UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 30, 2019

OR

☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from               to               

Commission File Number 1-7293

_________________________________________

TENET HEALTHCARE CORPORATION

(Exact name of Registrant as specified in its charter)

_________________________________________

Nevada	95-2557091
(State of Incorporation)	(IRS Employer Identification No.)

1445 Ross Avenue, Suite 1400

Dallas, TX 75202

(Address of principal executive offices, including zip code)

(469) 893-2200

(Registrant’s telephone number, including area code)

_________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol	Name of each exchange on which registered
Common stock	$0.05 par value	THC	New York Stock Exchange
6.875% Senior Notes due 2031		THC31	New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days.   Yes x No ¨

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months.   Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company (each as defined in Exchange Act Rule 12b-2).

Large accelerated filer	x		Accelerated filer	¨	Non-accelerated filer		¨
Smaller reporting company		☐			Emerging growth company	☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2).   Yes ☐ No x

At October 31, 2019, there were 103,895,190 shares of the Registrant’s common stock outstanding.

TENET HEALTHCARE CORPORATION

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Financial Statements	1
	Notes to Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	59
Item 4.	Controls and Procedures	60
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	61
Item 1A.	Risk Factors	61
Item 6.	Exhibits	63

i

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

TENET HEALTHCARE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

Dollars in Millions

(Unaudited)

	September 30,			December 31,
	2019			2018
ASSETS
Current assets:
Cash and cash equivalents	$	314		$	411
Accounts receivable	2,768			2,595
Inventories of supplies, at cost	311			305
Income tax receivable	18			21
Assets held for sale	—			107
Other current assets	1,378			1,197
Total current assets	4,789			4,636
Investments and other assets	2,380			1,456
Deferred income taxes	252			312
Property and equipment, at cost, less accumulated depreciation and amortization ($5,645 at September 30, 2019 and $5,221 at December 31, 2018)	7,001			6,993
Goodwill	7,315			7,281
Other intangible assets, at cost, less accumulated amortization ($1,098 at September 30, 2019 and $1,013 at December 31, 2018)	1,620			1,731
Total assets	$	23,357		$	22,409
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	165		$	182
Accounts payable	1,125			1,207
Accrued compensation and benefits	842			838
Professional and general liability reserves	230			216
Accrued interest payable	252			240
Liabilities held for sale	—			43
Other current liabilities	1,314			1,131
Total current liabilities	3,928			3,857
Long-term debt, net of current portion	14,858			14,644
Professional and general liability reserves	671			666
Defined benefit plan obligations	495			521
Deferred income taxes	36			36
Other long-term liabilities	1,405			578
Total liabilities	21,393			20,302
Commitments and contingencies
Redeemable noncontrolling interests in equity of consolidated subsidiaries	1,475			1,420
Equity:
Shareholders’ equity:
Common stock, $0.05 par value; authorized 262,500,000 shares; 152,118,277 shares issued at September 30, 2019 and 150,897,143 shares issued at December 31, 2018	7			7
Additional paid-in capital	4,751			4,747
Accumulated other comprehensive loss	(216		)	(223		)
Accumulated deficit	(2,469		)	(2,236		)
Common stock in treasury, at cost, 48,346,277 shares at September 30, 2019 and 48,359,705 shares at December 31, 2018	(2,414		)	(2,414		)
Total shareholders’ deficit	(341		)	(119		)
Noncontrolling interests	830			806
Total equity	489			687
Total liabilities and equity	$	23,357		$	22,409

See accompanying Notes to Condensed Consolidated Financial Statements.

TENET HEALTHCARE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Dollars in Millions, Except Per-Share Amounts

(Unaudited) 

