Cover page
Cover page - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 01, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-37392 | |
Entity Registrant Name | Apollo Medical Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-4472349 | |
Entity Address, Address Line One | 1668 S. Garfield Avenue | |
Entity Address, Address Line Two | 2nd Floor | |
Entity Address, City or Town | Alhambra | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91801 | |
City Area Code | 626 | |
Local Phone Number | 282-0288 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | AMEH | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 57,562,198 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001083446 | |
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | |
Current assets | |||
Cash and cash equivalents | $ 293,921 | $ 288,027 | |
Restricted cash | 345 | 0 | |
Investments in marketable securities | 3,789 | 5,567 | |
Other receivables | 1,201 | 1,834 | |
Prepaid expenses and other current assets | 15,087 | 14,798 | |
Total current assets | 465,063 | 428,125 | |
Non-current assets | |||
Land, property, and equipment, net | 123,859 | 108,536 | |
Intangible assets, net | 74,421 | 76,861 | |
Goodwill | 274,029 | 269,053 | |
Income taxes receivable, non-current | 15,943 | 15,943 | |
Investments in other entities – equity method | 45,831 | 40,299 | |
Investments in privately held entities | 2,896 | 896 | |
Operating lease right-of-use assets | 17,905 | 20,444 | |
Other assets | 7,229 | 6,056 | |
Total non-current assets | 562,113 | 538,088 | |
Total assets | [1] | 1,027,176 | 966,213 |
Current liabilities | |||
Accounts payable and accrued expenses | 49,904 | 49,562 | |
Fiduciary accounts payable | 8,603 | 8,065 | |
Medical liabilities | 100,047 | 81,255 | |
Income taxes payable | 20,354 | 4,279 | |
Dividend payable | 638 | 664 | |
Finance lease liabilities | 591 | 594 | |
Operating lease liabilities | 3,027 | 3,572 | |
Current portion of long-term debt | 2,630 | 619 | |
Total current liabilities | 185,794 | 148,610 | |
Non-current liabilities | |||
Deferred tax liability | 12,335 | 14,217 | |
Finance lease liabilities, net of current portion | 1,078 | 1,275 | |
Operating lease liabilities, net of current portion | 17,852 | 19,915 | |
Long-term debt, net of current portion and deferred financing costs | 205,136 | 203,389 | |
Other long-term liabilities | 21,383 | 20,260 | |
Total non-current liabilities | 257,784 | 259,056 | |
Total liabilities | [1] | 443,578 | 407,666 |
Commitments and contingencies (Note 12) | |||
Mezzanine equity | |||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation | 13,845 | 14,237 | |
Stockholders’ equity | |||
Common stock, $0.001 par value per share; 100,000,000 shares authorized, 46,553,517 and 46,575,699 shares issued and outstanding, excluding 10,569,340 and 10,299,259 treasury shares, as of June 30, 2023 and December 31, 2022, respectively | 47 | 47 | |
Additional paid-in capital | 357,246 | 360,097 | |
Retained earnings | 208,719 | 182,417 | |
Total stockholders’ equity | 566,012 | 542,561 | |
Non-controlling interest | 3,741 | 1,749 | |
Total equity | 569,753 | 544,310 | |
Total liabilities, mezzanine equity and equity | 1,027,176 | 966,213 | |
Series A Preferred Stock | |||
Stockholders’ equity | |||
Preferred stock | 0 | 0 | |
Series B Preferred Stock | |||
Stockholders’ equity | |||
Preferred stock | 0 | 0 | |
Nonrelated Party | |||
Current assets | |||
Receivables, net | 66,927 | 49,631 | |
Loans receivable | 973 | 996 | |
Related Party | |||
Current assets | |||
Receivables, net | 82,820 | 65,147 | |
Loans receivable | $ 0 | $ 2,125 | |
[1]The Company’s consolidated balance sheets include the assets and liabilities of its consolidated VIEs. The consolidated balance sheets include total assets that can be used only to settle obligations of the Company’s consolidated VIEs totaling $520.8 million and $523.7 million as of June 30, 2023 and December 31, 2022, respectively, and total liabilities of the Company’s consolidated VIEs for which creditors do not have recourse to the general credit of the primary beneficiary of $136.2 million and $131.8 million as of June 30, 2023 and December 31, 2022, respectively. The VIE balances do not include $325.5 million of investment in affiliates and $5.4 million of amounts due to affiliates as of June 30, 2023 and $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 16 — “Variable Interest Entities (VIEs)” for further detail. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Common stock, shares issued (in shares) | 46,553,517 | 46,575,699 | |
Common stock, shares outstanding (in shares) | 46,553,517 | 46,575,699 | |
Treasury shares (in shares) | 10,569,340 | 10,299,259 | |
Assets | [1] | $ 1,027,176 | $ 966,213 |
Liabilities | [1] | 443,578 | 407,666 |
Variable Interest Entity, Not Primary Beneficiary | |||
Assets | 520,800 | 523,700 | |
Liabilities | 136,200 | 131,800 | |
Investments in affiliates | 325,500 | 304,800 | |
Due to affiliates | $ 5,400 | ||
Due from affiliates | $ 30,300 | ||
Series A Preferred Stock | |||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | |
Preferred stock, shares issued (in shares) | 1,111,111 | 1,111,111 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Series B Preferred Stock | |||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | |
Preferred stock, shares issued (in shares) | 555,555 | 555,555 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
[1]The Company’s consolidated balance sheets include the assets and liabilities of its consolidated VIEs. The consolidated balance sheets include total assets that can be used only to settle obligations of the Company’s consolidated VIEs totaling $520.8 million and $523.7 million as of June 30, 2023 and December 31, 2022, respectively, and total liabilities of the Company’s consolidated VIEs for which creditors do not have recourse to the general credit of the primary beneficiary of $136.2 million and $131.8 million as of June 30, 2023 and December 31, 2022, respectively. The VIE balances do not include $325.5 million of investment in affiliates and $5.4 million of amounts due to affiliates as of June 30, 2023 and $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 16 — “Variable Interest Entities (VIEs)” for further detail. |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||||
Total revenue | $ 348,209 | $ 269,697 | $ 685,453 | $ 532,954 |
Operating expenses | ||||
Cost of services, excluding depreciation and amortization | 292,876 | 230,070 | 582,273 | 450,798 |
General and administrative expenses | 24,056 | 19,894 | 45,236 | 31,837 |
Depreciation and amortization | 4,248 | 4,351 | 8,541 | 8,725 |
Total expenses | 321,180 | 254,315 | 636,050 | 491,360 |
Income from operations | 27,029 | 15,382 | 49,403 | 41,594 |
Other income (expense) | ||||
Income from equity method investments | 2,723 | 1,512 | 5,207 | 2,945 |
Interest expense | (3,632) | (1,854) | (6,901) | (2,927) |
Interest income | 3,327 | 421 | 6,335 | 467 |
Unrealized gain (loss) on investments | 859 | (1,866) | (5,533) | (10,829) |
Other income | 1,185 | 3,034 | 2,389 | 3,647 |
Total other income (expense), net | 4,462 | 1,247 | 1,497 | (6,697) |
Income before provision for income taxes | 31,491 | 16,629 | 50,900 | 34,897 |
Provision for income taxes | 14,009 | 5,352 | 20,930 | 12,170 |
Net income | 17,482 | 11,277 | 29,970 | 22,727 |
Net income (loss) attributable to non-controlling interest | 4,312 | (673) | 3,668 | (2,987) |
Net income attributable to Apollo Medical Holdings, Inc. | $ 13,170 | $ 11,950 | $ 26,302 | $ 25,714 |
Earnings per share – basic (in dollars per share) | $ 0.28 | $ 0.27 | $ 0.57 | $ 0.57 |
Earnings per share – diluted (in dollars per share) | $ 0.28 | $ 0.26 | $ 0.56 | $ 0.56 |
Capitation, net | ||||
Revenue | ||||
Total revenue | $ 300,549 | $ 227,623 | $ 600,753 | $ 449,682 |
Risk pool settlements and incentives | ||||
Revenue | ||||
Total revenue | 20,121 | 18,793 | 33,583 | 36,868 |
Management fee income | ||||
Revenue | ||||
Total revenue | 12,493 | 9,984 | 22,389 | 20,457 |
Fee-for-service, net | ||||
Revenue | ||||
Total revenue | 13,262 | 11,740 | 25,324 | 22,835 |
Other revenue | ||||
Revenue | ||||
Total revenue | $ 1,784 | $ 1,557 | $ 3,404 | $ 3,112 |
CONSOLIDATED STATEMENTS OF MEZZ
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock Outstanding | Additional Paid-in Capital | Retained Earnings | Non-controlling Interest | Non-controlling Interest Mezzanine |
Temporary equity, carrying amount, beginning balance at Dec. 31, 2021 | $ 56,535 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Net (loss) income (restated) | (3,252) | |||||
Share buy back | (230) | |||||
Dividends | 0 | |||||
Temporary equity, carrying amount, ending balance at Mar. 31, 2022 | 53,053 | |||||
Equity, beginning balance (in shares) at Dec. 31, 2021 | 44,630,873 | |||||
Equity, beginning balance at Dec. 31, 2021 | $ 454,107 | $ 45 | $ 310,876 | $ 137,246 | $ 5,940 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income (restated) | 14,702 | 13,764 | 938 | |||
Purchase of non-controlling interest | (200) | (200) | ||||
Sale of non-controlling interest | 36 | 36 | ||||
Shares issued for vesting of restricted stock awards (in shares) | 81,779 | |||||
Shares issued for exercise of options and warrants (in shares) | 124,735 | |||||
Shares issued for exercise of options and warrants | 1,573 | 1,573 | ||||
Share-based compensation | 3,055 | 3,055 | ||||
Issuance of shares for business acquisition (in shares) | 18,756 | |||||
Issuance of shares for business acquisition | 1,000 | 1,000 | ||||
Cancellation of restricted stock awards (in shares) | (11,084) | |||||
Cancellation of restricted stock awards | (457) | (457) | ||||
Dividends | (1,178) | (1,178) | ||||
Equity, ending balance (in shares) at Mar. 31, 2022 | 44,845,059 | |||||
Equity, ending balance at Mar. 31, 2022 | 472,638 | $ 45 | 316,047 | 151,010 | 5,536 | |
Temporary equity, carrying amount, beginning balance at Dec. 31, 2021 | 56,535 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Tax impact from dividends | 0 | |||||
Temporary equity, carrying amount, ending balance at Jun. 30, 2022 | 41,034 | |||||
Equity, beginning balance (in shares) at Dec. 31, 2021 | 44,630,873 | |||||
Equity, beginning balance at Dec. 31, 2021 | 454,107 | $ 45 | 310,876 | 137,246 | 5,940 | |
Equity, ending balance (in shares) at Jun. 30, 2022 | 44,719,710 | |||||
Equity, ending balance at Jun. 30, 2022 | 479,513 | $ 45 | 310,629 | 162,960 | 5,879 | |
Temporary equity, carrying amount, beginning balance at Mar. 31, 2022 | 53,053 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Net (loss) income (restated) | (2,019) | |||||
Dividends | (10,000) | |||||
Temporary equity, carrying amount, ending balance at Jun. 30, 2022 | 41,034 | |||||
Equity, beginning balance (in shares) at Mar. 31, 2022 | 44,845,059 | |||||
Equity, beginning balance at Mar. 31, 2022 | 472,638 | $ 45 | 316,047 | 151,010 | 5,536 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income (restated) | 13,296 | 11,950 | 1,346 | |||
Shares issued for vesting of restricted stock awards (in shares) | 108,933 | |||||
Shares issued for vesting of restricted stock awards | (253) | (253) | ||||
Shares issued for exercise of options and warrants (in shares) | 15,718 | |||||
Shares issued for exercise of options and warrants | 165 | 165 | ||||
Purchase of treasury shares (in shares) | (250,000) | |||||
Purchase of treasury shares | (9,250) | (9,250) | ||||
Share-based compensation | 3,920 | 3,920 | ||||
Investment in non-controlling interest | 371 | 371 | ||||
Dividends | (1,374) | (1,374) | ||||
Equity, ending balance (in shares) at Jun. 30, 2022 | 44,719,710 | |||||
Equity, ending balance at Jun. 30, 2022 | 479,513 | $ 45 | 310,629 | 162,960 | 5,879 | |
Temporary equity, carrying amount, beginning balance at Dec. 31, 2022 | 14,237 | 14,237 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Net (loss) income (restated) | (1,729) | |||||
Transfer of common control entities (restated) | 1,769 | |||||
Temporary equity, carrying amount, ending balance at Mar. 31, 2023 | 14,277 | |||||
Equity, beginning balance (in shares) at Dec. 31, 2022 | 46,575,699 | |||||
Equity, beginning balance at Dec. 31, 2022 | 544,310 | $ 47 | 360,097 | 182,417 | 1,749 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income (restated) | 14,217 | 13,132 | 1,085 | |||
Shares issued for vesting of restricted stock awards (in shares) | 57,825 | |||||
Shares issued for vesting of restricted stock awards | (109) | (109) | ||||
Shares issued for exercise of options and warrants (in shares) | 125,000 | |||||
Shares issued for exercise of options and warrants | 1,250 | 1,250 | ||||
Purchase of treasury shares (in shares) | (270,081) | |||||
Purchase of treasury shares | (9,539) | (9,539) | ||||
Share-based compensation | 3,445 | 3,445 | ||||
Dividends | (120) | (120) | ||||
Transfer of common control entities (restated) | (2,447) | (2,447) | ||||
Equity, ending balance (in shares) at Mar. 31, 2023 | 46,488,443 | |||||
Equity, ending balance at Mar. 31, 2023 | 551,007 | $ 47 | 352,697 | 195,549 | 2,714 | |
Temporary equity, carrying amount, beginning balance at Dec. 31, 2022 | 14,237 | 14,237 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Tax impact from dividends | 3,076 | |||||
Temporary equity, carrying amount, ending balance at Jun. 30, 2023 | 13,845 | 13,845 | ||||
Equity, beginning balance (in shares) at Dec. 31, 2022 | 46,575,699 | |||||
Equity, beginning balance at Dec. 31, 2022 | $ 544,310 | $ 47 | 360,097 | 182,417 | 1,749 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Purchase of treasury shares (in shares) | (270,081) | |||||
Equity, ending balance (in shares) at Jun. 30, 2023 | 46,553,517 | |||||
Equity, ending balance at Jun. 30, 2023 | $ 569,753 | $ 47 | 357,246 | 208,719 | 3,741 | |
Temporary equity, carrying amount, beginning balance at Mar. 31, 2023 | 14,277 | |||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||
Net (loss) income (restated) | 3,245 | |||||
Dividends | (601) | |||||
Tax impact from dividends | (3,076) | |||||
Temporary equity, carrying amount, ending balance at Jun. 30, 2023 | 13,845 | $ 13,845 | ||||
Equity, beginning balance (in shares) at Mar. 31, 2023 | 46,488,443 | |||||
Equity, beginning balance at Mar. 31, 2023 | 551,007 | $ 47 | 352,697 | 195,549 | 2,714 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) income (restated) | 14,237 | 13,170 | 1,067 | |||
Purchase of non-controlling interest | (50) | (50) | ||||
Sale of non-controlling interest | 106 | 106 | ||||
Shares issued for vesting of restricted stock awards (in shares) | 42,734 | |||||
Shares issued for vesting of restricted stock awards | (464) | (464) | ||||
Share-based compensation | 4,213 | 4,213 | ||||
Issuance of shares for business acquisition (in shares) | 22,340 | |||||
Issuance of shares for business acquisition | 800 | 800 | ||||
Dividends | (96) | (96) | ||||
Equity, ending balance (in shares) at Jun. 30, 2023 | 46,553,517 | |||||
Equity, ending balance at Jun. 30, 2023 | $ 569,753 | $ 47 | $ 357,246 | $ 208,719 | $ 3,741 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities | ||
Net income | $ 29,970 | $ 22,727 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 8,541 | 8,725 |
Amortization of debt issuance cost | 474 | 474 |
Share-based compensation | 7,658 | 6,975 |
Gain on sale of equity securities | 0 | (2,272) |
Unrealized loss on investments | 5,485 | 13,659 |
Income from equity method investments | (5,207) | (2,945) |
Unrealized loss (gain) on interest rate swaps | 49 | (2,830) |
Deferred tax | (3,746) | 3,361 |
Changes in operating assets and liabilities, net of business combinations: | ||
Receivables, net | (17,296) | (56,202) |
Receivables, net – related parties | (17,673) | (12,151) |
Other receivables | 1,229 | (3,580) |
Prepaid expenses and other current assets | (2,277) | 4,109 |
Right-of-use assets | 3,240 | 2,290 |
Other assets | (21) | 1,790 |
Accounts payable and accrued expenses | (2,864) | 14,181 |
Fiduciary accounts payable | 538 | (4,464) |
Medical liabilities | 13,335 | 55,106 |
Income taxes payable/receivable | 15,396 | (14,010) |
Operating lease liabilities | (3,309) | (2,254) |
Other long-term liabilities | 0 | 370 |
Net cash provided by operating activities | 33,522 | 33,059 |
Cash flows from investing activities | ||
Payments for business and asset acquisitions, net of cash acquired | 350 | (858) |
Proceeds from repayment of loans receivable – related parties | 2,143 | 4,030 |
Purchase of marketable securities | (2,022) | (1,750) |
Purchase of investments - privately held | (2,000) | 0 |
Purchase of investments - equity method | (325) | 0 |
Purchases of property and equipment | (17,367) | (18,845) |
Proceeds from sale of marketable securities | 0 | 6,480 |
Distribution from investment - equity method | 0 | 400 |
Contribution to investment - equity method | 0 | (1,685) |
Net cash used in investing activities | (19,221) | (12,228) |
Cash flows from financing activities | ||
Dividends paid | (842) | (12,556) |
Repayment of long-term debt | (312) | (200) |
Payment of finance lease obligations | (303) | (283) |
Proceeds from the exercise of stock options and warrants | 1,250 | 1,738 |
Repurchase of shares | (9,539) | (9,480) |
Proceeds from sale of non-controlling interest | 0 | 38 |
Purchase of non-controlling interest | (50) | (199) |
Borrowings on loans | 1,734 | 1,237 |
Net cash used in financing activities | (8,062) | (19,705) |
Net increase in cash and cash equivalents | 6,239 | 1,126 |
Cash and cash equivalents beginning of period | 288,027 | 233,097 |
Cash and cash equivalents end of period | 294,266 | 234,223 |
Supplementary disclosures of cash flow information | ||
Cash paid for income taxes | 7,881 | 22,311 |
Cash paid for interest | 6,264 | 2,231 |
Supplemental disclosures of non-cash investing and financing activities | ||
Right-of-use assets obtained in exchange for operating lease liabilities | 701 | 0 |
Fixed asset obtained in exchange for finance lease liabilities | 0 | 398 |
Common stock issued in business combination | 0 | 1,000 |
Mortgage loan | 0 | 16,275 |
Reconciliation of cash, cash equivalents, and restricted cash | ||
Cash and cash equivalents | 293,921 | 234,223 |
Restricted cash – current | 345 | 0 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 294,266 | $ 234,223 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Overview Apollo Medical Holdings, Inc. (“ApolloMed”) is a leading physician-centric, technology-powered, risk-bearing healthcare company. Leveraging its proprietary end-to-end technology solutions, ApolloMed operates an integrated healthcare delivery platform that enables providers to participate successfully in value-based care arrangements, thus empowering them to deliver high-quality care to patients in a cost-effective manner. ApolloMed was merged with Network Medical Management (“NMM”) in December 2017 (the “2017 Merger”). As a result of the 2017 Merger, NMM became a wholly owned subsidiary of ApolloMed, and the former NMM shareholders own a majority of the issued and outstanding common stock of ApolloMed and maintain control of the board of directors. Unless the context dictates otherwise, references in these notes to the financial statements, the “Company,” “we,” “us,” “our,” and similar words are references to ApolloMed and its consolidated subsidiaries and affiliated entities, as appropriate, including its consolidated variable interest entities (“VIEs”). Headquartered in Alhambra, California, ApolloMed’s subsidiaries and VIEs include management services organizations (“MSOs”), affiliated independent practice associations (“IPAs”), an accountable care organization (“ACO”) participating in the ACO Realizing Equity, Access, and Community Health (“ACO REACH”) model, and clinical operations. Together, ApolloMed provides value-based care enablement services and care delivery with our consolidated care partners. The Company provides care coordination services to each major constituent of the healthcare delivery system, including patients, families, primary care physicians, specialists, acute care hospitals, alternative sites of inpatient care, physician groups, and health plans. The Company’s physician network consists of primary care physicians, specialist physicians, and hospitalists. Segments The Company’s reportable segments changed from one to three in the first quarter of 2023 as a result of certain changes to the information regularly provided to the Company’s chief operating decision makers (“CODMs”) when reviewing the Company’s performance as well as an effort to provide additional transparency to investors and other financial statement users. The three segments identified by the Company are Care Enablement, Care Partners and Care Delivery, which are described as follows: Care Enablement Our Care Enablement segment is an integrated, end-to-end clinical and administrative platform, powered by our proprietary technology suite, which provides operational, clinical, financial, technology, management, and strategic services in order to enable success in the delivery of high-quality, value-based care for providers and payers. We provide solutions to providers, including independent physicians, provider and medical groups, and accountable care organizations, and payers, including health plans and other risk-bearing organizations. Our platform meets providers and payers where they are, with a wide spectrum of solutions across the total cost of care risk spectrum, ranging from solutions for fee-for-service entities to global risk-bearing entities, and across patient types, including Medicare, Medicaid, commercial, and exchange-insured patients. This segment includes our wholly owned subsidiaries which operate as management services organizations, NMM and Apollo Medical Management (“AMM”), which enter into long-term management and/or administrative services agreements with providers and payers. By leveraging our care enablement platform, providers and payers can improve their ability to deliver high-quality care to their patients and achieve better patient outcomes. Care Partners Our Care Partners segment is focused on building and managing high-quality and high-performance provider networks by partnering with, empowering, and investing in strong provider partners with a shared vision for coordinated care delivery. By leveraging our unique care enablement platform and ability to recruit, empower, and incentivize physicians to effectively manage total cost of care, we are able to organize partnered providers into successful multi-payer risk-bearing organizations which take on varying levels of risk based on total cost of care across membership in all lines of business, including Medicare, Medicaid, commercial, and exchange. Through our network of IPAs, ACOs, and Restricted Knox-Keene licensed health plan, our healthcare delivery entities are responsible for coordinating and delivering high-quality care to our patients. Our consolidated IPAs consist of the following: (i) Allied Physicians of California, a Professional Medical Corporation d.b.a. Allied Pacific of California IPA (“APC”), (ii) Alpha Care Medical Group, Inc. (“Alpha Care”), (iii) Accountable Health Care IPA, a Professional Medical Corporation (“Accountable Health Care”), (iv) Jade Health Care Medical Group, Inc. (“Jade”), (v) Access Primary Care Medical Group (“APCMG”), and (vi) All American Medical Group (“AAMG”). The Company’s ACO operates under the APA ACO, Inc. (“APAACO”) brand and participates in the Centers for Medicare & Medicaid Services (“CMS”) program that allows provider groups to assume higher levels of financial risk and potentially achieve a higher reward from participation in the program’s attribution-based risk-sharing model. The Company’s Restricted Knox-Keene licensed health plan is held by For Your Benefit Inc. (“FYB”). Care Delivery Our Care Delivery segment is a patient-centric, data-driven care delivery organization focused on delivering high-quality and accessible care to all patients. Our care delivery organization includes primary care, multi-specialty care, and ancillary care services. This segment includes our primary care clinics, operating under the AMG, a Professional Medical Corporation (“AMG”) and Valley Oaks Medical Group (“VOMG”) brands, our multi-specialty care clinics and medical groups, operating under the ApolloMed Hospitalists, a Medical Corporation (“AMH”), Southern California Heart Centers, a Medical Corporation (“SCHC”), and AllCare Women’s Health brands, and our ancillary service providers, operating under the 1 World Medicine Urgent Care Corporation (“1 World”), DMG, Concourse Diagnostic Surgery Center, LLC (“CDSC”), and Sun Clinical Laboratories (“Sun Labs”) brands. On February 23, 2023, AP-AMH 2 purchased 100% of the shares of capital stock of AMG,1 World, and Eleanor Leung M.D., a Professional Medical Corporation from APC-LSMA. As a result of these purchases, these entities are consolidated entities of AP-AMH 2. AMG provides professional and post-acute care services to patients through its network of doctors and nurse practitioners, 1 World is an urgent care center, and Eleanor Leung M.D. provides specialized care for women’s health operating as AllCare Women’s Health. The Company has a financing obligation to purchase the remaining equity interest in DMG and Sun Labs within three years from the date the Company consolidated DMG and Sun Labs. The purchase of the remaining DMG equity value is considered a financing obligation with a carrying value of $8.5 million as of June 30, 2023 and December 31, 2022. The purchase of the remaining Sun Labs equity value is considered a financing obligation with a carrying value of $7.6 million and $5.8 million as of June 30, 2023 and December 31, 2022, respectively. For the six months ended June 30, 2023, the change in the fair value of Sun Labs equity value obligation is $1.8 million and is presented in unrealized loss on investments in the accompanying consolidated statement of income. As the financing obligations are embedded in the non-controlling interest, the non-controlling interests are recognized in other long-term liabilities in the accompanying consolidated balance sheets. Other Affiliates Our other affiliates are not included as a reportable segment and primarily consist of real estate operations. APC owns a 100% equity interest in each of Medical Property Partners, LLC (“MPP”), AMG Properties, LLC (“AMG Properties”), ZLL Partners, LLC (“ZLL”)”), Tag-8 Medical Investment Group, LLC (“Tag 8”), and Tag-6 Medical Investment Group, LLC (“Tag 6”), and a 50% interest in each of One MSO, LLC (“One MSO”). These entities are deemed Excluded Assets that are solely for the benefit of APC and its shareholders. As such, any income pertaining to APC’s interests in these properties has no impact on the Series A Dividend payable by APC to AP-AMH Medical Corporation, and consequently will not affect net income attributable to ApolloMed. