Cover
Cover - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 16, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 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 Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.5 | ||
Entity Common Stock, Shares Outstanding (in shares) | 57,435,292 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive Proxy Statement for the 2023 annual meeting of the stockholders of the registrant are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement was filed with the Securities and Exchange Commission (the “SEC”) April 28, 2023. | ||
Amendment Flag | true | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001083446 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Los Angeles, California |
Auditor Firm ID | 42 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | |
Current assets | |||
Cash and cash equivalents | $ 288,027 | $ 233,097 | |
Investment in marketable securities | 5,567 | 53,417 | |
Receivables, net | 49,631 | 10,608 | |
Receivables, net – related parties | 65,147 | 69,376 | |
Other receivables | 1,834 | 9,647 | |
Prepaid expenses and other current assets | 14,798 | 18,637 | |
Loans receivable | 996 | 0 | |
Loans receivable - related party | 2,125 | 4,000 | |
Total current assets | 428,125 | 404,460 | |
Non-current assets | |||
Land, property and equipment, net | 108,536 | 53,186 | |
Intangible assets, net | 76,861 | 82,807 | |
Goodwill | 269,053 | 246,416 | |
Income taxes receivable, non-current | 15,943 | 15,943 | |
Loans receivable | 0 | 569 | |
Investments in other entities – equity method | 40,299 | 41,715 | |
Investments in privately held entities | 896 | 896 | |
Operating lease right-of-use assets | 20,444 | 15,441 | |
Other assets | 6,056 | 5,928 | |
Total non-current assets | 538,088 | 462,901 | |
Total assets | [1] | 966,213 | 867,361 |
Current liabilities | |||
Accounts payable and accrued expenses | 49,562 | 43,951 | |
Fiduciary accounts payable | 8,065 | 10,534 | |
Medical liabilities | 81,255 | 55,783 | |
Income taxes payable | 4,279 | 0 | |
Dividend payable | 664 | 556 | |
Finance lease liabilities | 594 | 486 | |
Operating lease liabilities | 3,572 | 2,629 | |
Current portion of long-term debt | 619 | 780 | |
Total current liabilities | 148,610 | 114,719 | |
Non-current liabilities | |||
Deferred tax liability | 14,217 | 30,135 | |
Finance lease liabilities, net of current portion | 1,275 | 973 | |
Operating lease liabilities, net of current portion | 19,915 | 13,198 | |
Long-term debt, net of current portion and deferred financing costs | 203,389 | 182,917 | |
Other long-term liabilities | 20,260 | 14,777 | |
Total non-current liabilities | 259,056 | 242,000 | |
Total liabilities | [1] | 407,666 | 356,719 |
Commitments and contingencies (Note 15) | |||
Mezzanine equity | |||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 14,237 | 56,535 | |
Stockholders’ equity | |||
Common stock, par value $0.001; 100,000,000 shares authorized, 46,575,699 and 44,630,873 shares outstanding, excluding 10,299,259 and 10,925,702 treasury shares, at December 31, 2022 and 2021, respectively | 47 | 45 | |
Additional paid-in capital | 360,097 | 310,876 | |
Retained earnings | 182,417 | 137,246 | |
Stockholders' equity attributable to parent | 542,561 | 448,167 | |
Non-controlling interest | 1,749 | 5,940 | |
Total stockholders’ equity | 544,310 | 454,107 | |
Total liabilities, mezzanine equity, and stockholders’ equity | 966,213 | 867,361 | |
Series A Preferred Stock | |||
Stockholders’ equity | |||
Preferred stock | 0 | 0 | |
Series B Preferred Stock | |||
Stockholders’ equity | |||
Preferred stock | $ 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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | |
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 outstanding (in shares) | 46,575,699 | 44,630,873 | |
Treasury stock, common, shares (in shares) | 10,299,259 | 10,925,702 | |
Assets | [1] | $ 966,213 | $ 867,361 |
Liabilities | [1] | 407,666 | 356,719 |
Primary Beneficiary | |||
Assets | 523,700 | 580,900 | |
Liabilities | 131,800 | 94,800 | |
Investments in affiliates | 304,800 | 30,300 | |
Amounts due from affiliates | $ 802,800 | $ 6,600 | |
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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue | |||
Total revenue | $ 1,144,163 | $ 773,915 | $ 687,180 |
Operating expenses | |||
Cost of services, excluding depreciation and amortization | 944,685 | 596,142 | 539,211 |
General and administrative expenses | 77,670 | 62,077 | 49,116 |
Depreciation and amortization | 17,543 | 17,517 | 18,350 |
Total expenses | 1,039,898 | 675,736 | 606,677 |
Income from operations | 104,265 | 98,179 | 80,503 |
Other (expense) income | |||
Income (loss) from equity method investments | 5,622 | (4,306) | 3,694 |
Gain on sale of equity method investment | 0 | 2,193 | 99,839 |
Interest expense | (7,920) | (5,394) | (9,499) |
Interest income | 1,976 | 1,571 | 2,813 |
Unrealized loss on investments | (21,271) | (10,745) | 0 |
Other income (expense) | 3,944 | (3,750) | 1,077 |
Total other (expense) income, net | (17,649) | (20,431) | 97,924 |
Income before provision for income taxes | 86,616 | 77,748 | 178,427 |
Provision for income taxes | 40,875 | 31,693 | 56,344 |
Net income | 45,741 | 46,055 | 122,083 |
Net income (loss) attributable to noncontrolling interests | 570 | (22,868) | 84,395 |
Net income attributable to Apollo Medical Holdings, Inc. | $ 45,171 | $ 68,923 | $ 37,688 |
Earnings per share – basic (in dollars per share) | $ 1 | $ 1.57 | $ 1.03 |
Earnings per share – diluted (in dollars per share) | $ 0.99 | $ 1.52 | $ 1.01 |
Capitation, net | |||
Revenue | |||
Total revenue | $ 930,131 | $ 593,224 | $ 557,326 |
Risk pool settlements and incentives | |||
Revenue | |||
Total revenue | 117,254 | 111,627 | 77,367 |
Management fee income | |||
Revenue | |||
Total revenue | 41,094 | 35,959 | 34,850 |
Fee-for-service, net | |||
Revenue | |||
Total revenue | 49,517 | 26,564 | 12,683 |
Other income | |||
Revenue | |||
Total revenue | $ 6,167 | $ 6,541 | $ 4,954 |
CONSOLIDATED STATEMENTS OF MEZZ
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Mezzanine | Mezzanine Cumulative Effect, Period of Adoption, Adjustment | Mezzanine Cumulative Effect, Period of Adoption, Adjusted Balance | Common Stock Outstanding | Common Stock Outstanding Cumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-in Capital | Additional Paid-in Capital Cumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings (Accumulated Deficit) | Retained Earnings (Accumulated Deficit) Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings (Accumulated Deficit) Cumulative Effect, Period of Adoption, Adjusted Balance | Noncontrolling Interest | Noncontrolling Interest Cumulative Effect, Period of Adoption, Adjusted Balance | Noncontrolling Interest Mezzanine |
Temporary equity, carrying amount, beginning balance at Dec. 31, 2019 | $ 168,724 | $ (612) | $ 168,112 | |||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||
Net (loss) income (restated) | 83,562 | |||||||||||||||
Distribution to noncontrolling interest | 1,037 | |||||||||||||||
Dividends | (137,071) | |||||||||||||||
Temporary equity, carrying amount, ending balance at Dec. 31, 2020 | $ 113,566 | 113,566 | ||||||||||||||
Balance at beginning (in shares) at Dec. 31, 2019 | 35,908,057 | 35,908,057 | ||||||||||||||
Balance at beginning at Dec. 31, 2019 | 192,335 | $ (1,270) | $ 191,065 | $ 36 | $ 36 | $ 159,608 | $ 159,608 | $ 31,905 | $ (1,270) | $ 30,635 | $ 786 | $ 786 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Net income (restated) | 38,521 | 37,688 | 833 | |||||||||||||
Purchase of treasury shares (in shares) | (16,897) | |||||||||||||||
Purchase of treasury shares | (301) | (301) | ||||||||||||||
Shares issued for vesting of restricted stock awards (in shares) | 66,788 | |||||||||||||||
Shares issued for cashless exercise of warrants (in shares) | 66,517 | |||||||||||||||
Shares issued for cash and exercise of options and warrants (in shares) | 1,240,622 | |||||||||||||||
Shares issued for cash and exercise of options and warrants | 11,492 | $ 1 | 11,491 | |||||||||||||
Share-based compensation | 3,383 | 3,383 | ||||||||||||||
Cancellation of restricted stock awards | (236) | (236) | ||||||||||||||
Dividends (in shares) | 4,984,050 | |||||||||||||||
Dividends | 85,539 | $ 5 | 87,066 | (1,532) | ||||||||||||
Balance at ending (in shares) at Dec. 31, 2020 | 42,249,137 | |||||||||||||||
Balance at ending at Dec. 31, 2020 | 329,463 | $ 42 | 261,011 | 68,323 | 87 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||
Net (loss) income (restated) | (25,635) | |||||||||||||||
Purchase of non-controlling interest | 75 | 1,546 | 75 | |||||||||||||
Sale of non-controlling interest | 150 | |||||||||||||||
Dividends | (30,000) | |||||||||||||||
Temporary equity, carrying amount, ending balance at Dec. 31, 2021 | 56,535 | 56,535 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Net income (restated) | 71,690 | 68,923 | 2,767 | |||||||||||||
Purchase of treasury shares (in shares) | (174,158) | |||||||||||||||
Purchase of treasury shares | (5,738) | (5,738) | ||||||||||||||
Purchase of noncontrolling interest | (75) | (1,546) | (75) | |||||||||||||
Sale of shares by noncontrolling interest (in shares) | 1,638,045 | |||||||||||||||
Sale of shares by noncontrolling interest | 40,134 | $ 2 | 40,132 | |||||||||||||
Shares issued for vesting of restricted stock awards (in shares) | 29,973 | |||||||||||||||
Shares issued for cash and exercise of options and warrants (in shares) | 898,583 | |||||||||||||||
Shares issued for cash and exercise of options and warrants | 9,061 | $ 1 | 9,060 | |||||||||||||
Share-based compensation | 6,745 | 6,745 | ||||||||||||||
Investment in non-controlling interest | 3,769 | 3,769 | ||||||||||||||
Acquisition of non-controlling interest | 500 | 500 | ||||||||||||||
Cancellation of restricted stock awards (in shares) | (10,707) | |||||||||||||||
Cancellation of restricted stock awards | (334) | (334) | ||||||||||||||
Non-controlling interest capital change | 48 | 48 | ||||||||||||||
Dividends | $ (1,156) | (1,156) | ||||||||||||||
Balance at ending (in shares) at Dec. 31, 2021 | 44,630,873 | 44,630,873 | ||||||||||||||
Balance at ending at Dec. 31, 2021 | $ 454,107 | $ 45 | 310,876 | 137,246 | 5,940 | |||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||||||||
Net (loss) income (restated) | (3,195) | $ (3,195) | ||||||||||||||
Purchase of non-controlling interest | 4,338 | 4,338 | ||||||||||||||
Share buy back | (708) | |||||||||||||||
Tax impact of acquisition | $ (448) | |||||||||||||||
Dividends | (37,947) | |||||||||||||||
Temporary equity, carrying amount, ending balance at Dec. 31, 2022 | 14,237 | $ 14,237 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Net income (restated) | 48,936 | 45,171 | 3,765 | |||||||||||||
Purchase of treasury shares (in shares) | (250,000) | |||||||||||||||
Purchase of treasury shares | (9,250) | (9,250) | ||||||||||||||
Purchase of noncontrolling interest | (4,338) | (4,338) | ||||||||||||||
Sale of non-controlling interest | 66 | 66 | ||||||||||||||
Shares issued for vesting of restricted stock awards (in shares) | 342,584 | |||||||||||||||
Shares issued for vesting of restricted stock awards | (321) | (321) | ||||||||||||||
Shares issued for cash and exercise of options and warrants (in shares) | 860,528 | |||||||||||||||
Shares issued for cash and exercise of options and warrants | 8,633 | $ 1 | 8,632 | |||||||||||||
Share-based compensation | 16,101 | 16,101 | ||||||||||||||
Issuance of shares for business acquisition (in shares) | 18,756 | |||||||||||||||
Issuance of shares for business acquisition | 1,000 | 1,000 | ||||||||||||||
Investment in non-controlling interest | 371 | 371 | ||||||||||||||
Cancellation of restricted stock awards (in shares) | (11,084) | |||||||||||||||
Cancellation of restricted stock awards | (457) | (457) | ||||||||||||||
AAMG stock contingent consideration (see Note 4) | 5,569 | 5,569 | ||||||||||||||
Dividends (in shares) | 984,042 | |||||||||||||||
Dividends | $ 23,893 | $ 1 | 27,947 | (4,055) | ||||||||||||
Balance at ending (in shares) at Dec. 31, 2022 | 46,575,699 | 46,575,699 | ||||||||||||||
Balance at ending at Dec. 31, 2022 | $ 544,310 | $ 47 | $ 360,097 | $ 182,417 | $ 1,749 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Cash flows from operating activities | |||
Net income | $ 45,741 | $ 46,055 | $ 122,083 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 17,543 | 17,517 | 18,350 |
Amortization of debt issuance cost | 939 | 1,078 | 1,347 |
Share-based compensation | 16,101 | 6,745 | 3,383 |
Gain on sale of investments | (2,272) | (2,193) | (99,839) |
Loss (gain) on consolidation of equity method investment | 901 | (2,752) | 0 |
Gain on contingent equity securities | 0 | (4,270) | 0 |
Unrealized loss on investments | 25,506 | 10,845 | 11 |
Gain from investment in warrants | 0 | (1,145) | 0 |
Loss (income) from equity method investments, net | (5,622) | 4,306 | (3,694) |
Impairment of beneficial interest | 0 | 15,723 | 0 |
Unrealized (gain) loss on interest rate swaps | (4,235) | 1,071 | 0 |
Loss of disposal of property and equipment | 0 | 0 | 91 |
Deferred tax | (14,278) | 7,671 | 396 |
Other | 189 | 0 | |
Changes in operating assets and liabilities, net of acquisition amounts: | |||
Receivable, net | (38,194) | (1,518) | 4,134 |
Receivable, net – related parties | 4,229 | (20,116) | (1,123) |
Other receivable | 8,196 | (5,351) | 12,589 |
Prepaid expenses and other current assets | 818 | 2,708 | (6,432) |
Right-of-use assets | 3,759 | 3,133 | 3,325 |
Other assets | (243) | (1,529) | (5,530) |
Accounts payable and accrued expenses | (49) | 3,217 | 8,204 |
Fiduciary accounts payable | (2,470) | 892 | 7,615 |
Medical liabilities | 22,786 | 5,279 | (8,691) |
Income taxes payable/receivable | 6,917 | (14,005) | (7,083) |
Operating lease liabilities | (3,945) | (3,215) | (2,973) |
Net cash provided by operating activities | 82,128 | 70,335 | 46,163 |
Cash flows from investing activities | |||
Payments for business acquisition, net of cash acquired | (16,352) | (2,585) | (11,354) |
Proceeds from repayment of loans receivable - related parties | 4,067 | 56 | 16,500 |
Advances on loans receivable | 0 | 0 | (145) |
Purchases of marketable securities | (1,854) | (28,000) | (1,793) |
Purchases of investments – equity method | 0 | (13,622) | (9,969) |
Proceeds from sale of equity method investment | 0 | 6,375 | 52,743 |
Purchases of property and equipment | (22,940) | (19,223) | (1,164) |
Proceeds from sale of fixed assets | 0 | 0 | 50 |
Proceeds from sale of marketable securities | 31,671 | 67,612 | 50,625 |
Cash recorded from consolidation of VIE | 0 | 5,927 | 0 |
Distribution from investment - equity method | 400 | 0 | 0 |
Contribution to investment - equity method | (2,105) | 0 | 0 |
Net cash (used in) provided by investing activities | (7,113) | 16,540 | 95,493 |
Cash flows from financing activities | |||
Dividends paid | (14,030) | (31,089) | (51,319) |
Repayments on long-term debt | (3,865) | (238,326) | (9,500) |
Payment of finance lease obligations | (561) | (208) | (105) |
Proceeds from exercise of stock options and warrants | 8,633 | 9,061 | 10,802 |
Repurchase of common stock | (9,250) | (5,739) | (537) |
Proceeds from sale of common stock | 0 | 40,134 | 0 |
Purchase of non-controlling interest | (5,046) | (1,471) | (1,037) |
Proceeds from sale of noncontrolling interest | 436 | 48 | 0 |
Borrowings on loans | 3,598 | 180,569 | 0 |
Cost of debt and equity issuances | 0 | (727) | 0 |
Net cash used in financing activities | (20,085) | (47,748) | (51,696) |
Net increase in cash, cash equivalents, and restricted cash | 54,930 | 39,127 | 89,960 |
Cash, cash equivalents, and restricted cash, beginning of year | 233,097 | 193,970 | 104,010 |
Cash, cash equivalents and restricted cash, end of year | 288,027 | 233,097 | 193,970 |
Supplemental disclosures of cash flow information | |||
Cash paid for income taxes | 47,311 | 37,201 | 62,002 |
Cash paid for interest | 6,672 | 4,158 | 8,510 |
Supplemental disclosures of non-cash investing and financing activities | |||
Dividend declared included in dividend payable | 0 | 71 | 485 |
Issuance of financing obligation for business combinations | 0 | 12,706 | 0 |
Cashless exercise of warrants | 694 | 0 | 599 |
Fixed asset obtained in exchange for finance lease liabilities | 971 | 0 | 0 |
Common stock issued in business combination | 1,000 | 0 | 0 |
Mortgage loan | 16,275 | 0 | 0 |
Cancellation of Restricted Stock Awards | 0 | 334 | 0 |
Deferred tax liability adjustment related to warrant exercises | 0 | 0 | 690 |
Preferred shares received from sale of equity method investment | 0 | 0 | 36,179 |
Beneficial interest acquired from sale of equity method investment | 0 | 0 | 15,723 |
Reconciliation of cash, cash equivalents, and restricted cash | |||
Cash and cash equivalents | 288,027 | 233,097 | 193,470 |
Restricted cash – long-term - letters of credit | 0 | 0 | 500 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 288,027 | $ 233,097 | $ 193,970 |
Restatement of Prior Financial
Restatement of Prior Financial Information | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Prior Financial Information | Restatement of Prior Financial Information In connection with a review of Apollo Medical Holdings, Inc.’s (the “Company” or “ApolloMed”) tax implications of intercompany dividends and the rationale for conclusions with respect to which entities were (or should have been) included in consolidated tax returns, and related accounting matters, the Company identified errors in its accounting for the income tax effects of certain intercompany dividends and certain net operating losses. Specifically, the Company failed to accrue for income tax expense on certain intercompany dividends. Although the Company accrued taxes on the income generated by the subsidiary that made the intercompany dividend, the additional taxes due by the subsidiary entitled to the dividend were not accrued. Also, based on a review of historical tax filings, the Company concluded that its previous determination regarding the realizability of certain net operating losses was incorrect resulting in an overstatement of the valuation allowance with respect to such net operating losses. The errors resulted in a net understatement of income tax expense in prior periods and also had an impact on purchase accounting (goodwill) as a portion of the deferred tax assets affected by the errors pertained to acquisitions made in 2019. The Company has restated herein its consolidated financial statements at December 31, 2022 and 2021 and for each of the years ended December 31, 2022, 2021 and 2020, in accordance with Accounting Standards Codification (“ASC”) Topic 250, Accounting Changes and Error Corrections, for the matters discussed above as well as other immaterial items. The effect of the error corrections are as follows (in thousands, except per share amounts): December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Receivables, net $ 52,629 $ (2,998) $ 49,631 Income taxes receivable $ 4,015 $ (4,015) $ — Total current assets $ 435,138 $ (7,013) $ 428,125 Goodwill $ 275,675 $ (6,622) $ 269,053 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 528,767 $ 9,321 $ 538,088 Total assets $ 963,905 $ 2,308 $ 966,213 Medical liabilities $ 84,253 $ (2,998) $ 81,255 Income taxes payable $ — $ 4,279 $ 4,279 Total current liabilities $ 147,329 $ 1,281 $ 148,610 Deferred tax liability $ 3,042 $ 11,175 $ 14,217 Total non-current liabilities $ 247,881 $ 11,175 $ 259,056 Total liabilities $ 395,210 $ 12,456 $ 407,666 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 13,682 $ 555 $ 14,237 Retained earnings $ 192,678 $ (10,261) $ 182,417 Non-controlling interest $ 2,191 $ (442) $ 1,749 Total stockholders' equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 36,085 $ 4,790 $ 40,875 Net income $ 50,531 $ (4,790) $ 45,741 Net income attributable to noncontrolling interests $ 1,482 $ (912) $ 570 Net income attributable to Apollo Medical Holdings, Inc. $ 49,049 $ (3,878) $ 45,171 Earnings per share – basic $ 1.09 $ (0.09) $ 1.00 Earnings per share – diluted $ 1.08 $ (0.09) $ 0.99 December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (2,725) $ (470) $ (3,195) Retained Earnings (Accumulated Deficit) - Net income $ 49,049 $ (3,878) $ 45,171 Non-controlling Interest – Net income $ 4,207 $ (442) $ 3,765 Mezzanine Equity – Non-controlling Interest in APC $ 13,682 $ 555 $ 14,237 Retained Earnings (Accumulated Deficit) $ 192,678 $ (10,261) $ 182,417 Non-controlling Interest $ 2,191 $ (442) $ 1,749 Stockholders’ Equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 50,531 $ (4,790) $ 45,741 Deferred tax $ (7,681) $ (6,597) $ (14,278) Receivable, net $ (41,192) $ 2,998 $ (38,194) Medical liabilities $ 25,784 $ (2,998) $ 22,786 Income taxes payable/receivable $ (4,470) $ 11,387 $ 6,917 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 5,678 $ 5,678 Total current assets $ 398,782 $ 5,678 $ 404,460 Goodwill $ 253,039 $ (6,623) $ 246,416 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 453,581 $ 9,320 $ 462,901 Total assets $ 852,363 $ 14,998 $ 867,361 Income taxes payable $ 652 $ (652) $ — Total current liabilities $ 115,371 $ (652) $ 114,719 Deferred tax liability $ 9,127 $ 21,008 $ 30,135 Total non-current liabilities $ 220,992 $ 21,008 $ 242,000 Total liabilities $ 336,363 $ 20,356 $ 356,719 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 55,510 $ 1,025 $ 56,535 Retained earnings $ 143,629 $ (6,383) $ 137,246 Total stockholders’ equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 28,454 $ 3,239 $ 31,693 Net income $ 49,294 $ (3,239) $ 46,055 Net loss attributable to noncontrolling interests $ (24,564) $ 1,696 $ (22,868) Net income attributable to Apollo Medical Holdings, Inc. $ 73,858 $ (4,935) $ 68,923 Earnings per share – basic $ 1.69 $ (0.12) $ 1.57 Earnings per share – diluted $ 1.63 $ (0.11) $ 1.52 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (27,331) $ 1,696 $ (25,635) Retained Earnings (Accumulated Deficit) - Net income $ 73,858 $ (4,935) $ 68,923 Mezzanine Equity – Non-controlling Interest in APC $ 55,510 $ 1,025 $ 56,535 Retained Earnings (Accumulated Deficit) $ 143,629 $ (6,383) $ 137,246 Stockholders’ Equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 49,294 $ (3,239) $ 46,055 Deferred tax $ (5,952) $ 13,623 $ 7,671 Income taxes payable/receivable $ (3,621) $ (10,384) $ (14,005) 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 56,107 $ 237 $ 56,344 Net income $ 122,320 $ (237) $ 122,083 Net income attributable to noncontrolling interests $ 84,454 $ (59) $ 84,395 Net income attributable to Apollo Medical Holdings, Inc. $ 37,866 $ (178) $ 37,688 Earnings per share – basic $ 1.04 $ (0.01) $ 1.03 Earnings per share – diluted $ 1.01 $ — $ 1.01 December 31, 2020 Adjustments December 30, 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net income $ 83,621 $ (59) $ 83,562 Retained Earnings (Accumulated Deficit) - Net income $ 37,866 $ (178) $ 37,688 Mezzanine Equity – Non-controlling Interest in APC $ 114,237 $ (671) $ 113,566 Retained Earnings (Accumulated Deficit) $ 69,771 $ (1,448) $ 68,323 Stockholders’ Equity $ 330,911 $ (1,448) $ 329,463 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 122,320 $ (237) $ 122,083 Deferred tax $ (6,620) $ 7,016 $ 396 Income taxes payable/receivable $ (304) $ (6,779) $ (7,083) With respect to the consolidated statements of cash flows for 2022, 2021 and 2020, all adjustments are to line items within operating cash flows and there was no impact to the subtotal of operating, investing or financing cash flows for such periods. |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
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 of ApolloMed. 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”), and an accountable care organization (“ACO”) participating in the Global and Professional Direct Contracting (“GPDC”) model. NMM and Apollo Medical Management, Inc. (“AMM”) are the administrative and managerial services companies for the affiliated physician-owned professional corporations that contract with independent physicians to deliver medical services in-office and virtually under the following brands: (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”). These affiliates are supported by ApolloMed Hospitalists, a Medical Corporation (“AMH”) and Southern California Heart Centers, a Medical Corporation (“SCHC”). 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 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. MSOs and Affiliates AMM, a wholly owned subsidiary of ApolloMed, manages affiliated medical groups AMH and SCHC. AMH provides hospitalist, intensivist, and physician advisory services. SCHC is a specialty clinic that focuses on cardiac care and diagnostic testing. NMM was formed in 1994 as an MSO for the purpose of providing management services to medical companies and IPAs. The management services primarily include billing, collection, accounting, administration, quality assurance, marketing, compliance, and education. Following the 2017 Merger, NMM became a wholly owned subsidiary of ApolloMed. IPAs and Affiliates APC was incorporated in 1992 for the purpose of arranging healthcare services as an IPA. APC is owned by California-licensed physicians and professional medical corporations, and contracts with various health maintenance organizations (“HMOs”) and other licensed healthcare service plans, as defined in the California Knox-Keene Health Care Service Plan Act of 1975. Each HMO negotiates a fixed amount per member per month (“PMPM”) that is to be paid to APC. In return, APC arranges for the delivery of healthcare services by contracting with physicians or professional medical corporations for primary care and specialty care services. APC assumes the financial risk of the cost of delivering healthcare services in excess of the fixed amounts received. Some of the risk is transferred to the contracted physicians or professional corporations. The risk is subject to stop-loss provisions in contracts with HMOs. In July 1999, APC entered into an amended and restated management and administrative services agreement with NMM (amending an initial management services agreement that was entered into in 1997) for an initial fixed term of 30 years. In accordance with relevant accounting guidance, APC is determined to be a VIE of the Company as NMM is the primary beneficiary with the ability to direct the activities (excluding clinical decisions) that most significantly affect APC’s economic performance through its majority representation on the APC Joint Planning Board; therefore APC is consolidated by NMM. AP-AMH Medical Corporation (“AP-AMH”) and AP-AMH 2 Medical Corporation (“AP-AMH 2”) were formed in May 2019 and July 2021, respectively, as a designated shareholder professional corporation. Dr. Thomas Lam, a shareholder and the Chief Executive Officer and Chief Financial Officer of APC and Co-Chief Executive Officer of ApolloMed, is the sole shareholder of AP-AMH and AP-AMH 2. ApolloMed makes all the decisions on behalf of AP-AMH and AP-AMH 2 and funds and receives all the distributions from its operations. ApolloMed has the right to receive benefits from the operations of AP-AMH and AP-AMH 2 and has the option, but not the obligation, to cover its losses. Therefore, AP-AMH and AP-AMH 2 is controlled by and consolidated by ApolloMed as the primary beneficiary of this VIE. In September 2019, ApolloMed completed the following series of transactions with its affiliates, AP-AMH and APC: 1. A $545.0 million loan to AP-AMH, pursuant to a 10-year secured loan agreement (the “AP-AMH Loan”). The loan bears interest at a rate of 10% per annum simple interest, is not prepayable, (except in certain limited circumstances), requires quarterly payments of interest only in arrears, and is secured by a first priority security interest in all of AP-AMH’s assets. To the extent that AP-AMH is unable to make any interest payment when due because it has received dividends on the APC Series A Preferred Stock insufficient to pay in full such interest payment, then the outstanding principal amount of the loan will be increased by the amount of any such accrued but unpaid interest, and any such increased principal amounts will bear interest at the rate of 10.75% per annum simple interest. 2. A $545.0 million private placement, where AP-AMH purchased 1,000,000 shares of APC Series A Preferred Stock which entitle AP-AMH to receive preferential, cumulative dividends that accrue on a daily basis. During the years ended December 31, 2022 and 2021, APC declared $58.3 million and $57.9 million, respectively, as preferred returns. 3. A $300.0 million private placement, where APC purchased 15,015,015 shares of the Company’s common stock and in connection therewith, the Company granted APC certain registration rights with respect to the purchased shares. During the year ended December 31, 2022, APC distributed approximately 1.0 million shares of the Company’s common stock to APC shareholders. 4. ApolloMed licensed to AP-AMH the right to use certain tradenames for specified purposes for a fee equal to a percentage of the aggregate gross revenues of AP-AMH. The license fee is payable out of any Series A Preferred Stock dividends received by AP-AMH from APC. 5. Through its subsidiary, NMM, the Company agreed to provide certain administrative services to AP-AMH for a fee equal to a percentage of the aggregate gross revenues of AP-AMH. The administrative fee is also payable out of any APC Series A Preferred Stock dividends received by AP-AMH from APC. As part of the series of transactions, in September 2019, APC and AP-AMH entered into a Second Amendment to the Series A Preferred Stock Purchase Agreement clarifying the term excluded assets (“Excluded Assets”). Excluded Assets means (i) assets received from the sale of shares of the Series A Preferred equal to the Series A Purchase Price, (ii) the assets of the Company that are not Healthcare Services Assets, including the Company’s equity interests in Apollo Medical Holdings, Inc., and any entity that is primarily engaged in the business of owning, leasing, developing, or otherwise operating real estate, (iii) any assets acquired with the proceeds of the sale, assignment, or other disposition of any of the assets described in clauses (i) or (ii), and (iv) any proceeds of the assets described in clauses (i), (ii), and (iii). APC's ownership in ApolloMed was 18.12% and 19.68% as of December 31, 2022 and 2021, respectively. Concourse Diagnostic Surgery Center, LLC (“CDSC”) was formed in March 2010 in the state of California. CDSC is an ambulatory surgery center in City of Industry, California, organized by a group of highly qualified physicians, which utilizes some of the most advanced equipment in the eastern part of Los Angeles County and the San Gabriel Valley. The facility is Medicare-certified and accredited by the Accreditation Association for Ambulatory Healthcare. As of December 31, 2022, APC owned 44% of CDSC’s capital stock. CDSC is determined to be a VIE and APC is determined to be the primary beneficiary. APC has the ability to direct the activities that most significantly affect CDSC’s economic performance and receives the most economic benefits; therefore CDSC is consolidated by APC. APC-LSMA Designated Shareholder Medical Corporation (“APC-LSMA”) was formed in October 2012 as a designated shareholder professional corporation. Dr. Thomas Lam, a stockholder and the Chief Executive Officer and Chief Financial Officer of APC and Co-Chief Executive Officer of ApolloMed, is a nominee shareholder of APC-LSMA. APC makes all investment decisions on behalf of APC-LSMA, funds all investments and receives all distributions from the investments. APC has the obligation to absorb losses and the right to receive benefits from all investments made by APC-LSMA. APC-LSMA’s sole function is to act as the nominee shareholder for APC in other California medical professional corporations. Therefore, APC-LSMA is controlled and consolidated by APC as the primary beneficiary of this VIE. The only activity of APC-LSMA is to hold the investments in medical corporations, including the IPA lines of business of LaSalle Medical Associates (“LMA”), Pacific Medical Imaging and Oncology Center, Inc. (“PMIOC”), Diagnostic Medical Group of Southern California (“DMG”), and AHMC International Cancer Center, a Medical Corporation (“ICC”). APC-LSMA also holds a 100% ownership interest in Maverick Medical Group, Inc. (“MMG”), Alpha Care, Accountable Health Care, and AMG, a Professional Medical Corporation (“AMG”). Alpha Care, an IPA acquired by the Company in May 2019, has been operating in California since 1993 as a risk-bearing organization engaged in providing professional services under capitation arrangements with its contracted health plans through a provider network consisting of primary care and specialty care physicians. Alpha Care specializes in delivering high-quality healthcare to its enrollees and focuses on Medi-Cal/Medicaid, Commercial, and Medicare and Dual Eligible members in the Riverside and San Bernardino counties of Southern California. Accountable Health Care is a California-based IPA that has served the local community in the greater Los Angeles County area through a network of physicians and healthcare providers for more than 20 years. Accountable Health Care provides quality healthcare services to its members through three federally qualified health plans and multiple product lines, including Medi-Cal, Commercial, and Medicare. AMG is a network of family practice clinics operating out of three main locations in Southern California. AMG provides professional and post-acute care services to Medicare, Medi-Cal/Medicaid, and Commercial patients through its network of doctors and nurse practitioners. In September 2019, APC-LSMA purchased 100% of the shares of capital stock of AMG. DMG is a professional medical California corporation and a complete outpatient imaging center. APC accounted for its 40% investment in DMG under the equity method of accounting. In October 2021, DMG entered into an administrative services agreement with a subsidiary of the Company, causing the Company to reevaluate the accounting for the Company’s investment in DMG. Based on the reevaluation and in accordance with relevant accounting guidance, DMG is determined to be a VIE of the Company and is consolidated by the Company. In addition, APC-LSMA is obligated to purchase the remaining equity interest within three years from the effective date. The purchase of the remaining equity value is considered a financing obligation with a carrying value of $8.5 million as of December 31, 2022. As the financing obligation is embedded in the non-controlling interest, the non-controlling interest is recognized in other long-term liabilities in the accompanying consolidated balance sheets. In December 2020, using cash comprised solely of Excluded Assets, APC purchased a 100% interest in each of Medical Property Partners, LLC (“MPP”), AMG Properties, LLC (“AMG Properties”), and ZLL Partners, LLC (“ZLL”) and a 50% interest in each of One MSO, LLC (“One MSO”), Tag-6 Medical Investment Group, LLC (“Tag 6”), and Tag-8 Medical Investment Group, LLC (“Tag 8”). These entities own buildings that are currently leased to tenants, as well as vacant land that is being developed. MPP, AMG Properties, and ZLL are 100% owned subsidiaries of APC and are included in the consolidated financial statements. One MSO is accounted for as an equity method investment, as APC has the ability to exercise significant influence, but not control over the operations of the entity. On August 31, 2022, using cash comprised solely of Excluded Assets, APC acquired the remaining 50% interest in Tag 8 and Tag 6 for $4.1 million and $4.9 million, respectively. As a result, Tag 8 and Tag 6 are 100% owned subsidiaries of APC and are included in the consolidated financial statements. Since APC is a guarantor of Tag 8’s loan with MUFG Union Bank N.A. and APC paid off Tag 6’s loan, Tag 8 and Tag 6 are VIEs and consolidated by APC. These purchases 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. In July 2021, AP-AMH 2, a VIE of the Company, purchased an 80% equity interest (on a fully diluted basis) in Access Primary Care Medical Group (“APCMG”), a primary care physicians’ group focused on providing high-quality care to senior patients in the northern California cities of Daly City and San Francisco. As a result, APCMG is consolidated by the Company. In August 2021, Apollo Medical Holdings, Inc. acquired 49% of the aggregate issued and outstanding shares of capital stock of Sun Clinical Laboratories (“Sun Labs”) for an aggregate purchase price of $4.0 million. Sun Labs is a Clinical Laboratory Improvement Amendments-certified full-service lab that operates across the San Gabriel Valley in Southern California. In accordance with relevant accounting guidance, Sun Labs is determined to be a VIE of the Company and is consolidated by the Company (see Note 4 — “Business Combinations and Goodwill”). The Company is obligated to purchase the remaining equity interest within three years from the effective date. The purchase of the remaining equity value is considered a financing obligation with a carrying value of $5.8 million at December 31, 2022. As the financing obligation is embedded in the non-controlling interest, the non-controlling interest is recognized in other long-term liabilities in the accompanying consolidated balance sheets. On January 27, 2022, the Company acquired 100% of the capital stock of Orma Health, Inc., and Provider Growth Solutions, LLC (together, “Orma Health”) (see Note 4 — “Business Combinations and Goodwill”). Orma Health’s real-time Clinical AI platform ingests data from multiple sources and utilizes advanced risk-stratification models to identify patients for various clinical programs, including remote patient monitoring (“RPM”), mental health support, chronic care management, and more. Its clinical platform is also deeply integrated with Orma Health’s proprietary RPM ecosystem, which consists of smart health devices and a suite of technology tools to manage patient health. On April 19, 2022, the AP-AMH 2 acquired 100% of the capital stock of Jade (see Note 4 — “Business Combinations and Goodwill”). 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. On October 14, 2022, a sole equity holder acquired 100% of the equity interest in Valley Oaks Medical Group (“VOMG”). Under the terms of the Physician Equity Holder Agreement (the “Equity Agreement”) between ApolloMed and the equity holder, ApolloMed may designate a third party who is permitted under Nevada law to be an owner or equity holder of VOMG with the right (the “Acquisition Right”) (a) to acquire equity holder’s equity interest or (b) to acquire from VOMG. The Acquisition Right shall be exercisable by ApolloMed and equity holder shall be obligated to assign and transfer the equity interest or to cause VOMG to issue new equity interests (as applicable) to ApolloMed. As a result of the arrangement and in accordance with relevant accounting guidance, VOMG is determined to be a VIE of ApolloMed and is consolidated by the Company (see Note 4 — “Business Combinations and Goodwill”). VOMG owns nine primary care clinics consisting of seven in Nevada and two in Texas. The purchase price consists of cash funded upon close of the transaction and additional cash consideration contingent on VOMG meeting financial metrics for fiscal year 2023 and 2024. On October 31, 2022, AP-AMH 2, a VIE of the Company, acquired 100% of the equity interest in AAMG (see Note 4 — “Business Combinations and Goodwill”). AAMG is an IPA operating in Northern California. The purchase price consists of cash funded upon close of the transaction and additional cash and stock consideration contingent on AAMG meeting financial metrics for fiscal year 2023 and 2024. NGACO, GPDC / ACO REACH APAACO began participating in the Next Generation Accountable Care Organization (“NGACO”) Model of CMS in January 2017. The NGACO Model was a CMS program that allowed provider groups to assume higher levels of financial risk and potentially achieve a higher reward from participating in this new attribution-based risk-sharing model. With the termination of the NGACO Model on December 31, 2021, APAACO applied, and was selected by CMS, to participate as a Direct Contracting Entity (“DCE”) in the standard track of CMS’s GPDC Model for Performance Year 2022 (“PY22”), beginning January 1, 2022. CMS has since redesigned the GPDC Model in response to the current Administration’s health care priorities, including their commitment to advancing health equity, stakeholder feedback, and participant experience, and renamed the GPDC Model to ACO Realizing Equity, Access, and Community Health (“ACO REACH”) Model. The ACO REACH Model will begin participation on January 1, 2023. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting PoliciesBasis of Presentation The accompanying consolidated financial statements have been prepared by management in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). Principles of Consolidation The consolidated balance sheets as of December 31, 2022 and 2021 and consolidated statements of income for the years ended December 31, 2022, 2021 and 2020 include the accounts of (i) ApolloMed, ApolloMed’s consolidated subsidiaries, NMM, AMM, APAACO, Orma Health Inc, and Provider Growth Solutions, LLC 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, and AAMG; (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, Accountable Health Care, and AMG. 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 combinations 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 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, 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 19 – “Variable Interest Entities (VIEs)” to the consolidated financial statements for information on the Company’s consolidated VIE. 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, refer to Note 7 – “Investments in Other Entities” for entities that qualify as VIEs but the Company is not the primary beneficiary. 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 (Recasted) The Company operates as three reportable segments: Care Enablement, Care Partners, and Care Delivery. Refer to Note 21 — “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 90 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, cash equivalents, and restricted cash. As of December 31, 2022 and 2021, the Company’s deposit accounts with banks exceeded the FDIC’s insured limit by approximately $324.7 million and $285.9 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. Restricted Cash Restricted cash consists of cash held as collateral to secure standby letters of credits as required by certain contracts. 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 in investments in marketable securities are reported at par value, plus accrued interest, with maturity dates greater than four months (see fair value measurements of financial instruments below). As of December 31, 2022 and 2021, certificates of deposit amounted to approximately $0 and $25.0 million, 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 IPO in June 2021 and Nutex Health, Inc. (formerly known as Clinigence Holdings, Inc.) (“Nutex”). The common stock of a payor partner was acquired as a result of UCAP selling its 48.9% ownership interest in Universal Care, Inc. (“UCI”) in April 2020. In September 2021, ApolloMed and Nutex entered into a stock purchase agreement in which ApolloMed purchased shares of common stock, warrants, and potentially additional shares of common stock if certain metrics are not met (such additional shares “contingent equity securities”) for $3.0 million. The common stock is included in investments in marketable securities in the accompanying consolidated balance sheets. In May 2022, the Company exercised the warrants and subsequently recognized the shares within investments in marketable securities in the accompanying consolidated balance sheet. The contingent equity securities are classified as derivatives and included in prepaid expenses and other current assets in the accompanying consolidated balance sheets. See Note 3 — “Basis of Presentation and Summary of Significant Accounting Policies - Derivative Financial Instruments” in the accompanying consolidated financial statements for information on the treatment of the derivative instruments. As of December 31, 2022 and 2021, the equity securities were approximately $5.6 million and $28.4 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: Twelve Months Ended 2022 2021 Total losses recognized on equity securities $ (23,713) $ (10,745) Gains recognized on equity securities sold 2,272 — Unrealized losses recognized on equity securities held at end of period $ (21,441) $ (10,745) Receivables, Receivables – Related Parties, Other Receivables, Loan Receivable, 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, incentive receivables, 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 December 31, 2022, 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 that 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 recoverable claims paid related to the 2021 APAACO performance year to be administered following instructions from CMS for the NGACO program, 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 credit worthiness, 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 (Recasted) 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 each payor type (in thousands): Years Ended December 31, 2022 2021 2020 Commercial $ 171,723 $ 138,333 $ 108,851 Medicare 633,463 307,286 271,596 Medicaid 280,083 283,311 269,079 Other third parties 58,894 44,985 37,654 Revenue $ 1,144,163 $ 773,915 $ 687,180 The Company had major payors from its Care Partners segment that contributed the following percentages of net revenue: Years Ended December 31, 2022 2021 2020 Payor A *% 12.5 % 12.5 % Payor B *% *% 10.9 % Payor C 34.2% 11.9 % 13.1 % Payor D *% 15.3 % 16.9 % * Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of net receivables and receivables - related parties: As of December 31, 2022 2021 Payor C (restated) 26.0 % * Payor E (restated) 52.0 % 45.0 % Payor F ** 30.0 % * Less than 10% of total receivables and receivables - related parties, net ** Payor E and F have been combined in 2022 under Payor E Land, Property, and Equipment, Net Land is carried at cost and is not depreciated as it is considered to have an indefinite useful life. Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation and amortization. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets ranging from three Maintenance and repairs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation and amortization is removed from the accounts, and any related gain or loss is included in the determination of consolidated net income. 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. 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 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 cash contingent consideration (see Note 4) — — 5,851 5,851 VOMG contingent consideration (see Note 4) — — 17 17 Total liabilities $ — $ — $ 6,868 $ 6,868 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2021 are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 114,665 $ — $ — $ 114,665 Marketable securities – certificates of deposit 25,024 — — 25,024 Marketable securities – equity securities 24,123 4,270 — 28,393 Contingent equity securities — — 4,270 4,270 Warrants — 1,145 — 1,145 Total Assets $ 163,812 $ 5,415 $ 4,270 $ 173,497 Liabilities Interest rate swaps $ — $ 1,071 $ — $ 1,071 APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 Total liabilities $ — $ 1,071 $ 1,000 $ 2,071 * Included in cash and cash equivalents There have been no changes in Level 1, Level 2, or Level 3 classification and no changes in valuation techniques for these assets and liabilities for the year ended December 31, 2022. The change in the fair value of Level 3 liabilities for the year ended December 31, 2022 was as follows (in thousands): Amount Balance at January 1, 2022 $ 1,000 AAMG cash contingent consideration (see Note 4) 5,851 VOMG contingent consideration (see Note 4) 17 Balance at December 31, 2022 6,868 Intangible Assets and Long-Lived Assets Intangible assets with finite lives include network-payor relationships, management contracts, member relationships, subscriber relationships, and developed technology and are stated at cost, less accumulated amortization, and impairment losses. These intangible assets are amortized using the accelerated method based on the discounted cash flow rate or using the straight-line method. Intangible assets with finite lives also include a patient management platform, as well as trade names and trademarks, whose valuations were determined using the cost to recreate method and the relief from royalty method, respectively. These assets are stated at cost, less accumulated amortization, and impairment losses, and are amortized using the straight-line method. Finite-lived intangibles and long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the expected future cash flows from the use of such assets (undiscounted and without interest charges) are less than the carrying value, a write-down would be recorded to reduce the carrying value of the asset to its estimated fair value. Fair value is determined based on appropriate valuation techniques. The company determined that there was no impairment on its finite-lived intangible or long-lived assets during the years ended December 31, 2022, 2021 and 2020. Goodwill and Indefinite-Lived Intangible Assets Under ASC 350, Intangibles – Goodwill and Other, goodwill and indefinite-lived intangible assets are reviewed at least annually for impairment. At least annually, at the Company’s fiscal year-end, or sooner if events or changes in circumstances indicate that an impairment has occurred, the Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of each reporting unit is less than its carrying amount as a basis for determining whether it is necessary to complete quantitative impairment assessments for each of the Company’s three reporting units (i) MSOs, (ii) IPAs, and (iii) ACOs. The Company is required to perform a quantitative goodwill impairment test only if the conclusion from the qualitative assessment is that it is more likely than not that a reporting unit’s fair value is less than the carrying value of its assets. Should this be the case, a quantitative analysis is performed to identify whether a potential impairment exists by comparing the estimated fair values of the reporting units with their respective carrying values, including goodwill. An impairment loss is recognized if the implied fair value of the asset being tested is less than its carrying value. In this event, the asset is written down accordingly. The fair values of goodwill are determined using valuation techniques based on estimates, judgments, and assumptions management believes are appropriate in the circumstances. At least annually, indefinite-lived intangible assets are tested for impairment. Impairment for intangible assets with indefinite lives exists if the carrying value of the intangible asset exceeds its fair value. The fair values of indefinite-lived intangible assets are determined using valuation techniques based on estimates, judgments, and assumptions management believes are appropriate in the circumstances. One reporting unit within our healthcare delivery segment had a negative carrying amount of net assets as of September 30, 2022 and goodwill of approximately $116.5 million. The Company had no impairment of its goodwill or indefinite-lived intangible assets during the years ended December 31, 2022, 2021 and 2020. Investments in Other Entities – Equity Method The Company accounts for certain investments using the equity method of accounting when it is determined that the investment provides the Company with the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee of between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate. Under the equity method of accounting, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee and is recognized in the accompanying consolidated statements of income under “Income (loss) from equity method investments” and also is adjusted by contributions to and distributions from the investee. Equity method investments are subject to impairment evaluation. There was no impairment loss recorded related to equity method investments for the years ended December 31, 2022, 2021, and 2020. Investments in Privately Held Entities The Company accounts for certain investments using the cost method of accounting when it is determined that the investment provides the Company with little or no influence over the investee. Under the cost method of accounting, the investment is measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. The investments in privately held entities that do not report net asset value are subject to qualitative assessment for indicators of impairments. Medical Liabilities APC, Alpha Care, Accountable Health Care, APCMG, Jade, and AAMG (“consolidated IPAs”) and APAACO are responsible for integrated care that the associated physicians and contracted hospitals provide to their enrollees. The consolidated IPAs and APAACO provide integrated care to HMOs, Medicare, and Medi-Cal enrollees through a network of contracted providers under sub-capitation and direct patient service arrangements. Medical costs for professional and institutional services rendered by contracted providers are recorded as cost of services, excluding depreciation and amortization, in the accompanying consolidated statements of income. An estimate of amounts due to contracted physicians, hospitals, and other professional providers is included in medical liabilities in the accompanying consolidated balance sheets. Medical liabilities include claims reported as of the balance sheet date and estimated IBNR claims. Such estimates are developed using actuarial methods and are based on numerous variables, including the utilization of healthcare services, historical payment patterns, cost trends, product mix, seasonality, changes in membership, and other factors. The estimation methods and the resulting reserves are periodically reviewed and updated. Many of the medical contracts are complex in nature and may be subject to differing interpretations regarding amounts due for the provision of various services. Such differing interpretations may not come to light until a substantial period of time has passed following the contract implementation. Fiduciary Cash and Payable The consolidated IPAs collect cash from health plans on behalf of their sub-IPAs and providers and pass the money through to them. The fiduciary cash balance of $8.1 million and $10.5 million as of December 31, 2022 and 2021, respectively, is presented within prepaid expenses and other current assets and the related payable is presented as fiduciary payable in the accompanying consolidated balance sheets. Derivative Financial Instruments Interest Rate Swap Agreements The Company is exposed to interest rate risk on its floating-rate debt. The Company has entered into interest rate swap agreements to effectively convert its floating-rate debt to a fixed-rate basis. 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 11 - “Credit Facility, Bank Loans, and Lines of Credit,” for further information on our debt. Interest rate swap 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 agreements was determined using Level 2 inputs. As of December 31, 2022, the fair value of the interest rate swap was $3.2 million and is presented within other assets in the accompanying consolidated balance sheets. As of December 31, 2021, the fair value was $1.1 million and is presented within other long-term liabilities Warrants In September 2021, ApolloMed and Nutex entered into a stock purchase agreement in which ApolloMed purchased shares of common stock and warrants for $3.0 million. The purchased warrants are considered derivatives but 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 the accompanying consolidated statements of cash flows. The warrants are classified as a Level 2 instrument as the estimated fair value of the warrants were determined using the Black-Scholes option pricing model and inputs from observable market data. In May 2022, the Company exercised the warrants, and the shares were subsequently presented within investments in marketable securities on the accompanying consolidated balance sheets. The shares are classified as Level 1 since the quoted market prices from reputable third-party brokers are available in an active market and unadjusted. 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 didn’t 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 on these contracts are recognized as unrealized gain or loss on investments in the accompanying consolidated statements of income and 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 Company determined the probability of the metric being achieved is 0%. As of December 31, 2022 and December 31, 2021, the contingent equity securities were valued at $1.9 million and $4.3 million and is presented within prepaid and other current assets in the accompanying consolidated balance sheets. For the years ended December 31, 2022 and 2021, the Company recognized unrealized loss of $2.4 million and $0, respectively. 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. The Company recognizes incremental costs of obtaining a contract with amortization periods of one year or less as expense when incurred and records within general and administrative expenses, recognizes revenue in the amount of consideration to which the Company has a right to invoice the customer if that amount corresponds directly with the value to the customer of the Company’s services completed to date, and does not recognize an adjustment for the effects of a significant financing component as the period between the time of service and time of payment is typically one year or less. Nature of Services and Revenue Streams Revenue primarily consists of capitation revenue, risk pool settlements and incentives, GPDC 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 oblig |
Business Combinations and Goodw
Business Combinations and Goodwill | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations and Goodwill | Business Combinations and Goodwill 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 cash consideration (“AAMG cash contingent consideration”) and stock consideration (“AAMG stock contingent consideration”) contingent on AAMG meeting revenue and capitated member metrics for fiscal year 2023 and 2024. The Company determined the fair value of the cash and stock contingent consideration 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 December 31, 2022, the cash contingent consideration is valued at $5.9 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. VOMG On October 14, 2022, a sole equity holder acquired 100% of the equity interest in VOMG. Under the terms of the Physician Equity Holder Agreement (the “Equity Agreement”) between ApolloMed and the equity holder, ApolloMed may designate a third party who is permitted under Nevada law to be an owner or equity holder of VOMG with the right (the “Acquisition Right”) (a) to acquire equity holder’s equity interest or (b) to acquire from VOMG. The Acquisition Right shall be exercisable by ApolloMed and equity holder shall be obligated to assign and transfer the equity interest or to cause VOMG to issue new equity interests (as applicable) to ApolloMed. As a result of the arrangement and in accordance with relevant accounting guidance, VOMG is 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 year 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. 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. Orma Health, Inc., and Provider Growth Solutions LLC (together, “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 in the Company’s capital stock. Orma Health’s real-time Clinical AI platform ingests data from multiple sources and utilizes advanced risk-stratification models to identify patients for various clinical programs, including remote patient monitoring (“RPM”), mental health support, chronic care management, and more. Its clinical platform is also deeply integrated with Orma Health’s proprietary RPM ecosystem, which consists of smart health devices and a suite of technology tools to manage patient health. APCMG In July 2021, the Company acquired an 80% equity interest (on a fully diluted basis) in APCMG. As part of the transaction, the Company may pay APCMG additional consideration contingent on APCMG’s financial performance for fiscal year 2022 (“APCMG contingent consideration”). The APCMG contingent consideration will be met if gross revenue and earnings before interest, taxes, and depreciation, and amortization (“EBITDA”) targets exceed a threshold for fiscal year 2022. The Company determined the fair value of the contingent consideration using a probability-weighted model that includes significant unobservable inputs (Level 3). Specifically, the Company considered various scenarios of gross revenue and EBITDA and assigned probabilities to each such scenario in determining fair value. As of December 31, 2022, the contingent consideration is valued at $1.0 million and was included within accounts payable and accrued expenses in the accompanying consolidated balance sheets. Sun Labs In August 2021, the Company acquired 49% of the aggregate issued and outstanding shares of capital stock of Sun Labs. As Sun Labs was concluded to be a VIE and the Company is the primary beneficiary, Sun Labs is consolidated by the Company. The Company is obligated to purchase the remaining equity interest within three years from the effective date. As the financing obligation is embedded in the non-controlling interest, the non-controlling interest is recognized in other long-term liabilities in the accompanying consolidated balance sheets. The Company recognized goodwill as a result of consolidating Sun Labs as a VIE. DMG In October 2021, DMG entered into an administrative services agreement with a subsidiary of the Company, causing the Company to reevaluate the accounting for the Company’s investment in DMG. Based on the reevaluation and in accordance with relevant accounting guidance, DMG is determined to be a VIE and the Company is the primary beneficiary; DMG is consolidated by ApolloMed. In addition, APC-LSMA is obligated to purchase the remaining equity interest within three years from the effective date. As the financing obligation is embedded in the non-controlling interest, the non-controlling interest is recognized in other long-term liabilities in the accompanying consolidated balance sheets. The Company recognized goodwill as a result of consolidating DMG as a VIE. Pro Forma Financial Information for All 2022 Acquisitions The following unaudited pro forma supplemental information is based on estimates and assumptions that ApolloMed believes are reasonable. However, this information is not necessarily indicative of the Company's consolidated results of income in future periods or the results that actually would have been realized if ApolloMed and the acquired businesses had been combined companies during the periods presented. These pro forma results exclude any savings or synergies that would have resulted from these business acquisitions had they occurred on January 1, 2021. This unaudited pro forma supplemental information includes incremental intangible asset amortization and other charges as a result of the acquisitions, net of the related tax effects. The supplemental information on an unaudited pro forma financial basis presents the combined results of ApolloMed and its 2022 acquisitions as if each acquisition had occurred on January 1, 2021 (in thousands except per share data): Year Ended Year Ended Revenue $ 1,176,082 $ 825,630 Net income attributable to Apollo Medical Holdings, Inc. (restated) $ 44,497 $ 68,855 EPS - basic (restated) $ 0.99 $ 1.57 EPS - diluted (restated) $ 0.98 $ 1.52 The acquisitions were accounted for under the acquisition method of accounting. The fair value of the consideration for the acquired companies were allocated to acquired tangible and intangible assets and liabilities based upon 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. The determination of 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 of 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 change in the carrying value of goodwill for the years ended December 31, 2022 and 2021 was as follows (in thousands): Amount Balance at January 1, 2021 (restated) $ 232,430 Acquisitions 13,986 Balance at 12/31/2021 (restated) 246,416 Acquisitions 21,486 Adjustments 1,151 Balance at 12/31/2022 (restated) $ 269,053 |
Land, Property and Equipment, N
Land, Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Land, Property and Equipment, Net | Land, Property, and Equipment, Net Land, property, and equipment, net consisted of (in thousands): Useful Life (Years) December 31, 2022 December 31, 2021 Land N/A $ 32,288 $ 20,937 Buildings 5 - 39 58,451 21,661 Computer software 3 - 5 4,731 3,589 Furniture and equipment 3 - 7 17,161 15,358 Construction in progress N/A 12,801 4,901 Leasehold improvements 3 - 39 7,151 7,122 132,583 73,568 Less accumulated depreciation and amortization (24,047) (20,382) Land, property, and equipment, net $ 108,536 $ 53,186 As of December 31, 2022 and 2021, the Company had finance leases totaling $1.8 million a nd $1.3 million, respectively, included in land, property, and equipment, net in the accompanying consolidated balance sheets. Depreciation expense was $3.7 million , |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net At December 31, 2022, intangible assets, net consisted of the following (in thousands): Useful Gross Additions Impairment/ Gross Accumulated Net Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 — — 150,679 (95,451) 55,228 Management contracts 15 22,832 — — 22,832 (15,208) 7,624 Member relationships 12 8,997 7,636 — 16,633 (5,619) 11,014 Patient management platform 5 2,060 — — 2,060 (2,060) — Tradename/trademarks 20 1,011 — — 1,011 (257) 754 Developed technology 6 — 107 — 107 (16) 91 $ 187,729 $ 7,743 $ — $ 195,472 $ (118,611) $ 76,861 At December 31, 2021, intangible assets, net consisted of the following (in thousands): Useful Gross January 1, 2021 Additions Impairment/ Gross Accumulated Net Indefinite Lived Assets: Trademarks N/A $ — $ 2,150 $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-15 $ 143,930 $ 6,749 $ — $ 150,679 $ (84,865) $ 65,814 Management contracts 15 22,832 — — 22,832 (13,563) 9,269 Member relationships 12 6,696 2,301 — 8,997 (4,606) 4,391 Patient management platform 5 2,060 — — 2,060 (1,682) 378 Tradename/trademarks 20 1,011 — — 1,011 (206) 805 $ 176,529 $ 11,200 $ — $ 187,729 $ (104,922) $ 82,807 As of December 31, 2022, network relationships, management contracts, member relationships, tradename/trademarks, and developed technology had weighted-average remaining useful lives of 10.1 years, 7.4 years, 12.0 years, 14.8 years, and 5.1 years respectively. Total weighted-average remaining useful lives for all amortized intangible assets as of December 31, 2022 was 10.2 years. Amortization expense was $13.7 million, $15.4 million and $16.0 million for the years ended December 31, 2022, 2021, and 2020, respectively, which is included in depreciation and amortization in the accompanying consolidated statements of income. There was no impairment loss recorded related to intangibles for the years ended December 31, 2022, 2021 and 2020. Future amortization expense is estimated to be as follows for the years ending December 31 (in thousands): Amount 2023 $ 11,680 2024 11,521 2025 10,594 2026 9,354 2027 8,069 Thereafter 23,493 $ 74,711 |
Investments in Other Entities
Investments in Other Entities | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Other Entities | Investments in Other Entities Equity Method Investments in other entities – equity method consisted of the following (in thousands): December 31, 2021 Allocation of Income (Loss) Funding reclassified to loan receivable Funding Entity Consolidated Distribution December 31, 2022 LaSalle Medical Associates – IPA Line of Business $ 3,034 $ 4,775 $ (2,125) $ — $ — $ — $ 5,684 Pacific Medical Imaging & Oncology Center, Inc. 1,719 159 — — — — 1,878 531 W. College, LLC – related party 17,230 (619) — 670 — — 17,281 One MSO, LLC — related party 2,910 408 — — — (600) 2,718 Tag-6 Medical Investment Group, LLC — related party 4,830 153 — 1,435 (6,418) — — CAIPA MSO, LLC 11,992 746 — — — — 12,738 $ 41,715 $ 5,622 $ (2,125) $ 2,105 $ (6,418) $ (600) $ 40,299 LaSalle Medical Associates — IPA Line of Business LMA was founded by Dr. Albert Arteaga in 1996 and operates as an IPA delivering high-quality care. In December 2020, the Company exercised its option to convert a promissory note totaling $6.4 million due from Dr. Arteaga into an additional 21.25% interest in LMA’s IPA line of business. As a result, APC-LSMA’s interest in LMA’s IPA line of business increased to 46.25%. In September 2021, APC-LSMA sold 21.25% of its interest in LMA back to Dr. Arteaga for $6.4 million, which resulted in APC-LSMA owning a 25% interest in LMA as of December 31, 2022. APC accounts for its investment in LMA under the equity method as APC has the ability to exercise significant influence, but not control over LMA’s operations. For the year ended December 31, 2022, APC recorded net income of $4.8 million from its investment in LMA as compared to a net loss of $5.8 million for the year ended December 31, 2021, in the accompanying consolidated statements of income. The investment balance was $5.7 million and $3.0 million at December 31, 2022 and 2021, respectively. LMA’s unaudited summarized balance sheets at December 31, 2022 and 2021 and unaudited summarized statements of operations for the years ended December 31, 2022, 2021, and 2020 are as follows (in thousands): Balance Sheets December 31, 2022 December 31, 2021 Assets Cash and cash equivalents $ 15,671 $ 6,619 Receivables, net 5,064 2,269 Prepaid assets 5,032 — Loan receivable 2,250 2,250 Restricted cash 700 696 Total assets $ 28,717 $ 11,834 Liabilities and stockholders’ deficit Current liabilities $ 30,331 $ 32,405 Stockholders’ deficit (1,614) (20,571) Total liabilities and stockholders’ deficit $ 28,717 $ 11,834 Statements of Operations Year Ended Year Ended Year Ended Revenues $ 253,469 $ 204,061 $ 186,964 Expenses 239,884 220,132 185,724 Income (loss) from operations 13,585 (16,071) 1,240 Other (loss) income (44) — 8 Net income (loss) $ 13,541 $ (16,071) $ 1,248 Pacific Medical Imaging and Oncology Center, Inc. APC-LSMA and PMIOC entered into a share purchase agreement whereby APC-LSMA purchased a 40% ownership interest in PMIOC. Incorporated in California in 2004, PMIOC provides comprehensive diagnostic imaging services using state-of-the-art technology. PMIOC offers high-quality diagnostic services, such as MRI/MRA, PET/CT, CT, nuclear medicine, ultrasound, digital x-rays, bone densitometry, and digital mammography, at its facilities. APC accounts for its investment in PMIOC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over PMIOC’s operations. For the years ended December 31, 2022 and 2021, APC recognized net income from this investment of approximately $0.2 million and income of $0.3 million, respectively, in the accompanying consolidated statements of operations. The accompanying consolidated balance sheets had investment balances of $1.9 million and $1.7 million at December 31, 2022 and 2021, respectively. 531 W. College LLC APC has a 50% ownership in 531 W. College LLC and accounts for its investment in 531 W. College, LLC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over the operations of this joint venture. 531 W. College, LLC owns a former hospital campus in Los Angeles that is now leased to tenants. The investment is deemed Excluded Assets that are solely for the benefit of APC and its shareholders. During the years ended December 31, 2022 and 2021, APC recorded losses from its investment in 531 W. College LLC of $0.6 million and loss of $0.2 million, respectively, in the accompanying consolidated statements of income. During the years ended December 31, 2022 and 2021, APC contributed $0.7 million and $0.2 million, respectively, to 531 W. College, LLC as part of its 50% interest. The accompanying consolidated balance sheets include the related investment balance of $17.3 million and $17.2 million, respectively, related to APC's investment at December 31, 2022 and 2021. One MSO LLC APC has a 50% interest in One MSO. One MSO owns an office building in Monterey Park, California that is leased to tenants, including NMM. During the years ended December 31, 2022 and 2021, APC recorded income from this investment of $0.4 million and $0.5 million, respectively, in the accompanying consolidated statements of income. The investment balance was $2.7 million and $2.9 million as of December 31, 2022 and 2021, respectively. Tag-6 Medical Investment Group, LLC APC had a 50% interest in Tag 6. Tag 6 leases its building to tenants and shares common ownership with certain board members of APC and as such is considered a related party. On August 31, 2022, using cash comprised solely of Excluded Assets, APC acquired the remaining 50% interest in Tag 6 for $4.9 million. As a result, Tag 6 is a 100% owned subsidiary of APC and is included in the consolidated financial statements. During the years ended December 31, 2022 and 2021, and prior to consolidation of Tag 6, APC recorded income from this investment of $0.2 million and $0.3 million, respectively, in the accompanying consolidated statements of income. CAIPA MSO, LLC In August 2021, ApolloMed purchased a 30% interest in CAIPA MSO, LLC (“CAIPA MSO”) for $11.7 million. CAIPA MSO is a New York-based management services organization affiliated with Chinese-American IPA d.b.a. Coalition of Asian-American IPA, (“CAIPA”), a leading independent practice association serving the greater New York City area. ApolloMed accounts for its investment in CAIPA MSO under the equity method of accounting as ApolloMed has the ability to exercise significant influence, but not control over CAIPA MSO’s operations. During the years ended December 31, 2022 and 2021, ApolloMed recorded income from this investment of $0.7 million and $0.3 million, respectively, in the accompanying consolidated statements of income. The investment balance was $12.7 million and $12.0 million as of December 31, 2022 and 2021, respectively. Investments in privately held entities that do not report net asset value MediPortal, LLC In May 2018, APC purchased 270,000 membership interests of MediPortal LLC, a New York limited liability company, for $0.4 million or $1.50 per membership interest, which represented approximately 2.8% ownership interest. In connection with the initial purchase, APC received a five-year warrant to purchase an additional 270,000 membership interests. A five-year option to purchase an additional 380,000 membership interests and a five AchievaMed |
Loan Receivable and Loan Receiv
Loan Receivable and Loan Receivable – Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Loan Receivable [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 MWN. Interest accrues at a rate of 5% per annum and is payable monthly through the maturity date of December 1, 2023. 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. 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 7 — “Investments in Other Entities — Equity Method”). AHMC In October 2020, AHMC Healthcare Inc. (“AHMC”) issued a promissory note to APC for a principal amount of $4.0 million with an April 2022 maturity date. The note was amended in April 2022, to extend the maturity date to April 2023. The contractual interest rate on the AHMC Note is 3.75% per annum. The AHMC Note was entered into using cash strictly related to the Excluded Assets that were generated from the series of transactions with AP-AMH. In June 2022, AHMC paid the outstanding principal and interest amount to APC. One of the Company’s board members is an officer of AHMC. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued ExpensesThe Company’s accounts payable and accrued expenses consisted of the following (in thousands): December 31, 2022 December 31, 2021 Accounts payable and other accruals $ 10,473 $ 5,513 Capitation payable 4,229 2,697 Subcontractor IPA payable 2,415 1,587 Professional fees 2,709 878 Due to related parties 3,304 2,301 Contract liabilities 531 16,798 Accrued compensation 15,301 10,107 Other provider payable 10,600 4,070 Total accounts payable and accrued expenses $ 49,562 $ 43,951 Certain amounts disclosed in prior period notes to consolidated financial statements have been reclassified to conform to the current period presentation. These reclassifications were made between accounts payable and other accruals and other provider payable. They had no effect on balance sheet, net income, earnings per share, retained earnings, cash flows or total assets. |
Medical Liabilities
Medical Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
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): December 31, 2022 December 31, 2021 Medical liabilities, beginning of year $ 55,783 $ 50,330 Acquired (see Note 4) 2,956 175 Components of medical care costs related to claims incurred: Current period 646,679 347,720 Prior periods 5,152 553 Total medical care costs 651,831 348,273 Payments for medical care costs related to claims incurred: Current period (559,751) (291,243) Prior periods (67,149) (51,231) Total paid (626,900) (342,474) Adjustments (restated) (2,415) (521) Medical liabilities, end of year (restated) $ 81,255 $ 55,783 |
Credit Facility, Bank Loans, an
Credit Facility, Bank Loans, and Lines of Credit | 12 Months Ended |
Dec. 31, 2022 | |