	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
Net operating revenues	$	4,568		$	4,489		$	13,673		$	13,694
Equity in earnings of unconsolidated affiliates	38			33			114			97
Operating expenses:
Salaries, wages and benefits	2,174			2,116			6,475			6,478
Supplies	760			726			2,254			2,248
Other operating expenses, net	1,042			1,094			3,160			3,181
Electronic health record incentives	—			—			(1		)	(1		)
Depreciation and amortization	205			204			627			602
Impairment and restructuring charges, and acquisition-related costs	46			46			101			123
Litigation and investigation costs	84			9			115			28
Net losses (gains) on sales, consolidation and deconsolidation of facilities	1			7			3			(111		)
Operating income	294			320			1,053			1,243
Interest expense	(244		)	(249		)	(742		)	(758		)
Other non-operating expense, net	(3		)	—			(3		)	(2		)
Loss from early extinguishment of debt	(180		)	—			(227		)	(2		)
Income (loss) from continuing operations, before income taxes	(133		)	71			81			481
Income tax expense	(20		)	(6		)	(67		)	(120		)
Income (loss) from continuing operations, before discontinued operations	(153		)	65			14			361
Discontinued operations:
Income from operations	1			—			13			3
Income tax expense	—			—			(2		)	—
Income from discontinued operations	1			—			11			3
Net income (loss)	(152		)	65			25			364
Less: Net income available to noncontrolling interests	80			74			259			248
Net income available (loss attributable) to Tenet Healthcare Corporation common shareholders	$	(232	)	$	(9	)	$	(234	)	$	116
Amounts available (attributable) to Tenet Healthcare Corporation common shareholders
Income (loss) from continuing operations, net of tax	$	(233	)	$	(9	)	$	(245	)	$	113
Income from discontinued operations, net of tax	1			—			11			3
Net income available (loss attributable) to Tenet Healthcare Corporation common shareholders	$	(232	)	$	(9	)	$	(234	)	$	116
Earnings (loss) per share available (attributable) to Tenet Healthcare Corporation common shareholders:
Basic
Continuing operations	$	(2.25	)	$	(0.09	)	$	(2.37	)	$	1.11
Discontinued operations	0.01			—			0.11			0.03
	$	(2.24	)	$	(0.09	)	$	(2.26	)	$	1.14
Diluted
Continuing operations	$	(2.25	)	$	(0.09	)	$	(2.37	)	$	1.09
Discontinued operations	0.01			—			0.11			0.03
	$	(2.24	)	$	(0.09	)	$	(2.26	)	$	1.12
Weighted average shares and dilutive securities outstanding (in thousands):
Basic	103,558			102,402			103,181			101,980
Diluted	103,558			102,402			103,181			103,802

See accompanying Notes to Condensed Consolidated Financial Statements.

2

TENET HEALTHCARE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OTHER COMPREHENSIVE INCOME

Dollars in Millions

(Unaudited)

	Three Months Ended September 30,					Nine Months Ended September 30,
	2019			2018		2019			2018
Net income (loss)	$	(152	)	$	65	$	25		$	364
Other comprehensive income (loss):
Amortization of net actuarial loss included in other non-operating expense, net	3			3		9			11
Sale of foreign subsidiary	—			37		—			37
Foreign currency translation adjustments	—			—		—			(3		)
Other comprehensive income before income taxes	3			40		9			45
Income tax benefit (expense) related to items of other comprehensive income (loss)	—			1		(2		)	—
Total other comprehensive income, net of tax	3			41		7			45
Comprehensive net income (loss)	(149		)	106		32			409
Less: Comprehensive income available to noncontrolling interests	80			74		259			248
Comprehensive income available (loss attributable) to    Tenet Healthcare Corporation common shareholders	$	(229	)	$	32	$	(227	)	$	161

See accompanying Notes to Condensed Consolidated Financial Statements.

3

TENET HEALTHCARE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Dollars in Millions

(Unaudited)