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated balance sheet at December 31, 2022 has been derived from the Company’s audited consolidated financial statements, but does not include all annual disclosures required by generally accepted accounting principles in the United States of America (“U.S. GAAP”). The accompanying unaudited consolidated financial statements as of June 30, 2023, and for the three and six months ended June 30, 2023 and 2022, have been prepared in accordance with U.S. GAAP for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes to the financial statements included in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2022, as filed with the SEC on August 9, 2023. In the opinion of management, all material adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been made to make the consolidated financial statements not misleading, as required by Regulation S-X, Rule 10-01. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023, or any future periods. Principles of Consolidation The consolidated balance sheets as of June 30, 2023 and December 31, 2022, and the consolidated statements of income for the three and six months ended June 30, 2023 and 2022, include (i) ApolloMed, ApolloMed’s consolidated subsidiaries, NMM, AMM, APAACO, Orma Health Inc, Provider Growth Solutions, LLC, and FYB and its VIEs, AP-AMH, AP-AMH 2, Sun Labs, DMG, and Valley Oaks Medical Group (“VOMG”); (ii) AP-AMH 2’s consolidated subsidiaries, APCMG, Jade, AAMG, AMG, 1 World, and Eleanor Leung M.D., a Professional Medical Corporation; (iii) AMM’s consolidated VIEs, SCHC and AMH; (iv) NMM’s VIE, APC;(v) APC’s consolidated subsidiaries, Universal Care Acquisition Partners, LLC (“UCAP”), MPP, AMG Properties, ZLL, ICC, 120 Hellman LLC (“120 Hellman”) and its VIEs, CDSC, APC-LSMA, Tag 8, and Tag 6; and (vi) APC-LSMA’s consolidated subsidiaries, Alpha Care and Accountable Health Care. The unaudited consolidated interim financial statements have been prepared under the assumption that users of the interim financial data have either read or have access to our audited consolidated financial statements for the fiscal year ended December 31, 2022. Accordingly, certain disclosures that would substantially duplicate the disclosures contained in our December 31, 2022, audited consolidated financial statements have been omitted. These unaudited consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements for the fiscal year ended December 31, 2022. Restatement of Previously Issued Financial Statements The Company filed Amendment No. 1 on Form 10-K (“Form 10-K/A”) and Amendment No. 1 on Form 10-Q (“Form 10-Q/A”) with the SEC on August 9, 2023 to restate previously issued consolidated financial statements and financial information as of December 31, 2022 and 2021 and for the fiscal years ended December 31, 2022, 2021 and 2020 in the Form 10-K/A and unaudited consolidated financial statements and financial information as of March 31, 2023 and for each of the three months ended March 31, 2023 and 2022 in the Form 10-Q/A. The Form 10-K/A also provided restated interim financial information for the quarterly fiscal 2022 periods. Use of Estimates The preparation of the consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include collectability of receivables, recoverability of long-lived and intangible assets, business combination and goodwill valuation and impairment, accrual of medical liabilities (incurred but not reported (“IBNR”) claims), determination of full-risk and shared-risk revenue and receivables (including constraints, completion factors and historical margins), income tax-valuation allowance, share-based compensation, and right-of-use assets and lease liabilities. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. Variable Interest Entities On an ongoing basis, as circumstances indicate the need for reconsideration, the Company evaluates each legal entity that is not wholly owned by the Company in accordance with the consolidation guidance. The evaluation considers all of the Company’s variable interests, including equity ownership, as well as management services agreements. To fall within the scope of the consolidation guidance, an entity must meet both of the following criteria: • The entity has a legal structure that has been established to conduct business activities and to hold assets; such entity can be in the form of a partnership, limited liability company, or corporation, among others; and • The Company has a variable interest in the legal entity; i.e., variable interests that are contractual, such as equity ownership, or other financial interests that change with changes in the fair value of the entity’s net assets. If an entity does not meet both criteria above, the Company applies other accounting guidance, such as the cost or equity method of accounting. If an entity does meet both criteria above, the Company evaluates such entity for consolidation under either the variable interest model if the legal entity meets any of the following characteristics to qualify as a VIE, or under the voting model for all other legal entities that are not VIEs. A legal entity is determined to be a VIE if it has any of the following three characteristics: • The entity does not have sufficient equity to finance its activities without additional subordinated financial support; • The entity is established with non-substantive voting rights (i.e., where the entity deprives the majority economic interest holder(s) of voting rights); or • The equity holders, as a group, lack the characteristics of a controlling financial interest. Equity holders meet this criterion if they lack any of the following: • The power, through voting rights or similar rights, to direct the activities of the entity that most significantly influence the entity’s economic performance, as evidenced by: • Substantive participating rights in the day-to-day management of the entity’s activities; or • Substantive kick-out rights over the party responsible for significant decisions; • The obligation to absorb the entity’s expected losses; or • The right to receive the entity’s expected residual returns. If the Company determines that any of the three characteristics of a VIE are met under Accounting Standards Codification (“ASC”) 810, Consolidation , the Company will conclude that the entity is a VIE and evaluate it for consolidation under the variable interest model. Variable Interest Model If an entity is determined to be a VIE, the Company evaluates whether the Company is the primary beneficiary. The primary beneficiary analysis is a qualitative analysis based on power and economics. The Company consolidates a VIE if both power and benefits belong to the Company; that is, the Company (i) has the power to direct the activities of a VIE that most significantly influence the VIE’s economic performance (power), and (ii) has the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE (economics). The Company consolidates VIEs whenever it is determined that the Company is the primary beneficiary. Refer to Note 16 — “Variable Interest Entities (VIEs)” to the consolidated financial statements for information on the Company’s consolidated VIEs. If there are variable interests in a VIE, but the Company is not the primary beneficiary, the Company may account for the investment using the equity method of accounting. Business Combinations The Company uses the acquisition method of accounting for all business combinations, which requires assets and liabilities of the acquiree to be recorded at fair value, to measure the fair value of the consideration transferred, including contingent consideration, to be determined on the acquisition date, and to account for acquisition-related costs separately from the business combination. Reportable Segments As of June 30, 2023, the Company operates in three reportable segments: Care Enablement, Care Partners, and Care Delivery. Refer to Note 1 — “Description of Business” and Note 18 — “Segments” to the consolidated financial statements for information on the Company’s segments. Cash and Cash Equivalents The Company’s cash and cash equivalents primarily consist of money market funds and certificates of deposit. The Company considers all highly liquid investments that are both readily convertible into known amounts of cash and mature within ninety days from their date of purchase to be cash equivalents. The Company maintains its cash in deposit accounts with several banks, which at times may exceed the insured limits of the Federal Deposit Insurance Corporation (“FDIC”). The Company believes it is not exposed to any significant credit risk with respect to its cash and cash equivalents. As of June 30, 2023 and December 31, 2022, the Company’s deposit accounts with banks exceeded the FDIC’s insured limit by approximately $326.8 million and $324.7 million, respectively. The Company has not experienced any losses to date and performs ongoing evaluations of these financial institutions to limit the Company’s concentration of risk exposure. Investments in Marketable Securities Investments in marketable securities consist of equity securities and certificates of deposit with various financial institutions. The appropriate classification of investments is determined at the time of purchase, and such designation is reevaluated at each balance sheet date. Certificates of deposit are reported at par value, plus accrued interest, with maturity dates greater than ninety days. As of June 30, 2023 and December 31, 2022, certificates of deposit amounted to approximately $2.0 million and $0, respectively. Investments in certificates of deposit are classified as Level 1 investments in the fair value hierarchy. Equity securities are reported at fair value. These securities are classified as Level 1 in the valuation hierarchy, where quoted market prices from reputable third-party brokers are available in an active market and unadjusted. Equity securities with low trading volume are determined to not have an active market with buyers and sellers ready to trade. Accordingly, we classify such equity securities as Level 2 in the valuation hierarchy, and their valuation is based on weighted average share prices from observable market data. Equity securities held by the Company are primarily comprised of common stock of a payor partner that completed its initial public offering (“IPO”) in June 2021 and Nutex Health Inc. (formerly known as Clinigence Holdings, Inc.) (“Nutex”). In May 2022, the Company exercised warrants from Nutex and subsequently recognized the shares within investments in marketable securities in the accompanying consolidated balance sheet. In March 2023, the contingent equity securities were settled and the Company received additional Nutex common stock. The additional common stock received from the contingent equity securities is included in investments in marketable securities in the accompanying consolidated balance sheets. As of June 30, 2023 and December 31, 2022, the equity securities were approximately $1.8 million and $5.6 million, respectively, in the accompanying consolidated balance sheets. Gains and losses recognized on equity securities sold are recognized in the accompanying consolidated statements of income under other income. The components comprising total gains and losses on equity securities are as follows (in thousands) for the periods listed below: Three Months Ended Six Months Ended 2023 2022 2023 2022 Total losses recognized on equity securities $ (1,348) $ (4,331) $ (5,701) $ (14,886) Gains recognized on equity securities sold — 2,272 — 2,272 Unrealized losses recognized on equity securities held at end of period $ (1,348) $ (2,059) $ (5,701) $ (12,614) Receivables, Receivables – Related Parties, Other Receivables and Loan Receivable - Related Party The Company’s receivables are comprised of accounts receivable, capitation and claims receivable, risk pool settlements, incentive receivables, management fee income, and other receivables. Accounts receivable are recorded and stated at the amount expected to be collected. The Company’s receivables – related parties are comprised of risk pool settlements, management fee income, and other receivables. Receivables – related parties are recorded and stated at the amount expected to be collected. The Company’s loan receivable and loan receivable – related party consists of promissory notes that accrue interest per annum. As of June 30, 2023, promissory notes are expected to be collected within 12 months. Capitation and claims receivables relate to each health plan’s capitation and are received by the Company in the month following the month of service. Risk pool settlements and incentive receivables mainly consist of the Company’s full risk pool receivable, which is recorded quarterly based on reports received from the Company’s hospital partners and management’s estimate of the Company’s portion of the estimated risk pool surplus for open performance years. Settlement of risk pool surplus or deficits occurs approximately 18 months after the risk pool performance year is completed. Other receivables consist of receivables from fee-for-services (“FFS”) reimbursement for patient care, certain expense reimbursements, transportation reimbursements from the hospitals, and stop-loss insurance premium reimbursements. The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer creditworthiness, current economic trends, and changes in customer payment patterns to evaluate the adequacy of these reserves. The Company also regularly analyzes the ultimate collectability of accounts receivable after certain stages of the collection cycle using a look-back analysis to determine the amount of receivables subsequently collected and adjustments are recorded when necessary. Reserves are recorded primarily on a specific identification basis. Receivables are recorded when the Company is able to determine amounts receivable under applicable contracts and agreements based on information provided and collection is reasonably likely to occur. In regard to the credit loss standard, the Company continuously monitors its collections of receivables and our expectation is that the historical credit loss experienced across our receivable portfolio is materially similar to any current expected credit losses that would be estimated under the current expected credit losses (“CECL”) model. Concentrations of Credit Risks The Company disaggregates revenue from contracts by service type and payor type. This level of detail provides useful information pertaining to how the Company generates revenue by significant revenue stream and by type of direct contracts. The consolidated statements of income present disaggregated revenue by service type. The following table presents disaggregated revenue generated by payor type for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Commercial $ 38,907 $ 42,014 $ 78,926 $ 84,167 Medicare 222,159 142,641 438,469 276,299 Medicaid 69,112 70,635 136,451 142,299 Other third parties 18,031 14,407 31,607 30,189 Revenue $ 348,209 $ 269,697 $ 685,453 $ 532,954 The Company had major payors that contributed the following percentages of net revenue: Three Months Ended Six Months Ended 2023 2022 2023 2022 Payor A * 10.3 % * 10.5 % Payor B 38.2 % 31.0 % 39.8 % 30.7 % *Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of receivables and receivables – related parties: As of June 30, As of December 31, (Restated) Payor B 28.0 % 26.0 % Payor C 50.0 % 52.0 % Fair Value Measurements of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, fiduciary cash, investment in marketable securities, receivables, loans receivable, accounts payable, certain accrued expenses, finance lease obligations, and long-term debt. The carrying values of the financial instruments classified as current in the accompanying consolidated balance sheets are considered to be at their fair values, due to the short maturity of these instruments. The carrying amounts of finance lease obligations and long-term debt approximate fair value as they bear interest at rates that approximate current market rates for debt with similar maturities and credit quality. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), applies to all financial assets and financial liabilities that are measured and reported on a fair value basis and requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. ASC 820 establishes a fair value hierarchy for disclosure of the inputs to valuations used to measure fair value. There have been no changes in Level 1, Level 2, or Level 3 classification and no changes in valuation techniques for the six months ended June 30, 2023. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 — Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that can be accessed at the measurement date. Level 2 — Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates and yield curves), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 — Unobservable inputs that reflect assumptions about what market participants would use in pricing the asset or liability. These inputs would be based on the best information available, including the Company’s own data. The carrying amounts and fair values of the Company’s financial instruments as of June 30, 2023, are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 78,647 $ — $ — $ 78,647 Marketable securities – certificates of deposit 2,022 — — 2,022 Marketable securities – equity securities 1,767 — — 1,767 Interest rate swaps — 3,116 — 3,116 Interest rate collar — 1,202 — 1,202 Total assets $ 82,436 $ 4,318 $ — $ 86,754 Liabilities APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 AAMG contingent consideration (see Note 3) — — 5,056 5,056 VOMG contingent consideration (see Note 3) — — 17 17 DMG remaining equity interest purchase (see Note 1) — — 8,542 8,542 Sun labs remaining equity interest purchase (see Note 1) — — 7,631 7,631 Total liabilities $ — $ — $ 22,246 $ 22,246 * Included in cash and cash equivalents The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2022, are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 135,235 $ — $ — $ 135,235 Marketable securities – equity securities 5,567 — — 5,567 Contingent equity securities — — 1,900 1,900 Interest rate swaps — 3,164 — 3,164 Total assets $ 140,802 $ 3,164 $ 1,900 $ 145,866 Liabilities APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 AAMG contingent consideration (see Note 3) — — 5,851 5,851 VOMG contingent consideration (see Note 3) — — 17 17 DMG remaining equity interest purchase (see Note 1) — — 8,542 8,542 Sun labs remaining equity interest purchase (see Note 1) — — 5,849 5,849 Total liabilities $ — $ — $ 21,259 $ 21,259 * Included in cash and cash equivalents The change in the fair value of Level 3 liabilities for the six months ended June 30, 2023 was as follows (in thousands): Amount Balance at January 1, 2023 $ 21,259 Unrealized gain recognized from change in fair value of existing Level 3 liabilities* 987 Balance at June 30, 2023 $ 22,246 * The change in the fair value of existing Level 3 liabilities is presented in unrealized loss on investments in the accompanying consolidated statement of income. Derivative Financial Instruments Interest Rate Swap and Collar Agreements The Company is exposed to interest rate risk on its floating-rate debt. The Company has entered into interest rate swap and collar agreements to effectively convert its floating-rate debt to a fixed-rate basis or to a rate within the agreed-upon range. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s floating-rate debt, thus reducing the impact of interest rate changes on future interest payment cash flows. Refer to Note 9 — “Credit Facility, Bank Loans, and Lines of Credit” for further information on our debt. Interest rate swap and collar agreements are not designated as hedging instruments. Changes in the fair value on these contracts are recognized as unrealized gain or loss on investments in the accompanying consolidated statements of income and reflected in the accompanying consolidated statements of cash flows as unrealized gain or loss on interest rate swaps. The estimated fair value of the interest rate swap was determined using Level 2 inputs. As of June 30, 2023 and December 31, 2022, the fair value of the interest rate swap was $3.1 million and $3.2 million, respectively, and are presented within other assets in the accompanying consolidated balance sheets. The Company’s collar agreement is designed to limit the interest rate risk associated with the Company’s Revolver Loan. Under the terms of the agreement, the ceiling is 5.0% and the floor is 2.34%. The estimated fair value of the collar is determined using Level 2. As of June 30, 2023 the fair value of the collar is $1.2 million. Contingent Equity Securities In addition to the common stock and warrants purchased under the stock purchase agreement between ApolloMed and Nutex, ApolloMed is entitled to additional common stock if Nutex did not pay NMM management fees exceeding a threshold by the end of December 31, 2022. The contingent equity securities are considered to be derivatives but are not designated as hedging instruments. Changes in the fair value of these contracts are recognized as unrealized gain or loss on investments in the accompanying consolidated statements of income and the accompanying consolidated statements of cash flows. The Company determined the fair value of the contingent equity security using a probability-weighted model, which includes significant unobservable inputs (Level 3). Specifically, the Company considered various scenarios of recognizing management fees and assigned probabilities to each such scenario in determining fair value. Based on the outcome, the metric was not achieved and the Company received additional common stock during the six months ended June 30, 2023. As of June 30, 2023, the common stock from the contingent equity securities is recognized within investments in marketable securities in the accompanying consolidated balance sheet. See Note 2 — “Basis of Presentation and Summary of Significant Accounting Policies - Investment in Marketable Securities” in the accompanying consolidated financial statements for information on the treatment of the marketable securities. As of December 31, 2022, the contingent equity securities were valued at $1.9 million, and were presented within prepaid and other current assets in the accompanying consolidated balance sheets. Revenue Recognition The Company receives payments from the following sources for services rendered: (i) commercial insurers; (ii) the federal government under the Medicare program administered by CMS; (iii) state governments under the Medicaid and other programs; (iv) other third-party payors (e.g., hospitals and IPAs); and (v) individual patients and clients. Revenue primarily consists of capitation revenue, risk pool settlements and incentives, GPDC/ACO REACH revenue, management fee income, and FFS revenue. Revenue is recorded in the period in which services are rendered or the period in which the Company is obligated to provide services. The form of billing and related risk of collection for such services may vary by type of revenue and the customer. GPDC/ACO REACH Capitation Revenue CMS contracts with Direct Contracting Entities (“DCEs”), which are composed of healthcare providers operating under a common legal structure and accept financial accountability for the overall quality and cost of medical care furnished to Medicare FFS beneficiaries aligned to the entity. The combination of the FFS model and the GPDC and ACO REACH model changes the distribution of responsibilities, risks, costs, and rewards among CMS, DCEs, and providers. By entering into a contract with CMS, a DCE voluntarily takes on operational, financial, and legal responsibilities and risks that no party has, individually or collectively, under the existing FFS model. Each DCE bears the economic costs, and reaps the economic rewards of fulfilling its responsibilities and managing its risks as a DCE. APAACO participated in the GPDC Model for Performance Year 2022 and is currently participating in the ACO REACH model for Performance Year 2023, beginning January 1, 2023. For each performance year, CMS will pay a total benchmark amount, determined unilaterally by CMS in advance but subject to prospective adjustments throughout the year, for the totality of care provided to the DCE’s population of aligned beneficiaries over the course of that year. The benchmark is net of a quality withholding applied by CMS. At the end of each performance year, a portion, or all, of the quality withholding can be earned based on APAACO’s performance. GPDC/ACO REACH capitation revenue is recognized based on the estimated transaction price to transfer the service for a distinct increment of the series (i.e., month) and is recognized net of quality incentives/penalties. Income Taxes Federal and state income taxes are computed at currently enacted tax rates less tax credits using the asset and liability method. Deferred taxes are adjusted for both items that do not have tax consequences and for the cumulative effect of any changes in tax rates from those previously used to determine deferred tax assets or liabilities. Tax provisions include amounts that are currently payable, changes in deferred tax assets and liabilities that arise because of temporary differences between the timing of when items of income and expense are recognized for financial reporting and income tax purposes, changes in the recognition of tax positions and any changes in the valuation allowance caused by a change in judgment about the realizability of the related deferred tax assets. A valuation allowance is established when necessary to reduce deferred tax assets to amounts expected to be realized. The Company uses a recognition threshold of more-likely-than-not and a measurement attribute on all tax positions taken or expected to be taken in a tax return in order to be recognized in the consolidated financial statements. Once the recognition threshold is met, the tax position is then measured to determine the actual amount of benefit to recognize in the consolidated financial statements. |