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): December 31, 2022 December 31, 2021 Revolver Loan 180,000 180,000 Real Estate Loans 23,168 7,396 Construction Loan 4,159 569 Total debt 207,327 187,965 Less: Current portion of debt (619) (780) Less: Unamortized financing costs (3,319) (4,268) Long-term debt $ 203,389 $ 182,917 The estimated fair value of our long-term debt was determined using Level 2 inputs primarily related to comparable market prices. As of December 31, 2022 and 2021, 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 $ 619 2024 4,800 2025 7,184 2026 454 2027 180,472 Thereafter 13,798 Total $ 207,327 Amended Credit Agreement On June 16, 2021, the Company entered into an amended and restated credit agreement (the “Amended Credit Agreement” and the credit facility thereunder, the “Amended Credit Facility”) with Truist Bank, in its capacity as administrative agent for the lenders, issuing bank, swingline lender and lender, Truist Securities, Inc., JPMorgan Chase Bank, N.A., MUFG Union Bank, N.A., Preferred Bank, Royal Bank of Canada, and Fifth Third Bank, National Association, in their capacities as joint lead arrangers and/or lenders, and the lenders from time to time party thereto, to, among other things, amend and restate that certain credit agreement, dated September 11, 2019, by and among the Company, Truist Bank, and certain lenders thereto (the credit facility thereunder, the “Credit Facility”), in its entirety. The Amended Credit Agreement provides for a five-year revolving credit facility to the Company of $400 million, which includes a letter of credit sub-facility of up to $25 million and a swingline loan sub-facility of $25 million. The revolving credit facility will be used to, among other things, refinance certain existing indebtedness of the Company and certain subsidiaries, finance certain future acquisitions and investments, and provide for working capital needs and other general corporate purposes. Under the Amended Credit Agreement, the terms and conditions of the Guaranty and Security Agreement (the “Guaranty and Security Agreement”) between the Company, NMM and Truist Bank remain in effect. The Company is required to pay an annual agent fee of $50,000 and an annual facility fee of 0.175% to 0.35% 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. Generally, amounts borrowed under the Amended Credit Agreement bore interest at an annual rate equal to either, at the Company’s option, (a) the rate for Eurocurrency deposits for the corresponding deposits of U.S. dollars appearing on LIBOR, adjusted for any reserve requirement in effect, plus a spread determined on a quarterly basis or (b) a base rate, plus a spread determined on a quarterly basis. On December 20, 2022, an amendment was made to the Amended Credit Facility, in which all amounts borrowed under the Amended Credit Agreement as of the effective date shall be automatically converted from LIBOR Loans to SOFR Loans with an initial interest period of one month on and as of the amendment effective date. As such, amounts borrowed under the Amended Credit Agreement bear 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 December 31, 2022, the interest rate on the Credit Agreement was 5.92%. 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. Pursuant to the Guaranty and Security Agreement, the Company and NMM have granted the lenders under the Amended Credit Agreement a security interest in all of their assets, including, without limitation, all stock and other equity issued by their subsidiaries (including NMM) and all rights with respect to the AP-AMH Loan. In the ordinary course of business, certain of the lenders under the Amended Credit Agreement and their affiliates have provided to the Company and its subsidiaries and the associated practices, and may in the future provide, (i) investment banking, commercial banking, cash management, foreign exchange or other financial services, and (ii) services as a bond trustee and other trust and fiduciary services, for which they have received compensation and may receive compensation in the future. Real Estate Loans On December 31, 2020, the Company purchased 100% of MPP, AMG Properties, and ZLL. As a result of the purchase, the Company assumed $6.4 million, $0.7 million, and $0.7 million of existing loans held by MPP, AMG Properties, and ZLL, respectively, on the day of acquisition. MPP In July 2020, MPP entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of December 31, 2022, the principal on the loan is $5.9 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 not available, 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 In August 2020, AMG Properties entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of December 31, 2022, the principal on the loan is $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 not available, 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 In July 2020, ZLL entered into a loan agreement with East West Bank with a maturity date of August 5, 2030. As of December 31, 2022, the principal on the loan is $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 not available, 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. 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 December 31, 2022, the principal on the loan was $16.0 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 not available, 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 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 with a maturity date of December 1, 2022 (“Construction Loan Term”). Interest rate is equal to an index rate determined by the bank. Monthly interest payments began on May 1, 2021, or can become part of the principal and bear interest. 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 extended maturity date of December 1, 2032 (“Permanent Loan Term”). Upon conversion to the Permanent Loan Term, monthly principal and interest payments shall be made beginning January 1, 2023. From January 1, 2023 until December 1, 2023, the interest rate will be 2.0% per annum in excess of the LIBOR rate. On December 22, 2022, the Construction loan was amended to extend the Construction Loan Term to March 1, 2024 and the Permanent Loan Term to March 1, 2034. 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 December 31, 2022, the likelihood of the construction being completed by the maturity date is remote. The outstanding balance as of December 31, 2022 was $4.2 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. On November 7, 2011, Tag 6 entered into a construction loan agreement with Preferred Bank (“Tag 6 Construction Loan”). On August 31, 2022, APC acquired the remaining 50% interest in Tag 6. As a result, Tag 6 is a 100% owned subsidiary of APC and is included in the consolidated financial statements. On the day of acquisition, the outstanding balance on the loan was $3.4 million with a maturity date of September 7, 2022. On September 6, 2022, APC paid off the outstanding Tag 6 Construction Loan balance of $3.4 million. Deferred Financing Costs The Company recorded deferred financing costs of $6.5 million related to the issuance of 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 Credit Facility and the costs related to the Amended Credit Facility are amortized over the life of the Amended Credit Facility. As of December 31, 2022 and 2021, unamortized deferred financing costs were $3.3 million and $4.3 million, respectively. Effective Interest Rate The Company’s average effective interest rate on its total debt during the years ended December 31, 2022, 2021, and 2020, was 3.22%, 2.06%, and 3.48%, respectively. Interest expense in the consolidated statements of income included amortization of deferred debt issuance costs for the years ended December 31, 2022, 2021, and 2020, of $0.9 million, $1.2 million, and $1.4 million, respectively. Lines of Credit APC Business Loan In September 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 $0.3 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. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes (Restated) Provision for income taxes consisted of the following (in thousands): Years ended December 31, 2022 2021 2020 Current Federal $ 35,365 $ 15,623 $ 38,878 State 19,788 8,399 17,070 55,153 24,022 55,948 Deferred Federal (11,552) 3,878 (2,226) State (2,726) 3,793 2,622 (14,278) 7,671 396 Total provision for income taxes $ 40,875 $ 31,693 $ 56,344 The Company uses the liability method of accounting for income taxes as set forth in ASC 740. 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. As of December 31, 2022, the Company had federal and California net operating loss carryforwards of approximately $30.6 million and $42.3 million, respectively. The federal and California net operating loss carryforwards will expire at various dates from 2027 through 2042; however, $19.5 million of the federal operating loss do not expire and can be carried forward indefinitely. Pursuant to Internal Revenue Code Sections 382 and 383, use of the Company’s net operating loss and credit carryforwards may be limited if a cumulative change in ownership of more than 50% occurs within any three years’ period since the last ownership change. Significant components of the Company’s deferred tax assets (liabilities) as of December 31, 2022 and 2021, are shown below (in thousands). A valuation allowance of $8.3 million and $4.0 million as of December 31, 2022 and 2021, respectively, has been established against the Company’s deferred tax assets related to loss entities the Company cannot consolidate under the federal consolidation rules, as realization of these assets is uncertain. Valuation allowance increased by $4.3 million in 2022. 2022 2021 Deferred tax assets State taxes $ 2,489 $ 1,706 Accrued expenses 670 1,864 Allowance for bad debts 853 153 Investment in other entities 2,145 3,289 Net operating loss carryforward 9,383 8,841 Lease liability 6,470 4,208 Unrealized gain 8,971 3,007 Stock options 1,011 — Other 2 — Deferred tax assets before valuation allowance 31,994 23,068 Valuation allowance (8,292) (3,978) Net deferred tax assets 23,702 19,090 Deferred tax liabilities Property and equipment (1,840) (777) Acquired intangible assets (21,268) (23,763) Stock options — (1,641) Right-of-use assets (5,632) (4,117) Debt issuance cost (725) (988) Undistributed Dividend (8,454) (17,852) 481(a) adjustment — (87) Deferred tax liabilities (37,919) (49,225) Net deferred liabilities $ (14,217) $ (30,135) The provision for income taxes differs from the amount computed by applying the federal income tax rate as follows for the years ended December 31: Years ended December 31, 2022 2021 2020 Tax provision at U.S. federal statutory rates 21.0 % 21.0 % 21.0 % State income taxes net of federal benefit 12.1 12.9 9.1 Non-deductible permanent items 0.9 4.0 0.3 Variable interest entities (1.1) (1.3) (0.2) Stock-based compensation (0.3) (1.0) (0.3) Change in valuation allowance 4.4 — 0.3 Investment basis adjustment 1.2 (2.1) — NOL adjustment 0.5 (0.1) 0.1 Undistributed dividend 7.2 8.0 2.0 Other 1.2 (0.3) (0.8) Effective income tax rate 47.1 % 41.1 % 31.5 % The Company’s effective tax rate is different from the federal statutory rate of 21% due primarily to state taxes, tax on undistributed dividends, change in valuation allowance, and permanent adjustments. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. The CARES Act, among other things, permits net operating loss carryovers and carrybacks and modifications on the limitation of business interests. As of December 31, 2022, the Company does not expect the CARES Act to result in any material impact on the Company’s effective tax rate. As of December 31, 2022 and 2021, 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. |
Mezzanine and Stockholders' Equ
Mezzanine and Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Mezzanine and Stockholders’ Equity | Mezzanine and Stockholders’ Equity Mezzanine Equity APC As the redemption feature (see Note 3 — “Basis of Presentation and Summary of Significant Accounting Policies”) of APC’s shares of common stock 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 mezzanine or temporary equity. APC’s shares were not redeemable, and it was not probable that the shares would become redeemable as of December 31, 2022, 2021 and 2020. Stockholders’ Equity Preferred Stock – Series A In October 2015, ApolloMed entered into an agreement with NMM pursuant to which ApolloMed sold to NMM, and NMM purchased from ApolloMed, in a private offering of securities, 1,111,111 units, each unit consisting of one share of ApolloMed’s Series A Preferred Stock and a common stock warrant to purchase one share of ApolloMed’s common stock at an exercise price of $9.00 per share. NMM paid ApolloMed an aggregate of $10.0 million for the units. Preferred Stock – Series B In March 2016, ApolloMed entered into an agreement with NMM pursuant to which ApolloMed sold to NMM, and NMM purchased from ApolloMed, in a private offering of securities, 555,555 units, each unit consisting of one share of ApolloMed’s Series B Preferred Stock and a common stock warrant to purchase one share of ApolloMed’s common stock at an exercise price of $10.00 per share. NMM paid ApolloMed an aggregate $5.0 million for the units. Common Stock 2017 Share Issuances and Repurchases In December 2017, ApolloMed completed its business combination with NMM following the satisfaction or waiver of the conditions set forth in the Merger Agreement, pursuant to which Merger Subsidiary merged with and into NMM, with NMM surviving as a wholly owned subsidiary of ApolloMed. In connection with the 2017 Merger and as of the effective time of the 2017 Merger (the “Effective Time”): • Each issued and outstanding share of NMM common stock was converted into the right to receive such number of shares of common stock of ApolloMed that results in the former NMM shareholders who did not dissent from the 2017 Merger (“former NMM Shareholders”) having a right to receive an aggregate of 30,397,489 shares of common stock of ApolloMed, subject to the 10% holdback pursuant to the Merger Agreement; • ApolloMed issued to former NMM Shareholders each former NMM Shareholder’s pro rata portion of (i) warrants to purchase an aggregate of 850,000 shares of common stock of ApolloMed, exercisable at $11.00 per share, and (ii) warrants to purchase an aggregate of 900,000 shares of common stock of ApolloMed, exercisable at $10.00 per share; and • ApolloMed held back an aggregate of 3,039,749 shares of common stock issuable to former NMM Shareholders, representing 10% of the total number of shares of ApolloMed common stock issuable to former NMM Shareholders, to secure indemnification rights of AMEH and its affiliates under the Merger Agreement (the “Holdback Shares”). The Holdback Shares were issued and outstanding as of December 31, 2022. The first tranche of 1,519,805 shares were issued in December 2018, and the remaining 1,511,380 were issued in December 2019, net of shares repurchase. The shares of common stock issuable to former NMM shareholders in the exchange were 25,675,630 (net of 10% holdback and Treasury Shares). The 10% holdback shares were released to all the former NMM shareholders based on their respective pro rata ownership interest in NMM at the Effective Time without regard to whether the former NMM shareholders are providing any services to the Company at the time of this distribution. This holdback accommodation was made as indemnification protection to the accounting acquiree (ApolloMed), and as such, is not considered compensatory. At the time when these holdback shares were issued to the former NMM shareholders, the Company recorded the stock issuance with a reduction to additional paid-in capital to properly reflect the shares outstanding. Upon consummation of the 2017 Merger, the Company issued 520,081 shares of its common stock with a fair value of approximately $5.4 million from the conversion of a convertible promissory note issued by the Company in 2017. As of December 31, 2022, 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 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. Dividends During the years ended December 31, 2022, 2021, and 2020, NMM did not pay any dividends. During the years ended December 31, 2022, 2021, and 2020, APC declared dividends of $37.9 million, $29.9 million and $136.6 million, respectively. During the years ended December 31, 2022, 2021, and 2020, CDSC paid distributions of $3.5 million, $1.5 million and $2.1 million, respectively. Treasury Stock APC owned 10,299,259 shares of ApolloMed’s common stock as of December 31, 2022, and 10,925,702 shares of ApolloMed’s common stock as of December 31, 2021. 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. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Equity Incentive Plans In connection with the 2017 Merger, the Company assumed ApolloMed’s 2013 Equity Incentive Plan (the “2013 Plan”), pursuant to which 500,000 shares of the Company’s common stock were reserved for issuance thereunder. The Company issues new shares to satisfy stock option and warrant exercises under the 2013 Plan. As of December 31, 2022, there were no shares available for future grants under the 2013 Plan. In connection with the 2017 Merger, the Company assumed ApolloMed’s 2015 Equity Incentive Plan (the “2015 Plan”), pursuant to which 1,500,000 shares of the Company’s common stock were reserved for issuance thereunder. In addition, shares that are subject to outstanding grants under the Company’s 2013 Plan, but that ordinarily would have been restored to such plans reserve due to award forfeitures and terminations, were rolled into and become available for awards under the 2015 Plan. The 2015 Plan provides for awards, including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. The 2015 Plan was approved by ApolloMed’s stockholders at ApolloMed’s 2016 annual meeting of stockholders that was held in September 2016. As of December 31, 2022, 2021, and 2020, there were approximately 1.1 million, 1.7 million and 0.1 million shares available for future grants under the 2015 Plan, respectively. The following table summarizes the stock-based compensation expense recognized under all of the Company’s stock plans in 2022, 2021, and 2020, 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 recognized (in thousands): Years ended December 31, 2022 2021 2020 Stock options $ 3,792 $ 2,480 $ 1,763 Restricted stock awards 12,309 4,265 1,620 Total share-based compensation expense $ 16,101 $ 6,745 $ 3,383 Unrecognized compensation expense related to total share-based payments outstanding as of December 31, 2022 was $24.8 million and is expected to be recognized over a weighted-average period of 2.3 years. Options The Company’s outstanding stock options consisted of the following: Shares Weighted-Average Weighted-Average Aggregate Options outstanding at January 1, 2022 813,965 $ 22.74 3.20 $ 41.6 Options granted 87,488 51.21 — — Options exercised (41,603) 17.81 — 1.0 Options canceled, forfeited or expired — — — — Options outstanding at December 31, 2022 859,850 $ 25.88 2.19 $ 10.3 Options exercisable at December 31, 2022 734,027 $ 17.32 1.69 $ 10.0 During the years ended December 31, 2022 and 2021, stock options were exercised for 41,603 and 40,000 shares, respectively, of the Company’s common stock, which resulted in proceeds of approximately $0.7 million and $0.2 million, respectively. The exercise prices ranged from $15.35 to $23.24 per share for the exercises during the year ended December 31, 2022 and $5.20 per share for the exercises during the year ended December 31, 2021. During the year ended December 31, 2022, no stock options were exercised pursuant the cashless exercise provision. The total intrinsic value of stock options exercised was $1.0 million, $2.8 million, and $1.8 million during the years ended December 31, 2022, 2021, and 2020, respectively. The intrinsic value of stock options is defined as the difference between the Company’s stock price on the exercise date and the grant date exercise price. During the year ended December 31, 2022, the Company granted 0.1 million stock options to certain ApolloMed employees and board members with exercise price ranging from $41.59-$53.01. The weighted-average grant-date fair value of options granted during the years ended December 31, 2022, 2021, and 2020, was $22.32, $32.63, and $9.89, respectively. The options granted during the year ended December 31, 2022 were recognized at fair value, as determined using the Black-Scholes option pricing model as follows: December 31, 2022 Expected term 1.50 years - 2.25 years Expected volatility 71.47% - 82.05% Risk-free interest rate 1.02% - 2.47% Market value of common stock $17.47-$23.42 Restricted Stock Awards The Company’s unvested restricted stock award activity for the year ended December 31, 2022 consisted of the following: Restricted Stock Awards Performance Based Restricted Stock Awards Number of Weighted Average Number of Weighted Average Unvested as of January 1, 2022 541,507 $37.84 $ — $0.00 Granted 253,429 41.07 327,552 42.12 Vested (244,475) 35.28 (29,289) 50.69 Forfeited (10,829) 33.42 (8,628) 45.80 Unvested as of December 31, 2022 539,632 $72.58 289,635 $41.14 The Company grants restricted stock awards to employees and executives, which are earned based on service conditions. The awards will vest over a period of five months to four years in accordance with the terms of those plans. The grant date fair value of the restricted stock awards is that day’s closing market price of the Company’s common stock. During the year ended December 31, 2022, the Company granted restricted stock awards for employees totaling 580,981 shares, including 327,552 shares of restricted stock with performance conditions, with a weighted-average grant-date fair value of $41.66. Shares of restricted stock with performance conditions are recognized to the extent the performance conditions are probable of being achieved. The weighted-average grant-date fair value of restricted stock awards granted during the years ended December 31, 2021, and 2020 was $50.73 and $17.56, respectively. The total fair value of restricted stock awards, as of their respective vesting dates during the years ended December 31, 2022, 2021, and 2020, were $10.8 million, $1.1 million, and $1.4 million, respectively. Warrants Common stock warrants, to purchase 1,111,111 shares of ApolloMed common stock, issued to NMM in connection with the Series A Preferred Stock investment in ApolloMed were subject to exercise through March 30, 2021, for $9.00 per share, subject to adjustment in the event of stock dividends and stock splits. As part of the 2017 Merger between NMM and ApolloMed, such warrants were distributed to former NMM shareholders on a pro rata basis utilizing the percentage of shares of NMM held by each shareholder prior to the 2017 Merger date. Common stock warrants, to purchase 555,555 shares of ApolloMed common stock, issued to NMM in connection with the Series B Preferred Stock investment in ApolloMed were subject to exercise through March 30, 2021, for $10.00 per share, subject to adjustment in the event of stock dividends and stock splits. As part of the 2017 Merger between NMM and ApolloMed, such warrants were distributed to former NMM shareholders on a pro-rata basis utilizing the percentage of shares of NMM held by each shareholder prior to the 2017 Merger date. Common stock warrants, to purchase 850,000 shares, for $11.00 per share, and 900,000 shares, for $10.00 per share, of ApolloMed common stock, issued to former NMM shareholders on a pro-rata basis in connection with the Merger, may be exercised at any time after issuance and through December 8, 2022, subject to adjustment in the event of stock dividends and stock splits. The Company’s warrants activity consisted of the following: Shares Weighted-Average Weighted-Average Aggregate Warrants outstanding at January 1, 2022 1,001,740 $ 10.49 0.94 63.1 Warrants granted — — — — Warrants exercised (947,174) 10.49 — 21.1 Warrants forfeited (54,566) 10.49 — — Warrants outstanding at December 31, 2022 — $ — — $ — During the years ended December 31, 2022 and 2021, common stock warrants were exercised for 0.9 million and 0.9 million shares of the Company’s common stock, respectively, which resulted in proceeds of approximately $9.0 million and $8.8 million, respectively. Of the 0.9 million warrants exercised during the year ended December 31, 2022, 0.1 million of the common stock warrants were exercised by APC and are treated as treasury shares (see Note 13 — “Mezzanine and Stockholders’ Equity”). The exercise price ranged from $10.00 to $11.00 and $9.00 to $11.00 per share during years ended December 31, 2022 and 2021, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
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 that it is in compliance with all applicable laws and regulations and is not aware 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. At December 31, 2022 and 2021, the consolidated IPAs were in compliance with these regulations. 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 11 — “Credit Facility, Bank Loans, and Lines of Credit — Standby Letters of Credit”). APC and Alpha Care established irrevocable standby letters of credit with Preferred Bank for a total of $0.3 million and $3.8 million, respectively, for the benefit of certain health plans (see Note 11 — “Credit Facility, Bank Loan, and Lines 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. Our contracted physicians are required to carry first dollar coverage with limits of liability equal to not less than to $1.0 million for claims based on occurrence up to an aggregate of $3.0 million per year. Our IPAs purchase stop-loss insurance, which will reimburse them for claims from service providers on a per enrollee basis. The specific retention amount per enrollee per policy period is $45,000 to $100,000 for professional 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 | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions During the years ended December 31, 2022, 2021, and 2020, NMM recognized approximately $21.2 million, $18.7 million, and $16.9 million, respectively, in management fees, of which from LMA. LMA is accounted for under the equity method based on 25% equity ownership interest held by APC (see Note 7 — “Investments in Other Entities”). 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 years ended December 31, 2022, 2021, and 2020, APC paid approximately $2.7 million, $2.4 million, and $2.2 million, respectively, to PMIOC for provider services, which is accounted for under the equity method based on 40% equity ownership interest held by APC (see Note 7 — “Investments in Other Entities”). During the years ended December 31, 2022, 2021, and 2020, APC paid approximately $0.6 million, $0.7 million, and $0.5 million, respectively, to Advanced Diagnostic Surgery Center for services as a provider. Advanced Diagnostic Surgery Center shares common ownership with certain board members of APC. During the years ended December 31, 2022, 2021, and 2020, APC paid approximately $0.6 million, $2.0 million, and $0.3 million respectively, to Fulgent Genetics, Inc. for services as a provider. One of the Company’s board members is a board member of Fulgent Genetics, Inc. During the years ended December 31, 2022 and 2021, APC paid approximately $15.4 million and $15.4 million, respectively, to Arroyo Vista Family Health Center (“Arroyo Vista”) for services as a provider. Arroyo Vista’s chief executive officer is a member of the Company’s board of directors. During the years ended December 31, 2022, 2021, and 2020, the Company paid approximately $0.4 million, $0.3 million, and $0.2 million, respectively, to a board member of NMM for services as a provider. During the years ended December 31, 2022, 2021, and 2020, the Company paid approximately $1.9 million, $1.3 million, and $1.2 million, respectively, to Sunny Village Care Center for services as a provider. Sunny Village Care Center shares common ownership with certain ApolloMed officers and board members of APC. During the years ended December 31, 2022, 2021, and 2020, the Company paid approximately $0.2 million, $20,000, and $51,000, respectively, to an ApolloMed officer, who is an APC shareholder, for APC dividends. During the years ended December 31, 2022, 2021, and 2020, NMM paid approximately $1.4 million, $1.3 million, and $1.4 million respectively, to One MSO, Inc. for an office lease which is accounted for under the equity method based on 50% equity ownership interest held by APC (see Note 7 — “Investments in Other Entities”). During the years ended December 31, 2022 and 2021, Advanced Diagnostic and Surgical Center paid approximately $0.6 million and $0.6 million, respectively, to MPP for rent. In December 2020, MPP was consolidated by APC. Advanced Diagnostic Surgery Center shares common ownership with certain board members of APC. During the year ended December 31, 2022, Sunny Village Care Center paid approximately $0.3 million 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 APC. During the year ended December 31, 2022, APC paid $9.3 million, to purchase ApolloMed’s stock from a board member. During the year ended December 31, 2022, APC paid $4.9 million and $4.1 million, respectively, for the remaining 50% interest of Tag 6 and Tag 8. The sellers included certain ApolloMed officers and APC board of directors. 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 received related to, AHMC, HSMSO, and Aurion (in thousands): Years ended December 31, 2022 2021 AHMC – Risk pool, capitation, claims payment $ 34,587 $ 46,908 HSMSO – Management fees, net (465) (629) Aurion – Management fees (300) (302) Receipts, net $ 33,822 $ 45,977 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. During the years ended December 31, 2022, 2021, and 2020, the Company has recognized risk pool revenue under this agreement of $50.5 million, $60.1 million, and $42.6 million, respectively, of which $58.7 million and $58.4 million, remained outstanding as of December 31, 2022 and 2021, respectively. During the years ended December 31, 2022, 2021, and 2020, APC paid an aggregate of approximately $40.0 million, $34.8 million, and $33.1 million, respectively, to board members for provider services and dividends which included approximately $7.6 million, $8.5 million, and $9.0 million, respectively, to board members who are also officers of APC. During the years ended December 31, 2022, 2021, and 2020, NMM paid approximately $0, $44,000, and $0.1 million to an ApolloMed board member for consulting services. 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 income 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, loans receivable and line of credits from related parties, see Note 7 — “Investments in Other Entities,” and Note 8 — “Loans Receivable — Related Parties,” respectively. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit PlanNMM has a qualified 401(k) plan that covers substantially all employees who have completed at least six months of service and meet minimum age requirements. Participants may contribute a portion of their compensation to the plan, up to the maximum amount permitted under Section 401(k) of the Internal Revenue Code. Participants become fully vested after six years of service. NMM matches a portion of the participants’ contributions. NMM’s matching contributions for the years ended December 31, 2022 and 2021 were approximately $0.5 million and $0.4 million. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2022 | |
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. The non-controlling interests in APC are allocated their share of ApolloMed’s income from APC’s ownership of ApolloMed common stock and this is included in the net income attributable to non-controlling interests on the consolidated statements of income. Therefore, none of the shares of ApolloMed held by APC are considered outstanding for the purposes of basic or diluted earnings per share computation. As of December 31, 2022, 2021, and 2020, APC held 10,299,259, 10,925,702 and 12,323,164 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 years ended December 31, 2022, 2021, and 2020, restricted stock of 133,480, 9,137, and 212,276, 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 anti-dilutive. For the year ended December 31, 2022, 245,478 of restricted stock with performance conditions were excluded from the computation of diluted weighted average common shares outstanding because these conditions were not achieved as of December 31, 2022. Below is a summary of the earnings per share computations: Years ended December 31, 2022 2021 2020 Earnings per share – basic (restated) $ 1.00 $ 1.57 $ 1.03 Earnings per share – diluted (restated) $ 0.99 $ 1.52 $ 1.01 Weighted-average shares of common stock outstanding – basic 44,971,143 43,828,664 36,527,672 Weighted-average shares of common stock outstanding – diluted 45,602,415 45,403,085 37,448,430 Below is a summary of the shares included in the diluted earnings per share computations: Years ended December 31, 2022 2021 2020 Weighted-average shares of common stock outstanding – basic 44,971,143 43,828,664 36,527,672 Stock options 439,309 495,618 182,999 Warrants — 819,151 717,029 Restricted stock awards 161,648 259,652 20,730 Contingently issuable shares 30,315 — — Weighted-average shares of common stock outstanding – diluted 45,602,415 45,403,085 37,448,430 |
Variable Interest Entities (VIE
Variable Interest Entities (VIEs) | 12 Months Ended |
Dec. 31, 2022 | |
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 3 – “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 its treatment. The following table includes assets that can only be used to settle the liabilities of APC and its 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. December 31, 2022 2021 Assets Current assets Cash and cash equivalents $ 97,669 $ 161,762 Investment in marketable securities 4,543 49,066 Receivables, net 11,503 7,251 Receivables, net – related party 62,190 62,180 Income taxes receivable (restated) 8,580 5,855 Other receivables 1,236 1,833 Prepaid expenses and other current assets 9,289 11,734 Loans receivable 22 — Loans receivable — related parties 2,125 4,000 Amounts due from affiliates* 30,340 6,598 Total current assets (restated) 227,497 310,279 Non-current assets Land, property and equipment, net 106,486 49,547 Intangible assets, net 53,964 58,282 Goodwill (restated) 111,539 103,034 Income taxes receivable, non-current (restated) 15,943 15,943 Loans receivable – related parties — 89 Investments in other entities – equity method 27,561 41,715 Investment in a privately held entity 405 405 Investment in affiliates* 304,755 802,821 Operating lease right-of-use assets 6,503 4,953 Other assets 4,169 3,219 Total non-current assets (restated) 631,325 1,080,008 Total assets (restated) $ 858,822 $ 1,390,287 Current liabilities Accounts payable and accrued expenses $ 23,632 $ 11,591 Fiduciary accounts payable 7,853 10,534 Medical liabilities 48,100 44,000 Dividend payable 638 556 Finance lease liabilities 594 110 Operating lease liabilities 1,800 1,250 Current portion of long-term debt 619 780 Total current liabilities (restated) 83,236 68,821 Non-current liabilities Deferred tax liability (restated) 4,591 5,144 Finance lease liabilities, net of current portion 1,275 193 Operating lease liabilities, net of current portion 7,484 3,950 Long-term debt, net of current portion 26,645 7,114 Other long-term liabilities 8,542 9,614 Total non-current liabilities (restated) 48,537 26,015 Total liabilities (restated) $ 131,773 $ 94,836 * Investment in affiliates include APC’s investment in ApolloMed, which is reflected as treasury shares and eliminated upon consolidation. Amounts due from affiliates are receivables 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 December 31, 2022 and 2021. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
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 ranging from one month to thirteen years, some of which may include options to extend the leases for up to ten years, and some of which may include options to terminate the leases within one year. As of December 31, 2022 and 2021, assets recorded under finance leases were $1.8 million and $1.3 million, respectively, and accumulated depreciation associated with finance leases was $1.0 million and $0.6 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 consolidated balance sheets. The components of lease expense were as follows (in thousands): December 31, 2022 December 31, 2021 Operating lease cost $ 6,622 $ 6,025 Finance lease cost Amortization of lease expense 564 208 Interest on lease liabilities 70 26 Sublease income (649) (852) Total lease cost $ 6,607 $ 5,407 December 31, 2022 December 31, 2021 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,781 $ 6,083 Operating cash flows from finance leases 70 26 Financing cash flows from finance leases 564 208 Right-of-use assets obtained in exchange for lease liabilities: Finance leases 576 — December 31, 2022 December 31, 2021 Weighted-Average Remaining Lease Term Operating leases 6.66 years 6.27 years Finance leases 3.41 years 3.26 years Weighted-Average Discount Rate Operating leases 5.50 % 6.10 % Finance leases 4.92 % 4.53 % Years ending December 31, Operating Leases Finance Leases 2023 $ 4,786 $ 673 2024 4,415 607 2025 4,051 444 2026 3,767 190 2027 3,099 132 Thereafter 8,407 — Total future minimum lease payments 28,525 2,046 Less: imputed interest 5,038 177 Total lease obligations 23,487 1,869 Less: current portion 3,572 594 Long-term lease obligations $ 19,915 $ 1,275 As of December 31, 2022, the Company does not have additional operating or 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 ranging from one month to thirteen years, some of which may include options to extend the leases for up to ten years, and some of which may include options to terminate the leases within one year. As of December 31, 2022 and 2021, assets recorded under finance leases were $1.8 million and $1.3 million, respectively, and accumulated depreciation associated with finance leases was $1.0 million and $0.6 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 consolidated balance sheets. The components of lease expense were as follows (in thousands): December 31, 2022 December 31, 2021 Operating lease cost $ 6,622 $ 6,025 Finance lease cost Amortization of lease expense 564 208 Interest on lease liabilities 70 26 Sublease income (649) (852) Total lease cost $ 6,607 $ 5,407 December 31, 2022 December 31, 2021 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,781 $ 6,083 Operating cash flows from finance leases 70 26 Financing cash flows from finance leases 564 208 Right-of-use assets obtained in exchange for lease liabilities: Finance leases 576 — December 31, 2022 December 31, 2021 Weighted-Average Remaining Lease Term Operating leases 6.66 years 6.27 years Finance leases 3.41 years 3.26 years Weighted-Average Discount Rate Operating leases 5.50 % 6.10 % Finance leases 4.92 % 4.53 % Years ending December 31, Operating Leases Finance Leases 2023 $ 4,786 $ 673 2024 4,415 607 2025 4,051 444 2026 3,767 190 2027 3,099 132 Thereafter 8,407 — Total future minimum lease payments 28,525 2,046 Less: imputed interest 5,038 177 Total lease obligations 23,487 1,869 Less: current portion 3,572 594 Long-term lease obligations $ 19,915 $ 1,275 As of December 31, 2022, the Company does not have additional operating or finance leases that have not yet commenced. |
Segments
