333 RSUs, 20% of which vest in each of the first three years on the anniversary of the grant date with the remaining 40% vesting on the fourth anniversary of the grant date.
During the years ended December 31, 2022 and 2021, USPI paid $11 million and $9 million, respectively, to repurchase portions of the non‑voting common stock shares issued under the USPI management equity plan. No shares were repurchased during the year ended December 31, 2020. At December 31, 2022, there were 98,374 outstanding vested shares of non‑voting common stock eligible to be sold to USPI.
At December 31, 2022, 922,840 RSUs were outstanding under USPI’s management equity plan, all of which are expected to vest. The accompanying Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020 included $11 million, $13 million and $12 million, respectively, of pre-tax compensation costs related to USPI’s management equity plans.
Employee Stock Purchase Plan
We have an employee stock purchase plan under which we are currently authorized to issue up to 4,070,363 shares of common stock to our eligible employees. As of December 31, 2022, there were approximately 2.6 million shares available for issuance under our employee stock purchase plan. Under the terms of the plan, eligible employees may elect to have between 1% and 10% of their base earnings withheld each quarter to purchase shares of our common stock. Shares are purchased at a price equal to 95% of the closing price on the last day of the quarter. The plan requires a one‑year holding period for all shares issued. The holding period does not apply upon termination of employment. Under the plan, no individual may purchase, in any year, shares with a fair market value in excess of $25,000. The plan is currently not considered to be compensatory.
We issued the following numbers of shares under our employee stock purchase plan:
 Years Ended December 31, 
 202220212020
Number of shares98,498 89,865 254,767 
Weighted average price$54.19 $63.01 $19.97 
Employee Retirement Plans
Substantially all of our employees, upon qualification, are eligible to participate in our defined contribution 401(k) plans. Under the plans, employees may contribute a portion of their eligible compensation, which we may match with employer contributions at our discretion. Employer matching contributions will vary depending on which of our subsidiaries employs the participant and whether the employee is covered under a collective bargaining agreement. Plan expenses, primarily related to our contributions to the plans, were $86 million, $98 million and $119 million for the years ended December 31, 2022, 2021 and 2020, respectively. Such amounts are reflected in salaries, wages and benefits in the accompanying Consolidated Statements of Operations.
We maintain three frozen non‑qualified defined benefit pension plans (“SERPs”) that provide supplemental retirement benefits to certain of our current and former executives. These plans are not funded, and plan obligations for these plans are paid from our working capital. Pension benefits are generally based on years of service and compensation. Upon completing the acquisition of Vanguard Health Systems, Inc. on October 1, 2013, we assumed a frozen qualified defined benefit plan (“DMC Pension Plan”) covering substantially all of the employees of our Detroit market that were hired prior to June 1, 2003. The benefits paid under the DMC Pension Plan are primarily based on years of service and final average earnings. During the year ended December 31, 2019, the Society of Actuaries issued a new mortality base table (Pri‑2012), which we incorporated into the estimates of our defined benefit plan obligations beginning December 31, 2019. During the year ended December 31, 2020, the Society of Actuaries issued the MP-2020 mortality improvement scale, which we incorporated into the estimates of our defined benefit plan obligations at December 31, 2020. During the year ended December 31, 2021, the Society of Actuaries issued the MP‑2021 mortality improvement scale, which we incorporated into the estimates of our defined benefit plan obligations at December 31, 2022 and 2021.
The following tables summarize the balance sheet impact, as well as the benefit obligations, funded status and rate assumptions associated with the SERPs and the DMC Pension Plan based on actuarial valuations prepared:
 December 31,
 20222021
Reconciliation of funded status of plans and the amounts included in the Consolidated Balance Sheets:  
Projected benefit obligations(1)
  
Beginning obligations$(1,313)$(1,429)
Interest cost(37)(36)
Actuarial gain265 42 
Benefits paid83 110 
Ending obligations(1,002)(1,313)
Fair value of plans assets  
Beginning plan assets867 869 
Gain (loss) on plan assets(161)62 
Employer contribution2 22 
Benefits paid(60)(86)
Ending plan assets648 867 
Funded status of plans$(354)$(446)
(1)The accumulated benefit obligation at December 31, 2022 and 2021 was approximately $1.002 billion and $1.311 billion, respectively.
 December 31,
 20222021
Amounts recognized in the Consolidated Balance Sheets consist of:  
Other current liability$(23)$(25)
Other long-term liability$(331)$(421)
Accumulated other comprehensive loss$222 $294 
SERP Assumptions:  
Discount rate5.75 %3.00 %
Compensation increase rate3.00 %3.00 %
Measurement dateDecember 31, 2022December 31, 2021
DMC Pension Plan Assumptions:  
Discount rate5.51 %2.89 %
Compensation increase rateFrozenFrozen
Measurement dateDecember 31, 2022December 31, 2021
The components of net periodic benefit costs and related assumptions are as follows:
 Years Ended December 31,
 202220212020
Interest costs$37 $36 $47 
Expected return on plan assets(42)(53)(48)
Amortization of net actuarial loss9 11 9 
Net periodic benefit cost (income)$4 $(6)$8 
SERP Assumptions:   
Discount rate3.00 %2.75 %3.50 %
Compensation increase rate3.00 %3.00 %3.00 %
Measurement dateJanuary 1, 2022January 1, 2021January 1, 2020
Census dateJanuary 1, 2022January 1, 2021January 1, 2020
DMC Pension Plan Assumptions:   
Discount rate2.89 %2.53 %3.60 %
Long-term rate of return on assets5.00 %6.25 %6.25 %
Compensation increase rateFrozenFrozenFrozen
Measurement dateJanuary 1, 2022January 1, 2021January 1, 2020
Census dateJanuary 1, 2022January 1, 2021January 1, 2020
Net periodic benefit costs for the current year are based on assumptions determined at the valuation date of the prior year for the SERPs and the DMC Pension Plan.
We recorded gain (loss) adjustments of $72 million, $61 million and $(32) million in other comprehensive income in the years ended December 31, 2022, 2021 and 2020, respectively, to recognize changes in the funded status of our SERPs and the DMC Pension Plan. Changes in the funded status are recorded as a direct increase or decrease to shareholders’ equity through accumulated other comprehensive loss. Net actuarial gains (losses) of $63 million, $50 million and $(41) million were recognized during the years ended December 31, 2022, 2021 and 2020, respectively, and the amortization of net actuarial loss of $9 million, $11 million and $9 million for the years ended December 31, 2022, 2021 and 2020, respectively, were recognized in other comprehensive income. Actuarial gains affecting the benefit obligation during the years ended December 31, 2022, 2021 and 2020 are primarily attributable to changes in the discount rate utilized for the SERP and DMC Pension Plan. Cumulative net actuarial losses totaled $222 million, $294 million and $355 million as of December 31, 2022, 2021 and 2020, respectively. There were no unrecognized prior service costs at December 31, 2022, 2021 and 2020 that had not yet been recognized as components of net periodic benefit cost.
To develop the expected long‑term rate of return on plan assets assumption, the DMC Pension Plan considers the current level of expected returns on risk‑free investments (primarily government bonds), the historical level of risk premium associated with the other asset classes in which the portfolio is invested and the expectations for future returns on each asset class. The expected return for each asset class is then weighted based on the target asset allocation to develop the expected long‑term rate of return on assets assumption for the portfolio.
The weighted‑average asset allocations by asset category as of December 31, 2022, were as follows:
TargetActual
Cash and cash equivalents— %1 %
Equity securities20 %14 %
Debt securities73 %70 %
Alternative investments7 %15 %
The DMC Pension Plan assets are invested in public commingled vehicles, segregated separately managed accounts, and private commingled vehicles, all of which are managed by professional investment management firms. The objective for all asset categories is to maximize total return without assuming undue risk exposure. The DMC Pension Plan maintains a well‑diversified asset allocation that meets these objectives. The DMC Pension Plan assets are largely comprised of cash and cash equivalents, including but not limited to money market funds and repurchase agreements secured by U.S. Treasury or federal agency obligations, equity securities, including but not limited to the publicly traded shares of U.S. companies with various market capitalizations in addition to international and convertible securities, debt securities including, but not limited to,
domestic and foreign government obligations, corporate bonds, and mortgage‑backed securities, and alternative investments. Alternative investments is a broadly defined asset category with the objective of diversifying the overall portfolio, complementing traditional equity and fixed‑income securities and improving the overall performance consistency of the portfolio. Alternative investments may include, but are not limited to, diversified hedge funds in the form of professionally managed pooled limited partnership investments and investments in private markets via professionally managed pooled limited partnership interests.
In each investment account, the DMC Pension Plan investment managers are responsible for monitoring and reacting to economic indicators, such as gross domestic product, consumer price index and U.S. monetary policy that may affect the performance of their account. The performance of all managers and the aggregate asset allocation are formally reviewed on a quarterly basis. The current asset allocation objective is to maintain a certain percentage within each asset class allowing for deviation within the established range for each asset class. The portfolio is rebalanced on an as‑needed basis to keep these allocations within the accepted ranges.
In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. We consider a security that trades at least weekly to have an active market. Fair values determined by Level 2 inputs utilize data points that are observable, such as quoted prices for similar assets, interest rates and yield curves. 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.
The following tables summarize the DMC Pension Plan assets measured at fair value on a recurring basis as of December 31, 2022 and 2021, aggregated by the level in the fair value hierarchy within which those measurements are determined.
 December 31, 2022Level 1Level 2Level 3
Cash and cash equivalents$7 $7 $— $— 
Equity securities89 89 — — 
Debt Securities:
U.S. government obligations200 200 — — 
Corporate debt securities249 249 — — 
Alternative investments:
Private equity securities78 — — 78 
Hedge funds25 — — 25 
 $648 $545 $— $103 
 December 31, 2021Level 1Level 2Level 3
Cash and cash equivalents$11 $11 $— $— 
Equity securities242 242 — — 
Debt Securities:
U.S. government obligations67 67 — — 
Corporate debt securities448 448 — — 
Alternative investments:
Private equity securities57 — — 57 
Real estate securities16 16 — — 
Hedge funds26 — — 26 
 $867 $784 $— $83 
The following table presents the estimated future benefit payments to be made from the SERPs and the DMC Pension Plan, a portion of which will be funded from plan assets, for the next five years and in the aggregate for the five years thereafter:
  Years Ending December 31, Five Years Thereafter
 Total20232024202520262027
Estimated benefit payments$822 $85 $85 $85 $85 $84 $398 
The SERP and DMC Pension Plan obligations of $354 million at December 31, 2022 are classified in the accompanying Consolidated Balance Sheet as an other current liability of $23 million and defined benefit plan obligations of $331 million based on an estimate of the expected payment patterns. We expect to make total contributions to the plans of approximately $23 million for the year ending December 31, 2023.
v3.22.4
PROPERTY AND EQUIPMENT
 12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT PROPERTY AND EQUIPMENT
The principal components of property and equipment are shown in the table below:
 December 31,
 20222021
Land$661 $635 
Buildings and improvements6,646 6,652 
Construction in progress195 166 
Equipment4,748 4,455 
Finance lease assets413 479 
 12,663 12,387 
Accumulated depreciation and amortization(6,201)(5,960)
Net property and equipment$6,462 $6,427 
Property and equipment is stated at cost, less accumulated depreciation and amortization and impairment write‑downs related to assets held and used. We recognized depreciation expense of $669 million, $667 million and $685 million in the accompanying Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020, respectively.
v3.22.4
GOODWILL AND OTHER INTANGIBLE ASSETS
 12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS GOODWILL AND OTHER INTANGIBLE ASSETS
The following table provides information on changes in the carrying amount of goodwill:
December 31,
 20222021
Hospital Operations  
Goodwill at beginning of period:  
Goodwill$5,238 $5,375 
Accumulated impairment losses(2,430)(2,430)
2,808 2,945 
Goodwill acquired during the year and purchase price allocation adjustments1 — 
Goodwill transferred from Ambulatory Care segment— 41 
Goodwill related to assets held for sale and disposed(3)(178)
Goodwill at end of period$2,806 $2,808 
Goodwill at end of period:  
Goodwill$5,236 $5,238 
Accumulated impairment losses(2,430)(2,430)
Goodwill at end of period$2,806 $2,808 
Ambulatory Care
Goodwill at beginning of period$5,848 $5,258 
Goodwill acquired during the year and purchase price allocation adjustments866 664 
Goodwill transferred to Hospital Operations segment— (41)
Goodwill related to assets held for sale and disposed or deconsolidated facilities(2)(33)
Goodwill at end of period$6,712 $5,848 
Conifer
Goodwill at beginning of period$605 $605 
Goodwill at end of period$605 $605 
There were no accumulated impairment losses related to the goodwill in our Ambulatory Care and Conifer segments at December 31, 2022 and 2021.
The following tables provide information regarding other intangible assets:
 Gross
Carrying
Amount		Accumulated
Amortization		Net Book
Value
At December 31, 2022:   
Other intangible assets with finite useful lives:
Capitalized software costs$1,751 $(1,206)$545 
Contracts295 (146)149 
Other92 (76)16 
Other intangible assets with finite lives2,138 (1,428)710 
Other intangible assets with indefinite useful lives:
Trade names105 — 105 
Contracts603 — 603 
Other6 — 6 
Other intangible assets with indefinite lives714 — 714 
Other intangible assets, net$2,852 $(1,428)$1,424 
At December 31, 2021:
Other intangible assets with finite useful lives:
Capitalized software costs$1,770 $(1,165)$605 
Contracts295 (128)167 
Other95 (81)14 
Total other intangible assets with finite lives2,160 (1,374)786 
Other intangible assets with indefinite useful lives:
Trade names102 — 102 
Contracts602 — 602 
Other7 — 7 
Total other intangible assets with indefinite lives711 — 711 
Total other intangible assets$2,871 $(1,374)$1,497 
Estimated future amortization of intangibles with finite useful lives as of December 31, 2022 was as follows:
 TotalYears Ending December 31,Later Years
 20232024202520262027
Amortization of intangible assets$710 $141 $117 $98 $81 $64 $209 
We recognized amortization expense of $172 million, $188 million and $172 million in the accompanying Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020, respectively.
v3.22.4
OTHER ASSETS
 12 Months Ended
Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
OTHER ASSETS OTHER ASSETS
The principal components of other current assets in the accompanying Consolidated Balance Sheets were as follows:
December 31,
 20222021
Prepaid expenses$400 $252 
Contract assets200 199 
California provider fee program receivables367 370 
Receivables from other government programs187 257 
Guarantees143 104 
Non-patient receivables390 321 
Other88 54 
Other current assets$1,775 $1,557 
The principal components of investments and other assets in the accompanying Consolidated Balance Sheets were as follows:
 December 31,
 20222021
Marketable securities$30 $9 
Equity investments in unconsolidated healthcare entities1,599 1,806 
Total investments1,629 1,815 
Cash surrender value of life insurance policies37 47 
Long-term deposits56 57 
California provider fee program receivables197 213 
Operating lease assets1,129 1,002 
Other long-term receivables and other assets99 120 
Investments and other assets$3,147 $3,254 
v3.22.4
ACCUMULATED OTHER COMPREHENSIVE LOSS
 12 Months Ended
Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
ACCUMULATED OTHER COMPREHENSIVE LOSS ACCUMULATED OTHER COMPREHENSIVE LOSS
Our accumulated other comprehensive loss was comprised of the following:
 December 31,
 20222021
Adjustments for defined benefit plans$(178)$(232)
Foreign currency translation adjustments and other— (1)
Unrealized gains on investments(3)— 
Accumulated other comprehensive loss$(181)$(233)
The income tax expense (benefit) allocated to the adjustments for our defined benefit plans and unrealized gains on investments were approximately $18 million and $(1) million, respectively, for the year ended December 31, 2022, and the income tax expense allocated to the adjustments for our defined benefit plans was $14 million for the year ended December 31, 2021.
v3.22.4
NET OPERATING REVENUES
 12 Months Ended
Dec. 31, 2022
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 Consolidated Balance Sheets at December 31, 2022 or 2021. 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 years ended December 31, 2022 or 2021. 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 December 31, 2022. The remaining advance payments at December 31, 2021 were recorded as contract liabilities in the accompanying Consolidated Balance Sheets.
The opening and closing balances of contract assets and contract liabilities, as well as their classification in our consolidated balance sheets, for our Hospital Operations segment were as follows:
Contract AssetsContract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$181 $876 $— 
December 31, 2022185 — — 
Increase (decrease)$4 $(876)$— 
December 31, 2020$208 $510 $819 
December 31, 2021181 876 — 
Increase (decrease)$(27)$366 $(819)
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 years ended December 31, 2022 or 2021. 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 December 31, 2022. The remaining advance payments at December 31, 2021 were recorded as contract liabilities in the accompanying Consolidated Balance Sheets.
The opening and closing balances of contract liabilities for our Ambulatory Care segment were as follows:
Contract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$4 $— 
December 31, 2022— — 
Decrease$(4)$— 
December 31, 2020$93 $83 
December 31, 20214 — 
Decrease$(89)$(83)
Conifer Segment
The opening and closing balances of Conifer’s receivables, contract asset, and current and long‑term contract liabilities were as follows:
ReceivablesContract Asset –
Unbilled Revenue		Contract Liability –
Current
Deferred Revenue		Contract Liability –
Long-Term
Deferred Revenue
December 31, 2021$28 $18 $79 $15 
December 31, 202237 15 110 13 
Increase (decrease)$9 $(3)$31 $(2)
December 31, 2020$56 $20 $56 $16 
December 31, 202128 18 79 15 
Increase (decrease)$(28)$(2)$23 $(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 were reported as part of other current assets in the accompanying Consolidated Balance Sheets, and its current and long‑term contract liabilities were reported as part of contract liabilities and contract liabilities – long‑term, respectively, in the accompanying Consolidated Balance Sheets.
In both of the years ended December 31, 2022 and 2021, Conifer recognized $56 million 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
We recognized amortization expense related to deferred contract setup costs of $4 million in each of the years ended December 31, 2022, 2021 and 2020. At December 31, 2022 and 2021, the unamortized customer contract costs were $24 million and $23 million, respectively, and were presented as part of investments and other assets in the accompanying Consolidated Balance Sheets.
NET OPERATING REVENUESNet 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 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 shows our sources of net operating revenues from continuing operations:
Years Ended December 31,
202220212020
Hospital Operations:
Net patient service revenues from hospitals and related outpatient facilities:
Medicare$2,369 $2,615 $2,695 
Medicaid946 1,254 1,081 
Managed care9,730 9,985 9,022 
Uninsured141 199 162 
Indemnity and other661 706 658 
Total13,847 14,759 13,618 
Other revenues(1)
1,214 1,223 1,172 
Hospital Operations total prior to inter-segment eliminations15,061 15,982 14,790 
Ambulatory Care3,248 2,718 2,072 
Conifer1,316 1,267 1,306 
Inter-segment eliminations(451)(482)(528)
Net operating revenues$19,174 $19,485 $17,640 
(1) Primarily physician practices revenues.
Adjustments for prior‑year cost reports and related valuation allowances, principally related to Medicare and Medicaid, increased revenues in the years ended December 31, 2022, 2021 and 2020 by $10 million, $26 million and $6 million, respectively. Estimated cost report settlements and valuation allowances were included in accounts receivable in the accompanying Consolidated Balance Sheets (see Note 3). We believe that we have made adequate provision for any adjustments that may result from final determination of amounts earned under all the above arrangements with Medicare and Medicaid.
The table below shows the composition of net operating revenues for our Ambulatory Care segment:
Years Ended December 31,
202220212020
Net patient service revenues
$3,115 $2,604 $1,960 
Management fees110 86 86 
Revenue from other sources23 28 26 
Net operating revenues$3,248 $2,718 $2,072 
The table below shows the composition of net operating revenues for our Conifer segment:
Years Ended December 31,
202220212020
Revenue cycle services – Tenet$439 $467 $514 
Revenue cycle services – other customers786 705 700 
Other services – Tenet12 15 14 
Other services – other customers79 80 78 
Net operating revenues$1,316 $1,267 $1,306 
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. The amounts in the table 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 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.
  Years Ending December 31,Later Years
 Total20232024202520262027
Performance obligations$5,729 $642 $565 $565 $565 $565 $2,827 
v3.22.4
INSURANCE
 12 Months Ended
Dec. 31, 2022
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 on an occurrence basis. For the policy period April 1, 2022 through March 31, 2023, 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 and a per‑occurrence sub‑limit of $200 million for named windstorms 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 up to a maximum of $25 million for California earthquakes, $25 million for floods and named windstorms, and 2% of insured values for New Madrid fault earthquakes, with a maximum per‑claim deductible of $25 million. Floods and certain other covered losses, including fires and other perils, have a minimum deductible of $5 million.
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 estimate that the Cybersecurity Incident had an adverse pre‑tax impact of approximately $100 million during the year ended December 31, 2022. This estimate includes the costs to remediate the issues, lost revenues from the associated business interruption and other related expenses. We have filed a claim within our policy limits. Insurance recoveries of $14 million related to this claim were received during the year ended December 31, 2022, $6 million of which were recorded as net operating revenues.
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 both December 31, 2022 and 2021, the aggregate current and long‑term professional and general liability reserves in the accompanying Consolidated Balance Sheets was $1.045 billion. 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.
Commercial insurance we purchase is subject to per‑claim and policy period aggregate limits. If the policy period aggregate limit of any of our policies is exhausted, in whole or in part, it could deplete or reduce the limits available to pay other material claims applicable to that policy period.
Malpractice expense of $276 million, $355 million and $320 million was included in other operating expenses, net, in the accompanying Consolidated Statements of Operations for the years ended December 31, 2022, 2021 and 2020, respectively, of which $74 million, $131 million and $120 million, respectively, related to adverse claims development for prior years.
v3.22.4
CLAIMS AND LAWSUITS
 12 Months Ended
Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
CLAIMS AND LAWSUITS CLAIMS AND LAWSUITSWe 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
Detroit Medical Center (“DMC”) is subject to an ongoing investigation 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”) for 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 (“Mid‑Level Practitioners”) from 2006 through 2017. As previously disclosed, a media report was published in August 2017 alleging that 14 Mid‑Level Practitioners were terminated by DMC earlier in 2017 due to compliance concerns. The DOJ issued a civil investigative demand to DMC for documents and interrogatories in September 2021. In January 2023, we reached a settlement in principle with the DOJ to resolve this matter, subject to certain conditions, and were fully reserved for such potential settlement at December 31, 2022.
Other Matters
In July 2019, certain of the entities that purchased the operations of Hahnemann University Hospital and St. Christopher’s Hospital for Children in Philadelphia from us commenced Chapter 11 bankruptcy proceedings. In the three months ended December 31, 2021, we established a reserve of $23 million for certain obligations related to the sale of the hospitals and the subsequent bankruptcy proceedings of the buyers. In the six months ended June 30, 2022, we made advance payments of approximately $1 million. In the three months ended September 30, 2022, the bankruptcy court approved a final settlement among the parties, and we made the remaining $22 million in payments to fully resolve this matter.