Business Combinations, Asset Ac
Business Combinations, Asset Acquisitions, and Goodwill | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations, Asset Acquisitions, and Goodwill | Business Combinations, Asset Acquisitions, and Goodwill FYB On May 1, 2023, the Company acquired 100% equity interest in FYB. FYB is licensed by the California Department of Managed Health Care as a full-service Restricted Knox-Keene licensed health plan, which enables FYB to assume full financial responsibility, including both professional and institutional risk, for the medical costs of its members under the Knox-Keene Health Care Service Plan Act of 1975. Chinese Community Health Care Association (“CCHCA”) On March 1, 2023, the Company acquired certain healthcare assets from CCHCA. CCHCA is a non-profit independent physician association in the San Francisco Community. The purchase price consists of cash funded on May 1, 2023. Orma Health On January 27, 2022, the Company acquired 100% of the capital stock of Orma Health, Inc., and Provider Growth Solutions, LLC (together, “Orma Health”). The purchase was paid in cash and the Company’s capital stock. Jade Health Care Medical Group, Inc. (“Jade”) On April 19, 2022, the Company acquired 100% of the capital stock of Jade. The purchase was paid in cash. Jade is a primary and specialty care physicians’ group focused on providing high-quality care to its patients in the San Francisco Bay Area in Northern California. VOMG On October 14, 2022, VOMG was determined to be a VIE of ApolloMed and is consolidated by the Company. VOMG owns nine primary care clinics in Nevada and Texas. The purchase price consists of cash funded upon the close of transaction and additional cash consideration (“VOMG contingent consideration”) contingent on VOMG meeting financial metrics for fiscal years 2023 and 2024. The Company determined the fair value of the contingent consideration using a probability-weighted model that includes significant unobservable inputs (Level 3). The contingent consideration is included within other long-term liabilities in the accompanying consolidated balance sheets. AAMG On October 31, 2022, AP-AMH 2, a VIE of the Company, acquired 100% of the equity interest in AAMG. AAMG is an IPA operating in Northern California. The purchase price consists of cash funded upon close of the transaction and additional consideration (“AAMG contingent consideration”) and stock consideration (“AAMG stock contingent consideration”) contingent on AAMG meeting revenue and capitated member metrics for fiscal years 2023 and 2024. The Company determined the fair value of the contingent considerations using a probability-weighted model that includes significant unobservable inputs (Level 3). Specifically, the Company considered various scenarios of revenue and assigned probabilities to each such scenario in determining fair value. As of June 30, 2023, the contingent consideration is valued at $5.1 million and was included within other long-term liabilities in the accompanying consolidated balance sheets. The stock contingent consideration is valued at $5.6 million and is included in additional paid-in capital in the accompanying consolidated balance sheets. The acquisitions were accounted for under the acquisition method of accounting. The fair value of the consideration for the acquired companies was allocated to acquired tangible and intangible assets and liabilities based on their fair values. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill. Determining the fair value of assets and liabilities acquired requires the Company to make estimates and use valuation techniques when market value is not readily available. The results of operations from the acquisitions have been included in the Company’s financial statements from the date of acquisition. Transaction costs associated with business acquisitions are expensed as they are incurred. At the time of acquisition, the Company estimates the amount of the identifiable intangible assets based on a valuation and the facts and circumstances available at the time. The Company determines the final value of the identifiable intangible assets as soon as information is available, but not more than one year from the date of acquisition. Goodwill is not deductible for tax purposes. The Company had no impairment of its goodwill or indefinite-lived intangible assets during the six months ended June 30, 2023 and 2022. The change in the carrying value of goodwill for the six months ended June 30, 2023 was as follows (in thousands): Balance, January 1, 2023 (restated) $ 269,053 Acquisitions 3,924 Adjustments 1,052 Balance, June 30, 2023 $ 274,029 |
Intangible Assets, Net
Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net At June 30, 2023, the Company’s intangible assets, net, consisted of the following (in thousands): Useful Life (Years) Gross June 30, Accumulated Net June 30, Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 (100,244) 50,435 Management contracts 15 22,832 (15,982) 6,850 Member relationships 10-14 20,477 (6,302) 14,175 Patient management platform 5 2,060 (2,060) — Tradename/trademarks 20 1,011 (282) 729 Developed technology 6 107 (25) 82 $ 199,316 $ (124,895) $ 74,421 At December 31, 2022, the Company’s intangible assets, net, consisted of the following (in thousands): Useful Life (Years) Gross December 31, Accumulated Net December 31, 2022 Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 (95,451) 55,228 Management contracts 15 22,832 (15,208) 7,624 Member relationships 12 16,633 (5,619) 11,014 Patient management platform 5 2,060 (2,060) — Tradename/trademarks 20 1,011 (257) 754 Developed technology 6 107 (16) 91 $ 195,472 $ (118,611) $ 76,861 For the three months ended June 30, 2023 and 2022, the Company recognized amortization expense of $3.3 million and $3.5 million, respectively, in depreciation and amortization on the accompanying consolidated statements of operations. For the six months ended June 30, 2023 and 2022, the Company recognized amortization expense of $6.3 million and $7.2 million, respectively, in depreciation and amortization on the accompanying consolidated statements of operations. The Company determined that there was no impairment of its finite-lived intangible or long-lived assets during the during the six months ended June 30, 2023 and 2022. Future amortization expense is estimated to be as follows for the following years ending December 31 (in thousands): Amount 2023 (excluding the six months ended June 30, 2023) $ 6,157 2024 12,249 2025 11,171 2026 9,811 2027 8,430 Thereafter 24,453 Total $ 72,271 |
Investments in Other Entities
Investments in Other Entities | 6 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Other Entities | Investments in Other Entities Equity Method For the six months ended June 30, 2023 and 2022, the Company’s equity method investment balance consisted of the following (in thousands): % of Ownership December 31, Initial Investment Allocation of Income (Loss) Funding Distribution June 30, 2023 LaSalle Medical Associates – IPA Line of Business 25% $ 5,684 $ — $ 4,853 $ — $ — $ 10,537 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,878 — (223) — — 1,655 531 W. College, LLC * 50% 17,281 — (211) — — 17,070 One MSO, LLC * 50% 2,718 — 242 — — 2,960 CAIPA MSO, LLC 30% 12,738 — 451 — — 13,189 James Song, M.D., A Professional Corporation 25% — 325 95 — — 420 $ 40,299 $ 325 $ 5,207 $ — $ — $ 45,831 % of Ownership December 31, Allocation of Net Income (Loss) Funding Reclassified To Loan Receivable Funding Distribution June 30, 2022 LaSalle Medical Associates – IPA Line of Business 25% $ 3,034 $ 2,535 $ (2,125) $ — $ — $ 3,444 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,719 22 — — — 1,741 531 W. College, LLC * 50% 17,230 (305) — 250 — 17,175 One MSO, LLC * 50% 2,910 254 — — (400) 2,764 Tag-6 Medical Investment Group, LLC* 50% 4,830 111 — 1,435 — 6,376 CAIPA MSO, LLC 30% 11,992 328 — — — 12,320 $ 41,715 $ 2,945 $ (2,125) $ 1,685 $ (400) $ 43,820 * Investment is deemed Excluded Assets that are solely for the benefit of APC and its shareholders. For the three months ended June 30, 2023 and 2022, the Company’s equity method investment balance consisted of the following (in thousands): % of Ownership March 31, Initial Investment Allocation of Net Income (Loss) Funding Distribution June 30, 2023 LaSalle Medical Associates – IPA Line of Business 25% $ 7,848 $ — $ 2,689 $ — $ — $ 10,537 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,886 — (231) — — 1,655 531 W. College, LLC * 50% 17,191 — (121) — — 17,070 One MSO, LLC * 50% 2,833 — 127 — — 2,960 CAIPA MSO, LLC 30% 12,988 — 201 — — 13,189 James Song, M.D., A Professional Corporation 25% 362 — 58 — — 420 $ 43,108 $ — $ 2,723 $ — $ — $ 45,831 % of Ownership March 31, Allocation of Net Income (Loss) Funding Reclassified To Loan Receivable Funding Distribution June 30, 2022 LaSalle Medical Associates – IPA Line of Business 25% $ 4,292 $ 1,277 $ (2,125) $ — $ — $ 3,444 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,726 15 — — — 1,741 531 W. College, LLC * 50% 17,048 (123) — 250 — 17,175 One MSO, LLC * 50% 2,847 117 — — (200) 2,764 Tag-6 Medical Investment Group, LLC* 50% 6,330 46 — — — 6,376 CAIPA MSO, LLC 30% 12,140 180 — — — 12,320 $ 44,383 $ 1,512 $ (2,125) $ 250 $ (200) $ 43,820 * Investment is deemed Excluded Assets that are solely for the benefit of APC and its shareholders. James Song, M.D., A Professional Corporation In January 2023, AP-AMH 2 purchased a 25% interest in James Song, M.D., a Professional Corporation (“Song PC”), a medical corporation located in Hacienda Heights, California. AP-AMH 2 accounts for its investment in Song PC under the equity method of accounting as AP-AMH 2 has the ability to exercise significant influence, but not control over Song PC’s operations. For the three months ended June 30, 2023, AP-AMH 2 recognized income of $58,000 in the accompanying consolidated statements of income. For the six months ended June 30, 2023, AP-AMH 2 recognized income of $95,000 in the accompanying consolidated statements of operations. The accompanying consolidated balance sheets include the related investment balances of $0.4 million as of June 30, 2023. There was no impairment loss recorded related to equity method investments for the six months ended June 30, 2023 and 2022. |
Loan Receivable and Loan Receiv
Loan Receivable and Loan Receivable – Related Parties | 6 Months Ended |
Jun. 30, 2023 | |
Receivables [Abstract] | |
Loan Receivable and Loan Receivable – Related Parties | Loan Receivable and Loan Receivable – Related Parties Loan receivable Pacific6 In October 2020, NMM received a promissory note from 6 Founder LLC, a California limited liability company doing business as Pacific6 Enterprises totaling $0.5 million as a result of the sale of the Company’s interest in an equity method investment. Interest accrues at a rate of 5% per annum and is payable monthly through the maturity date of December 1, 2023. The Company assessed the outstanding loan receivable under the CECL model by assessing the party’s ability to pay by reviewing their interest payment history quarterly, financial history annually, and reassessing any identified insolvency risk. If a failure to pay occurs, the Company assesses the terms of the notes and estimates an expected credit loss based on the remittance schedule of the note Loan receivable – related party LaSalle Medical Associates Loan (“LMA Loan”) LaSalle Medical Associates (“LMA”) issued a promissory note to APC-LSMA for a principal amount of $2.1 million with an August 2023 maturity date. The contractual interest rate on the LMA Loan is 1.0% above the prime rate of interest for commercial customers. In March 2023, LMA paid off the full balance of the promissory note and all interest. APC’s investment in LMA is accounted for under the equity method based on the 25% equity ownership interest held by APC-LSMA in LMA’s IPA line of business (see Note 5 — “Investments in Other Entities — Equity Method”).. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses The Company’s accounts payable and accrued expenses consisted of the following (in thousands): June 30, December 31, Accounts payable and other accruals $ 9,939 $ 10,473 Capitation payable 4,543 4,229 Subcontractor IPA payable 3,326 2,415 Professional fees 2,680 2,709 Due to related parties 3,246 3,304 Contract liabilities 647 531 Accrued compensation 13,393 15,301 Other provider payable 12,130 10,600 Total accounts payable and accrued expenses $ 49,904 $ 49,562 |
Medical Liabilities
Medical Liabilities | 6 Months Ended |
Jun. 30, 2023 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Activity in Liability [Abstract] | |
Medical Liabilities | Medical Liabilities The Company’s medical liabilities consisted of the following (in thousands): June 30, June 30, Medical liabilities, beginning of period (restated) $ 81,255 $ 55,783 Acquired (see Note 3) 4,757 1,609 Components of medical care costs related to claims incurred: Current period 441,443 313,325 Prior periods (12,066) (950) Total medical care costs 429,377 312,375 Payments for medical care costs related to claims incurred: Current period (336,231) (204,032) Prior periods (81,165) (53,978) Total paid (417,396) (258,010) Adjustments 2,054 742 Medical liabilities, end of period $ 100,047 $ 112,499 |
Credit Facility, Bank Loans, an
Credit Facility, Bank Loans, and Lines of Credit | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Credit Facility, Bank Loans, and Lines of Credit | Credit Facility, Bank Loans, and Lines of Credit Credit Facility The Company’s debt balance consists of the following (in thousands): June 30, 2023 December 31, 2022 Revolver Loan $ 180,000 $ 180,000 Real Estate Loans 22,862 23,168 Construction Loans 5,749 4,159 Promissory Note Payable 2,000 — Total debt 210,611 207,327 Less: Current portion of debt (2,630) (619) Less: Unamortized financing costs (2,845) (3,319) Long-term debt $ 205,136 $ 203,389 The estimated fair value of our long-term debt was determined using Level 2 inputs primarily related to comparable market prices. As of June 30, 2023 and December 31, 2022, the carrying value was not materially different from fair value, as the interest rates on the Company’s debt approximated rates currently available to the Company. The following are the future commitments of the Company’s debt for the years ending December 31 (in thousands): Amount 2023 (excluding the six months ended June 30, 2023) $ 312 2024 2,642 2025 7,184 2026 180,454 2027 472 Thereafter 19,547 Total $ 210,611 Amended Credit Agreement The Amended Credit Agreement provides for a five-year revolving credit facility to the Company of $400.0 million, which includes a letter of credit sub-facility of up to $25.0 million and a swingline loan sub-facility of $25.0 million, which expires on June 16, 2026. The Company is required to pay an annual agent fee of $50,000 and an annual facility fee of 0.175% to 0.350% on the available commitments under the Amended Credit Agreement, regardless of usage, with the applicable fee determined on a quarterly basis based on the Company’s leverage ratio. The Company will pay fees for standby letters of credit at an annual rate equal to 1.25% to 2.50%, as determined on a quarterly basis based on the Company’s leverage ratio, plus facing fees and standard fees payable to the issuing bank on the respective letter of credit. The Company is also required to pay customary fees between the Company and Truist Bank, the lead arranger of the Amended Credit Agreement. Under the Amended Credit Agreement, the debt bears interest at an annual rate equal to either, at the Company’s option, (a) the Term SOFR Reference Rate, calculated two U.S. Government Securities Business Days prior to the first day of such interest period, as such rate is published by the Term SOFR Administrator (Federal Reserve Bank of New York), adjusted for any Term SOFR Adjustment, plus a spread of from 1.25% to 2.50%, as determined on a quarterly basis based on the Company’s leverage ratio, or (b) a base rate, plus a spread of 0.25% to 1.50%, as determined on a quarterly basis based on the Company’s leverage ratio. As of June 30, 2023, the interest rate on the Credit Agreement was 6.68%. The Amended Credit Agreement requires the Company to comply with two key financial ratios, each calculated on a consolidated basis. The Company must maintain a maximum consolidated total net leverage ratio of not greater than 3.75 to 1.00 as of the last day of each fiscal quarter, provided that for any fiscal quarter during which the Company or certain subsidiaries consummate a permitted acquisition or investment, the aggregate purchase price is greater than $75.0 million, the maximum consolidated total net leverage ratio may temporarily increase by 0.25 to 1.00 to 4.00 to 1.00. The Company must maintain a minimum consolidated interest coverage ratio of not less than 3.25 to 1.00 as of the last day of each fiscal quarter. Deferred Financing Costs In September 2019, the Company recorded deferred financing costs of $6.5 million related to its entry into the Credit Facility. In June 2021, the Company recorded additional deferred financing costs of $0.7 million related to its entry into the Amended Credit Facility. Deferred financing costs are recorded as a direct reduction of the carrying amount of the related debt liability using straight-line amortization. The remaining unamortized deferred financing costs related to the Credit Facility and the new costs related to the Amended Credit Facility are amortized over the life of the Amended Credit Facility. At June 30, 2023 and December 31, 2022, the unamortized deferred financing cost was $2.8 million and $3.3 million, respectively. Real Estate Loans MPP On July 3, 2020, MPP entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of June 30, 2023, the principal on the loan was $5.8 million with a variable interest rate of 0.50% less than the independent index, which is the daily Wall Street Journal “Prime Rate.” If the index is unavailable, East West Bank may designate a substitute index after notifying MPP. Monthly payments on the principal and any accrued interest rate not yet paid began in September 2020. MPP must maintain a Debt Coverage Ratio (defined as net operating income divided by current portion of long-term debt, plus interest expense) of not less than 1.25 to 1. AMG Properties On August 5, 2020, AMG Properties entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of June 30, 2023, the principal on the loan was $0.6 million with a variable interest rate of 0.30% less than the independent index, which is the daily Wall Street Journal “Prime Rate.” If the index is unavailable, East West Bank may designate a substitute index after notifying AMG Properties. Monthly payments on the principal and any accrued interest rate not yet paid began in September 2020. AMG Properties must maintain a Debt Coverage Ratio (defined as net operating income divided by current portion of long-term debt, plus interest expense) of not less than 1.25 to 1. ZLL On July 27, 2020, ZLL entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of June 30, 2023, the principal on the loan was $0.6 million with a variable interest rate of 0.50% less than the independent index, which is the daily Wall Street Journal “Prime Rate.” If the index is unavailable, East West Bank may designate a substitute index after notifying ZLL. Monthly payments on the principal and any accrued interest rate not yet paid began in September 2020. ZLL must maintain a Debt Coverage Ratio (defined as net operating income divided by current portion of long-term debt, plus interest expense) of not less than 1.25 to 1. 120 Hellman LLC On January 25, 2022, 120 Hellman LLC (“120 Hellman”), a subsidiary of APC, entered into a loan agreement with MUFG Union Bank N.A. with the principal on the loan of $16.3 million and a maturity date of March 1, 2032. The loan was used to purchase property in Monterey Park, California. As of June 30, 2023, the principal on the loan was $15.8 million. The variable interest rate is 2.0% in excess of Daily Simple SOFR, which is the daily rate per annum equal to the secured overnight financing rate as administered by the Federal Reserve Bank of New York. If the index is unavailable, MUFG Union Bank N.A. may designate a substitute index after notifying 120 Hellman. Monthly payments on the principal and interest began on April 1, 2022. Should interest not be paid when due, it shall become part of the principal and bear interest. 120 Hellman must maintain a Cash Flow to Debt Service ratio (defined as net profit after taxes, to which depreciation, amortization and other non-cash items are added and divided by the current portion of long-term debt and capital leases) of not less than 1.25 to 1 and 35% or more of the property must also be occupied by APC. Construction Loans In April 2021, Tag 8 entered into a construction loan agreement with MUFG Union Bank N.A. (“Construction Loan”). Tag 8 is a VIE consolidated by the Company. The Construction Loan allows Tag 8 to borrow up to $10.7 million. In December 2022, the Construction loan was amended to extend the maturity date to March 1, 2024 (“Construction Loan Term”). If construction is completed and there are no events of default or substantial deterioration in the financial condition of Tag 8 or APC, guarantor on the loan agreement, at the maturity date of the Construction Loan Term, the loan shall convert to an amortizing loan with an amended extended maturity date of March 1, 2034 (“Permanent Loan Term”). Under the amended Construction Loan, upon conversion to the Permanent Loan Term, monthly principal and interest payments shall be made beginning April 1, 2024. The principal balance will bear interest at the SOFR reference rate. As of June 30, 2023, the likelihood of the construction being completed by the maturity date is probable. The loan balance as of June 30, 2023 was $5.7 million and was recorded as long-term debt, net of current portion and deferred financing costs in the accompanying consolidated balance sheets. Once the loan converts to the Permanent Loan Term, APC, as Tag 8’s guarantor, must maintain a Cash Flow Coverage Ratio (defined as consolidated EBITDA minus unfinanced capital expenditures and distributions paid divided by the sum of current portion of long-term debt, plus interest expense) of not less than 1.25 to 1. Promissory Note Payable In May 2021, FYB entered into a promissory note agreement with CCHCA. The principal on the promissory note is $2.0 million, with a maturity date of May 9, 2024. The interest rate is the prime rate plus 1.0%. The prime rate is updated annually on the effective date of the note and published by the Wall Street Journal. Effective Interest Rate The Company’s average effective interest rate on its total debt during the six months ended June 30, 2023 and 2022, was 5.93% and 2.16%, respectively. Interest expense in the consolidated statements of operations included amortization of deferred debt issuance costs for the three months ended June 30, 2023 and 2022, of $0.2 million and $0.2 million, respectively, and for the six months ended June 30, 2023 and 2022, of $0.5 million and $0.5 million, respectively. Lines of Credit APC Business Loan On September 10, 2019, the APC Business Loan Agreement with Preferred Bank (the “APC Business Loan Agreement”) was amended to, among other things, decrease loan availability to $4.1 million, limit the purpose of the indebtedness under the APC Business Loan Agreement to the issuance of standby letters of credit, and include as a permitted lien, the security interest in all of its assets that APC granted to NMM under a Security Agreement dated on or about September 11, 2019, securing APC’s obligations to NMM under their management services agreement dated as of July 1, 1999, as amended. Standby Letters of Credit The Company established irrevocable standby letters of credit with Truist Bank under the Amended Credit Agreement for a total of $21.1 million for the benefit of CMS. Unless the institution provides notification that the standby letters of credit will be terminated prior to the expiration date, the letters will be automatically extended without amendment for additional one-year periods from the present, or any future expiration date. APC established irrevocable standby letters of credit with Preferred Bank under the APC Business Loan Agreement for a total of $0.1 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one-year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated. Alpha Care established irrevocable standby letters of credit with Preferred Bank under the APC Business Loan Agreement for a total of $3.8 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one-year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated. |