Segments | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segments (Recasted) 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 segments are not evaluated using asset information. As of December 31, 2022, the three segments are: Care Enablement, Care Partners, and Care Delivery. Care Enablement The Care Enablement segment is an integrated, end-to-end clinical and administrative platform, powered by the Company’s 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. The Company provides solutions to providers, including independent physicians, provider and medical groups, and accountable care organizations, and payers, including health plans and other risk-bearing organizations. The 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 type, including Medicare, Medicaid, commercial, and exchange-insured patients. This segment includes the wholly owned subsidiaries which operate as management services organizations, NMM and AMM, which enter into long-term management and/or administrative services agreements with providers and payers. By leveraging the Company’s care enablement platform, providers and payers can improve their ability to deliver high-quality care to their patients and achieve better patient outcomes. 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. Care Partners The 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 the Company’s unique care enablement platform and ability to recruit, empower, and incentivize physicians to effectively manage total cost of care, the Company is 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 the Company’s network of IPAs and ACOs the Company’s healthcare delivery entities are responsible for coordinating and delivering high quality care to patients. Under relevant accounting guidance, while 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 the Company did. Revenue for this segment is primarily comprised of capitation and risk pool settlements and incentives. The Company’s consolidated IPAs consist of the following: (i) APC, (ii) Alpha Care, (iii) Accountable Health Care, (iv) Jade, (v) APCMG, and (vi) AAMG. The Company’s ACO operates under the APAACO brand and participates in the 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. Care Delivery The Care Delivery segment is a patient-centric, data-driven care delivery organization focused on delivering high-quality and accessible care to all patients. The 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. This segment includes primary care clinics, operating under the AMG, a Professional Medical Corporation (“AMG”) and Valley Oaks Medical Group (“VOMG”) brands, 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 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. Other is not a reportable segment and primarily consists of real estate operations and other entities that are individually immaterial. Revenue is comprised of equipment sales. Real estate revenue is presented in other income. In the normal course of business, the reportable segments enter into transactions with each another. 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 the Company’s segments and have been recasted (in thousands): Twelve Months Ended December 31, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 42,023 $ 1,051,464 $ 49,806 $ 870 $ — $ — $ 1,144,163 Intersegment 78,177 57 46,326 115 (124,675) — — Total revenues 120,200 1,051,521 96,132 985 (124,675) — 1,144,163 Cost of services 51,531 944,792 73,927 258 (125,823) — 944,685 General and administrative (1) 41,628 21,507 13,234 2,681 (3,150) 19,313 95,213 Total expenses 93,159 966,299 87,161 2,939 (128,973) 19,313 1,039,898 Income (loss) from operations $ 27,041 $ 85,222 $ 8,971 $ (1,954) $ 4,298 (2) $ (19,313) $ 104,265 Twelve Months Ended December 31, 2021 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 35,851 $ 709,714 $ 28,064 $ 286 $ — $ — $ 773,915 Intersegment 71,842 — 18,627 74 (90,543) — — Total revenues 107,693 709,714 46,691 360 (90,543) — 773,915 Cost of services 41,557 607,081 37,537 (242) (89,791) — 596,142 General and administrative (1) 28,637 30,055 9,694 1,881 (3,097) 12,424 79,594 Total expenses 70,194 637,136 47,231 1,639 (92,888) 12,424 675,736 Income (loss) from operations $ 37,499 $ 72,578 $ (540) $ (1,279) $ 2,345 (2) $ (12,424) $ 98,179 Twelve Months Ended December 31, 2020 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 35,645 $ 638,865 $ 12,409 $ 261 $ — $ — $ 687,180 Intersegment 63,703 — 13,661 64 (77,428) — — Total revenues 99,348 638,865 26,070 325 (77,428) — 687,180 Cost of services 47,040 545,340 22,568 130 (75,867) — 539,211 General and administrative (1) 23,243 30,250 7,429 509 (2,499) 8,534 67,466 Total expenses 70,283 575,590 29,997 639 (78,366) 8,534 606,677 Income (loss) from operations $ 29,065 $ 63,275 $ (3,927) $ (314) $ 938 (2) $ (8,534) $ 80,503 (1) Balance includes general and administrative expenses and depreciation and amortization. |
Restatement of Quarterly Financ
Restatement of Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Quarterly Financial Information | Restatement of Quarterly Financial Information (Restated & Unaudited) In connection with the restatement explained in Note 1 — “Restatement of Prior Financial Information”, the Company has restated herein its consolidated financial statements at March 31, 2022 and 2021, June 30, 2022 and 2021, and September 30, 2022 and 2021 and for each of the three months ended March 31, 2022 and 2021, June 30, 2022 and 2021, September 30, 2022 and 2021, and December 31, 2022 and 2021, in accordance with ASC Topic 250, Accounting Changes and Error Corrections, for the matters discussed above as well as other immaterial items. The effect of the error corrections are as follows (in thousands, except per share amounts): March 31, 2022 Adjustments March 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,007 $ 1,007 Total current assets $ 444,416 $ 1,007 $ 445,423 Goodwill $ 252,379 $ (6,622) $ 245,757 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 467,915 $ 9,321 $ 477,236 Total assets $ 912,331 $ 10,328 $ 922,659 Income taxes payable $ 4,894 $ (4,894) $ — Total current liabilities $ 160,436 $ (4,894) $ 155,542 Deferred tax liability $ 9,686 $ 21,202 $ 30,888 Total non-current liabilities $ 220,223 $ 21,202 $ 241,425 Total liabilities $ 380,659 $ 16,308 $ 396,967 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 52,151 $ 903 $ 53,054 Retained earnings $ 157,893 $ (6,883) $ 151,010 Total stockholders’ equity $ 479,521 $ (6,883) $ 472,638 Three months ended March 31, 2022 Adjustments Three months ended March 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,195 $ 623 $ 6,818 Net income $ 12,073 $ (623) $ 11,450 Net loss attributable to noncontrolling interests $ (2,191) $ (123) $ (2,314) Net income attributable to Apollo Medical Holdings, Inc. $ 14,264 $ (500) $ 13,764 Earnings per share – basic $ 0.32 $ (0.01) $ 0.31 Earnings per share – diluted $ 0.31 $ (0.01) $ 0.30 June 30, 2022 Adjustments June 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,639 $ 7,047 $ 19,686 Total current assets $ 461,038 $ 7,047 $ 468,085 Goodwill $ 253,310 $ (6,622) $ 246,688 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 490,026 $ 9,321 $ 499,347 Total assets $ 951,064 $ 16,368 $ 967,432 Deferred tax liability $ 9,257 $ 21,663 $ 30,920 Total non-current liabilities $ 239,984 $ 21,663 $ 261,647 Total liabilities $ 425,222 $ 21,663 $ 446,885 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,997 $ 1,038 $ 41,035 Retained earnings $ 169,292 $ (6,333) $ 162,959 Total stockholders’ equity $ 485,845 $ (6,333) $ 479,512 Three months ended June 30, 2022 Adjustments Three months ended June 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,038 $ (686) $ 5,352 Net income $ 10,591 $ 686 $ 11,277 Net loss attributable to noncontrolling interests $ (808) $ 135 $ (673) Net income attributable to Apollo Medical Holdings, Inc. $ 11,399 $ 551 $ 11,950 Earnings per share – basic $ 0.25 $ 0.02 $ 0.27 Earnings per share – diluted $ 0.25 $ 0.01 $ 0.26 September 30, 2022 Adjustments September 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,224 $ 2,169 $ 14,393 Total current assets $ 443,616 $ 2,169 $ 445,785 Goodwill $ 257,482 $ (6,622) $ 250,860 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 499,790 $ 9,321 $ 509,111 Total assets $ 943,406 $ 11,490 $ 954,896 Deferred tax liability $ 4,701 $ 20,284 $ 24,985 Total non-current liabilities $ 233,889 $ 20,284 $ 254,173 Total liabilities $ 390,080 $ 20,284 $ 410,364 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,820 $ 338 $ 40,158 Retained earnings $ 195,278 $ (9,132) $ 186,146 Total stockholders’ equity $ 513,506 $ (9,132) $ 504,374 Three months ended September 30, 2022 Adjustments Three months ended September 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 13,867 $ 3,499 $ 17,366 Net income $ 27,396 $ (3,499) $ 23,897 Net income attributable to noncontrolling interests $ 1,410 $ (698) $ 712 Net income attributable to Apollo Medical Holdings, Inc. $ 25,986 $ (2,801) $ 23,185 Earnings per share – basic $ 0.58 $ (0.06) $ 0.52 Earnings per share – diluted $ 0.56 $ (0.06) $ 0.50 Three months ended December 31, 2022 Adjustments Three months ended December 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 9,984 $ 1,354 $ 11,338 Net income $ 471 $ (1,354) $ (883) Net income attributable to noncontrolling interests $ 3,071 $ (226) $ 2,845 Net loss attributable to Apollo Medical Holdings, Inc. $ (2,600) $ (1,128) $ (3,728) Earnings per share – basic $ (0.06) $ (0.02) $ (0.08) Earnings per share – diluted $ (0.06) $ (0.02) $ (0.08) March 31, 2021 Adjustments March 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 473,005 $ (139) $ 472,866 Total assets $ 843,280 $ (139) $ 843,141 Income taxes payable $ 12,059 $ (3,794) $ 8,265 Total current liabilities $ 126,347 $ (3,794) $ 122,553 Deferred tax liability $ 10,038 $ 7,345 $ 17,383 Total non-current liabilities $ 252,399 $ 7,345 $ 259,744 Total liabilities $ 378,746 $ 3,551 $ 382,297 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 114,847 $ (1,051) $ 113,796 Retained earnings $ 82,922 $ (2,639) $ 80,283 Total stockholders’ equity $ 349,687 $ (2,639) $ 347,048 Three months ended March 31, 2021 Adjustments Three months ended March 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,776 $ 1,291 $ 8,067 Net income $ 14,458 $ (1,291) $ 13,167 Net income attributable to noncontrolling interests $ 1,307 $ (292) $ 1,015 Net income attributable to Apollo Medical Holdings, Inc. $ 13,151 $ (999) $ 12,152 Earnings per share – basic $ 0.31 $ (0.02) $ 0.29 Earnings per share – diluted $ 0.30 $ (0.02) $ 0.28 June 30, 2021 Adjustments June 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,426 $ 1,426 Total current assets $ 470,550 $ 1,426 $ 471,976 Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 423,880 $ (139) $ 423,741 Total assets $ 894,430 $ 1,287 $ 895,717 Income taxes payable $ 2,215 $ (2,215) $ — Total current liabilities $ 128,088 $ (2,215) $ 125,873 Deferred tax liability $ 21,242 $ 10,453 $ 31,695 Total non-current liabilities $ 219,904 $ 10,453 $ 230,357 Total liabilities $ 347,992 $ 8,238 $ 356,230 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 141,856 $ (1,742) $ 140,114 Retained earnings $ 95,580 $ (5,209) $ 90,371 Total stockholders’ equity $ 404,582 $ (5,209) $ 399,373 Three months ended June 30, 2021 Adjustments Three months ended June 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 24,920 $ 3,261 $ 28,181 Net income $ 59,530 $ (3,261) $ 56,269 Net income attributable to noncontrolling interests $ 46,872 $ (691) $ 46,181 Net income attributable to Apollo Medical Holdings, Inc. $ 12,658 $ (2,570) $ 10,088 Earnings per share – basic $ 0.29 $ (0.06) $ 0.23 Earnings per share – diluted $ 0.28 $ (0.06) $ 0.22 September 30, 2021 Adjustments September 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 243,353 $ (6,623) $ 236,730 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 444,082 $ (140) $ 443,942 Total assets $ 871,294 $ (140) $ 871,154 Income taxes payable $ 4,024 $ (1,586) $ 2,438 Total current liabilities $ 116,759 $ (1,586) $ 115,173 Deferred tax liability $ 19,592 $ 8,241 $ 27,833 Total non-current liabilities $ 222,714 $ 8,241 $ 230,955 Total liabilities $ 339,473 $ 6,655 $ 346,128 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 91,500 $ (1,711) $ 89,789 Retained earnings $ 129,859 $ (5,084) $ 124,775 Total stockholders’ equity $ 440,321 $ (5,084) $ 435,237 Three months ended September 30, 2021 Adjustments Three months ended September 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (120) $ (156) $ (276) Net loss $ (5,385) $ 156 $ (5,229) Net loss attributable to noncontrolling interests $ (39,664) $ 31 $ (39,633) Net income attributable to Apollo Medical Holdings, Inc. $ 34,279 $ 125 $ 34,404 Earnings per share – basic $ 0.77 $ — $ 0.77 Earnings per share – diluted $ 0.74 $ — $ 0.74 Three months ended December 31, 2021 Adjustments Three months ended December 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (3,121) $ (1,157) $ (4,278) Net loss $ (19,309) $ 1,157 $ (18,152) Net loss attributable to noncontrolling interests $ (33,079) $ 2,648 $ (30,431) Net income attributable to Apollo Medical Holdings, Inc. $ 13,770 $ (1,491) $ 12,279 Earnings per share – basic $ 0.31 $ (0.03) $ 0.28 Earnings per share – diluted $ 0.30 $ (0.03) $ 0.27 The adjustments presented above with respect to the unaudited interim periods had no impact on the Company’s subtotal of operating, investing or financing cash flows for such periods. The following tables set forth a summary of the Company’s unaudited quarterly operating results for each of the four quarters in each of the years ended December 31, 2022 and 2021. This quarterly data has been derived from the Company’s unaudited consolidated interim financial statements which, in the Company’s opinion, have been prepared on substantially the same basis as the audited financial statements contained elsewhere in this report and include all normal recurring adjustments necessary for a fair presentation of the financial information for the periods presented. These unaudited quarterly results should be read in conjunction with the Company’s financial statements and notes thereto, included elsewhere in this report. The operating results in any quarter are not necessarily indicative of the results that may be expected for any future period (in thousands except for earnings per share). Three months ended March 31, 2022 Three months ended June 30, 2022 Three months ended September 30, 2022 Three months ended December 31, 2022 (Restated) (Restated) (Restated) (Restated) SUMMARY OF THE UNAUDITED QUARTERLY OPERATING RESULTS Total revenue $ 263,258 $ 269,697 $ 317,001 $ 294,208 Total expenses $ 237,047 $ 254,315 $ 266,910 $ 281,628 Income from operations $ 26,211 $ 15,382 $ 50,091 $ 12,580 Net income (loss) $ 11,450 $ 11,277 $ 23,897 $ (883) Net income (loss) attributable to Apollo Medical Holdings, Inc. $ 13,764 $ 11,950 $ 23,185 $ (3,728) Earnings per share – basic $ 0.31 $ 0.27 $ 0.52 $ (0.08) Earnings per share – diluted $ 0.30 $ 0.26 $ 0.50 $ (0.08) Three months ended March 31, 2021 Three months ended June 30, 2021 Three months ended September 30, 2021 Three months ended December 31, 2021 (Restated) (Restated) (Restated) (Restated) SUMMARY OF THE UNAUDITED QUARTERLY OPERATING RESULTS Total revenue $ 176,058 $ 175,638 $ 227,117 $ 195,100 Total expenses $ 154,277 $ 154,650 $ 173,957 $ 192,852 Income from operations $ 21,781 $ 20,988 $ 53,160 $ 2,248 Net income (loss) $ 13,167 $ 56,269 $ (5,229) $ (18,152) Net income attributable to Apollo Medical Holdings, Inc. $ 12,152 $ 10,088 $ 34,404 $ 12,279 Earnings per share – basic $ 0.29 $ 0.23 $ 0.77 $ 0.28 Earnings per share – diluted $ 0.28 $ 0.22 $ 0.74 $ 0.27 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsApolloMed purchase of APC-LSMA’s entitiesOn February 23, 2023, AP-AMH 2, a VIE of ApolloMed, purchased 100% of the equity interest in each of AMG, a Professional Medical Corporation, 1 World Medicine Urgent Care Corporation, and Eleanor Leung, M.D., a Professional Medical Corporation from APC-LSMA, a VIE of APC. As a result of the purchase, these entities will become consolidated entities of AP-AMH 2. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying consolidated financial statements have been prepared by management in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated balance sheets as of December 31, 2022 and 2021 and consolidated statements of income for the years ended December 31, 2022, 2021 and 2020 include the accounts of (i) ApolloMed, ApolloMed’s consolidated subsidiaries, NMM, AMM, APAACO, Orma Health Inc, and Provider Growth Solutions, LLC 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, and AAMG; (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, Accountable Health Care, and AMG. |
Use of Estimates | 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 combinations 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 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, 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 19 – “Variable Interest Entities (VIEs)” to the consolidated financial statements for information on the Company’s consolidated VIE. 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, refer to Note 7 – “Investments in Other Entities” for entities that qualify as VIEs but the Company is not the primary beneficiary. |
Business Combinations | 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 | Reportable Segments (Recasted) The Company operates as three reportable segments: Care Enablement, Care Partners, and Care Delivery. Refer to Note 21 — “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 90 days from their date of purchase to be cash equivalents. |
Restricted Cash | Restricted CashRestricted cash consists of cash held as collateral to secure standby letters of credits as required by certain contracts. |
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 in investments in marketable securities are reported at par value, plus accrued interest, with maturity dates greater than four months (see fair value measurements of financial instruments below). As of December 31, 2022 and 2021, certificates of deposit amounted to approximately $0 and $25.0 million, 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 IPO in June 2021 and Nutex Health, Inc. (formerly known as Clinigence Holdings, Inc.) (“Nutex”). The common stock of a payor partner was acquired as a result of UCAP selling its 48.9% ownership interest in Universal Care, Inc. (“UCI”) in April 2020. In September 2021, ApolloMed and Nutex entered into a stock purchase agreement in which ApolloMed purchased shares of common stock, warrants, and potentially additional shares of common stock if certain metrics are not met (such additional shares “contingent equity securities”) for $3.0 million. The common stock is included in investments in marketable securities in the accompanying consolidated balance sheets. In May 2022, the Company exercised the warrants and subsequently recognized the shares within investments in marketable securities in the accompanying consolidated balance sheet. The contingent equity securities are classified as derivatives and included in prepaid expenses and other current assets in the accompanying consolidated balance sheets. See Note 3 — “Basis of Presentation and Summary of Significant Accounting Policies - Derivative Financial Instruments” in the accompanying consolidated financial statements for information on the treatment of the derivative instruments. As of December 31, 2022 and 2021, the equity securities were approximately $5.6 million and $28.4 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: Twelve Months Ended 2022 2021 Total losses recognized on equity securities $ (23,713) $ (10,745) Gains recognized on equity securities sold 2,272 — Unrealized losses recognized on equity securities held at end of period $ (21,441) $ (10,745) |
Receivables, Receivables – Related Parties, Other Receivables, Loan Receivable, and Loan Receivable - Related Party | Receivables, Receivables – Related Parties, Other Receivables, Loan Receivable, 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, incentive receivables, 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 December 31, 2022, 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 that 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 recoverable claims paid related to the 2021 APAACO performance year to be administered following instructions from CMS for the NGACO program, 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 credit worthiness, 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 Risks | Concentrations of Credit Risks (Recasted)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. |
Land, Property and Equipment, Net | Land, Property, and Equipment, Net Land is carried at cost and is not depreciated as it is considered to have an indefinite useful life. Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation and amortization. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets ranging from three Maintenance and repairs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation and amortization is removed from the accounts, and any related gain or loss is included in the determination of consolidated net income. |
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. 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. |
Intangible Assets and Long-Lived Assets | Intangible Assets and Long-Lived Assets Intangible assets with finite lives include network-payor relationships, management contracts, member relationships, subscriber relationships, and developed technology and are stated at cost, less accumulated amortization, and impairment losses. These intangible assets are amortized using the accelerated method based on the discounted cash flow rate or using the straight-line method. Intangible assets with finite lives also include a patient management platform, as well as trade names and trademarks, whose valuations were determined using the cost to recreate method and the relief from royalty method, respectively. These assets are stated at cost, less accumulated amortization, and impairment losses, and are amortized using the straight-line method. Finite-lived intangibles and long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the expected future cash flows from the use of such assets (undiscounted and without interest charges) are less than the carrying value, a write-down would be recorded to reduce the carrying value of the asset to its estimated fair value. Fair value is determined based on appropriate valuation techniques. The company determined that there was no impairment on its finite-lived intangible or long-lived assets during the years ended December 31, 2022, 2021 and 2020. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Under ASC 350, Intangibles – Goodwill and Other, goodwill and indefinite-lived intangible assets are reviewed at least annually for impairment. At least annually, at the Company’s fiscal year-end, or sooner if events or changes in circumstances indicate that an impairment has occurred, the Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of each reporting unit is less than its carrying amount as a basis for determining whether it is necessary to complete quantitative impairment assessments for each of the Company’s three reporting units (i) MSOs, (ii) IPAs, and (iii) ACOs. The Company is required to perform a quantitative goodwill impairment test only if the conclusion from the qualitative assessment is that it is more likely than not that a reporting unit’s fair value is less than the carrying value of its assets. Should this be the case, a quantitative analysis is performed to identify whether a potential impairment exists by comparing the estimated fair values of the reporting units with their respective carrying values, including goodwill. An impairment loss is recognized if the implied fair value of the asset being tested is less than its carrying value. In this event, the asset is written down accordingly. The fair values of goodwill are determined using valuation techniques based on estimates, judgments, and assumptions management believes are appropriate in the circumstances. |
Investments in Other Entities - Equity Method and Investments in Privately Held Entities | Investments in Other Entities – Equity Method The Company accounts for certain investments using the equity method of accounting when it is determined that the investment provides the Company with the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee of between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate. Under the equity method of accounting, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee and is recognized in the accompanying consolidated statements of income under “Income (loss) from equity method investments” and also is adjusted by contributions to and distributions from the investee. Equity method investments are subject to impairment evaluation. There was no impairment loss recorded related to equity method investments for the years ended December 31, 2022, 2021, and 2020. Investments in Privately Held Entities The Company accounts for certain investments using the cost method of accounting when it is determined that the investment provides the Company with little or no influence over the investee. Under the cost method of accounting, the investment is measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. The investments in privately held entities that do not report net asset value are subject to qualitative assessment for indicators of impairments. |
Medical Liabilities | Medical Liabilities APC, Alpha Care, Accountable Health Care, APCMG, Jade, and AAMG (“consolidated IPAs”) and APAACO are responsible for integrated care that the associated physicians and contracted hospitals provide to their enrollees. The consolidated IPAs and APAACO provide integrated care to HMOs, Medicare, and Medi-Cal enrollees through a network of contracted providers under sub-capitation and direct patient service arrangements. Medical costs for professional and institutional services rendered by contracted providers are recorded as cost of services, excluding depreciation and amortization, in the accompanying consolidated statements of income. |
Fiduciary Cash and Payable | Fiduciary Cash and PayableThe consolidated IPAs collect cash from health plans on behalf of their sub-IPAs and providers and pass the money through to them. |
Derivative Financial Instruments | Derivative Financial Instruments Interest Rate Swap Agreements The Company is exposed to interest rate risk on its floating-rate debt. The Company has entered into interest rate swap agreements to effectively convert its floating-rate debt to a fixed-rate basis. 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 11 - “Credit Facility, Bank Loans, and Lines of Credit,” for further information on our debt. Interest rate swap 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 agreements was determined using Level 2 inputs. As of December 31, 2022, the fair value of the interest rate swap was $3.2 million and is presented within other assets in the accompanying consolidated balance sheets. As of December 31, 2021, the fair value was $1.1 million and is presented within other long-term liabilities Warrants In September 2021, ApolloMed and Nutex entered into a stock purchase agreement in which ApolloMed purchased shares of common stock and warrants for $3.0 million. The purchased warrants are considered derivatives but 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 the accompanying consolidated statements of cash flows. The warrants are classified as a Level 2 instrument as the estimated fair value of the warrants were determined using the Black-Scholes option pricing model and inputs from observable market data. In May 2022, the Company exercised the warrants, and the shares were subsequently presented within investments in marketable securities on the accompanying consolidated balance sheets. The shares are classified as Level 1 since the quoted market prices from reputable third-party brokers are available in an active market and unadjusted. 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. The Company recognizes incremental costs of obtaining a contract with amortization periods of one year or less as expense when incurred and records within general and administrative expenses, recognizes revenue in the amount of consideration to which the Company has a right to invoice the customer if that amount corresponds directly with the value to the customer of the Company’s services completed to date, and does not recognize an adjustment for the effects of a significant financing component as the period between the time of service and time of payment is typically one year or less. Nature of Services and Revenue Streams Revenue primarily consists of capitation revenue, risk pool settlements and incentives, GPDC 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. The following is a summary of the principal forms of the Company’s billing arrangements and how revenue is recognized for each. Capitation, Net Managed care revenues of the Company consist primarily of capitated fees for medical services provided by the Company under a capitated arrangement directly made with various managed care providers including HMOs. Capitation revenue is typically prepaid monthly to the Company based on the number of enrollees selecting the Company as their healthcare provider. Capitation revenue is recognized in the month in which the Company is obligated to provide services to plan enrollees under contracts with various health plans. Minor ongoing adjustments to prior months’ capitation, primarily arising from contracted HMOs finalizing their monthly patient eligibility data for additions or subtractions of enrollees, are recognized in the month they are communicated to the Company. Additionally, Medicare pays capitation using a “Risk Adjustment” model, which compensates managed care organizations and providers based on the health status (acuity) of each individual enrollee. Health plans and providers with higher acuity enrollees will receive more and those with lower acuity enrollees will receive less. Under Risk Adjustment, capitation is determined based on health severity, measured using patient encounter data. Capitation is paid on a monthly basis based on data submitted for the enrollee for the preceding year and is adjusted in subsequent periods after the final data is compiled. Positive or negative capitation adjustments are made for Medicare enrollees with conditions requiring more or fewer healthcare services than assumed in the interim payments. Since the Company cannot reliably predict these adjustments, periodic changes in capitation amounts earned as a result of Risk Adjustment are recognized when those changes are communicated by the health plans to the Company. PMPM managed care contracts generally have a term of one year or longer. All managed care contracts have a single performance obligation that constitutes a series for the provision of managed healthcare services for a population of enrolled members for the duration of the contract. The transaction price for PMPM contracts is variable as it primarily includes PMPM fees associated with unspecified membership that fluctuates throughout the contract. In certain contracts, PMPM fees also include adjustments for items such as performance incentives, performance guarantees, and risk sharing. The Company generally estimates the transaction price using the most likely amount methodology and amounts are only included in the net transaction price to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The majority of the Company’s net PMPM transaction price relates specifically to the Company’s efforts to transfer the service for a distinct increment of the series (e.g., day or month) and is recognized as revenue in the month in which members are entitled to service. GPDC Capitation Revenue CMS contracts with Direct Contracting Entities (“DCEs”), which are composed of healthcare providers operating under a common legal structure and accepts 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 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 has applied, and been accepted, to participate in the GPDC Model for Performance Year 2022, beginning January 1, 2022. 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 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. GPDC capitation revenue is recognized in the accompanying consolidated statements of income under capitation, net. Risk Pool Settlements and Incentives APC and Accountable Health Care enter into full-risk capitation arrangements with certain health plans and local hospitals, which are administered by a third-party, where the hospital is responsible for providing, arranging and paying for institutional risk and the IPA is responsible for providing, arranging, and paying for professional risk. Under a full-risk pool-sharing agreement, the IPA generally receives a percentage of the net surplus from the affiliated hospital’s risk pools with HMOs after deductions for the affiliated hospital’s costs. Advance settlement payments are typically made quarterly in arrears if there is a surplus. The Company’s risk pool settlements under arrangements with health plans and hospitals are recognized using the most likely amount methodology and amounts are only included in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The assumptions for historical margin, IBNR completion factors, and constraint percentages were used by management in applying the most likely amount methodology. Under capitated arrangements with certain HMOs, APC, Accountable Health Care and Alpha Care participate in one or more shared-risk arrangements relating to the provision of institutional services to enrollees and thus can earn additional revenue or incur losses based upon the enrollee utilization of institutional services. Shared-risk arrangements are entered into with certain health plans, which are administered by the health plan, where the IPA is responsible for rendering professional services, but the health plan does not enter into a capitation arrangement with a hospital and therefore the health plan retains the institutional risk. Shared-risk deficits, if any, are not payable until and unless (and only to the extent) risk-sharing surpluses are generated. At the termination of the HMO contract, any accumulated deficit will be extinguished. The Company's risk pool settlements under arrangements with HMOs are recognized, using the most likely methodology, and only included in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur. Given the lack of access to the health plans’ data and control over the members assigned to the IPA, the adjustments and/or the withheld amounts are unpredictable and as such APC, Accountable Health Care, and Alpha Care’s risk-share revenues are deemed to be fully constrained until they are notified of the amount by the health plan. Final settlement of risk pools for prior contract years generally occur in the third or fourth quarter of the following year. In addition to risk-sharing revenues, the Company also receives incentives under “pay-for-performance” programs for quality medical care, based on various criteria. As an incentive to control enrollee utilization and to promote quality care, certain HMOs have designed quality incentive programs and commercial generic pharmacy incentive programs to compensate the Company for its efforts to improve the quality of services and efficient and effective use of pharmacy supplemental benefits provided to HMO members. The incentive programs track specific performance measures and calculate payments to the Company based on the performance measures. The Company’s incentives under “pay-for-performance” programs are recognized using the most likely methodology. However, as the Company does not have sufficient insight from the health plans on the amount and timing of the shared-risk pool and incentive payments these amounts are considered to be fully constrained and only recorded when such payments are known and/or received. Generally, for the foregoing arrangements, the final settlement is dependent on each distinct day’s performance within the annual measurement period, but cannot be allocated to specific days until the full measurement period has occurred and performance can be assessed. As such, this is a form of variable consideration estimated at contract inception and updated through the measurement period (i.e., the contract year), to the extent the risk of reversal does not exist and the consideration is not constrained. NGACO AIPBP Revenue Under the NGACO Model, CMS aligns beneficiaries to the Company to manage direct care and pay providers based on a budgetary benchmark established with CMS. The Company is responsible for managing medical costs for these beneficiaries. The beneficiaries will receive services from physicians and other medical service providers that are both in-network and out-of-network. The Company receives capitation-like AIPBP payments from CMS on a monthly basis to pay claims from in-network providers. The Company records such AIPBPs received from CMS as revenue as the Company is primarily responsible and liable for managing the patient care and for satisfying provider obligations, is assuming the credit risk for the services provided by in-network providers through its arrangement with CMS, and has control of the funds, the services provided and the process by which the providers are ultimately paid. Claims from out-of-network providers are processed and paid by CMS, while claims from APAACO’s in-network contracted providers are paid by APAACO. The Company’s shared savings or losses in managing the services provided by out-of-network providers are generally determined on an annual basis after reconciliation with CMS. Pursuant to the Company’s risk share agreement with CMS, the Company will be eligible to receive the savings or be liable for the deficit according to the budget established by CMS based on the Company’s efficiency in managing how the beneficiaries aligned to the Company by CMS are served by in-network and out-of-network providers. The Company’s savings or losses on providing such services are both capped by CMS, and are subject to significant estimation risk, whereby payments can vary significantly depending upon certain patient characteristics and other variable factors. Accordingly, the Company recognizes such surplus or deficit upon substantial completion of reconciliation and determination of the amounts. The Company records NGACO AIPBP revenues monthly. Excess AIPBPs over claims paid, plus an estimate for the related IBNR claims are deferred and recorded as a liability until actual claims are paid or incurred. CMS will determine if there were any excess AIPBPs for the performance year and the excess is refunded to CMS. For each performance year, CMS pays the Company in accordance with the alternative payment mechanism, if any, for which CMS has approved the Company; the risk arrangement for which the Company has been approved by CMS, and as otherwise provided in an NGACO Participation Agreement between APAACO and CMS (the “Participation Agreement”). Following the end of each performance year and at such other times as may be required under the Participation Agreement, CMS will issue a settlement report to the Company setting forth the amount of any shared savings or shared losses and the amount of other monies. If CMS owes the Company shared savings or other monies, CMS will pay the Company in full within 30 days after the date on which the relevant settlement report is deemed final, except as provided in the Participation Agreement. If the Company owes CMS shared losses or other monies owed as a result of a final settlement, the Company will pay CMS in full within 30 days after the relevant settlement report is deemed final. If the Company fails to pay the amounts due to CMS in full within 30 days after the date of a demand letter or settlement report, CMS will assess simple interest on the unpaid balance at the rate applicable to other Medicare debts under current provisions of law and applicable regulations. In addition, CMS and the U.S. Department of the Treasury may use any applicable debt collection tools available to collect any amounts owed by the Company. The Company participates in the AIPBP track of the NGACO Model. Under the AIPBP track, CMS estimates the total annual expenditures for APAACO’s assigned patients and pays that projected amount to the Company in monthly installments, and the Company is responsible for all Part A and Part B costs for in-network participating providers and preferred providers contracted by the Company to provide services to the assigned patients. As APAACO does not have sufficient insight into the financial performance of the shared risk pool with CMS because of unknown factors related to IBNR claims, risk adjustment factors, and stop-loss provisions, among other factors, an estimate cannot be developed. Due to these limitations, APAACO cannot determine the amount of surplus or deficit that will likely be recognized in the future and therefore this shared risk pool revenue is considered fully constrained. With the ending of the NGACO Model on December 31, 2021, the Company no longer receives AIPBPs but remains eligible to recognize any shared savings or loss for performance year 2021 upon issuance of the settlement