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 recorded in continuing operations:
 Balances at
Beginning
of Period		Litigation and
Investigation
Costs		Cash
Payments		OtherBalances at
End of
Period
Year Ended December 31, 2022$78 $70 $(100)$3 $51 
Year Ended December 31, 2021$26 $116 $(59)$(5)$78 
Year Ended December 31, 2020$86 $44 $(108)$4 $26 
v3.22.4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES
 12 Months Ended
Dec. 31, 2022
Noncontrolling Interest [Abstract]  
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES
Our put/call agreement (the “Baylor Put/Call Agreement”) with Baylor contained put and call options with respect to the 5% ownership interest Baylor held in USPI until June 30, 2022. The Baylor Put/Call Agreement gave Baylor the option to annually put up to one-third of its total shares in USPI (the “Baylor Shares”) over a period of three years beginning in 2021. We had the right to call the difference between the number of shares Baylor put each year and the maximum number of shares it could have put. Based on the nature of the Baylor Put/Call Agreement, Baylor’s minority interest in USPI was classified as a redeemable noncontrolling interest in the accompanying Consolidated Balance Sheet at December 31, 2021. During the years ended December 31, 2022 and 2021, we recognized accretion totaling $102 million and $8 million, respectively, and a corresponding decrease in additional paid-in capital related to Baylor’s minority interest in USPI.
In each of 2021 and 2022, we notified Baylor of our intention to exercise our call option to purchase 33.3% of the Baylor Shares for that year (66.6% in total). In June 2022, we entered into an agreement with Baylor (the “Share Purchase Agreement”) to complete the purchase of the Baylor Shares we called in 2021 and 2022 and to accelerate the acquisition of the remaining Baylor Shares eligible to be put/called in 2023. 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 35 additional non-interest bearing monthly payments of approximately $11 million, which payments commenced in August 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 December 31, 2022, we had liabilities of $135 million recorded in other current liabilities and $190 million in other long-term liabilities in the accompanying Consolidated Balance Sheet for the purchase of these shares.
The following table shows the changes in redeemable noncontrolling interests in equity of consolidated subsidiaries:
 December 31,
 20222021
Balances at beginning of period 
$2,203 $1,952 
Net income348 336 
Distributions paid to noncontrolling interests(331)(217)
Accretion of redeemable noncontrolling interests104 11 
Purchases and sales of businesses and noncontrolling interests, net(175)121 
Balances at end of period 
$2,149 $2,203 
The following tables show the composition by segment of our redeemable noncontrolling interests balances, as well as our net income available to redeemable noncontrolling interests:
December 31,
 20222021
Hospital Operations$233 $297 
Ambulatory Care1,357 1,425 
Conifer559 481 
Redeemable noncontrolling interests$2,149 $2,203 
 Years Ended December 31,
 202220212020
Hospital Operations$23 $24 $(33)
Ambulatory Care248 243 153 
Conifer77 69 66 
Net income available to redeemable noncontrolling interests$348 $336 $186 
v3.22.4
INCOME TAXES
 12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The provision for income taxes for continuing operations for the years ended December 31, 2022, 2021 and 2020 consisted of the following:
 Years Ended December 31,
 202220212020
Current tax expense:   
Federal$78 $50 $— 
State57 111 30 
 135 161 30 
Deferred tax expense (benefit):   
Federal174 267 (131)
State35 (17)4 
 209 250 (127)
 $344 $411 $(97)
A reconciliation between the amount of reported income tax expense (benefit) and the amount computed by multiplying income from continuing operations before income taxes by the statutory federal tax rate is presented below. Foreign pre-tax loss was $8 million, $5 million and $13 million for the years ended December 31, 2022, 2021 and 2020, respectively.
 Years Ended December 31,
 202220212020
Tax expense at statutory federal rate of 21%$282 $396 $141 
State income taxes, net of federal income tax benefit64 77 33 
Tax benefit attributable to noncontrolling interests(122)(114)(75)
Nondeductible goodwill1 35 — 
Nondeductible executive compensation10 8 6 
Nondeductible litigation costs— 1 — 
Expired charitable contribution carryforward— — 1 
Stock-based compensation tax benefit(6)(5)(2)
Changes in valuation allowance120 2 (226)
Prior-year provision to return adjustments and other changes in deferred taxes(12)8 14 
Other items7 3 10 
Income tax expense (benefit)$344 $411 $(97)
A change in the business interest expense disallowance rules took effect in 2022, resulting in a larger amount of interest disallowance compared to prior years.
The COVID Acts included a significant number of tax provisions applicable to individuals and businesses. For businesses, the COVID Acts made changes to the U.S. tax code relating to, among other things: (1) the business interest expense disallowance rules for 2019 and 2020; (2) net operating loss rules; (3) charitable contribution limitations; and (4) the realization of corporate alternative minimum tax credits. As a result of the change in the business interest expense disallowance rules, we recorded an income tax benefit of $88 million during the year ended December 31, 2020 to decrease the valuation allowance for interest expense carryforwards due to the additional deduction of interest expense.
In September 2020, we filed an application with the Internal Revenue Service (“IRS”) to change our method of accounting for certain capitalized costs on our 2019 tax return. This change in tax accounting method resulted in additional interest expense being allowed on the 2019 and 2020 tax returns. We reduced our valuation allowance by an additional $126 million in the year ended December 31, 2020 related to the change in accounting method.
Deferred income taxes reflect the tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. The following table discloses those significant components of our deferred tax assets and liabilities, including any valuation allowance:
 December 31, 2022December 31, 2021
 AssetsLiabilitiesAssetsLiabilities
Depreciation and fixed-asset differences$— $436 $— $532 
Reserves related to discontinued operations and restructuring charges5 — 2 — 
Receivables (doubtful accounts and adjustments)246 — 215 — 
Medicare advance payments— — 209 — 
Accruals for retained insurance risks227 — 234 — 
Intangible assets— 416 — 396 
Other long-term liabilities27 — 23 — 
Benefit plans207 — 242 — 
Other accrued liabilities30 — 56 — 
Investments and other assets— 112 — 92 
Interest expense limitation133 — 10 — 
Net operating loss carryforwards74 — 99 — 
Stock-based compensation13 — 12 — 
Right-of-use lease assets and obligations192 173 208 208 
Other items11 49 48 44 
 1,165 1,186 1,358 1,272 
Valuation allowance(177)— (57)— 
 $988 $1,186 $1,301 $1,272 
Below is a reconciliation of the deferred tax assets and liabilities and the corresponding amounts reported in the accompanying Consolidated Balance Sheets.
 December 31,
 20222021
Deferred income tax assets$19 $65 
Deferred tax liabilities(217)(36)
Net deferred tax asset (liability)$(198)$29 
During the year ended December 31, 2022, the valuation allowance increased by $120 million, including an increase of $123 million due to limitations on the tax deductibility of interest expense, a decrease of $1 million due to the expiration or worthlessness of unutilized net operating loss carryovers, and a decrease of $2 million due to changes in the expected realizability of deferred tax assets. The balance in the valuation allowance as of December 31, 2022 was $177 million. During the year ended December 31, 2021, the valuation allowance increased by $2 million, including an increase of $2 million due to limitations on the tax deductibility of interest expense, a decrease of $2 million due to the expiration or worthlessness of unutilized state net operating loss carryovers, and an increase of $2 million due to changes in the expected realizability of deferred tax assets. The remaining balance in the valuation allowance at December 31, 2021 was $57 million. During the year ended December 31, 2020, the valuation allowance decreased by $226 million, including a decrease of $211 million due to limitations on the tax deductibility of interest expense, a decrease of $1 million due to the expiration or worthlessness of unutilized net operating loss carryovers, and a decrease of $14 million due to changes in expected realizability of deferred tax assets. The remaining balance in the valuation allowance as of December 31, 2020 was $55 million. Deferred tax assets relating to interest expense limitations under Internal Revenue Code Section 163(j) have a full valuation allowance because the interest expense carryovers are not expected to be utilized in the foreseeable future.
We account for uncertain tax positions in accordance with FASB ASC 740-10-25, which prescribes a comprehensive model for the financial statement recognition, measurement, presentation and disclosure of uncertain tax positions taken or expected to be taken in income tax returns. The following table summarizes the total changes in unrecognized tax benefits in continuing operations during the years ended December 31, 2022, 2021 and 2020. There were no such changes in discontinued operations. The additions and reductions for tax positions include the impact of items for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductions. Such amounts include unrecognized tax benefits that have impacted deferred tax assets and liabilities at December 31, 2022, 2021 and 2020.
 Continuing
Operations
Balance At December 31, 2019$31 
Reductions due to a lapse of statute of limitations— 
Balance At December 31, 2020$31 
Reductions due to a lapse of statute of limitations3 
Balance At December 31, 2021$34 
Increases due to tax positions taken in prior periods— 
Balance At December 31, 2022$34 
The total amount of unrecognized tax benefits as of December 31, 2022 was $34 million, of which $32 million, if recognized, would affect our effective tax rate and income tax benefit from continuing operations. In the year ended December 31, 2022, there was no change in our estimated liabilities for uncertain tax positions, net of related deferred tax effects. The total amount of unrecognized tax benefits as of December 31, 2021 was $34 million, of which $32 million, if recognized, would affect our effective tax rate and income tax benefit from continuing operations. Income tax expense in the year ended December 31, 2021 included expense of $3 million in continuing operations attributable to an increase in our estimated liabilities for uncertain tax positions, net of related deferred tax effects. The total amount of unrecognized tax benefits as of December 31, 2020 was $31 million, of which $29 million, if recognized, would affect our effective tax rate and income tax benefit from continuing operations. In the year ended December 31, 2020, there was no change in our estimated liabilities for uncertain tax positions.
Our practice is to recognize interest and penalties related to income tax matters in income tax expense in our consolidated statements of operations. Approximately $1 million of interest and penalties related to accrued liabilities for uncertain tax positions are included in the accompanying Consolidated Statement of Operations for the year ended December 31, 2022. Total accrued interest or penalties on unrecognized tax benefits as of December 31, 2022 was $1 million.
The IRS has completed audits of our tax returns for all tax years ended on or before December 31, 2007. All disputed issues with respect to these audits have been resolved and all related tax assessments (including interest) have been paid. Our tax returns for years ended after December 31, 2007 and USPI’s tax returns for years ended after December 31, 2018 remain subject to audit by the IRS.
As of December 31, 2022, no significant changes in unrecognized federal and state tax benefits are 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.
At December 31, 2022, our carryforwards available to offset future taxable income consisted of (1) federal net operating loss (“NOL”) carryforwards of approximately $100 million pre‑tax, $40 million of which expires in 2024 to 2037 and $60 million of which has no expiration date, (2) charitable contribution carryforwards of approximately $45 million expiring in 2025 through 2027 and (3) state NOL carryforwards of approximately $3.106 billion expiring in 2023 through 2042 for which the associated deferred tax benefit, net of valuation allowance and federal tax impact, is $42 million. Our ability to utilize NOL carryforwards to reduce future taxable income may be limited under Section 382 of the Internal Revenue Code if certain ownership changes in our company occur during a rolling three‑year period. These ownership changes include purchases of common stock under share repurchase programs, the offering of stock by us, the purchase or sale of our stock by 5% shareholders, as defined in the Treasury regulations, or the issuance or exercise of rights to acquire our stock. If such ownership changes by 5% shareholders result in aggregate increases that exceed 50 percentage points during the three‑year period, then Section 382 imposes an annual limitation on the amount of our taxable income that may be offset by the NOL carryforwards or tax credit carryforwards at the time of ownership change.
v3.22.4
EARNINGS PER COMMON SHARE
 12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
EARNINGS PER COMMON SHARE EARNINGS PER COMMON SHARE
The following table is 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
Average Shares
(Denominator)		Per-Share
Amount
Year Ended December 31, 2022   
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share$410 106,929 $3.83 
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock8 3,587 (0.05)
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share$418 110,516 $3.78 
Year Ended December 31, 2021   
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share$915 106,833 $8.56 
Effect of dilutive stock options, restricted stock units and deferred compensation units— 1,738 (0.13)
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share$915 108,571 $8.43 
Year Ended December 31, 2020   
Net income available to Tenet Healthcare Corporation common shareholders for basic loss per share$399 105,010 $3.80 
Effect of dilutive stock options, restricted stock units and deferred compensation units— 1,253 (0.05)
Net income available to Tenet Healthcare Corporation common shareholders for diluted loss per share$399 106,263 $3.75 
During the year ended December 31, 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. Prior to our purchase of all of the shares underlying the Baylor Put/Call Agreement in June 2022, that agreement was also included in our convertible instruments. Additional information about the RSUs issued under the USPI Management Equity Plan and our purchase of the shares underlying the Baylor Put/Call Agreement is included in Notes 10 and 18, respectively.
v3.22.4
FAIR VALUE MEASUREMENTS
 12 Months Ended
Dec. 31, 2022
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
Our non‑financial assets and liabilities not permitted or required to be measured at fair value on a recurring basis typically relate to long‑lived assets held and used, long‑lived assets held for sale and goodwill. As discussed in Note 6, we recognized an impairment charge of $82 million to write down certain long‑lived assets located in one of our markets to their estimated fair value during the year ended December 31, 2022. Based on our evaluation, we estimated the fair value of the long‑lived assets to be $167 million. The inputs used to establish this fair value are considered to be Level 2 inputs, which include inputs other than quoted prices included in Level 1 that are observable, either directly or indirectly.
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 December 31, 2022 and 2021, the estimated fair value of our long‑term debt was approximately 92.8% and 103.3%, respectively, of the carrying value of the debt.
v3.22.4
ACQUISITIONS
 12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
ACQUISITIONS ACQUISITIONS
In July 2022, we acquired controlling ownership interests in 19 fully operational ambulatory surgery centers and three centers then in development from United Urology Group. We paid $104 million, net of cash acquired, for our ownership interests in these facilities and recognized goodwill of $316 million. The aggregate acquisition date fair value of the non‑controlling interests in the facilities we acquired was $223 million. The acquisition of these facilities provided us with access to new markets and further diversified our ambulatory care services portfolio.
We acquired controlling interests in an additional 11 ambulatory surgery centers through a series of transactions during the year ended December 31, 2022. We paid an aggregate purchase price of $65 million, net of cash acquired, for these facilities. During 2022, we also acquired controlling interests in 23 ambulatory surgery centers in which we previously owned a noncontrolling interest for an aggregate purchase price of $65 million.
In December 2021, subsidiaries of USPI acquired ownership interests in 86 ambulatory surgery centers and related ambulatory support services (collectively, the “2021 SCD Centers”) from Surgical Center Development #3, LLC and Surgical Center Development #4, LLC (“SCD”). Of these, we acquired controlling interests in 15 ambulatory surgery centers, noncontrolling interests in 57 centers and interests in 14 centers still in the development stage. The newly acquired facilities augmented our Ambulatory Care segment’s existing musculoskeletal service line and expanded the number of markets it serves. We made a cash payment of $1.125 billion, net of cash acquired, to acquire these facilities.
In addition to the 2021 SCD Centers, we paid an aggregate purchase price of $74 million to acquire controlling interests in 11 outpatient businesses and various physician practices during the year ended December 31, 2021. During 2021, we also acquired controlling interests in three surgical hospitals and two ambulatory surgery centers in which we previously owned a noncontrolling interest for $21 million.
In December 2020, USPI acquired controlling interests in 45 ambulatory surgery centers (collectively, the “2020 SCD Centers”) from SurgCenter Development and physician owners. The fair value of the consideration conveyed for the 2020 SCD Centers was $1.115 billion, consisting of a cash payment of $1.097 billion, fully funded using cash on hand, and the assumption of $18 million of center‑level debt.
In addition to the 2020 SCD Centers, we acquired ownership interests in 10 outpatient businesses (all of which are in our Ambulatory Care segment), and various physician practices during the year ended December 31, 2020. The aggregate purchase price for these acquisitions was $80 million.
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 2022 are preliminary. We are in 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 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. During the year ended December 31, 2022, we adjusted the initial purchase allocation of certain acquisitions completed in 2021 based on the results of completed valuations. These adjustments resulted in a net increase in goodwill of $7 million.
Preliminary or final purchase price allocations for all the acquisitions made during the years ended December 31, 2022, 2021 and 2020 are as follows:
Years Ended December 31,
 202220212020
Current assets$38 $59 $67 
Property and equipment54 88 63 
Other intangible assets2 8 14 
Goodwill860 664 1,581 
Other long-term assets99 796 38 
Previously held equity method investments(207)(43)— 
Current liabilities(41)(25)(45)
Long-term liabilities(118)(70)(43)
Redeemable noncontrolling interests in equity of consolidated subsidiaries(180)(139)(478)
Noncontrolling interests(273)(95)(20)
Cash paid, net of cash acquired(234)(1,220)(1,177)
Gains on consolidations$— $23 $— 
All of the facilities described above are included in our Ambulatory Care segment. The majority of the goodwill generated from our 2022 acquisitions will not be deductible for income tax purposes; however, the majority of the goodwill generated from our 2021 and 2020 transactions will be. The goodwill generated from these transactions can be attributed to the benefits that we expect to realize from operating efficiencies and growth strategies. Approximately $14 million, $20 million and $14 million in transaction costs related to prospective and closed acquisitions were expensed during the years ended December 31, 2022, 2021 and 2020, respectively, and are included in impairment and restructuring charges, and acquisition‑related costs in the accompanying Consolidated Statements of Operations.
During the year ended December 31, 2021, we recognized gains totaling $23 million associated with stepping up our ownership interests in previously held equity investments, which we began consolidating after we acquired controlling interests. No such gains or losses were recognized in the years ended December 31, 2022 or 2020.
Pro Forma Information - Unaudited
The following table provides certain pro forma information for Tenet as if the 2021 SCD Centers acquisition had occurred at the beginning of the year ended December 31, 2020:
 Year Ended December 31,
 20212020
Net operating revenues$19,627 $17,752 
Equity in earnings of unconsolidated affiliates$258 $192 
Net income available to Tenet Healthcare Corporation common shareholders$941 $416 
Diluted earnings per share available to Tenet Healthcare Corporation
common shareholders
$8.66 $3.92 
v3.22.4
SEGMENT INFORMATION
 12 Months Ended
Dec. 31, 2022
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 acute care and specialty hospitals, imaging centers, ancillary outpatient facilities, micro‑hospitals and physician practices. At December 31, 2022, 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. On April 1, 2021, we transferred 24 imaging centers from our Ambulatory Care segment to our Hospital Operations segment. The total assets associated with the imaging centers transferred to our Hospital Operations segment constituted less than 1% of our consolidated total assets at March 31, 2021. Also in April 2021, we completed the sale of the majority of the urgent care centers then held by our Hospital Operations segment to an unaffiliated urgent care provider. In addition, we completed the sale of the Miami Hospitals in August 2021, all of which were held by our Hospital Operations segment.
Our Ambulatory Care segment is comprised of the operations of USPI. At December 31, 2022, USPI had ownership interests in 442 ambulatory surgery centers (300 consolidated) and 24 surgical hospitals (eight consolidated) in 35 states. In April 2021, we completed the sale of 40 urgent care centers then held by our Ambulatory Care segment to an unaffiliated urgent care provider and, as noted above, transferred 24 imaging centers from our Ambulatory Care segment to our Hospital Operations segment. Effective June 30, 2022, we purchased all of the shares previously held by Baylor in USPI for $406 million, which increased our ownership interest in USPI’s voting shares from 95% to 100%. See Note 18 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 December 31, 2022, Conifer provided services to approximately 660 Tenet and non‑Tenet hospitals and other clients nationwide. We have entered into an agreement documenting the terms and conditions of various services Conifer provides to Tenet hospitals (“RCM Agreement”), as well as an agreement documenting certain administrative services our Hospital Operations segment provides to Conifer. In March 2021, we entered into a month‑to‑month agreement amending the RCM Agreement effective January 1, 2021 (“Amended RCM Agreement”) to update certain terms and conditions related to the revenue cycle management services Conifer provides to Tenet hospitals. We believe the pricing terms for the services provided under the Amended RCM Agreement are commercially reasonable and consistent with estimated third‑party terms. At December 31, 2022, 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 reconciling items necessary to agree to amounts reported in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations, as applicable:
December 31,
 202220212020
Assets:  
Hospital Operations$15,682 $17,173 $18,048 
Ambulatory Care10,557 9,473 8,048 
Conifer917 933 1,010 
Total 
$27,156 $27,579 $27,106 
 Years Ended December 31,
 202220212020
Capital expenditures:   
Hospital Operations$668 $578 $467 
Ambulatory Care75 66 51 
Conifer19 14 22 
Total 
$762 $658 $540 
Net operating revenues:   
Hospital Operations total prior to inter-segment eliminations$15,061 $15,982 $14,790 
Ambulatory Care3,248 2,718 2,072 
Conifer   
Tenet451 482 528 
Other clients865 785 778 
Total Conifer revenues1,316 1,267 1,306 
Inter-segment eliminations(451)(482)(528)
Total 
$19,174 $19,485 $17,640 
Equity in earnings of unconsolidated affiliates:   
Hospital Operations$10 $25 $6 
Ambulatory Care206 193 163 
Total 
$216 $218 $169 
Years Ended December 31,
202220212020
Adjusted EBITDA:
Hospital Operations$1,777 $1,931 $1,911 
Ambulatory Care1,327 1,197 868 
Conifer365 355 367 
Total $3,469 $3,483 $3,146 
Depreciation and amortization:
Hospital Operations$692 $722 $739 
Ambulatory Care112 95 81 
Conifer37 38 37 
Total $841 $855 $857 
Adjusted EBITDA $3,469 $3,483 $3,146 
Income (loss) from divested and closed businesses— (1)20 
Depreciation and amortization(841)(855)(857)
Impairment and restructuring charges, and acquisition-related costs(226)(85)(290)
Litigation and investigation costs(70)(116)(44)
Interest expense(890)(923)(1,003)
Loss from early extinguishment of debt(109)(74)(316)
Other non-operating income, net10 14 1 
Gains on sales, consolidation and deconsolidation of facilities1 445 14 
Income from continuing operations, before income taxes$1,344 $1,888 $671 
v3.22.4
RECENT ACCOUNTING STANDARDS
 12 Months Ended
Dec. 31, 2022
Accounting Standards Update and Change in Accounting Principle [Abstract]  
RECENT ACCOUNTING STANDARDS RECENT ACCOUNTING STANDARDS
Recently Issued Accounting Standards
The FASB issued ASU 2022‑03, “Fair Value Measurement (Topic 820) – Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” (“ASU 2022‑03”) in June 2022. Through ASU 2022‑03 the FASB clarified that an entity should measure the fair value of an equity security subject to contractual sale restriction the same way it measures an identical equity security that is not subject to such a restriction. Under this approach the contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not affect its fair value. ASU 2022‑03 also enhanced the disclosure requirements related to these instruments. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. For non‑investment companies, ASU 2022‑03 will be applied prospectively with adjustments resulting from the initial adoption recognized in earnings and disclosed.
The amendments in ASU 2022‑03 primarily affect the RSUs granted to our non‑employee directors as part of their annual compensation, which vest immediately but cannot be sold until a three‑year holding period has lapsed. Upon adoption, we expect to recognize an immaterial amount of incremental stock compensation expense related to these awards.
In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). The standard addresses diversity in practice related to the recognition and measurement of contract assets and contract liabilities acquired in a business combination. The guidance requires an acquirer to recognize and measure contract assets and liabilities acquired in a business combination in accordance with Topic 606 – Revenue from Contracts with Customers as if the acquirer had originated the contracts, as opposed to at their fair value on the acquisition date. ASU 2021-08 is effective for us beginning in 2023, with early adoption permitted. We are currently evaluating the impact of this standard to our financial statements.
Recently Adopted Accounting Standards
As further discussed in Note 1, we adopted ASU 2020-06 effective January 1, 2022 and adopted ASU 2016‑13 effective January 1, 2020. We applied the modified retrospective transition approach as of the period of adoption for both ASU 2020-06 and ASU 2016‑13.
v3.22.4
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS
 12 Months Ended
Dec. 31, 2022
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS
(In Millions)
 Balance at
Beginning
of Period

Costs and
Expenses(1)
DeductionsOther
Items		Balance at
End of
Period
Valuation allowance for deferred tax assets:
     
Year ended December 31, 2022$57 $120 $— $— $177 
Year ended December 31, 2021$55 $2 $— $— $57 
Year ended December 31, 2020$281 $(226)$— $— $55 
(1)
Includes amounts recorded in discontinued operations.