Mezzanine and Stockholders' Equ
Mezzanine and Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Mezzanine and Stockholders' Equity | Mezzanine and Stockholders’ Equity Mezzanine Equity APC As the redemption feature of the APC shares is not solely within the control of APC, the equity of APC does not qualify as permanent equity and has been classified as non-controlling interests in APC as mezzanine or temporary equity. APC’s shares were not redeemable, and it was not probable that the shares would become redeemable as of June 30, 2023 and December 31, 2022. Stockholders’ Equity As of June 30, 2023, 140,954 holdback shares have not been issued to certain former NMM shareholders who were NMM shareholders at the time of closing of the 2017 Merger, as they have yet to submit properly completed letters of transmittal to ApolloMed in order to receive their pro rata portion of ApolloMed common stock and warrants as contemplated under the 2017 merger agreement. Pending such receipt, such former NMM shareholders have the right to receive, without interest, their pro rata share of dividends or distributions with a record date after the effectiveness of the 2017 Merger. The consolidated financial statements have treated such shares of common stock as outstanding, given the receipt of the letter of transmittal is considered perfunctory and the Company is legally obligated to issue these shares in connection with the 2017 Merger. Treasury Stock APC owned 10,299,259 and 10,299,259 shares of ApolloMed’s common stock, respectively, as of June 30, 2023 and December 31, 2022. While such shares of ApolloMed’s common stock are legally issued and outstanding, they are treated as treasury shares for accounting purposes and excluded from shares of common stock outstanding in the consolidated financial statements. During the six months ended June 30, 2023 the Company bought back 270,081 of its common stock. These are included as treasury stock. As of June 30, 2023 and December 31, 2022, the total treasury stock was 10,569,340 and 10,299,259, respectively. Dividends During the three months ended June 30, 2023 and 2022, APC paid dividends of $0 and $10.0 million, respectively. During the six months ended June 30, 2023 and 2022, APC paid dividends of $0 and $10.0 million, respectively. During the three months ended June 30, 2023 and 2022, CDSC paid dividends of $0 and $1.5 million, respectively. During the six months ended June 30, 2023 and 2022, CDSC paid dividends of $0 and $2.9 million, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationThe following table summarizes the stock-based compensation expense recognized under all of the Company’s stock plans for the three and six months ended June 30, 2023 and 2022, and associated with the issuance of restricted shares of common stock and vesting of stock options that are included in general and administrative expenses in the accompanying consolidated statements of income (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Stock options $ 422 422000 $ 1,141 $ 988 $ 1,921 Restricted stock 3,791 2,779 6,670 5,054 Total stock-based compensation expense $ 4,213 $ 3,920 $ 7,658 $ 6,975 Unrecognized compensation expense related to total share-based payments outstanding as of June 30, 2023 was $37.7 million. Options The Company’s outstanding stock options consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Options outstanding at January 1, 2023 859,850 $ 25.88 2.19 $ 10.3 Options granted — — — — Options exercised (125,000) 10.00 — 3.3 Options forfeited (50,000) 0.10 — — Options outstanding at June 30, 2023 684,850 $ 30.66 2.16 $ 7.4 Options exercisable at June 30, 2023 589,118 $ 21.77 1.72 $ 7.1 During the six months ended June 30, 2023, options were exercised for 125,000 shares of the Company’s common stock, resulting in proceeds of $1.3 million. During the six months ended June 30, 2022, options were exercised for 38,500 shares of the Company’s common stock, resulting in proceeds of $0.7 million. Restricted Stock The Company grants restricted stock to officers and employees, which are earned based on service conditions. The grant date fair value of the restricted stock is that day’s closing market price of the Company’s common stock. During the six months ended June 30, 2023, the Company granted 279,501 shares of restricted stock with performance based conditions and 359,527 shares of restricted stock without performance based conditions. During the six months ended June 30, 2023, the weighted average grant date fair value of restricted stock with and without performance based conditions was $32.95 and 33.15, respectively. As of June 30, 2023, unvested restricted stock awards, including performance based restricted stock awards totaled 1.3 million shares. Warrants All warrants issued by the Company have expired as of December 31, 2022. As a result, there are no outstanding warrants as of June 30, 2023 and December 31, 2022. During the six months ended June 30, 2022, common stock warrants were exercised for 101,953 shares of the Company’s common stock, which resulted in proceeds of approximately $1.1 million. The exercise price ranged from $10.00 to $11.00 per share for the exercises during the six months ended June 30, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Regulatory Matters Laws and regulations governing the Medicare program and healthcare generally are complex and subject to interpretation. The Company believes it complies with all applicable laws and regulations and is unaware of any pending or threatened investigations involving allegations of potential wrongdoing. While no regulatory inquiries have been made, compliance with such laws and regulations can be subject to future government review and interpretation, as well as significant regulatory action, including fines, penalties, and exclusion from the Medicare and Medi-Cal programs. As a risk-bearing organization, the Company is required to follow regulations of the Department of Managed Health Care (“DMHC”). The Company must comply with a minimum working capital requirement, tangible net equity (“TNE”) requirement, cash-to-claims ratio, and claims payment requirements prescribed by the DMHC. TNE is defined as net assets less intangibles, less non-allowable assets (which include amounts due from affiliates), plus subordinated obligations. Many of the Company’s payor and provider contracts are complex in nature and may be subject to differing interpretations regarding amounts due for the provision of medical services. Such differing interpretations may not come to light until a substantial period of time has passed following contract implementation. Liabilities for claims disputes are recorded when the loss is probable and can be estimated. Any adjustments to reserves are reflected in current operations. Standby Letters of Credit The Company established irrevocable standby letters of credit with Truist Bank for a total of $21.1 million for the benefit of CMS (see Note 9 — “Credit Facility, Bank Loans, and Lines of Credit — Standby Letters of Credit”). APC and Alpha Care established irrevocable standby letters of credit with a Preferred Bank for a total of $0.1 million and $3.8 million, respectively, for the benefit of certain health plans (see Note 9 — “Credit Facility, Bank Loans, and Lines of Credit — Standby Letters of Credit”). Litigation From time to time, the Company is involved in various legal proceedings and other matters arising in the normal course of its business. The resolution of any claim or litigation is subject to inherent uncertainty and could have a material adverse effect on the Company’s financial condition, cash flows, or results of operations. Liability Insurance The Company believes that its insurance coverage is appropriate based upon the Company’s claims experience and the nature and risks of the Company’s business. In addition to the known incidents that have resulted in the assertion of claims, the Company cannot be certain that its insurance coverage will be adequate to cover liabilities arising out of claims asserted against the Company, the Company’s affiliated professional organizations or the Company’s affiliated hospitalists in the future where the outcomes of such claims are unfavorable. The Company believes that the ultimate resolution of all pending claims, including liabilities in excess of the Company’s insurance coverage, will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows; however, there can be no assurance that future claims will not have such a material adverse effect on the Company’s business. Contracted physicians are required to obtain their own insurance coverage. Although the Company currently maintains liability insurance policies on a claims-made basis, which are intended to cover malpractice liability and certain other claims, the coverage must be renewed annually, and may not continue to be available to the Company in future years at acceptable costs, and on favorable terms. |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions During the three months ended June 30, 2023 and 2022, NMM recognized approximately $6.9 million and $4.8 million, respectively in management fees from LMA. During the six months ended June 30, 2023 and 2022, NMM recognized approximately $11.9 million and $11.1 million, respectively. LMA is accounted for under the equity method based on the 25% equity ownership interest held by APC in LMA’s IPA line of business (see Note 5 — “Investments in Other Entities - Equity Method”). During the three months ended June 30, 2023 and 2022, NMM recognized approximately $0.5 million and $0.4 million, respectively in management fees from Arroyo Vista Family Health Center (“Arroyo Vista”). During the six months ended June 30, 2023 and 2022, NMM recognized approximately $1.0 million and $0.9 million, respectively. During the three months ended June 30, 2023 and 2022, the Company paid approximately $0.1 million and $0.1 million, respectively, to Arroyo Vista for services as a provider. During the six months ended June 30, 2023 and 2022, the Company paid approximately $0.2 million and $0.1 million, respectively. Arroyo Vista’s chief executive officer is a member of the Company’s board of directors. APC and PMIOC have an Ancillary Service Contract together whereby PMIOC provides covered services on behalf of APC to enrollees of the plans of APC. During the three months ended June 30, 2023 and 2022, APC paid approximately $0.5 million and $0.7 million, respectively, to PMIOC for provider services. During the six months ended June 30, 2023 and 2022, APC paid approximately $1.1 million and $1.4 million, respectively. PMIOC is accounted for under the equity method based on the 40% equity ownership interest held by APC (see Note 5 — “Investments in Other Entities — Equity Method”). During the three and six months ended June 30, 2023, the Company paid approximately $0.4 million to Song PC for provider services. As of January 2023, Song PC is accounted for under the equity method accounting as AP-AMH 2 has the ability to exercise significant influence, but not control over Song PC’s operations (see Note 5 — “Investments in Other Entities — Equity Method”). During the three months ended June 30, 2023 and 2022, APC paid approximately $0.1 million and $0.1 million, respectively, to Advanced Diagnostic Surgery Center for services as a provider. During the six months ended June 30, 2023 and 2022, APC paid approximately $0.1 million and $0.1 million, respectively. During the three months ended June 30, 2023 and 2022, Advanced Diagnostic and Surgical Center paid approximately $0.2 million and $0.1 million, respectively, to MPP for rent. During the six months ended June 30, 2023 and 2022, rent to MPP was approximately $0.3 million and $0.3 million, respectively. Advanced Diagnostic Surgery Center shares common ownership with certain board members of ApolloMed and APC. During the three months ended June 30, 2023 and 2022, APC paid approximately $1,000 and $0.2 million, respectively, to Fulgent Genetics, Inc. for services as a provider. During the six months ended June 30, 2023 and 2022, APC paid approximately $10,000 and $0.3 million, respectively. One of the Company’s board members is a board member of Fulgent Genetics, Inc. During the three months ended June 30, 2023 and 2022, the Company paid approximately $0.6 million and $0.1 million, respectively, to Sunny Village Care Center for services as a provider. During the six months ended June 30, 2023 and 2022, the Company paid approximately $0.8 million and $1.0 million, respectively. During the three and six months ended June 30, 2023, Sunny Village Care Center paid approximately $0.3 million and $0.5 million, respectively, to Tag 6 for rent. Tag 6 was consolidated by APC in August 2022. Sunny Village Care Center shares common ownership with certain ApolloMed officers and board members of ApolloMed and APC. During the six months ended June 30, 2023, ApolloMed paid $9.5 million to purchase ApolloMed’s stock from a board member. During the six months ended June 30, 2022, APC paid $9.3 million, respectively, to purchase ApolloMed’s stock from a board member. During the three months ended June 30, 2023 and 2022, NMM paid approximately $0.4 million and $0.4 million, respectively, to One MSO for an office lease. During the six months ended June 30, 2023 and 2022, NMM paid approximately $0.7 million and $0.7 million, respectively. One MSO is accounted for under the equity method based on 50% equity ownership interest held by APC (see Note 5 — “Investments in Other Entities — Equity Method”). The Company has agreements with Health Source MSO Inc., a California corporation (“HSMSO”), Aurion Corporation (“Aurion”), and AHMC for services provided to the Company. One of the Company’s board members is an officer of AHMC, HSMSO, and Aurion. Aurion is also partially owned by one of the Company’s board members. The following table sets forth fees incurred and income recognized related to AHMC, HSMSO, and Aurion (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 AHMC – Risk pool, capitation, claims payment $ 11,574 $ 14,419 $ 19,658 $ 25,785 HSMSO – Management fees, net 243 (649) 389 (728) Aurion – Management fees (100) (75) (150) (150) $ 11,717 $ 13,695 $ 19,897 $ 24,907 The Company and AHMC have a risk-sharing agreement with certain AHMC hospitals to share the surplus and deficits of each of the hospital pools. Under this agreement, during the three months ended June 30, 2023 and 2022, the Company has recognized risk pool revenue of $15.8 million and $13.3 million, respectfully. During the six months ended June 30, 2023 and 2022, the Company has recognized risk pool revenue of $28.8 million and $25.3 million, respectfully. The Company has a risk pool receivable balance of $73.2 million and $58.7 million as of June 30, 2023 and December 31, 2022, respectively. During the three months ended June 30, 2023 and 2022, APC paid an aggregate of approximately $9.5 million and $12.3 million, respectively, to board members for provider services which included approximately $1.2 million and $3.3 million, respectively, to APC board members who are also officers of APC. During the six months ended June 30, 2023 and 2022, APC paid an aggregate of approximately $18.8 million and $21.6 million, respectively, to board members for provider services which included approximately $2.6 million and $5.2 million, respectively, to board members who are also officers of APC. In addition, affiliates wholly owned by the Company’s officers, including Dr. Thomas Lam, ApolloMed’s Co-CEO and President, are reported in the accompanying consolidated statements of operations on a consolidated basis, together with the Company’s subsidiaries, and therefore, the Company does not separately disclose transactions between such affiliates and the Company’s subsidiaries as related-party transactions. For equity method investments and loans receivable from related parties, see Note 5 — “Investment in Other Entities — Equity Method” and Note 6 — “Loan Receivable and Loan Receivable — Related Parties,” respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company uses the liability method of accounting for income taxes as set forth in ASC 740 Income Taxes . Under the liability method, deferred taxes are determined based on differences between the financial statement and tax bases of assets and liabilities using enacted tax rates. On an interim basis, the Company estimates what its anticipated annual effective tax rate will be and records a quarterly income tax provision in accordance with the estimated annual rate, plus the tax effect of certain discrete items that arise during the quarter. As the fiscal year progresses, the Company refines its estimates based on actual events and financial results during the quarter. This process can result in significant changes to the Company’s estimated effective tax rate. When this occurs, the income tax provision is adjusted during the quarter in which the estimates are refined so that the year-to-date provision reflects the estimated annual effective tax rate. These changes, along with adjustments to the Company’s deferred taxes and related valuation allowance, may create fluctuations in the overall effective tax rate from quarter to quarter. As of June 30, 2023, due to the overall cumulative losses incurred in recent years, the Company maintained a full valuation allowance against its deferred tax assets related to loss entities the Company cannot consolidate under the federal tax consolidation rules, as realization of these assets is uncertain. The Company’s effective income tax rate for the six months ended June 30, 2023 and 2022, was 41.1% and 34.9%, respectively. The tax rate for the six months ended June 30, 2023, differed from the U.S. federal statutory rate primarily due to state income taxes, tax on dividend distributions and income from flow-through entities. As of June 30, 2023, the Company does not have any unrecognized tax benefits related to various federal and state income tax matters. The Company will recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is calculated using the weighted average number of shares of the Company’s common stock issued and outstanding during a certain period, and is calculated by dividing net income attributable to ApolloMed by the weighted average number of shares of the Company’s common stock issued and outstanding during such period. Diluted earnings per share is calculated using the weighted average number of shares of common stock and potentially dilutive shares of common stock outstanding during the period, using the as-if converted method for secured convertible notes, preferred stock, and the treasury stock method for options and common stock warrants. As of June 30, 2023 and December 31, 2022, APC held 10,299,259 and 10,299,259 shares of ApolloMed’s common stock, respectively, which are treated as treasury shares for accounting purposes and not included in the number of shares of common stock outstanding used to calculate earnings per share. For the three months ended June 30, 2023 and 2022, restricted stock of 238,096 and 394,606, respectively, were excluded from the computation of diluted weighted average common shares outstanding because the assumed proceeds, as calculated under the treasury stock method, resulted in these awards being antidilutive. For the six months ended June 30, 2023 and 2022, restricted stock of 246,431 and 257,193 were excluded from the computation of diluted weighted average common shares outstanding for being antidilutive. For the three and six months ended June 30, 2023, 838,628 of contingently issuable shares were excluded from the computation of diluted weighted average common shares outstanding because these conditions were not achieved as of June 30, 2023. For the three and six months ended June 30, 2022, 242,899 of contingently issuable shares were excluded from the computation of diluted weighted average common shares outstanding because these conditions were not achieved as of June 30, 2022. Below is a summary of the earnings per share computations: Three Months Ended June 30, 2023 2022 (Restated) Earnings per share – basic $ 0.28 $ 0.27 Earnings per share – diluted $ 0.28 $ 0.26 Weighted average shares of common stock outstanding – basic 46,482,271 44,858,657 Weighted average shares of common stock outstanding – diluted 46,778,299 46,023,015 Six Months Ended June 30, 2023 2022 (Restated) Earnings per share – basic $ 0.57 $ 0.57 Earnings per share – diluted $ 0.56 $ 0.56 Weighted average shares of common stock outstanding – basic 46,517,108 44,815,307 Weighted average shares of common stock outstanding – diluted 46,844,044 46,082,643 Below is a summary of the shares included in the diluted earnings per share computations: Three Months Ended June 30, 2023 2022 Weighted average shares of common stock outstanding – basic 46,482,271 44,858,657 Stock options 252,311 418,322 Warrants — 651,725 Restricted stock awards 40,027 94,311 Contingently issuable shares 3,690 — Weighted average shares of common stock outstanding – diluted 46,778,299 46,023,015 Six Months Ended June 30, 2023 2022 Weighted average shares of common stock outstanding – basic 46,517,108 44,815,307 Stock options 254,718 455,170 Warrants — 689,240 Restricted stock awards 70,363 122,926 Contingently issuable shares 1,855 — Weighted average shares of common stock outstanding – diluted 46,844,044 46,082,643 |
Variable Interest Entities (VIE