report from CMS. Pursuant to the Participation Agreement, the Company recognized $48.8 million related to savings from the 2021 performance year as revenue in risk pool settlements and incentives in the accompanying consolidated statements of income for the year ended December 31, 2022. Management Fee Income Management fee income encompasses fees paid for management, physician advisory, healthcare staffing, administrative, and other non-medical services provided by the Company to IPAs, hospitals, and other healthcare providers. Such fees may be in the form of billings at agreed-upon hourly rates, percentages of gross revenue or fee collections, or amounts fixed on a monthly, quarterly, or annual basis. The revenue may include variable arrangements measuring factors, such as hours staffed, patient visits, or collections per visit, against benchmarks, and, in certain cases, may be subject to achieving quality metrics or fee collections. The Company recognizes such variable supplemental revenues in the period when such amounts are determined to be fixed and therefore contractually obligated as payable by the customer under the terms of the applicable agreement. The Company provides a significant service of integrating the services selected by the Company’s clients into one overall output for which the client has contracted. Therefore, such management contracts generally contain a single performance obligation. The nature of the Company’s performance obligation is to stand ready to provide services over the contractual period. Also, the Company’s performance obligation forms a series of distinct periods of time over which the Company stands ready to perform. The Company’s performance obligation is satisfied as the Company completes each period’s obligations. Consideration from management contracts is variable in nature because the majority of the fees are generally based on revenue or collections, which can vary from period to period. The Company has control over pricing. Contractual fees are invoiced to the Company’s clients generally monthly and payment terms are typically due within 30 days. The variable consideration in the Company’s management contracts meets the criteria to be allocated to the distinct period of time to which it relates because (i) it is due to the activities performed to satisfy the performance obligation during that period and (ii) it represents the consideration to which the Company expects to be entitled. The Company’s management contracts generally have terms ranging from one Fee-for-Service Revenue FFS revenue represents revenue earned under contracts in which the professional component of charges for medical services rendered by the Company’s affiliated physician-owned medical groups are billed and collected from third-party payors, hospitals, and patients. FFS revenue related to the patient care services is reported net of contractual allowances and policy discounts and is recognized in the period in which the services are rendered to specific patients. All services provided are expected to result in cash flows and are therefore reflected as net revenue in the consolidated financial statements. The recognition of net revenue (gross charges, less contractual allowances) from such services is dependent on such factors as proper completion of medical charts following a patient visit, the forwarding of such charts to the Company’s billing center for medical coding and entering into the Company’s billing system and the verification of each patient’s submission or representation at the time services are rendered as to the payor(s) responsible for payment of such services. Revenue is recorded based on the information known at the time of entering of such information into the Company’s billing systems as well as an estimate of the revenue associated with medical services. The Company is responsible for confirming member eligibility, performing program utilization review, potentially directing payment to the provider and accepting the financial risk of loss associated with services rendered, as specified within the Company’s client contracts. The Company has the ability to adjust contractual fees with clients and possess the financial risk of loss in certain contractual obligations. These factors indicate the Company is the principal and, as such, the Company records gross fees contracted with clients in revenues. Consideration from FFS arrangements is variable in nature because fees are based on patient encounters, credits due to clients, and reimbursement of provider costs, all of which can vary from period to period. Patient encounters and related episodes of care and procedures qualify as distinct goods and services, provided simultaneously together with other readily available resources, in a single instance of service, and thereby constitute a single performance obligation for each patient encounter and, in most instances, occur at readily determinable transaction prices. As a practical expedient, the Company adopted a portfolio approach for the FFS revenue stream to group together contracts with similar characteristics and analyze historical cash collections trends. The contracts within the portfolio share the characteristics conducive to ensuring that the results do not materially differ under the new standard if it were to be applied to individual patient contracts related to each patient encounter. Estimating net FFS revenue is a complex process, largely due to the volume of transactions, the number and complexity of contracts with payors, the limited availability at times of certain patient and payor information at the time services are provided, and the length of time it takes for collections to fully mature. These expected collections are based on fees and negotiated payment rates in the case of third-party payors, the specific benefits provided for under each patient’s healthcare plans, mandated payment rates in the case of Medicare and Medicaid programs, and historical cash collections (net of recoveries) in combination with expected collections from third-party payors. The relationship between gross charges and the transaction price recognized is significantly influenced by payor mix, as collections on gross charges may vary significantly, depending on whether the patients, to whom services are provided, in the period are insured and the contractual relationships with those payors. Payor mix is subject to change as additional patient and payor information is obtained after the period services are provided. The Company periodically assesses the estimates of unbilled revenue, contractual adjustments and discounts, and payor mix by analyzing actual results, including cash collections, against estimates. Changes in these estimates are charged or credited to the consolidated statements of income in the period that the assessment is made. Significant changes in payor mix, contractual arrangements with payors, specialty mix, acuity, general economic conditions, and healthcare coverage provided by federal or state governments or private insurers may have a significant impact on estimates and significantly affect the results of operations and cash flows. Contract Assets Revenues and receivables are recognized once the Company has satisfied its performance obligation. Accordingly, contract assets are comprised of receivables and receivables - related parties. The Company’s billing and accounting systems provide historical trends of cash collections and contractual write-offs, accounts receivable aging, and established fee adjustments from third-party payors. These estimates are recorded and monitored monthly as revenues are recognized. The principal exposure for uncollectible fee for service visits is from self-pay patients and, to a lesser extent, for co-payments and deductibles from patients with insurance. Contract Liabilities (Deferred Revenue) |
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 both for 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. |
Share-Based Compensation | Share-Based Compensation The Company maintains a stock-based compensation program for employees, non-employees, directors, and consultants. From time to time, the Company issues shares of its common stock to its employees, directors, and consultants, which shares may be subject to the Company’s repurchase right (but not obligation), that lapses based on time-based and performance-based vesting schedules. The value of share-based awards is recognized as compensation expense and adjusted for forfeitures as they occur. Compensation expense for time-based awards are recognized on a cumulative straight-line basis over the vesting period of the awards. Share-based awards with performance conditions are recognized to the extent the performance conditions are probable of being achieved. Compensation expense for performance-based awards are recognized on an accelerated attribution method. The fair value of options granted are determined using the Black-Scholes option pricing model and include several assumptions, including expected term, expected volatility, expected dividends, and risk-free rates. The expected term is presumed to be the midpoint between the vesting date and the end of the contractual term. The expected stock price volatility is determined based on an average of historical volatility. The expected dividend yield is based on the Company’s expected dividend payouts. The risk-free interest rate is based on the U.S. Constant Maturity curve over the expected term of the option at the time of grant. |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income attributable to holders of the Company’s common stock by the weighted-average number of shares of common stock outstanding during the periods presented. Diluted earnings per share is computed using the weighted-average number of shares of common stock outstanding, plus the effect of dilutive securities outstanding during the periods presented, using the treasury stock method. Refer to Note 18 — “Earnings Per Share” for a discussion of shares treated as treasury shares for accounting purposes. |
Noncontrolling Interests | Non-controlling Interests The Company consolidates entities in which the Company has a controlling financial interest. The Company consolidates subsidiaries in which the Company holds, directly or indirectly, more than 50% of the voting rights, and VIEs in which the Company is the primary beneficiary. Non-controlling interests represent third-party equity ownership interests (including equity ownership interests held by certain VIEs) in the Company’s consolidated entities. Net income attributable to non-controlling interests is disclosed in the consolidated statements of income. |
Mezzanine Equity | Mezzanine EquityPursuant to APC’s shareholder agreements, in the event of a disqualifying event, as defined in the agreements, APC could be required to repurchase its shares from the respective shareholders based on certain triggers outlined in the shareholder agreements. As the redemption feature of the shares is not solely within the control of APC, the equity of APC does not qualify as permanent equity and has been classified as mezzanine or temporary equity. Accordingly, the Company recognizes non-controlling interests in APC as mezzanine equity in the consolidated financial statements. |
Leases | Leases The Company determines if an arrangement is a lease at its inception. The expected term of the lease used for computing the lease liability and right-of-use asset and determining the classification of the lease as operating or financing may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company elected practical expedients for ongoing accounting that is provided by the new standard comprised of the following: (i) the election for classes of underlying asset to not separate non-lease components from lease components, and (ii) the election for short-term lease recognition exemption for all leases under twelve month term. The present value of the lease payments is calculated using a rate implicit in the lease, when readily determinable. However, as most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate to determine the present value of the lease payments for the majority of its leases. |
Beneficial Interest | Beneficial Interest In April 2020, when UCAP, a 100% owned subsidiary of APC, sold its 48.9% ownership interest in UCI, APC received a beneficial interest in the equity method investment sold, pursuant to the terms of the stock purchase agreement. The estimated fair value of such interest in April 2020 was $15.7 million and was included in other assets in the accompanying consolidated balance sheets. In June 2021, UCI’s gross margin for the year ended December 31, 2020, was assessed and beneficial interest was concluded to not be collectible. The $15.7 million was written off and expensed in other income (expense) in the accompanying consolidated statements of income during the year ended December 31, 2021. |
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In October 2021, the FASB issued Accounting Standards Update (“ASU”) No. 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). This ASU requires the entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606 as if it had originated the contracts. The amendments in this ASU are effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The Company adopted ASU 2021-08 on January 1, 2022. The adoption of ASU 2021-08 did not have a material impact on the consolidated financial statements. With the exception of the new standard discussed above, there have been no other new accounting pronouncements that have significance, or potential significance, to the Company’s financial position, results of operations, and cash flows. Recent Accounting Pronouncements Not Yet Adopted There have been no other new accounting pronouncements that have significance, or potential significance, to the Company’s financial position, results of operations, and cash flows. |
Restatement of Prior Financia_2
Restatement of Prior Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The effect of the error corrections are as follows (in thousands, except per share amounts): December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Receivables, net $ 52,629 $ (2,998) $ 49,631 Income taxes receivable $ 4,015 $ (4,015) $ — Total current assets $ 435,138 $ (7,013) $ 428,125 Goodwill $ 275,675 $ (6,622) $ 269,053 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 528,767 $ 9,321 $ 538,088 Total assets $ 963,905 $ 2,308 $ 966,213 Medical liabilities $ 84,253 $ (2,998) $ 81,255 Income taxes payable $ — $ 4,279 $ 4,279 Total current liabilities $ 147,329 $ 1,281 $ 148,610 Deferred tax liability $ 3,042 $ 11,175 $ 14,217 Total non-current liabilities $ 247,881 $ 11,175 $ 259,056 Total liabilities $ 395,210 $ 12,456 $ 407,666 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 13,682 $ 555 $ 14,237 Retained earnings $ 192,678 $ (10,261) $ 182,417 Non-controlling interest $ 2,191 $ (442) $ 1,749 Total stockholders' equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 36,085 $ 4,790 $ 40,875 Net income $ 50,531 $ (4,790) $ 45,741 Net income attributable to noncontrolling interests $ 1,482 $ (912) $ 570 Net income attributable to Apollo Medical Holdings, Inc. $ 49,049 $ (3,878) $ 45,171 Earnings per share – basic $ 1.09 $ (0.09) $ 1.00 Earnings per share – diluted $ 1.08 $ (0.09) $ 0.99 December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (2,725) $ (470) $ (3,195) Retained Earnings (Accumulated Deficit) - Net income $ 49,049 $ (3,878) $ 45,171 Non-controlling Interest – Net income $ 4,207 $ (442) $ 3,765 Mezzanine Equity – Non-controlling Interest in APC $ 13,682 $ 555 $ 14,237 Retained Earnings (Accumulated Deficit) $ 192,678 $ (10,261) $ 182,417 Non-controlling Interest $ 2,191 $ (442) $ 1,749 Stockholders’ Equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 50,531 $ (4,790) $ 45,741 Deferred tax $ (7,681) $ (6,597) $ (14,278) Receivable, net $ (41,192) $ 2,998 $ (38,194) Medical liabilities $ 25,784 $ (2,998) $ 22,786 Income taxes payable/receivable $ (4,470) $ 11,387 $ 6,917 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 5,678 $ 5,678 Total current assets $ 398,782 $ 5,678 $ 404,460 Goodwill $ 253,039 $ (6,623) $ 246,416 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 453,581 $ 9,320 $ 462,901 Total assets $ 852,363 $ 14,998 $ 867,361 Income taxes payable $ 652 $ (652) $ — Total current liabilities $ 115,371 $ (652) $ 114,719 Deferred tax liability $ 9,127 $ 21,008 $ 30,135 Total non-current liabilities $ 220,992 $ 21,008 $ 242,000 Total liabilities $ 336,363 $ 20,356 $ 356,719 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 55,510 $ 1,025 $ 56,535 Retained earnings $ 143,629 $ (6,383) $ 137,246 Total stockholders’ equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 28,454 $ 3,239 $ 31,693 Net income $ 49,294 $ (3,239) $ 46,055 Net loss attributable to noncontrolling interests $ (24,564) $ 1,696 $ (22,868) Net income attributable to Apollo Medical Holdings, Inc. $ 73,858 $ (4,935) $ 68,923 Earnings per share – basic $ 1.69 $ (0.12) $ 1.57 Earnings per share – diluted $ 1.63 $ (0.11) $ 1.52 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (27,331) $ 1,696 $ (25,635) Retained Earnings (Accumulated Deficit) - Net income $ 73,858 $ (4,935) $ 68,923 Mezzanine Equity – Non-controlling Interest in APC $ 55,510 $ 1,025 $ 56,535 Retained Earnings (Accumulated Deficit) $ 143,629 $ (6,383) $ 137,246 Stockholders’ Equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 49,294 $ (3,239) $ 46,055 Deferred tax $ (5,952) $ 13,623 $ 7,671 Income taxes payable/receivable $ (3,621) $ (10,384) $ (14,005) 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 56,107 $ 237 $ 56,344 Net income $ 122,320 $ (237) $ 122,083 Net income attributable to noncontrolling interests $ 84,454 $ (59) $ 84,395 Net income attributable to Apollo Medical Holdings, Inc. $ 37,866 $ (178) $ 37,688 Earnings per share – basic $ 1.04 $ (0.01) $ 1.03 Earnings per share – diluted $ 1.01 $ — $ 1.01 December 31, 2020 Adjustments December 30, 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net income $ 83,621 $ (59) $ 83,562 Retained Earnings (Accumulated Deficit) - Net income $ 37,866 $ (178) $ 37,688 Mezzanine Equity – Non-controlling Interest in APC $ 114,237 $ (671) $ 113,566 Retained Earnings (Accumulated Deficit) $ 69,771 $ (1,448) $ 68,323 Stockholders’ Equity $ 330,911 $ (1,448) $ 329,463 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 122,320 $ (237) $ 122,083 Deferred tax $ (6,620) $ 7,016 $ 396 Income taxes payable/receivable $ (304) $ (6,779) $ (7,083) March 31, 2022 Adjustments March 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,007 $ 1,007 Total current assets $ 444,416 $ 1,007 $ 445,423 Goodwill $ 252,379 $ (6,622) $ 245,757 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 467,915 $ 9,321 $ 477,236 Total assets $ 912,331 $ 10,328 $ 922,659 Income taxes payable $ 4,894 $ (4,894) $ — Total current liabilities $ 160,436 $ (4,894) $ 155,542 Deferred tax liability $ 9,686 $ 21,202 $ 30,888 Total non-current liabilities $ 220,223 $ 21,202 $ 241,425 Total liabilities $ 380,659 $ 16,308 $ 396,967 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 52,151 $ 903 $ 53,054 Retained earnings $ 157,893 $ (6,883) $ 151,010 Total stockholders’ equity $ 479,521 $ (6,883) $ 472,638 Three months ended March 31, 2022 Adjustments Three months ended March 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,195 $ 623 $ 6,818 Net income $ 12,073 $ (623) $ 11,450 Net loss attributable to noncontrolling interests $ (2,191) $ (123) $ (2,314) Net income attributable to Apollo Medical Holdings, Inc. $ 14,264 $ (500) $ 13,764 Earnings per share – basic $ 0.32 $ (0.01) $ 0.31 Earnings per share – diluted $ 0.31 $ (0.01) $ 0.30 June 30, 2022 Adjustments June 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,639 $ 7,047 $ 19,686 Total current assets $ 461,038 $ 7,047 $ 468,085 Goodwill $ 253,310 $ (6,622) $ 246,688 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 490,026 $ 9,321 $ 499,347 Total assets $ 951,064 $ 16,368 $ 967,432 Deferred tax liability $ 9,257 $ 21,663 $ 30,920 Total non-current liabilities $ 239,984 $ 21,663 $ 261,647 Total liabilities $ 425,222 $ 21,663 $ 446,885 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,997 $ 1,038 $ 41,035 Retained earnings $ 169,292 $ (6,333) $ 162,959 Total stockholders’ equity $ 485,845 $ (6,333) $ 479,512 Three months ended June 30, 2022 Adjustments Three months ended June 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,038 $ (686) $ 5,352 Net income $ 10,591 $ 686 $ 11,277 Net loss attributable to noncontrolling interests $ (808) $ 135 $ (673) Net income attributable to Apollo Medical Holdings, Inc. $ 11,399 $ 551 $ 11,950 Earnings per share – basic $ 0.25 $ 0.02 $ 0.27 Earnings per share – diluted $ 0.25 $ 0.01 $ 0.26 September 30, 2022 Adjustments September 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,224 $ 2,169 $ 14,393 Total current assets $ 443,616 $ 2,169 $ 445,785 Goodwill $ 257,482 $ (6,622) $ 250,860 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 499,790 $ 9,321 $ 509,111 Total assets $ 943,406 $ 11,490 $ 954,896 Deferred tax liability $ 4,701 $ 20,284 $ 24,985 Total non-current liabilities $ 233,889 $ 20,284 $ 254,173 Total liabilities $ 390,080 $ 20,284 $ 410,364 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,820 $ 338 $ 40,158 Retained earnings $ 195,278 $ (9,132) $ 186,146 Total stockholders’ equity $ 513,506 $ (9,132) $ 504,374 Three months ended September 30, 2022 Adjustments Three months ended September 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 13,867 $ 3,499 $ 17,366 Net income $ 27,396 $ (3,499) $ 23,897 Net income attributable to noncontrolling interests $ 1,410 $ (698) $ 712 Net income attributable to Apollo Medical Holdings, Inc. $ 25,986 $ (2,801) $ 23,185 Earnings per share – basic $ 0.58 $ (0.06) $ 0.52 Earnings per share – diluted $ 0.56 $ (0.06) $ 0.50 Three months ended December 31, 2022 Adjustments Three months ended December 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 9,984 $ 1,354 $ 11,338 Net income $ 471 $ (1,354) $ (883) Net income attributable to noncontrolling interests $ 3,071 $ (226) $ 2,845 Net loss attributable to Apollo Medical Holdings, Inc. $ (2,600) $ (1,128) $ (3,728) Earnings per share – basic $ (0.06) $ (0.02) $ (0.08) Earnings per share – diluted $ (0.06) $ (0.02) $ (0.08) March 31, 2021 Adjustments March 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 473,005 $ (139) $ 472,866 Total assets $ 843,280 $ (139) $ 843,141 Income taxes payable $ 12,059 $ (3,794) $ 8,265 Total current liabilities $ 126,347 $ (3,794) $ 122,553 Deferred tax liability $ 10,038 $ 7,345 $ 17,383 Total non-current liabilities $ 252,399 $ 7,345 $ 259,744 Total liabilities $ 378,746 $ 3,551 $ 382,297 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 114,847 $ (1,051) $ 113,796 Retained earnings $ 82,922 $ (2,639) $ 80,283 Total stockholders’ equity $ 349,687 $ (2,639) $ 347,048 Three months ended March 31, 2021 Adjustments Three months ended March 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,776 $ 1,291 $ 8,067 Net income $ 14,458 $ (1,291) $ 13,167 Net income attributable to noncontrolling interests $ 1,307 $ (292) $ 1,015 Net income attributable to Apollo Medical Holdings, Inc. $ 13,151 $ (999) $ 12,152 Earnings per share – basic $ 0.31 $ (0.02) $ 0.29 Earnings per share – diluted $ 0.30 $ (0.02) $ 0.28 June 30, 2021 Adjustments June 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,426 $ 1,426 Total current assets $ 470,550 $ 1,426 $ 471,976 Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 423,880 $ (139) $ 423,741 Total assets $ 894,430 $ 1,287 $ 895,717 Income taxes payable $ 2,215 $ (2,215) $ — Total current liabilities $ 128,088 $ (2,215) $ 125,873 Deferred tax liability $ 21,242 $ 10,453 $ 31,695 Total non-current liabilities $ 219,904 $ 10,453 $ 230,357 Total liabilities $ 347,992 $ 8,238 $ 356,230 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 141,856 $ (1,742) $ 140,114 Retained earnings $ 95,580 $ (5,209) $ 90,371 Total stockholders’ equity $ 404,582 $ (5,209) $ 399,373 Three months ended June 30, 2021 Adjustments Three months ended June 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 24,920 $ 3,261 $ 28,181 Net income $ 59,530 $ (3,261) $ 56,269 Net income attributable to noncontrolling interests $ 46,872 $ (691) $ 46,181 Net income attributable to Apollo Medical Holdings, Inc. $ 12,658 $ (2,570) $ 10,088 Earnings per share – basic $ 0.29 $ (0.06) $ 0.23 Earnings per share – diluted $ 0.28 $ (0.06) $ 0.22 September 30, 2021 Adjustments September 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 243,353 $ (6,623) $ 236,730 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 444,082 $ (140) $ 443,942 Total assets $ 871,294 $ (140) $ 871,154 Income taxes payable $ 4,024 $ (1,586) $ 2,438 Total current liabilities $ 116,759 $ (1,586) $ 115,173 Deferred tax liability $ 19,592 $ 8,241 $ 27,833 Total non-current liabilities $ 222,714 $ 8,241 $ 230,955 Total liabilities $ 339,473 $ 6,655 $ 346,128 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 91,500 $ (1,711) $ 89,789 Retained earnings $ 129,859 $ (5,084) $ 124,775 Total stockholders’ equity $ 440,321 $ (5,084) $ 435,237 Three months ended September 30, 2021 Adjustments Three months ended September 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (120) $ (156) $ (276) Net loss $ (5,385) $ 156 $ (5,229) Net loss attributable to noncontrolling interests $ (39,664) $ 31 $ (39,633) Net income attributable to Apollo Medical Holdings, Inc. $ 34,279 $ 125 $ 34,404 Earnings per share – basic $ 0.77 $ — $ 0.77 Earnings per share – diluted $ 0.74 $ — $ 0.74 Three months ended December 31, 2021 Adjustments Three months ended December 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (3,121) $ (1,157) $ (4,278) Net loss $ (19,309) $ 1,157 $ (18,152) Net loss attributable to noncontrolling interests $ (33,079) $ 2,648 $ (30,431) Net income attributable to Apollo Medical Holdings, Inc. $ 13,770 $ (1,491) $ 12,279 Earnings per share – basic $ 0.31 $ (0.03) $ 0.28 Earnings per share – diluted $ 0.30 $ (0.03) $ 0.27 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Gain (Loss) on Securities | The components comprising total gains and losses on equity securities are as follows (in thousands) for the periods listed below: Twelve Months Ended 2022 2021 Total losses recognized on equity securities $ (23,713) $ (10,745) Gains recognized on equity securities sold 2,272 — Unrealized losses recognized on equity securities held at end of period $ (21,441) $ (10,745) |
Schedule of Disaggregated Revenue by Payor Type | The following table presents disaggregated revenue generated by each payor type (in thousands): Years Ended December 31, 2022 2021 2020 Commercial $ 171,723 $ 138,333 $ 108,851 Medicare 633,463 307,286 271,596 Medicaid 280,083 283,311 269,079 Other third parties 58,894 44,985 37,654 Revenue $ 1,144,163 $ 773,915 $ 687,180 |
Schedule of Contributions to Revenue and Receivables by Payor | The Company had major payors from its Care Partners segment that contributed the following percentages of net revenue: Years Ended December 31, 2022 2021 2020 Payor A *% 12.5 % 12.5 % Payor B *% *% 10.9 % Payor C 34.2% 11.9 % 13.1 % Payor D *% 15.3 % 16.9 % * Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of net receivables and receivables - related parties: As of December 31, 2022 2021 Payor C (restated) 26.0 % * Payor E (restated) 52.0 % 45.0 % Payor F ** 30.0 % * Less than 10% of total receivables and receivables - related parties, net ** Payor E and F have been combined in 2022 under Payor E |
Schedule of Carrying Amounts and Fair Values of Financial Instruments | 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 cash contingent consideration (see Note 4) — — 5,851 5,851 VOMG contingent consideration (see Note 4) — — 17 17 Total liabilities $ — $ — $ 6,868 $ 6,868 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2021 are presented below (in thousands): Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 114,665 $ — $ — $ 114,665 Marketable securities – certificates of deposit 25,024 — — 25,024 Marketable securities – equity securities 24,123 4,270 — 28,393 Contingent equity securities — — 4,270 4,270 Warrants — 1,145 — 1,145 Total Assets $ 163,812 $ 5,415 $ 4,270 $ 173,497 Liabilities Interest rate swaps $ — $ 1,071 $ — $ 1,071 APCMG contingent consideration $ — $ — $ 1,000 $ 1,000 Total liabilities $ — $ 1,071 $ 1,000 $ 2,071 * Included in cash and cash equivalents |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The change in the fair value of Level 3 liabilities for the year ended December 31, 2022 was as follows (in thousands): Amount Balance at January 1, 2022 $ 1,000 AAMG cash contingent consideration (see Note 4) 5,851 VOMG contingent consideration (see Note 4) 17 Balance at December 31, 2022 6,868 |
Business Combinations and Goo_2
Business Combinations and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations, Pro Forma Information | The supplemental information on an unaudited pro forma financial basis presents the combined results of ApolloMed and its 2022 acquisitions as if each acquisition had occurred on January 1, 2021 (in thousands except per share data): Year Ended Year Ended Revenue $ 1,176,082 $ 825,630 Net income attributable to Apollo Medical Holdings, Inc. (restated) $ 44,497 $ 68,855 EPS - basic (restated) $ 0.99 $ 1.57 EPS - diluted (restated) $ 0.98 $ 1.52 |
Summary of Goodwill Activity | The change in the carrying value of goodwill for the years ended December 31, 2022 and 2021 was as follows (in thousands): Amount Balance at January 1, 2021 (restated) $ 232,430 Acquisitions 13,986 Balance at 12/31/2021 (restated) 246,416 Acquisitions 21,486 Adjustments 1,151 Balance at 12/31/2022 (restated) $ 269,053 |
Land, Property and Equipment,_2
Land, Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Land, Property and Equipment, Net | Land, property, and equipment, net consisted of (in thousands): Useful Life (Years) December 31, 2022 December 31, 2021 Land N/A $ 32,288 $ 20,937 Buildings 5 - 39 58,451 21,661 Computer software 3 - 5 4,731 3,589 Furniture and equipment 3 - 7 17,161 15,358 Construction in progress N/A 12,801 4,901 Leasehold improvements 3 - 39 7,151 7,122 132,583 73,568 Less accumulated depreciation and amortization (24,047) (20,382) Land, property, and equipment, net $ 108,536 $ 53,186 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets, Net | At December 31, 2022, intangible assets, net consisted of the following (in thousands): Useful Gross Additions Impairment/ Gross Accumulated Net Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 — — 150,679 (95,451) 55,228 Management contracts 15 22,832 — — 22,832 (15,208) 7,624 Member relationships 12 8,997 7,636 — 16,633 (5,619) 11,014 Patient management platform 5 2,060 — — 2,060 (2,060) — Tradename/trademarks 20 1,011 — — 1,011 (257) 754 Developed technology 6 — 107 — 107 (16) 91 $ 187,729 $ 7,743 $ — $ 195,472 $ (118,611) $ 76,861 At December 31, 2021, intangible assets, net consisted of the following (in thousands): Useful Gross January 1, 2021 Additions Impairment/ Gross Accumulated Net Indefinite Lived Assets: Trademarks N/A $ — $ 2,150 $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-15 $ 143,930 $ 6,749 $ — $ 150,679 $ (84,865) $ 65,814 Management contracts 15 22,832 — — 22,832 (13,563) 9,269 Member relationships 12 6,696 2,301 — 8,997 (4,606) 4,391 Patient management platform 5 2,060 — — 2,060 (1,682) 378 Tradename/trademarks 20 1,011 — — 1,011 (206) 805 $ 176,529 $ 11,200 $ — $ 187,729 $ (104,922) $ 82,807 |
Schedule of Finite-Lived Intangible Assets, Net | At December 31, 2022, intangible assets, net consisted of the following (in thousands): Useful Gross Additions Impairment/ Gross Accumulated Net Indefinite lived assets: Trademarks N/A $ 2,150 $ — $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-21 150,679 — — 150,679 (95,451) 55,228 Management contracts 15 22,832 — — 22,832 (15,208) 7,624 Member relationships 12 8,997 7,636 — 16,633 (5,619) 11,014 Patient management platform 5 2,060 — — 2,060 (2,060) — Tradename/trademarks 20 1,011 — — 1,011 (257) 754 Developed technology 6 — 107 — 107 (16) 91 $ 187,729 $ 7,743 $ — $ 195,472 $ (118,611) $ 76,861 At December 31, 2021, intangible assets, net consisted of the following (in thousands): Useful Gross January 1, 2021 Additions Impairment/ Gross Accumulated Net Indefinite Lived Assets: Trademarks N/A $ — $ 2,150 $ — $ 2,150 $ — $ 2,150 Amortized intangible assets: Network relationships 11-15 $ 143,930 $ 6,749 $ — $ 150,679 $ (84,865) $ 65,814 Management contracts 15 22,832 — — 22,832 (13,563) 9,269 Member relationships 12 6,696 2,301 — 8,997 (4,606) 4,391 Patient management platform 5 2,060 — — 2,060 (1,682) 378 Tradename/trademarks 20 1,011 — — 1,011 (206) 805 $ 176,529 $ 11,200 $ — $ 187,729 $ (104,922) $ 82,807 |
Schedule of Future Amortization Expense | Future amortization expense is estimated to be as follows for the years ending December 31 (in thousands): Amount 2023 $ 11,680 2024 11,521 2025 10,594 2026 9,354 2027 8,069 Thereafter 23,493 $ 74,711 |
Investments in Other Entities (
Investments in Other Entities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments, Financial Statement Information | Investments in other entities – equity method consisted of the following (in thousands): December 31, 2021 Allocation of Income (Loss) Funding reclassified to loan receivable Funding Entity Consolidated Distribution December 31, 2022 LaSalle Medical Associates – IPA Line of Business $ 3,034 $ 4,775 $ (2,125) $ — $ — $ — $ 5,684 Pacific Medical Imaging & Oncology Center, Inc. 1,719 159 — — — — 1,878 531 W. College, LLC – related party 17,230 (619) — 670 — — 17,281 One MSO, LLC — related party 2,910 408 — — — (600) 2,718 Tag-6 Medical Investment Group, LLC — related party 4,830 153 — 1,435 (6,418) — — CAIPA MSO, LLC 11,992 746 — — — — 12,738 $ 41,715 $ 5,622 $ (2,125) $ 2,105 $ (6,418) $ (600) $ 40,299 LMA’s unaudited summarized balance sheets at December 31, 2022 and 2021 and unaudited summarized statements of operations for the years ended December 31, 2022, 2021, and 2020 are as follows (in thousands): Balance Sheets December 31, 2022 December 31, 2021 Assets Cash and cash equivalents $ 15,671 $ 6,619 Receivables, net 5,064 2,269 Prepaid assets 5,032 — Loan receivable 2,250 2,250 Restricted cash 700 696 Total assets $ 28,717 $ 11,834 Liabilities and stockholders’ deficit Current liabilities $ 30,331 $ 32,405 Stockholders’ deficit (1,614) (20,571) Total liabilities and stockholders’ deficit $ 28,717 $ 11,834 Statements of Operations Year Ended Year Ended Year Ended Revenues $ 253,469 $ 204,061 $ 186,964 Expenses 239,884 220,132 185,724 Income (loss) from operations 13,585 (16,071) 1,240 Other (loss) income (44) — 8 Net income (loss) $ 13,541 $ (16,071) $ 1,248 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
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): December 31, 2022 December 31, 2021 Accounts payable and other accruals $ 10,473 $ 5,513 Capitation payable 4,229 2,697 Subcontractor IPA payable 2,415 1,587 Professional fees 2,709 878 Due to related parties 3,304 2,301 Contract liabilities 531 16,798 Accrued compensation 15,301 10,107 Other provider payable 10,600 4,070 Total accounts payable and accrued expenses $ 49,562 $ 43,951 |
Medical Liabilities (Tables)
Medical Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
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): December 31, 2022 December 31, 2021 Medical liabilities, beginning of year $ 55,783 $ 50,330 Acquired (see Note 4) 2,956 175 Components of medical care costs related to claims incurred: Current period 646,679 347,720 Prior periods 5,152 553 Total medical care costs 651,831 348,273 Payments for medical care costs related to claims incurred: Current period (559,751) (291,243) Prior periods (67,149) (51,231) Total paid (626,900) (342,474) Adjustments (restated) (2,415) (521) Medical liabilities, end of year (restated) $ 81,255 $ 55,783 |
Credit Facility, Bank Loans, _2
Credit Facility, Bank Loans, and Lines of Credit (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Credit Facility | The Company’s debt balance consists of the following (in thousands): December 31, 2022 December 31, 2021 Revolver Loan 180,000 180,000 Real Estate Loans 23,168 7,396 Construction Loan 4,159 569 Total debt 207,327 187,965 Less: Current portion of debt (619) (780) Less: Unamortized financing costs (3,319) (4,268) Long-term debt $ 203,389 $ 182,917 |
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 $ 619 2024 4,800 2025 7,184 2026 454 2027 180,472 Thereafter 13,798 Total $ 207,327 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | Provision for income taxes consisted of the following (in thousands): Years ended December 31, 2022 2021 2020 Current Federal $ 35,365 $ 15,623 $ 38,878 State 19,788 8,399 17,070 55,153 24,022 55,948 Deferred Federal (11,552) 3,878 (2,226) State (2,726) 3,793 2,622 (14,278) 7,671 396 Total provision for income taxes $ 40,875 $ 31,693 $ 56,344 |
Schedule of Components of Deferred Tax Assets (Liabilities) | Significant components of the Company’s deferred tax assets (liabilities) as of December 31, 2022 and 2021, are shown below (in thousands). A valuation allowance of $8.3 million and $4.0 million as of December 31, 2022 and 2021, respectively, has been established against the Company’s deferred tax assets related to loss entities the Company cannot consolidate under the federal consolidation rules, as realization of these assets is uncertain. Valuation allowance increased by $4.3 million in 2022. 2022 2021 Deferred tax assets State taxes $ 2,489 $ 1,706 Accrued expenses 670 1,864 Allowance for bad debts 853 153 Investment in other entities 2,145 3,289 Net operating loss carryforward 9,383 8,841 Lease liability 6,470 4,208 Unrealized gain 8,971 3,007 Stock options 1,011 — Other 2 — Deferred tax assets before valuation allowance 31,994 23,068 Valuation allowance (8,292) (3,978) Net deferred tax assets 23,702 19,090 Deferred tax liabilities Property and equipment (1,840) (777) Acquired intangible assets (21,268) (23,763) Stock options — (1,641) Right-of-use assets (5,632) (4,117) Debt issuance cost (725) (988) Undistributed Dividend (8,454) (17,852) 481(a) adjustment — (87) Deferred tax liabilities (37,919) (49,225) Net deferred liabilities $ (14,217) $ (30,135) |
Schedule of Effective Income Tax Rate Reconciliation for Provision for Income Taxes | The provision for income taxes differs from the amount computed by applying the federal income tax rate as follows for the years ended December 31: Years ended December 31, 2022 2021 2020 Tax provision at U.S. federal statutory rates 21.0 % 21.0 % 21.0 % State income taxes net of federal benefit 12.1 12.9 9.1 Non-deductible permanent items 0.9 4.0 0.3 Variable interest entities (1.1) (1.3) (0.2) Stock-based compensation (0.3) (1.0) (0.3) Change in valuation allowance 4.4 — 0.3 Investment basis adjustment 1.2 (2.1) — NOL adjustment 0.5 (0.1) 0.1 Undistributed dividend 7.2 8.0 2.0 Other 1.2 (0.3) (0.8) Effective income tax rate 47.1 % 41.1 % 31.5 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
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 in 2022, 2021, and 2020, 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 recognized (in thousands): Years ended December 31, 2022 2021 2020 Stock options $ 3,792 $ 2,480 $ 1,763 Restricted stock awards 12,309 4,265 1,620 Total share-based compensation expense $ 16,101 $ 6,745 $ 3,383 |