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES (Policies)
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Basis of Presentation
Our Consolidated Financial Statements include the accounts of Tenet and its wholly owned and majority‑owned subsidiaries. We eliminate intercompany accounts and transactions in consolidation, and we include the results of operations of businesses that are newly acquired in purchase transactions from their dates of acquisition. We account for significant investments in other affiliated companies using the equity method. We also utilize the equity method when we have the ability to exercise significant influence over the affiliated company, despite not holding a significant percentage of its ownership interest. Unless otherwise indicated, all financial and statistical data included in these notes to our Consolidated Financial Statements relate to our continuing operations, with dollar amounts expressed in millions (except per‑share amounts).
We adopted the Financial Accounting Standards Board’s (“FASB”) 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 three million shares and diluted earnings per share available to Tenet common shareholders decreased by $0.01 for the year ended December 31, 2022.
Effective January 1, 2020, we adopted ASU 2016‑13, “Financial Instruments—Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments” (“ASU 2016‑13”), using the modified retrospective transition approach as of the period of adoption. The amendments in this ASU required a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. Upon adoption of ASU 2016‑13 on January 1, 2020, we recorded a cumulative effect adjustment to increase accumulated deficit by $14 million.
Certain prior-year amounts have been reclassified to conform to the current‑year presentation. Due to their increased significance, net gains from the sale of investments and long-lived assets are presented separately in the operating activities section of the accompanying Consolidated Statements of Cash Flows. In prior periods, this activity was included in other items, net within the operating activities section.
Use of Estimates 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 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. Although we believe all adjustments considered necessary for a fair presentation have been included, 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.
Translation of Foreign Currencies We formed our GBC in the Philippines during the year ended December 31, 2019. The GBC’s accounts are measured in its local currency (the Philippine peso) and then translated into U.S. dollars. All assets and liabilities denominated in foreign currency are translated using the current rate of exchange at the balance sheet date. Results of operations denominated in foreign currency are translated using the average rates prevailing throughout the period of operations. Translation gains or losses resulting from changes in exchange rates are accumulated in shareholders’ equity.
Net Operating Revenues
Net Operating Revenues
We recognize net operating revenues in the period in which we satisfy our performance obligations under contracts by transferring services to our customers. Net operating revenues are recognized in the amounts we expect to be entitled to, which are the transaction prices allocated for the distinct services. 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 (“Compact”) 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.
Net Patient Service Revenues—We report net patient service revenues at the amounts that reflect the consideration we expect to be entitled to in exchange for providing patient care. These amounts are due from patients, third‑party payers (including managed care payers and government programs) and others, and they include variable consideration for retroactive revenue adjustments due to settlement of audits, reviews and investigations. Generally, we bill our patients and third‑party payers several days after the services are performed or shortly after discharge. Revenues are recognized as performance obligations are satisfied.
We determine performance obligations based on the nature of the services we provide. We recognize revenues for performance obligations satisfied over time based on actual charges incurred in relation to total expected charges. We believe that this method provides a faithful depiction of the transfer of services over the term of performance obligations based on the inputs needed to satisfy the obligations. Generally, performance obligations satisfied over time relate to patients in our hospitals receiving inpatient acute care services. We measure performance obligations from admission to the point when there are no further services required for the patient, which is generally the time of discharge. We recognize revenues for performance obligations satisfied at a point in time, which generally relate to patients receiving outpatient services, when (1) services are provided, and (2) we do not believe the patient requires additional services.
Because our patient service performance obligations relate to contracts with a duration of less than one year, we have elected to apply the optional exemption provided in FASB Accounting Standards Codification (“ASC”) 606‑10‑50‑14(a) and, therefore, we are not required to disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period. The unsatisfied or partially unsatisfied performance obligations referred to above are primarily related to inpatient acute care services at the end of the reporting period. The performance obligations for these contracts are generally completed when the patients are discharged, which generally occurs within days or weeks of the end of the reporting period.
We determine the transaction price based on gross charges for services provided, reduced by contractual adjustments recognized for third‑party payers, discounts provided to uninsured patients in accordance with our Compact, and estimated implicit price concessions related primarily to uninsured patients. We determine our estimates of contractual adjustments and discounts based on contractual agreements, our discount policies and historical experience. We determine our estimate of implicit price concessions based on our historical collection experience with these classes of patients using a portfolio approach as a practical expedient to account for patient contracts as collective groups rather than individually. The financial statement effects of using this practical expedient are not materially different from an individual contract approach.
Gross charges are retail charges. They are not the same as actual pricing, and they generally do not reflect what a hospital is ultimately paid and, therefore, are not displayed in our consolidated statements of operations. Hospitals are typically paid amounts that are negotiated with insurance companies or are set by the government. Gross charges are used to calculate Medicare outlier payments and to determine certain elements of payment under managed care contracts (such as stop‑loss payments). Because Medicare requires that a hospital’s gross charges be the same for all patients (regardless of payer category), gross charges are what hospitals charge all patients prior to the application of discounts and allowances.
Revenues under the traditional fee‑for‑service (“FFS”) Medicare and Medicaid programs are based primarily on prospective payment systems. Retrospectively determined cost‑based revenues under these programs, which were more prevalent in earlier periods, and certain other payments, such as Indirect Medical Education, Direct Graduate Medical Education, disproportionate share hospital and bad debt expense reimbursement, which are based on our hospitals’ cost reports, are estimated using historical trends and current factors. Cost report settlements under these programs are subject to audit by Medicare and Medicaid auditors and administrative and judicial review, and it can take several years until final settlement of such matters is determined and completely resolved. Because the laws, regulations, instructions and rule interpretations governing Medicare and Medicaid reimbursement are complex and change frequently, the estimates we record could change by material amounts.
We have a system and estimation process for recording Medicare net patient service revenue and estimated cost report settlements. As a result, we record accruals to reflect the expected final settlements on our cost reports. For filed cost reports, we record the accrual based on those cost reports and subsequent activity and record a valuation allowance against those cost reports based on historical settlement trends. The accrual for periods for which a cost report is yet to be filed is recorded based on estimates of what we expect to report on the filed cost reports, and a corresponding valuation allowance is recorded as previously described. Cost reports generally must be filed within five months after the end of the annual cost reporting period. After the cost report is filed, the accrual and corresponding valuation allowance may need to be adjusted.
Settlements with third‑party payers for retroactive revenue adjustments due to audits, reviews or investigations are considered variable consideration and are included in the determination of the estimated transaction price for providing patient care using the most likely outcome method. These settlements are estimated based on the terms of the payment agreement with the payer, correspondence from the payer and our historical settlement activity, including an assessment to ensure that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the retroactive adjustment is subsequently resolved. Estimated settlements are adjusted in future periods as adjustments become known (that is, new information becomes available), or as years are settled or are no longer subject to such audits, reviews and investigations.
Revenues under managed care plans are based primarily on payment terms involving predetermined rates per diagnosis, per‑diem rates, discounted FFS rates and/or other similar contractual arrangements. These revenues are also subject to review and possible audit by the payers, which can take several years before they are completely resolved. The payers are billed for patient services on an individual patient basis. An individual patient’s bill is subject to adjustment on a patient‑by‑patient basis in the ordinary course of business by the payers following their review and adjudication of each particular bill. We estimate the discounts for contractual allowances at the individual hospital level utilizing billing data on an individual patient basis. At the end of each month, on an individual hospital basis, we estimate our expected reimbursement for patients of managed care plans based on the applicable contract terms. Contractual allowance estimates are periodically reviewed for accuracy by taking into consideration known contract terms, as well as payment history. We believe our estimation and review process enables us to identify instances on a timely basis where such estimates need to be revised. We do not believe there were any adjustments to estimates of patient bills that were material to our revenues during the years ended December 31, 2022, 2021 or 2020. In addition, on a corporate‑wide basis, we do not record any general provision for adjustments to estimated contractual allowances for managed care plans. Managed care accounts, net of contractual allowances recorded, are further reduced to their net realizable value through implicit price concessions based on historical collection trends for these payers and other factors that affect the estimation process.
We know of no claims, disputes or unsettled matters with any payer that would materially affect our revenues for which we have not adequately provided in the accompanying Consolidated Financial Statements.
Generally, patients who are covered by third‑party payers are responsible for related co‑pays, co‑insurance and deductibles, which vary in amount. We also provide services to uninsured patients and offer uninsured patients a discount from standard charges. We estimate the transaction price for patients with co‑pays, co‑insurance and deductibles and for those who are uninsured based on historical collection experience and current market conditions. Under our Compact and other uninsured discount programs, the discount offered to certain uninsured patients is recognized as a contractual allowance, which reduces net operating revenues at the time the self‑pay accounts are recorded. The uninsured patient accounts, net of contractual allowances recorded, are further reduced to their net realizable value at the time they are recorded through implicit price concessions based on historical collection trends for self‑pay accounts and other factors that affect the estimation process. There are various factors that can impact collection trends, such as: changes in the economy, which in turn have an impact on unemployment rates and the number of uninsured and underinsured patients; the volume of patients through our emergency departments; the increased burden of co‑pays, co‑insurance amounts and deductibles to be made by patients with insurance; and business practices related to collection efforts. These factors continuously change and can have an impact on collection trends
and our estimation process. Subsequent changes to the estimate of the transaction price are generally recorded as adjustments to net patient service revenues in the period of the change.
We record implicit price concessions, primarily related to uninsured patients and patients with co‑pays, co‑insurance and deductibles. The implicit price concessions included in estimating the transaction price represent the difference between amounts billed to patients and the amounts we expect to collect based on our collection history with similar patients. Although outcomes vary, our policy is to attempt to collect amounts due from patients, including co‑pays, co‑insurance and deductibles due from patients with insurance, at the time of service while complying with all federal and state statutes and regulations, including, but not limited to, the Emergency Medical Treatment and Active Labor Act (“EMTALA”). Generally, as required by EMTALA, patients may not be denied emergency treatment due to inability to pay. Therefore, services, including the legally required medical screening examination and stabilization of the patient, are performed without delaying to obtain insurance information. In non‑emergency circumstances or for elective procedures and services, it is our policy to verify insurance prior to a patient being treated; however, there are various exceptions that can occur. Such exceptions can include, for example, instances where (1) we are unable to obtain verification because the patient’s insurance company was unable to be reached or contacted, (2) a determination is made that a patient may be eligible for benefits under various government programs, such as Medicaid or Victims of Crime, and it takes several days or weeks before qualification for such benefits is confirmed or denied, and (3) under physician orders we provide services to patients that require immediate treatment.
We also provide charity care to patients who are financially unable to pay for the healthcare services they receive. Most patients who qualify for charity care are charged a per‑diem amount for services received, subject to a cap. Except for the per‑diem amounts, our policy is not to pursue collection of amounts determined to qualify as charity care; therefore, we do not report these amounts in net operating revenues. Patient advocates from our Eligibility and Enrollment Services program screen patients in the hospital to determine whether those patients meet eligibility requirements for financial assistance programs. They also expedite the process of applying for these government programs.
Conifer Revenues—Our Conifer segment recognizes revenue from its contracts when Conifer’s performance obligations are satisfied, which is generally as services are rendered. Revenue is recognized in an amount that reflects the consideration to which Conifer expects to be entitled.
At contract inception, Conifer assesses the services specified in its contracts with customers and identifies a performance obligation for each distinct contracted service. Conifer identifies the performance obligations and considers all the services provided under the contract. Conifer generally considers the following distinct services as separate performance obligations:
•revenue cycle management services;
•value‑based care services;
•patient communication and engagement services;
•consulting services; and
•other client‑defined projects.
Conifer’s contracts generally consist of fixed‑price, volume‑based or contingency‑based fees. Conifer’s long‑term contracts typically provide for Conifer to deliver recurring monthly services over a multi‑year period. The contracts are typically priced such that Conifer’s monthly fee to its customer represents the value obtained by the customer in the month for those services. Such multi‑year service contracts may have upfront fees related to transition or integration work performed by Conifer to set up the delivery for the ongoing services. Such transition or integration work typically does not result in a separately identifiable obligation; thus, the fees and expenses related to such work are deferred and recognized over the life of the related contractual service period. For contracts in which the amortization period of the asset is one year or less, we have elected to apply the practical expedient provided by FASB ASC 340‑40‑25‑4 and expense these costs as incurred.
Revenue for fixed‑priced contracts is typically recognized at the time of billing unless evidence suggests that the revenue is earned or Conifer’s obligations are fulfilled in a different pattern. Revenue for volume‑based contracts is typically recognized as the services are being performed at the contractually billable rate, which is generally a percentage of collections or a percentage of client net patient revenue.
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 $858 million and $2.364 billion at December 31, 2022 and 2021, respectively. At December 31, 2022 and 2021, our book overdrafts were $266 million and $226 million, respectively, which were classified as accounts payable. At December 31, 2022 and 2021, $140 million and $188 million, respectively, of total cash and cash equivalents in the accompanying Consolidated Balance Sheets were intended for the operations of our insurance‑related subsidiaries.
At December 31, 2022, 2021 and 2020, we had $196 million, $95 million and $93 million, respectively, of property and equipment purchases accrued for items received but not yet paid. Of these amounts, $191 million, $88 million and $85 million, respectively, were included in accounts payable.
In June 2022, we acquired all of Baylor’s 5% voting ownership interest in USPI. We paid $11 million from cash on hand and recognized a liability of $377 million, the present value of the liability on the acquisition date, for the remainder of the purchase price. We recorded reductions in redeemable noncontrolling interest of $365 million for the carrying value of Baylor’s ownership interest 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 on the acquisition date. This has been reflected as noncash financing activity in the accompanying Consolidated Statement of Cash Flows for the year ended December 31, 2022. Payments made subsequent to the transaction’s close are reflected as cash activity within the financing section of our consolidated statements of cash flows. See Note 18 for additional information about this transaction.
Investments in Debt and Equity Securities
We classify investments in debt securities as either available‑for‑sale, held‑to‑maturity or as part of a trading portfolio. Our policy is to classify investments in debt securities that may be needed for cash requirements as “available‑for‑sale.” At December 31, 2022, we had no significant investments in debt securities classified as either held‑to‑maturity or trading. We carry debt securities classified as available‑for‑sale at fair value. We report their unrealized gains and losses, net of taxes, as accumulated other comprehensive income (loss). We periodically evaluate available-for-sale securities in unrealized loss positions for credit impairment, using both qualitative and quantitative criteria. In the event a security is deemed to be impaired as the result of a credit loss, we record a loss in our consolidated statements of operations.
We carry equity securities at fair value, and we report their unrealized gains and losses in other non-operating income, net, in our consolidated statements of operations. If the equity security does not have a readily determinable fair value, the carrying value of the security is adjusted only when there is a price change that is observable from a transaction of an identical or similar investment. We include realized gains or losses in our consolidated statements of operations based on the specific identification method.
Investments in Unconsolidated Affiliates We control 308 of the facilities within our Ambulatory Care segment and, therefore, consolidate their results. We account for many of the facilities our Ambulatory Care segment holds ownership interests in (158 of 466 at December 31, 2022), 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 the accompanying Consolidated Statements of Operations. In the years ended December 31, 2021 and 2020, equity in earnings of unconsolidated affiliates included $14 million and $17 million, respectively, from PRF grants recognized by our Ambulatory Care segment’s unconsolidated affiliates. No additional revenue was recognized from PRF grants by unconsolidated affiliates during the year ended December 31, 2022.
Summarized financial information for equity method investees is included in the following table. For investments acquired during the reported periods, amounts below include 100% of the investee’s results beginning on the date of our acquisition of the investment.
December 31,
 202220212020
Current assets$1,142 $1,176 $1,309 
Noncurrent assets$1,356 $1,390 $1,262 
Current liabilities$(479)$(495)$(516)
Noncurrent liabilities$(878)$(855)$(866)
Noncontrolling interests$(644)$(659)$(621)
 Years Ended December 31,
 202220212020
Net operating revenues$3,360 $3,030 $2,665 
Net income$805 $836 $702 
Net income attributable to the investees$453 $499 $437 
Our equity method investment that contributed the most to our equity in earnings of unconsolidated affiliates during the years ended December 31, 2022, 2021 and 2020 was Texas Health Ventures Group, LLC (“THVG”), which is operated by USPI. THVG represented $89 million, $107 million and $85 million of total equity in earnings of unconsolidated affiliates of $216 million, $218 million and $169 million in the years ended December 31, 2022, 2021 and 2020, respectively.
Property and Equipment
Additions and improvements to property and equipment exceeding established minimum amounts with a useful life greater than one year are capitalized at cost. Expenditures for maintenance and repairs are charged to expense as incurred. We use the straight‑line method of depreciation for buildings, building improvements and equipment. The estimated useful life for buildings and improvements is primarily 15 to 40 years, and for equipment three to 15 years. Newly constructed hospitals are usually depreciated over 50 years. Interest costs related to construction projects are capitalized. In the years ended December 31, 2022, 2021 and 2020, capitalized interest was $8 million, $4 million and $5 million, respectively.
We evaluate our long‑lived assets for possible impairment annually or whenever events or changes in circumstances indicate that the carrying amount of the asset, or related group of assets, may not be recoverable from estimated future undiscounted cash flows. If the estimated future undiscounted cash flows are less than the carrying value of the assets, we calculate the amount of an impairment charge only if the carrying value of the long‑lived assets exceeds their fair value. The fair value of the asset is estimated based on third‑party appraisals, established market values of comparable assets or internally developed estimates of future net cash flows expected to result from the use and ultimate disposition of the asset. The estimates of these future cash flows are based on assumptions and projections we believe to be reasonable and supportable. Estimates require our subjective judgments and take into account assumptions about revenue and expense growth rates, operating margins and recoverable disposition values, based on industry and operating factors. These assumptions may vary by type of asset and presume stable, improving or, in some cases, declining results, depending on their circumstances. If the presumed level of performance does not occur as expected, impairment may result.
We report long‑lived assets to be disposed of at the lower of their carrying amounts or fair values less costs to sell. In such circumstances, our estimates of fair value are based on third‑party appraisals, established market prices for comparable assets or internally developed estimates of future net cash flows.
Leases We determine if an arrangement is a lease at inception of the contract. Our right‑of‑use assets represent our right to use the underlying assets for the lease term and our lease liabilities represent our obligation to make lease payments arising from the leases. Right‑of‑use assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. We use our estimated incremental borrowing rate, which is derived from information available at the lease commencement date, in determining the present value of lease payments. For our Hospital Operations and Conifer segments, we estimate our incremental borrowing rates for our portfolio of leases using documented rates included in our recent equipment finance leases or, if applicable, recent secured debt issuances that correspond to various lease terms. We also give consideration to information obtained from our bankers, our secured debt fair value and publicly available data for instruments with similar characteristics. For our Ambulatory Care segment, we estimate an incremental borrowing rate for each center by
utilizing historical and projected financial data, estimating a hypothetical credit rating using publicly available market data and adjusting the market data to reflect the effects of collateralization.
Our operating leases are primarily for real estate, including off‑campus outpatient facilities, medical office buildings, and corporate and other administrative offices, as well as medical and office equipment. Our finance leases are primarily for medical equipment and information technology and telecommunications assets. Our real estate lease agreements typically have initial terms of five to 10 years, and our equipment lease agreements typically have initial terms of three years. We do not record leases with an initial term of 12 months or less (short‑term leases) in our consolidated balance sheets.
Our real estate leases may include one or more options to renew, with renewals that can extend the lease term from five to 10 years. The exercise of lease renewal options is at our sole discretion. In general, we do not consider renewal options to be reasonably likely to be exercised, therefore, renewal options are generally not recognized as part of our right‑of‑use assets and lease liabilities. Certain leases also include options to purchase the leased property. The useful life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The majority of our medical equipment leases have terms of three years with a bargain purchase option that is reasonably certain of exercise, so these assets are depreciated over their useful life, typically ranging from five to seven years. Similarly, some of our leases of information technology and telecommunications assets include a transfer of title and, therefore, have useful lives of 15 years.
Certain of our lease agreements for real estate include payments based on actual common area maintenance expenses and others include rental payments adjusted periodically for inflation. These variable lease payments are recognized in other operating expenses, net, but are not included in the right‑of‑use asset or liability balances. Our lease agreements do not contain any material residual value guarantees, restrictions or covenants.
We have elected the practical expedient that allows lessees to choose to not separate lease and non‑lease components by class of underlying asset and are applying this expedient to all relevant asset classes. We have also elected the practical expedient package to not reassess at adoption (1) expired or existing contracts for whether they are or contain a lease, (2) the lease classification of any existing leases or (3) initial indirect costs for existing leases.
Goodwill and Other Intangible Assets
Goodwill represents the excess of costs over the fair value of assets of businesses acquired. Goodwill and other intangible assets acquired in purchase business combinations and determined to have indefinite useful lives are not amortized, but instead are subject to impairment tests performed at least annually. For goodwill, we perform the test at the reporting unit level when events occur that require an evaluation to be performed or at least annually. If we determine the carrying value of goodwill is impaired, or if the carrying value of a business that is to be sold or otherwise disposed of exceeds its fair value, we reduce the carrying value, including any allocated goodwill, to fair value. Estimates of fair value are based on third‑party appraisals, established market prices for comparable assets or internally developed estimates of future net cash flows and presume stable, improving or, in some cases, declining results at our hospitals, depending on their circumstances.
Other intangible assets consist of capitalized software costs, which are amortized on a straight‑line basis over the estimated useful life of the software, which ranges from three to 15 years, costs of acquired management and other contract service rights, most of which have indefinite lives, and miscellaneous intangible assets.
Accruals for General and Professional Liability Risks We accrue for estimated professional and general liability claims, to the extent not covered by insurance, when they are probable and can be reasonably estimated. We maintain reserves, which are based on modeled estimates for the portion of our professional liability risks, including incurred but not reported claims, to the extent we do not have insurance coverage. Our liability consists of estimates established based upon calculations using several factors, including the number of expected claims, estimates of losses for these claims based on recent and historical settlement amounts, estimates of incurred but not reported claims based on historical experience and the timing of historical payments. Our liabilities are adjusted for new claims information in the period such information becomes known. Malpractice expense is recorded within other operating expenses in our consolidated statements of operations.
Income Taxes
We account for income taxes using the asset and liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. Income tax receivables and liabilities and deferred tax assets and liabilities are recognized based on the amounts that more likely than not will be sustained upon ultimate settlement with taxing authorities.
Developing our provision for income taxes and analysis of uncertain tax positions requires significant judgment and knowledge of federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and, if necessary, any valuation allowances that may be required for deferred tax assets.
We assess the realization of our deferred tax assets to determine whether an income tax valuation allowance is required. Based on all available evidence, both positive and negative, and the weight of that evidence to the extent such evidence can be objectively verified, we determine whether it is more likely than not that all or a portion of the deferred tax assets will be realized. The main factors that we consider include:
•Cumulative profits/losses in recent years, adjusted for certain nonrecurring items;
•Income/losses expected in future years;
•Unsettled circumstances that, if unfavorably resolved, would adversely affect future operations and profit levels;
•The availability, or lack thereof, of taxable income in prior carryback periods that would limit realization of tax benefits; and
•The carryforward period associated with the deferred tax assets and liabilities.