Variable Interest Entities (VIEs) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities (VIEs) | Variable Interest Entities (VIEs) A VIE is defined as a legal entity whose equity owners do not have sufficient equity at risk, or, as a group, the holders of the equity investment at risk lack any of the following three characteristics: decision-making rights, the obligation to absorb losses, or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and the obligation to absorb expected losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company follows guidance on the consolidation of VIEs that requires companies to utilize a qualitative approach to determine whether it is the primary beneficiary of a VIE. See Note 2 — “Basis of Presentation and Summary of Significant Accounting Policies — Variable Interest Entities” to the accompanying consolidated financial statements for information on how the Company determines VIEs and their treatment. The following table includes assets that can only be used to settle the liabilities of APC and its consolidated entities and VIEs, including Alpha Care and Accountable Health Care, and to which the creditors of ApolloMed have no recourse, and liabilities to which the creditors of APC, including Alpha Care and Accountable Health Care, have no recourse to the general credit of ApolloMed, as the primary beneficiary of the VIEs. These assets and liabilities, with the exception of the investment in a privately held entity that does not report net asset value per share and amounts due to affiliates, which are eliminated upon consolidation with NMM, are included in the accompanying consolidated balance sheets (in thousands). The assets and liabilities of the Company’s other consolidated VIEs were not considered significant. June 30, December 31, (Restated) Assets Current assets Cash and cash equivalents $ 79,598 $ 97,669 Investment in marketable securities 1,068 4,543 Receivables, net 15,187 11,503 Receivables, net – related party 76,678 62,190 Income taxes receivable — 8,580 Other receivables 586 1,236 June 30, December 31, (Restated) Prepaid expenses and other current assets 9,211 9,289 Loan receivable — 22 Loan receivable – related party — 2,125 Amount due from affiliates* — 30,340 Total current assets 182,328 227,497 Non-current assets Land, property, and equipment, net 121,310 106,486 Intangible assets, net 49,439 53,964 Goodwill 110,182 111,539 Income taxes receivable, non-current 15,943 15,943 Investment in affiliates* 325,457 304,755 Investments in other entities – equity method 32,222 27,561 Investment in privately held entities 405 405 Operating lease right-of-use assets 4,906 6,503 Other assets 4,099 4,169 Total non-current assets 663,963 631,325 Total assets $ 846,291 $ 858,822 Current liabilities Accounts payable and accrued expenses $ 22,014 $ 23,632 Fiduciary accounts payable 8,603 7,853 Medical liabilities 42,923 48,100 Income taxes payable 13,100 — Dividends payable 638 638 Amount due to affiliates* 5,428 — Current portion of long-term debt 630 619 Finance lease liabilities 591 594 Operating lease liabilities 1,463 1,800 Total current liabilities 95,390 83,236 Non-current liabilities Long-term debt, net of current portion and deferred financing costs 27,922 26,645 Deferred tax liability 2,467 4,591 Finance lease liabilities, net of current portion 1,078 1,275 Operating lease liabilities, net of current portion 6,062 7,484 Other long-term liabilities 8,680 8,542 Total non-current liabilities 46,209 48,537 Total liabilities $ 141,599 $ 131,773 *Investment in affiliates includes APC’s investment in ApolloMed, which is reflected as treasury shares and eliminated upon consolidation. Amount due from affiliates are receivables with ApolloMed’s subsidiaries and consolidated VIEs. Amount due to affiliates are payables with ApolloMed’s subsidiaries and consolidated VIEs. As a result, these balances are eliminated upon consolidation and are not reflected on ApolloMed’s consolidated balance sheets as of June 30, 2023 and December 31, 2022. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has operating and finance leases for corporate offices, physicians’ offices, and certain equipment. These leases have remaining lease terms of two months to fifteen years. Some of the leases may include options to extend the lease terms for up to ten years, and some of the leases may include options to terminate the leases within one year. As of June 30, 2023 and December 31, 2022, assets recorded under finance leases were $1.6 million and $1.8 million, respectively, and accumulated depreciation associated with finance leases were $1.3 million and $1.0 million, respectively. Also, the Company rents or subleases certain real estate to third parties, which are accounted for as operating leases. Leases with an initial term of 12 months or less are not recorded on the balance sheets. The components of lease expense were as follows (in thousands): Three Months Ended June 30, 2023 2022 Operating lease cost $ 1,816 $ 1,547 Finance lease cost Amortization of lease expense 149 142 Interest on lease liabilities 22 18 Sublease income (252) (206) Total lease cost, net $ 1,735 $ 1,501 Six Months Ended June 30, 2023 2022 Operating lease cost $ 3,568 $ 3,154 Finance lease cost Amortization of lease expense 303 283 Interest on lease liabilities 45 37 Sublease income (499) (332) Total lease cost, net $ 3,417 $ 3,142 Other information related to leases was as follows (in thousands): Three Months Ended 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,937 $ 1,495 Operating cash flows from finance leases 149 18 Financing cash flows from finance leases 22 142 Six Months Ended June 30, 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,678 $ 3,042 Operating cash flows from finance leases 303 37 Financing cash flows from finance leases 45 283 Six Months Ended June 30, 2023 2022 Weighted Average Remaining Lease Term Operating leases 6.77 years 6.55 years Finance leases 3.12 years 3.11 years Weighted Average Discount Rate Operating leases 5.71 % 4.92 % Finance leases 5.08 % 4.32 % The following are future minimum lease payments under non-cancellable leases for the years ending December 31 (in thousands) below: Operating Leases Finance Leases 2023 (excluding the six months ended June 30, 2023) $ 2,074 $ 343 2024 3,946 632 2025 3,755 469 2026 3,529 214 2027 3,168 155 Thereafter 9,275 6 Total future minimum lease payments 25,747 1,819 Less: imputed interest 4,868 150 Total lease liabilities 20,879 1,669 Less: current portion 3,027 591 Long-term lease liabilities $ 17,852 $ 1,078 As of June 30, 2023, the Company does not have additional operating and finance leases that have not yet commenced. |
Leases | Leases The Company has operating and finance leases for corporate offices, physicians’ offices, and certain equipment. These leases have remaining lease terms of two months to fifteen years. Some of the leases may include options to extend the lease terms for up to ten years, and some of the leases may include options to terminate the leases within one year. As of June 30, 2023 and December 31, 2022, assets recorded under finance leases were $1.6 million and $1.8 million, respectively, and accumulated depreciation associated with finance leases were $1.3 million and $1.0 million, respectively. Also, the Company rents or subleases certain real estate to third parties, which are accounted for as operating leases. Leases with an initial term of 12 months or less are not recorded on the balance sheets. The components of lease expense were as follows (in thousands): Three Months Ended June 30, 2023 2022 Operating lease cost $ 1,816 $ 1,547 Finance lease cost Amortization of lease expense 149 142 Interest on lease liabilities 22 18 Sublease income (252) (206) Total lease cost, net $ 1,735 $ 1,501 Six Months Ended June 30, 2023 2022 Operating lease cost $ 3,568 $ 3,154 Finance lease cost Amortization of lease expense 303 283 Interest on lease liabilities 45 37 Sublease income (499) (332) Total lease cost, net $ 3,417 $ 3,142 Other information related to leases was as follows (in thousands): Three Months Ended 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,937 $ 1,495 Operating cash flows from finance leases 149 18 Financing cash flows from finance leases 22 142 Six Months Ended June 30, 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,678 $ 3,042 Operating cash flows from finance leases 303 37 Financing cash flows from finance leases 45 283 Six Months Ended June 30, 2023 2022 Weighted Average Remaining Lease Term Operating leases 6.77 years 6.55 years Finance leases 3.12 years 3.11 years Weighted Average Discount Rate Operating leases 5.71 % 4.92 % Finance leases 5.08 % 4.32 % The following are future minimum lease payments under non-cancellable leases for the years ending December 31 (in thousands) below: Operating Leases Finance Leases 2023 (excluding the six months ended June 30, 2023) $ 2,074 $ 343 2024 3,946 632 2025 3,755 469 2026 3,529 214 2027 3,168 155 Thereafter 9,275 6 Total future minimum lease payments 25,747 1,819 Less: imputed interest 4,868 150 Total lease liabilities 20,879 1,669 Less: current portion 3,027 591 Long-term lease liabilities $ 17,852 $ 1,078 As of June 30, 2023, the Company does not have additional operating and finance leases that have not yet commenced. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segments | Segments The Company determined its operating segments in accordance with ASC 280, “Segment Reporting” (“ASC 280”). The Company currently has three reportable segments consisting of: 1) Care Enablement; 2) Care Partners; and 3) Care Delivery (See Note 1 – Description of Business). The Company’s reportable segments changed from one to three in the first quarter of 2023 as a result of certain changes to the information regularly provided to the Company’s chief operating decision makers (“CODMs”) when reviewing the Company’s performance as well as an effort to provide additional transparency to investors and other financial statement users which the Company believes will assist in the evaluation of changes in the operating results of the Company’s segments separate from non-operational factors that affect net income, thus providing insight into both operations and other factors impacting reported results. The Company evaluates the performance of its operating segments based on segment revenue growth as well as operating income. Management uses revenue growth and total segment operating income as a measure of the performance of operating businesses separate from non-operating factors. The Company’s operations are based in the United States. All revenues of the Company are derived from the United States. Our segments are not evaluated using asset information. Our Care Enablement segment is an integrated, end-to-end clinical and administrative platform powered by our proprietary technology suite, which provides operational, clinical, financial, technology, management, and strategic services to enable success in the delivering of high-quality, value-based care for providers and payers. Revenue for this segment is primarily comprised of management and software fees, charged as a percentage of gross revenue or on a per-member-per-month basis. Our Care Partners segment is focused on building and managing high-quality and high-performance provider networks by partnering with, empowering, and investing in strong provider partners with a shared vision for coordinated care delivery. Under relevant accounting guidance, while our IPAs and ACO are two operating segments, they share similar economic characteristics and meet other criteria which permit us to aggregate them into a single reportable segment, which we have done. Revenue for this segment is primarily comprised of capitation and risk pool settlements and incentives. Our Care Delivery segment is a patient-centric, data-driven care delivery organization focused on delivering high-quality and accessible care to all patients. Our care delivery organization includes primary care, multi-specialty care, and ancillary care services. Revenue is primarily earned based on fee-for-service reimbursements, capitation, and performance-based incentives. Other is not a reportable segment and primarily consists of real estate operations and other entities that are individually immaterial. Revenue is primarily comprised of equipment sales and real estate revenue is presented in other income. In the normal course of business, our reportable segments enter into transactions with each other. While intersegment transactions are treated like third-party transactions to determine segment performance, the revenues recognized by a segment and expenses incurred by the counterparty are eliminated in consolidation and do not affect consolidated results. Corporate costs are unallocated and primarily include corporate initiatives, corporate infrastructure costs and corporate shared costs, such as finance, human resources, legal, and executives. The following table presents information about our segments and prior periods have been recast to conform to the current presentation (in thousands): Three Months Ended June 30, 2023 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 12,719 $ 321,776 $ 13,603 $ 111 $ — $ — $ 348,209 Intersegment 22,256 3,470 13,115 46 (38,887) — — Total revenues 34,975 325,246 26,718 157 (38,887) — 348,209 Cost of services 15,162 292,119 22,523 70 (36,998) — 292,876 General and administrative (1) 12,175 5,298 3,626 926 (2,933) 9,212 28,304 Total expenses 27,337 297,417 26,149 996 (39,931) 9,212 321,180 Income (loss) from operations $ 7,638 $ 27,829 $ 569 $ (839) $ 1,044 (2) $ (9,212) $ 27,029 Three Months Ended June 30, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 10,225 $ 247,269 $ 11,951 $ 252 $ — $ — $ 269,697 Intersegment 19,333 27 11,400 21 (30,781) — — Total revenues 29,558 247,296 23,351 273 (30,781) — 269,697 Cost of services 10,921 233,622 17,135 82 (31,690) — 230,070 General and administrative (1) 11,315 5,725 2,832 743 (896) 4,526 24,245 Total expenses 22,236 239,347 19,967 825 (32,586) 4,526 254,315 Income (loss) from operations $ 7,322 $ 7,949 $ 3,384 $ (552) $ 1,805 (2) $ (4,526) $ 15,382 Six Months Ended June 30, 2023 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 22,858 $ 636,413 $ 25,866 $ 316 $ — $ — $ 685,453 Intersegment 42,683 3,486 26,235 82 (72,486) — — Total revenues 65,541 639,899 52,101 398 (72,486) — 685,453 Cost of services 30,783 578,197 43,886 133 (70,726) — 582,273 General and administrative (1) 21,375 11,552 8,612 1,584 (3,967) 14,621 53,777 Total expenses 52,158 589,749 52,498 1,717 (74,693) 14,621 636,050 Income from operations $ 13,383 $ 50,150 $ (397) $ (1,319) $ 2,207 (2) $ (14,621) $ 49,403 Six Months Ended June 30, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 20,912 $ 488,561 $ 23,150 $ 331 $ — $ — $ 532,954 Intersegment 38,036 27 20,527 31 (58,621) — — Total revenues 58,948 488,588 43,677 362 (58,621) — 532,954 Cost of services 24,437 452,295 33,327 126 (59,387) — 450,798 General and administrative (1) 15,842 10,938 5,875 1,219 (1,515) 8,203 40,562 Total expenses 40,279 463,233 39,202 1,345 (60,902) 8,203 491,360 Income (loss) from operations $ 18,669 $ 25,355 $ 4,475 $ (983) $ 2,281 (2) $ (8,203) $ 41,594 (1) Balance includes general and administrative expenses and depreciation and amortization. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Texas Independent Providers, LLC On July 12, 2023, the Company entered into a definitive agreement to acquire assets relating to Texas Independent Providers, LLC (“TIP”). Through its coordinated network of over 120 primary care providers, TIP provides high-quality primary care services to over 4,500 Medicare Advantage patients in communities throughout Harris County, home to Houston, the largest city in Texas and the fourth-largest city in the United States. The Company anticipates closing this transaction in the third quarter of 2023 and will fund the transaction with cash on hand. IntraCare Convertible Promissory Note Receivable |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 13,170 | $ 11,950 | $ 26,302 | $ 25,714 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying consolidated balance sheet at December 31, 2022 has been derived from the Company’s audited consolidated financial statements, but does not include all annual disclosures required by generally accepted accounting principles in the United States of America (“U.S. GAAP”). The accompanying unaudited consolidated financial statements as of June 30, 2023, and for the three and six months ended June 30, 2023 and 2022, have been prepared in accordance with U.S. GAAP for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes to the financial statements included in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2022, as filed with the SEC on August 9, 2023. In the opinion of management, all material adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been made to make the consolidated financial statements not misleading, as required by Regulation S-X, Rule 10-01. |
Principles of Consolidation | Principles of Consolidation The consolidated balance sheets as of June 30, 2023 and December 31, 2022, and the consolidated statements of income for the three and six months ended June 30, 2023 and 2022, include (i) ApolloMed, ApolloMed’s consolidated subsidiaries, NMM, AMM, APAACO, Orma Health Inc, Provider Growth Solutions, LLC, and FYB and its VIEs, AP-AMH, AP-AMH 2, Sun Labs, DMG, and Valley Oaks Medical Group (“VOMG”); (ii) AP-AMH 2’s consolidated subsidiaries, APCMG, Jade, AAMG, AMG, 1 World, and Eleanor Leung M.D., a Professional Medical Corporation; (iii) AMM’s consolidated VIEs, SCHC and AMH; (iv) NMM’s VIE, APC;(v) APC’s consolidated subsidiaries, Universal Care Acquisition Partners, LLC (“UCAP”), MPP, AMG Properties, ZLL, ICC, 120 Hellman LLC (“120 Hellman”) and its VIEs, CDSC, APC-LSMA, Tag 8, and Tag 6; and (vi) APC-LSMA’s consolidated subsidiaries, Alpha Care and Accountable Health Care. The unaudited consolidated interim financial statements have been prepared under the assumption that users of the interim financial data have either read or have access to our audited consolidated financial statements for the fiscal year ended December 31, 2022. Accordingly, certain disclosures that would substantially duplicate the disclosures contained in our December 31, 2022, audited consolidated financial statements have been omitted. These unaudited consolidated interim financial statements should be read in conjunction with our audited consolidated financial statements for the fiscal year ended December 31, 2022. |
Use of Estimates | Use of EstimatesThe preparation of the consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include collectability of receivables, recoverability of long-lived and intangible assets, business combination and goodwill valuation and impairment, accrual of medical liabilities (incurred but not reported (“IBNR”) claims), determination of full-risk and shared-risk revenue and receivables (including constraints, completion factors and historical margins), income tax-valuation allowance, share-based compensation, and right-of-use assets and lease liabilities. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. |
Variable Interest Entities | Variable Interest Entities On an ongoing basis, as circumstances indicate the need for reconsideration, the Company evaluates each legal entity that is not wholly owned by the Company in accordance with the consolidation guidance. The evaluation considers all of the Company’s variable interests, including equity ownership, as well as management services agreements. To fall within the scope of the consolidation guidance, an entity must meet both of the following criteria: • The entity has a legal structure that has been established to conduct business activities and to hold assets; such entity can be in the form of a partnership, limited liability company, or corporation, among others; and • The Company has a variable interest in the legal entity; i.e., variable interests that are contractual, such as equity ownership, or other financial interests that change with changes in the fair value of the entity’s net assets. If an entity does not meet both criteria above, the Company applies other accounting guidance, such as the cost or equity method of accounting. If an entity does meet both criteria above, the Company evaluates such entity for consolidation under either the variable interest model if the legal entity meets any of the following characteristics to qualify as a VIE, or under the voting model for all other legal entities that are not VIEs. A legal entity is determined to be a VIE if it has any of the following three characteristics: • The entity does not have sufficient equity to finance its activities without additional subordinated financial support; • The entity is established with non-substantive voting rights (i.e., where the entity deprives the majority economic interest holder(s) of voting rights); or • The equity holders, as a group, lack the characteristics of a controlling financial interest. Equity holders meet this criterion if they lack any of the following: • The power, through voting rights or similar rights, to direct the activities of the entity that most significantly influence the entity’s economic performance, as evidenced by: • Substantive participating rights in the day-to-day management of the entity’s activities; or • Substantive kick-out rights over the party responsible for significant decisions; • The obligation to absorb the entity’s expected losses; or • The right to receive the entity’s expected residual returns. If the Company determines that any of the three characteristics of a VIE are met under Accounting Standards Codification (“ASC”) 810, Consolidation , the Company will conclude that the entity is a VIE and evaluate it for consolidation under the variable interest model. |
Business Combinations | Business CombinationsThe Company uses the acquisition method of accounting for all business combinations, which requires assets and liabilities of the acquiree to be recorded at fair value, to measure the fair value of the consideration transferred, including contingent consideration, to be determined on the acquisition date, and to account for acquisition-related costs separately from the business combination. |
Reportable Segments | Reportable Segments As of June 30, 2023, the Company operates in three reportable segments: Care Enablement, Care Partners, and Care Delivery. Refer to Note 1 — “Description of Business” and Note 18 — “Segments” to the consolidated financial statements for information on the Company’s segments. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company’s cash and cash equivalents primarily consist of money market funds and certificates of deposit. The Company considers all highly liquid investments that are both readily convertible into known amounts of cash and mature within ninety days from their date of purchase to be cash equivalents. |
Investments in Marketable Securities | Investments in Marketable Securities Investments in marketable securities consist of equity securities and certificates of deposit with various financial institutions. The appropriate classification of investments is determined at the time of purchase, and such designation is reevaluated at each balance sheet date. Certificates of deposit are reported at par value, plus accrued interest, with maturity dates greater than ninety days. As of June 30, 2023 and December 31, 2022, certificates of deposit amounted to approximately $2.0 million and $0, respectively. Investments in certificates of deposit are classified as Level 1 investments in the fair value hierarchy. Equity securities are reported at fair value. These securities are classified as Level 1 in the valuation hierarchy, where quoted market prices from reputable third-party brokers are available in an active market and unadjusted. Equity securities with low trading volume are determined to not have an active market with buyers and sellers ready to trade. Accordingly, we classify such equity securities as Level 2 in the valuation hierarchy, and their valuation is based on weighted average share prices from observable market data. |
Receivables, Receivables – Related Parties, Other Receivables and Loan Receivable - Related Party | Receivables, Receivables – Related Parties, Other Receivables and Loan Receivable - Related Party The Company’s receivables are comprised of accounts receivable, capitation and claims receivable, risk pool settlements, incentive receivables, management fee income, and other receivables. Accounts receivable are recorded and stated at the amount expected to be collected. The Company’s receivables – related parties are comprised of risk pool settlements, management fee income, and other receivables. Receivables – related parties are recorded and stated at the amount expected to be collected. The Company’s loan receivable and loan receivable – related party consists of promissory notes that accrue interest per annum. As of June 30, 2023, promissory notes are expected to be collected within 12 months. Capitation and claims receivables relate to each health plan’s capitation and are received by the Company in the month following the month of service. Risk pool settlements and incentive receivables mainly consist of the Company’s full risk pool receivable, which is recorded quarterly based on reports received from the Company’s hospital partners and management’s estimate of the Company’s portion of the estimated risk pool surplus for open performance years. Settlement of risk pool surplus or deficits occurs approximately 18 months after the risk pool performance year is completed. Other receivables consist of receivables from fee-for-services (“FFS”) reimbursement for patient care, certain expense reimbursements, transportation reimbursements from the hospitals, and stop-loss insurance premium reimbursements. The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer creditworthiness, current economic trends, and changes in customer payment patterns to evaluate the adequacy of these reserves. The Company also regularly analyzes the ultimate collectability of accounts receivable after certain stages of the collection cycle using a look-back analysis to determine the amount of receivables subsequently collected and adjustments are recorded when necessary. Reserves are recorded primarily on a specific identification basis. |