Schedule of Stock Option Transactions Under Stock Option Plans | The Company’s outstanding stock options consisted of the following: Shares Weighted-Average Weighted-Average Aggregate Options outstanding at January 1, 2022 813,965 $ 22.74 3.20 $ 41.6 Options granted 87,488 51.21 — — Options exercised (41,603) 17.81 — 1.0 Options canceled, forfeited or expired — — — — Options outstanding at December 31, 2022 859,850 $ 25.88 2.19 $ 10.3 Options exercisable at December 31, 2022 734,027 $ 17.32 1.69 $ 10.0 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | During the year ended December 31, 2022, the Company granted 0.1 million stock options to certain ApolloMed employees and board members with exercise price ranging from $41.59-$53.01. The weighted-average grant-date fair value of options granted during the years ended December 31, 2022, 2021, and 2020, was $22.32, $32.63, and $9.89, respectively. The options granted during the year ended December 31, 2022 were recognized at fair value, as determined using the Black-Scholes option pricing model as follows: December 31, 2022 Expected term 1.50 years - 2.25 years Expected volatility 71.47% - 82.05% Risk-free interest rate 1.02% - 2.47% Market value of common stock $17.47-$23.42 |
Share-based Payment Arrangement, Restricted Stock Activity | The Company’s unvested restricted stock award activity for the year ended December 31, 2022 consisted of the following: Restricted Stock Awards Performance Based Restricted Stock Awards Number of Weighted Average Number of Weighted Average Unvested as of January 1, 2022 541,507 $37.84 $ — $0.00 Granted 253,429 41.07 327,552 42.12 Vested (244,475) 35.28 (29,289) 50.69 Forfeited (10,829) 33.42 (8,628) 45.80 Unvested as of December 31, 2022 539,632 $72.58 289,635 $41.14 |
Schedule of Outstanding Warrants | The Company’s warrants activity consisted of the following: Shares Weighted-Average Weighted-Average Aggregate Warrants outstanding at January 1, 2022 1,001,740 $ 10.49 0.94 63.1 Warrants granted — — — — Warrants exercised (947,174) 10.49 — 21.1 Warrants forfeited (54,566) 10.49 — — Warrants outstanding at December 31, 2022 — $ — — $ — |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Fees Incurred and Revenue Earned from Related Party Transactions | The following table sets forth fees incurred and income received related to, AHMC, HSMSO, and Aurion (in thousands): Years ended December 31, 2022 2021 AHMC – Risk pool, capitation, claims payment $ 34,587 $ 46,908 HSMSO – Management fees, net (465) (629) Aurion – Management fees (300) (302) Receipts, net $ 33,822 $ 45,977 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Computations | Below is a summary of the earnings per share computations: Years ended December 31, 2022 2021 2020 Earnings per share – basic (restated) $ 1.00 $ 1.57 $ 1.03 Earnings per share – diluted (restated) $ 0.99 $ 1.52 $ 1.01 Weighted-average shares of common stock outstanding – basic 44,971,143 43,828,664 36,527,672 Weighted-average shares of common stock outstanding – diluted 45,602,415 45,403,085 37,448,430 |
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: Years ended December 31, 2022 2021 2020 Weighted-average shares of common stock outstanding – basic 44,971,143 43,828,664 36,527,672 Stock options 439,309 495,618 182,999 Warrants — 819,151 717,029 Restricted stock awards 161,648 259,652 20,730 Contingently issuable shares 30,315 — — Weighted-average shares of common stock outstanding – diluted 45,602,415 45,403,085 37,448,430 |
Variable Interest Entities (V_2
Variable Interest Entities (VIEs) (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
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 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. December 31, 2022 2021 Assets Current assets Cash and cash equivalents $ 97,669 $ 161,762 Investment in marketable securities 4,543 49,066 Receivables, net 11,503 7,251 Receivables, net – related party 62,190 62,180 Income taxes receivable (restated) 8,580 5,855 Other receivables 1,236 1,833 Prepaid expenses and other current assets 9,289 11,734 Loans receivable 22 — Loans receivable — related parties 2,125 4,000 Amounts due from affiliates* 30,340 6,598 Total current assets (restated) 227,497 310,279 Non-current assets Land, property and equipment, net 106,486 49,547 Intangible assets, net 53,964 58,282 Goodwill (restated) 111,539 103,034 Income taxes receivable, non-current (restated) 15,943 15,943 Loans receivable – related parties — 89 Investments in other entities – equity method 27,561 41,715 Investment in a privately held entity 405 405 Investment in affiliates* 304,755 802,821 Operating lease right-of-use assets 6,503 4,953 Other assets 4,169 3,219 Total non-current assets (restated) 631,325 1,080,008 Total assets (restated) $ 858,822 $ 1,390,287 Current liabilities Accounts payable and accrued expenses $ 23,632 $ 11,591 Fiduciary accounts payable 7,853 10,534 Medical liabilities 48,100 44,000 Dividend payable 638 556 Finance lease liabilities 594 110 Operating lease liabilities 1,800 1,250 Current portion of long-term debt 619 780 Total current liabilities (restated) 83,236 68,821 Non-current liabilities Deferred tax liability (restated) 4,591 5,144 Finance lease liabilities, net of current portion 1,275 193 Operating lease liabilities, net of current portion 7,484 3,950 Long-term debt, net of current portion 26,645 7,114 Other long-term liabilities 8,542 9,614 Total non-current liabilities (restated) 48,537 26,015 Total liabilities (restated) $ 131,773 $ 94,836 * Investment in affiliates include APC’s investment in ApolloMed, which is reflected as treasury shares and eliminated upon consolidation. Amounts due from affiliates are receivables 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 December 31, 2022 and 2021. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Lease Expense and Other Information Related to Lease Costs | The components of lease expense were as follows (in thousands): December 31, 2022 December 31, 2021 Operating lease cost $ 6,622 $ 6,025 Finance lease cost Amortization of lease expense 564 208 Interest on lease liabilities 70 26 Sublease income (649) (852) Total lease cost $ 6,607 $ 5,407 December 31, 2022 December 31, 2021 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,781 $ 6,083 Operating cash flows from finance leases 70 26 Financing cash flows from finance leases 564 208 Right-of-use assets obtained in exchange for lease liabilities: Finance leases 576 — December 31, 2022 December 31, 2021 Weighted-Average Remaining Lease Term Operating leases 6.66 years 6.27 years Finance leases 3.41 years 3.26 years Weighted-Average Discount Rate Operating leases 5.50 % 6.10 % Finance leases 4.92 % 4.53 % |
Schedule of Operating Leases, Future Minimum Lease Payments After Adoption of 842 | Years ending December 31, Operating Leases Finance Leases 2023 $ 4,786 $ 673 2024 4,415 607 2025 4,051 444 2026 3,767 190 2027 3,099 132 Thereafter 8,407 — Total future minimum lease payments 28,525 2,046 Less: imputed interest 5,038 177 Total lease obligations 23,487 1,869 Less: current portion 3,572 594 Long-term lease obligations $ 19,915 $ 1,275 |
Schedule of Finance Lease, Future Minimum Lease Payments After Adoption of 842 | Years ending December 31, Operating Leases Finance Leases 2023 $ 4,786 $ 673 2024 4,415 607 2025 4,051 444 2026 3,767 190 2027 3,099 132 Thereafter 8,407 — Total future minimum lease payments 28,525 2,046 Less: imputed interest 5,038 177 Total lease obligations 23,487 1,869 Less: current portion 3,572 594 Long-term lease obligations $ 19,915 $ 1,275 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Information about our Segments | The following table presents information about the Company’s segments and have been recasted (in thousands): Twelve Months Ended December 31, 2022 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 42,023 $ 1,051,464 $ 49,806 $ 870 $ — $ — $ 1,144,163 Intersegment 78,177 57 46,326 115 (124,675) — — Total revenues 120,200 1,051,521 96,132 985 (124,675) — 1,144,163 Cost of services 51,531 944,792 73,927 258 (125,823) — 944,685 General and administrative (1) 41,628 21,507 13,234 2,681 (3,150) 19,313 95,213 Total expenses 93,159 966,299 87,161 2,939 (128,973) 19,313 1,039,898 Income (loss) from operations $ 27,041 $ 85,222 $ 8,971 $ (1,954) $ 4,298 (2) $ (19,313) $ 104,265 Twelve Months Ended December 31, 2021 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 35,851 $ 709,714 $ 28,064 $ 286 $ — $ — $ 773,915 Intersegment 71,842 — 18,627 74 (90,543) — — Total revenues 107,693 709,714 46,691 360 (90,543) — 773,915 Cost of services 41,557 607,081 37,537 (242) (89,791) — 596,142 General and administrative (1) 28,637 30,055 9,694 1,881 (3,097) 12,424 79,594 Total expenses 70,194 637,136 47,231 1,639 (92,888) 12,424 675,736 Income (loss) from operations $ 37,499 $ 72,578 $ (540) $ (1,279) $ 2,345 (2) $ (12,424) $ 98,179 Twelve Months Ended December 31, 2020 Care Enablement Care Partners Care Delivery Other Intersegment Elimination Corporate Costs Consolidated Total Third Party $ 35,645 $ 638,865 $ 12,409 $ 261 $ — $ — $ 687,180 Intersegment 63,703 — 13,661 64 (77,428) — — Total revenues 99,348 638,865 26,070 325 (77,428) — 687,180 Cost of services 47,040 545,340 22,568 130 (75,867) — 539,211 General and administrative (1) 23,243 30,250 7,429 509 (2,499) 8,534 67,466 Total expenses 70,283 575,590 29,997 639 (78,366) 8,534 606,677 Income (loss) from operations $ 29,065 $ 63,275 $ (3,927) $ (314) $ 938 (2) $ (8,534) $ 80,503 (1) Balance includes general and administrative expenses and depreciation and amortization. |
Restatement of Quarterly Fina_2
Restatement of Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The effect of the error corrections are as follows (in thousands, except per share amounts): December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Receivables, net $ 52,629 $ (2,998) $ 49,631 Income taxes receivable $ 4,015 $ (4,015) $ — Total current assets $ 435,138 $ (7,013) $ 428,125 Goodwill $ 275,675 $ (6,622) $ 269,053 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 528,767 $ 9,321 $ 538,088 Total assets $ 963,905 $ 2,308 $ 966,213 Medical liabilities $ 84,253 $ (2,998) $ 81,255 Income taxes payable $ — $ 4,279 $ 4,279 Total current liabilities $ 147,329 $ 1,281 $ 148,610 Deferred tax liability $ 3,042 $ 11,175 $ 14,217 Total non-current liabilities $ 247,881 $ 11,175 $ 259,056 Total liabilities $ 395,210 $ 12,456 $ 407,666 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 13,682 $ 555 $ 14,237 Retained earnings $ 192,678 $ (10,261) $ 182,417 Non-controlling interest $ 2,191 $ (442) $ 1,749 Total stockholders' equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 36,085 $ 4,790 $ 40,875 Net income $ 50,531 $ (4,790) $ 45,741 Net income attributable to noncontrolling interests $ 1,482 $ (912) $ 570 Net income attributable to Apollo Medical Holdings, Inc. $ 49,049 $ (3,878) $ 45,171 Earnings per share – basic $ 1.09 $ (0.09) $ 1.00 Earnings per share – diluted $ 1.08 $ (0.09) $ 0.99 December 31, 2022 Adjustments December 31, 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (2,725) $ (470) $ (3,195) Retained Earnings (Accumulated Deficit) - Net income $ 49,049 $ (3,878) $ 45,171 Non-controlling Interest – Net income $ 4,207 $ (442) $ 3,765 Mezzanine Equity – Non-controlling Interest in APC $ 13,682 $ 555 $ 14,237 Retained Earnings (Accumulated Deficit) $ 192,678 $ (10,261) $ 182,417 Non-controlling Interest $ 2,191 $ (442) $ 1,749 Stockholders’ Equity $ 555,013 $ (10,703) $ 544,310 2022 Adjustments 2022 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 50,531 $ (4,790) $ 45,741 Deferred tax $ (7,681) $ (6,597) $ (14,278) Receivable, net $ (41,192) $ 2,998 $ (38,194) Medical liabilities $ 25,784 $ (2,998) $ 22,786 Income taxes payable/receivable $ (4,470) $ 11,387 $ 6,917 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 5,678 $ 5,678 Total current assets $ 398,782 $ 5,678 $ 404,460 Goodwill $ 253,039 $ (6,623) $ 246,416 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 453,581 $ 9,320 $ 462,901 Total assets $ 852,363 $ 14,998 $ 867,361 Income taxes payable $ 652 $ (652) $ — Total current liabilities $ 115,371 $ (652) $ 114,719 Deferred tax liability $ 9,127 $ 21,008 $ 30,135 Total non-current liabilities $ 220,992 $ 21,008 $ 242,000 Total liabilities $ 336,363 $ 20,356 $ 356,719 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 55,510 $ 1,025 $ 56,535 Retained earnings $ 143,629 $ (6,383) $ 137,246 Total stockholders’ equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 28,454 $ 3,239 $ 31,693 Net income $ 49,294 $ (3,239) $ 46,055 Net loss attributable to noncontrolling interests $ (24,564) $ 1,696 $ (22,868) Net income attributable to Apollo Medical Holdings, Inc. $ 73,858 $ (4,935) $ 68,923 Earnings per share – basic $ 1.69 $ (0.12) $ 1.57 Earnings per share – diluted $ 1.63 $ (0.11) $ 1.52 December 31, 2021 Adjustments December 31, 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net loss $ (27,331) $ 1,696 $ (25,635) Retained Earnings (Accumulated Deficit) - Net income $ 73,858 $ (4,935) $ 68,923 Mezzanine Equity – Non-controlling Interest in APC $ 55,510 $ 1,025 $ 56,535 Retained Earnings (Accumulated Deficit) $ 143,629 $ (6,383) $ 137,246 Stockholders’ Equity $ 460,490 $ (6,383) $ 454,107 2021 Adjustments 2021 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 49,294 $ (3,239) $ 46,055 Deferred tax $ (5,952) $ 13,623 $ 7,671 Income taxes payable/receivable $ (3,621) $ (10,384) $ (14,005) 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 56,107 $ 237 $ 56,344 Net income $ 122,320 $ (237) $ 122,083 Net income attributable to noncontrolling interests $ 84,454 $ (59) $ 84,395 Net income attributable to Apollo Medical Holdings, Inc. $ 37,866 $ (178) $ 37,688 Earnings per share – basic $ 1.04 $ (0.01) $ 1.03 Earnings per share – diluted $ 1.01 $ — $ 1.01 December 31, 2020 Adjustments December 30, 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY Mezzanine Equity – Non-controlling Interest in APC - Net income $ 83,621 $ (59) $ 83,562 Retained Earnings (Accumulated Deficit) - Net income $ 37,866 $ (178) $ 37,688 Mezzanine Equity – Non-controlling Interest in APC $ 114,237 $ (671) $ 113,566 Retained Earnings (Accumulated Deficit) $ 69,771 $ (1,448) $ 68,323 Stockholders’ Equity $ 330,911 $ (1,448) $ 329,463 2020 Adjustments 2020 As previously reported As restated CONSOLIDATED STATEMENTS OF CASH FLOWS Net income $ 122,320 $ (237) $ 122,083 Deferred tax $ (6,620) $ 7,016 $ 396 Income taxes payable/receivable $ (304) $ (6,779) $ (7,083) March 31, 2022 Adjustments March 31, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,007 $ 1,007 Total current assets $ 444,416 $ 1,007 $ 445,423 Goodwill $ 252,379 $ (6,622) $ 245,757 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 467,915 $ 9,321 $ 477,236 Total assets $ 912,331 $ 10,328 $ 922,659 Income taxes payable $ 4,894 $ (4,894) $ — Total current liabilities $ 160,436 $ (4,894) $ 155,542 Deferred tax liability $ 9,686 $ 21,202 $ 30,888 Total non-current liabilities $ 220,223 $ 21,202 $ 241,425 Total liabilities $ 380,659 $ 16,308 $ 396,967 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 52,151 $ 903 $ 53,054 Retained earnings $ 157,893 $ (6,883) $ 151,010 Total stockholders’ equity $ 479,521 $ (6,883) $ 472,638 Three months ended March 31, 2022 Adjustments Three months ended March 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,195 $ 623 $ 6,818 Net income $ 12,073 $ (623) $ 11,450 Net loss attributable to noncontrolling interests $ (2,191) $ (123) $ (2,314) Net income attributable to Apollo Medical Holdings, Inc. $ 14,264 $ (500) $ 13,764 Earnings per share – basic $ 0.32 $ (0.01) $ 0.31 Earnings per share – diluted $ 0.31 $ (0.01) $ 0.30 June 30, 2022 Adjustments June 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,639 $ 7,047 $ 19,686 Total current assets $ 461,038 $ 7,047 $ 468,085 Goodwill $ 253,310 $ (6,622) $ 246,688 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 490,026 $ 9,321 $ 499,347 Total assets $ 951,064 $ 16,368 $ 967,432 Deferred tax liability $ 9,257 $ 21,663 $ 30,920 Total non-current liabilities $ 239,984 $ 21,663 $ 261,647 Total liabilities $ 425,222 $ 21,663 $ 446,885 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,997 $ 1,038 $ 41,035 Retained earnings $ 169,292 $ (6,333) $ 162,959 Total stockholders’ equity $ 485,845 $ (6,333) $ 479,512 Three months ended June 30, 2022 Adjustments Three months ended June 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,038 $ (686) $ 5,352 Net income $ 10,591 $ 686 $ 11,277 Net loss attributable to noncontrolling interests $ (808) $ 135 $ (673) Net income attributable to Apollo Medical Holdings, Inc. $ 11,399 $ 551 $ 11,950 Earnings per share – basic $ 0.25 $ 0.02 $ 0.27 Earnings per share – diluted $ 0.25 $ 0.01 $ 0.26 September 30, 2022 Adjustments September 30, 2022 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ 12,224 $ 2,169 $ 14,393 Total current assets $ 443,616 $ 2,169 $ 445,785 Goodwill $ 257,482 $ (6,622) $ 250,860 Income taxes receivable, non-current $ — $ 15,943 $ 15,943 Total non-current assets $ 499,790 $ 9,321 $ 509,111 Total assets $ 943,406 $ 11,490 $ 954,896 Deferred tax liability $ 4,701 $ 20,284 $ 24,985 Total non-current liabilities $ 233,889 $ 20,284 $ 254,173 Total liabilities $ 390,080 $ 20,284 $ 410,364 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 39,820 $ 338 $ 40,158 Retained earnings $ 195,278 $ (9,132) $ 186,146 Total stockholders’ equity $ 513,506 $ (9,132) $ 504,374 Three months ended September 30, 2022 Adjustments Three months ended September 30, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 13,867 $ 3,499 $ 17,366 Net income $ 27,396 $ (3,499) $ 23,897 Net income attributable to noncontrolling interests $ 1,410 $ (698) $ 712 Net income attributable to Apollo Medical Holdings, Inc. $ 25,986 $ (2,801) $ 23,185 Earnings per share – basic $ 0.58 $ (0.06) $ 0.52 Earnings per share – diluted $ 0.56 $ (0.06) $ 0.50 Three months ended December 31, 2022 Adjustments Three months ended December 31, 2022 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 9,984 $ 1,354 $ 11,338 Net income $ 471 $ (1,354) $ (883) Net income attributable to noncontrolling interests $ 3,071 $ (226) $ 2,845 Net loss attributable to Apollo Medical Holdings, Inc. $ (2,600) $ (1,128) $ (3,728) Earnings per share – basic $ (0.06) $ (0.02) $ (0.08) Earnings per share – diluted $ (0.06) $ (0.02) $ (0.08) March 31, 2021 Adjustments March 31, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 473,005 $ (139) $ 472,866 Total assets $ 843,280 $ (139) $ 843,141 Income taxes payable $ 12,059 $ (3,794) $ 8,265 Total current liabilities $ 126,347 $ (3,794) $ 122,553 Deferred tax liability $ 10,038 $ 7,345 $ 17,383 Total non-current liabilities $ 252,399 $ 7,345 $ 259,744 Total liabilities $ 378,746 $ 3,551 $ 382,297 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 114,847 $ (1,051) $ 113,796 Retained earnings $ 82,922 $ (2,639) $ 80,283 Total stockholders’ equity $ 349,687 $ (2,639) $ 347,048 Three months ended March 31, 2021 Adjustments Three months ended March 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 6,776 $ 1,291 $ 8,067 Net income $ 14,458 $ (1,291) $ 13,167 Net income attributable to noncontrolling interests $ 1,307 $ (292) $ 1,015 Net income attributable to Apollo Medical Holdings, Inc. $ 13,151 $ (999) $ 12,152 Earnings per share – basic $ 0.31 $ (0.02) $ 0.29 Earnings per share – diluted $ 0.30 $ (0.02) $ 0.28 June 30, 2021 Adjustments June 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Income taxes receivable $ — $ 1,426 $ 1,426 Total current assets $ 470,550 $ 1,426 $ 471,976 Goodwill $ 239,053 $ (6,622) $ 232,431 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 423,880 $ (139) $ 423,741 Total assets $ 894,430 $ 1,287 $ 895,717 Income taxes payable $ 2,215 $ (2,215) $ — Total current liabilities $ 128,088 $ (2,215) $ 125,873 Deferred tax liability $ 21,242 $ 10,453 $ 31,695 Total non-current liabilities $ 219,904 $ 10,453 $ 230,357 Total liabilities $ 347,992 $ 8,238 $ 356,230 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 141,856 $ (1,742) $ 140,114 Retained earnings $ 95,580 $ (5,209) $ 90,371 Total stockholders’ equity $ 404,582 $ (5,209) $ 399,373 Three months ended June 30, 2021 Adjustments Three months ended June 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Provision for income taxes $ 24,920 $ 3,261 $ 28,181 Net income $ 59,530 $ (3,261) $ 56,269 Net income attributable to noncontrolling interests $ 46,872 $ (691) $ 46,181 Net income attributable to Apollo Medical Holdings, Inc. $ 12,658 $ (2,570) $ 10,088 Earnings per share – basic $ 0.29 $ (0.06) $ 0.23 Earnings per share – diluted $ 0.28 $ (0.06) $ 0.22 September 30, 2021 Adjustments September 30, 2021 As previously reported As restated CONSOLIDATED BALANCE SHEETS Goodwill $ 243,353 $ (6,623) $ 236,730 Income taxes receivable, non-current $ — $ 6,483 $ 6,483 Total non-current assets $ 444,082 $ (140) $ 443,942 Total assets $ 871,294 $ (140) $ 871,154 Income taxes payable $ 4,024 $ (1,586) $ 2,438 Total current liabilities $ 116,759 $ (1,586) $ 115,173 Deferred tax liability $ 19,592 $ 8,241 $ 27,833 Total non-current liabilities $ 222,714 $ 8,241 $ 230,955 Total liabilities $ 339,473 $ 6,655 $ 346,128 Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation ("APC") $ 91,500 $ (1,711) $ 89,789 Retained earnings $ 129,859 $ (5,084) $ 124,775 Total stockholders’ equity $ 440,321 $ (5,084) $ 435,237 Three months ended September 30, 2021 Adjustments Three months ended September 30, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (120) $ (156) $ (276) Net loss $ (5,385) $ 156 $ (5,229) Net loss attributable to noncontrolling interests $ (39,664) $ 31 $ (39,633) Net income attributable to Apollo Medical Holdings, Inc. $ 34,279 $ 125 $ 34,404 Earnings per share – basic $ 0.77 $ — $ 0.77 Earnings per share – diluted $ 0.74 $ — $ 0.74 Three months ended December 31, 2021 Adjustments Three months ended December 31, 2021 As Previously Reported As Restated CONSOLIDATED STATEMENTS OF INCOME Benefit from income taxes $ (3,121) $ (1,157) $ (4,278) Net loss $ (19,309) $ 1,157 $ (18,152) Net loss attributable to noncontrolling interests $ (33,079) $ 2,648 $ (30,431) Net income attributable to Apollo Medical Holdings, Inc. $ 13,770 $ (1,491) $ 12,279 Earnings per share – basic $ 0.31 $ (0.03) $ 0.28 Earnings per share – diluted $ 0.30 $ (0.03) $ 0.27 |
Schedule of Quarterly Financial Information | The following tables set forth a summary of the Company’s unaudited quarterly operating results for each of the four quarters in each of the years ended December 31, 2022 and 2021. This quarterly data has been derived from the Company’s unaudited consolidated interim financial statements which, in the Company’s opinion, have been prepared on substantially the same basis as the audited financial statements contained elsewhere in this report and include all normal recurring adjustments necessary for a fair presentation of the financial information for the periods presented. These unaudited quarterly results should be read in conjunction with the Company’s financial statements and notes thereto, included elsewhere in this report. The operating results in any quarter are not necessarily indicative of the results that may be expected for any future period (in thousands except for earnings per share). Three months ended March 31, 2022 Three months ended June 30, 2022 Three months ended September 30, 2022 Three months ended December 31, 2022 (Restated) (Restated) (Restated) (Restated) SUMMARY OF THE UNAUDITED QUARTERLY OPERATING RESULTS Total revenue $ 263,258 $ 269,697 $ 317,001 $ 294,208 Total expenses $ 237,047 $ 254,315 $ 266,910 $ 281,628 Income from operations $ 26,211 $ 15,382 $ 50,091 $ 12,580 Net income (loss) $ 11,450 $ 11,277 $ 23,897 $ (883) Net income (loss) attributable to Apollo Medical Holdings, Inc. $ 13,764 $ 11,950 $ 23,185 $ (3,728) Earnings per share – basic $ 0.31 $ 0.27 $ 0.52 $ (0.08) Earnings per share – diluted $ 0.30 $ 0.26 $ 0.50 $ (0.08) Three months ended March 31, 2021 Three months ended June 30, 2021 Three months ended September 30, 2021 Three months ended December 31, 2021 (Restated) (Restated) (Restated) (Restated) SUMMARY OF THE UNAUDITED QUARTERLY OPERATING RESULTS Total revenue $ 176,058 $ 175,638 $ 227,117 $ 195,100 Total expenses $ 154,277 $ 154,650 $ 173,957 $ 192,852 Income from operations $ 21,781 $ 20,988 $ 53,160 $ 2,248 Net income (loss) $ 13,167 $ 56,269 $ (5,229) $ (18,152) Net income attributable to Apollo Medical Holdings, Inc. $ 12,152 $ 10,088 $ 34,404 $ 12,279 Earnings per share – basic $ 0.29 $ 0.23 $ 0.77 $ 0.28 Earnings per share – diluted $ 0.28 $ 0.22 $ 0.74 $ 0.27 |
Restatement of Prior Financia_3
Restatement of Prior Financial Information - Schedule of Effect of Error Correction (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Receivables, net | $ 49,631 | $ 14,393 | $ 19,686 | $ 1,007 | $ 49,631 | |||||||||||
Income taxes receivable (restated) | 0 | $ 5,678 | $ 1,426 | 0 | $ 5,678 | |||||||||||
Total current assets | 428,125 | 445,785 | 468,085 | 445,423 | 404,460 | 471,976 | 428,125 | 404,460 | ||||||||
Goodwill | 269,053 | 250,860 | 246,688 | 245,757 | 246,416 | $ 236,730 | 232,431 | $ 232,431 | 269,053 | 246,416 | $ 232,430 | |||||
Income taxes receivable, non-current | 15,943 | 15,943 | 15,943 | 15,943 | 15,943 | 6,483 | 6,483 | 6,483 | 15,943 | 15,943 | ||||||
Total non-current assets | 538,088 | 509,111 | 499,347 | 477,236 | 462,901 | 443,942 | 423,741 | 472,866 | 538,088 | 462,901 | ||||||
Total assets | 966,213 | [1] | 954,896 | 967,432 | 922,659 | 867,361 | [1] | 871,154 | 895,717 | 843,141 | 966,213 | [1] | 867,361 | [1] | ||
Medical liabilities | 81,255 | 55,783 | 81,255 | 55,783 | 50,330 | |||||||||||
Income taxes payable | 4,279 | 0 | 0 | 2,438 | 0 | 8,265 | 4,279 | 0 | ||||||||
Current liabilities | 148,610 | 155,542 | 114,719 | 115,173 | 125,873 | 122,553 | 148,610 | 114,719 | ||||||||
Deferred tax liability | 14,217 | 24,985 | 30,920 | 30,888 | 30,135 | 27,833 | 31,695 | 17,383 | 14,217 | 30,135 | ||||||
Total non-current liabilities | 259,056 | 254,173 | 261,647 | 241,425 | 242,000 | 230,955 | 230,357 | 259,744 | 259,056 | 242,000 | ||||||
Total liabilities | 407,666 | [1] | 410,364 | 446,885 | 396,967 | 356,719 | [1] | 346,128 | 356,230 | 382,297 | 407,666 | [1] | 356,719 | [1] | ||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 14,237 | 40,158 | 41,035 | 53,054 | 56,535 | 89,789 | 140,114 | 113,796 | 14,237 | 56,535 | 113,566 | |||||
Retained earnings | 182,417 | 186,146 | 162,959 | 151,010 | 137,246 | 124,775 | 90,371 | 80,283 | 182,417 | 137,246 | ||||||
Non-controlling interest | 1,749 | 5,940 | 1,749 | 5,940 | ||||||||||||
Stockholders’ Equity | 544,310 | 454,107 | 544,310 | 454,107 | 329,463 | $ 192,335 | ||||||||||
CONSOLIDATED STATEMENTS OF INCOME | ||||||||||||||||
Provision for income taxes | 11,338 | 17,366 | 5,352 | 6,818 | (4,278) | (276) | 28,181 | 8,067 | 40,875 | 31,693 | 56,344 | |||||
Net (loss) income | (883) | 23,897 | 11,277 | 11,450 | (18,152) | (5,229) | 56,269 | 13,167 | 45,741 | 46,055 | 122,083 | |||||
Net income attributable to noncontrolling interests | 2,845 | 712 | (673) | (2,314) | (30,431) | (39,633) | 46,181 | 1,015 | 570 | (22,868) | 84,395 | |||||
Net income attributable to ApolloMed | $ (3,728) | $ 23,185 | $ 11,950 | $ 13,764 | $ 12,279 | $ 34,404 | $ 10,088 | $ 12,152 | $ 45,171 | $ 68,923 | $ 37,688 | |||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.08) | $ 0.52 | $ 0.27 | $ 0.31 | $ 0.28 | $ 0.77 | $ 0.23 | $ 0.29 | $ 1 | $ 1.57 | $ 1.03 | |||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.08) | $ 0.50 | $ 0.26 | $ 0.30 | $ 0.27 | $ 0.74 | $ 0.22 | $ 0.28 | $ 0.99 | $ 1.52 | $ 1.01 | |||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | $ 48,936 | $ 71,690 | $ 38,521 | |||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||||||
Deferred tax | (14,278) | 7,671 | 396 | |||||||||||||
Receivable, net | (38,194) | (1,518) | 4,134 | |||||||||||||
Medical liabilities | 22,786 | 5,279 | (8,691) | |||||||||||||
Income taxes payable/receivable | 6,917 | (14,005) | (7,083) | |||||||||||||
Retained Earnings (Accumulated Deficit) | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Retained earnings | $ 182,417 | $ 137,246 | 182,417 | 137,246 | 68,323 | |||||||||||
Stockholders’ Equity | 182,417 | 137,246 | 182,417 | 137,246 | 68,323 | 31,905 | ||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | 45,171 | 68,923 | 37,688 | |||||||||||||
Non-controlling Interest | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Non-controlling interest | 1,749 | 1,749 | ||||||||||||||
Stockholders’ Equity | 1,749 | 5,940 | 1,749 | 5,940 | 87 | 786 | ||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | 3,765 | 2,767 | 833 | |||||||||||||
Mezzanine | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 14,237 | 56,535 | 14,237 | 56,535 | 113,566 | $ 168,724 | ||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net (loss) income (restated) | (3,195) | (25,635) | 83,562 | |||||||||||||
Mezzanine | Non-controlling Interest | ||||||||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net (loss) income (restated) | (3,195) | |||||||||||||||
As Previously Reported | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Receivables, net | 52,629 | $ 12,224 | $ 12,639 | $ 0 | 52,629 | |||||||||||
Income taxes receivable (restated) | 4,015 | 0 | $ 0 | 4,015 | 0 | |||||||||||
Total current assets | 435,138 | 443,616 | 461,038 | 444,416 | 398,782 | 470,550 | 435,138 | 398,782 | ||||||||
Goodwill | 275,675 | 257,482 | 253,310 | 252,379 | 253,039 | $ 243,353 | 239,053 | $ 239,053 | 275,675 | 253,039 | ||||||
Income taxes receivable, non-current | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
Total non-current assets | 528,767 | 499,790 | 490,026 | 467,915 | 453,581 | 444,082 | 423,880 | 473,005 | 528,767 | 453,581 | ||||||
Total assets | 963,905 | 943,406 | 951,064 | 912,331 | 852,363 | 871,294 | 894,430 | 843,280 | 963,905 | 852,363 | ||||||
Medical liabilities | 84,253 | 84,253 | ||||||||||||||
Income taxes payable | 0 | 4,894 | 652 | 4,024 | 2,215 | 12,059 | 0 | 652 | ||||||||
Current liabilities | 147,329 | 160,436 | 115,371 | 116,759 | 128,088 | 126,347 | 147,329 | 115,371 | ||||||||
Deferred tax liability | 3,042 | 4,701 | 9,257 | 9,686 | 9,127 | 19,592 | 21,242 | 10,038 | 3,042 | 9,127 | ||||||
Total non-current liabilities | 247,881 | 233,889 | 239,984 | 220,223 | 220,992 | 222,714 | 219,904 | 252,399 | 247,881 | 220,992 | ||||||
Total liabilities | 395,210 | 390,080 | 425,222 | 380,659 | 336,363 | 339,473 | 347,992 | 378,746 | 395,210 | 336,363 | ||||||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 13,682 | 39,820 | 39,997 | 52,151 | 55,510 | 91,500 | 141,856 | 114,847 | 13,682 | 55,510 | 114,237 | |||||
Retained earnings | 192,678 | 195,278 | 169,292 | 157,893 | 143,629 | 129,859 | 95,580 | 82,922 | 192,678 | 143,629 | ||||||
Non-controlling interest | 2,191 | 2,191 | ||||||||||||||
Stockholders’ Equity | 555,013 | 460,490 | 555,013 | 460,490 | 330,911 | |||||||||||
CONSOLIDATED STATEMENTS OF INCOME | ||||||||||||||||
Provision for income taxes | 9,984 | 13,867 | 6,038 | 6,195 | (3,121) | (120) | 24,920 | 6,776 | 36,085 | 28,454 | 56,107 | |||||
Net (loss) income | 471 | 27,396 | 10,591 | 12,073 | (19,309) | (5,385) | 59,530 | 14,458 | 50,531 | 49,294 | 122,320 | |||||
Net income attributable to noncontrolling interests | 3,071 | 1,410 | (808) | (2,191) | (33,079) | (39,664) | 46,872 | 1,307 | 1,482 | (24,564) | 84,454 | |||||
Net income attributable to ApolloMed | $ (2,600) | $ 25,986 | $ 11,399 | $ 14,264 | $ 13,770 | $ 34,279 | $ 12,658 | $ 13,151 | $ 49,049 | $ 73,858 | $ 37,866 | |||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.06) | $ 0.58 | $ 0.25 | $ 0.32 | $ 0.31 | $ 0.77 | $ 0.29 | $ 0.31 | $ 1.09 | $ 1.69 | $ 1.04 | |||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.06) | $ 0.56 | $ 0.25 | $ 0.31 | $ 0.30 | $ 0.74 | $ 0.28 | $ 0.30 | $ 1.08 | $ 1.63 | $ 1.01 | |||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||||||
Deferred tax | $ (7,681) | $ (5,952) | $ (6,620) | |||||||||||||
Receivable, net | (41,192) | |||||||||||||||
Medical liabilities | 25,784 | |||||||||||||||
Income taxes payable/receivable | (4,470) | (3,621) | (304) | |||||||||||||
As Previously Reported | Retained Earnings (Accumulated Deficit) | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Retained earnings | $ 192,678 | $ 143,629 | 192,678 | 143,629 | 69,771 | |||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | 49,049 | 73,858 | 37,866 | |||||||||||||
As Previously Reported | Non-controlling Interest | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Non-controlling interest | 2,191 | 2,191 | ||||||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | 4,207 | |||||||||||||||
As Previously Reported | Mezzanine | ||||||||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net (loss) income (restated) | (2,725) | (27,331) | 83,621 | |||||||||||||
Adjustments | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Receivables, net | (2,998) | $ 2,169 | $ 7,047 | $ 1,007 | (2,998) | |||||||||||
Income taxes receivable (restated) | (4,015) | 5,678 | $ 1,426 | (4,015) | 5,678 | |||||||||||
Total current assets | (7,013) | 2,169 | 7,047 | 1,007 | 5,678 | 1,426 | (7,013) | 5,678 | ||||||||
Goodwill | (6,622) | (6,622) | (6,622) | (6,622) | (6,623) | $ (6,623) | (6,622) | $ (6,622) | (6,622) | (6,623) | ||||||
Income taxes receivable, non-current | 15,943 | 15,943 | 15,943 | 15,943 | 15,943 | 6,483 | 6,483 | 6,483 | 15,943 | 15,943 | ||||||
Total non-current assets | 9,321 | 9,321 | 9,321 | 9,321 | 9,320 | (140) | (139) | (139) | 9,321 | 9,320 | ||||||
Total assets | 2,308 | 11,490 | 16,368 | 10,328 | 14,998 | (140) | 1,287 | (139) | 2,308 | 14,998 | ||||||
Medical liabilities | (2,998) | (2,998) | ||||||||||||||
Income taxes payable | 4,279 | (4,894) | (652) | (1,586) | (2,215) | (3,794) | 4,279 | (652) | ||||||||
Current liabilities | 1,281 | (4,894) | (652) | (1,586) | (2,215) | (3,794) | 1,281 | (652) | ||||||||
Deferred tax liability | 11,175 | 20,284 | 21,663 | 21,202 | 21,008 | 8,241 | 10,453 | 7,345 | 11,175 | 21,008 | ||||||
Total non-current liabilities | 11,175 | 20,284 | 21,663 | 21,202 | 21,008 | 8,241 | 10,453 | 7,345 | 11,175 | 21,008 | ||||||
Total liabilities | 12,456 | 20,284 | 21,663 | 16,308 | 20,356 | 6,655 | 8,238 | 3,551 | 12,456 | 20,356 | ||||||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 555 | 338 | 1,038 | 903 | 1,025 | (1,711) | (1,742) | (1,051) | 555 | 1,025 | (671) | |||||
Retained earnings | (10,261) | (9,132) | (6,333) | (6,883) | (6,383) | (5,084) | (5,209) | (2,639) | (10,261) | (6,383) | ||||||
Non-controlling interest | (442) | (442) | ||||||||||||||
Stockholders’ Equity | (10,703) | (6,383) | (10,703) | (6,383) | (1,448) | |||||||||||
CONSOLIDATED STATEMENTS OF INCOME | ||||||||||||||||
Provision for income taxes | 1,354 | 3,499 | (686) | 623 | (1,157) | (156) | 3,261 | 1,291 | 4,790 | 3,239 | 237 | |||||
Net (loss) income | (1,354) | (3,499) | 686 | (623) | 1,157 | 156 | (3,261) | (1,291) | (4,790) | (3,239) | (237) | |||||
Net income attributable to noncontrolling interests | (226) | (698) | 135 | (123) | 2,648 | 31 | (691) | (292) | (912) | 1,696 | (59) | |||||
Net income attributable to ApolloMed | $ (1,128) | $ (2,801) | $ 551 | $ (500) | $ (1,491) | $ 125 | $ (2,570) | $ (999) | $ (3,878) | $ (4,935) | $ (178) | |||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.02) | $ (0.06) | $ 0.02 | $ (0.01) | $ (0.03) | $ 0 | $ (0.06) | $ (0.02) | $ (0.09) | $ (0.12) | $ (0.01) | |||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.02) | $ (0.06) | $ 0.01 | $ (0.01) | $ (0.03) | $ 0 | $ (0.06) | $ (0.02) | $ (0.09) | $ (0.11) | $ 0 | |||||
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||||||||
Deferred tax | $ (6,597) | $ 13,623 | $ 7,016 | |||||||||||||
Receivable, net | 2,998 | |||||||||||||||
Medical liabilities | (2,998) | |||||||||||||||
Income taxes payable/receivable | 11,387 | (10,384) | (6,779) | |||||||||||||
Adjustments | Retained Earnings (Accumulated Deficit) | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Retained earnings | $ (10,261) | $ (6,383) | (10,261) | (6,383) | (1,448) | |||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | (3,878) | (4,935) | (178) | |||||||||||||
Adjustments | Non-controlling Interest | ||||||||||||||||
CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Non-controlling interest | $ (442) | (442) | ||||||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net income (restated) | (442) | |||||||||||||||
Adjustments | Mezzanine | ||||||||||||||||
CONSOLIDATED STATEMENTS OF MEZZANINE AND STOCKHOLDERS’ EQUITY | ||||||||||||||||
Net (loss) income (restated) | $ (470) | $ 1,696 | $ (59) | |||||||||||||
[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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
Description of Business - Addit
Description of Business - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Aug. 01, 2021 | Aug. 31, 2021 | Sep. 30, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 31, 2022 | Oct. 14, 2022 | Aug. 31, 2022 | Apr. 19, 2022 | Jan. 27, 2022 | Jul. 31, 2021 | |
Description Of Business [Line Items] | |||||||||||
Investments in other entities – equity method | $ 40,299 | $ 41,715 | |||||||||
Access Primary Care Medical Group | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 80% | ||||||||||
Apollo-Sun Labs Management, LLC | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 49% | ||||||||||
Business combination, equity interest purchase obligation, period to purchase | 3 years | ||||||||||
Consideration transferred | $ 4,000 | ||||||||||
Business combination, equity interest purchase obligation, noncurrent | 5,800 | ||||||||||
Orma Health, Inc., and Provider Growth Solutions LLC | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 100% | ||||||||||
Jade Health Care Medical Group, Inc. | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 100% | ||||||||||
Valley Oaks Medical Group | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 100% | ||||||||||
AAMG | |||||||||||
Description Of Business [Line Items] | |||||||||||
Interest acquired | 100% | ||||||||||
DMG | |||||||||||
Description Of Business [Line Items] | |||||||||||
Investments in other entities – equity method | $ 8,500 | ||||||||||
Affiliated Entity | AP-AMH | |||||||||||
Description Of Business [Line Items] | |||||||||||
Amount of loan | $ 545,000 | ||||||||||
Term of receivable | 10 years | ||||||||||
Stated rate of note of loan receivable | 10% | ||||||||||
Interest rate in the event of default | 10.75% | ||||||||||
Affiliated Entity | APC | |||||||||||
Description Of Business [Line Items] | |||||||||||
Amount of loan | $ 300,000 | ||||||||||
Number of shares purchased by related party (in shares) | 15,015,015 | ||||||||||
APC | ApolloMed | |||||||||||
Description Of Business [Line Items] | |||||||||||
Investment, ownership interest | 18.12% | 19.68% | |||||||||
APC | Concourse Diagnostic Surgery Center, LLC | |||||||||||
Description Of Business [Line Items] | |||||||||||
Investment, ownership interest | 44% | ||||||||||
APC | Affiliated Entity | |||||||||||
Description Of Business [Line Items] | |||||||||||
Noncontrolling interest, shares distributed | 1,000,000 | ||||||||||
APC | Affiliated Entity | AP-AMH | |||||||||||
Description Of Business [Line Items] | |||||||||||
Distributions of preferred returns | $ 58,300 | $ 57,900 | |||||||||
APC | Affiliated Entity | AP-AMH | Series A Preferred Stock | |||||||||||
Description Of Business [Line Items] | |||||||||||
Number of shares purchased by related party (in shares) | 1,000,000 | ||||||||||
Tag-8 Medical Investment Group, LLC — related party | |||||||||||
Description Of Business [Line Items] | |||||||||||
Investments in other entities – equity method | $ 4,100 | ||||||||||
Asset acquisition, percentage of shares acquired | 50% | ||||||||||
Asset acquisition, percentage of shares acquired, net | 100% | ||||||||||
Tag-6 Medical Investment Group, LLC — related party | |||||||||||