We consider many factors when evaluating our uncertain tax positions, and such judgments are subject to periodic review. Tax benefits associated with uncertain tax positions are recognized in the period in which one of the following conditions is satisfied: (1) the more likely than not recognition threshold is satisfied; (2) the position is ultimately settled through negotiation or litigation; or (3) the statute of limitations for the taxing authority to examine and challenge the position has expired. Tax benefits associated with an uncertain tax position are derecognized in the period in which the more likely than not recognition threshold is no longer satisfied.
Segment Reporting We primarily operate acute care hospitals and related healthcare facilities. Our Hospital Operations segment generated 76%, 80% and 81% of our net operating revenues in the years ended December 31, 2022, 2021 and 2020, respectively. Major decisions, including capital resource allocations, are made at the consolidated level, not at the market or hospital level. 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.
Costs Associated With Exit or Disposal Activities We recognize costs associated with exit (including restructuring) or disposal activities when they are incurred and can be measured at fair value, rather than at the date of a commitment to an exit or disposal plan.
Recent Accounting Standards
Recently Issued Accounting Standards
The FASB issued ASU 2022‑03, “Fair Value Measurement (Topic 820) – Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” (“ASU 2022‑03”) in June 2022. Through ASU 2022‑03 the FASB clarified that an entity should measure the fair value of an equity security subject to contractual sale restriction the same way it measures an identical equity security that is not subject to such a restriction. Under this approach the contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, should not affect its fair value. ASU 2022‑03 also enhanced the disclosure requirements related to these instruments. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, and early adoption is permitted. For non‑investment companies, ASU 2022‑03 will be applied prospectively with adjustments resulting from the initial adoption recognized in earnings and disclosed.
The amendments in ASU 2022‑03 primarily affect the RSUs granted to our non‑employee directors as part of their annual compensation, which vest immediately but cannot be sold until a three‑year holding period has lapsed. Upon adoption, we expect to recognize an immaterial amount of incremental stock compensation expense related to these awards.
In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). The standard addresses diversity in practice related to the recognition and measurement of contract assets and contract liabilities acquired in a business combination. The guidance requires an acquirer to recognize and measure contract assets and liabilities acquired in a business combination in accordance with Topic 606 – Revenue from Contracts with Customers as if the acquirer had originated the contracts, as opposed to at their fair value on the acquisition date. ASU 2021-08 is effective for us beginning in 2023, with early adoption permitted. We are currently evaluating the impact of this standard to our financial statements.
Recently Adopted Accounting Standards
As further discussed in Note 1, we adopted ASU 2020-06 effective January 1, 2022 and adopted ASU 2016‑13 effective January 1, 2020. We applied the modified retrospective transition approach as of the period of adoption for both ASU 2020-06 and ASU 2016‑13.
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES (Tables)
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Schedule of Grant Funds Received And Grant Income As detailed in the table below, we received cash payments from the PRF and state and local grant programs during the years ended December 31, 2022, 2021 and 2020. Grant funds received by our Hospital Operations segment and those facilities in our Ambulatory Care segment that we consolidate are included in cash flows from operating activities in our consolidated statements of cash flows. Grant funds received by unconsolidated affiliates for which we provide cash management services (“Cash‑Managed Affiliates”) are included in cash flows from financing activities.
Years Ended December 31,
202220212020
Grant funds received from COVID-19 relief programs:
Included in cash flows from operating activities:
Hospital Operations$193 $142 $824 
Ambulatory Care3 36 76 
$196 $178 $900 
Included in cash flows from financing activities:
Cash‑Managed Affiliates
$— $37 $74 
Years Ended December 31,
202220212020
Grant income recognized from COVID-19 relief programs:
Included in grant income:
Hospital Operations$190 $142 $823 
Ambulatory Care4 49 59 
$194 $191 $882 
Included in equity in earnings of unconsolidated affiliates:
Unconsolidated affiliates$— $14 $17 
Advance payments to our Cash‑Managed Affiliates were recouped through a reduction of those affiliates’ Medicare claims payments and, together with any repayments, are presented in cash flows from financing activities.
Years Ended December 31,
20222021
MAPP advances repaid or recouped:
Included in cash flows from operating activities:
Hospital Operations$876 $457 
Ambulatory Care4 55 
$880 $512 
Included in cash flows from financing activities:
Cash‑Managed Affiliates
$— $104 
Schedule of Equity Method Investments For investments acquired during the reported periods, amounts below include 100% of the investee’s results beginning on the date of our acquisition of the investment.
December 31,
 202220212020
Current assets$1,142 $1,176 $1,309 
Noncurrent assets$1,356 $1,390 $1,262 
Current liabilities$(479)$(495)$(516)
Noncurrent liabilities$(878)$(855)$(866)
Noncontrolling interests$(644)$(659)$(621)
 Years Ended December 31,
 202220212020
Net operating revenues$3,360 $3,030 $2,665 
Net income$805 $836 $702 
Net income attributable to the investees$453 $499 $437 
v3.22.4
EQUITY (Tables)
 12 Months Ended
Dec. 31, 2022
Stockholders' Equity Note [Abstract]  
Schedule of Share Repurchase Activity
The table below summarizes transactions completed under the repurchase program:
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced ProgramMaximum Dollar Value of Shares That May Yet be Purchased Under the Program
 (In Thousands)(In Thousands)(In Millions)
Inception through October 31, 2022
1,800$41.81 1,800$925 
November 1 through November 30, 2022
4,089$42.74 4,089$750 
December 1 through December 31, 2022
— $— — $750 
Inception through December 31, 20225,889$42.45 5,889
v3.22.4
ACCOUNTS RECEIVABLE (Tables)
 12 Months Ended
Dec. 31, 2022
Accounts Receivable Additional Disclosures [Abstract]  
Schedule of Components of Accounts Receivable
The principal components of accounts receivable are shown in the table below:
December 31,
 20222021
Patient accounts receivable$2,746 $2,600 
Estimated future recoveries149 137 
Net cost reports and settlements receivable and valuation allowances48 33 
Accounts receivable, net 
$2,943 $2,770 
Schedule of Location of Assets and Liabilities The following table summarizes the amount and classification of assets and liabilities in the accompanying Consolidated Balance Sheets related to California’s provider fee program:
December 31,
 20222021
Assets:
Other current assets$367 $370 
Investments and other assets$197 $213 
Liabilities:
Other current liabilities$145 $123 
Other long-term liabilities$63 $60 
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:
 Years Ended December 31,
 202220212020
Estimated costs for:   
Uninsured patients$537 $650 $617 
Charity care patients83 97 147 
$620 $747 $764 
v3.22.4
CONTRACT BALANCES (Tables)
 12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of Opening and Closing Balances of Contracts Assets and Liabilities
The opening and closing balances of contract assets and contract liabilities, as well as their classification in our consolidated balance sheets, for our Hospital Operations segment were as follows:
Contract AssetsContract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$181 $876 $— 
December 31, 2022185 — — 
Increase (decrease)$4 $(876)$— 
December 31, 2020$208 $510 $819 
December 31, 2021181 876 — 
Increase (decrease)$(27)$366 $(819)
The opening and closing balances of contract liabilities for our Ambulatory Care segment were as follows:
Contract Liabilities – Current Advances from MedicareContract Liabilities – Long-Term Advances from Medicare
December 31, 2021$4 $— 
December 31, 2022— — 
Decrease$(4)$— 
December 31, 2020$93 $83 
December 31, 20214 — 
Decrease$(89)$(83)
The opening and closing balances of Conifer’s receivables, contract asset, and current and long‑term contract liabilities were as follows:
ReceivablesContract Asset –
Unbilled Revenue		Contract Liability –
Current
Deferred Revenue		Contract Liability –
Long-Term
Deferred Revenue
December 31, 2021$28 $18 $79 $15 
December 31, 202237 15 110 13 
Increase (decrease)$9 $(3)$31 $(2)
December 31, 2020$56 $20 $56 $16 
December 31, 202128 18 79 15 
Increase (decrease)$(28)$(2)$23 $(1)
v3.22.4
ASSETS AND LIABILITIES HELD FOR SALE (Tables)
 12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Schedule of Assets and Liabilities Classified as Held for Sale and Components of Business that have Been Disposed of or have Been Classified as Held for Sale
The following table presents amounts included in income from continuing operations, before income taxes, related to significant components of our business that were recently disposed of:
 Years Ended December 31,
 202220212020
Miami Hospitals (includes a $406 million gain on sale in 2021)
$10 $455 $67 
v3.22.4
LEASES (Tables)
 12 Months Ended
Dec. 31, 2022
Leases [Abstract]  
Schedule of Supplemental Balance Sheet Information Related To Leases
The following table presents the components of our right‑of‑use assets and liabilities related to leases and their classification in our Consolidated Balance Sheets at:
December 31,
Component of Lease BalancesClassification in Consolidated Balance Sheet20222021
Assets:  
Operating lease assetsInvestments and other assets$1,129 $1,002 
Finance lease assets
Property and equipment, at cost, less
accumulated depreciation and amortization
303 333 
Total leased assets$1,432 $1,335 
Liabilities:
Operating lease liabilities:
CurrentOther current liabilities$207 $201 
Long-termOther long-term liabilities1,046 924 
Total operating lease liabilities1,253 1,125 
Finance lease liabilities:
CurrentCurrent portion of long-term debt99 106 
Long-termLong-term debt, net of current portion165 176 
Total finance lease liabilities264 282 
Total lease liabilities$1,517 $1,407 
Schedule of Additional Information Related to Lease Expense, Terms and Discount Rates, and Cash Flow Information
The following table presents the components of our lease expense and their classification in our Consolidated Statements of Operations:
Component of Lease ExpenseClassification in Consolidated Statements of OperationsYears Ended December 31,
202220212020
Operating lease expenseOther operating expenses, net$262 $241 $247 
Finance lease expense:
Amortization of leased assetsDepreciation and amortization58 71 86 
Interest on lease liabilitiesInterest expense8 9 11 
Total finance lease expense66 80 97 
Variable and short term-lease expenseOther operating expenses, net150 171 156 
Total lease expense$478 $492 $500 
The weighted‑average lease terms and discount rates for operating and finance leases are presented in the following table:
Years Ended December 31,
202220212020
Weighted-average remaining lease term (years):
Operating leases8.07.57.9
Finance leases5.55.75.7
Weighted-average discount rate:
Operating leases4.8 %5.1 %5.5 %
Finance leases5.9 %5.4 %5.6 %
Cash flow and other information related to leases is included in the following table:
Years Ended December 31,
202220212020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases$250 $237 $239 
Operating cash outflows from finance leases$14 $12 $15 
Financing cash outflows from finance leases$118 $140 $154 
Right-of-use assets obtained in exchange for lease obligations:
Operating leases$341 $176 $304 
Finance leases$97 $136 $98 
Schedule of Operating Lease Liability Maturity
Future maturities of lease liabilities at December 31, 2022 are presented in the following table:
Operating LeasesFinance LeasesTotal
2023$254 $110 $364 
2024229 80 309 
2025198 39 237 
2026163 14 177 
2027139 7 146 
Later years540 75 615 
Total lease payments1,523 325 1,848 
Less: Imputed interest270 61 331 
Total lease obligations1,253 264 1,517 
Less: Current obligations207 99 306 
Long-term lease obligations$1,046 $165 $1,211 
Schedule of Finance Lease Liability Maturity
Future maturities of lease liabilities at December 31, 2022 are presented in the following table:
Operating LeasesFinance LeasesTotal
2023$254 $110 $364 
2024229 80 309 
2025198 39 237 
2026163 14 177 
2027139 7 146 
Later years540 75 615 
Total lease payments1,523 325 1,848 
Less: Imputed interest270 61 331 
Total lease obligations1,253 264 1,517 
Less: Current obligations207 99 306 
Long-term lease obligations$1,046 $165 $1,211 
v3.22.4
LONG-TERM DEBT (Tables)
 12 Months Ended
Dec. 31, 2022
Long-Term Debt and Lease Obligation [Abstract]  
Schedule of Long-Term Debt
The table below shows our long‑term debt included in the accompanying Consolidated Balance Sheets:
December 31,
 20222021
Senior unsecured notes:  
6.750% due 2023
$— $1,872 
6.125% due 2028
2,500 2,500 
6.875% due 2031
362 362 
Senior secured first lien notes:  
4.625% due July 2024
756 770 
4.625% due September 2024
589 600 
7.500% due 2025
— 700 
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 — 
Senior secured second lien notes:
6.250% due 2027
1,500 1,500 
Finance leases, mortgages and other notes453 443 
Unamortized issue costs and note discounts(131)(151)
Long-term debt15,079 15,646 
Less: Current portion145 135 
Long-term debt, net of current portion$14,934 $15,511 
Schedule of Future Long Term Debt Maturities
Future long‑term debt maturities, including finance lease obligations were as follows as of December 31, 2022:
  Years Ending December 31,Later Years
 Total20232024202520262027
Long-term debt, including finance lease obligations$15,210 $145 $1,463 $77 $2,143 $3,012 $8,370 
v3.22.4
EMPLOYEE BENEFIT PLANS (Tables)
 12 Months Ended
Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Option Activity
The following table summarizes stock option activity during the years ended December 31, 2022, 2021 and 2020:
 Number of OptionsWtd. Avg.
Exercise Price
Per Share		Aggregate
Intrinsic Value		Wtd. Avg
Remaining Life
   (In Millions) 
Outstanding at December 31, 2019
1,960,992 $20.24   
Exercised(987,471)$17.96   
Forfeited/Expired(60,990)$23.28   
Outstanding at December 31, 2020912,531 $22.51   
Exercised(391,533)$20.66   
Outstanding at December 31, 2021
520,998 $23.90   
Exercised(60,051)$28.26   
Outstanding at December 31, 2022
460,947 $23.33 $12 5.1 years
Schedule of Information About Stock Options by Range of Exercise Prices
The following table summarizes information about our outstanding stock options at December 31, 2022:
 Options Outstanding and Exercisable
Range of Exercise Prices Number of
Options		Wtd. Avg.
Remaining
Contractual Life		Wtd. Avg.
Exercise Price
$18.99 to $20.609
293,796 4.6 years$19.75 
$20.61 to $35.430
167,151 6.0 years$29.62 
 460,947 5.1 years$23.33 
Schedule of Restricted Stock Unit Activity
The following table summarizes RSU activity during the years ended December 31, 2022, 2021 and 2020:
 Restricted
Stock Units		Wtd. Avg. Grant Date Fair
Value Per Unit
Unvested at December 31, 2019
1,463,499 $25.08 
Granted1,767,730 $27.72 
Vested(825,727)$25.66 
Forfeited(310,296)$32.09 
Unvested at December 31, 20202,095,206 $25.87 
Granted900,018 $58.61 
Vested(765,814)$30.51 
Forfeited(58,208)$37.60 
Unvested at December 31, 2021
2,171,202 $40.51 
Granted641,205 $80.79 
Vested(1,187,384)$37.18 
Forfeited(104,605)$53.58 
Unvested at December 31, 2022
1,520,418 $66.36 
The following table summarizes RSU activity under USPI’s management equity plan during the years ended December 31, 2022, 2021 and 2020:
Restricted
Stock Units		Wtd. Avg. Grant Date Fair
Value Per Unit
Inception of Plan
Granted2,556,353 $34.13 
Forfeited(531,297)$34.13 
Unvested at December 31, 2020
2,025,056 $34.13 
Granted76,990 $34.13 
Vested(388,588)$34.13 
Forfeited(218,576)$34.13 
Unvested at December 31, 2021
1,494,882 $34.13 
Vested(369,691)$34.13 
Forfeited(202,351)$34.13 
Unvested at December 31, 2022922,840 $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:
Years Ended December 31,
202220212020
Expected volatility
39.6% - 68.1%
65.2% - 79.3%
54.7%
Risk-free interest rate
1.0% - 1.7%
0.1% - 0.6%
1.2%
Schedule of Employee Stock Purchase Plan Activity
We issued the following numbers of shares under our employee stock purchase plan:
 Years Ended December 31, 
 202220212020
Number of shares98,498 89,865 254,767 
Weighted average price$54.19 $63.01 $19.97 
Schedule of Reconciliation of Funded Status of Plans, the Amounts included in the Consolidated Balance Sheets and Assumptions Used for Projected Benefit Obligations
The following tables summarize the balance sheet impact, as well as the benefit obligations, funded status and rate assumptions associated with the SERPs and the DMC Pension Plan based on actuarial valuations prepared:
 December 31,
 20222021
Reconciliation of funded status of plans and the amounts included in the Consolidated Balance Sheets:  
Projected benefit obligations(1)
  
Beginning obligations$(1,313)$(1,429)
Interest cost(37)(36)
Actuarial gain265 42 
Benefits paid83 110 
Ending obligations(1,002)(1,313)
Fair value of plans assets  
Beginning plan assets867 869 
Gain (loss) on plan assets(161)62 
Employer contribution2 22 
Benefits paid(60)(86)
Ending plan assets648 867 
Funded status of plans$(354)$(446)
(1)The accumulated benefit obligation at December 31, 2022 and 2021 was approximately $1.002 billion and $1.311 billion, respectively.
 December 31,
 20222021
Amounts recognized in the Consolidated Balance Sheets consist of:  
Other current liability$(23)$(25)
Other long-term liability$(331)$(421)
Accumulated other comprehensive loss$222 $294 
SERP Assumptions:  
Discount rate5.75 %3.00 %
Compensation increase rate3.00 %3.00 %
Measurement dateDecember 31, 2022December 31, 2021
DMC Pension Plan Assumptions:  
Discount rate5.51 %2.89 %
Compensation increase rateFrozenFrozen
Measurement dateDecember 31, 2022December 31, 2021
Schedule of Components of Net Benefit Costs and Assumptions Used for Net Periodic Benefit Costs
The components of net periodic benefit costs and related assumptions are as follows:
 Years Ended December 31,
 202220212020
Interest costs$37 $36 $47 
Expected return on plan assets(42)(53)(48)
Amortization of net actuarial loss9 11 9 
Net periodic benefit cost (income)$4 $(6)$8 
SERP Assumptions:   
Discount rate3.00 %2.75 %3.50 %
Compensation increase rate3.00 %3.00 %3.00 %
Measurement dateJanuary 1, 2022January 1, 2021January 1, 2020
Census dateJanuary 1, 2022January 1, 2021January 1, 2020
DMC Pension Plan Assumptions:   
Discount rate2.89 %2.53 %3.60 %
Long-term rate of return on assets5.00 %6.25 %6.25 %
Compensation increase rateFrozenFrozenFrozen
Measurement dateJanuary 1, 2022January 1, 2021January 1, 2020
Census dateJanuary 1, 2022January 1, 2021January 1, 2020
Schedule of Weighted-Average Asset Allocations by Asset Category
The weighted‑average asset allocations by asset category as of December 31, 2022, were as follows:
TargetActual
Cash and cash equivalents— %1 %
Equity securities20 %14 %
Debt securities73 %70 %
Alternative investments7 %15 %
Schedule of DMC Pension Plan Assets Measured at Fair Value on a Recurring Basis Aggregated by the Level in the Fair Value Hierarchy
The following tables summarize the DMC Pension Plan assets measured at fair value on a recurring basis as of December 31, 2022 and 2021, aggregated by the level in the fair value hierarchy within which those measurements are determined.
 December 31, 2022Level 1Level 2Level 3
Cash and cash equivalents$7 $7 $— $— 
Equity securities89 89 — — 
Debt Securities:
U.S. government obligations200 200 — — 
Corporate debt securities249 249 — — 
Alternative investments:
Private equity securities78 — — 78 
Hedge funds25 — — 25 
 $648 $545 $— $103 
 December 31, 2021Level 1Level 2Level 3
Cash and cash equivalents$11 $11 $— $— 
Equity securities242 242 — — 
Debt Securities:
U.S. government obligations67 67 — — 
Corporate debt securities448 448 — — 
Alternative investments:
Private equity securities57 — — 57 
Real estate securities16 16 — — 
Hedge funds26 — — 26 
 $867 $784 $— $83 
Schedule of Estimated Future Benefit Payments
The following table presents the estimated future benefit payments to be made from the SERPs and the DMC Pension Plan, a portion of which will be funded from plan assets, for the next five years and in the aggregate for the five years thereafter:
  Years Ending December 31, Five Years Thereafter
 Total20232024202520262027
Estimated benefit payments$822 $85 $85 $85 $85 $84 $398 
v3.22.4
PROPERTY AND EQUIPMENT (Tables)
 12 Months Ended
Dec. 31, 2022
Property, Plant and Equipment [Abstract]  
Schedule of Components of Property and Equipment
The principal components of property and equipment are shown in the table below:
 December 31,
 20222021
Land$661 $635 
Buildings and improvements6,646 6,652 
Construction in progress195 166 
Equipment4,748 4,455 
Finance lease assets413 479 
 12,663 12,387 
Accumulated depreciation and amortization(6,201)(5,960)
Net property and equipment$6,462 $6,427 
v3.22.4
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
 12 Months Ended
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in the Carrying Amount of Goodwill
The following table provides information on changes in the carrying amount of goodwill:
December 31,
 20222021
Hospital Operations  
Goodwill at beginning of period:  
Goodwill$5,238 $5,375 
Accumulated impairment losses(2,430)(2,430)
2,808 2,945 
Goodwill acquired during the year and purchase price allocation adjustments1 — 
Goodwill transferred from Ambulatory Care segment— 41 
Goodwill related to assets held for sale and disposed(3)(178)
Goodwill at end of period$2,806 $2,808 
Goodwill at end of period:  
Goodwill$5,236 $5,238 
Accumulated impairment losses(2,430)(2,430)
Goodwill at end of period$2,806 $2,808 
Ambulatory Care
Goodwill at beginning of period$5,848 $5,258 
Goodwill acquired during the year and purchase price allocation adjustments866 664 
Goodwill transferred to Hospital Operations segment— (41)
Goodwill related to assets held for sale and disposed or deconsolidated facilities(2)(33)
Goodwill at end of period$6,712 $5,848 
Conifer
Goodwill at beginning of period$605 $605 
Goodwill at end of period$605 $605 
Schedule of Other Intangible Assets
The following tables provide information regarding other intangible assets:
 Gross
Carrying
Amount		Accumulated
Amortization		Net Book
Value
At December 31, 2022:   
Other intangible assets with finite useful lives:
Capitalized software costs$1,751 $(1,206)$545 
Contracts295 (146)149 
Other92 (76)16 
Other intangible assets with finite lives2,138 (1,428)710 
Other intangible assets with indefinite useful lives:
Trade names105 — 105 
Contracts603 — 603 
Other6 — 6 
Other intangible assets with indefinite lives714 — 714 
Other intangible assets, net$2,852 $(1,428)$1,424 
At December 31, 2021:
Other intangible assets with finite useful lives:
Capitalized software costs$1,770 $(1,165)$605 
Contracts295 (128)167 
Other95 (81)14 
Total other intangible assets with finite lives2,160 (1,374)786 
Other intangible assets with indefinite useful lives:
Trade names102 — 102 
Contracts602 — 602 
Other7 — 7 
Total other intangible assets with indefinite lives711 — 711 
Total other intangible assets$2,871 $(1,374)$1,497 
Schedule of Estimated Future Amortization of Intangibles with Finite Useful Lives
Estimated future amortization of intangibles with finite useful lives as of December 31, 2022 was as follows:
 TotalYears Ending December 31,Later Years
 20232024202520262027
Amortization of intangible assets$710 $141 $117 $98 $81 $64 $209 
v3.22.4
OTHER ASSETS (Tables)
 12 Months Ended
Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Other Current Assets
The principal components of other current assets in the accompanying Consolidated Balance Sheets were as follows:
December 31,
 20222021
Prepaid expenses$400 $252 
Contract assets200 199 
California provider fee program receivables367 370 
Receivables from other government programs187 257 
Guarantees143 104 
Non-patient receivables390 321 
Other88 54 
Other current assets$1,775 $1,557 
Schedule of Investments and Other Assets
The principal components of investments and other assets in the accompanying Consolidated Balance Sheets were as follows:
 December 31,
 20222021
Marketable securities$30 $9 
Equity investments in unconsolidated healthcare entities1,599 1,806 
Total investments1,629 1,815 
Cash surrender value of life insurance policies37 47 
Long-term deposits56 57 
California provider fee program receivables197 213 
Operating lease assets1,129 1,002 
Other long-term receivables and other assets99 120 
Investments and other assets$3,147 $3,254 
v3.22.4
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)
 12 Months Ended
Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]  
Schedule of Accumulated Other Comprehensive Loss
Our accumulated other comprehensive loss was comprised of the following:
 December 31,
 20222021
Adjustments for defined benefit plans$(178)$(232)
Foreign currency translation adjustments and other— (1)
Unrealized gains on investments(3)— 
Accumulated other comprehensive loss$(181)$(233)
v3.22.4
NET OPERATING REVENUES - (Tables)
 12 Months Ended
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of Sources of Net Operating Revenues Less Provisions for Doubtful Accounts and Implicit Price Concessions
The table below shows our sources of net operating revenues from continuing operations:
Years Ended December 31,
202220212020
Hospital Operations:
Net patient service revenues from hospitals and related outpatient facilities:
Medicare$2,369 $2,615 $2,695 
Medicaid946 1,254 1,081 
Managed care9,730 9,985 9,022 
Uninsured141 199 162 
Indemnity and other661 706 658 
Total13,847 14,759 13,618 
Other revenues(1)
1,214 1,223 1,172 
Hospital Operations total prior to inter-segment eliminations15,061 15,982 14,790 
Ambulatory Care3,248 2,718 2,072 
Conifer1,316 1,267 1,306 
Inter-segment eliminations(451)(482)(528)
Net operating revenues$19,174 $19,485 $17,640 
(1) Primarily physician practices revenues.