Concentrations of Credit Risks | Concentrations of Credit RisksThe Company disaggregates revenue from contracts by service type and payor type. This level of detail provides useful information pertaining to how the Company generates revenue by significant revenue stream and by type of direct contracts. The consolidated statements of income present disaggregated revenue by service type. |
Fair Value Measurements of Financial Instruments | Fair Value Measurements of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, fiduciary cash, investment in marketable securities, receivables, loans receivable, accounts payable, certain accrued expenses, finance lease obligations, and long-term debt. The carrying values of the financial instruments classified as current in the accompanying consolidated balance sheets are considered to be at their fair values, due to the short maturity of these instruments. The carrying amounts of finance lease obligations and long-term debt approximate fair value as they bear interest at rates that approximate current market rates for debt with similar maturities and credit quality. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), applies to all financial assets and financial liabilities that are measured and reported on a fair value basis and requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. ASC 820 establishes a fair value hierarchy for disclosure of the inputs to valuations used to measure fair value. There have been no changes in Level 1, Level 2, or Level 3 classification and no changes in valuation techniques for the six months ended June 30, 2023. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 — Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that can be accessed at the measurement date. Level 2 — Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates and yield curves), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 — Unobservable inputs that reflect assumptions about what market participants would use in pricing the asset or liability. These inputs would be based on the best information available, including the Company’s own data. |
Derivative Financial Instruments | Derivative Financial Instruments Interest Rate Swap and Collar Agreements The Company is exposed to interest rate risk on its floating-rate debt. The Company has entered into interest rate swap and collar agreements to effectively convert its floating-rate debt to a fixed-rate basis or to a rate within the agreed-upon range. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s floating-rate debt, thus reducing the impact of interest rate changes on future interest payment cash flows. Refer to Note 9 — “Credit Facility, Bank Loans, and Lines of Credit” for further information on our debt. Interest rate swap and collar agreements are not designated as hedging instruments. Changes in the fair value on these contracts are recognized as unrealized gain or loss on investments in the accompanying consolidated statements of income and reflected in the accompanying consolidated statements of cash flows as unrealized gain or loss on interest rate swaps. The estimated fair value of the interest rate swap was determined using Level 2 inputs. As of June 30, 2023 and December 31, 2022, the fair value of the interest rate swap was $3.1 million and $3.2 million, respectively, and are presented within other assets in the accompanying consolidated balance sheets. The Company’s collar agreement is designed to limit the interest rate risk associated with the Company’s Revolver Loan. Under the terms of the agreement, the ceiling is 5.0% and the floor is 2.34%. The estimated fair value of the collar is determined using Level 2. As of June 30, 2023 the fair value of the collar is $1.2 million. Contingent Equity Securities |
Revenue Recognition | Revenue Recognition The Company receives payments from the following sources for services rendered: (i) commercial insurers; (ii) the federal government under the Medicare program administered by CMS; (iii) state governments under the Medicaid and other programs; (iv) other third-party payors (e.g., hospitals and IPAs); and (v) individual patients and clients. Revenue primarily consists of capitation revenue, risk pool settlements and incentives, GPDC/ACO REACH revenue, management fee income, and FFS revenue. Revenue is recorded in the period in which services are rendered or the period in which the Company is obligated to provide services. The form of billing and related risk of collection for such services may vary by type of revenue and the customer. GPDC/ACO REACH Capitation Revenue CMS contracts with Direct Contracting Entities (“DCEs”), which are composed of healthcare providers operating under a common legal structure and accept financial accountability for the overall quality and cost of medical care furnished to Medicare FFS beneficiaries aligned to the entity. The combination of the FFS model and the GPDC and ACO REACH model changes the distribution of responsibilities, risks, costs, and rewards among CMS, DCEs, and providers. By entering into a contract with CMS, a DCE voluntarily takes on operational, financial, and legal responsibilities and risks that no party has, individually or collectively, under the existing FFS model. Each DCE bears the economic costs, and reaps the economic rewards of fulfilling its responsibilities and managing its risks as a DCE. APAACO participated in the GPDC Model for Performance Year 2022 and is currently participating in the ACO REACH model for Performance Year 2023, beginning January 1, 2023. For each performance year, CMS will pay a total benchmark amount, determined unilaterally by CMS in advance but subject to prospective adjustments throughout the year, for the totality of care provided to the DCE’s population of aligned beneficiaries over the course of that year. The benchmark is net of a quality withholding applied by CMS. At the end of each performance year, a portion, or all, of the quality withholding can be earned based on APAACO’s performance. GPDC/ACO REACH capitation revenue is recognized based on the estimated transaction price to transfer the service for a distinct increment of the series (i.e., month) and is recognized net of quality incentives/penalties. |
Income Taxes | Income Taxes Federal and state income taxes are computed at currently enacted tax rates less tax credits using the asset and liability method. Deferred taxes are adjusted for both items that do not have tax consequences and for the cumulative effect of any changes in tax rates from those previously used to determine deferred tax assets or liabilities. Tax provisions include amounts that are currently payable, changes in deferred tax assets and liabilities that arise because of temporary differences between the timing of when items of income and expense are recognized for financial reporting and income tax purposes, changes in the recognition of tax positions and any changes in the valuation allowance caused by a change in judgment about the realizability of the related deferred tax assets. A valuation allowance is established when necessary to reduce deferred tax assets to amounts expected to be realized. The Company uses a recognition threshold of more-likely-than-not and a measurement attribute on all tax positions taken or expected to be taken in a tax return in order to be recognized in the consolidated financial statements. Once the recognition threshold is met, the tax position is then measured to determine the actual amount of benefit to recognize in the consolidated financial statements. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Gain (Loss) on Securities | The components comprising total gains and losses on equity securities are as follows (in thousands) for the periods listed below: Three Months Ended Six Months Ended 2023 2022 2023 2022 Total losses recognized on equity securities $ (1,348) $ (4,331) $ (5,701) $ (14,886) Gains recognized on equity securities sold — 2,272 — 2,272 Unrealized losses recognized on equity securities held at end of period $ (1,348) $ (2,059) $ (5,701) $ (12,614) |
Schedule of Disaggregated Revenue by Each Payor Type | The following table presents disaggregated revenue generated by payor type for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Commercial $ 38,907 $ 42,014 $ 78,926 $ 84,167 Medicare 222,159 142,641 438,469 276,299 Medicaid 69,112 70,635 136,451 142,299 Other third parties 18,031 14,407 31,607 30,189 Revenue $ 348,209 $ 269,697 $ 685,453 $ 532,954 |
Schedule of Contributions to Revenue and Receivables by Payor | The Company had major payors that contributed the following percentages of net revenue: Three Months Ended Six Months Ended 2023 2022 2023 2022 Payor A * 10.3 % * 10.5 % Payor B 38.2 % 31.0 % 39.8 % 30.7 % *Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of receivables and receivables – related parties: As of June 30, As of December 31, (Restated) Payor B 28.0 % 26.0 % Payor C 50.0 % 52.0 % |
Schedule of Carrying Amounts and Fair Values of Financial Instruments | The carrying amounts and fair values of the Company’s financial instruments as of June 30, 2023, are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 78,647 $ — $ — $ 78,647 Marketable securities – certificates of deposit 2,022 — — 2,022 Marketable securities – equity securities 1,767 — — 1,767 Interest rate swaps — 3,116 — 3,116 Interest rate collar — 1,202 — 1,202 Total assets $ 82,436 $ 4,318 $ — $ 86,754 Liabilities APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 AAMG contingent consideration (see Note 3) — — 5,056 5,056 VOMG contingent consideration (see Note 3) — — 17 17 DMG remaining equity interest purchase (see Note 1) — — 8,542 8,542 Sun labs remaining equity interest purchase (see Note 1) — — 7,631 7,631 Total liabilities $ — $ — $ 22,246 $ 22,246 * Included in cash and cash equivalents The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2022, are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 135,235 $ — $ — $ 135,235 Marketable securities – equity securities 5,567 — — 5,567 Contingent equity securities — — 1,900 1,900 Interest rate swaps — 3,164 — 3,164 Total assets $ 140,802 $ 3,164 $ 1,900 $ 145,866 Liabilities APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 AAMG contingent consideration (see Note 3) — — 5,851 5,851 VOMG contingent consideration (see Note 3) — — 17 17 DMG remaining equity interest purchase (see Note 1) — — 8,542 8,542 Sun labs remaining equity interest purchase (see Note 1) — — 5,849 5,849 Total liabilities $ — $ — $ 21,259 $ 21,259 * Included in cash and cash equivalents |
Schedule of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The change in the fair value of Level 3 liabilities for the six months ended June 30, 2023 was as follows (in thousands): Amount Balance at January 1, 2023 $ 21,259 Unrealized gain recognized from change in fair value of existing Level 3 liabilities* 987 Balance at June 30, 2023 $ 22,246 * The change in the fair value of existing Level 3 liabilities is presented in unrealized loss on investments in the accompanying consolidated statement of income. |
Business Combinations, Asset _2
Business Combinations, Asset Acquisitions, and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Change in Carrying Value of Goodwill | The change in the carrying value of goodwill for the six months ended June 30, 2023 was as follows (in thousands): Balance, January 1, 2023 (restated) $ 269,053 Acquisitions 3,924 Adjustments 1,052 Balance, June 30, 2023 $ 274,029 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets, Net | At June 30, 2023, the Company’s intangible assets, net, consisted of the following (in thousands): Useful Life (Years) Gross June 30, Accumulated Net June 30, Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 (100,244) 50,435 Management contracts 15 22,832 (15,982) 6,850 Member relationships 10-14 20,477 (6,302) 14,175 Patient management platform 5 2,060 (2,060) — Tradename/trademarks 20 1,011 (282) 729 Developed technology 6 107 (25) 82 $ 199,316 $ (124,895) $ 74,421 At December 31, 2022, the Company’s intangible assets, net, consisted of the following (in thousands): Useful Life (Years) Gross December 31, Accumulated Net December 31, 2022 Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 (95,451) 55,228 Management contracts 15 22,832 (15,208) 7,624 Member relationships 12 16,633 (5,619) 11,014 Patient management platform 5 2,060 (2,060) — Tradename/trademarks 20 1,011 (257) 754 Developed technology 6 107 (16) 91 $ 195,472 $ (118,611) $ 76,861 |
Schedule of Future Amortization Expense | Future amortization expense is estimated to be as follows for the following years ending December 31 (in thousands): Amount 2023 (excluding the six months ended June 30, 2023) $ 6,157 2024 12,249 2025 11,171 2026 9,811 2027 8,430 Thereafter 24,453 Total $ 72,271 |
Investments in Other Entities (
Investments in Other Entities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | For the six months ended June 30, 2023 and 2022, the Company’s equity method investment balance consisted of the following (in thousands): % of Ownership December 31, Initial Investment Allocation of Income (Loss) Funding Distribution June 30, 2023 LaSalle Medical Associates – IPA Line of Business 25% $ 5,684 $ — $ 4,853 $ — $ — $ 10,537 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,878 — (223) — — 1,655 531 W. College, LLC * 50% 17,281 — (211) — — 17,070 One MSO, LLC * 50% 2,718 — 242 — — 2,960 CAIPA MSO, LLC 30% 12,738 — 451 — — 13,189 James Song, M.D., A Professional Corporation 25% — 325 95 — — 420 $ 40,299 $ 325 $ 5,207 $ — $ — $ 45,831 % of Ownership December 31, Allocation of Net Income (Loss) Funding Reclassified To Loan Receivable Funding Distribution June 30, 2022 LaSalle Medical Associates – IPA Line of Business 25% $ 3,034 $ 2,535 $ (2,125) $ — $ — $ 3,444 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,719 22 — — — 1,741 531 W. College, LLC * 50% 17,230 (305) — 250 — 17,175 One MSO, LLC * 50% 2,910 254 — — (400) 2,764 Tag-6 Medical Investment Group, LLC* 50% 4,830 111 — 1,435 — 6,376 CAIPA MSO, LLC 30% 11,992 328 — — — 12,320 $ 41,715 $ 2,945 $ (2,125) $ 1,685 $ (400) $ 43,820 * Investment is deemed Excluded Assets that are solely for the benefit of APC and its shareholders. For the three months ended June 30, 2023 and 2022, the Company’s equity method investment balance consisted of the following (in thousands): % of Ownership March 31, Initial Investment Allocation of Net Income (Loss) Funding Distribution June 30, 2023 LaSalle Medical Associates – IPA Line of Business 25% $ 7,848 $ — $ 2,689 $ — $ — $ 10,537 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,886 — (231) — — 1,655 531 W. College, LLC * 50% 17,191 — (121) — — 17,070 One MSO, LLC * 50% 2,833 — 127 — — 2,960 CAIPA MSO, LLC 30% 12,988 — 201 — — 13,189 James Song, M.D., A Professional Corporation 25% 362 — 58 — — 420 $ 43,108 $ — $ 2,723 $ — $ — $ 45,831 % of Ownership March 31, Allocation of Net Income (Loss) Funding Reclassified To Loan Receivable Funding Distribution June 30, 2022 LaSalle Medical Associates – IPA Line of Business 25% $ 4,292 $ 1,277 $ (2,125) $ — $ — $ 3,444 Pacific Medical Imaging & Oncology Center, Inc. 40% 1,726 15 — — — 1,741 531 W. College, LLC * 50% 17,048 (123) — 250 — 17,175 One MSO, LLC * 50% 2,847 117 — — (200) 2,764 Tag-6 Medical Investment Group, LLC* 50% 6,330 46 — — — 6,376 CAIPA MSO, LLC 30% 12,140 180 — — — 12,320 $ 44,383 $ 1,512 $ (2,125) $ 250 $ (200) $ 43,820 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | The Company’s accounts payable and accrued expenses consisted of the following (in thousands): June 30, December 31, Accounts payable and other accruals $ 9,939 $ 10,473 Capitation payable 4,543 4,229 Subcontractor IPA payable 3,326 2,415 Professional fees 2,680 2,709 Due to related parties 3,246 3,304 Contract liabilities 647 531 Accrued compensation 13,393 15,301 Other provider payable 12,130 10,600 Total accounts payable and accrued expenses $ 49,904 $ 49,562 |
Medical Liabilities (Tables)
Medical Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Activity in Liability [Abstract] | |
Schedule of Medical Liabilities | The Company’s medical liabilities consisted of the following (in thousands): June 30, June 30, Medical liabilities, beginning of period (restated) $ 81,255 $ 55,783 Acquired (see Note 3) 4,757 1,609 Components of medical care costs related to claims incurred: Current period 441,443 313,325 Prior periods (12,066) (950) Total medical care costs 429,377 312,375 Payments for medical care costs related to claims incurred: Current period (336,231) (204,032) Prior periods (81,165) (53,978) Total paid (417,396) (258,010) Adjustments 2,054 742 Medical liabilities, end of period $ 100,047 $ 112,499 |
Credit Facility, Bank Loans, _2
Credit Facility, Bank Loans, and Lines of Credit (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Credit Facility | The Company’s debt balance consists of the following (in thousands): June 30, 2023 December 31, 2022 Revolver Loan $ 180,000 $ 180,000 Real Estate Loans 22,862 23,168 Construction Loans 5,749 4,159 Promissory Note Payable 2,000 — Total debt 210,611 207,327 Less: Current portion of debt (2,630) (619) Less: Unamortized financing costs (2,845) (3,319) Long-term debt $ 205,136 $ 203,389 |
Schedule of Future Commitments of Credit Facility | The following are the future commitments of the Company’s debt for the years ending December 31 (in thousands): Amount 2023 (excluding the six months ended June 30, 2023) $ 312 2024 2,642 2025 7,184 2026 180,454 2027 472 Thereafter 19,547 Total $ 210,611 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-Based Compensation Expense | The following table summarizes the stock-based compensation expense recognized under all of the Company’s stock plans for the three and six months ended June 30, 2023 and 2022, and associated with the issuance of restricted shares of common stock and vesting of stock options that are included in general and administrative expenses in the accompanying consolidated statements of income (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Stock options $ 422 422000 $ 1,141 $ 988 $ 1,921 Restricted stock 3,791 2,779 6,670 5,054 Total stock-based compensation expense $ 4,213 $ 3,920 $ 7,658 $ 6,975 |
Schedule of Stock Option Transactions Under Stock Option Plans | The Company’s outstanding stock options consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Options outstanding at January 1, 2023 859,850 $ 25.88 2.19 $ 10.3 Options granted — — — — Options exercised (125,000) 10.00 — 3.3 Options forfeited (50,000) 0.10 — — Options outstanding at June 30, 2023 684,850 $ 30.66 2.16 $ 7.4 Options exercisable at June 30, 2023 589,118 $ 21.77 1.72 $ 7.1 |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Fees Incurred and Revenue Earned from Related Party Transactions | The following table sets forth fees incurred and income recognized related to AHMC, HSMSO, and Aurion (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 AHMC – Risk pool, capitation, claims payment $ 11,574 $ 14,419 $ 19,658 $ 25,785 HSMSO – Management fees, net 243 (649) 389 (728) Aurion – Management fees (100) (75) (150) (150) $ 11,717 $ 13,695 $ 19,897 $ 24,907 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Computations | Below is a summary of the earnings per share computations: Three Months Ended June 30, 2023 2022 (Restated) Earnings per share – basic $ 0.28 $ 0.27 Earnings per share – diluted $ 0.28 $ 0.26 Weighted average shares of common stock outstanding – basic 46,482,271 44,858,657 Weighted average shares of common stock outstanding – diluted 46,778,299 46,023,015 Six Months Ended June 30, 2023 2022 (Restated) Earnings per share – basic $ 0.57 $ 0.57 Earnings per share – diluted $ 0.56 $ 0.56 Weighted average shares of common stock outstanding – basic 46,517,108 44,815,307 Weighted average shares of common stock outstanding – diluted 46,844,044 46,082,643 |
Schedule of Shares Included in the Diluted Earnings Per Share Computations | Below is a summary of the shares included in the diluted earnings per share computations: Three Months Ended June 30, 2023 2022 Weighted average shares of common stock outstanding – basic 46,482,271 44,858,657 Stock options 252,311 418,322 Warrants — 651,725 Restricted stock awards 40,027 94,311 Contingently issuable shares 3,690 — Weighted average shares of common stock outstanding – diluted 46,778,299 46,023,015 Six Months Ended June 30, 2023 2022 Weighted average shares of common stock outstanding – basic 46,517,108 44,815,307 Stock options 254,718 455,170 Warrants — 689,240 Restricted stock awards 70,363 122,926 Contingently issuable shares 1,855 — Weighted average shares of common stock outstanding – diluted 46,844,044 46,082,643 |
Variable Interest Entities (V_2
Variable Interest Entities (VIEs) (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Assets and Liabilities, Variable Interest Entities | The following table includes assets that can only be used to settle the liabilities of APC and its consolidated entities and VIEs, including Alpha Care and Accountable Health Care, and to which the creditors of ApolloMed have no recourse, and liabilities to which the creditors of APC, including Alpha Care and Accountable Health Care, have no recourse to the general credit of ApolloMed, as the primary beneficiary of the VIEs. These assets and liabilities, with the exception of the investment in a privately held entity that does not report net asset value per share and amounts due to affiliates, which are eliminated upon consolidation with NMM, are included in the accompanying consolidated balance sheets (in thousands). The assets and liabilities of the Company’s other consolidated VIEs were not considered significant. June 30, December 31, (Restated) Assets Current assets Cash and cash equivalents $ 79,598 $ 97,669 Investment in marketable securities 1,068 4,543 Receivables, net 15,187 11,503 Receivables, net – related party 76,678 62,190 Income taxes receivable — 8,580 Other receivables 586 1,236 June 30, December 31, (Restated) Prepaid expenses and other current assets 9,211 9,289 Loan receivable — 22 Loan receivable – related party — 2,125 Amount due from affiliates* — 30,340 Total current assets 182,328 227,497 Non-current assets Land, property, and equipment, net 121,310 106,486 Intangible assets, net 49,439 53,964 Goodwill 110,182 111,539 Income taxes receivable, non-current 15,943 15,943 Investment in affiliates* 325,457 304,755 Investments in other entities – equity method 32,222 27,561 Investment in privately held entities 405 405 Operating lease right-of-use assets 4,906 6,503 Other assets 4,099 4,169 Total non-current assets 663,963 631,325 Total assets $ 846,291 $ 858,822 Current liabilities Accounts payable and accrued expenses $ 22,014 $ 23,632 Fiduciary accounts payable 8,603 7,853 Medical liabilities 42,923 48,100 Income taxes payable 13,100 — Dividends payable 638 638 Amount due to affiliates* 5,428 — Current portion of long-term debt 630 619 Finance lease liabilities 591 594 Operating lease liabilities 1,463 1,800 Total current liabilities 95,390 83,236 Non-current liabilities Long-term debt, net of current portion and deferred financing costs 27,922 26,645 Deferred tax liability 2,467 4,591 Finance lease liabilities, net of current portion 1,078 1,275 Operating lease liabilities, net of current portion 6,062 7,484 Other long-term liabilities 8,680 8,542 Total non-current liabilities 46,209 48,537 Total liabilities $ 141,599 $ 131,773 *Investment in affiliates includes APC’s investment in ApolloMed, which is reflected as treasury shares and eliminated upon consolidation. Amount due from affiliates are receivables with ApolloMed’s subsidiaries and consolidated VIEs. Amount due to affiliates are payables with ApolloMed’s subsidiaries and consolidated VIEs. As a result, these balances are eliminated upon consolidation and are not reflected on ApolloMed’s consolidated balance sheets as of June 30, 2023 and December 31, 2022. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Information Related to Lease Costs | The components of lease expense were as follows (in thousands): Three Months Ended June 30, 2023 2022 Operating lease cost $ 1,816 $ 1,547 Finance lease cost Amortization of lease expense 149 142 Interest on lease liabilities 22 18 Sublease income (252) (206) Total lease cost, net $ 1,735 $ 1,501 Six Months Ended June 30, 2023 2022 Operating lease cost $ 3,568 $ 3,154 Finance lease cost Amortization of lease expense 303 283 Interest on lease liabilities 45 37 Sublease income (499) (332) Total lease cost, net $ 3,417 $ 3,142 Other information related to leases was as follows (in thousands): Three Months Ended 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,937 $ 1,495 Operating cash flows from finance leases 149 18 Financing cash flows from finance leases 22 142 Six Months Ended June 30, 2023 2022 Supplemental Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,678 $ 3,042 Operating cash flows from finance leases 303 37 Financing cash flows from finance leases 45 283 Six Months Ended June 30, 2023 2022 Weighted Average Remaining Lease Term Operating leases 6.77 years 6.55 years Finance leases 3.12 years 3.11 years Weighted Average Discount Rate Operating leases 5.71 % 4.92 % Finance leases 5.08 % 4.32 % |