Description Of Business [Line Items] | |||||||||||
Investments in other entities – equity method | $ 4,900 | ||||||||||
Asset acquisition, percentage of shares acquired | 50% | ||||||||||
Asset acquisition, percentage of shares acquired, net | 100% |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Sep. 30, 2021 USD ($) | Apr. 30, 2020 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Jun. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) segment units | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Number of operating segments | segment | 3 | |||||||||||||
Number of reportable segments | segment | 3 | |||||||||||||
Amount deposit accounts exceeded FDIC insured limit | $ 324,700,000 | $ 285,900,000 | $ 324,700,000 | $ 285,900,000 | ||||||||||
Marketable securities – certificates of deposit | 25,024,000 | 25,024,000 | ||||||||||||
Marketable securities – equity securities | 5,567,000 | 28,393,000 | $ 5,567,000 | 28,393,000 | ||||||||||
Risk pool surplus or deficits, settlement period after performance year | 18 months | |||||||||||||
Number of main reporting units | units | 3 | |||||||||||||
Goodwill | $ 236,730,000 | 269,053,000 | $ 250,860,000 | $ 246,688,000 | $ 245,757,000 | 246,416,000 | $ 236,730,000 | $ 232,431,000 | $ 232,431,000 | $ 269,053,000 | 246,416,000 | $ 232,430,000 | ||
Impairment of intangible assets | 0 | 0 | 0 | |||||||||||
Impairment of goodwill | 0 | 0 | 0 | |||||||||||
Fiduciary accounts payable | $ 8,065,000 | 10,534,000 | $ 8,065,000 | 10,534,000 | ||||||||||
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Other long-term liabilities | Other long-term liabilities | ||||||||||||
Contingent equity securities, percentage | 0% | |||||||||||||
Equity securities, unrealized loss | $ 2,400,000 | 0 | ||||||||||||
Total revenue | $ 294,208,000 | 317,001,000 | $ 269,697,000 | $ 263,258,000 | 195,100,000 | $ 227,117,000 | $ 175,638,000 | $ 176,058,000 | 1,144,163,000 | 773,915,000 | 687,180,000 | |||
Contract liabilities | 531,000 | 16,798,000 | $ 531,000 | 16,798,000 | ||||||||||
Voting rights held (more than) | 50% | |||||||||||||
Healthcare Delivery | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Goodwill | $ 116,500,000 | |||||||||||||
Contingent equity securities | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Contingent equity securities | 1,900,000 | 4,300,000 | $ 1,900,000 | 4,300,000 | ||||||||||
Interest rate swaps | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Derivative liability | 1,071,000 | 1,071,000 | ||||||||||||
Accounts Payable and Accrued Expenses | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Revenue recognized | 16,800,000 | |||||||||||||
Other Noncurrent Assets | Interest rate swaps | Cash Flow Hedging | Designated as Hedging Instrument | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Derivative asset, fair value | 3,200,000 | 3,200,000 | ||||||||||||
Level 2 | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Marketable securities – certificates of deposit | 0 | 0 | ||||||||||||
Marketable securities – equity securities | 0 | 4,270,000 | $ 0 | 4,270,000 | ||||||||||
Level 2 | Warrants | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Derivative liability | 1,100,000 | 1,100,000 | ||||||||||||
Level 2 | Interest rate swaps | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Derivative liability | 1,071,000 | 1,071,000 | ||||||||||||
APC | UCAP | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Ownership interest | 100% | |||||||||||||
Certificates of Deposit | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Marketable securities, current, maturity period (greater than) | 4 months | |||||||||||||
Marketable securities – certificates of deposit | $ 0 | 25,000,000 | $ 0 | 25,000,000 | ||||||||||
Clinigence Holdings, Inc. | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Payments to acquire common stock and warrants | $ 3,000,000 | |||||||||||||
CMS | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Expected period of payment upon termination of agreement | 30 days | |||||||||||||
PMPM | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Contract term | one year | |||||||||||||
Management contracts | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Total revenue | $ 41,094,000 | 35,959,000 | $ 34,850,000 | |||||||||||
NGACO | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Contract liabilities | $ 16,300,000 | 16,300,000 | ||||||||||||
Risk Pool Settlements and Incentives | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Total revenue | 48,800,000 | |||||||||||||
Universal Care Inc | UCAP | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Ownership interest disposed | 48.90% | |||||||||||||
Universal Care Inc | APC | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Additional proceeds to be received from sale of equity method investments, if circumstances met | $ 15,700,000 | |||||||||||||
PASC | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Impairment of investments | $ 0 | $ 0 | $ 0 | |||||||||||
Minimum | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Property and equipment, useful life | 3 years | |||||||||||||
Minimum | Management contracts | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Revenue, payment terms | 1 year | |||||||||||||
Maximum | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Property and equipment, useful life | 39 years | |||||||||||||
Maximum | Management contracts | ||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||||||
Revenue, payment terms | 10 years |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Gain (Loss) on Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | ||
Total losses recognized on equity securities | $ (23,713) | $ (10,745) |
Gains recognized on equity securities sold | 2,272 | 0 |
Unrealized losses recognized on equity securities held at end of period | $ (21,441) | $ (10,745) |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Disaggregation of Revenue by Payor Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 294,208 | $ 317,001 | $ 269,697 | $ 263,258 | $ 195,100 | $ 227,117 | $ 175,638 | $ 176,058 | $ 1,144,163 | $ 773,915 | $ 687,180 |
Commercial | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 171,723 | 138,333 | 108,851 | ||||||||
Medicare | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 633,463 | 307,286 | 271,596 | ||||||||
Medicaid | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | 280,083 | 283,311 | 269,079 | ||||||||
Other third parties | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 58,894 | $ 44,985 | $ 37,654 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Contributions to Revenue and Receivables by Payor (Details) - Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net revenue | Payor A | |||
Concentration Risk [Line Items] | |||
Concentration risk | 12.50% | 12.50% | |
Net revenue | Payor B | |||
Concentration Risk [Line Items] | |||
Concentration risk | 10.90% | ||
Net revenue | Payor C | |||
Concentration Risk [Line Items] | |||
Concentration risk | 34.20% | 11.90% | 13.10% |
Net revenue | Payor D | |||
Concentration Risk [Line Items] | |||
Concentration risk | 15.30% | 16.90% | |
Gross receivables | Payor C | |||
Concentration Risk [Line Items] | |||
Concentration risk | 26% | ||
Gross receivables | Payor E (restated) | |||
Concentration Risk [Line Items] | |||
Concentration risk | 52% | 45% | |
Gross receivables | Payor F | |||
Concentration Risk [Line Items] | |||
Concentration risk | 30% |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies - Carrying Amounts and Fair Values of Company's Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | $ 135,235 | $ 114,665 |
Marketable securities – certificates of deposit | 25,024 | |
Marketable securities – equity securities | 5,567 | 28,393 |
Total assets | 145,866 | 173,497 |
Total liabilities | 6,868 | 2,071 |
APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 1,000 | 1,000 |
AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 5,851 | |
VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 17 | |
Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,900 | 4,270 |
Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,164 | |
Interest rate swaps | 1,071 | |
Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,145 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | 135,235 | 114,665 |
Marketable securities – certificates of deposit | 25,024 | |
Marketable securities – equity securities | 5,567 | 24,123 |
Total assets | 140,802 | 163,812 |
Total liabilities | 0 | 0 |
Level 1 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | 0 |
Level 1 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | |
Level 1 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | |
Level 1 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 1 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Interest rate swaps | 0 | |
Level 1 | Warrants | ||
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 accounts | 0 | 0 |
Marketable securities – certificates of deposit | 0 | |
Marketable securities – equity securities | 0 | 4,270 |
Total assets | 3,164 | 5,415 |
Total liabilities | 0 | 1,071 |
Level 2 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | 0 |
Level 2 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | |
Level 2 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 0 | |
Level 2 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 2 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,164 | |
Interest rate swaps | 1,071 | |
Level 2 | Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,145 | |
Interest rate swaps | 1,100 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | 0 | 0 |
Marketable securities – certificates of deposit | 0 | |
Marketable securities – equity securities | 0 | 0 |
Total assets | 1,900 | 4,270 |
Total liabilities | 6,868 | 1,000 |
Level 3 | APCMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 1,000 | 1,000 |
Level 3 | AAMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 5,851 | |
Level 3 | VOMG | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
APCMG contingent consideration | 17 | |
Level 3 | Contingent equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,900 | 4,270 |
Level 3 | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 0 | |
Interest rate swaps | 0 | |
Level 3 | Warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 0 |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies - Change in Fair Value of Level 3 Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at January 1, 2022 | $ 6,868 | $ 1,000 |
Balance at December 31, 2022 | 6,868 | |
AAMG | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration | 5,851 | |
VOMG | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration | $ 17 |
Business Combinations and Goo_3
Business Combinations and Goodwill - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | ||||||||
Oct. 31, 2021 | Aug. 31, 2021 | Dec. 31, 2022 | Oct. 31, 2022 | Oct. 14, 2022 | Apr. 19, 2022 | Jan. 27, 2022 | Aug. 01, 2021 | Jul. 31, 2021 | |
AAMG | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 100% | ||||||||
Contingent consideration | $ 5.9 | $ 5.6 | |||||||
Valley Oaks Medical Group | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 100% | ||||||||
Jade Health Care Medical Group, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 100% | ||||||||
Orma Health, Inc., and Provider Growth Solutions LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 100% | ||||||||
Access Primary Care Medical Group | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 80% | ||||||||
Contingent consideration | $ 1 | ||||||||
Apollo-Sun Labs Management, LLC | |||||||||
Business Acquisition [Line Items] | |||||||||
Interest acquired | 49% | ||||||||
Business combination, equity interest purchase obligation, period to purchase | 3 years | ||||||||
DMG | |||||||||
Business Acquisition [Line Items] | |||||||||
Business combination, equity interest purchase obligation, period to purchase | 3 years |
Business Combinations and Goo_4
Business Combinations and Goodwill - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Business Combinations [Abstract] | ||
Revenue | $ 1,176,082 | $ 825,630 |
Net income attributable to Apollo Medical Holdings, Inc. | $ 44,497 | $ 68,855 |
EPS - basic (in dollars per share) | $ 0.99 | $ 1.57 |
EPS - diluted (in dollars per share) | $ 0.98 | $ 1.52 |
Business Combinations and Goo_5
Business Combinations and Goodwill - Goodwill Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill | ||
Beginning Balance | $ 246,416 | $ 232,430 |
Acquisitions | 21,486 | 13,986 |
Adjustments | 1,151 | |
Ending Balance | $ 269,053 | $ 246,416 |
Land, Property and Equipment,_3
Land, Property and Equipment, Net - Schedule of Land, Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 132,583 | $ 73,568 |
Less accumulated depreciation and amortization | (24,047) | (20,382) |
Land, property, and equipment, net | $ 108,536 | 53,186 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 3 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 39 years | |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 32,288 | 20,937 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 58,451 | 21,661 |
Buildings | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 5 years | |
Buildings | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 39 years | |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 4,731 | 3,589 |
Computer software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 3 years | |
Computer software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 5 years | |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 17,161 | 15,358 |
Furniture and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 3 years | |
Furniture and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 7 years | |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 12,801 | 4,901 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Land, property and equipment, gross | $ 7,151 | $ 7,122 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 3 years | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (Years) | 39 years |
Land, Property and Equipment,_4
Land, Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Assets recorded under finance leases | $ 1.8 | $ 1.3 | |
Depreciation expense | $ 3.7 | $ 2.1 | $ 2.3 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Indefinite-lived Intangible Assets [Roll Forward] | |||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 |
Amortized intangible assets: | |||
Accumulated Amortization | (118,611,000) | (104,922,000) | |
Total | 74,711,000 | ||
Intangible Assets, Gross | 195,472,000 | 187,729,000 | 176,529,000 |
Additions | 7,743,000 | 11,200,000 | |
Impairment/ Disposal | 0 | 0 | |
Intangible Assets, Net | 76,861,000 | 82,807,000 | |
Network relationships | |||
Amortized intangible assets: | |||
Beginning Balance, Gross | 150,679,000 | 143,930,000 | |
Additions | 0 | 6,749,000 | |
Impairment/ Disposal | 0 | 0 | |
Accumulated Amortization | (95,451,000) | (84,865,000) | |
Ending Balance, Gross | 150,679,000 | 150,679,000 | 143,930,000 |
Total | $ 55,228,000 | $ 65,814,000 | |
Network relationships | Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 11 years | 11 years | |
Network relationships | Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 21 years | 15 years | |
Management contracts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 15 years | 15 years | |
Amortized intangible assets: | |||
Beginning Balance, Gross | $ 22,832,000 | $ 22,832,000 | |
Additions | 0 | 0 | |
Impairment/ Disposal | 0 | 0 | |
Accumulated Amortization | (15,208,000) | (13,563,000) | |
Ending Balance, Gross | 22,832,000 | 22,832,000 | 22,832,000 |
Total | $ 7,624,000 | $ 9,269,000 | |
Member relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 12 years | 12 years | |
Amortized intangible assets: | |||
Beginning Balance, Gross | $ 8,997,000 | $ 6,696,000 | |
Additions | 7,636,000 | 2,301,000 | |
Impairment/ Disposal | 0 | 0 | |
Accumulated Amortization | (5,619,000) | (4,606,000) | |
Ending Balance, Gross | 16,633,000 | 8,997,000 | 6,696,000 |
Total | $ 11,014,000 | $ 4,391,000 | |
Patient management platform | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 5 years | 5 years | |
Amortized intangible assets: | |||
Beginning Balance, Gross | $ 2,060,000 | $ 2,060,000 | |
Additions | 0 | 0 | |
Impairment/ Disposal | 0 | 0 | |
Accumulated Amortization | (2,060,000) | (1,682,000) | |
Ending Balance, Gross | 2,060,000 | 2,060,000 | 2,060,000 |
Total | $ 0 | $ 378,000 | |
Tradename/trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 20 years | 20 years | |
Amortized intangible assets: | |||
Beginning Balance, Gross | $ 1,011,000 | $ 1,011,000 | |
Additions | 0 | 0 | |
Impairment/ Disposal | 0 | 0 | |
Accumulated Amortization | (257,000) | (206,000) | |
Ending Balance, Gross | 1,011,000 | 1,011,000 | $ 1,011,000 |
Total | $ 754,000 | 805,000 | |
Developed technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (Years) | 6 years | ||
Amortized intangible assets: | |||
Beginning Balance, Gross | $ 0 | ||
Additions | 107,000 | ||
Impairment/ Disposal | 0 | ||
Accumulated Amortization | (16,000) | ||
Ending Balance, Gross | 107,000 | 0 | |
Total | 91,000 | ||
Trademarks | |||
Indefinite-lived Intangible Assets [Roll Forward] | |||
Beginning Balance | 2,150,000 | ||
Additions | 0 | 2,150,000 | |
Impairment of intangible assets | 0 | ||
Ending Balance | $ 2,150,000 | $ 2,150,000 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 13.7 | $ 15.4 | $ 16 |
Network relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 10 years 1 month 6 days | ||
Management contracts | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 7 years 4 months 24 days | ||
Member relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 12 years | ||
Tradename/trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 14 years 9 months 18 days | ||
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 5 years 1 month 6 days | ||
Amortized Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average useful life | 10 years 2 months 12 days |
Intangible Assets, Net - Sche_2
Intangible Assets, Net - Schedule of Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 11,680 |
2024 | 11,521 |
2025 | 10,594 |
2026 | 9,354 |
2027 | 8,069 |
Thereafter | 23,493 |
Total | $ 74,711 |
Investments in Other Entities -
Investments in Other Entities - Equity Method (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | $ 41,715 |
Allocation of Income (Loss) | 5,622 |
Funding reclassified to loan receivable | (2,125) |
Funding | 2,105 |
Entity Consolidated | (6,418) |
Distribution | (600) |
Ending Balance | 40,299 |
LaSalle Medical Associates – IPA Line of Business | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 3,034 |
Allocation of Income (Loss) | 4,775 |
Funding reclassified to loan receivable | (2,125) |
Funding | 0 |
Entity Consolidated | 0 |
Distribution | 0 |
Ending Balance | 5,684 |
Pacific Medical Imaging & Oncology Center, Inc. | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 1,719 |
Allocation of Income (Loss) | 159 |
Funding reclassified to loan receivable | 0 |
Funding | 0 |
Entity Consolidated | 0 |
Distribution | 0 |
Ending Balance | 1,878 |
531 W. College, LLC – related party | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 17,230 |
Allocation of Income (Loss) | (619) |
Funding reclassified to loan receivable | 0 |
Funding | 670 |
Entity Consolidated | 0 |
Distribution | 0 |
Ending Balance | 17,281 |
One MSO, LLC — related party | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 2,910 |
Allocation of Income (Loss) | 408 |
Funding reclassified to loan receivable | 0 |
Funding | 0 |
Entity Consolidated | 0 |
Distribution | (600) |
Ending Balance | 2,718 |
Tag-6 Medical Investment Group, LLC — related party | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 4,830 |
Allocation of Income (Loss) | 153 |
Funding reclassified to loan receivable | 0 |
Funding | 1,435 |
Entity Consolidated | (6,418) |
Distribution | 0 |
Ending Balance | 0 |
CAIPA MSO, LLC | |
Equity Method Investments [Roll Forward] | |
Beginning Balance | 11,992 |
Allocation of Income (Loss) | 746 |
Funding reclassified to loan receivable | 0 |
Funding | 0 |
Entity Consolidated | 0 |
Distribution | 0 |
Ending Balance | $ 12,738 |
Investments in Other Entities_2
Investments in Other Entities - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Jul. 01, 2019 | May 31, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Aug. 31, 2022 | Aug. 31, 2021 | Apr. 23, 2019 | Jul. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | $ 5,622,000 | $ (4,306,000) | $ 3,694,000 | ||||||
Investments in other entities – equity method | 40,299,000 | 41,715,000 | |||||||
Funding | 2,105,000 | ||||||||
APC | MediPortal LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Membership interests purchased (in shares) | 270,000 | ||||||||
Payments to purchase membership interests | $ 400,000 | ||||||||
Membership interests acquired (in dollars per share) | $ 1.50 | ||||||||
Ownership percentage | 2.80% | ||||||||
Term of warrant | 5 years | ||||||||
Number of warrants (in shares) | 270,000 | ||||||||
Term of option | 5 years | ||||||||
Options to purchase additional membership interests (in shares) | 380,000 | ||||||||
Number of warrants available to purchase, contingent upon the portal completion date (in shares) | 480,000 | ||||||||
NMM | AchievaMed, Inc. | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership percentage | 10% | ||||||||
Percentage of voting common stock, within five years | 50% | ||||||||
Duration of investment | 5 years | ||||||||
Investment amount | $ 500,000 | 500,000 | |||||||
Tag-6 Medical Investment Group, LLC — related party | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investments in other entities – equity method | $ 4,900,000 | ||||||||
Asset acquisition, percentage of shares acquired, net | 100% | ||||||||
Asset acquisition, percentage of shares acquired | 50% | ||||||||
LaSalle Medical Associates – IPA Line of Business | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investments in other entities – equity method | 5,684,000 | 3,034,000 | |||||||
Funding | 0 | ||||||||
LaSalle Medical Associates – IPA Line of Business | APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | 4,800,000 | (5,800,000) | |||||||
LaSalle Medical Associates – IPA Line of Business | APC | Dr. Arteaga | Notes Receivable | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Amount of loan | $ 6,400,000 | $ 6,400,000 | |||||||
Increase in ownership percentage, finance receivable converted | 21.25% | ||||||||
LaSalle Medical Associates – IPA Line of Business | APC and APC-LSMA | Dr. Arteaga | Notes Receivable | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership upon conversion of finance receivable | 46.25% | ||||||||
LaSalle Medical Associates – IPA Line of Business | NMM | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 25% | ||||||||
Pacific Medical Imaging & Oncology Center, Inc. | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investments in other entities – equity method | $ 1,878,000 | 1,719,000 | |||||||
Funding | 0 | ||||||||
Pacific Medical Imaging & Oncology Center, Inc. | APC LSMA | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 40% | ||||||||
Pacific Medical Imaging & Oncology Center, Inc. | APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | 200,000 | 300,000 | |||||||
Investments in other entities – equity method | 1,900,000 | 1,700,000 | |||||||
531 W. College, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investments in other entities – equity method | 17,281,000 | 17,230,000 | |||||||
Funding | 670,000 | ||||||||
531 W. College, LLC | NMM and APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | (600,000) | $ (200,000) | |||||||
531 W. College, LLC | APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 50% | 50% | |||||||
Investments in other entities – equity method | 17,300,000 | $ 17,200,000 | |||||||
Funding | 700,000 | 200,000 | |||||||
One MSO, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | 400,000 | 500,000 | |||||||
Investments in other entities – equity method | 2,718,000 | 2,910,000 | |||||||
Funding | 0 | ||||||||
One MSO, LLC | APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 50% | ||||||||
Tag-6 Medical Investment Group, LLC — related party | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | 200,000 | 300,000 | |||||||
Investments in other entities – equity method | 0 | 4,830,000 | |||||||
Funding | $ 1,435,000 | ||||||||
Tag-6 Medical Investment Group, LLC — related party | APC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 50% | ||||||||
Asset acquisition, percentage of shares acquired, net | 100% | ||||||||
CAIPA MSO, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Income (loss) from equity method investments | $ 700,000 | 300,000 | |||||||
Investments in other entities – equity method | $ 12,700,000 | $ 12,000,000 | $ 11,700,000 | ||||||
CAIPA MSO, LLC | ApolloMed | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 30% | ||||||||
LMA | NMM | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Ownership interest | 25% |
Investments in Other Entities _
Investments in Other Entities — Summarized Balance Sheets and Statements of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ 288,027 | $ 233,097 | $ 288,027 | $ 233,097 | $ 193,470 | |||||||||||
Receivables, net | 49,631 | 10,608 | 49,631 | 10,608 | ||||||||||||
Loans receivable | 996 | 0 | 996 | 0 | ||||||||||||
Total assets | 966,213 | [1] | $ 954,896 | $ 967,432 | $ 922,659 | 867,361 | [1] | $ 871,154 | $ 895,717 | $ 843,141 | 966,213 | [1] | 867,361 | [1] | ||
Liabilities and stockholders’ deficit | ||||||||||||||||
Current liabilities | 148,610 | 155,542 | 114,719 | 115,173 | 125,873 | 122,553 | 148,610 | 114,719 | ||||||||
Stockholders’ deficit | 544,310 | 454,107 | 544,310 | 454,107 | 329,463 | $ 192,335 | ||||||||||
Total liabilities, mezzanine equity, and stockholders’ equity | 966,213 | 867,361 | 966,213 | 867,361 | ||||||||||||
Statements of Operations | ||||||||||||||||
Revenues | 294,208 | 317,001 | 269,697 | 263,258 | 195,100 | 227,117 | 175,638 | 176,058 | 1,144,163 | 773,915 | 687,180 | |||||
Expenses | 281,628 | 266,910 | 254,315 | 237,047 | 192,852 | 173,957 | 154,650 | 154,277 | 1,039,898 | 675,736 | 606,677 | |||||
Income from operations | 12,580 | 50,091 | 15,382 | 26,211 | 2,248 | 53,160 | 20,988 | 21,781 | 104,265 | 98,179 | 80,503 | |||||
Other income (expense) | 3,944 | (3,750) | 1,077 | |||||||||||||
Net income | (883) | $ 23,897 | $ 11,277 | $ 11,450 | (18,152) | $ (5,229) | $ 56,269 | $ 13,167 | 45,741 | 46,055 | 122,083 | |||||
LaSalle Medical Associates | ||||||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | 15,671 | 6,619 | 15,671 | 6,619 | ||||||||||||
Receivables, net | 5,064 | 2,269 | 5,064 | 2,269 | ||||||||||||
Prepaid assets | 5,032 | 0 | 5,032 | 0 | ||||||||||||
Loans receivable | 2,250 | 2,250 | 2,250 | 2,250 | ||||||||||||
Restricted cash | 700 | 696 | 700 | 696 | ||||||||||||
Total assets | 28,717 | 11,834 | 28,717 | 11,834 | ||||||||||||
Liabilities and stockholders’ deficit | ||||||||||||||||
Current liabilities | 30,331 | 32,405 | 30,331 | 32,405 | ||||||||||||
Stockholders’ deficit | (1,614) | (20,571) | (1,614) | (20,571) | ||||||||||||
Total liabilities, mezzanine equity, and stockholders’ equity | $ 28,717 | $ 11,834 | 28,717 | 11,834 | ||||||||||||
Statements of Operations | ||||||||||||||||
Revenues | 253,469 | 204,061 | 186,964 | |||||||||||||
Expenses | 239,884 | 220,132 | 185,724 | |||||||||||||
Income from operations | 13,585 | (16,071) | 1,240 | |||||||||||||
Other income (expense) | (44) | 0 | 8 | |||||||||||||
Net income | $ 13,541 | $ (16,071) | $ 1,248 | |||||||||||||
[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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
Loan Receivable and Loan Rece_2
Loan Receivable and Loan Receivable – Related Parties - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Oct. 31, 2020 | Oct. 30, 2020 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Loss recorded, loan receivable | $ 0 | ||
Loss recorded, loan receivable - related parties | $ 0 | ||
NMM | LMA | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Ownership interest | 25% | ||
Notes Receivable | Pacific6 | NMM | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount of loan | $ 500,000 | ||
Interest rate on loan receivable | 5% | ||
Notes Receivable | APC LSMA | LMA | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount of loan | $ 2,100,000 | ||
Note receivable, interest rate | 1% | ||
Notes Receivable | AHMC | APC | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount of loan | $ 4,000,000 | ||
Note receivable, interest rate | 3.75% |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Accounts payable and other accruals | $ 10,473 | $ 5,513 |
Capitation payable | 4,229 | 2,697 |
Subcontractor IPA payable | 2,415 | 1,587 |
Professional fees | 2,709 | 878 |
Due to related parties | 3,304 | 2,301 |
Contract liabilities | 531 | 16,798 |
Accrued compensation | 15,301 | 10,107 |
Other provider payable | 10,600 | 4,070 |
Total accounts payable and accrued expenses | $ 49,562 | $ 43,951 |
Medical Liabilities - Schedule
Medical Liabilities - Schedule of Medical Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Medical Liabilities [Roll Forward] | ||
Medical liabilities, beginning of year | $ 55,783 | $ 50,330 |
Acquired (see Note 4) | 2,956 | 175 |
Components of medical care costs related to claims incurred: | ||
Current period | 646,679 | 347,720 |
Prior periods | 5,152 | 553 |
Total medical care costs | 651,831 | 348,273 |
Payments for medical care costs related to claims incurred: | ||
Current period | (559,751) | (291,243) |
Prior periods | (67,149) | (51,231) |
Total paid | (626,900) | (342,474) |
Adjustments (restated) | (2,415) | (521) |
Medical liabilities, end of year (restated) | $ 81,255 | $ 55,783 |
Credit Facility, Bank Loans, _3
Credit Facility, Bank Loans, and Lines of Credit - Schedule of Credit Facility Information (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Line of Credit Facility [Line Items] | ||
Total debt | $ 207,327 | $ 187,965 |
Less: Current portion of debt | (619) | (780) |
Less: Unamortized financing costs | (3,319) | (4,268) |
Long-term debt | 203,389 | 182,917 |
Real Estate Loans | ||
Line of Credit Facility [Line Items] | ||
Total debt | 23,168 | 7,396 |
Construction Loan | ||
Line of Credit Facility [Line Items] | ||
Total debt | 4,159 | 569 |
Less: Current portion of debt | (4,200) | |
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 | Dec. 31, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2023 | $ 619 |
2024 | 4,800 |
2025 | 7,184 |
2026 | 454 |
2027 | 180,472 |
Thereafter | 13,798 |
Total | $ 207,327 |
Credit Facility, Bank Loans, _5
Credit Facility, Bank Loans, and Lines of Credit - Additional Information (Detail) | 11 Months Ended | 12 Months Ended | ||||||||||
Jan. 25, 2022 USD ($) | Jun. 16, 2021 USD ($) | Dec. 01, 2023 | Dec. 31, 2022 USD ($) financial_ratio | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Sep. 07, 2022 USD ($) | Aug. 31, 2022 | Jan. 01, 2022 | Jun. 30, 2021 USD ($) | Apr. 30, 2021 USD ($) | Sep. 10, 2019 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||
Dividend declared included in dividend payable | $ 6,400,000 | $ 700,000 | $ 700,000 | |||||||||
Current portion of long-term debt | 619,000 | 780,000 | ||||||||||
Deferred financing costs | 3,300,000 | 4,300,000 | ||||||||||
Interest expense | 7,920,000 | $ 5,394,000 | $ 9,499,000 | |||||||||
APC | MPP | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Asset acquisition, percentage of shares acquired | 100% | |||||||||||
APC | AMG Properties | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Asset acquisition, percentage of shares acquired | 100% | |||||||||||
APC | ZLL | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Asset acquisition, percentage of shares acquired | 100% | |||||||||||
MPP | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 5,900,000 | |||||||||||
Minimum debt coverage ratio | 1.25 | |||||||||||
MPP | Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | (0.50%) | |||||||||||
AMG Properties | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 600,000 | |||||||||||
Minimum debt coverage ratio | 1.25 | |||||||||||
AMG Properties | Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | (0.30%) | |||||||||||
ZLL | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 600,000 | |||||||||||
Minimum debt coverage ratio | 1.25 | |||||||||||
ZLL | Prime Rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | (0.50%) | |||||||||||
120 Hellman LLC | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 16,300,000 | $ 16,000,000 | ||||||||||
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% | |||||||||||
Tag-8 Medical Investment Group, LLC — related party | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Asset acquisition, percentage of shares acquired | 50% | |||||||||||
Asset acquisition, percentage of shares acquired, net | 100% | |||||||||||
Tag-6 Medical Investment Group, LLC — related party | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Asset acquisition, percentage of shares acquired | 50% | |||||||||||
Asset acquisition, percentage of shares acquired, net | 100% | |||||||||||
Business Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 3,400,000 | |||||||||||
Construction Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Current portion of long-term debt | $ 4,200,000 | |||||||||||
Standby Letters of Credit | APC | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 300,000 | |||||||||||
Term of facility | 1 year | |||||||||||
Standby Letters of Credit | Alpha Care | Preferred Bank | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 3,800,000 | |||||||||||
Term of facility | 1 year | |||||||||||
Amended Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Commitment fee | $ 50,000 | |||||||||||
Amended Credit Agreement | Truist Bank | Standby Letters of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 21,100,000 | |||||||||||
Term of facility | 1 year | |||||||||||
Amended Credit Agreement | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Required annual facility fee | 0.175% | |||||||||||
Basis spread on variable rate | 0.25% | |||||||||||
Amended Credit Agreement | Minimum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.25% | |||||||||||
Amended Credit Agreement | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Required annual facility fee | 0.35% | |||||||||||
Basis spread on variable rate | 1.50% | |||||||||||
Amended Credit Agreement | Maximum | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2.50% | |||||||||||
Amended Credit Agreement | Revolver Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving credit facility term | 5 years | |||||||||||
Interest rate at end of period | 5.92% | |||||||||||
Deferred financing costs | $ 700,000 | |||||||||||
Amended Credit Agreement | Revolver Loan | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 400,000,000 | |||||||||||
Amended Credit Agreement | Letter of Credit | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | 25,000,000 | |||||||||||
Amended Credit Agreement | Bridge Loan | Line of Credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 25,000,000 | |||||||||||
Amended Credit Agreement | Standby Letters of Credit | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Required annual facility fee | 1.25% | |||||||||||
Amended Credit Agreement | Standby Letters of Credit | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Required annual facility fee | 2.50% | |||||||||||
Credit Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Number of key financial ratios | financial_ratio | 2 | |||||||||||
Maximum consolidated leverage ratio | 3.75 | |||||||||||
Debt covenant, aggregate purchase price, maximum | $ 75,000,000 | |||||||||||
Consolidated leverage ratio, annual change | 0.25 | |||||||||||
Maximum adjusted consolidated leverage ratio | 4 | |||||||||||
Minimum consolidated interest coverage ratio | 3.25 | |||||||||||
Interest rate during period | 3.22% | 2.06% | 3.48% | |||||||||
Interest expense | $ 900,000 | $ 1,200,000 | $ 1,400,000 | |||||||||
Credit Agreement | Revolver Loan | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Deferred financing costs | $ 6,500,000 | |||||||||||
Construction Loan | Tag-8 Medical Investment Group, LLC — related party | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Face amount of debt | $ 10,700,000 | |||||||||||
Construction Loan | Tag-8 Medical Investment Group, LLC — related party | LIBOR | Forecast | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2% | |||||||||||
APC Business Loan Agreement | Line of Credit | APC | Preferred Bank | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maximum loan availability | $ 4,100,000 | |||||||||||
Construction Loans | Tag-8 Medical Investment Group, LLC — related party | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, covenant, cash flow coverage ratio, minimum | 0.0125 |
Income Taxes - Income Tax Provi
Income Taxes - Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current | |||||||||||
Federal | $ 35,365 | $ 15,623 | $ 38,878 | ||||||||
State | 19,788 | 8,399 | 17,070 | ||||||||
Current income tax expense (benefit) | 55,153 | 24,022 | 55,948 | ||||||||
Deferred | |||||||||||
Federal | (11,552) | 3,878 | (2,226) | ||||||||
State | (2,726) | 3,793 | 2,622 | ||||||||
Deferred income tax expense (benefit) | (14,278) | 7,671 | 396 | ||||||||
Total provision for income taxes | $ 11,338 | $ 17,366 | $ 5,352 | $ 6,818 | $ (4,278) | $ (276) | $ 28,181 | $ 8,067 | $ 40,875 | $ 31,693 | $ 56,344 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | $ 8,292 | $ 3,978 | |
Valuation allowance, increase | $ 4,300 | ||
Federal corporate tax rate | 21% | 21% | 21% |
Minimum | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards, expiration period | 2027 | ||
Maximum | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards, expiration period | 2042 | ||
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | $ 30,600 | ||
Net operating loss carryforwards, not subject to expiration | 19,500 | ||
California | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforwards | $ 42,300 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets | ||
State taxes | $ 2,489 | $ 1,706 |
Accrued expenses | 670 | 1,864 |
Allowance for bad debts | 853 | 153 |
Investment in other entities | 2,145 | 3,289 |
Net operating loss carryforward | 9,383 | 8,841 |
Lease liability | 6,470 | 4,208 |
Unrealized gain | 8,971 | 3,007 |
Stock options | 1,011 | 0 |
Other | 2 | 0 |
Deferred tax assets before valuation allowance | 31,994 | 23,068 |
Valuation allowance | (8,292) | (3,978) |
Net deferred tax assets | 23,702 | 19,090 |
Deferred tax liabilities | ||
Property and equipment | (1,840) | (777) |
Acquired intangible assets | (21,268) | (23,763) |
Stock options | 0 | (1,641) |
Right-of-use assets | (5,632) | (4,117) |
Debt issuance cost | (725) | (988) |
Undistributed Dividend | (8,454) | (17,852) |
481(a) adjustment | 0 | (87) |
Deferred tax liabilities | (37,919) | (49,225) |
Net deferred liabilities | $ (14,217) | $ (30,135) |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Tax provision at U.S. federal statutory rates | 21% | 21% | 21% |
State income taxes net of federal benefit | 12.10% | 12.90% | 9.10% |
Non-deductible permanent items | 0.90% | 4% | 0.30% |
Variable interest entities | (1.10%) | (1.30%) | (0.20%) |
Stock-based compensation | (0.30%) | (1.00%) | (0.30%) |
Change in valuation allowance | 4.40% | 0% | 0.30% |
Investment basis adjustment | 1.20% | (2.10%) | 0% |
NOL adjustment | 0.50% | (0.10%) | 0.10% |
Undistributed dividend | 7.20% | 8% | 2% |
Other | 1.20% | (0.30%) | (0.80%) |
Effective income tax rate | 47.10% | 41.10% | 31.50% |
Mezzanine and Stockholders' E_2