The table below shows the composition of net operating revenues for our Ambulatory Care segment:
Years Ended December 31,
202220212020
Net patient service revenues
$3,115 $2,604 $1,960 
Management fees110 86 86 
Revenue from other sources23 28 26 
Net operating revenues$3,248 $2,718 $2,072 
The table below shows the composition of net operating revenues for our Conifer segment:
Years Ended December 31,
202220212020
Revenue cycle services – Tenet$439 $467 $514 
Revenue cycle services – other customers786 705 700 
Other services – Tenet12 15 14 
Other services – other customers79 80 78 
Net operating revenues$1,316 $1,267 $1,306 
Schedule of Revenue Expected to be Recognized in the Future Related to 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. The amounts in the table 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 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.
  Years Ending December 31,Later Years
 Total20232024202520262027
Performance obligations$5,729 $642 $565 $565 $565 $565 $2,827 
v3.22.4
CLAIMS AND LAWSUITS (Tables)
 12 Months Ended
Dec. 31, 2022
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 recorded in continuing operations:
 Balances at
Beginning
of Period		Litigation and
Investigation
Costs		Cash
Payments		OtherBalances at
End of
Period
Year Ended December 31, 2022$78 $70 $(100)$3 $51 
Year Ended December 31, 2021$26 $116 $(59)$(5)$78 
Year Ended December 31, 2020$86 $44 $(108)$4 $26 
v3.22.4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES (Tables)
 12 Months Ended
Dec. 31, 2022
Noncontrolling Interest [Abstract]  
Schedule of Changes in Redeemable Noncontrolling Interests in Equity of Consolidated Subsidiaries
The following table shows the changes in redeemable noncontrolling interests in equity of consolidated subsidiaries:
 December 31,
 20222021
Balances at beginning of period 
$2,203 $1,952 
Net income348 336 
Distributions paid to noncontrolling interests(331)(217)
Accretion of redeemable noncontrolling interests104 11 
Purchases and sales of businesses and noncontrolling interests, net(175)121 
Balances at end of period 
$2,149 $2,203 
The following tables show the composition by segment of our redeemable noncontrolling interests balances, as well as our net income available to redeemable noncontrolling interests:
December 31,
 20222021
Hospital Operations$233 $297 
Ambulatory Care1,357 1,425 
Conifer559 481 
Redeemable noncontrolling interests$2,149 $2,203 
 Years Ended December 31,
 202220212020
Hospital Operations$23 $24 $(33)
Ambulatory Care248 243 153 
Conifer77 69 66 
Net income available to redeemable noncontrolling interests$348 $336 $186 
v3.22.4
INCOME TAXES (Tables)
 12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Schedule of Provision for Income Taxes For Continuing Operations
The provision for income taxes for continuing operations for the years ended December 31, 2022, 2021 and 2020 consisted of the following:
 Years Ended December 31,
 202220212020
Current tax expense:   
Federal$78 $50 $— 
State57 111 30 
 135 161 30 
Deferred tax expense (benefit):   
Federal174 267 (131)
State35 (17)4 
 209 250 (127)
 $344 $411 $(97)
Schedule of Reconciliation Between Reported Income Tax Expense (Benefit) and Income Taxes Calculated by the Statutory Federal Income Tax Rate Foreign pre-tax loss was $8 million, $5 million and $13 million for the years ended December 31, 2022, 2021 and 2020, respectively.
 Years Ended December 31,
 202220212020
Tax expense at statutory federal rate of 21%$282 $396 $141 
State income taxes, net of federal income tax benefit64 77 33 
Tax benefit attributable to noncontrolling interests(122)(114)(75)
Nondeductible goodwill1 35 — 
Nondeductible executive compensation10 8 6 
Nondeductible litigation costs— 1 — 
Expired charitable contribution carryforward— — 1 
Stock-based compensation tax benefit(6)(5)(2)
Changes in valuation allowance120 2 (226)
Prior-year provision to return adjustments and other changes in deferred taxes(12)8 14 
Other items7 3 10 
Income tax expense (benefit)$344 $411 $(97)
A change in the business interest expense disallowance rules took effect in 2022, resulting in a larger amount of interest disallowance compared to prior years.
Schedule of Components of Deferred Tax Assets and Liabilities, Including Any Valuation Allowance The following table discloses those significant components of our deferred tax assets and liabilities, including any valuation allowance:
 December 31, 2022December 31, 2021
 AssetsLiabilitiesAssetsLiabilities
Depreciation and fixed-asset differences$— $436 $— $532 
Reserves related to discontinued operations and restructuring charges5 — 2 — 
Receivables (doubtful accounts and adjustments)246 — 215 — 
Medicare advance payments— — 209 — 
Accruals for retained insurance risks227 — 234 — 
Intangible assets— 416 — 396 
Other long-term liabilities27 — 23 — 
Benefit plans207 — 242 — 
Other accrued liabilities30 — 56 — 
Investments and other assets— 112 — 92 
Interest expense limitation133 — 10 — 
Net operating loss carryforwards74 — 99 — 
Stock-based compensation13 — 12 — 
Right-of-use lease assets and obligations192 173 208 208 
Other items11 49 48 44 
 1,165 1,186 1,358 1,272 
Valuation allowance(177)— (57)— 
 $988 $1,186 $1,301 $1,272 
Schedule of Reconciliation of the Deferred Tax Assets and Liabilities and the Corresponding Amounts Reported in the Accompanying Consolidated Balance Sheets
Below is a reconciliation of the deferred tax assets and liabilities and the corresponding amounts reported in the accompanying Consolidated Balance Sheets.
 December 31,
 20222021
Deferred income tax assets$19 $65 
Deferred tax liabilities(217)(36)
Net deferred tax asset (liability)$(198)$29 
Schedule of Changes in Unrecognized Tax Benefits That Have Impacted Deferred Tax Assets and Liabilities The following table summarizes the total changes in unrecognized tax benefits in continuing operations during the years ended December 31, 2022, 2021 and 2020. There were no such changes in discontinued operations. The additions and reductions for tax positions include the impact of items for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductions. Such amounts include unrecognized tax benefits that have impacted deferred tax assets and liabilities at December 31, 2022, 2021 and 2020.
 Continuing
Operations
Balance At December 31, 2019$31 
Reductions due to a lapse of statute of limitations— 
Balance At December 31, 2020$31 
Reductions due to a lapse of statute of limitations3 
Balance At December 31, 2021$34 
Increases due to tax positions taken in prior periods— 
Balance At December 31, 2022$34 
v3.22.4
EARNINGS PER COMMON SHARE (Tables)
 12 Months Ended
Dec. 31, 2022
Earnings Per Share [Abstract]  
Schedule of Reconciliation of Numerators and Denominators of our Basic and Diluted Earnings Per Common Share
The following table is 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
Average Shares
(Denominator)		Per-Share
Amount
Year Ended December 31, 2022   
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share$410 106,929 $3.83 
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock8 3,587 (0.05)
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share$418 110,516 $3.78 
Year Ended December 31, 2021   
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share$915 106,833 $8.56 
Effect of dilutive stock options, restricted stock units and deferred compensation units— 1,738 (0.13)
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share$915 108,571 $8.43 
Year Ended December 31, 2020   
Net income available to Tenet Healthcare Corporation common shareholders for basic loss per share$399 105,010 $3.80 
Effect of dilutive stock options, restricted stock units and deferred compensation units— 1,253 (0.05)
Net income available to Tenet Healthcare Corporation common shareholders for diluted loss per share$399 106,263 $3.75 
v3.22.4
ACQUISITIONS (Tables)
 12 Months Ended
Dec. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Preliminary Purchase Price Allocation
Preliminary or final purchase price allocations for all the acquisitions made during the years ended December 31, 2022, 2021 and 2020 are as follows:
Years Ended December 31,
 202220212020
Current assets$38 $59 $67 
Property and equipment54 88 63 
Other intangible assets2 8 14 
Goodwill860 664 1,581 
Other long-term assets99 796 38 
Previously held equity method investments(207)(43)— 
Current liabilities(41)(25)(45)
Long-term liabilities(118)(70)(43)
Redeemable noncontrolling interests in equity of consolidated subsidiaries(180)(139)(478)
Noncontrolling interests(273)(95)(20)
Cash paid, net of cash acquired(234)(1,220)(1,177)
Gains on consolidations$— $23 $— 
Schedule of Business Acquisition, Pro Forma Information
The following table provides certain pro forma information for Tenet as if the 2021 SCD Centers acquisition had occurred at the beginning of the year ended December 31, 2020:
 Year Ended December 31,
 20212020
Net operating revenues$19,627 $17,752 
Equity in earnings of unconsolidated affiliates$258 $192 
Net income available to Tenet Healthcare Corporation common shareholders$941 $416 
Diluted earnings per share available to Tenet Healthcare Corporation
common shareholders
$8.66 $3.92 
v3.22.4
SEGMENT INFORMATION (Tables)
 12 Months Ended
Dec. 31, 2022
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 reconciling items necessary to agree to amounts reported in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations, as applicable:
December 31,
 202220212020
Assets:  
Hospital Operations$15,682 $17,173 $18,048 
Ambulatory Care10,557 9,473 8,048 
Conifer917 933 1,010 
Total 
$27,156 $27,579 $27,106 
Schedule of Reconciliation of Other Significant Reconciling Items From Segments to Consolidated
 Years Ended December 31,
 202220212020
Capital expenditures:   
Hospital Operations$668 $578 $467 
Ambulatory Care75 66 51 
Conifer19 14 22 
Total 
$762 $658 $540 
Net operating revenues:   
Hospital Operations total prior to inter-segment eliminations$15,061 $15,982 $14,790 
Ambulatory Care3,248 2,718 2,072 
Conifer   
Tenet451 482 528 
Other clients865 785 778 
Total Conifer revenues1,316 1,267 1,306 
Inter-segment eliminations(451)(482)(528)
Total 
$19,174 $19,485 $17,640 
Equity in earnings of unconsolidated affiliates:   
Hospital Operations$10 $25 $6 
Ambulatory Care206 193 163 
Total 
$216 $218 $169 
Years Ended December 31,
202220212020
Adjusted EBITDA:
Hospital Operations$1,777 $1,931 $1,911 
Ambulatory Care1,327 1,197 868 
Conifer365 355 367 
Total $3,469 $3,483 $3,146 
Depreciation and amortization:
Hospital Operations$692 $722 $739 
Ambulatory Care112 95 81 
Conifer37 38 37 
Total $841 $855 $857 
Adjusted EBITDA $3,469 $3,483 $3,146 
Income (loss) from divested and closed businesses— (1)20 
Depreciation and amortization(841)(855)(857)
Impairment and restructuring charges, and acquisition-related costs(226)(85)(290)
Litigation and investigation costs(70)(116)(44)
Interest expense(890)(923)(1,003)
Loss from early extinguishment of debt(109)(74)(316)
Other non-operating income, net10 14 1 
Gains on sales, consolidation and deconsolidation of facilities1 445 14 
Income from continuing operations, before income taxes$1,344 $1,888 $671 
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Description of Business (Details)
$ in Millions
 1 Months Ended 12 Months Ended
Jun. 30, 2022
USD ($)
Dec. 31, 2022
healthcare_facility
hospital
Jun. 29, 2022
Business Acquisition [Line Items]      
Number of acute care and specialty hospitals operated | hospital   61  
Ambulatory Care      
Business Acquisition [Line Items]      
Number of outpatient centers recorded using equity method   158  
Hospital Operations      
Business Acquisition [Line Items]      
Number of outpatient facilities operated   109  
United Surgical Partners International | Ambulatory Care      
Business Acquisition [Line Items]      
Ownership percentage by parent (percent) 100.00%   95.00%
Conifer Health Solutions, LLC      
Business Acquisition [Line Items]      
Ownership percentage by parent (percent)   76.00%  
United Surgical Partners International | Ambulatory Care      
Business Acquisition [Line Items]      
Number of surgical hospitals operated by subsidiaries | hospital   24  
Number of outpatient centers recorded using equity method   158  
Baylor University Medical Center | United Surgical Partners International      
Business Acquisition [Line Items]      
Share purchase agreement amount of payment | $ $ 406    
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Basis of Presentation (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Jan. 01, 2020
Business Acquisition [Line Items]        
Diluted (in shares) 110,516 108,571 106,263  
Earnings per share, diluted (in dollars per share) $ 3.79 $ 8.42 $ 3.75  
Increase (decrease) accumulated deficit $ (803) $ (1,214)    
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2020-06        
Business Acquisition [Line Items]        
Diluted (in shares) 3,000      
Earnings per share, diluted (in dollars per share) $ (0.01)      
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13        
Business Acquisition [Line Items]        
Increase (decrease) accumulated deficit       $ (14)
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - COVID-19 Pandemic (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2022
USD ($)
segment
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Business Acquisition [Line Items]      
Number of reportable segments | segment 3    
Received cash payments $ 196 $ 178 $ 900
Grant income 194 191 882
Deferred revenue 7 5  
Contract liabilities advance payments 880 512  
Contract liabilities 110 959  
Accrued Compensation And Benefits      
Business Acquisition [Line Items]      
Deferred social security tax payments 128 128  
Hospital Operations      
Business Acquisition [Line Items]      
Received cash payments 193 142 824
Grant income 190 142 823
Contract liabilities advance payments 876 457  
Ambulatory Care      
Business Acquisition [Line Items]      
Received cash payments 3 36 76
Grant income 4 49 59
Contract liabilities advance payments 4 55  
Contract liabilities 0 4 93
Hospital Operations And Ambulatory Care      
Business Acquisition [Line Items]      
Contract liabilities   880  
Cash‑Managed Affiliates      
Business Acquisition [Line Items]      
Received cash payments 0 37 74
Cash‑Managed Affiliates | Ambulatory Care      
Business Acquisition [Line Items]      
Contract liabilities advance payments 0 104  
Unconsolidated affiliates | Ambulatory Care      
Business Acquisition [Line Items]      
Grant income $ 0 $ 14 $ 17
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Net Operating Revenues (Details)
 12 Months Ended
Dec. 31, 2022
Accounting Policies [Abstract]  
Cost report filing period after end of annual cost reporting period 5 months
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents (Details) - USD ($)
$ in Millions
 1 Months Ended 12 Months Ended
Jun. 30, 2022
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Cash and Cash Equivalents        
Cash and cash equivalents   $ 858 $ 2,364  
Accrued property and equipment purchases for items received but not yet paid   196 95 $ 93
United Surgical Partners International        
Cash and Cash Equivalents        
Purchase and sales of business and noncontrolling interest, net $ 365      
Loss from purchase of noncontrolling interests 23      
Baylor University Medical Center | United Surgical Partners International        
Cash and Cash Equivalents        
Share purchase agreement, payment for execution 11      
Debt instrument payment $ 377      
Baylor University Medical Center | United Surgical Partners International | Put Option        
Cash and Cash Equivalents        
Ownership percentage 5.00%      
Captive Insurance Subsidiaries        
Cash and Cash Equivalents        
Cash and cash equivalents   140 188  
Accounts Payable        
Cash and Cash Equivalents        
Book overdrafts classified as accounts payable   266 226  
Accrued property and equipment purchases for items received but not yet paid   $ 191 $ 88 $ 85
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Investments in Unconsolidated Affiliates (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2022
USD ($)
healthcare_facility
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Schedule of Equity Method Investments [Line Items]      
Grant income $ 194 $ 191 $ 882
Percentage of investee results reflected on date of acquisition 1    
Current assets $ 5,981 7,075  
Current liabilities (4,476) (5,109)  
Noncontrolling interests (1,317) (1,026)  
Net operating revenues 19,174 19,485 17,640
Net income 1,001 1,476 768
Equity in earnings of unconsolidated affiliates 216 218 169
Unconsolidated affiliates      
Schedule of Equity Method Investments [Line Items]      
Current assets 1,142 1,176 1,309
Noncurrent assets 1,356 1,390 1,262
Current liabilities (479) (495) (516)
Noncurrent liabilities (878) (855) (866)
Noncontrolling interests (644) (659) (621)
Net operating revenues 3,360 3,030 2,665
Net income 805 836 702
Net income attributable to the investees 453 499 437
Texas Health Ventures Group, LLC      
Schedule of Equity Method Investments [Line Items]      
Equity in earnings of unconsolidated affiliates $ 89 107 85
Ambulatory Care      
Schedule of Equity Method Investments [Line Items]      
Number of outpatient centers recorded not using equity method | healthcare_facility 308    
Number of outpatient centers recorded using equity method | healthcare_facility 158    
Number of outpatient centers | healthcare_facility 466    
Grant income $ 4 49 59
Net operating revenues 3,248 2,718 2,072
Equity in earnings of unconsolidated affiliates 206 193 163
Ambulatory Care | Unconsolidated affiliates      
Schedule of Equity Method Investments [Line Items]      
Grant income $ 0 $ 14 $ 17
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Buildings and improvements | Minimum      
Property and equipment      
Useful life 15 years    
Buildings and improvements | Maximum      
Property and equipment      
Useful life 40 years    
Equipment | Minimum      
Property and equipment      
Useful life 3 years    
Equipment | Maximum      
Property and equipment      
Useful life 15 years    
Newly Constructed Hospitals      
Property and equipment      
Useful life 50 years    
Construction in progress      
Property and equipment      
Interest costs capitalized related to construction projects $ 8 $ 4 $ 5
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Leases (Details)
 12 Months Ended
Dec. 31, 2022
renewal_option
Property and equipment  
Number of renewal options 1
Minimum  
Property and equipment  
Operating lease, renewal term 5 years
Maximum  
Property and equipment  
Operating lease, renewal term 10 years
Real estate | Minimum  
Property and equipment  
Operating lease, term of contract 5 years
Real estate | Maximum  
Property and equipment  
Operating lease, term of contract 10 years
Equipment  
Property and equipment  
Operating lease, term of contract 3 years
Equipment | Minimum  
Property and equipment  
Useful life 3 years
Equipment | Maximum  
Property and equipment  
Useful life 15 years
Medical Equipment  
Property and equipment  
Operating lease, term of contract 3 years
Medical Equipment | Minimum  
Property and equipment  
Useful life 5 years
Medical Equipment | Maximum  
Property and equipment  
Useful life 7 years
Computer And Telecommunication Equipment  
Property and equipment  
Useful life 15 years
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Intangible Assets (Details) - Capitalized software costs
 12 Months Ended
Dec. 31, 2022
Minimum  
Goodwill and Other Intangible Assets  
Estimated useful life 3 years
Maximum  
Goodwill and Other Intangible Assets  
Estimated useful life 15 years
v3.22.4
SIGNIFICANT ACCOUNTING POLICIES - Segment Reporting (Details)
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounting Policies [Abstract]      
Revenue generated by general hospitals 76.00% 80.00% 81.00%
v3.22.4
EQUITY - Noncontrolling Interests (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2019
Noncontrolling Interest [Line Items]        
Noncontrolling interests balance $ 2,459 $ 2,054 $ 937 $ 437
Net income attributable to noncontrolling interests 653 1,140 582  
Noncontrolling Interests        
Noncontrolling Interest [Line Items]        
Noncontrolling interests balance 1,317 1,026 909 $ 854
Net income attributable to noncontrolling interests 242 226 183  
Noncontrolling Interests | Hospital Operations        
Noncontrolling Interest [Line Items]        
Noncontrolling interests balance 132 128    
Net income attributable to noncontrolling interests 21 21 14  
Noncontrolling Interests | Ambulatory Care        
Noncontrolling Interest [Line Items]        
Noncontrolling interests balance 1,185 898    
Net income attributable to noncontrolling interests $ 221 $ 205 $ 169  
v3.22.4
EQUITY - Share Repurchase Programs (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 1 Months Ended 2 Months Ended
Oct. 31, 2022
Dec. 31, 2022
Nov. 30, 2022
Dec. 31, 2022
Oct. 22, 2022
Equity [Abstract]          
Amount of common stock authorized to be repurchased         $ 1,000
Total Number of Shares Purchased 1,800 0 4,089 5,889  
Average Price Paid per Share (in dollars per shares) $ 41.81 $ 0 $ 42.74 $ 42.45  
Maximum Dollar Value of Shares That May Yet be Purchased Under the Program $ 925 $ 750 $ 750 $ 750  
v3.22.4
ACCOUNTS RECEIVABLE - Components (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Accounts Receivable Additional Disclosures [Abstract]    
Patient accounts receivable $ 2,746 $ 2,600
Estimated future recoveries 149 137
Net cost reports and settlements receivable and valuation allowances 48 33
Accounts receivable, net  $ 2,943 $ 2,770
v3.22.4
ACCOUNTS RECEIVABLE - Location of Assets and Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Assets:    
Other current assets $ 2,943 $ 2,770
Investments and other assets 197 213
Liabilities:    
Other current liabilities 1,504 1,300
California's Provider Fee Program    
Assets:    
Other current assets 367 370
California's Provider Fee Program | Other current assets    
Assets:    
Other current assets 367 370
California's Provider Fee Program | Investments and other assets    
Assets:    
Investments and other assets 197 213
California's Provider Fee Program | Other current liabilities    
Liabilities:    
Other current liabilities 145 123
California's Provider Fee Program | Other long-term liabilities    
Liabilities:    
Other long-term liabilities $ 63 $ 60
v3.22.4
ACCOUNTS RECEIVABLE - Allowance (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Accounts receivable and allowance for doubtful accounts      
Estimated costs of caring $ 620 $ 747 $ 764
Uninsured patients      
Accounts receivable and allowance for doubtful accounts      
Estimated costs of caring 537 650 617
Charity care patients      
Accounts receivable and allowance for doubtful accounts      
Estimated costs of caring $ 83 $ 97 $ 147
v3.22.4
CONTRACT BALANCES - Hospital Operations and Ambulatory Care Segments (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Disaggregation of Revenue [Line Items]    
Percentage of contract assets that meet the conditions for unconditional right to payment (percentage) 88.00%  
Contract Assets    
Balance at beginning of period $ 199  
Balance at end of period 200 $ 199
Contract Liabilities – Current Advances from Medicare    
Balance at beginning of period 959  
Balance at end of period 110 959
Contract Liabilities – Long-Term Advances from Medicare    
Balance at beginning of period 15  
Balance at end of period 13 15
Hospital Operations And Other    
Contract Assets    
Balance at beginning of period 181 208
Balance at end of period 185 181
Increase (decrease) 4 (27)
Contract Liabilities – Current Advances from Medicare    
Balance at beginning of period 876 510
Balance at end of period 0 876
Contract Liabilities – Long-Term Advances from Medicare    
Balance at beginning of period 0 819
Balance at end of period 0 0
Hospital Operations And Other | Short-term Contract with Customer    
Contract Liabilities – Current Advances from Medicare    
Increase (decrease) (876) 366
Contract Liabilities – Long-Term Advances from Medicare    
Increase (decrease) (876) 366
Hospital Operations And Other | Long-term Contract with Customer    
Contract Liabilities – Current Advances from Medicare    
Increase (decrease) 0 (819)
Contract Liabilities – Long-Term Advances from Medicare    
Increase (decrease) 0 (819)
Ambulatory Care    
Contract Liabilities – Current Advances from Medicare    
Balance at beginning of period 4 93
Balance at end of period 0 4
Contract Liabilities – Long-Term Advances from Medicare    
Balance at beginning of period 0 83
Balance at end of period 0 0
Ambulatory Care | Short-term Contract with Customer    
Contract Liabilities – Current Advances from Medicare    
Increase (decrease) (4) (89)
Contract Liabilities – Long-Term Advances from Medicare    
Increase (decrease) (4) (89)
Ambulatory Care | Long-term Contract with Customer    
Contract Liabilities – Current Advances from Medicare    
Increase (decrease) 0 (83)
Contract Liabilities – Long-Term Advances from Medicare    
Increase (decrease) $ 0 $ (83)
v3.22.4
CONTRACT BALANCES - Conifer Segment (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Contract Asset – Unbilled Revenue    
Balance at beginning of period $ 199  
Balance at end of period 200 $ 199
Contract Liability – Current Deferred Revenue    
Balance at beginning of period 959  
Balance at end of period 110 959
Contract Liability – Long-Term Deferred Revenue    
Balance at beginning of period 15  
Balance at end of period 13 15
Conifer Segment    
Receivables    
Balance at beginning of period 28 56
Balance at end of period 37 28