Schedule of Future Minimum Operating Lease Payments After Adoption of 842 | The following are future minimum lease payments under non-cancellable leases for the years ending December 31 (in thousands) below: Operating Leases Finance Leases 2023 (excluding the six months ended June 30, 2023) $ 2,074 $ 343 2024 3,946 632 2025 3,755 469 2026 3,529 214 2027 3,168 155 Thereafter 9,275 6 Total future minimum lease payments 25,747 1,819 Less: imputed interest 4,868 150 Total lease liabilities 20,879 1,669 Less: current portion 3,027 591 Long-term lease liabilities $ 17,852 $ 1,078 |
Schedule of Future Minimum Finance Lease Payments After Adoption of 842 | The following are future minimum lease payments under non-cancellable leases for the years ending December 31 (in thousands) below: Operating Leases Finance Leases 2023 (excluding the six months ended June 30, 2023) $ 2,074 $ 343 2024 3,946 632 2025 3,755 469 2026 3,529 214 2027 3,168 155 Thereafter 9,275 6 Total future minimum lease payments 25,747 1,819 Less: imputed interest 4,868 150 Total lease liabilities 20,879 1,669 Less: current portion 3,027 591 Long-term lease liabilities $ 17,852 $ 1,078 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Information about our Segments | The following table presents information about our segments and prior periods have been recast to conform to the current presentation (in thousands): Three Months Ended June 30, 2023 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 12,719 $ 321,776 $ 13,603 $ 111 $ — $ — $ 348,209 Intersegment 22,256 3,470 13,115 46 (38,887) — — Total revenues 34,975 325,246 26,718 157 (38,887) — 348,209 Cost of services 15,162 292,119 22,523 70 (36,998) — 292,876 General and administrative (1) 12,175 5,298 3,626 926 (2,933) 9,212 28,304 Total expenses 27,337 297,417 26,149 996 (39,931) 9,212 321,180 Income (loss) from operations $ 7,638 $ 27,829 $ 569 $ (839) $ 1,044 (2) $ (9,212) $ 27,029 Three Months Ended June 30, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 10,225 $ 247,269 $ 11,951 $ 252 $ — $ — $ 269,697 Intersegment 19,333 27 11,400 21 (30,781) — — Total revenues 29,558 247,296 23,351 273 (30,781) — 269,697 Cost of services 10,921 233,622 17,135 82 (31,690) — 230,070 General and administrative (1) 11,315 5,725 2,832 743 (896) 4,526 24,245 Total expenses 22,236 239,347 19,967 825 (32,586) 4,526 254,315 Income (loss) from operations $ 7,322 $ 7,949 $ 3,384 $ (552) $ 1,805 (2) $ (4,526) $ 15,382 Six Months Ended June 30, 2023 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 22,858 $ 636,413 $ 25,866 $ 316 $ — $ — $ 685,453 Intersegment 42,683 3,486 26,235 82 (72,486) — — Total revenues 65,541 639,899 52,101 398 (72,486) — 685,453 Cost of services 30,783 578,197 43,886 133 (70,726) — 582,273 General and administrative (1) 21,375 11,552 8,612 1,584 (3,967) 14,621 53,777 Total expenses 52,158 589,749 52,498 1,717 (74,693) 14,621 636,050 Income from operations $ 13,383 $ 50,150 $ (397) $ (1,319) $ 2,207 (2) $ (14,621) $ 49,403 Six Months Ended June 30, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 20,912 $ 488,561 $ 23,150 $ 331 $ — $ — $ 532,954 Intersegment 38,036 27 20,527 31 (58,621) — — Total revenues 58,948 488,588 43,677 362 (58,621) — 532,954 Cost of services 24,437 452,295 33,327 126 (59,387) — 450,798 General and administrative (1) 15,842 10,938 5,875 1,219 (1,515) 8,203 40,562 Total expenses 40,279 463,233 39,202 1,345 (60,902) 8,203 491,360 Income (loss) from operations $ 18,669 $ 25,355 $ 4,475 $ (983) $ 2,281 (2) $ (8,203) $ 41,594 (1) Balance includes general and administrative expenses and depreciation and amortization. |
Description of Business - Addit
Description of Business - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Mar. 31, 2023 USD ($) segment | Jun. 30, 2023 USD ($) segment | Dec. 31, 2022 USD ($) segment | Feb. 23, 2023 | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Description Of Business [Line Items] | |||||||
Number of reportable segments | segment | 3 | 3 | 1 | ||||
Investments in other entities – equity method | $ 43,108 | $ 45,831 | $ 40,299 | $ 43,820 | $ 44,383 | $ 41,715 | |
DMG | |||||||
Description Of Business [Line Items] | |||||||
Investments in other entities – equity method | $ 8,500 | ||||||
DMG And Sun Labs | |||||||
Description Of Business [Line Items] | |||||||
Equity interest purchase obligation, period to purchase | 3 years | ||||||
Allied Pacific Of California IPA | MPP, AMG Properties, and ZLL Asset Acquisition | |||||||
Description Of Business [Line Items] | |||||||
Asset acquisition, percentage of shares acquired | 100% | ||||||
Allied Pacific Of California IPA | One MSO, LLC | |||||||
Description Of Business [Line Items] | |||||||
Asset acquisition, percentage of shares acquired | 50% | ||||||
AMG, Inc | APC LSMA | |||||||
Description Of Business [Line Items] | |||||||
Interest acquired | 100% | ||||||
Apollo-Sun Labs Management, LLC | |||||||
Description Of Business [Line Items] | |||||||
Equity interest purchase obligation, noncurrent | $ 7,600 | $ 5,800 | |||||
Change in fair value of equity interest | $ 1,800 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2023 segment | Jun. 30, 2023 USD ($) segment | Dec. 31, 2022 USD ($) segment | |
Summary Of Significant Accounting Policies [Line Items] | |||
Number of reportable segments | segment | 3 | 3 | 1 |
Amount deposit accounts exceeded FDIC insured limit | $ 326,800 | $ 324,700 | |
Marketable securities – certificates of deposit | 2,022 | ||
Equity securities | $ 1,767 | 5,567 | |
Promissory notes expected to be collected within period | 12 months | ||
Risk pool surplus or deficits, settlement period after risk pool performance year | 18 months | ||
Interest rate collar | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Derivative asset, fair value | $ 1,200 | ||
Derivative, ceiling interest rate | 5% | ||
Derivative, floor interest rate | 2.34% | ||
Contingent equity securities | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Contingent equity securities | 1,900 | ||
Cash flow hedges: | Interest rate swap | Other Noncurrent Assets | Derivatives designated as hedging instruments | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Derivative asset, fair value | $ 3,100 | 3,200 | |
Certificates of Deposit | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Short-term marketable securities, maturity period | 90 days | ||
Marketable securities – certificates of deposit | $ 2,000 | $ 0 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Gain (Loss) on Securities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Accounting Policies [Abstract] | ||||
Total losses recognized on equity securities | $ (1,348) | $ (4,331) | $ (5,701) | $ (14,886) |
Gains recognized on equity securities sold | 0 | 2,272 | 0 | 2,272 |
Unrealized losses recognized on equity securities held at end of period | $ (1,348) | $ (2,059) | $ (5,701) | $ (12,614) |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Disaggregated Revenue by Each Payor Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 348,209 | $ 269,697 | $ 685,453 | $ 532,954 |
Commercial | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 38,907 | 42,014 | 78,926 | 84,167 |
Medicare | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 222,159 | 142,641 | 438,469 | 276,299 |
Medicaid | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 69,112 | 70,635 | 136,451 | 142,299 |
Other third parties | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 18,031 | $ 14,407 | $ 31,607 | $ 30,189 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Contributions to Revenue and Receivables by Payor (Details) - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Net Revenue | Payor A | |||||
Accounts Receivable And Net Revenue [Line Items] | |||||
Concentration risk | 10.30% | 10.50% | |||
Net Revenue | Payor B | |||||
Accounts Receivable And Net Revenue [Line Items] | |||||
Concentration risk | 38.20% | 31% | 39.80% | 30.70% | |
Receivables and Receivables-Related Parties | Payor B | |||||
Accounts Receivable And Net Revenue [Line Items] | |||||
Concentration risk | 28% | 26% | |||
Receivables and Receivables-Related Parties | Payor C | |||||
Accounts Receivable And Net Revenue [Line Items] | |||||
Concentration risk | 50% | 52% |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Carrying Amounts and Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 78,647 | $ 135,235 |
Marketable securities – certificates of deposit | 2,022 | |
Marketable securities – equity securities | 1,767 | 5,567 |
Total assets | 86,754 | 145,866 |
Total liabilities | 22,246 | 21,259 |
APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 1,000 | 1,000 |
AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 5,056 | 5,851 |
VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 17 | 17 |
DMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 8,542 | 8,542 |
Sun Labs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 7,631 | 5,849 |
Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,116 | 3,164 |
Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,202 | |
Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,900 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 78,647 | 135,235 |
Marketable securities – certificates of deposit | 2,022 | |
Marketable securities – equity securities | 1,767 | 5,567 |
Total assets | 82,436 | 140,802 |
Total liabilities | 0 | 0 |
Level 1 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 1 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 1 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 1 | DMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 0 | 0 |
Level 1 | Sun Labs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 0 | 0 |
Level 1 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 1 | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Level 1 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Marketable securities – certificates of deposit | 0 | |
Marketable securities – equity securities | 0 | 0 |
Total assets | 4,318 | 3,164 |
Total liabilities | 0 | 0 |
Level 2 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 2 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 2 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 0 | 0 |
Level 2 | DMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 0 | 0 |
Level 2 | Sun Labs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 0 | 0 |
Level 2 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,116 | 3,164 |
Level 2 | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,202 | |
Level 2 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Marketable securities – certificates of deposit | 0 | |
Marketable securities – equity securities | 0 | 0 |
Total assets | 0 | 1,900 |
Total liabilities | 22,246 | 21,259 |
Level 3 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 1,000 | 1,000 |
Level 3 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 5,056 | 5,851 |
Level 3 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash contingent consideration | 17 | 17 |
Level 3 | DMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 8,542 | 8,542 |
Level 3 | Sun Labs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Remaining equity interest purchase | 7,631 | 5,849 |
Level 3 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 3 | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 0 | |
Level 3 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 1,900 |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 21,259 |
Unrealized gain recognized from change in fair value of existing Level 3 liabilities | 987 |
Ending balance | $ 22,246 |
Business Combinations, Asset _3
Business Combinations, Asset Acquisitions, and Goodwill - Additional Information (Details) | 6 Months Ended | ||||||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | May 01, 2023 | Oct. 31, 2022 USD ($) | Oct. 14, 2022 clinic | Apr. 19, 2022 | Jan. 27, 2022 | |
Business Acquisition [Line Items] | |||||||
Number of primary care clinics | clinic | 9 | ||||||
Impairment of goodwill | $ 0 | $ 0 | |||||
For Your Benefit Inc. (FYB) | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 100% | ||||||
Orma Health, Inc., and Provider Growth Solutions LLC | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 100% | ||||||
Jade Health Care Medical Group, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 100% | ||||||
AAMG | |||||||
Business Acquisition [Line Items] | |||||||
Interest acquired | 100% | ||||||
Business combination, contingent consideration, liability | $ 5,100,000 | $ 5,600,000 |
Business Combinations, Asset _4
Business Combinations, Asset Acquisitions, and Goodwill - Schedule of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 269,053 |
Acquisitions | 3,924 |
Adjustments | 1,052 |
Ending balance | $ 274,029 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ (124,895) | $ (118,611) |
Total | 72,271 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | 199,316 | 195,472 |
Intangible Assets, Net | 74,421 | 76,861 |
Trademarks | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite lived assets: | 2,150 | 2,150 |
Network relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets, Gross | 150,679 | 150,679 |
Accumulated Amortization | (100,244) | (95,451) |
Total | $ 50,435 | $ 55,228 |
Network relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 11 years | 11 years |
Network relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 21 years | 21 years |
Management contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 15 years | 15 years |
Amortized intangible assets, Gross | $ 22,832 | $ 22,832 |
Accumulated Amortization | (15,982) | (15,208) |
Total | 6,850 | $ 7,624 |
Member relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 12 years | |
Amortized intangible assets, Gross | 20,477 | $ 16,633 |
Accumulated Amortization | (6,302) | (5,619) |
Total | $ 14,175 | $ 11,014 |
Member relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 10 years | |
Member relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 14 years | |
Patient management platform | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | 5 years |
Amortized intangible assets, Gross | $ 2,060 | $ 2,060 |
Accumulated Amortization | (2,060) | (2,060) |
Total | $ 0 | $ 0 |
Tradename/trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 20 years | 20 years |
Amortized intangible assets, Gross | $ 1,011 | $ 1,011 |
Accumulated Amortization | (282) | (257) |
Total | $ 729 | $ 754 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life | 6 years | 6 years |
Amortized intangible assets, Gross | $ 107 | $ 107 |
Accumulated Amortization | (25) | (16) |
Total | $ 82 | $ 91 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 3,300,000 | $ 3,500,000 | $ 6,300,000 | $ 7,200,000 |
Impairment of finite-lived intangible assets | $ 0 | $ 0 |
Intangible Assets, Net - Sche_2
Intangible Assets, Net - Schedule of Future Amortization Expense (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 (excluding the six months ended June 30, 2023 | $ 6,157 |
2024 | 12,249 |
2025 | 11,171 |
2026 | 9,811 |
2027 | 8,430 |
Thereafter | 24,453 |
Total | $ 72,271 |
Investments in Other Entities -
Investments in Other Entities - Schedule of Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 43,108 | $ 44,383 | $ 40,299 | $ 41,715 |
Initial Investment | 0 | 325 | ||
Allocation of Income (Loss) | 2,723 | 1,512 | 5,207 | 2,945 |
Funding Reclassified To Loan Receivable | (2,125) | (2,125) | ||
Funding | 0 | 250 | 0 | 1,685 |
Distribution | 0 | (200) | 0 | (400) |
Ending Balance | $ 45,831 | $ 43,820 | $ 45,831 | $ 43,820 |
LaSalle Medical Associates – IPA Line of Business | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 25% | 25% | 25% | 25% |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 7,848 | $ 4,292 | $ 5,684 | $ 3,034 |
Initial Investment | 0 | 0 | ||
Allocation of Income (Loss) | 2,689 | 1,277 | 4,853 | 2,535 |
Funding Reclassified To Loan Receivable | (2,125) | (2,125) | ||
Funding | 0 | 0 | 0 | 0 |
Distribution | 0 | 0 | 0 | 0 |
Ending Balance | $ 10,537 | $ 3,444 | $ 10,537 | $ 3,444 |
Pacific Medical Imaging & Oncology Center, Inc. | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 40% | 40% | 40% | 40% |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 1,886 | $ 1,726 | $ 1,878 | $ 1,719 |
Initial Investment | 0 | 0 | ||
Allocation of Income (Loss) | (231) | 15 | (223) | 22 |
Funding Reclassified To Loan Receivable | 0 | 0 | ||
Funding | 0 | 0 | 0 | 0 |
Distribution | 0 | 0 | 0 | 0 |
Ending Balance | $ 1,655 | $ 1,741 | $ 1,655 | $ 1,741 |
531 W. College, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 50% | 50% | 50% | 50% |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 17,191 | $ 17,048 | $ 17,281 | $ 17,230 |
Initial Investment | 0 | 0 | ||
Allocation of Income (Loss) | (121) | (123) | (211) | (305) |
Funding Reclassified To Loan Receivable | 0 | 0 | ||
Funding | 0 | 250 | 0 | 250 |
Distribution | 0 | 0 | 0 | 0 |
Ending Balance | $ 17,070 | $ 17,175 | $ 17,070 | $ 17,175 |
One MSO, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 50% | 50% | 50% | 50% |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 2,833 | $ 2,847 | $ 2,718 | $ 2,910 |
Initial Investment | 0 | 0 | ||
Allocation of Income (Loss) | 127 | 117 | 242 | 254 |
Funding Reclassified To Loan Receivable | 0 | 0 | ||
Funding | 0 | 0 | 0 | 0 |
Distribution | 0 | (200) | 0 | (400) |
Ending Balance | $ 2,960 | $ 2,764 | $ 2,960 | $ 2,764 |
CAIPA MSO, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 30% | 30% | 30% | 30% |
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 12,988 | $ 12,140 | $ 12,738 | $ 11,992 |
Initial Investment | 0 | 0 | ||
Allocation of Income (Loss) | 201 | 180 | 451 | 328 |
Funding Reclassified To Loan Receivable | 0 | 0 | ||
Funding | 0 | 0 | 0 | 0 |
Distribution | 0 | 0 | 0 | 0 |
Ending Balance | $ 13,189 | $ 12,320 | $ 13,189 | $ 12,320 |
James Song, M.D., A Professional Corporation | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 25% | 25% | ||
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 362 | $ 0 | ||
Initial Investment | 0 | 325 | ||
Allocation of Income (Loss) | 58 | 95 | ||
Funding | 0 | 0 | ||
Distribution | 0 | 0 | ||
Ending Balance | $ 420 | $ 420 | ||
Tag-6 Medical Investment Group, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership interest | 50% | 50% | ||
Equity Method Investments [Roll Forward] | ||||
Beginning Balance | $ 6,330 | $ 4,830 | ||
Allocation of Income (Loss) | 46 | 111 | ||
Funding Reclassified To Loan Receivable | 0 | 0 | ||
Funding | 0 | 1,435 | ||
Distribution | 0 | 0 | ||
Ending Balance | $ 6,376 | $ 6,376 |
Investments in Other Entities_2
Investments in Other Entities - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2023 | Jan. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | $ 2,723,000 | $ 1,512,000 | $ 5,207,000 | $ 2,945,000 | |||||
Investments in other entities – equity method | $ 45,831,000 | $ 43,820,000 | 45,831,000 | 43,820,000 | $ 43,108,000 | $ 40,299,000 | $ 44,383,000 | $ 41,715,000 | |
Impairment of investments | $ 0 | $ 0 | |||||||
James Song, M.D., A Professional Corporation | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 25% | 25% | |||||||
Income (loss) from equity method investments | $ 58,000 | $ 95,000 | |||||||
Investments in other entities – equity method | $ 420,000 | $ 420,000 | $ 362,000 | $ 0 | |||||
James Song, M.D., A Professional Corporation | AP-AMH 2 | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 25% |
Loan Receivable and Loan Rece_2
Loan Receivable and Loan Receivable – Related Parties - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Jun. 30, 2022 | Oct. 31, 2020 |
NMM | LMA | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Ownership interest | 25% | 25% | |
Convertible Secured Promissory Note | Related Party | NMM | Pacific6 Enterprises | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount of loan | $ 0.5 | ||
Interest rate on loan receivable | 5% | ||
Convertible Secured Promissory Note | Related Party | LMA | APC LSMA | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount of loan | $ 2.1 | ||
Note receivable, interest rate | 1% |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable and other accruals | $ 9,939 | $ 10,473 |
Capitation payable | 4,543 | 4,229 |
Subcontractor IPA payable | 3,326 | 2,415 |
Professional fees | 2,680 | 2,709 |
Due to related parties | 3,246 | 3,304 |
Contract liabilities | 647 | 531 |
Accrued compensation | 13,393 | 15,301 |
Other provider payable | 12,130 | 10,600 |
Total accounts payable and accrued expenses | $ 49,904 | $ 49,562 |
Medical Liabilities (Details)
Medical Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Medical Liabilities [Roll Forward] | ||
Medical liabilities, beginning of period (restated) | $ 81,255 | $ 55,783 |
Acquired (see Note 3) | 4,757 | 1,609 |
Components of medical care costs related to claims incurred: | ||
Current period | 441,443 | 313,325 |
Prior periods | (12,066) | (950) |
Total medical care costs | 429,377 | 312,375 |
Payments for medical care costs related to claims incurred: | ||
Current period | (336,231) | (204,032) |
Prior periods | (81,165) | (53,978) |
Total paid | (417,396) | (258,010) |
Adjustments | 2,054 | 742 |
Medical liabilities, end of period | $ 100,047 | $ 112,499 |
Credit Facility, Bank Loans, _3
Credit Facility, Bank Loans, and Lines of Credit - Schedule of Credit Facility (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Line of Credit Facility [Line Items] | ||
Total debt | $ 210,611 | $ 207,327 |
Less: Current portion of debt | (2,630) | (619) |
Less: Unamortized financing costs | (2,845) | (3,319) |
Long-term debt, net of current portion and deferred financing costs | 205,136 | 203,389 |
Real Estate Loans | ||
Line of Credit Facility [Line Items] | ||
Total debt | 22,862 | 23,168 |
Construction Loans | ||
Line of Credit Facility [Line Items] | ||
Total debt | 5,749 | 4,159 |
Promissory Note Payable | ||
Line of Credit Facility [Line Items] | ||
Total debt | 2,000 | 0 |
Revolver Loan | ||
Line of Credit Facility [Line Items] | ||
Total debt | $ 180,000 | $ 180,000 |
Credit Facility, Bank Loans, _4
Credit Facility, Bank Loans, and Lines of Credit - Schedule of Maturities (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023 (excluding the six months ended June 30, 2023) | $ 312 |
2024 | 2,642 |
2025 | 7,184 |
2026 | 180,454 |
2027 | 472 |
Thereafter | 19,547 |
Total | $ 210,611 |
Credit Facility, Bank Loans, _5
Credit Facility, Bank Loans, and Lines of Credit - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||||
Jan. 25, 2022 USD ($) | Jun. 16, 2021 USD ($) | Aug. 05, 2020 | Jul. 27, 2020 | Jul. 03, 2020 | May 31, 2021 USD ($) | Jun. 30, 2023 USD ($) financial_ratio | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) financial_ratio | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Jun. 30, 2021 USD ($) | Apr. 30, 2021 USD ($) | Sep. 30, 2019 USD ($) | Sep. 10, 2019 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||
Unamortized financing costs | $ 2,845,000 | $ 2,845,000 | $ 3,319,000 | ||||||||||||
Interest expense | 3,632,000 | $ 1,854,000 | 6,901,000 | $ 2,927,000 | |||||||||||
Medical Property Partners LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 5,800,000 | 5,800,000 | |||||||||||||
Debt instrument, covenant, debt coverage ratio, minimum | 1.25 | ||||||||||||||
Medical Property Partners LLC | Prime Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | (0.50%) | ||||||||||||||
AMG Properties LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 600,000 | 600,000 | |||||||||||||
Debt instrument, covenant, debt coverage ratio, minimum | 1.25 | ||||||||||||||
AMG Properties LLC | Prime Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | (0.30%) | ||||||||||||||
ZLL Partners LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 600,000 | 600,000 | |||||||||||||
Debt instrument, covenant, debt coverage ratio, minimum | 1.25 | ||||||||||||||
ZLL Partners LLC | Prime Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | (0.50%) | ||||||||||||||
120 Hellman LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | 15,800,000 | 15,800,000 | |||||||||||||
Debt, principal sum | $ 16,300,000 | ||||||||||||||
Debt instrument, covenant, cash flow to debt service ratio, minimum | 1.25 | ||||||||||||||
Debt covenant, threshold percentage for occupation of property | 35% | ||||||||||||||
120 Hellman LLC | Prime Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 2% | ||||||||||||||
Amended Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Annual agent fee | $ 50,000 | ||||||||||||||
Amended Credit Agreement | Truist Bank | Standby Letters of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 21,100,000 | $ 21,100,000 | |||||||||||||
Term of facility | 1 year | ||||||||||||||
Amended Credit Agreement | Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Required annual facility fee | 0.175% | ||||||||||||||
Amended Credit Agreement | Minimum | Secured Overnight Financing Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 1.25% | ||||||||||||||
Amended Credit Agreement | Minimum | Base Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 0.25% | ||||||||||||||
Amended Credit Agreement | Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Required annual facility fee | 0.35% | ||||||||||||||