	Nine Months Ended September 30,
	2019			2018
Net income	$	25		$	364
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	627			602
Deferred income tax expense	57			110
Stock-based compensation expense	34			34
Impairment and restructuring charges, and acquisition-related costs	101			123
Litigation and investigation costs	115			28
Net losses (gains) on sales, consolidation and deconsolidation of facilities	3			(111		)
Loss from early extinguishment of debt	227			2
Equity in earnings of unconsolidated affiliates, net of distributions received	(6		)	9
Amortization of debt discount and debt issuance costs	25			33
Pre-tax income from discontinued operations	(13		)	(3		)
Other items, net	(14		)	(22		)
Changes in cash from operating assets and liabilities:
Accounts receivable	(174		)	(36		)
Inventories and other current assets	(98		)	73
Income taxes	(4		)	(14		)
Accounts payable, accrued expenses and other current liabilities	(37		)	(194		)
Other long-term liabilities	(15		)	(82		)
Payments for restructuring charges, acquisition-related costs, and litigation costs and settlements	(136		)	(113		)
Net cash used in operating activities from discontinued operations, excluding income taxes	(4		)	(4		)
Net cash provided by operating activities	713			799
Cash flows from investing activities:
Purchases of property and equipment — continuing operations	(492		)	(404		)
Purchases of businesses or joint venture interests, net of cash acquired	(23		)	(97		)
Proceeds from sales of facilities and other assets — continuing operations	44			498
Proceeds from sales of facilities and other assets — discontinued operations	17			—
Proceeds from sales of marketable securities, long-term investments and other assets	52			165
Purchases of equity investments	(14		)	(43		)
Other long-term assets	1			5
Other items, net	(11		)	(4		)
Net cash provided by (used in) investing activities	(426		)	120
Cash flows from financing activities:
Repayments of borrowings under credit facility	(1,880		)	(505		)
Proceeds from borrowings under credit facility	2,155			505
Repayments of other borrowings	(6,084		)	(238		)
Proceeds from other borrowings	5,718			15
Debt issuance costs	(63		)	—
Distributions paid to noncontrolling interests	(223		)	(217		)
Proceeds from sales of noncontrolling interests	15			14
Purchases of noncontrolling interests	(8		)	(643		)
Proceeds from exercise of stock options and employee stock purchase plan	4			15
Other items, net	(18		)	24
Net cash used in financing activities	(384		)	(1,030		)
Net decrease in cash and cash equivalents	(97		)	(111		)
Cash and cash equivalents at beginning of period	411			611
Cash and cash equivalents at end of period	$	314		$	500
Supplemental disclosures:
Interest paid, net of capitalized interest	$	(705	)	$	(652	)
Income tax payments, net	$	(18	)	$	(24	)

See accompanying Notes to Condensed Consolidated Financial Statements.

4

TENET HEALTHCARE CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

NOTE 1. BASIS OF PRESENTATION

Description of Business and Basis of Presentation

Tenet Healthcare Corporation (together with our subsidiaries, referred to herein as “Tenet,” “we” or “us”) is a diversified healthcare services company headquartered in Dallas, Texas. Through an expansive care network that includes USPI Holding Company, Inc. (“USPI”), at September 30, 2019, we operated 65 hospitals and approximately 500 other healthcare facilities, including surgical hospitals, ambulatory surgery centers, urgent care and imaging centers, and other care sites and clinics. We also operate Conifer Health Solutions, through our Conifer Holdings, Inc. (“Conifer”) subsidiary, which provides revenue cycle management and value-based care services to hospitals, health systems, physician practices, employers and other customers.

This quarterly report supplements our Annual Report on Form 10-K for the year ended December 31, 2018 (“Annual Report”). As permitted by the Securities and Exchange Commission for interim reporting, we have omitted certain notes and disclosures that substantially duplicate those in our Annual Report. For further information, refer to the audited Consolidated Financial Statements and notes included in our Annual Report. Unless otherwise indicated, all financial and statistical data included in these notes to our Condensed Consolidated Financial Statements relate to our continuing operations, with dollar amounts expressed in millions (except per-share amounts).

Effective January 1, 2019, we adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” (“ASU 2016-02”) using the modified retrospective transition approach as of the period of adoption. Our financial statements for periods prior to January 1, 2019 were not modified for the application of the new lease accounting standard. The main difference between the guidance in ASU 2016-02 and previous accounting principles generally accepted in the United States of America (“GAAP”) is the recognition of lease assets and lease liabilities on the balance sheet by lessees for those leases classified as operating leases under previous GAAP. Upon adoption of ASU 2016-02, we recorded $822 million of right-of-use assets, net of deferred rent, associated with operating leases in investments and other assets in our condensed consolidated balance sheet, $147 million of current liabilities associated with operating leases in other current liabilities in our condensed consolidated balance sheet and $715 million of long-term liabilities associated with operating leases in other long-term liabilities in our condensed consolidated balance sheet. We also recognized $1 million of cumulative effect adjustment that decreased accumulated deficit at January 1, 2019.

Although the Condensed Consolidated Financial Statements and related notes within this document are unaudited, we believe all adjustments considered necessary for a fair presentation have been included and are of a normal recurring nature. In preparing our financial statements in conformity with GAAP, we are required to make estimates and assumptions that affect the amounts reported in our Condensed Consolidated Financial Statements and these accompanying notes. We regularly evaluate the accounting policies and estimates we use. In general, we base the estimates on historical experience and on assumptions that we believe to be reasonable given the particular circumstances in which we operate. Actual results may vary from those estimates. 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 amounts presented herein. Although we make every effort to ensure that the information we report to those agencies is accurate, complete and consistent with applicable reporting guidelines, we cannot be responsible for the accuracy of the information they make available to the public.