Mezzanine and Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2017 | Mar. 31, 2016 | Oct. 31, 2015 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Stock [Line Items] | ||||||||
Number of shares holdback percentage | 10% | |||||||
Share-based compensation arrangement by based payment award outstanding (in shares) | 859,850 | 813,965 | ||||||
Stock issued during period share conversion of notes (in shares) | 520,081 | |||||||
Stock issued during period value conversion of notes | $ 5,400 | |||||||
Holdback shares not issued to former shareholders (in shares) | 140,954 | |||||||
Payments of ordinary dividends common stock | $ 14,030 | $ 31,089 | $ 51,319 | |||||
Treasury stock, common, shares (in shares) | 10,299,259 | 10,925,702 | ||||||
Tranche one | ||||||||
Class of Stock [Line Items] | ||||||||
Share-based compensation arrangement by based payment award outstanding (in shares) | 1,511,380 | 1,519,805 | ||||||
Warrant 1 | ||||||||
Class of Stock [Line Items] | ||||||||
Exercise price per share (in dollars per share) | $ 11 | |||||||
Number of warrants (in shares) | 850,000 | |||||||
Warrant 2 | ||||||||
Class of Stock [Line Items] | ||||||||
Exercise price per share (in dollars per share) | $ 10 | |||||||
Number of warrants (in shares) | 900,000 | |||||||
Private Placement | ||||||||
Class of Stock [Line Items] | ||||||||
Number of shares purchased by related party (in shares) | 1,111,111 | |||||||
Class of warrant, number of securities called by each warrant | 1 | |||||||
Exercise price per share (in dollars per share) | $ 9 | |||||||
Stock issued during period new issues | $ 10,000 | |||||||
Former Shareholders of NMM | ||||||||
Class of Stock [Line Items] | ||||||||
Shares issued (in shares) | 25,675,630 | |||||||
Series B Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Number of shares purchased by related party (in shares) | 555,555 | |||||||
Exercise price per share (in dollars per share) | $ 10 | |||||||
Stock issued during period new issues | $ 5,000 | |||||||
APC | ||||||||
Class of Stock [Line Items] | ||||||||
Payments of ordinary dividends common stock | $ 37,900 | $ 29,900 | 136,600 | |||||
Treasury stock, common, shares (in shares) | 10,299,259 | 10,925,702 | ||||||
CDSC | ||||||||
Class of Stock [Line Items] | ||||||||
Payments of ordinary dividends common stock | $ 3,500 | $ 1,500 | $ 2,100 | |||||
NMM | ||||||||
Class of Stock [Line Items] | ||||||||
Stock repurchased during period (in shares) | 30,397,489 | |||||||
Number of shares holdback percentage | 10% | |||||||
Number of shares held back (in shares) | 3,039,749 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Mar. 31, 2016 | Oct. 31, 2015 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 08, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued for exercise of options and warrants (in shares) | 41,603 | 40,000 | ||||
Cashless options, exercises in period (in shares) | 0 | |||||
Options exercised | $ 1 | $ 2.8 | $ 1.8 | |||
Weighted average exercise price (in dollars per share) | $ 25.88 | $ 22.74 | ||||
Weighted average grant date fair value granted (in dollars per share) | $ 22.32 | $ 32.63 | $ 9.89 | |||
Warrants exercises in period (in shares) | 900,000 | 900,000 | ||||
Warrant issued during period value stock options exercised | $ 9 | $ 8.8 | ||||
Treasury stock, common, shares (in shares) | 10,299,259 | 10,925,702 | ||||
APC | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Warrants exercises in period (in shares) | 100,000 | |||||
Treasury stock, common, shares (in shares) | 10,299,259 | 10,925,702 | ||||
Series B Preferred Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares purchased by related party (in shares) | 555,555 | |||||
Exercise Price Per Share (in dollars per share) | $ 10 | |||||
Common Stock | Common Stock Warrants | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares purchased by related party (in shares) | 850,000 | |||||
Exercise Price Per Share (in dollars per share) | $ 11 | |||||
Common Stock | $10 Common Stock Warrants | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares purchased by related party (in shares) | 900,000 | |||||
Exercise Price Per Share (in dollars per share) | $ 10 | |||||
Private Placement | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares purchased by related party (in shares) | 1,111,111 | |||||
Exercise Price Per Share (in dollars per share) | $ 9 | |||||
Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options exercisable weighted average exercise price (in dollars per share) | $ 15.35 | |||||
Share-based compensation arrangement by share based payment award, warrant exercised, exercise price | 10 | $ 9 | ||||
Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options exercisable weighted average exercise price (in dollars per share) | 23.24 | 5.20 | ||||
Share-based compensation arrangement by share based payment award, warrant exercised, exercise price | $ 11 | $ 11 | ||||
APC Stock Option | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Proceeds for exercise of options and warrants | $ 0.7 | $ 0.2 | ||||
Executive | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options, grants in period (in shares) | 100,000 | |||||
Executive | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | $ 41.59 | |||||
Executive | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average exercise price (in dollars per share) | $ 53.01 | |||||
Restricted stock awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock awards granted (in shares) | 580,981 | |||||
Contingent on performance (in shares) | 327,552 | |||||
Weighted average grant date fair value granted (in dollars per share) | $ 41.66 | $ 50.73 | $ 17.56 | |||
Fair value of awards | $ 10.8 | $ 1.1 | $ 1.4 | |||
Restricted stock awards | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 5 months | |||||
Restricted stock awards | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
2013 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares authorized (in shares) | 0 | 500,000 | ||||
2015 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares authorized (in shares) | 1,500,000 | |||||
Number of share available for grant (in shares) | 1,100,000 | 1,700,000 | 100,000 | |||
Unrecognized compensation expense | $ 24.8 | |||||
Unrecognized compensation expense, weighted-average period | 2 years 3 months 18 days |
Stock-Based Compensation - Shar
Stock-Based Compensation - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 16,101 | $ 6,745 | $ 3,383 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 3,792 | 2,480 | 1,763 |
Restricted stock awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 12,309 | $ 4,265 | $ 1,620 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Shares | |||
Beginning balance (in shares) | 859,850 | 813,965 | |
Options granted (in shares) | 87,488 | ||
Options exercised (in shares) | (41,603) | (40,000) | |
Options canceled, forfeited or expired (in shares) | 0 | ||
Ending balance (in shares) | 859,850 | 813,965 | |
Options exercisable (in shares) | 734,027 | ||
Weighted-Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 22.74 | ||
Options granted (in dollars per share) | 51.21 | ||
Options exercised (in dollars per share) | 17.81 | ||
Options canceled, forfeited or expired (in dollars per share) | 0 | ||
Ending balance (in dollars per share) | 25.88 | $ 22.74 | |
Options exercisable (in dollars per share) | $ 17.32 | ||
Weighted-Average Remaining Contractual Term (Years) | |||
Options outstanding | 2 years 2 months 8 days | 3 years 2 months 12 days | |
Options exercisable | 1 year 8 months 8 days | ||
Aggregate Intrinsic Value (in millions) | |||
Options outstanding | $ 10.3 | $ 41.6 | |
Options exercised | 1 | $ 2.8 | $ 1.8 |
Options exercisable | $ 10 |
Stock-Based Compensation - Opti
Stock-Based Compensation - Options, Assumptions Under Black-Scholes (Details) - Executive | 12 Months Ended |
Dec. 31, 2022 $ / shares | |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term | 1 year 6 months |
Expected volatility | 71.47% |
Risk-free interest rate | 1.02% |
Market value of common stock | $ 17.47 |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term | 2 years 3 months |
Expected volatility | 82.05% |
Risk-free interest rate | 2.47% |
Market value of common stock | $ 23.42 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Restricted Stock Awards | |
Number of Shares | |
Unvested as of January 1, 2022 | shares | 541,507 |
Restricted stock awards granted (in shares) | shares | 253,429 |
Vested (in shares) | shares | (244,475) |
Forfeited (in shares) | shares | (10,829) |
Unvested as of December 31, 2022 | shares | 539,632 |
Weighted Average Grant-Date Fair Value | |
Unvested (in dollars per share) | $ / shares | $ 37.84 |
Weighted average grant date fair value granted (in dollars per share) | $ / shares | 41.07 |
Vested (in dollars per share) | $ / shares | 35.28 |
Forfeited (in dollars per share) | $ / shares | 33.42 |
Unvested (in dollars per share) | $ / shares | $ 72.58 |
Performance Based Restricted Stock Awards | |
Number of Shares | |
Unvested as of January 1, 2022 | shares | 0 |
Restricted stock awards granted (in shares) | shares | 327,552 |
Vested (in shares) | shares | (29,289) |
Forfeited (in shares) | shares | (8,628) |
Unvested as of December 31, 2022 | shares | 289,635 |
Weighted Average Grant-Date Fair Value | |
Unvested (in dollars per share) | $ / shares | $ 0 |
Weighted average grant date fair value granted (in dollars per share) | $ / shares | 42.12 |
Vested (in dollars per share) | $ / shares | 50.69 |
Forfeited (in dollars per share) | $ / shares | 45.80 |
Unvested (in dollars per share) | $ / shares | $ 41.14 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Warrant (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Shares | ||
Warrants outstanding (in shares) | 1,001,740 | |
Warrants granted (in shares) | 0 | |
Warrants exercised (in shares) | (947,174) | |
Warrants forfeited (in shares) | (54,566) | |
Warrants outstanding (in shares) | 0 | 1,001,740 |
Weighted-Average Exercise Price | ||
Warrants outstanding (in dollars per share) | $ 10.49 | |
Warrants granted (in dollars per share) | 0 | |
Warrants exercised (in dollars per share) | 10.49 | |
Warrants forfeited (in dollars per share) | 10.49 | |
Warrants outstanding (in dollars per share) | $ 0 | $ 10.49 |
Weighted-Average Remaining Contractual Term (Years) | ||
Warrants outstanding balance | 11 months 8 days | |
Aggregate Intrinsic Value (in millions) | ||
Warrants outstanding, beginning balance | $ 63.1 | |
Warrants granted | 0 | |
Warrants exercised | 21.1 | |
Warrants forfeited | 0 | |
Warrants outstanding, ending balance | $ 0 | $ 63.1 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Commitments And Contingencies [Line Items] | |
Long-term line of credit | $ 207,327 |
Claims based on occurrence an aggregate amount | 3,000 |
Minimum | |
Commitments And Contingencies [Line Items] | |
Professional coverage | 45 |
Maximum | |
Commitments And Contingencies [Line Items] | |
Insurance liabilities | 1,000 |
Professional coverage | 100 |
Truist Bank | Standby Letters of Credit | Amended Credit Agreement | |
Commitments And Contingencies [Line Items] | |
Maximum loan availability | 21,100 |
APC | Standby Letters of Credit | |
Commitments And Contingencies [Line Items] | |
Long-term line of credit | 300 |
Alpha Care | Standby Letters of Credit | |
Commitments And Contingencies [Line Items] | |
Long-term line of credit | 3,800 |
Standby Letters of Credit | APC | |
Commitments And Contingencies [Line Items] | |
Maximum loan availability | $ 300 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Aug. 31, 2022 | |
ApolloMed Officer | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 9,300 | |||
Diagnostic and Surgical Center | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 600 | $ 600 | ||
AHMC | ||||
Related Party Transaction [Line Items] | ||||
Risk pool revenue recognized under agreement | 50,500 | 60,100 | $ 42,600 | |
Remaining outstanding under agreement | $ 58,700 | 58,400 | ||
NMM | LaSalle Medical Associates – IPA Line of Business | ||||
Related Party Transaction [Line Items] | ||||
Ownership interest | 25% | |||
NMM | LaSalle Medical Associates – IPA Line of Business | ||||
Related Party Transaction [Line Items] | ||||
Revenue from related parties | $ 21,200 | 18,700 | 16,900 | |
NMM | Network Medical Management, Inc 'NMM' | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 400 | 300 | 200 | |
NMM | One MSO, Inc. | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 1,400 | 1,300 | 1,400 | |
NMM | Director | Consulting Services | ||||
Related Party Transaction [Line Items] | ||||
Expenses from transactions with related party | $ 0 | 44 | 100 | |
APC | One MSO, Inc. | ||||
Related Party Transaction [Line Items] | ||||
Ownership interest | 50% | |||
APC | Provider services | PMIOC | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 2,700 | 2,400 | 2,200 | |
APC | APC | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 40,000 | 34,800 | 33,100 | |
APC | APC | Provider services | PMIOC | ||||
Related Party Transaction [Line Items] | ||||
Ownership interest | 40% | |||
APC | Advance Diagnostic Surgery Center | Provider services | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 600 | 700 | 500 | |
APC | Fulgent Genetics, Inc. | Provider services | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 600 | 2,000 | 300 | |
APC | Arroyo Vista Family Health Center | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 15,400 | 15,400 | ||
APC | Sunny Village Care Center | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 1,900 | 1,300 | 1,200 | |
APC | ApolloMed Officer | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 200 | 20 | 51 | |
APC | Officer | APC | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 7,600 | $ 8,500 | $ 9,000 | |
Tag-6 Medical Investment Group, LLC — related party | ||||
Related Party Transaction [Line Items] | ||||
Asset acquisition, percentage of shares acquired | 50% | |||
Tag-6 Medical Investment Group, LLC — related party | Sunny Village Care Center | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | 300 | |||
Tag-6 Medical Investment Group, LLC — related party | ApolloMed Officer | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 4,900 | |||
Tag-8 Medical Investment Group, LLC — related party | ||||
Related Party Transaction [Line Items] | ||||
Asset acquisition, percentage of shares acquired | 50% | |||
Tag-8 Medical Investment Group, LLC — related party | ApolloMed Officer | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 4,100 |
Related-Party Transactions - Sc
Related-Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | ||
Receipts, net | $ 33,822 | $ 45,977 |
AHMC | ||
Related Party Transaction [Line Items] | ||
AHMC – Risk pool, capitation, claims payment | 34,587 | 46,908 |
HSMSO | ||
Related Party Transaction [Line Items] | ||
Management fees | (465) | (629) |
Aurion | ||
Related Party Transaction [Line Items] | ||
Management fees | $ (300) | $ (302) |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | ||
Defined contribution plan, service period | 6 months | |
Employee benefit vested estimated year | 6 years | |
Employer discretionary contribution amount | $ 0.5 | $ 0.4 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restricted stock awards | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive securities (in shares) | 133,480 | 9,137 | 212,276 |
Performance Shares | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive securities (in shares) | 245,478 | ||
APC | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive securities (in shares) | 10,299,259 | 10,925,702 | 12,323,164 |
Earnings Per Share - Basic Net
Earnings Per Share - Basic Net Income (loss) Per Share is Calculated Using Weighted Average Number of Shares (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |||||||||||
Earnings per share – basic (in dollars per share) | $ (0.08) | $ 0.52 | $ 0.27 | $ 0.31 | $ 0.28 | $ 0.77 | $ 0.23 | $ 0.29 | $ 1 | $ 1.57 | $ 1.03 |
Earnings per share – diluted (in dollars per share) | $ (0.08) | $ 0.50 | $ 0.26 | $ 0.30 | $ 0.27 | $ 0.74 | $ 0.22 | $ 0.28 | $ 0.99 | $ 1.52 | $ 1.01 |
Weighted average shares of common stock outstanding – basic (in shares) | 44,971,143 | 43,828,664 | 36,527,672 | ||||||||
Weighted average shares of common stock outstanding - diluted (in shares) | 45,602,415 | 45,403,085 | 37,448,430 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Shares Included in Diluted Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Weighted average shares of common stock outstanding – basic (in shares) | 44,971,143 | 43,828,664 | 36,527,672 |
Contingently issuable shares (in shares) | 30,315 | 0 | 0 |
Weighted average shares of common stock outstanding – diluted (in shares) | 45,602,415 | 45,403,085 | 37,448,430 |
Warrants | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Adjustments to weighted average shares of common stock (in shares) | 0 | 819,151 | 717,029 |
Stock options | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Adjustments to weighted average shares of common stock (in shares) | 439,309 | 495,618 | 182,999 |
Restricted stock awards | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Adjustments to weighted average shares of common stock (in shares) | 161,648 | 259,652 | 20,730 |
Variable Interest Entities (V_3
Variable Interest Entities (VIEs) - Eliminated Upon Consolidation Included In Accompanying Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | ||
Current assets | |||||||||||
Cash and cash equivalents | $ 288,027 | $ 233,097 | $ 193,470 | ||||||||
Investment in marketable securities | 5,567 | 53,417 | |||||||||
Receivables, net | 49,631 | 10,608 | |||||||||
Receivables, net – related party | 65,147 | 69,376 | |||||||||
Income taxes receivable (restated) | 0 | 5,678 | $ 1,426 | ||||||||
Other receivables | 1,834 | 9,647 | |||||||||
Prepaid expenses and other current assets | 14,798 | 18,637 | |||||||||
Loans receivable | 996 | 0 | |||||||||
Loans receivable — related parties | 2,125 | 4,000 | |||||||||
Total current assets | 428,125 | $ 445,785 | $ 468,085 | $ 445,423 | 404,460 | 471,976 | |||||
Non-current assets | |||||||||||
Intangible assets, net | 76,861 | 82,807 | |||||||||
Goodwill | 269,053 | 250,860 | 246,688 | 245,757 | 246,416 | $ 236,730 | 232,431 | $ 232,431 | 232,430 | ||
Income taxes receivable, non-current | 15,943 | 15,943 | 15,943 | 15,943 | 15,943 | 6,483 | 6,483 | 6,483 | |||
Investments in other entities – equity method | 40,299 | 41,715 | |||||||||
Operating lease right-of-use assets | 20,444 | 15,441 | |||||||||
Other assets | 6,056 | 5,928 | |||||||||
Total non-current assets | 538,088 | 509,111 | 499,347 | 477,236 | 462,901 | 443,942 | 423,741 | 472,866 | |||
Total assets | 966,213 | [1] | 954,896 | 967,432 | 922,659 | 867,361 | [1] | 871,154 | 895,717 | 843,141 | |
Current liabilities | |||||||||||
Accounts payable and accrued expenses | 49,562 | 43,951 | |||||||||
Fiduciary accounts payable | 8,065 | 10,534 | |||||||||
Medical liabilities | 81,255 | 55,783 | $ 50,330 | ||||||||
Dividend payable | 664 | 556 | |||||||||
Finance lease liabilities | 594 | 486 | |||||||||
Operating lease liabilities | 3,572 | 2,629 | |||||||||
Operating lease liabilities | 619 | 780 | |||||||||
Total current liabilities | 148,610 | 155,542 | 114,719 | 115,173 | 125,873 | 122,553 | |||||
Non-current liabilities | |||||||||||
Deferred tax liability | 14,217 | 24,985 | 30,920 | 30,888 | 30,135 | 27,833 | 31,695 | 17,383 | |||
Finance lease liabilities, net of current portion | 1,275 | 973 | |||||||||
Operating lease liabilities, net of current portion | 19,915 | 13,198 | |||||||||
Long-term debt, net of current portion | 203,389 | 182,917 | |||||||||
Other long-term liabilities | 20,260 | 14,777 | |||||||||
Total non-current liabilities | 259,056 | 254,173 | 261,647 | 241,425 | 242,000 | 230,955 | 230,357 | 259,744 | |||
Total liabilities | 407,666 | [1] | $ 410,364 | $ 446,885 | $ 396,967 | 356,719 | [1] | $ 346,128 | $ 356,230 | $ 382,297 | |
Variable Interest Entity, Primary Beneficiary | |||||||||||
Current assets | |||||||||||
Cash and cash equivalents | 97,669 | 161,762 | |||||||||
Investment in marketable securities | 4,543 | 49,066 | |||||||||
Receivables, net | 11,503 | 7,251 | |||||||||
Receivables, net – related party | 62,190 | 62,180 | |||||||||
Income taxes receivable (restated) | 8,580 | 5,855 | |||||||||
Other receivables | 1,236 | 1,833 | |||||||||
Prepaid expenses and other current assets | 9,289 | 11,734 | |||||||||
Loans receivable | 22 | 0 | |||||||||
Loans receivable — related parties | 2,125 | 4,000 | |||||||||
Amounts due from affiliates | 30,340 | 6,598 | |||||||||
Total current assets | 227,497 | 310,279 | |||||||||
Non-current assets | |||||||||||
Land, property and equipment, net | 106,486 | 49,547 | |||||||||
Intangible assets, net | 53,964 | 58,282 | |||||||||
Goodwill | 111,539 | 103,034 | |||||||||
Income taxes receivable, non-current | 15,943 | 15,943 | |||||||||
Loans receivable – related parties | 0 | 89 | |||||||||
Investments in other entities – equity method | 27,561 | 41,715 | |||||||||
Investment in a privately held entity | 405 | 405 | |||||||||
Investment in affiliates | 304,755 | 802,821 | |||||||||
Operating lease right-of-use assets | 6,503 | 4,953 | |||||||||
Other assets | 4,169 | 3,219 | |||||||||
Total non-current assets | 631,325 | 1,080,008 | |||||||||
Total assets | 858,822 | 1,390,287 | |||||||||
Current liabilities | |||||||||||
Accounts payable and accrued expenses | 23,632 | 11,591 | |||||||||
Fiduciary accounts payable | 7,853 | 10,534 | |||||||||
Medical liabilities | 48,100 | 44,000 | |||||||||
Dividend payable | 638 | 556 | |||||||||
Finance lease liabilities | 594 | 110 | |||||||||
Operating lease liabilities | 1,800 | 1,250 | |||||||||
Operating lease liabilities | 619 | 780 | |||||||||
Total current liabilities | 83,236 | 68,821 | |||||||||
Non-current liabilities | |||||||||||
Deferred tax liability | 4,591 | 5,144 | |||||||||
Finance lease liabilities, net of current portion | 1,275 | 193 | |||||||||
Operating lease liabilities, net of current portion | 7,484 | 3,950 | |||||||||
Long-term debt, net of current portion | 26,645 | 7,114 | |||||||||
Other long-term liabilities | 8,542 | 9,614 | |||||||||
Total non-current liabilities | 48,537 | 26,015 | |||||||||
Total liabilities | $ 131,773 | $ 94,836 | |||||||||
[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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
Leases - Additional information
Leases - Additional information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
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 | $ 1.8 | $ 1.3 |
Accumulated amortization associated with finance leases | $ 1 | $ 0.6 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease terms, operating | 1 month | |
Remaining lease terms, financing | 1 month | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease terms, operating | 13 years | |
Remaining lease terms, financing | 13 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||
Operating lease cost | $ 6,622 | $ 6,025 |
Finance lease cost | ||
Amortization of lease expense | 564 | 208 |
Interest on lease liabilities | 70 | 26 |
Sublease income | (649) | (852) |
Total lease cost | $ 6,607 | $ 5,407 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 6,781 | $ 6,083 |
Operating cash flows from finance leases | 70 | 26 |
Financing cash flows from finance leases | 564 | 208 |
Right-of-use assets obtained in exchange for lease liabilities: | ||
Finance leases | $ 576 | $ 0 |
Weighted-Average Remaining Lease Term | ||
Operating leases | 6 years 7 months 28 days | 6 years 3 months 7 days |
Finance leases | 3 years 4 months 28 days | 3 years 3 months 3 days |
Weighted-Average Discount Rate | ||
Operating leases | 5.50% | 6.10% |
Finance leases | 4.92% | 4.53% |
Leases - Future Minimum Payment
Leases - Future Minimum Payments Under Non-cancelable Leases After Adoption of 842 (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 4,786 | |
2024 | 4,415 | |
2025 | 4,051 | |
2026 | 3,767 | |
2027 | 3,099 | |
Thereafter | 8,407 | |
Total future minimum lease payments | 28,525 | |
Less: imputed interest | 5,038 | |
Total lease obligations | 23,487 | |
Less: current portion | 3,572 | $ 2,629 |
Long-term lease obligations | 19,915 | 13,198 |
Finance Leases | ||
2023 | 673 | |
2024 | 607 | |
2025 | 444 | |
2026 | 190 | |
2027 | 132 | |
Thereafter | 0 | |
Total future minimum lease payments | 2,046 | |
Less: imputed interest | 177 | |
Total lease obligations | 1,869 | |
Less: current portion | 594 | 486 |
Long-term lease obligations | $ 1,275 | $ 973 |
Segments - Schedule of Informat
Segments - Schedule of Information about our Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | $ 294,208 | $ 317,001 | $ 269,697 | $ 263,258 | $ 195,100 | $ 227,117 | $ 175,638 | $ 176,058 | $ 1,144,163 | $ 773,915 | $ 687,180 |
Cost of services, excluding depreciation and amortization | 944,685 | 596,142 | 539,211 | ||||||||
General and administrative | 95,213 | 79,594 | 67,466 | ||||||||
Expenses | 281,628 | 266,910 | 254,315 | 237,047 | 192,852 | 173,957 | 154,650 | 154,277 | 1,039,898 | 675,736 | 606,677 |
Income (loss) from operations | $ 12,580 | $ 50,091 | $ 15,382 | $ 26,211 | $ 2,248 | $ 53,160 | $ 20,988 | $ 21,781 | 104,265 | 98,179 | 80,503 |
Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 1,144,163 | 773,915 | 687,180 | ||||||||
Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Intersegment Elimination | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | (124,675) | (90,543) | (77,428) | ||||||||
Cost of services, excluding depreciation and amortization | (125,823) | (89,791) | (75,867) | ||||||||
General and administrative | (3,150) | (3,097) | (2,499) | ||||||||
Expenses | (128,973) | (92,888) | (78,366) | ||||||||
Income (loss) from operations | 4,298 | 2,345 | 938 | ||||||||
Intersegment Elimination | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Intersegment Elimination | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | (124,675) | (90,543) | (77,428) | ||||||||
Corporate Costs | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Cost of services, excluding depreciation and amortization | 0 | 0 | 0 | ||||||||
General and administrative | 19,313 | 12,424 | 8,534 | ||||||||
Expenses | 19,313 | 12,424 | 8,534 | ||||||||
Income (loss) from operations | (19,313) | (12,424) | (8,534) | ||||||||
Corporate Costs | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Corporate Costs | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Care Enablement | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 120,200 | 107,693 | 99,348 | ||||||||
Cost of services, excluding depreciation and amortization | 51,531 | 41,557 | 47,040 | ||||||||
General and administrative | 41,628 | 28,637 | 23,243 | ||||||||
Expenses | 93,159 | 70,194 | 70,283 | ||||||||
Income (loss) from operations | 27,041 | 37,499 | 29,065 | ||||||||
Care Enablement | Operating Segments | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 42,023 | 35,851 | 35,645 | ||||||||
Care Enablement | Operating Segments | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 78,177 | 71,842 | 63,703 | ||||||||
Care Partners | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 1,051,521 | 709,714 | 638,865 | ||||||||
Cost of services, excluding depreciation and amortization | 944,792 | 607,081 | 545,340 | ||||||||
General and administrative | 21,507 | 30,055 | 30,250 | ||||||||
Expenses | 966,299 | 637,136 | 575,590 | ||||||||
Income (loss) from operations | 85,222 | 72,578 | 63,275 | ||||||||
Care Partners | Operating Segments | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 1,051,464 | 709,714 | 638,865 | ||||||||
Care Partners | Operating Segments | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 57 | 0 | 0 | ||||||||
Care Delivery | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 96,132 | 46,691 | 26,070 | ||||||||
Cost of services, excluding depreciation and amortization | 73,927 | 37,537 | 22,568 | ||||||||
General and administrative | 13,234 | 9,694 | 7,429 | ||||||||
Expenses | 87,161 | 47,231 | 29,997 | ||||||||
Income (loss) from operations | 8,971 | (540) | (3,927) | ||||||||
Care Delivery | Operating Segments | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 49,806 | 28,064 | 12,409 | ||||||||
Care Delivery | Operating Segments | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 46,326 | 18,627 | 13,661 | ||||||||
Other | Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 985 | 360 | 325 | ||||||||
Cost of services, excluding depreciation and amortization | 258 | (242) | 130 | ||||||||
General and administrative | 2,681 | 1,881 | 509 | ||||||||
Expenses | 2,939 | 1,639 | 639 | ||||||||
Income (loss) from operations | (1,954) | (1,279) | (314) | ||||||||
Other | Operating Segments | Third Party | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 870 | 286 | 261 | ||||||||
Other | Operating Segments | Intersegment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | $ 115 | $ 74 | $ 64 |
Restatement of Quarterly Fina_3
Restatement of Quarterly Financial Information - Schedule of Effect of Error Correction (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |||||
CONSOLIDATED BALANCE SHEETS | |||||||||||||||
Receivables, net | $ 49,631 | $ 14,393 | $ 19,686 | $ 1,007 | $ 49,631 | ||||||||||
Income taxes receivable (restated) | 0 | $ 5,678 | $ 1,426 | 0 | $ 5,678 | ||||||||||
Total current assets | 428,125 | 445,785 | 468,085 | 445,423 | 404,460 | 471,976 | 428,125 | 404,460 | |||||||
Goodwill | 269,053 | 250,860 | 246,688 | 245,757 | 246,416 | $ 236,730 | 232,431 | $ 232,431 | 269,053 | 246,416 | $ 232,430 | ||||
Income taxes receivable, non-current | 15,943 | 15,943 | 15,943 | 15,943 | 15,943 | 6,483 | 6,483 | 6,483 | 15,943 | 15,943 | |||||
Total non-current assets | 538,088 | 509,111 | 499,347 | 477,236 | 462,901 | 443,942 | 423,741 | 472,866 | 538,088 | 462,901 | |||||
Total assets | 966,213 | [1] | 954,896 | 967,432 | 922,659 | 867,361 | [1] | 871,154 | 895,717 | 843,141 | 966,213 | [1] | 867,361 | [1] | |
Medical liabilities | 81,255 | 55,783 | 81,255 | 55,783 | 50,330 | ||||||||||
Income taxes payable | 4,279 | 0 | 0 | 2,438 | 0 | 8,265 | 4,279 | 0 | |||||||
Current liabilities | 148,610 | 155,542 | 114,719 | 115,173 | 125,873 | 122,553 | 148,610 | 114,719 | |||||||
Deferred tax liability | 14,217 | 24,985 | 30,920 | 30,888 | 30,135 | 27,833 | 31,695 | 17,383 | 14,217 | 30,135 | |||||
Total non-current liabilities | 259,056 | 254,173 | 261,647 | 241,425 | 242,000 | 230,955 | 230,357 | 259,744 | 259,056 | 242,000 | |||||
Total liabilities | 407,666 | [1] | 410,364 | 446,885 | 396,967 | 356,719 | [1] | 346,128 | 356,230 | 382,297 | 407,666 | [1] | 356,719 | [1] | |
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 14,237 | 40,158 | 41,035 | 53,054 | 56,535 | 89,789 | 140,114 | 113,796 | 14,237 | 56,535 | 113,566 | ||||
Retained earnings | 182,417 | 186,146 | 162,959 | 151,010 | 137,246 | 124,775 | 90,371 | 80,283 | 182,417 | 137,246 | |||||
Non-controlling interest | 1,749 | 5,940 | 1,749 | 5,940 | |||||||||||
Total stockholders' equity | 542,561 | 504,374 | 479,512 | 472,638 | 448,167 | 435,237 | 399,373 | 347,048 | 542,561 | 448,167 | |||||
CONSOLIDATED STATEMENTS OF INCOME | |||||||||||||||
Provision for income taxes | 11,338 | 17,366 | 5,352 | 6,818 | (4,278) | (276) | 28,181 | 8,067 | 40,875 | 31,693 | 56,344 | ||||
Net (loss) income | (883) | 23,897 | 11,277 | 11,450 | (18,152) | (5,229) | 56,269 | 13,167 | 45,741 | 46,055 | 122,083 | ||||
Net income attributable to noncontrolling interests | 2,845 | 712 | (673) | (2,314) | (30,431) | (39,633) | 46,181 | 1,015 | 570 | (22,868) | 84,395 | ||||
Net income attributable to ApolloMed | $ (3,728) | $ 23,185 | $ 11,950 | $ 13,764 | $ 12,279 | $ 34,404 | $ 10,088 | $ 12,152 | $ 45,171 | $ 68,923 | $ 37,688 | ||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.08) | $ 0.52 | $ 0.27 | $ 0.31 | $ 0.28 | $ 0.77 | $ 0.23 | $ 0.29 | $ 1 | $ 1.57 | $ 1.03 | ||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.08) | $ 0.50 | $ 0.26 | $ 0.30 | $ 0.27 | $ 0.74 | $ 0.22 | $ 0.28 | $ 0.99 | $ 1.52 | $ 1.01 | ||||
As Previously Reported | |||||||||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||||||||
Receivables, net | $ 52,629 | $ 12,224 | $ 12,639 | $ 0 | $ 52,629 | ||||||||||
Income taxes receivable (restated) | 4,015 | $ 0 | $ 0 | 4,015 | $ 0 | ||||||||||
Total current assets | 435,138 | 443,616 | 461,038 | 444,416 | 398,782 | 470,550 | 435,138 | 398,782 | |||||||
Goodwill | 275,675 | 257,482 | 253,310 | 252,379 | 253,039 | $ 243,353 | 239,053 | $ 239,053 | 275,675 | 253,039 | |||||
Income taxes receivable, non-current | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||
Total non-current assets | 528,767 | 499,790 | 490,026 | 467,915 | 453,581 | 444,082 | 423,880 | 473,005 | 528,767 | 453,581 | |||||
Total assets | 963,905 | 943,406 | 951,064 | 912,331 | 852,363 | 871,294 | 894,430 | 843,280 | 963,905 | 852,363 | |||||
Medical liabilities | 84,253 | 84,253 | |||||||||||||
Income taxes payable | 0 | 4,894 | 652 | 4,024 | 2,215 | 12,059 | 0 | 652 | |||||||
Current liabilities | 147,329 | 160,436 | 115,371 | 116,759 | 128,088 | 126,347 | 147,329 | 115,371 | |||||||
Deferred tax liability | 3,042 | 4,701 | 9,257 | 9,686 | 9,127 | 19,592 | 21,242 | 10,038 | 3,042 | 9,127 | |||||
Total non-current liabilities | 247,881 | 233,889 | 239,984 | 220,223 | 220,992 | 222,714 | 219,904 | 252,399 | 247,881 | 220,992 | |||||
Total liabilities | 395,210 | 390,080 | 425,222 | 380,659 | 336,363 | 339,473 | 347,992 | 378,746 | 395,210 | 336,363 | |||||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 13,682 | 39,820 | 39,997 | 52,151 | 55,510 | 91,500 | 141,856 | 114,847 | 13,682 | 55,510 | $ 114,237 | ||||
Retained earnings | 192,678 | 195,278 | 169,292 | 157,893 | 143,629 | 129,859 | 95,580 | 82,922 | 192,678 | 143,629 | |||||
Non-controlling interest | 2,191 | 2,191 | |||||||||||||
Total stockholders' equity | 513,506 | 485,845 | 479,521 | 440,321 | 404,582 | 349,687 | |||||||||
CONSOLIDATED STATEMENTS OF INCOME | |||||||||||||||
Provision for income taxes | 9,984 | 13,867 | 6,038 | 6,195 | (3,121) | (120) | 24,920 | 6,776 | 36,085 | 28,454 | 56,107 | ||||
Net (loss) income | 471 | 27,396 | 10,591 | 12,073 | (19,309) | (5,385) | 59,530 | 14,458 | 50,531 | 49,294 | 122,320 | ||||
Net income attributable to noncontrolling interests | 3,071 | 1,410 | (808) | (2,191) | (33,079) | (39,664) | 46,872 | 1,307 | 1,482 | (24,564) | 84,454 | ||||
Net income attributable to ApolloMed | $ (2,600) | $ 25,986 | $ 11,399 | $ 14,264 | $ 13,770 | $ 34,279 | $ 12,658 | $ 13,151 | $ 49,049 | $ 73,858 | $ 37,866 | ||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.06) | $ 0.58 | $ 0.25 | $ 0.32 | $ 0.31 | $ 0.77 | $ 0.29 | $ 0.31 | $ 1.09 | $ 1.69 | $ 1.04 | ||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.06) | $ 0.56 | $ 0.25 | $ 0.31 | $ 0.30 | $ 0.74 | $ 0.28 | $ 0.30 | $ 1.08 | $ 1.63 | $ 1.01 | ||||
Adjustments | |||||||||||||||
CONSOLIDATED BALANCE SHEETS | |||||||||||||||
Receivables, net | $ (2,998) | $ 2,169 | $ 7,047 | $ 1,007 | $ (2,998) | ||||||||||
Income taxes receivable (restated) | (4,015) | $ 5,678 | $ 1,426 | (4,015) | $ 5,678 | ||||||||||
Total current assets | (7,013) | 2,169 | 7,047 | 1,007 | 5,678 | 1,426 | (7,013) | 5,678 | |||||||
Goodwill | (6,622) | (6,622) | (6,622) | (6,622) | (6,623) | $ (6,623) | (6,622) | $ (6,622) | (6,622) | (6,623) | |||||
Income taxes receivable, non-current | 15,943 | 15,943 | 15,943 | 15,943 | 15,943 | 6,483 | 6,483 | 6,483 | 15,943 | 15,943 | |||||
Total non-current assets | 9,321 | 9,321 | 9,321 | 9,321 | 9,320 | (140) | (139) | (139) | 9,321 | 9,320 | |||||
Total assets | 2,308 | 11,490 | 16,368 | 10,328 | 14,998 | (140) | 1,287 | (139) | 2,308 | 14,998 | |||||
Medical liabilities | (2,998) | (2,998) | |||||||||||||
Income taxes payable | 4,279 | (4,894) | (652) | (1,586) | (2,215) | (3,794) | 4,279 | (652) | |||||||
Current liabilities | 1,281 | (4,894) | (652) | (1,586) | (2,215) | (3,794) | 1,281 | (652) | |||||||
Deferred tax liability | 11,175 | 20,284 | 21,663 | 21,202 | 21,008 | 8,241 | 10,453 | 7,345 | 11,175 | 21,008 | |||||
Total non-current liabilities | 11,175 | 20,284 | 21,663 | 21,202 | 21,008 | 8,241 | 10,453 | 7,345 | 11,175 | 21,008 | |||||
Total liabilities | 12,456 | 20,284 | 21,663 | 16,308 | 20,356 | 6,655 | 8,238 | 3,551 | 12,456 | 20,356 | |||||
Non-controlling interest in Allied Physicians of California, a Professional Medical Corporation (“APC”) | 555 | 338 | 1,038 | 903 | 1,025 | (1,711) | (1,742) | (1,051) | 555 | 1,025 | $ (671) | ||||
Retained earnings | (10,261) | (9,132) | (6,333) | (6,883) | (6,383) | (5,084) | (5,209) | (2,639) | (10,261) | (6,383) | |||||
Non-controlling interest | (442) | (442) | |||||||||||||
Total stockholders' equity | (9,132) | (6,333) | (6,883) | (5,084) | (5,209) | (2,639) | |||||||||
CONSOLIDATED STATEMENTS OF INCOME | |||||||||||||||
Provision for income taxes | 1,354 | 3,499 | (686) | 623 | (1,157) | (156) | 3,261 | 1,291 | 4,790 | 3,239 | 237 | ||||
Net (loss) income | (1,354) | (3,499) | 686 | (623) | 1,157 | 156 | (3,261) | (1,291) | (4,790) | (3,239) | (237) | ||||
Net income attributable to noncontrolling interests | (226) | (698) | 135 | (123) | 2,648 | 31 | (691) | (292) | (912) | 1,696 | (59) | ||||
Net income attributable to ApolloMed | $ (1,128) | $ (2,801) | $ 551 | $ (500) | $ (1,491) | $ 125 | $ (2,570) | $ (999) | $ (3,878) | $ (4,935) | $ (178) | ||||
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.02) | $ (0.06) | $ 0.02 | $ (0.01) | $ (0.03) | $ 0 | $ (0.06) | $ (0.02) | $ (0.09) | $ (0.12) | $ (0.01) | ||||
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.02) | $ (0.06) | $ 0.01 | $ (0.01) | $ (0.03) | $ 0 | $ (0.06) | $ (0.02) | $ (0.09) | $ (0.11) | $ 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 $523.7 million and $580.9 million as of December 31, 2022 and December 31, 2021, 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 $131.8 million and $94.8 million as of December 31, 2022 and December 31, 2021, respectively. These VIE balances do not include $304.8 million of investment in affiliates and $30.3 million of amounts due from affiliates as of December 31, 2022 and $802.8 million of investment in affiliates and $6.6 million of amounts due from affiliates as of December 31, 2021 as these are eliminated upon consolidation and not presented within the consolidated balance sheets. See Note 19 – “Variable Interest Entities (VIEs)” for further detail. |
Restatement of Quarterly Fina_4
Restatement of Quarterly Financial Information - Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |||||||||||
Total revenue | $ 294,208 | $ 317,001 | $ 269,697 | $ 263,258 | $ 195,100 | $ 227,117 | $ 175,638 | $ 176,058 | $ 1,144,163 | $ 773,915 | $ 687,180 |
Expenses | 281,628 | 266,910 | 254,315 | 237,047 | 192,852 | 173,957 | 154,650 | 154,277 | 1,039,898 | 675,736 | 606,677 |
Income (loss) from operations | 12,580 | 50,091 | 15,382 | 26,211 | 2,248 | 53,160 | 20,988 | 21,781 | 104,265 | 98,179 | 80,503 |
Net income | (883) | 23,897 | 11,277 | 11,450 | (18,152) | (5,229) | 56,269 | 13,167 | 45,741 | 46,055 | 122,083 |
Net income attributable to ApolloMed | $ (3,728) | $ 23,185 | $ 11,950 | $ 13,764 | $ 12,279 | $ 34,404 | $ 10,088 | $ 12,152 | $ 45,171 | $ 68,923 | $ 37,688 |
Earnings per share - basic attributable to common stock (in dollars per share) | $ (0.08) | $ 0.52 | $ 0.27 | $ 0.31 | $ 0.28 | $ 0.77 | $ 0.23 | $ 0.29 | $ 1 | $ 1.57 | $ 1.03 |
Earnings per share - diluted attributable to common stock (in dollars per share) | $ (0.08) | $ 0.50 | $ 0.26 | $ 0.30 | $ 0.27 | $ 0.74 | $ 0.22 | $ 0.28 | $ 0.99 | $ 1.52 | $ 1.01 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) | Feb. 23, 2023 |
AMG | Subsequent Event | |
Subsequent Event [Line Items] | |
Interest acquired | 100% |