Increase (decrease) 9 (28)
Contract Asset – Unbilled Revenue    
Balance at beginning of period 18 20
Balance at end of period 15 18
Increase (decrease) (3) (2)
Contract Liability – Current Deferred Revenue    
Balance at beginning of period 79 56
Balance at end of period 110 79
Contract Liability – Long-Term Deferred Revenue    
Balance at beginning of period 15 16
Balance at end of period 13 15
Contract liabilities advance payments 56 56
Conifer Segment | Short-term Contract with Customer    
Contract Liability – Current Deferred Revenue    
Increase (decrease) 31 23
Contract Liability – Long-Term Deferred Revenue    
Increase (decrease) 31 23
Conifer Segment | Long-term Contract with Customer    
Contract Liability – Current Deferred Revenue    
Increase (decrease) (2) (1)
Contract Liability – Long-Term Deferred Revenue    
Increase (decrease) $ (2) $ (1)
v3.22.4
CONTRACT BALANCES - Contract Costs (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Revenue from Contract with Customer [Abstract]      
Amortized customer contract costs $ 4 $ 4 $ 4
Unamortized contract costs $ 24 $ 23  
v3.22.4
ASSETS AND LIABILITIES HELD FOR SALE - Narrative (Details)
 1 Months Ended 12 Months Ended
Aug. 31, 2021
hospital
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Current Assets and Liabilities Held for Sale        
Impairment charges   $ 94,000,000 $ 8,000,000 $ 92,000,000
Disposal Group, Held-for-sale, Not Discontinued Operations        
Current Assets and Liabilities Held for Sale        
Impairment charges   $ 0 0 $ 0
Miami-Area Hospitals | Disposal Group, Disposed of by Sale, Not Discontinued Operations        
Current Assets and Liabilities Held for Sale        
Number of hospitals for sale | hospital 5      
Gain (loss) on sale of properties     406,000,000  
Urgent Care Centers        
Current Assets and Liabilities Held for Sale        
Gain (loss) on sale of properties     14,000,000  
Philadelphia Building        
Current Assets and Liabilities Held for Sale        
Gain (loss) on sale of properties     $ 2,000,000  
v3.22.4
ASSETS AND LIABILITIES HELD FOR SALE - Significant Components (Details) - Miami-Area Hospitals - Disposal Group, Disposed of by Sale, Not Discontinued Operations - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Accumulated other comprehensive loss $ 10 $ 455 $ 67
Gain (loss) on sale of properties   $ 406  
v3.22.4
IMPAIRMENT AND RESTRUCTURING CHARGES, AND ACQUISITION-RELATED COSTS (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2022
USD ($)
segment
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Impaired Long-Lived Assets Held and Used [Line Items]      
Number of reportable segments | segment 3    
Impairment and restructuring charges, and acquisition-related costs $ 226 $ 85 $ 290
Restructuring charges 118 57 184
Impairment charges 94 8 92
Acquisition costs 14 20 14
Other impairment charges     16
Lease termination costs 32   14
Restructuring costs 43 24 32
Acquisition-related transaction costs     14
Series of Individual Business Acquisitions      
Impaired Long-Lived Assets Held and Used [Line Items]      
Acquisition-related transaction costs 14 20 14
Hospital Operations      
Impaired Long-Lived Assets Held and Used [Line Items]      
Impairment charges 86   79
Ambulatory Care      
Impaired Long-Lived Assets Held and Used [Line Items]      
Impairment charges 6 5 12
Conifer      
Impaired Long-Lived Assets Held and Used [Line Items]      
Impairment charges 2 3 1
Employee Severance      
Impaired Long-Lived Assets Held and Used [Line Items]      
Restructuring charges 27 14 65
Global Business Center in Republic of Philippines      
Impaired Long-Lived Assets Held and Used [Line Items]      
Restructuring charges 16 $ 19 50
USPI Management Equity Plan      
Impaired Long-Lived Assets Held and Used [Line Items]      
Restructuring charges     23
Hospital Buildings and Medical Equipment | Hospital Operations      
Impaired Long-Lived Assets Held and Used [Line Items]      
Impairment charges 82   76
Buildings Subject To Impairment Charges      
Impaired Long-Lived Assets Held and Used [Line Items]      
Noncurrent assets $ 167   $ 483
v3.22.4
LEASES - Balance Sheet Components (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
Operating lease assets $ 1,129 $ 1,002
Finance lease assets 303 333
Total leased assets 1,432 1,335
Operating lease liabilities, current 207 201
Operating lease liabilities, long-term 1,046 924
Total operating lease liabilities 1,253 1,125
Finance lease liabilities, current 99 106
Finance lease liabilities, long-term 165 176
Total finance lease liabilities 264 282
Total lease liabilities $ 1,517 $ 1,407
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Investments and other assets Investments and other assets
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Other current liabilities Other current liabilities
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Other long-term liabilities Other long-term liabilities
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] Current portion of long-term debt Current portion of long-term debt
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Long-term debt, net of current portion Long-term debt, net of current portion
v3.22.4
LEASES - Lease Costs (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Leases [Abstract]      
Operating lease expense $ 262 $ 241 $ 247
Finance lease expense:      
Amortization of leased assets 58 71 86
Interest on lease liabilities 8 9 11
Total finance lease expense 66 80 97
Variable and short term-lease expense 150 171 156
Total lease expense $ 478 $ 492 $ 500
Weighted-average remaining lease term (years), operating leases 8 years 7 years 6 months 7 years 10 months 24 days
Weighted-average remaining lease term (years), finance leases 5 years 6 months 5 years 8 months 12 days 5 years 8 months 12 days
Weighted-average discount rate, operating leases (percentage) 4.80% 5.10% 5.50%
Weighted-average discount rate, finance leases (percentage) 5.90% 5.40% 5.60%
v3.22.4
LEASES - Supplemental Cash Flow Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash outflows from operating leases $ 250 $ 237 $ 239
Operating cash outflows from finance leases 14 12 15
Financing cash outflows from finance leases 118 140 154
Right-of-use assets obtained in exchange for lease obligations:      
Operating leases 341 176 304
Finance leases $ 97 $ 136 $ 98
v3.22.4
LEASES - Schedule of Lease Maturities (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Operating Leases    
2023 $ 254  
2024 229  
2025 198  
2026 163  
2027 139  
Later years 540  
Total lease payments 1,523  
Less: Imputed interest 270  
Total operating lease liabilities 1,253 $ 1,125
Less: Current obligations 207 201
Long-term lease obligations 1,046 924
Finance Leases    
2023 110  
2024 80  
2025 39  
2026 14  
2027 7  
Later years 75  
Total lease payments 325  
Less: Imputed interest 61  
Total finance lease liabilities 264 282
Less: Current obligations 99 106
Long-term lease obligations 165 176
Total    
2023 364  
2024 309  
2025 237  
2026 177  
2027 146  
Later years 615  
Total lease payments 1,848  
Less: Imputed interest 331  
Total lease liabilities 1,517 $ 1,407
Less: Current obligations 306  
Long-term lease obligations $ 1,211  
v3.22.4
LEASES - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Dec. 31, 2022
Dec. 31, 2021
Lessee, Lease, Description [Line Items]      
Operating lease assets   $ 1,129 $ 1,002
Operating lease liability   $ 1,253 $ 1,125
Hospital Operations      
Lessee, Lease, Description [Line Items]      
Net proceeds from sale of buildings $ 147    
Gain on sale of properties 69    
Operating lease assets 103    
Operating lease liability $ 103    
v3.22.4
LONG-TERM DEBT - Schedule of Debt (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Jun. 15, 2022
Feb. 23, 2022
Dec. 31, 2021
Dec. 01, 2021
Sep. 10, 2021
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Finance leases, mortgages and other notes $ 453     $ 443    
Unamortized issue costs and note discounts (131)     (151)    
Long-term debt 15,079     15,646    
Less: Current portion 145     135    
Long-term debt, net of current portion 14,934     15,511    
Senior Notes | 6.750% due 2023            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 0     1,872    
Interest rate, stated percentage 6.75% 6.75%        
Senior Notes | 6.125% due 2028            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 2,500     2,500    
Interest rate, stated percentage 6.125%          
Senior Notes | 6.875% due 2031            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 362     362    
Interest rate, stated percentage 6.875%          
Senior Notes | 4.625% due July 2024            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 756     770    
Interest rate, stated percentage 4.625%         4.625%
Senior Notes | 4.625% due September 2024            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 589     600    
Interest rate, stated percentage 4.625%          
Senior Notes | 7.500% due 2025            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 0     700    
Interest rate, stated percentage 7.50%   7.50%      
Senior Notes | 4.875% due 2026            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 2,100     2,100    
Interest rate, stated percentage 4.875%          
Senior Notes | 5.125% due 2027            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 1,500     1,500    
Interest rate, stated percentage 5.125%          
Senior Notes | 4.625% due 2028            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 600     600    
Interest rate, stated percentage 4.625%          
Senior Notes | 4.250% due 2029            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 1,400     1,400    
Interest rate, stated percentage 4.25%          
Senior Notes | 4.375% due 2030            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 1,450     1,450    
Interest rate, stated percentage 4.375%       4.375%  
Senior Notes | 6.125% due 2030            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 2,000     0    
Interest rate, stated percentage 6.125% 6.125%        
Senior Notes | 6.250% due 2027            
LONG-TERM DEBT AND LEASE OBLIGATIONS            
Carrying amount $ 1,500     $ 1,500    
Interest rate, stated percentage 6.25%          
v3.22.4
LONG-TERM DEBT - Narrative (Details)
 1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Feb. 23, 2022
USD ($)
Sep. 10, 2021
USD ($)
Jun. 02, 2021
USD ($)
Apr. 30, 2020
USD ($)
Dec. 31, 2022
USD ($)
Mar. 31, 2022
USD ($)
Sep. 30, 2021
USD ($)
Jun. 30, 2021
USD ($)
Mar. 31, 2021
USD ($)
Jun. 30, 2022
USD ($)
Dec. 31, 2022
USD ($)
day
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Jun. 15, 2022
USD ($)
Dec. 01, 2021
USD ($)
Mar. 31, 2020
USD ($)
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Gain (loss) on extinguishment of debt                     $ (109,000,000) $ (74,000,000) $ (316,000,000)      
Senior Notes                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Redemption price percentage                     100.00%          
Repurchase obligation due to change of control percentage of principal                     101.00%          
Senior Notes | Minimum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Asset value as a percentage of consolidated net tangible assets for properties to be defined as principal property (percentage)         5.00%           5.00%          
Senior Notes | Maximum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Secured debt ratio                     4.00          
Asset value as a percentage of consolidated net tangible assets for properties to be defined as principal property (percentage)         15.00%           15.00%          
Senior Notes | 4.625% due July 2024                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount   $ 1,100,000,000     $ 14,000,000           $ 14,000,000          
Aggregate principal amount   $ 1,870,000,000                            
Interest rate, stated percentage   4.625%     4.625%           4.625%          
Debt instrument payment   $ 1,113,000,000                            
Gain (loss) on extinguishment of debt         $ 1,000,000   $ (20,000,000)                  
Repayments of debt         13,000,000                      
Carrying amount         756,000,000           $ 756,000,000 770,000,000        
Senior Notes | 4.625% due September 2024                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount         11,000,000           11,000,000          
Aggregate principal amount         $ 600,000,000           $ 600,000,000          
Interest rate, stated percentage         4.625%           4.625%          
Gain (loss) on extinguishment of debt         $ 1,000,000                      
Repayments of debt         11,000,000                      
Carrying amount         $ 589,000,000           $ 589,000,000 600,000,000        
Senior Notes | 6.125% due 2030                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Aggregate principal amount                           $ 2,000,000,000    
Interest rate, stated percentage         6.125%           6.125%     6.125%    
Carrying amount         $ 2,000,000,000           $ 2,000,000,000 0        
Senior Notes | 6.750% due 2023                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount                   $ 124,000,000            
Aggregate principal amount                   1,748,000,000            
Interest rate, stated percentage         6.75%           6.75%     6.75%    
Debt instrument payment                   1,933,000,000            
Gain (loss) on extinguishment of debt                   (71,000,000)            
Debt retirement                   $ 1,872,000,000            
Carrying amount         $ 0           $ 0 1,872,000,000        
Senior Notes | 7.500% due 2025                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount $ 700,000,000                              
Interest rate, stated percentage 7.50%       7.50%           7.50%          
Debt instrument payment $ 730,000,000                              
Gain (loss) on extinguishment of debt           $ (38,000,000)                    
Carrying amount         $ 0           $ 0 700,000,000        
Senior Notes | 4.375% due 2030                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Aggregate principal amount                             $ 1,450,000,000  
Interest rate, stated percentage         4.375%           4.375%       4.375%  
Carrying amount         $ 1,450,000,000           $ 1,450,000,000 $ 1,450,000,000        
Senior Notes | 4.250% due 2029                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Aggregate principal amount     $ 1,400,000,000                          
Interest rate, stated percentage     4.25%                          
Senior Notes | 5.125% due 2025                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount     $ 1,410,000,000                          
Interest rate, stated percentage     5.125%                          
Gain (loss) on extinguishment of debt               $ (31,000,000)                
Repayments of secured debt     $ 1,428,000,000                          
Senior Notes | 7.500% due 2025                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Repurchased face amount                 $ 478,000,000              
Interest rate, stated percentage                 7.00%              
Debt instrument payment                 $ 495,000,000              
Gain (loss) on extinguishment of debt                 $ (23,000,000)              
Credit Agreement                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Incremental period       364 days                        
Credit Agreement | Letter of Credit Facility                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Line of credit facility, subfacility maximum available capacity         200,000,000           200,000,000          
Standby letters of credit outstanding         1,000,000           1,000,000          
Credit Agreement | Revolving Credit Facility                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Revolving credit facility, maximum borrowing capacity (up to)       $ 1,900,000,000 1,500,000,000 $ 1,500,000,000         1,500,000,000         $ 1,500,000,000
Carrying amount         0           0          
Amount available for borrowing under revolving credit facility         1,500,000,000           1,500,000,000          
Threshold limit of revolving credit facility         150,000,000           150,000,000          
Threshold limit of unused borrowing availability under the revolving credit facility (less than)         150,000,000           $ 150,000,000          
Threshold limit of unused borrowing availability under the revolving credit facility, number of consecutive days                     3 days          
Credit Agreement | Revolving Credit Facility | Minimum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Unused commitment fee (percentage)                     0.25%          
Credit Agreement | Revolving Credit Facility | Maximum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Unused commitment fee (percentage)                     0.375%          
Credit Agreement | Revolving Credit Facility | Base rate | Minimum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Percentage margin on variable rate (percentage)                     0.25%          
Credit Agreement | Revolving Credit Facility | Base rate | Maximum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Percentage margin on variable rate (percentage)                     0.75%          
Credit Agreement | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Basis spread on credit spread                     0.10%          
Credit Agreement | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Percentage margin on variable rate (percentage)                     1.25%          
Credit Agreement | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Percentage margin on variable rate (percentage)                     1.75%          
Letter of Credit Facility | Letter of Credit Facility                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Revolving credit facility, maximum borrowing capacity (up to)         200,000,000           $ 200,000,000          
Standby letters of credit outstanding         $ 116,000,000           $ 116,000,000          
Secured debt to EBITDA ratio                     3.00          
Interest rate on issued but undrawn letters of credit (percentage)                     1.50%          
Issuance fee, based on face amount (percentage)                     0.125%          
Maximum secured debt covenant ratio         4.25           4.25          
Letter of Credit Facility | Letter of Credit Facility | Minimum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Unused commitment fee (percentage)                     0.25%          
Letter of Credit Facility | Letter of Credit Facility | Maximum                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Unused commitment fee (percentage)                     0.375%          
Number of business days after notice for reimbursement of drawings | day                     3          
Letter of Credit Facility | Letter of Credit Facility | Base rate                                
LONG-TERM DEBT AND LEASE OBLIGATIONS                                
Percentage margin on variable rate (percentage)                     0.50%          
v3.22.4
LONG-TERM DEBT - Future Maturities (Details)
$ in Millions
Dec. 31, 2022
USD ($)
Long-term debt, including finance lease obligations  
Total $ 15,210
2023 145
2024 1,463
2025 77
2026 2,143
2027 3,012
Later Years $ 8,370
v3.22.4
GUARANTEES (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2022
USD ($)
Income Guarantee  
GUARANTEES  
Guarantee obligation period 12 months
Commitment period 3 years
Guarantee of Business Revenue | Minimum  
GUARANTEES  
Guarantee obligation period 1 year
Guarantee of Business Revenue | Maximum  
GUARANTEES  
Guarantee obligation period 3 years
Income and Revenue Collection Guarantee  
GUARANTEES  
Maximum potential amount of future payments under guarantees $ 164
Income and Revenue Collection Guarantee | Other current liabilities  
GUARANTEES  
Liability for guarantees 143
Guaranteed Investees of Third Parties  
GUARANTEES  
Maximum potential amount of future payments under guarantees 102
Guaranteed Investees of Third Parties | Other current liabilities  
GUARANTEES  
Guarantee obligations for consolidated subsidiaries $ 25
v3.22.4
EMPLOYEE BENEFIT PLANS - Share-based Compensation Plans (Details) - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation costs, pretax $ 56,000,000 $ 56,000,000 $ 44,000,000
2019 Stock Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares available for issuance under the plan (in shares) 9,500,000    
Stock Options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expiration period from the date of grant 10 years    
Vesting period 3 years    
Vesting percentage 33.33%    
Stock-based compensation costs, pretax $ 0 1,000,000 2,000,000
Restricted Stock Units      
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    
Vesting period 3 years    
Vesting percentage 33.33%    
Stock-based compensation costs, pretax $ 45,000,000 $ 42,000,000 $ 30,000,000
Restricted Stock Units | Minimum | Performance-based vesting      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage 0.00%   0.00%
Restricted Stock Units | Maximum | Performance-based vesting      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage 200.00%   200.00%
Performance Based Restricted Stock Unit | Minimum | Performance-based vesting      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage 0.00%    
Performance Based Restricted Stock Unit | Maximum | Performance-based vesting      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Vesting percentage 200.00%    
v3.22.4
EMPLOYEE BENEFIT PLANS - Stock Options (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Wtd. Avg Remaining Life      
Granted (in shares) 0 0 0
Stock Options      
Number of Options      
Outstanding at the beginning of the period (in shares) 520,998 912,531 1,960,992
Exercised (in shares) (60,051) (391,533) (987,471)
Forfeited/Expired (in shares)     (60,990)
Outstanding at the end of the period (in shares) 460,947 520,998 912,531
Wtd. Avg. Exercise Price Per Share      
Outstanding at the beginning of the period (in dollars per share) $ 23.90 $ 22.51 $ 20.24
Exercised (in dollars per share) 28.26 20.66 17.96
Forfeited/Expired (in dollars per share)     23.28
Outstanding at the end of the period (in dollars per share) $ 23.33 $ 23.90 $ 22.51
Aggregate Intrinsic Value      
Outstanding at the end of the period $ 12    
Wtd. Avg Remaining Life      
Outstanding at the end of the period 5 years 1 month 6 days    
Aggregate intrinsic value of awards exercised $ 4 $ 15 $ 15
v3.22.4
EMPLOYEE BENEFIT PLANS - Range of Exercise Prices (Details) - Stock Options
 12 Months Ended
Dec. 31, 2022
$ / shares
shares
Options Outstanding and Exercisable  
Number of options outstanding (in shares) | shares 460,947
Weighted average remaining contractual life 5 years 1 month 6 days
Weighted average exercise price (in dollars per share) $ 23.33
$18.99 to $20.609  
Options Outstanding and Exercisable  
Number of options outstanding (in shares) | shares 293,796
Weighted average remaining contractual life 4 years 7 months 6 days
Weighted average exercise price (in dollars per share) $ 19.75
$18.99 to $20.609 | Minimum  
Summary information about outstanding stock options  
Lower range of stock exercise price range (in dollars per share) 18.99
$18.99 to $20.609 | Maximum  
Summary information about outstanding stock options  
Upper range of stock exercise price range (in dollars per share) $ 20.609
$20.61 to $35.430  
Options Outstanding and Exercisable  
Number of options outstanding (in shares) | shares 167,151
Weighted average remaining contractual life 6 years
Weighted average exercise price (in dollars per share) $ 29.62
$20.61 to $35.430 | Minimum  
Summary information about outstanding stock options  
Lower range of stock exercise price range (in dollars per share) 20.61
$20.61 to $35.430 | Maximum  
Summary information about outstanding stock options  
Upper range of stock exercise price range (in dollars per share) $ 35.430
v3.22.4
EMPLOYEE BENEFIT PLANS - Employee Options (Details) - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation costs $ 56,000,000 $ 56,000,000 $ 44,000,000
Stock Options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share price (in dollars per share) $ 48.79    
Stock-based compensation costs $ 0 $ 1,000,000 $ 2,000,000
Stock Options | Current Employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share based payment award options outstanding percentage 42.30%    
Stock Options | Former Employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Share based payment award options outstanding percentage 57.70%    
v3.22.4
EMPLOYEE BENEFIT PLANS - Restricted Stock Units (Details)
$ / shares in Units, $ in Millions
 1 Months Ended 12 Months Ended
Nov. 30, 2022
shares
May 31, 2020
shares
Dec. 31, 2022
USD ($)
quarter
$ / shares
shares
Dec. 31, 2021
USD ($)
quarter
$ / shares
shares
Dec. 31, 2020
USD ($)
quarter
$ / shares
shares
Other Disclosures          
Stock-based compensation costs, pretax | $     $ 56 $ 56 $ 44
Performance Based Restricted Stock Unit          
Restricted Stock Units          
Granted (in shares)     53,716    
Other Disclosures          
Awards (in shares)     53,716    
Restricted Stock Units          
Restricted Stock Units          
Unvested at the beginning of the period (in shares)     2,171,202 2,095,206 1,463,499
Granted (in shares)     641,205 900,018 1,767,730
