Equity method investments | Equity method investments As of March 31, 2017 , the Company held a 4.5% equity interest in Evolent Health LLC (“Evolent LLC”) and a 7.2% equity ownership interest in Evolent Health, Inc. (“Evolent Inc.”), which had no material operations outside of its 83.9% ownership interest in Evolent LLC. These investments are accounted for under the equity method, with the Company’s proportionate share of the investees’ losses recognized in the consolidated statements of operations. The Company has the right to designate two individuals to Evolent Inc.'s board of directors, who were the Company’s Chief Financial Officer and an unaffiliated designee of the Company as of March 31, 2017 . During the three months ended March 31, 2017 , the Company recognized in the consolidated statements of operations its proportionate share of the losses of Evolent Inc. of $1.3 million . During the three months ended March 31, 2016, the Company recorded a net gain on its investment of Evolent Inc. of $0.3 million , which consisted of a $1.1 million dilution gain offset by $0.8 million for the Company's share of losses of Evolent Inc. The carrying balance of the Company’s investment in Evolent Inc. was $9.0 million and $10.3 million as of March 31, 2017 and December 31, 2016, respectively. The Company had no unrecorded losses related to its investment in Evolent Inc. as of March 31, 2017 . During the three months ended March 31, 2017 , the Company exchanged Evolent LLC B units and Evolent Inc. Class B shares for Evolent Inc. Class A common stock on a one-for-one basis, then immediately sold all the Evolent Inc. Class A shares in an underwritten secondary offering, retaining a 4.5% interest immediately after such sale. Total cash received from the transaction was $41.4 million and resulted in the recognition of a post-tax gain of $23.4 million . The Company's proportionate share of the losses of Evolent LLC was $1.6 million during the three months ended March 31, 2017 . During the three months ended March 31, 2016, the Company recorded a net loss on its investment of Evolent LLC of $0.5 million , which consisted of a $0.9 million dilution gain offset by $1.4 million for the Company's share of the losses of Evolent LLC. The carrying balance of the Company’s investment in Evolent LLC was $4.7 million and $9.6 million as of March 31, 2017 and December 31, 2016, respectively. The Company had no unrecorded losses related to its investment in Evolent LLC as of March 31, 2017 . At the time of the reorganization and initial public offering of Evolent Inc., the Company carried over its basis in the investment, resulting in a significant difference between its basis and its proportionate share in the equity of Evolent Inc. As of March 31, 2017 , the basis difference totaled $43.2 million and will decrease over time through amortization and upon any sale or dilutive transactions. Evolent Inc. gained control of Evolent LLC in the transaction and applied purchase and push down accounting. The Company has excluded the effects of this accounting in its determination of the equity in Evolent LLC losses, thereby reducing its share of losses from Evolent LLC for the affected periods. Because of Evolent LLC's treatment as a partnership for federal income tax purposes, the losses of Evolent LLC pass through to the Company and the other members. The Company's proportionate share of the losses of Evolent LLC is recorded net of the estimated tax benefit the Company believes will be realized from the equity in loss of equity method investments on the consolidated statements of operations. Historically, the Company had provided a full valuation allowance against the deferred tax asset resulting from these benefits. During the three months ended March 31, 2016, tax benefit of $0.2 million was recorded for the tax effects of current year losses received from Evolent LLC. The provision for income taxes from gains (losses) from equity method investments for the three months ended March 31, 2017 was $13.6 million , representing an effective tax rate of 38.7% . Tax expense of $14.7 million was recorded for the tax effect of the current period gain on sale of shares in Evolent LLC offset by a $1.1 million tax benefit for the allocated share of losses from Evolent LLC and Evolent, Inc. The gains (losses) from equity method investments on the consolidated statement of operations for the combined Evolent entities consisted of the following (in thousands): Three Months Ended 2017 2016 Dilution gain $ — $ 2,026 Gain on partial sale of investment 38,117 — Allocated share of losses (2,898 ) (2,221 ) Tax (expense) benefit (13,642 ) 161 Gains (losses) from equity method investments $ 21,577 $ (34 ) In connection with Evolent Inc.'s initial public offering and the related reorganization, the Company and certain investors in Evolent LLC entered into a tax receivables agreement with Evolent Inc. Under the terms of that agreement, Evolent Inc. will make cash payments to the Company and certain investors in amounts equal to 85% of Evolent Inc.'s actual tax benefit realized from various tax attributes related to activity before the initial public offering. Interest will be included on the tax savings at the applicable London interbank offered rate plus 100 basis points. The tax receivables agreement will generally apply to Evolent Inc.'s taxable years up to and including the 15 th anniversary date of the transaction. As of March 31, 2017 , the Company had not received any payments pursuant to the tax receivables agreement. As the amount the Company will receive pursuant to the tax receivables agreement is unknown, the Company will recognize payments, if any, associated with this agreement when such payments are received. The following is a summary of the financial position of Evolent LLC as of the dates presented: As of March 31, 2017 December 31, 2016 Assets: Current assets $ 339,487 $ 154,555 Non-current assets 923,591 921,556 Total assets $ 1,263,078 $ 1,076,111 Liabilities and members’ equity: Current liabilities $ 225,815 $ 131,926 Non-current liabilities 134,797 24,654 Total liabilities 360,612 156,580 Members’ equity 902,466 919,531 Total liabilities and members’ equity $ 1,263,078 $ 1,076,111 The following is a summary of the operating results of Evolent LLC for the periods presented: Three Months Ended March 31, 2017 2016 Revenue $ 106,238 $ 49,449 Cost of revenue (exclusive of depreciation and amortization) 67,528 28,611 Gross profit $ 38,710 $ 20,838 Net loss $ (23,150 ) $ (174,799 ) The following is a summary of the consolidated financial position of Evolent Inc. as of the dates presented: As of March 31, 2017 December 31, 2016 Assets: Current assets $ 217,538 $ 264,966 Non-current assets 936,908 934,873 Total assets $ 1,154,446 $ 1,199,839 Liabilities and shareholders' equity: Current liabilities $ 104,439 $ 131,941 Non-current liabilities 153,267 155,784 Total liabilities 257,706 287,725 Total shareholders' equity attributable to Evolent Health, Inc. 750,471 702,526 Non-controlling interests 146,269 209,588 Total liabilities and shareholders’ equity $ 1,154,446 $ 1,199,839 The following is a summary of the consolidated operating results of Evolent Inc. for the periods presented: Three Months Ended March 31, 2017 2016 Revenue $ 106,238 $ 49,449 Cost of revenue (exclusive of depreciation and amortization) 67,528 28,611 Gross profit $ 38,710 $ 20,838 Loss before income taxes and non-controlling interests $ (22,744 ) $ (174,799 ) Net loss $ (23,149 ) $ (173,811 ) Loss attributable to Evolent Health, Inc. $ (18,012 ) $ (122,740 ) Evolent LLC is in the early stages of its business plan and, as a result, the Company expects both Evolent Inc. and Evolent LLC to continue to incur losses. The Company’s investments are evaluated for impairment whenever events or changes in circumstances indicate that there may be an other-than-temporary decline in value. As of March 31, 2017 , the Company believes that no impairment charge is necessary. For additional information on the fair value of the Company’s investment in the Evolent entities, see Note 3, “Fair value measurements.” |