Amended Credit Agreement | Maximum | Secured Overnight Financing Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 2.50% | ||||||||||||||
Amended Credit Agreement | Maximum | Base Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 1.50% | ||||||||||||||
Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Number of key financial ratios | financial_ratio | 2 | 2 | |||||||||||||
Maximum consolidated leverage ratio (not greater than) | 3.75 | 3.75 | |||||||||||||
Debt covenant, aggregate purchase price, maximum | $ 75,000,000 | $ 75,000,000 | |||||||||||||
Consolidated leverage ratio, annual decrease | 0.25 | 0.25 | |||||||||||||
Debt instrument, covenant, leverage ratio, adjusted maximum | 4 | 4 | |||||||||||||
Minimum consolidated interest coverage ratio (not less than) | 3.25 | ||||||||||||||
Average effective interest rate | 5.93% | 2.16% | |||||||||||||
Interest expense | $ 200,000 | $ 200,000 | $ 500,000 | $ 500,000 | |||||||||||
Construction Loan | Tag-8 Medical Investment Group, LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Long-term debt | $ 5,700,000 | $ 5,700,000 | |||||||||||||
Debt, principal sum | $ 10,700,000 | ||||||||||||||
Construction Loans | Tag-8 Medical Investment Group, LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, covenant, cash flow coverage ratio, minimum | 1.25 | ||||||||||||||
Subordinated Loan Agreement | Subordinated Debt | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Basis spread on variable rate | 1% | ||||||||||||||
Debt, principal sum | $ 2,000,000 | ||||||||||||||
Revolver Loan | Amended Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Revolving credit facility term | 5 years | ||||||||||||||
Interest rate | 6.68% | 6.68% | |||||||||||||
Deferred financing costs | $ 700,000 | ||||||||||||||
Revolver Loan | Amended Credit Agreement | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 400,000,000 | ||||||||||||||
Revolver Loan | Credit Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Deferred financing costs | $ 6,500,000 | ||||||||||||||
Line of Credit | APC Business Loan Agreement | APC | Preferred Bank | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 4,100,000 | ||||||||||||||
Letter of Credit | Amended Credit Agreement | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | 25,000,000 | ||||||||||||||
Bridge Loan | Amended Credit Agreement | Line of Credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 25,000,000 | ||||||||||||||
Standby Letters of Credit | APC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 100,000 | $ 100,000 | |||||||||||||
Term of facility | 1 year | ||||||||||||||
Standby Letters of Credit | Alpha Care Medical Group, Inc. | Preferred Bank | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum loan availability | $ 3,800,000 | $ 3,800,000 | |||||||||||||
Term of facility | 1 year | ||||||||||||||
Standby Letters of Credit | Amended Credit Agreement | Minimum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Required annual facility fee | 1.25% | ||||||||||||||
Standby Letters of Credit | Amended Credit Agreement | Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Required annual facility fee | 2.50% |
Mezzanine and Stockholders' E_2
Mezzanine and Stockholders' Equity - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Class of Stock [Line Items] | |||||
Holdback shares not issued to former shareholders (in shares) | 140,954 | ||||
Treasury shares (in shares) | 10,569,340 | 10,569,340 | 10,299,259 | ||
Treasury stock repurchased (in shares) | 270,081 | ||||
APC | |||||
Class of Stock [Line Items] | |||||
Treasury shares (in shares) | 10,299,259 | 10,299,259 | 10,299,259 | ||
Dividends paid | $ 0 | $ 10 | $ 0 | $ 10 | |
CDSC | |||||
Class of Stock [Line Items] | |||||
Dividends paid | $ 0 | $ 1.5 | $ 0 | $ 2.9 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 4,213 | $ 3,920 | $ 7,658 | $ 6,975 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 422 | 1,141 | 988 | 1,921 |
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 3,791 | $ 2,779 | $ 6,670 | $ 5,054 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 37.7 | ||
Shares issued for exercise of options and warrants (in shares) | 125,000 | 38,500 | |
Purchase price adjustment from merger | $ 1.3 | ||
Warrants outstanding (in shares) | 0 | 0 | |
Warrants exercised (in shares) | 101,953 | ||
Proceeds from warrants exercised | $ 1.1 | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of warrants exercised (in dollars per share) | $ 10 | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of warrants exercised (in dollars per share) | $ 11 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock awards granted (in shares) | 279,501 | ||
Contingent on performance (in shares) | 359,527 | ||
Weighted average grant date fair value (in dollars per share) | $ 33.15 | ||
Performance Based Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average grant date fair value (in dollars per share) | $ 32.95 | ||
Number of shares, performance based restricted stock (in shares) | 1,300,000 | ||
APC Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Purchase price adjustment from merger | $ 0.7 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock Option Transactions Under Stock Option Plans (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Shares | |||
Beginning balance (in shares) | 684,850 | 859,850 | |
Options granted (in shares) | 0 | ||
Options exercised (in shares) | (125,000) | (38,500) | |
Options forfeited (in shares) | (50,000) | ||
Options outstanding, ending balance (in shares) | 684,850 | 859,850 | |
Options exercisable (in shares) | 589,118 | ||
Weighted Average Exercise Price | |||
Options outstanding, beginning balance (in dollars per share) | $ 25.88 | ||
Options granted (in dollars per share) | 0 | ||
Options exercised (in dollars per share) | 10 | ||
Options forfeited (in dollars per share) | 0.10 | ||
Options outstanding, ending balance (in dollars per share) | 30.66 | $ 25.88 | |
Options exercisable (in dollars per share) | $ 21.77 | ||
Weighted Average Remaining Contractual Term (Years) | |||
Options outstanding | 2 years 1 month 28 days | 2 years 2 months 8 days | |
Options exercisable | 1 year 8 months 19 days | ||
Aggregate Intrinsic Value (in millions) | |||
Options outstanding | $ 7,400 | $ 10,300 | |
Options exercised | 3,300 | ||
Options exercisable | $ 7,100 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Commitments And Contingencies [Line Items] | |
Amount outstanding | $ 210,611 |
Standby Letters of Credit | APC | |
Commitments And Contingencies [Line Items] | |
Amount outstanding | 100 |
Standby Letters of Credit | Alpha Care Medical Group, Inc. | |
Commitments And Contingencies [Line Items] | |
Amount outstanding | 3,800 |
Amended Credit Agreement | Truist Bank | Standby Letters of Credit | |
Commitments And Contingencies [Line Items] | |
Maximum loan availability | $ 21,100 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Revenue | $ 348,209 | $ 269,697 | $ 685,453 | $ 532,954 | |
Payments for repurchase of shares | 9,539 | 9,480 | |||
Risk pool settlements and incentives | |||||
Related Party Transaction [Line Items] | |||||
Revenue | 20,121 | 18,793 | 33,583 | 36,868 | |
Board members | |||||
Related Party Transaction [Line Items] | |||||
Payments for repurchase of shares | 9,500 | ||||
Song PC | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 400 | 400 | |||
AHMC | |||||
Related Party Transaction [Line Items] | |||||
Amount outstanding under agreement | 73,200 | 73,200 | $ 58,700 | ||
AHMC | Related Party | Risk pool settlements and incentives | |||||
Related Party Transaction [Line Items] | |||||
Revenue | 15,800 | 13,300 | 28,800 | 25,300 | |
NMM | LMA | Related Party | |||||
Related Party Transaction [Line Items] | |||||
Revenue | 6,900 | 4,800 | 11,900 | 11,100 | |
NMM | Arroyo Vista | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 100 | 100 | 200 | 100 | |
NMM | Arroyo Vista | Related Party | |||||
Related Party Transaction [Line Items] | |||||
Revenue | 500 | 400 | 1,000 | 900 | |
NMM | One MSO, Inc. | Office Lease | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 400 | 400 | |||
APC | Board members | |||||
Related Party Transaction [Line Items] | |||||
Payments for repurchase of shares | 9,300 | ||||
APC | PMIOC | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 500 | 700 | 1,100 | 1,400 | |
APC | Advance Diagnostic Surgery Center | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 100 | 100 | 100 | 100 | |
APC | Fulgent Genetics, Inc. | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 1 | 200 | 10 | 300 | |
APC | Sunny Village Care Center | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 600 | 100 | 800 | 1,000 | |
APC | One MSO, Inc. | Office Lease | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 700 | 700 | |||
APC | APC Shareholders | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 18,800 | 21,600 | |||
APC | APC Shareholders and Officers | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 2,600 | 5,200 | |||
APC | Board Members | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 9,500 | 12,300 | |||
APC | Board Members Who Are Also Officers | Provider Services | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 1,200 | 3,300 | |||
Medical Property Partners LLC | Diagnostic and Surgical Center | Rent Payment | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | 200 | $ 100 | 300 | $ 300 | |
Tag-6 Medical Investment Group, LLC | Sunny Village Care Center | Rent Payment | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amount of transaction | $ 300 | $ 500 | |||
LMA | NMM | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 25% | 25% | 25% | 25% | |
PMIOC | APC | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 40% | 40% | 40% | 40% | |
One MSO, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 50% | 50% |
Related-Party Transactions - Sc
Related-Party Transactions - Schedule of Fees Incurred and Revenue Earned from Related Party Transactions (Details) - Fees Incurred and Income Recognized - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Related party transaction, amount of transaction | $ 11,717 | $ 13,695 | $ 19,897 | $ 24,907 |
AHMC | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount of transaction | 11,574 | 14,419 | 19,658 | 25,785 |
HSMSO | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount of transaction | 243 | (649) | 389 | (728) |
Aurion | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount of transaction | $ (100) | $ (75) | $ (150) | $ (150) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 41.10% | 34.90% |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Restricted Stock | |||||
Earnings Per Share [Line Items] | |||||
Antidilutive securities not included in the calculation of earnings per share (in shares) | 238,096 | 394,606 | 246,431 | 257,193 | |
Performance Shares | |||||
Earnings Per Share [Line Items] | |||||
Antidilutive securities not included in the calculation of earnings per share (in shares) | 838,628 | 838,628 | |||
APC | |||||
Earnings Per Share [Line Items] | |||||
Antidilutive securities not included in the calculation of earnings per share (in shares) | 10,299,259 | 10,299,259 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share Computations (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Earnings per share – basic (in dollars per share) | $ 0.28 | $ 0.27 | $ 0.57 | $ 0.57 |
Earnings per share – diluted (in dollars per share) | $ 0.28 | $ 0.26 | $ 0.56 | $ 0.56 |
Weighted average shares of common stock outstanding – basic (in shares) | 46,482,271 | 44,858,657 | 46,517,108 | 44,815,307 |
Weighted average shares of common stock outstanding – diluted (in shares) | 46,778,299 | 46,023,015 | 46,844,044 | 46,082,643 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Shares Included in the Diluted Earnings Per Share Computations (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Line Items] | ||||
Weighted average shares of common stock outstanding – basic (in shares) | 46,482,271 | 44,858,657 | 46,517,108 | 44,815,307 |
Contingently issuable shares (in shares) | 3,690 | 0 | 1,855 | 0 |
Weighted average shares of common stock outstanding – diluted (in shares) | 46,778,299 | 46,023,015 | 46,844,044 | 46,082,643 |
Warrants | ||||
Earnings Per Share [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 0 | 651,725 | 0 | 689,240 |
Stock options | ||||
Earnings Per Share [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 252,311 | 418,322 | 254,718 | 455,170 |
Restricted stock awards | ||||
Earnings Per Share [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 40,027 | 94,311 | 70,363 | 122,926 |
Variable Interest Entities (V_3
Variable Interest Entities (VIEs) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Current assets | |||||||
Cash and cash equivalents | $ 293,921 | $ 288,027 | $ 234,223 | ||||
Investment in marketable securities | 3,789 | 5,567 | |||||
Other receivables | 1,201 | 1,834 | |||||
Prepaid expenses and other current assets | 15,087 | 14,798 | |||||
Total current assets | 465,063 | 428,125 | |||||
Non-current assets | |||||||
Intangible assets, net | 74,421 | 76,861 | |||||
Goodwill | 274,029 | 269,053 | |||||
Income taxes receivable, non-current | 15,943 | 15,943 | |||||
Investments in other entities – equity method | 45,831 | $ 43,108 | 40,299 | 43,820 | $ 44,383 | $ 41,715 | |
Operating lease right-of-use assets | 17,905 | 20,444 | |||||
Other assets | 7,229 | 6,056 | |||||
Total non-current assets | 562,113 | 538,088 | |||||
Total assets | [1] | 1,027,176 | 966,213 | ||||
Current liabilities | |||||||
Accounts payable and accrued expenses | 49,904 | 49,562 | |||||
Fiduciary accounts payable | 8,603 | 8,065 | |||||
Medical liabilities | 100,047 | 81,255 | $ 112,499 | $ 55,783 | |||
Dividends payable | 638 | 664 | |||||
Amount due to affiliate | 3,246 | 3,304 | |||||
Current portion of long-term debt | 2,630 | 619 | |||||
Finance lease liabilities | 591 | 594 | |||||
Operating lease liabilities | 3,027 | 3,572 | |||||
Total current liabilities | 185,794 | 148,610 | |||||
Non-current liabilities | |||||||
Long-term debt, net of current portion and deferred financing costs | 205,136 | 203,389 | |||||
Deferred tax liability | 12,335 | 14,217 | |||||
Finance lease liabilities, net of current portion | 1,078 | 1,275 | |||||
Operating lease liabilities, net of current portion | 17,852 | 19,915 | |||||
Other long-term liabilities | 21,383 | 20,260 | |||||
Total non-current liabilities | 257,784 | 259,056 | |||||
Total liabilities | [1] | 443,578 | 407,666 | ||||
Nonrelated Party | |||||||
Current assets | |||||||
Receivables, net | 66,927 | 49,631 | |||||
Loans receivable | 973 | 996 | |||||
Related Party | |||||||
Current assets | |||||||
Receivables, net | 82,820 | 65,147 | |||||
Loans receivable | 0 | 2,125 | |||||
Variable Interest Entity, Primary Beneficiary | |||||||
Current assets | |||||||
Cash and cash equivalents | 79,598 | 97,669 | |||||
Investment in marketable securities | 1,068 | 4,543 | |||||
Income taxes receivable | 0 | 8,580 | |||||
Other receivables | 586 | 1,236 | |||||
Prepaid expenses and other current assets | 9,211 | 9,289 | |||||
Amount due from affiliates | 0 | 30,340 | |||||
Total current assets | 182,328 | 227,497 | |||||
Non-current assets | |||||||
Land, property, and equipment, net | 121,310 | 106,486 | |||||
Intangible assets, net | 49,439 | 53,964 | |||||
Goodwill | 110,182 | 111,539 | |||||
Income taxes receivable, non-current | 15,943 | 15,943 | |||||
Investment in affiliates | 325,457 | 304,755 | |||||
Investments in other entities – equity method | 32,222 | 27,561 | |||||
Investment in privately held entities | 405 | 405 | |||||
Operating lease right-of-use assets | 4,906 | 6,503 | |||||
Other assets | 4,099 | 4,169 | |||||
Total non-current assets | 663,963 | 631,325 | |||||
Total assets | 846,291 | 858,822 | |||||
Current liabilities | |||||||
Accounts payable and accrued expenses | 22,014 | 23,632 | |||||
Fiduciary accounts payable | 8,603 | 7,853 | |||||
Medical liabilities | 42,923 | 48,100 | |||||
Income taxes payable | 13,100 | 0 | |||||
Dividends payable | 638 | 638 | |||||
Amount due to affiliate | 5,428 | 0 | |||||
Current portion of long-term debt | 630 | 619 | |||||
Finance lease liabilities | 591 | 594 | |||||
Operating lease liabilities | 1,463 | 1,800 | |||||
Total current liabilities | 95,390 | 83,236 | |||||
Non-current liabilities | |||||||
Long-term debt, net of current portion and deferred financing costs | 27,922 | 26,645 | |||||
Deferred tax liability | 2,467 | 4,591 | |||||
Finance lease liabilities, net of current portion | 1,078 | 1,275 | |||||
Operating lease liabilities, net of current portion | 6,062 | 7,484 | |||||
Other long-term liabilities | 8,680 | 8,542 | |||||
Total non-current liabilities | 46,209 | 48,537 | |||||
Total liabilities | 141,599 | 131,773 | |||||
Variable Interest Entity, Primary Beneficiary | Nonrelated Party | |||||||
Current assets | |||||||
Receivables, net | 15,187 | 11,503 | |||||
Loans receivable | 0 | 22 | |||||
Variable Interest Entity, Primary Beneficiary | Related Party | |||||||
Current assets | |||||||
Receivables, net | 76,678 | 62,190 | |||||
Loans receivable | $ 0 | $ 2,125 | |||||
[1]The Company’s consolidated balance sheets include the assets and liabilities of its consolidated VIEs. The consolidated balance sheets include total assets that can be used only to settle obligations of the Company’s consolidated VIEs totaling $520.8 million and $523.7 million as of June 30, 2023 and December 31, 2022, respectively, and total liabilities of the Company’s consolidated VIEs for which creditors do not have recourse to the general credit of the primary beneficiary of $136.2 million and $131.8 million as of June 30, 2023 and December 31, 2022, respectively. The VIE balances do not include $325.5 million of investment in affiliates and $5.4 million of amounts due to affiliates as of June 30, 2023 and $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 16 — “Variable Interest Entities (VIEs)” for further detail. |
Leases - Additional information
Leases - Additional information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease option to extend (up to) | 10 years | |
Finance lease option to extend (up to) | 10 years | |
Operating lease, termination period, if applicable | 1 year | |
Finance lease, termination period, if applicable | 1 year | |
Assets recorded under finance leases | $ 1.6 | $ 1.8 |
Accumulated depreciation associated with finance leases | $ 1.3 | $ 1 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term, operating | 2 months | |
Remaining lease term, finance | 2 months | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term, operating | 15 years | |
Remaining lease term, finance | 15 years |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,816 | $ 1,547 | $ 3,568 | $ 3,154 |
Finance lease cost | ||||
Amortization of lease expense | 149 | 142 | 303 | 283 |
Interest on lease liabilities | 22 | 18 | 45 | 37 |
Sublease income | (252) | (206) | (499) | (332) |
Total lease cost, net | $ 1,735 | $ 1,501 | $ 3,417 | $ 3,142 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows from operating leases | $ 1,937 | $ 1,495 | $ 3,678 | $ 3,042 |
Operating cash flows from finance leases | 149 | 18 | 303 | 37 |
Financing cash flows from finance leases | $ 22 | $ 142 | $ 45 | $ 283 |
Weighted Average Remaining Lease Term | ||||
Operating leases | 6 years 9 months 7 days | 6 years 6 months 18 days | 6 years 9 months 7 days | 6 years 6 months 18 days |
Finance leases | 3 years 1 month 13 days | 3 years 1 month 9 days | 3 years 1 month 13 days | 3 years 1 month 9 days |
Weighted Average Discount Rate | ||||
Operating leases | 5.71% | 4.92% | 5.71% | 4.92% |
Finance leases | 5.08% | 4.32% | 5.08% | 4.32% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Payments Under Non-cancelable Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2023 (excluding the six months ended June 30, 2023) | $ 2,074 | |
2024 | 3,946 | |
2025 | 3,755 | |
2026 | 3,529 | |
2027 | 3,168 | |
Thereafter | 9,275 | |
Total future minimum lease payments | 25,747 | |
Less: imputed interest | 4,868 | |
Total lease liabilities | 20,879 | |
Less: current portion | 3,027 | $ 3,572 |
Long-term lease liabilities | 17,852 | 19,915 |
Finance Leases | ||
2023 (excluding the six months ended June 30, 2023) | 343 | |
2024 | 632 | |
2025 | 469 | |
2026 | 214 | |
2027 | 155 | |
Thereafter | 6 | |
Total future minimum lease payments | 1,819 | |
Less: imputed interest | 150 | |
Total lease liabilities | 1,669 | |
Less: current portion | 591 | 594 |
Long-term lease liabilities | $ 1,078 | $ 1,275 |
Segments - Narrative (Details)
Segments - Narrative (Details) - segment | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Segment Reporting [Abstract] | |||
Number of reportable segments | 3 | 3 | 1 |
Segments - Schedule of Informat
Segments - Schedule of Information about our Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 348,209 | $ 269,697 | $ 685,453 | $ 532,954 |
Cost of services | 292,876 | 230,070 | 582,273 | 450,798 |
General and administrative | 28,304 | 24,245 | 53,777 | 40,562 |
Total expenses | 321,180 | 254,315 | 636,050 | 491,360 |
Income (loss) from operations | 27,029 | 15,382 | 49,403 | 41,594 |
Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 348,209 | 269,697 | 685,453 | 532,954 |
Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intersegment Elimination | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | (38,887) | (30,781) | (72,486) | (58,621) |
Cost of services | (36,998) | (31,690) | (70,726) | (59,387) |
General and administrative | (2,933) | (896) | (3,967) | (1,515) |
Total expenses | (39,931) | (32,586) | (74,693) | (60,902) |
Income (loss) from operations | 1,044 | 1,805 | 2,207 | 2,281 |
Intersegment Elimination | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Intersegment Elimination | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | (38,887) | (30,781) | (72,486) | (58,621) |
Corporate Costs | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Cost of services | 0 | 0 | 0 | 0 |
General and administrative | 9,212 | 4,526 | 14,621 | 8,203 |
Total expenses | 9,212 | 4,526 | 14,621 | 8,203 |
Income (loss) from operations | (9,212) | (4,526) | (14,621) | (8,203) |
Corporate Costs | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Corporate Costs | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Care Enablement | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 34,975 | 29,558 | 65,541 | 58,948 |
Cost of services | 15,162 | 10,921 | 30,783 | 24,437 |
General and administrative | 12,175 | 11,315 | 21,375 | 15,842 |
Total expenses | 27,337 | 22,236 | 52,158 | 40,279 |
Income (loss) from operations | 7,638 | 7,322 | 13,383 | 18,669 |
Care Enablement | Operating Segments | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 12,719 | 10,225 | 22,858 | 20,912 |
Care Enablement | Operating Segments | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 22,256 | 19,333 | 42,683 | 38,036 |
Care Partners | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 325,246 | 247,296 | 639,899 | 488,588 |
Cost of services | 292,119 | 233,622 | 578,197 | 452,295 |
General and administrative | 5,298 | 5,725 | 11,552 | 10,938 |
Total expenses | 297,417 | 239,347 | 589,749 | 463,233 |
Income (loss) from operations | 27,829 | 7,949 | 50,150 | 25,355 |
Care Partners | Operating Segments | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 321,776 | 247,269 | 636,413 | 488,561 |
Care Partners | Operating Segments | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 3,470 | 27 | 3,486 | 27 |
Care Delivery | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 26,718 | 23,351 | 52,101 | 43,677 |
Cost of services | 22,523 | 17,135 | 43,886 | 33,327 |
General and administrative | 3,626 | 2,832 | 8,612 | 5,875 |
Total expenses | 26,149 | 19,967 | 52,498 | 39,202 |
Income (loss) from operations | 569 | 3,384 | (397) | 4,475 |
Care Delivery | Operating Segments | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 13,603 | 11,951 | 25,866 | 23,150 |
Care Delivery | Operating Segments | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 13,115 | 11,400 | 26,235 | 20,527 |
Other Segments | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 157 | 273 | 398 | 362 |
Cost of services | 70 | 82 | 133 | 126 |
General and administrative | 926 | 743 | 1,584 | 1,219 |
Total expenses | 996 | 825 | 1,717 | 1,345 |
Income (loss) from operations | (839) | (552) | (1,319) | (983) |
Other Segments | Operating Segments | Third Party | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 111 | 252 | 316 | 331 |
Other Segments | Operating Segments | Intersegment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 46 | $ 21 | $ 82 | $ 31 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event $ in Millions | Jul. 27, 2023 USD ($) | Jul. 12, 2023 careProvider primary_care_service |
Subsequent Event [Line Items] | ||
Number of primary care provider | careProvider | 120 | |
Number of medicare advantage patients | primary_care_service | 4,500 | |
IntraCare Convertible Promissory Note Receivable | Convertible Secured Promissory Note | ||
Subsequent Event [Line Items] | ||
Revolving credit facility term | 5 years | |
Debt, principal sum | $ | $ 25 | |
Interest rate | 8.81% |