Operating results for the three and nine month periods ended September 30, 2019 are not necessarily indicative of the results that may be expected for the full year. Reasons for this include, but are not limited to: overall revenue and cost trends, particularly the timing and magnitude of price changes; fluctuations in contractual allowances and cost report settlements and valuation allowances; managed care contract negotiations, settlements or terminations and payer consolidations; trends in patient accounts receivable collectability and associated implicit price concessions; fluctuations in interest rates; levels of malpractice insurance expense and settlement trends; impairment of long-lived assets and goodwill; restructuring charges; losses, costs and insurance recoveries related to natural disasters and other weather-related occurrences; litigation and investigation costs; acquisitions and dispositions of facilities and other assets; gains (losses) on sales, consolidation and deconsolidation of facilities; income tax rates and deferred tax asset valuation allowance activity; changes in estimates of accruals for annual incentive compensation; the timing and amounts of stock option and restricted stock unit grants to employees and directors; gains (losses) from early extinguishment of debt; and changes in occupancy levels and patient volumes. Factors that affect service mix, revenue mix, patient volumes and, thereby, the results of operations at our hospitals and related healthcare facilities include, but are not limited to: changes in federal and state healthcare regulations; the business environment, economic conditions and demographics of local communities in which we operate; the number of uninsured and

5

underinsured individuals in local communities treated at our hospitals; seasonal cycles of illness; climate and weather conditions; physician recruitment, satisfaction, retention and attrition; advances in technology and treatments that reduce length of stay; local healthcare competitors; managed care contract negotiations or terminations; the number of patients with high-deductible health insurance plans; hospital performance data on quality measures and patient satisfaction, as well as standard charges for services; any unfavorable publicity about us, or our joint venture partners, that impacts our relationships with physicians and patients; and the timing of elective procedures. These considerations apply to year-to-year comparisons as well.

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 other 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 healthcare systems, as well as individual hospitals, physician practices, self-insured organizations, health plans and other entities.

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.

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.

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 $314 million and $411 million at September 30, 2019 and December 31, 2018, respectively. At September 30, 2019 and December 31, 2018, our book overdrafts were $287 million and $288 million, respectively, which were classified as accounts payable.

At September 30, 2019 and December 31, 2018, $204 million and $177 million, respectively, of total cash and cash equivalents in the accompanying Condensed Consolidated Balance Sheets were intended for the operations of our captive insurance subsidiaries, and $2 million and $8 million, respectively, of total cash and cash equivalents in the accompanying Condensed Consolidated Balance Sheets were intended for the operations of our health plan-related businesses.

Also at September 30, 2019 and December 31, 2018, we had $69 million and $135 million, respectively, of property and equipment purchases accrued for items received but not yet paid. Of these amounts, $50 million and $114 million, respectively, were included in accounts payable.

During the nine months ended September 30, 2019 and 2018, we entered into non-cancellable capital (finance) leases of $91 million and $94 million, respectively.

6

Other Intangible Assets

The following tables provide information regarding other intangible assets, which are included in the accompanying Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018: 

	Gross Carrying Amount		Accumulated Amortization			Net Book Value
At September 30, 2019:
Capitalized software costs	$	1,637	$	(927	)	$	710
Trade names	102		—			102
Contracts	875		(90		)	785
Other	104		(81		)	23
Total	$	2,718	$	(1,098	)	$	1,620

	Gross Carrying Amount		Accumulated Amortization			Net Book Value
At December 31, 2018:
Capitalized software costs	$	1,667	$	(858	)	$	809
Trade names	102		—			102
Contracts	871		(76		)	795
Other	104		(79		)	25
Total	$	2,744	$	(1,013	)	$	1,731

Estimated future amortization of intangibles with finite useful lives at September 30, 2019 is as follows: 

			Three Months Ending		Years Ending								Later Years
			December 31,
	Total		2019		2020		2021		2022		2023
Amortization of intangible assets	$	938	$	45	$	132	$	117	$	104	$	95	$	445

We recognized amortization expense of $138 million and $134 million in the accompanying Condensed Consolidated Statements of Operations for the nine months ended September 30, 2019 and 2018, respectively.