Vested (in shares)     (1,187,384) (765,814) (825,727)
Forfeited (in shares)     (104,605) (58,208) (310,296)
Unvested at the end of the period (in shares)     1,520,418 2,171,202 2,095,206
Wtd. Avg. Grant Date Fair Value Per Unit          
Unvested at the beginning of the period (in dollars per share) | $ / shares     $ 40.51 $ 25.87 $ 25.08
Granted (in dollars per share) | $ / shares     80.79 58.61 27.72
Vested (in dollars per share) | $ / shares     37.18 30.51 25.66
Forfeited (in dollars per share) | $ / shares     53.58 37.60 32.09
Unvested at the end of the period (in dollars per share) | $ / shares     $ 66.36 $ 40.51 $ 25.87
Other Disclosures          
Awards (in shares)     641,205 900,018 1,767,730
Vesting period     3 years    
Vesting percentage     33.33%    
Stock-based compensation costs, pretax | $     $ 45 $ 42 $ 30
Unrecognized compensation costs | $     $ 33    
Period for recognition of unrecognized compensation costs     1 year 9 months 18 days    
Non Executive Chairman | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares) 7,325        
Other Disclosures          
Awards (in shares) 7,325        
Non Employee Directors | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)   36,681 35,482 39,738 103,434
Other Disclosures          
Awards (in shares)   36,681 35,482 39,738 103,434
Time Based Vesting, Three Year Period from Grant Date | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     237,381 263,180 607,198
Other Disclosures          
Awards (in shares)     237,381 263,180 607,198
Vesting period     3 years 3 years 3 years
Time Based Vesting, Four Year From Grant Date | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     9,215   104,167
Other Disclosures          
Awards (in shares)     9,215   104,167
Vesting period     4 years   4 years
Time Based Vesting, Settled on Second Anniversary | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     4,608    
Other Disclosures          
Awards (in shares)     4,608    
Time Based Vesting, Evenly On The Third And Fourth Anniversary | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     6,170    
Other Disclosures          
Awards (in shares)     6,170    
Performance Based Vesting Over A Three Year Period | Performance Based Restricted Stock Unit          
Restricted Stock Units          
Granted (in shares)     287,308    
Other Disclosures          
Awards (in shares)     287,308    
Performance Based Vesting Over A Three Year Period | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       244,259 499,285
Other Disclosures          
Awards (in shares)       244,259 499,285
Performance-based vesting | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     297,600 298,492 579,413
Other Disclosures          
Awards (in shares)     297,600 298,492 579,413
Performance-based vesting | Minimum | Performance Based Restricted Stock Unit          
Other Disclosures          
Vesting percentage     0.00%    
Performance-based vesting | Minimum | Restricted Stock Units          
Other Disclosures          
Vesting percentage     0.00%   0.00%
Performance-based vesting | Maximum | Performance Based Restricted Stock Unit          
Other Disclosures          
Vesting percentage     200.00%    
Performance-based vesting | Maximum | Restricted Stock Units          
Other Disclosures          
Vesting percentage     200.00%   200.00%
Time-vesting | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       561,788 1,084,883
Other Disclosures          
Awards (in shares)       561,788 1,084,883
Time-vesting | Director | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       1,372  
Other Disclosures          
Awards (in shares)       1,372  
Time-vesting | Director | Additional Prorated Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       1,685  
Other Disclosures          
Awards (in shares)       1,685  
Eight Quarter Vesting Period | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       189,215  
Other Disclosures          
Awards (in shares)       189,215  
Award vesting period, number of quarterly periods | quarter       8  
Eleven Quarter Vesting Period | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)     53,716   359,713
Other Disclosures          
Awards (in shares)     53,716   359,713
Award vesting period, number of quarterly periods | quarter     11   11
Time Based Vesting, Settled On Fourth Anniversary | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       53,341  
Other Disclosures          
Awards (in shares)       53,341  
Time Based Vesting, Settled On Third Anniversary | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       33,351 13,805
Other Disclosures          
Awards (in shares)       33,351 13,805
Time Based Vesting, One Year From Grant Date | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       14,192  
Other Disclosures          
Awards (in shares)       14,192  
Time Based Vesting On Fourth Anniversary | Senior Officer | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       8,509  
Other Disclosures          
Awards (in shares)       8,509  
Performance Based Vesting On Fourth Anniversary | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       53,341 80,128
Other Disclosures          
Awards (in shares)       53,341 80,128
Performance Based Vesting And Settled Immediately | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)       892  
Other Disclosures          
Awards (in shares)       892  
v3.22.4
EMPLOYEE BENEFIT PLANS - Valuation of Restricted Stock Units (Details) - Restricted Stock Units
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility, minimum 39.60% 65.20%  
Expected volatility , maximum 68.10% 79.30%  
Expected volatility     54.70%
Risk-free interest rate, minimum 1.00% 0.10%  
Risk-free interest rate, maximum 1.70% 0.60%  
Risk-free interest rate     1.20%
v3.22.4
EMPLOYEE BENEFIT PLANS - USPI Management Equity Plan (Details) - USD ($)
$ / shares in Units, $ in Millions
 1 Months Ended 12 Months Ended
Feb. 29, 2020
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Dec. 31, 2015
Wtd. Avg. Grant Date Fair Value Per Unit          
Payments to noncontrolling interest   $ 100 $ 27 $ 39  
Stock-based compensation costs, pretax   $ 56 $ 56 $ 44  
Restricted Stock Units          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Vesting period   3 years      
Contractual right to receive shares of common stock for a stock based award (in shares)   1      
Restricted Stock Units          
Unvested at the beginning of the period (in shares)   2,171,202 2,095,206 1,463,499  
Granted (in shares)   641,205 900,018 1,767,730  
Vested (in shares)   (1,187,384) (765,814) (825,727)  
Forfeited (in shares)   (104,605) (58,208) (310,296)  
Unvested at the end of the period (in shares)   1,520,418 2,171,202 2,095,206  
Wtd. Avg. Grant Date Fair Value Per Unit          
Unvested at the beginning of the period (in dollars per share)   $ 40.51 $ 25.87 $ 25.08  
Granted (in dollars per share)   80.79 58.61 27.72  
Vested (in dollars per share)   37.18 30.51 25.66  
Forfeited (in dollars per share)   53.58 37.60 32.09  
Unvested at the end of the period (in dollars per share)   $ 66.36 $ 40.51 $ 25.87  
Vesting percentage   33.33%      
Stock-based compensation costs, pretax   $ 45 $ 42 $ 30  
2015 USPI Management Equity Plan | Nonqualified Plan          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Vesting period, days to be exercised before termination         90 days
2015 USPI Management Equity Plan | Equity Option | Nonqualified Plan          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Expected payment for vested securities and termination of plan $ 35        
2015 USPI Management Equity Plan | Equity Option | Tranche One | Nonqualified Plan          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage   50.00%      
2015 USPI Management Equity Plan | Equity Option | Tranche Two | Nonqualified Plan          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage   50.00%      
2015 USPI Management Equity Plan | Minimum | Equity Option | Nonqualified Plan          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Percent of common stock allocated to plan         10.00%
Vesting period         3 years
2015 USPI Management Equity Plan | Maximum | Equity Option | Nonqualified Plan          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Vesting period         4 years
2020 USPI Management Equity Plan | Restricted Stock Units          
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]          
Contractual right to receive shares of common stock for a stock based award (in shares)   1      
USPI Management Equity Plan          
Restricted Stock Units          
Unvested at the beginning of the period (in shares)   1,494,882 2,025,056    
Granted (in shares)     76,990 2,556,353  
Vested (in shares)   (369,691) (388,588)    
Forfeited (in shares)   (202,351) (218,576) (531,297)  
Unvested at the end of the period (in shares)   922,840 1,494,882 2,025,056  
Wtd. Avg. Grant Date Fair Value Per Unit          
Unvested at the beginning of the period (in dollars per share)   $ 34.13 $ 34.13    
Granted (in dollars per share)     34.13 $ 34.13  
Vested (in dollars per share)   34.13 34.13    
Forfeited (in dollars per share)   34.13 34.13 34.13  
Unvested at the end of the period (in dollars per share)   $ 34.13 $ 34.13 $ 34.13  
Noncontrolling interest purchased during period through issuance of equity (in shares)       0  
USPI Management Equity Plan | United Surgical Partners International          
Wtd. Avg. Grant Date Fair Value Per Unit          
Payments to noncontrolling interest   $ 11 $ 9    
USPI Management Equity Plan | Restricted Stock Units          
Restricted Stock Units          
Granted (in shares)   0 76,990 2,556,333  
Wtd. Avg. Grant Date Fair Value Per Unit          
Vested and expected to vest at the end of the period (in shares)   922,840      
USPI Management Equity Plan | Restricted Stock Units | Nonqualified Plan          
Wtd. Avg. Grant Date Fair Value Per Unit          
Stock-based compensation costs, pretax   $ 11 $ 13 $ 12  
USPI Management Equity Plan | Restricted Stock Units | Tranche One          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage     20.00% 20.00%  
USPI Management Equity Plan | Restricted Stock Units | Tranche Two          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage     20.00% 20.00%  
USPI Management Equity Plan | Restricted Stock Units | Tranche Three          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage     60.00% 20.00%  
USPI Management Equity Plan | Restricted Stock Units | Tranche Four          
Wtd. Avg. Grant Date Fair Value Per Unit          
Vesting percentage       40.00%  
USPI Management Equity Plan | Nonvoting Common Stock          
Wtd. Avg. Grant Date Fair Value Per Unit          
Outstanding vested shares eligible to be sold (in shares)   98,374      
v3.22.4
EMPLOYEE BENEFIT PLANS - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of shares authorized to be issued under the plan (in shares) 4,070,363    
Shares available for issuance under the plan (in shares) 2,600,000    
Percentage of closing price at which shares are purchased by participant 95.00%    
Requisite holding period for shares issued under the plan 1 year    
Fair market value per employee per year $ 25,000    
Number of shares (in shares) 98,498 89,865 254,767
Weighted average price (in dollars per share) $ 54.19 $ 63.01 $ 19.97
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Base earnings elected to be withheld each quarter by eligible employees to purchase shares of the entity's common stock 1.00%    
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Base earnings elected to be withheld each quarter by eligible employees to purchase shares of the entity's common stock 10.00%    
v3.22.4
EMPLOYEE BENEFIT PLANS - Employee Retirement Plans (Details)
 12 Months Ended
Dec. 31, 2022
USD ($)
plan
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Employee Retirement Plans      
Contribution expense $ 86,000,000 $ 98,000,000 $ 119,000,000
Projected benefit obligations      
Beginning obligations (1,313,000,000) (1,429,000,000)  
Interest cost (37,000,000) (36,000,000) (47,000,000)
Actuarial gain 265,000,000 42,000,000  
Benefits paid 83,000,000 110,000,000  
Ending obligations (1,002,000,000) (1,313,000,000) (1,429,000,000)
Fair value of plans assets      
Beginning plan assets 867,000,000 869,000,000  
Gain (loss) on plan assets (161,000,000) 62,000,000  
Employer contribution 2,000,000 22,000,000  
Benefits paid (60,000,000) (86,000,000)  
Ending plan assets 648,000,000 867,000,000 869,000,000
Funded status of plans (354,000,000) (446,000,000)  
Accumulated benefit obligation 1,002,000,000.000 1,311,000,000  
Amounts recognized in the Consolidated Balance Sheets consist of:      
Other current liability (23,000,000) (25,000,000)  
Other long-term liability (331,000,000) (421,000,000)  
Accumulated other comprehensive loss 222,000,000 294,000,000  
Components of net periodic benefit costs      
Interest costs 37,000,000 36,000,000 47,000,000
Expected return on plan assets (42,000,000) (53,000,000) (48,000,000)
Amortization of net actuarial loss 9,000,000 11,000,000 9,000,000
Net periodic benefit cost (income) $ 4,000,000 $ (6,000,000) $ 8,000,000
Defined Benefit Plan Net Periodic Benefit Cost Credit Interest Cost Statement Of Income Or Comprehensive Income Extensible List Not Disclosed Flag Interest costs Interest costs Interest costs
Defined Benefit Plan Net Periodic Benefit Cost Credit Expected Return Loss Statement Of Income Or Comprehensive Income Extensible List Not Disclosed Flag Expected return on plan assets Expected return on plan assets Expected return on plan assets
Net Periodic Benefit Costs Assumptions:      
Gain (loss) adjustments recorded in other comprehensive income (loss) $ 72,000,000 $ 61,000,000 $ (32,000,000)
Net actuarial losses 63,000,000 50,000,000 (41,000,000)
Amortization of net actuarial loss (9,000,000) (11,000,000) (9,000,000)
Cumulative net actuarial losses 222,000,000 294,000,000 355,000,000
Unrecognized prior service costs $ 0 $ 0 $ 0
SERP      
Employee Retirement Plans      
Number of frozen plans | plan 3    
Accumulated Benefit Obligations Assumptions      
Discount rate 5.75% 3.00%  
Compensation increase rate 3.00% 3.00%  
Net Periodic Benefit Costs Assumptions:      
Discount rate 3.00% 2.75% 3.50%
Compensation increase rate 3.00% 3.00% 3.00%
Pension Plan      
Fair value of plans assets      
Beginning plan assets $ 867,000,000    
Ending plan assets $ 648,000,000 $ 867,000,000  
Accumulated Benefit Obligations Assumptions      
Discount rate 5.51% 2.89%  
Net Periodic Benefit Costs Assumptions:      
Discount rate 2.89% 2.53% 3.60%
Long-term rate of return on assets 5.00% 6.25% 6.25%
v3.22.4
EMPLOYEE BENEFIT PLANS - Asset Allocations (Details) - Pension Plan
Dec. 31, 2022
Cash and cash equivalents  
Weighted-average asset allocations by asset category  
Target 0.00%
Actual 1.00%
Equity securities  
Weighted-average asset allocations by asset category  
Target 20.00%
Actual 14.00%
Debt securities  
Weighted-average asset allocations by asset category  
Target 73.00%
Actual 70.00%
Alternative investments  
Weighted-average asset allocations by asset category  
Target 7.00%
Actual 15.00%
v3.22.4
EMPLOYEE BENEFIT PLANS - Fair Value of Assets and Future Benefit Payments (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Employee Retirement Plans      
Fair value of DMC Pension Plan assets $ 648 $ 867 $ 869
SERP and DMC Pension Plan      
Total 822    
2023 85    
2024 85    
2025 85    
2026 85    
2027 84    
Five Years Thereafter 398    
Amounts recognized in the Consolidated Balance Sheets consist of:      
Benefit plan obligations (354) (446)  
Other current liability 23 25  
Defined benefit plan obligations 331 421  
Expected contribution to the plan for 2023 23    
Pension Plan      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 648 867  
Pension Plan | Cash and cash equivalents      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 7 11  
Pension Plan | Equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 89 242  
Pension Plan | U.S. government obligations      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 200 67  
Pension Plan | Corporate debt securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 249 448  
Pension Plan | Private equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 78 57  
Pension Plan | Real estate securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets   16  
Pension Plan | Hedge funds      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 25 26  
Pension Plan | Level 1      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 545 784  
Pension Plan | Level 1 | Cash and cash equivalents      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 7 11  
Pension Plan | Level 1 | Equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 89 242  
Pension Plan | Level 1 | U.S. government obligations      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 200 67  
Pension Plan | Level 1 | Corporate debt securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 249 448  
Pension Plan | Level 1 | Private equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 1 | Real estate securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets   16  
Pension Plan | Level 1 | Hedge funds      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | Cash and cash equivalents      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | Equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | U.S. government obligations      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | Corporate debt securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | Private equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 2 | Real estate securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets   0  
Pension Plan | Level 2 | Hedge funds      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 3      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 103 83  
Pension Plan | Level 3 | Cash and cash equivalents      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 3 | Equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 3 | U.S. government obligations      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 3 | Corporate debt securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 0 0  
Pension Plan | Level 3 | Private equity securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets 78 57  
Pension Plan | Level 3 | Real estate securities      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets   0  
Pension Plan | Level 3 | Hedge funds      
Employee Retirement Plans      
Fair value of DMC Pension Plan assets $ 25 $ 26  
v3.22.4
PROPERTY AND EQUIPMENT - Components (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Components of property and equipment      
Finance lease assets $ 413 $ 479  
Total property, plant and equipment, gross 12,663 12,387  
Accumulated depreciation and amortization (6,201) (5,960)  
Net property and equipment 6,462 6,427  
Depreciation 669 667 $ 685
Land      
Components of property and equipment      
Property plant and equipment gross 661 635  
Buildings and improvements      
Components of property and equipment      
Property plant and equipment gross 6,646 6,652  
Construction in progress      
Components of property and equipment      
Property plant and equipment gross 195 166  
Equipment      
Components of property and equipment      
Property plant and equipment gross $ 4,748 $ 4,455  
v3.22.4
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill (Details) - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Changes in the carrying amount of goodwill    
Goodwill, Beginning Balance $ 9,261,000,000  
Goodwill at end of period 10,123,000,000 $ 9,261,000,000
Hospital Operations    
Changes in the carrying amount of goodwill    
Goodwill, gross, at beginning of period 5,238,000,000 5,375,000,000
Accumulated impairment losses (2,430,000,000) (2,430,000,000)
Goodwill, Beginning Balance 2,808,000,000 2,945,000,000
Goodwill transferred 0 41,000,000
Goodwill related to assets held for sale and disposed (3,000,000) (178,000,000)
Goodwill acquired during the year and purchase price allocation adjustments 1,000,000 0
Goodwill, gross, at end of period 5,236,000,000 5,238,000,000
Accumulated impairment losses (2,430,000,000) (2,430,000,000)
Goodwill at end of period 2,806,000,000 2,808,000,000
Accumulated impairment losses 2,430,000,000 2,430,000,000
Ambulatory Care    
Changes in the carrying amount of goodwill    
Accumulated impairment losses 0  
Goodwill, Beginning Balance 5,848,000,000 5,258,000,000
Goodwill transferred 0 (41,000,000)
Goodwill related to assets held for sale and disposed (2,000,000) (33,000,000)
Goodwill acquired during the year and purchase price allocation adjustments 866,000,000 664,000,000
Accumulated impairment losses 0 0
Goodwill at end of period 6,712,000,000 5,848,000,000
Accumulated impairment losses 0 0
Conifer    
Changes in the carrying amount of goodwill    
Accumulated impairment losses 0  
Goodwill, Beginning Balance 605,000,000 605,000,000
Accumulated impairment losses 0 0
Goodwill at end of period 605,000,000 605,000,000
Accumulated impairment losses $ 0 $ 0
v3.22.4
GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount $ 2,138 $ 2,160
Accumulated Amortization (1,428) (1,374)
Total 710 786
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total other intangible assets with indefinite lives 714 711
Gross Carrying Amount 2,852 2,871
Net Book Value 1,424 1,497
Trade names    
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total other intangible assets with indefinite lives 105 102
Contracts    
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total other intangible assets with indefinite lives 603 602
Other Intangible Assets    
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total other intangible assets with indefinite lives 6 7
Capitalized software costs    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 1,751 1,770
Accumulated Amortization (1,206) (1,165)
Total 545 605
Contracts    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 295 295
Accumulated Amortization (146) (128)
Total 149 167
Other Intangible Assets    
Finite-Lived Intangible Assets, Net [Abstract]    
Gross Carrying Amount 92 95
Accumulated Amortization (76) (81)
Total $ 16 $ 14
v3.22.4
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Estimated future amortization of intangibles with finite useful lives      
Total $ 710 $ 786  
2023 141    
2024 117    
2025 98    
2026 81    
2027 64    
Later Years 209    
Amortization expense $ 172 $ 188 $ 172
v3.22.4
OTHER ASSETS - Schedule of Other Current Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Accounts receivable and allowance for doubtful accounts    
Prepaid expenses $ 400 $ 252
Contract assets 200 199
California provider fee program receivables 2,943 2,770
Receivables from other government programs 187 257
Guarantees 143 104
Non-patient receivables 390 321
Other 88 54
Other current assets 1,775 1,557
California's Provider Fee Program    
Accounts receivable and allowance for doubtful accounts    
California provider fee program receivables $ 367 $ 370
v3.22.4
OTHER ASSETS - Schedule of Investments and Other Assets (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Investments and other assets    
Marketable securities $ 30 $ 9
Equity Method Investments 1,599 1,806
Total investments 1,629 1,815
Cash surrender value of life insurance policies 37 47
Deposits Assets, Noncurrent 56 57
California provider fee program receivables 197 213
Operating lease assets 1,129 1,002
Other long-term receivables and other assets 99 120
Investments and other assets $ 3,147 $ 3,254
v3.22.4
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss $ 1,142 $ 1,028
Tax benefit (expense) allocated to adjustments for defined benefit plans (18) (14)
Unrealized gain on investments (1)  
Adjustments for defined benefit plans    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss (178) (232)
Foreign currency translation adjustments and other    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss 0 (1)
Unrealized gains on investments    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss (3) 0
Accumulated Other Comprehensive Loss    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Accumulated other comprehensive loss $ (181) $ (233)
v3.22.4
NET OPERATING REVENUES - Net Operating Revenue By Source (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 19,174 $ 19,485 $ 17,640
Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  3,248 2,718 2,072
Conifer      
Disaggregation of Revenue [Line Items]      
Net operating revenues  1,316 1,267 1,306
Operating Segments | Hospital Operations      
Disaggregation of Revenue [Line Items]      
Net operating revenues  15,061 15,982 14,790
Operating Segments | Hospital Operations | Total | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  13,847 14,759 13,618
Operating Segments | Hospital Operations | Medicare | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  2,369 2,615 2,695
Operating Segments | Hospital Operations | Medicaid | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  946 1,254 1,081
Operating Segments | Hospital Operations | Managed care | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  9,730 9,985 9,022
Operating Segments | Hospital Operations | Uninsured | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  141 199 162
Operating Segments | Hospital Operations | Indemnity and other | Acute Care Hospitals And Related Outpatient Facilities      
Disaggregation of Revenue [Line Items]      
Net operating revenues  661 706 658
Operating Segments | Hospital Operations | Other Revenues      