Investments in Unconsolidated Affiliates

We control 237 of the facilities within our Ambulatory Care segment and, therefore, consolidate their results. We account for many of the facilities our Ambulatory Care segment operates (111 of 348 at September 30, 2019), as well as additional companies in which our Hospital Operations and other 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 Condensed Consolidated Statements of Operations. Summarized financial information for these equity method investees is included in the following table; among the equity method investees are four North Texas hospitals in which we held minority interests that were operated by our Hospital Operations and other segment through the divestiture of these investments effective March 1, 2018. For investments acquired during the reporting periods, amounts reflect 100% of the investee’s results beginning on the date of our acquisition of the investment.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Net operating revenues	$	622	$	546	$	1,809	$	1,667
Net income	$	156	$	126	$	447	$	374
Net income available to the investees	$	97	$	80	$	290	$	240

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NOTE 2. ACCOUNTS RECEIVABLE

The principal components of accounts receivable are shown in the table below: 

	September 30, 2019		December 31, 2018
Continuing operations:
Patient accounts receivable	$	2,559	$	2,427
Estimated future recoveries	169		148
Net cost reports and settlements receivable and valuation allowances	38		18
	2,766		2,593
Discontinued operations	2		2
Accounts receivable, net	$	2,768	$	2,595

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 had $274 million and $218 million of receivables recorded in other current assets and investments and other assets, respectively, and $70 million and $50 million of payables recorded in other current liabilities and other long-term liabilities, respectively, in the accompanying Condensed Consolidated Balance Sheet at September 30, 2019 related to California’s provider fee program. We had $278 million and $231 million of receivables recorded in other current assets and investments and other assets, respectively, and $100 million and $42 million of payables recorded in other current liabilities and other long-term liabilities, respectively, in the accompanying Condensed Consolidated Balance Sheet at December 31, 2018 related to California’s provider fee program.

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 (“DSH”) 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.

The following table shows our estimated costs (based on selected operating expenses, which include salaries, wages and benefits, supplies and other operating expenses and which exclude the costs of our health plan businesses) of caring for our uninsured and charity patients in the three and nine months ended September 30, 2019 and 2018:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Estimated costs for:
Uninsured patients	$	171	$	172	$	493	$	477
Charity care patients	41		28		116		91
Total	$	212	$	200	$	609	$	568

 

NOTE 3. CONTRACT BALANCES

Hospital Operations and Other 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 and other segment, our contract assets consist primarily of 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 and other segment’s contract assets are included in other current assets in the accompanying Condensed Consolidated Balance Sheet at September 30, 2019. The opening and closing balances of contract assets for our Hospital Operations and other segment are as follows:

8

December 31, 2018	$	169
September 30, 2019	163
Increase/(decrease)	$	(6	)

January 1, 2018	$	171
September 30, 2018	152
Increase/(decrease)	$	(19	)

Approximately 89% of our Hospital Operations and other segment’s contract assets meet the conditions for unconditional right to payment and are reclassified to patient receivables within 90 days.

Conifer Segment

Conifer enters into contracts with customers to sell revenue cycle management and other services, such as value-based care, consulting and project services. The payment terms and conditions in our customer contracts vary. In some cases, customers are invoiced in advance and (for other than fixed-price fee arrangements) a true-up to the actual fee is included on a subsequent invoice. In other cases, payment is due in arrears. In addition, some contracts contain performance incentives, penalties and other forms of variable consideration. When the timing of Conifer’s delivery of services is different from the timing of payments made by the customers, Conifer recognizes either unbilled revenue (performance precedes contractual right to invoice the customer) or deferred revenue (customer payment precedes Conifer service performance). In the following table, customers that prepay prior to obtaining control/benefit of the service are represented by deferred contract revenue until the performance obligations are satisfied. Unbilled revenue represents arrangements in which Conifer has provided services to and the customer has obtained control/benefit of services prior to the contractual invoice date. Contracts with payment in arrears are recognized as receivables in the month the service is performed.

The opening and closing balances of Conifer’s receivables, contract asset, and current and long-term contract liabilities are as follows:

		Contract Liability-	Contract Liability-
	Contract Asset-	Current	Long-Term
Receivables	Unbilled Revenue