Disaggregation of Revenue [Line Items]      
Net operating revenues  1,214 1,223 1,172
Operating Segments | Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  3,248 2,718 2,072
Operating Segments | Conifer      
Disaggregation of Revenue [Line Items]      
Net operating revenues  1,316 1,267 1,306
Inter-segment eliminations      
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ (451) $ (482) $ (528)
v3.22.4
NET OPERATING REVENUES - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 19,174 $ 19,485 $ 17,640
Revision of Prior Period, Adjustment      
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 10 $ 26 $ 6
v3.22.4
NET OPERATING REVENUES - Net Operating Revenue Composition, Ambulatory Segment (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 19,174 $ 19,485 $ 17,640
Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  3,248 2,718 2,072
Net patient service revenues | Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  3,115 2,604 1,960
Management fees | Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  110 86 86
Revenue from other sources | Ambulatory Care      
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 23 $ 28 $ 26
v3.22.4
NET OPERATING REVENUES - Net Operating Revenue Composition, Conifer Segment (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 19,174 $ 19,485 $ 17,640
Conifer      
Disaggregation of Revenue [Line Items]      
Net operating revenues  1,316 1,267 1,306
Tenet | Conifer | Health Care - Client Contracts - Revenue Cycle Services      
Disaggregation of Revenue [Line Items]      
Net operating revenues  439 467 514
Tenet | Conifer | Health Care - Client Contracts - Other Services      
Disaggregation of Revenue [Line Items]      
Net operating revenues  12 15 14
Other Customers | Conifer | Health Care - Client Contracts - Revenue Cycle Services      
Disaggregation of Revenue [Line Items]      
Net operating revenues  786 705 700
Other Customers | Conifer | Health Care - Client Contracts - Other Services      
Disaggregation of Revenue [Line Items]      
Net operating revenues  $ 79 $ 80 $ 78
v3.22.4
NET OPERATING REVENUES - Performance Obligation (Details) - Conifer
$ in Millions
Dec. 31, 2022
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, remaining performance obligation, amount $ 5,729
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, remaining performance obligation, amount $ 642
Revenue, remaining performance obligation, expected timing of satisfaction, period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, remaining performance obligation, amount $ 565
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]  
Revenue, remaining performance obligation, amount $ 565
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]  
Revenue, remaining performance obligation, amount $ 565
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]  
Revenue, remaining performance obligation, amount $ 565
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]  
Revenue, remaining performance obligation, amount $ 2,827
Revenue, remaining performance obligation, expected timing of satisfaction, period
v3.22.4
INSURANCE - Property Insurance (Details) - USD ($)
$ in Millions
 9 Months Ended 12 Months Ended
Dec. 31, 2022
Mar. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Insurance coverage          
Cybersecurity incident, pre-tax effect $ 100        
Insurance recoveries     $ 14    
Net operating revenues      19,174 $ 19,485 $ 17,640
Forecast          
Insurance coverage          
Insurance coverage, aggregate limit   $ 850      
Insurance Recoveries          
Insurance coverage          
Net operating revenues      $ 6    
Floods | Forecast          
Insurance coverage          
Property insurance coverage   100      
Earthquakes | Forecast          
Insurance coverage          
Property insurance coverage   $ 200      
Insurance deductible (percentage)   5.00%      
Windstorms | Forecast          
Insurance coverage          
Property insurance coverage   $ 200      
Fires and Other Perils | Forecast          
Insurance coverage          
Property insurance coverage   $ 850      
Floods, Earthquakes and Windstorms | Forecast          
Insurance coverage          
Insurance deductible (percentage)   5.00%      
California Earthquake | Forecast          
Insurance coverage          
Insurance deductible   $ 25      
Floods And Windstorms | Forecast          
Insurance coverage          
Insurance deductible   $ 25      
New Madrid Fault Earthquakes | Forecast          
Insurance coverage          
Insurance deductible (percentage)   2.00%      
Insurance deductible   $ 25      
Fires and Certain Other Covered Losses | Forecast          
Insurance coverage          
Insurance deductible   $ 5      
v3.22.4
INSURANCE - Professional and General Liability Reserves (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Insurance coverage      
Malpractice expense, portion related to adverse developments in prior years $ 74 $ 131 $ 120
Other Operating Expense, Net      
Insurance coverage      
Malpractice expense 276 355 $ 320
Professional and General Liability Reserves      
Insurance coverage      
Self insurance reserve $ 1,045 $ 1,045  
v3.22.4
CLAIMS AND LAWSUITS - Narrative (Details) - Other Matters - USD ($)
$ in Millions
 3 Months Ended
Dec. 31, 2021
Sep. 30, 2022
Jun. 30, 2022
Loss Contingencies      
Reserve of estimated obligation $ 23    
Bankruptcy claims, amount paid to settle claims   $ 22 $ 1
v3.22.4
CLAIMS AND LAWSUITS - Reconciliations (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Loss Contingency Accrual [Roll Forward]      
Litigation and investigation costs $ 70 $ 116 $ 44
Claims, Lawsuits, and Regulatory Proceedings      
Loss Contingency Accrual [Roll Forward]      
Litigation reserve, Balances at Beginning of Period 78 26 86
Litigation and investigation costs 70 116 44
Cash Payments (100) (59) (108)
Other 3 (5) 4
Litigation reserve, Balances at End of Period $ 51 $ 78 $ 26
v3.22.4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Narrative (Details)
$ in Millions
 1 Months Ended 6 Months Ended 12 Months Ended 18 Months Ended
Jun. 30, 2022
USD ($)
Jun. 30, 2022
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Jun. 30, 2022
Interests acquired and other disclosures          
Accretion of redeemable noncontrolling interests     $ 102 $ 8  
Other current liabilities     1,471 1,362  
Other long-term liabilities     1,787 $ 1,439  
United Surgical Partners International          
Interests acquired and other disclosures          
Purchase and sales of business and noncontrolling interest, net $ 365        
Loss from purchase of noncontrolling interests 23        
Other current liabilities     135    
Other long-term liabilities     $ 190    
Baylor University Medical Center | United Surgical Partners International          
Interests acquired and other disclosures          
Share purchase agreement amount of payment 406        
Share purchase agreement, payment for execution $ 11        
Number of monthly payments of share purchase agreement     35 months    
Share purchase agreement, monthly payment     $ 11    
Baylor University Medical Center | United Surgical Partners International | Put Option          
Interests acquired and other disclosures          
Joint venture ownership (as a percentage) 5.00% 5.00%     5.00%
Baylor University Medical Center | United Surgical Partners International | Put Option | Maximum          
Interests acquired and other disclosures          
Purchased equity In joint venture, percentage of total shares (percentage)   0.333   0.3333 0.666
v3.22.4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Changes in Redeemable Noncontrolling Interests (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Increase (Decrease) in Temporary Equity [Roll Forward]      
Balances at beginning of period  $ 2,203    
Net income 348 $ 336 $ 186
Distributions paid to noncontrolling interests (229) (206) (152)
Accretion of redeemable noncontrolling interests 102 8  
Balances at end of period  2,149 2,203  
Redeemable Noncontrolling Interests      
Increase (Decrease) in Temporary Equity [Roll Forward]      
Balances at beginning of period  2,203 1,952  
Net income 348 336  
Distributions paid to noncontrolling interests (331) (217)  
Accretion of redeemable noncontrolling interests 104 11  
Purchases and sales of businesses and noncontrolling interests, net (175) 121  
Balances at end of period  $ 2,149 $ 2,203 $ 1,952
v3.22.4
REDEEMABLE NONCONTROLLING INTERESTS IN EQUITY OF CONSOLIDATED SUBSIDIARIES - Segment Details (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Increase (Decrease) in Temporary Equity [Roll Forward]      
Redeemable noncontrolling interests $ 2,149 $ 2,203  
Net income available to redeemable noncontrolling interests 348 336 $ 186
Hospital Operations      
Increase (Decrease) in Temporary Equity [Roll Forward]      
Redeemable noncontrolling interests 233 297  
Net income available to redeemable noncontrolling interests 23 24 (33)
Ambulatory Care      
Increase (Decrease) in Temporary Equity [Roll Forward]      
Redeemable noncontrolling interests 1,357 1,425  
Net income available to redeemable noncontrolling interests 248 243 153
Conifer      
Increase (Decrease) in Temporary Equity [Roll Forward]      
Redeemable noncontrolling interests 559 481  
Net income available to redeemable noncontrolling interests $ 77 $ 69 $ 66
v3.22.4
INCOME TAXES - Provision and Deferred Taxes (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Current tax expense:      
Federal $ 78 $ 50 $ 0
State 57 111 30
Total 135 161 30
Deferred tax expense (benefit):      
Federal 174 267 (131)
State 35 (17) 4
Total 209 250 (127)
Income tax expense (benefit) $ 344 $ 411 $ (97)
v3.22.4
INCOME TAXES - Federal Tax Reconciliation (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Tax Disclosure [Abstract]      
Foreign pretax loss $ 8 $ 5 $ 13
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% 282 396 141
State income taxes, net of federal income tax benefit 64 77 33
Tax benefit attributable to noncontrolling interests (122) (114) (75)
Nondeductible goodwill 1 35 0
Nondeductible executive compensation 10 8 6
Nondeductible litigation costs 0 1 0
Expired charitable contribution carryforward 0 0 1
Stock-based compensation tax benefit (6) (5) (2)
Changes in valuation allowance 120 2 (226)
Prior-year provision to return adjustments and other changes in deferred taxes (12) 8 14
Other items 7 3 10
Income tax expense (benefit) $ 344 $ 411 $ (97)
v3.22.4
INCOME TAXES - Narrative (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2020
USD ($)
Income Tax Disclosure [Abstract]  
Income tax expense (benefit) $ (88)
Increase (decrease) in deferred tax valuation allowance due to a change in tax accounting method $ (126)
v3.22.4
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Millions
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Assets      
Reserves related to discontinued operations and restructuring charges $ 5 $ 2  
Receivables (doubtful accounts and adjustments) 246 215  
Medicare advance payments 0 209  
Accruals for retained insurance risks 227 234  
Other long-term liabilities 27 23  
Benefit plans 207 242  
Other accrued liabilities 30 56  
Interest expense limitation 133 10  
Net operating loss carryforwards 74 99  
Stock-based compensation 13 12  
Right-of-use lease assets and obligations 192 208  
Other items 11 48  
Deferred tax assets, gross 1,165 1,358  
Valuation allowance (177) (57) $ (55)
Deferred tax assets, net 988 1,301  
Liabilities      
Depreciation and fixed-asset differences 436 532  
Intangible assets 416 396  
Investments and other assets 112 92  
Right-of-use lease assets and obligations 173 208  
Other items 49 44  
Deferred tax liabilities, gross, total 1,186 1,272  
Deferred tax liabilities, total 1,186 1,272  
Reconciliation of the deferred tax assets and liabilities      
Deferred income tax assets 19 65  
Deferred tax liabilities (217) (36)  
Net deferred tax asset (liability) $ (198) $ 29  
v3.22.4
INCOME TAXES - Valuation Allowances and Unrecognized Tax Benefits (Details) - USD ($)
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
INCOME TAXES      
Increase (decrease) in valuation allowance against deferred tax assets $ 120,000,000 $ 2,000,000 $ (226,000,000)
Increase (decrease) in valuation allowance due to limitations on deductions of interest expense 123,000,000 2,000,000 (211,000,000)
Decrease in valuation allowance due to changes based on expiration or worthlessness of unutilized state net operating loss carryovers 1,000,000 2,000,000 1,000,000
Increase (decrease) in valuation allowance due to changes in expected realizability of deferred tax assets (2,000,000) 2,000,000 (14,000,000)
Valuation allowance 177,000,000 57,000,000 55,000,000
Changes in unrecognized tax benefits      
Beginning balance 34,000,000 31,000,000  
Ending balance 34,000,000 34,000,000 31,000,000
Unrecognized tax benefits which, if recognized, would impact effective tax rate 32,000,000 32,000,000 29,000,000
Increase (decrease) unrecognized tax benefits   3,000,000  
Total accrued interest and penalties on unrecognized tax benefits 1,000,000    
Continuing Operations      
Changes in unrecognized tax benefits      
Beginning balance 34,000,000 31,000,000 31,000,000
Reductions due to a lapse of statute of limitations   3,000,000 0
Increases due to tax positions taken in prior periods 0    
Ending balance $ 34,000,000 $ 34,000,000 $ 31,000,000
v3.22.4
INCOME TAXES - NOL and Tax Credit Carryforwards (Details) - USD ($)
Dec. 31, 2022
Dec. 31, 2021
Operating loss carryforwards    
Unrecognized federal and state tax benefits and reserves for interest and penalties, which may decrease in the next 12 months $ 0  
Charitable contribution carryforwards 45,000,000  
Deferred tax benefit, net of valuation allowance and federal tax impact, associated with NOL carryforwards 74,000,000 $ 99,000,000
Federal    
Operating loss carryforwards    
Net operating loss carryforwards 100,000,000  
Operating loss carryforwards, subject to expiration 40,000,000  
Operating loss carryforwards, not subject to expiration 60,000,000  
State    
Operating loss carryforwards    
Operating loss carryforwards, subject to expiration 3,106,000,000  
Deferred tax benefit, net of valuation allowance and federal tax impact, associated with NOL carryforwards $ 42,000,000  
v3.22.4
EARNINGS PER COMMON SHARE (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Net Income Available to Common Shareholders (Numerator)      
Net income available to Tenet Healthcare Corporation common shareholders for basic earnings per share $ 410 $ 915 $ 399
Effect of dilutive stock options, restricted stock units, deferred compensation units, convertible instruments and dividends on preferred stock 8 0 0
Net income available to Tenet Healthcare Corporation common shareholders for diluted earnings per share $ 418 $ 915 $ 399
Weighted Average Shares (Denominator)      
Net income (loss) available/attributable to Tenet Healthcare Corporation common shareholders for basic earnings per share (in shares) 106,929 106,833 105,010
Effect of dilutive stock options, restricted stock units and deferred compensation units (in shares) 3,587 1,738 1,253
Net income (loss) available/attributable to Tenet Healthcare Corporation common shareholders for diluted earnings per share (in shares) 110,516 108,571 106,263
Per-Share Amount      
Net income (loss) available/attributable to Tenet Healthcare Corporation common shareholders for basic earnings per share (in dollars per share) $ 3.83 $ 8.56 $ 3.80
Effect of dilutive stock options, restricted stock units, and deferred compensation units (in dollars per share) (0.05) (0.13) (0.05)
Net income (loss) available/attributable to Tenet Healthcare Corporation common shareholders for diluted earnings per share (in dollars per share) $ 3.78 $ 8.43 $ 3.75
v3.22.4
FAIR VALUE MEASUREMENTS (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Impairment charges $ 94 $ 8 $ 92
Fair Value, Nonrecurring | Level 2      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Assets held-for-use, long lived, fair value $ 167    
Fair Value, Recurring | Level 2      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Estimated fair value of the long-term debt instrument as a percentage of carrying value 92.80% 103.30%  
v3.22.4
ACQUISITIONS - Narrative (Details)
$ in Millions
 1 Months Ended 12 Months Ended
Jul. 31, 2022
USD ($)
surgery_center
Dec. 31, 2021
USD ($)
surgery_center
Dec. 31, 2020
USD ($)
surgical_center
Dec. 31, 2022
USD ($)
hospital
surgery_center
Dec. 31, 2021
USD ($)
business
hospital
quarter
Dec. 31, 2020
USD ($)
business
Business Acquisition [Line Items]            
Goodwill   $ 9,261   $ 10,123 $ 9,261  
Goodwill, purchase accounting adjustments       7    
Acquisition-related transaction costs           $ 14
Ambulatory Care            
Business Acquisition [Line Items]            
Goodwill   5,848 $ 5,258 6,712 5,848 5,258
Series of Individual Business Acquisitions            
Business Acquisition [Line Items]            
Goodwill   664 1,581 860 664 1,581
Business combination acquisition noncontrolling interest, fair value   $ 95 $ 20 273 95 20
Acquisition-related transaction costs       14 20 14
Gains on consolidations       0 23 0
Series of Individual Business Acquisitions | Ambulatory Care            
Business Acquisition [Line Items]            
Cash paid to acquire businesses       $ 65 $ 21  
Number of surgical centers acquired       11 2  
Consideration conveyed in the acquisition       $ 65 $ 74 $ 80
Number of ambulatory surgery centers noncontrolling interests | surgery_center       23    
Number of business acquisitions | business         11 10
Number of hospitals | hospital         3  
United Urology Group            
Business Acquisition [Line Items]            
Number of ambulatory surgery centers operated by subsidiaries | surgery_center 19          
United Urology Group | 2022 Acquisition | Ambulatory Care            
Business Acquisition [Line Items]            
Number of ambulatory surgery centers development stage | surgery_center 3          
Cash paid to acquire businesses $ 104          
Goodwill 316          
Business combination acquisition noncontrolling interest, fair value $ 223          
United Surgical Partners International | Ambulatory Care            
Business Acquisition [Line Items]            
Number of ambulatory surgery centers | hospital       442    
United Surgical Partners International | 2021 SCD Centers | Ambulatory Care            
Business Acquisition [Line Items]            
Number of ambulatory surgery centers development stage | surgery_center   14        
Cash paid to acquire businesses         $ 1,125  
Number of surgical centers acquired | surgery_center   86        
Number of ambulatory surgery centers noncontrolling interests | surgery_center   57        
Number of ambulatory surgery centers | surgery_center   15        
United Surgical Partners International | 2020 SCD Centers | Ambulatory Care            
Business Acquisition [Line Items]            
Cash paid to acquire businesses           $ 1,097
Number of surgical centers acquired | surgical_center     45      
Consideration conveyed in the acquisition     $ 1,115      
Debt incurred in acquisition of surgical centers           $ 18
v3.22.4
ACQUISITIONS - Purchase Price Allocation (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Final purchase price allocations      
Goodwill $ 10,123 $ 9,261  
Cash paid, net of cash acquired (234) (1,220) $ (1,177)
Series of Individual Business Acquisitions      
Final purchase price allocations      
Current assets 38 59 67
Property and equipment 54 88 63
Other intangible assets 2 8 14
Goodwill 860 664 1,581
Other long-term assets 99 796 38
Previously held equity method investments (207) (43) 0
Current liabilities (41) (25) (45)
Long-term liabilities (118) (70) (43)
Redeemable noncontrolling interests in equity of consolidated subsidiaries (180) (139) (478)
Noncontrolling interests (273) (95) (20)
Cash paid, net of cash acquired (234) (1,220) (1,177)
Gains on consolidations $ 0 $ 23 $ 0
v3.22.4
ACQUISITIONS - Pro Forma Information (Details) - 2021 SCD Centers - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Business Acquisition [Line Items]    
Net operating revenues $ 19,627 $ 17,752
Equity in earnings of unconsolidated affiliates 258 192
Net income available to Tenet Healthcare Corporation common shareholders $ 941 $ 416
Diluted earnings per share available to Tenet Healthcare Corporation common shareholders (in dollars per share) $ 8.66 $ 3.92
v3.22.4
SEGMENT INFORMATION - Narrative (Details)
$ in Millions
 1 Months Ended 3 Months Ended 12 Months Ended
Jun. 30, 2022
USD ($)
Apr. 30, 2021
hospital
Mar. 31, 2021
Dec. 31, 2022
hospital
state
surgery_center
Jun. 29, 2022
Apr. 01, 2021
imaging_center
Conifer Health Solutions, LLC            
Concentration Risk [Line Items]            
Ownership percentage of subsidiary       76.00%    
Baylor University Medical Center | United Surgical Partners International            
Concentration Risk [Line Items]            
Share purchase agreement amount of payment | $ $ 406          
Hospital Operations            
Concentration Risk [Line Items]            
Number of hospitals owned by subsidiaries       61    
Number of states in which entity operates | state       9    
Number of imaging centers transferred | imaging_center           24
Hospital Operations | United Surgical Partners International            
Concentration Risk [Line Items]            
Percentage of assets transferred between segments     1.00%      
Ambulatory Care | United Surgical Partners International            
Concentration Risk [Line Items]            
Ownership percentage of subsidiary 100.00%       95.00%  
Ambulatory Care | United Surgical Partners International            
Concentration Risk [Line Items]            
Number of states in which entity operates | state       35    
Number of ambulatory surgery centers consolidated | surgery_center       300    
Number of surgical hospitals operated by subsidiaries       24    
Number of surgical hospitals consolidated       8    
Urgent Care Centers | United Surgical Partners International            
Concentration Risk [Line Items]            
Number of urgent care centers sold   40        
Conifer            
Concentration Risk [Line Items]            
Number of hospitals to which segment of the entity provides revenue cycle services       660    
v3.22.4
SEGMENT INFORMATION - Reconciling Items (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Segment Reporting Information [Line Items]      
Assets $ 27,156 $ 27,579 $ 27,106
Capital expenditures 762 658 540
Net operating revenues  19,174 19,485 17,640
Equity in earnings of unconsolidated affiliates 216 218 169
Adjusted EBITDA  3,469 3,483 3,146
Depreciation and amortization 841 855 857
Adjusted Segment EBITDA [Abstract]      
Adjusted EBITDA  3,469 3,483 3,146
Income (loss) from divested and closed businesses 0 (1) 20
Depreciation and amortization (841) (855) (857)
Impairment and restructuring charges, and acquisition-related costs (226) (85) (290)
Litigation and investigation costs (70) (116) (44)
Interest expense (890) (923) (1,003)
Loss from early extinguishment of debt (109) (74) (316)
Other non-operating income, net 10 14 1
Gains on sales, consolidation and deconsolidation of facilities 1 445 14
Income from continuing operations, before income taxes 1,344 1,888 671
Inter-segment eliminations      
Segment Reporting Information [Line Items]      
Net operating revenues  (451) (482) (528)
Hospital Operations      
Segment Reporting Information [Line Items]      
Assets 15,682 17,173 18,048
Capital expenditures 668 578 467
Equity in earnings of unconsolidated affiliates 10 25 6
Adjusted EBITDA  1,777 1,931 1,911
Depreciation and amortization 692 722 739
Adjusted Segment EBITDA [Abstract]      
Adjusted EBITDA  1,777 1,931 1,911
Depreciation and amortization (692) (722) (739)
Hospital Operations | Operating segments      
Segment Reporting Information [Line Items]      
Net operating revenues  15,061 15,982 14,790
Ambulatory Care      
Segment Reporting Information [Line Items]      
Assets 10,557 9,473 8,048
Capital expenditures 75 66 51
Net operating revenues  3,248 2,718 2,072
Equity in earnings of unconsolidated affiliates 206 193 163
Adjusted EBITDA  1,327 1,197 868
Depreciation and amortization 112 95 81
Adjusted Segment EBITDA [Abstract]      
Adjusted EBITDA  1,327 1,197 868
Depreciation and amortization (112) (95) (81)
Ambulatory Care | Operating segments      
Segment Reporting Information [Line Items]      
Net operating revenues  3,248 2,718 2,072
Conifer      
Segment Reporting Information [Line Items]      
Assets 917 933 1,010
Capital expenditures 19 14 22
Net operating revenues  1,316 1,267 1,306
Adjusted EBITDA  365 355 367
Depreciation and amortization 37 38 37
Adjusted Segment EBITDA [Abstract]      
Adjusted EBITDA  365 355 367
Depreciation and amortization (37) (38) (37)
Conifer | Operating segments      
Segment Reporting Information [Line Items]      
Net operating revenues  1,316 1,267 1,306
Conifer | Operating segments | Tenet      
Segment Reporting Information [Line Items]      
Net operating revenues  451 482 528
Conifer | Operating segments | Other clients      
Segment Reporting Information [Line Items]      
Net operating revenues  $ 865 $ 785 $ 778
v3.22.4
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) - Valuation allowance for deferred tax assets - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Movement in valuation and qualifying accounts      
Balance at Beginning of Period $ 57 $ 55 $ 281
Costs and Expenses 120 2 (226)
Deductions 0 0 0
Other Items 0 0 0
Balance at End of Period $ 177 $ 57 $ 55